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Leica Biosystems Software Licensing Agreement

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Leica Biosystems Software Licensing Agreement LEICA BIOSYSTEMS SOFTWARE LICENSING AGREEMENT This is a legal agreement (“Agreement”) between you and the business entity on whose behalf the software is provided, the end user, and Leica Biosystems Richmond, Inc., or its corporate affiliate, licensing this Leica Biosystems software to you (licensing entity hereinafter referred to as “Leica”). 1. CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THIS SOFTWARE. CONTINUING TO INSTALL THE SOFTWARE, OR ANY DOWNLOADING, REPRODUTION, COPYING, OR OTHER USE OF THE SOFTWARE WILL CONSTITUTE YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS HEREIN. THE TERMS OF THIS LICENSE AGREEMENT SHALL APPLY TO LEGALLY PURCHASED LICENSES OF THE SOFTWARE OR TIME LIMITED USE FOR THE PURPOSE OF END USER EVALUATION ONLY, AS APPLICABLE. 2. LICENSE. You, the user, acknowledge that the Software is the sole and exclusive property of Leica or its licensors. Leica hereby grants you the right to use the Software as set forth herein, strictly in conformance with the License defined below and any documentation provided by Leica for such use and in accordance with the other terms and conditions you have entered into with Leica relative to your use of this Software (e.g., equipment, system or instrument purchase agreement, evaluation agreement, pilot agreement, collaboration agreement, etc.). Software is defined as all programs, routines, codes, compilers, applications, tools, algorithms, APIs and development kits, in whatever form or format Leica designates to provide to you in conjunction with Leica’s quotation and your purchase order resulting therefrom. Leica grants to you the nonexclusive, nontransferable, limited right to use Leica’s Software (the “License”) that may be made available to you for your personal/internal use only, on one single computer system and not for any commercial use. Any redistribution of any of the foregoing is strictly prohibited, unless you obtain Leica’s prior express written consent. The Software is licensed as a single product and may not be used on more than one computer or by more than one user at a time, unless networked with other computer systems individually licensed under this Agreement or any other license by Leica. If you have purchased multiple image analysis or other computer systems from Leica, then you may use as many copies of the Software as you have licenses therefore. The Software is “in use” on a computer when it is loaded into the temporary memory (i.e., RAM) or installed into the permanent memory (e.g., hard disk, CDROM or other storage device of any type) of that computer. Included within the definition of Software under this Agreement is any other Leica Software delivered, including any Software intended to support any interface to a laboratory information system licensed by you from a third party. Where the Software is provided under a flexible license program, notwithstanding any conflicting provisions herein, you will be provided an additional copy of the applicable Software, for use in a separate/remote laboratory facility under your control and authority. The additional copy of each Software program provided under such flexible license program may not be used concurrently with the primary Software (i.e., that is used in the primary hospital or clinic laboratory. Digital images included with Leica products may not be used by you for any other purpose than their intended use with Leica products. Redistribution of the digital images is strictly prohibited. 3. COPYRIGHT. Leica owns all rights regarding the Software, including the copyright. The Software is valuable property of Leica and the look and feel of the Software are protected by the copyright laws of the United States and other countries. Therefore, you must treat the Software like any other copyrighted material (e.g., a book or musical recording), except that you may make one (1) copy of the Software and manuals, in whole or in part, via any means mechanical, electronic or otherwise, without the written consent of Leica, provided that you keep the original solely for backup or archival purposes, consistent with your internal use only. This exception does not allow copies to be made for other users. Under law, copying includes translation to any other language or format. Unauthorized use of or copying of the Software or the accompanying written material is an infringement of the copyright belonging to Leica. Such infringement may subject the violator to civil and criminal penalties. The parties acknowledge that Leica's remedies at law may be inadequate and, accordingly, it is agreed that Leica may also seek equitable relief (including without limitation, injunctive relief) to enforce its rights in the Software and/or under this Agreement. Software associated with eSlide Manager (eSM) and related scanners and other peripherals may contain (i) so-called Open Source code, with the associated rights and responsibilities as enumerated in Addenda A and B attached hereto, and incorporated herein by this reference and (ii) third party copyrighted software and obligatory license information is as set forth in Addendum C, attached hereto and incorporated herein by this reference. 4. OTHER RESTRICTIONS. This Agreement must be retained by you. You may not copy or distribute the Software without written authorization from Leica. You may not rent, lease, loan, modify, translate, adapt, reverse engineer, decompile, disassemble, or create derivative works based upon this Software (in whole or in part), except to the extent the foregoing restriction is expressly prohibited by applicable law. You agree to use your best efforts and take all reasonable steps to protect all aspects of the Software from unauthorized reproduction, publication, disclosure, or distribution. Copies of any user documentation (whether in print or electronic form) may not be made, except for your internal purposes only. Leica will permit your rights to be transferred on a permanent basis, provided that you transfer this Agreement, the Software, all associated computer systems and hardware and all accompanying printed materials, retain no copies (other than a single, archival copy) and the transferee/recipient agrees to the terms of this Agreement. You acknowledge and agree that Aperio VERSA and Aperio VERSA Analytics ARE FOR RESEARCH USE ONLY, NOT TO BE USED FOR DIAGNOSTIC PROCEDURES. ANY USE FOR DIAGNOSTIC PROCEDURES IS STRICTLY PROHIBITED. You agree to promptly confirm the immediately foregoing, in writing, upon Leica’s request. Image analysis programs are not intended for installation on any Aperio VERSA scanning system provided to you by Leica. 5. LIMITATIONS ON WARRANTY AND LIABILITY. NO WARRANTIES. LEICA EXPRESSLY DISCLAIMS ANY WARRANTY FOR THE SOFTWARE AND DOCUMENTATION PROVIDED BY LEICA. THE SOFTWARE AND ANY RELATED DOCUMENTATION IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE REMAINS WITH YOU. Rev. 8/31/2016 You assume the entire risk, cost and liability associated with and/or resulting from the information obtained or compiled by the Software. You assume all responsibility and risk for the selection of the Software to achieve your intended results and for the installation of, use of and results obtained from the Software. To the maximum extent permitted by applicable law, Leica disclaims all other warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose and non-infringement with respect to the Software and any accompanying written materials. It is further understood and agreed that Leica is not responsible for changes to operating system software, including without limitation an original equipment manufacturer’s discontinuance of support, in which case you are responsible for all expenses associated with all such changes, including without limitation license fees, modifications and/or additional equipment required to use a superseding operating system. In the event that you elect to continue using an unsupported operating system, such use shall be at your sole risk and expense and Leica shall have no obligation to support any failures to Leica’s Software proximately resulting from the unsupported operating system. 6. NO LIABILITY FOR CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL LEICA OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFIT, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THIS LEICA SOFTWARE, EVEN IF LEICA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. 7. MODIFICATION. This Agreement may be supplemented, amended, or modified only by the mutual agreement of the parties. No supplement, amendment, or modification of this Agreement will be binding unless it is in writing and signed by both parties. No provisions in either party's correspondence or other business forms used by either party will supersede or add to the terms and conditions of this Agreement. 8. U.S. GOVERNMENT RESTRICTED RIGHTS. The Software and documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government
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