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conflict of laws principles, except that US federal law shall govern in matters of intellectual property and for <br />US government agency use. If Customer is a US government agency, this License Agreement is subject to <br />the Contract Disputes Act of 1978, as amended (41 USC 601-613), in lieu of the arbitration provisions of this <br />clause. This License Agreement shall not be governed by the United Nations Convention on Contracts for the <br />International Sale of Goods, the application of which is expressly excluded. <br />b. All Other Customers. Except as provided in Section 9. 10, any dispute arising out of or relating to this License <br />Agreement or the breach thereof that cannot be settled through negotiation shall be finally settled under the <br />Rules of Arbitration of the International Chamber of Commerce by one (1) arbitrator appointed in accordance <br />with said rules. The language of the arbitration shall be English. The place of the arbitration shall be at an <br />agreed-upon location. This License Agreement shall not be governed by the United Nations Convention on <br />Contracts for the International Sale of Goods, the application of which is expressly excluded. Either party <br />shall, at the request of the other, make available documents or witnesses relevant to the major aspects of the <br />dispute. <br />9.13 Maintenance. Maintenance for qualifying Products consists of updates and other benefits, such as access to <br />technical support, specified in Esri's or its distributor's current applicable maintenance policy. <br />9.14 Feedback. Esri may freely use any feedback, suggestions, or requests for Product improvements that <br />Customer provides to Esri. <br />9.15 Patents. Customer may not seek, and may not permit any other user to seek, a patent or similar right <br />worldwide that is based on or incorporates any Esri technology or services. This express prohibition on patenting <br />shall not apply to Customer's software and technology except to the extent that Esri technology or services, or <br />any portion thereof, are a part of any claim or preferred embodiment in a patent application or a similar <br />application. <br />9.16 Entire Agreement. This License Agreement, including its incorporated documents, constitutes the sole and <br />entire agreement of the parties as to the subject matter set forth herein and supersedes any previous license <br />agreements, understandings, and arrangements between the parties relating to such subject matter. Additional or <br />conflicting terms set forth in any purchase orders, invoices, or other standard form documents exchanged during <br />the ordering process, other than product descriptions, quantities, pricing, and delivery instructions, are void and of <br />no effect. Any modifications) or amendment(s) to this License Agreement must be in writing and signed by each <br />party. <br />9.17 Security. Esri publishes its security capabilities at http://trust.arcais.com. Customer may give Esri personnel <br />access to Customer systems or to Customer or third -party personal information, controlled information, or <br />sensitive data if access is essential for Esri's performance of Maintenance and if Esri expressly agrees to such <br />access. Esri will use reasonable administrative, technical, and physical safeguards to protect such data and guard <br />against unauthorized access. Customer bears responsibility to (i) confirm that Esri's published security and <br />privacy controls meet all applicable legal requirements for protection of Customer Content and (ii) upload or share <br />Customer Content through Cloud Services only when it is legal to do so. Esri is not responsible to review <br />Customer Content to ensure compliance with applicable laws and regulations. Customer must contact Esri at <br />securesupport(o7esri.com for further instruction before providing any Customer Content that requires security <br />measures other than Esri's published security capabilities. <br />REV: 07-08-19 DZ <br />ATTY/AGR.Amend No. 1/ESRI Page 16 of 21 <br />