Agmt21 E & M Electric and Machinery, Inc.

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14 AVEVA Clickwrap EULA PO APM MC (Excluding Process Optimization and Unified Supply Chain)-v4.6-14 July 2020 (JS) payment). The assessment of additional fees shall be without prejudice to AVEVA’s other rights and remedies with respect to such excess usage. 5. HIGH RISK USE AND INDUSTRY AND CATEGORICAL RESTRICTIONS. 5.1 High Risk Use. The Software is not fault-tolerant and is not guaranteed to be error free or to operate uninterrupted. Unless AVEVA gives its prior written consent and is consulted regarding the specific deployment, system set-up and Software support plan, Customer has no right to use (and must not use) the Software in any application or situation where the failure of the Software could lead to death or serious bodily injury of any person, or to severe physical or environmental damage (“High Risk Use”). High Risk Use does not include utilization of the Software for administrative purposes, to store configuration data, engineering and/or configuration tools, or other applications, the failure of which would not result in death, personal injury, or severe physical or environmental damage. 5.2 Industry and Categorical Restrictions. THE FOLLOWING CLAUSE APPLIES ONLY TO AVEVA’S BOCAD AND FABTROL PRODUCTS. Customer shall not use the Software in connection with aircraft or other modes of human mass transportation, nuclear or chemical facilities, or medical life support devices unless Customer has provided full details of such proposed use to AVEVA and has received prior written approval for such use from AVEVA. In addition to Customer’s indemnification obligations set forth in Section 9.3 (Indemnification by Customer) of the GTCs, if Customer does not provide such details and receive such prior written approval, then Customer will indemnify, defend, and hold harmless AVEVA and its Affiliates for any claims or liability that results from or is related to Customer’s use of the Software in such areas. 6. LICENSE COMPLIANCE MEASURES. 6.1 AVEVA takes all legal steps to monitor Customer’s and third-parties’ compliance with any license and usage restrictions for AVEVA’s software products (and those software products of its Affiliates). In this context, the Software may include a security mechanism (or security mechanisms) that can detect the installation or use of illegal copies of the Software, and collect and transmit data about those illegal copies. By using the Software, Customer consents to the detection, collection, transmission and processing of data and personal data by AVEVA, including but not limited to IP addresses, Email Domain and WIFI geolocation, if an illegal copy is detected. AVEVA reserves the right to use a hardware lock device, license administration software, and/or a license authorization key to control access to the Software. Customer may not take any steps to avoid or defeat the purpose of any such measures. Use of any Software without any required lock device or authorization key provided by AVEVA is prohibited. For the avoidance of doubt, Customer shall be solely responsible for its failure to comply with any license and usage restrictions for AVEVA’s software products. 7. SUPPORTING HARDWARE. Customer must use any Supporting Hardware in accordance with AVEVA’s instructions. AVEVA reserves the right to withdraw or change any Supporting Hardware in its sole discretion and at any time. 8. GOVERNMENT CONTRACTS. If the Software is licensed for use in the performance of a U.S. Government prime contract or subcontract, Customer agrees that, consistent with FAR 12.211 and 12.212, commercial computer software, computer software documentation and technical data for commercial items are licensed under AVEVA’s standard commercial license. 9. SUPPORT SERVICES (CUSTOMER FIRST SUPPORT PROGRAM). 9.1 AVEVA Proposal. This Software and Support Addendum incorporates by reference all of the terms and conditions contained in the AVEVA Proposal and CFP User Guide, as applicable. 9.2 Support Term. Subject to Customer’s payment of all applicable fees (including, but not limited to, any license fees for the Software and any fees for the Support Services), AVEVA will provide the Support Services during the Support Term. If additional Supported Software or Goods are purchased, licensed, or ATTY/AGR.2021.312/E&M Electric and Machinery, Inc. (AVEVA Wonderware Flex Subscription) (Page 26 of 51)