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REV: 12-14-23 MI <br />and to the Software and Documentation, including, but not limited to, all rights in patents, <br />patent applications, inventions, copyrights, trademarks, trade secrets, trade names, and <br />other proprietary rights in or relating to the Software and Documentation (including any <br />corrections, bug fixes, enhancements, updates, modifications, adaptations, translations, <br />de-compilations, disassemblies, emulations to or derivative works from the Software or <br />Documentation, whether made by Motorola or another party, or any improvements that <br />result from Motorola’s processes or, provision of information services). No rights are <br />granted to Licensee under this Agreement by implication, estoppel or otherwise, except <br />for those rights which are expressly granted to Licensee in this Agreement. All intellectual <br />property developed, originated, or prepared by Motorola in connection with providing the <br />Software, Designated Products, Documentation or related services, remains vested <br />exclusively in Motorola, and Licensee will not have any shared development or other <br />intellectual property rights. <br />Section 6 LIMITED WARRANTY; DISCLAIMER OF WARRANTY <br />6.1 Unless otherwise stated in the Primary Agreement, the commencement date and <br />the term of the Software warranty will be a period of ninety (90) days from Motorola's <br />shipment of the Software (the “Warranty Period”). If Licensee is not in breach of any of its <br />obligations under this Agreement, Motorola warrants that the unmodified Software, when <br />used properly and in accordance with the Documentation and this Agreement, will be free <br />from a reproducible defect that eliminates the functionality or successful operation of a <br />feature critical to the primary functionality or successful operation of the Software. <br />Whether a defect occurs will be determined by Motorola solely with reference to the <br />Documentation. Motorola does not warrant that Licensee’s use of the Software or the <br />Designated Products will be uninterrupted, error-free, completely free of Security <br />Vulnerabilities, or that the Software or the Designated Products will meet Licensee’s <br />particular requirements. Motorola makes no representations or warranties with respect to <br />any third party software included in the Software. Notwithstanding, any warranty provided <br />by a copyright owner in its standard license terms will flow through to Licensee for third <br />party software provided by Motorola. <br />6.2 Motorola’s sole obligation to Licensee and Licensee’s exclusive remedy under this <br />warranty is to use reasonable efforts to remedy any material Software defect covered by <br />this warranty. These efforts will involve either replacing the media or attempting to correct <br />significant, demonstrable program or documentation errors or Security Vulnerabilities. If <br />Motorola cannot correct the defect within a reasonable time, then at Motorola’s option, <br />Motorola will replace the defective Software with functionally-equivalent Software, license <br />to Licensee substitute Software which will accomplish the same objective, or terminate <br />the license and refund the Licensee’s paid license fee. <br />6.3 Warranty claims are described in the Primary Agreement. <br />6.4 The express warranties set forth in this Section 6 are in lieu of, and Motorola <br />disclaims, any and all other warranties (express or implied, oral or written) with respect <br />ATTY/AGR.2023.310/Motorola (Radios) (Page 18 of 62)