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8.3 Deliverv, Passession and Control. VIMQC shall make delivery and CITY shall accepf possessian of th+� Hardware a# a mut�ally agreeable fime and manner. CITY will obtain all consents and permissions necessary f9r VIMOC to install and use the Hardware as contemplated by this Agreement. Once VIMCIC has c�mpleted its installatian �f#he Hardware to CITY's satisfaction; CITY shall h�ve exclusive possession of a�d control over the Hardware. VIMOC agrees to replace any Hardware that becomes damaged du�ing the term of this Agreemerrt at its st�le �xpense. CITY agrees not to remove or allow the removal of the Hardware from its premises t�nce VfMUC has installed it, unless such removal is reasonably necessary in CITY's sale discr�#iQn.- V1MOC will maintain the Hardware in good order and condition, save normal wear and tear, at its exper�se. GITY shall not alter the Hardware and shall not affix or connect any��cessory equipment or deviee to the Hardware if such alteration or addition would impair or reduce the value of such Hardware or would 'rmpair the safe use or opera�ion thereof. 8.4 Emk�edded Software License. Subject to CITY's compliance with the terms and conditions of this Agceement, VIMOG grartts GITY a limited, revocable, non-transferable, non- sublicensabfe, non-exclusive license during the Term to use the Embedded Software solely as embedded in, for execution on,and for cammunication with the Hardware. Except as otherwise expressly provided under this Agreement, CIT1(shall have no right and specifrcally agree no#to: (i) transfer, assign or sublicense any of the license rights granted herein to any other person, or use the Embedded Software, exeept as expressly permitted by this Agreement, and any such attempted transfer, assignment, sublicense or use shall be void; (ii} make error correetions to or othervvise modify c�r adapt the Embedded �aftware or create derivative wQrks based upon the Embedded Saftware, 4r tc� �ermit third parties to do ths same; or (iii) decompile, decrypt, reuerse engineer, disassemble or otherwise reduce the Embedcled Software to human-readable form. 8.5 Riqht of Use. Subject to CITY`s compfiance with the terms and conditions of this Agreement, VIMOC grants CITIf a non-exclusive, non-transferable, non-sublicenseable right to have Users access and use the Services for CITY internal business purposes. 8.6 Provision of Serv�ces. VIMO� shall make the Services available to CITY pursuant to the Agreement during the Term. C1TY agree that CITY use of the Services hereunder are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by UIMOC regarding future functionality or features. 8.7 Acceptance Testinq. Acceptance testing af the Services shall be as set forth in Exhibit A. VIMOC shall be solely respansible for Hardware and Embedded Software shipment, installation and initial testing. Upon notice from VIMOC, CITY will review and test for final acceptance and shall provide VI MOC notice of acceptance or rejection. lf CITY does not provide natice of acceptance within 10 days of notice fram VIMOC, the installation shall be deemed accepted. Should C1TY reject any installation, VIMOC will re-perform the installation within 10 days. 8.8 Warrantv. The Landscape Computing Solution is provided as-is and with no warranties. VIMOC EXPRESSLY DISCLAIMS ALL, WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ALL WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE. 8.9 Disposal. Upon termination of this Agreement, VIMOC shall remove all Hardware at its sole expense. If Hardware is not remoued within thirty (30) days of termination of this Agreement, REU:09-02-15 VR PBge 4 of li ATTY/AGR.2015.210/VIMOC pilot