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Copyright information, Viii, Fg-750 – EXFO FG-750 User Manual

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Copyright Information

viii

FG-750

14. GENERAL
14.1 Neither the execution of this Agreement or anything in it, or the Software, shall be construed as providing nor

implying any arrangement or understanding that EXFO will make any purchase, lease, examination or test of, or give any

approval with respect to, any product or service.
14.2 Customer may not assign, in whole or in part, this Agreement, or any license, rights or obligations granted, to any

Third Party, including without limitation, any subsidiary, affiliate or entity owned or controlled by Customer, or pursuant to

any merger, consolidation or other Customer reorganization, without the prior written consent of EXFO.
14.3 The failure of either party at any time to enforce any of the provisions of this Agreement or any right under this

Agreement, or to exercise any option provided, will in no way be construed to be a waiver of the provisions, rights, or

options, or in any way to affect the validity of this Agreement. The failure of either party to exercise any rights or options

under the terms or conditions of this Agreement shall not preclude or prejudice the exercising of the same or any other

right or option under this Agreement.
14.4 This Agreement must be construed and enforced according to the laws applicable in the province of Quebec,

Canada, without regards to its conflict of laws provisions. The parties specifically exclude the application of the Unites

Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions

Act.
14.5 If any provision or portion of a provision of this Agreement is held invalid or unenforceable, the remainder of the

Agreement shall not be affected, and the remaining terms will continue in effect and be binding on the parties, provided

that such holding of invalidity or unenforceability does not materially affect the essence of the Agreement.
14.6 EXFO and Customer agree to comply with all applicable laws. Specifically, Customer will comply with all applicable

export and import control laws and regulations of the United States and any foreign jurisdiction in which the Software is

used and, in particular, Customer will not export or re-export the Software without all required United States and foreign

government licenses. Customer acknowledges and understands that the Software contains encryption technology that

may require an export license from the U.S. State Department when exported or re-exported to government end-users,

Internet or telecommunications service providers providing services specific to government end-users. Export of the

Software to certain countries is prohibited. Customer will defend, indemnify, and hold harmless EXFO from and against

any violation of such laws or regulations by Customer or any of its agents, officers, directors, or employees.
14.7 The provisions of this Agreement constitute the entire agreement between the parties with respect to the licensing of

the Software and supersede (i) all prior agreements, oral or written; (ii) any conflicting terms in Customer’s purchase

order or EXFO’s invoice; and (iii) all other communications relating thereto. All Sections that by their sense and context

are intended to survive the execution, delivery, performance and termination of this Agreement, will survive and

continue in effect.
14.8 Any references to information contained in an URL form an integral part of this Agreement and the Customer hereby

confirms that it has access to the Internet and confirms that prior to entering into this Agreement has read and agrees

with the terms and conditions set out in those documents.
14.9 U.S. GOVERNMENT END USERS. The Software and any other software covered under this Agreement is a

"commercial item" as that term is defined at 48 C.F.R. 2.101, consisting of "commercial computer software" and

"commercial computer software documentation" as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R.

12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government End User Customers acquire the Software with

only those rights set forth therein.

END OF TERMS AND CONDITIONS
CONTACT INFORMATION: If you have any questions about this Agreement, please direct all correspondence to: EXFO Inc.,

400 Godin Avenue, Quebec City, Quebec, G1M 2K2, Canada. Legal notice shall be sent to the attention of the EXFO Legal

Department.