User guide

KeylightThe Foundry

APPENDIX C

End User License Agreement

The Foundry, Licensee shall provide The Foundry with a certificate signed by an officer of Licensee confirming that

the foregoing destruction has been completed.

SECTION 12. CONFIDENTIALITY.

Licensee agrees that the Software and Documentation are proprietary and confidential information of The Foundry

and that all such information and any communications relating thereto (collectively, "Confidential Information") are

confidential and a fundamental and important trade secret of The Foundry. Licensee shall disclose Confidential Infor-

mation only to Licensee's employees who are working on an Authorized Project and have a "need-to-know" such Con-

fidential Information, and shall advise any recipients of Confidential Information that it is to be used only as

authorized in this Agreement. Licensee shall not disclose Confidential Information or otherwise make any Confidential

Information available to any other of Licensee's employees or to any third parties without the express written con-

sent of The Foundry. Licensee agrees to segregate, to the extent it can be reasonably done, the Confidential Informa-

tion from the confidential information and materials of others in order to prevent commingling. Licensee shall take

reasonable security measures, which such measures shall be at least as great as the measures Licensee uses to keep

Licensee's own confidential information secure (but in any case using no less than a reasonable degree of care), to

hold the Software, Documentation and any other Confidential Information in strict confidence and safe custody. The

Foundry may request, in which case Licensee agrees to comply with, certain reasonable security measures as part of

the use of the Software and Documentation. Licensee acknowledges that monetary damages may not be a sufficient

remedy for unauthorized disclosure of Confidential Information, and that The Foundry shall be entitled, without waiv-

ing any other rights or remedies, to such injunctive or equitable relief as may be deemed proper by a court of compe-

tent jurisdiction.

SECTION 13. INSPECTION.

Licensee shall advise The Foundry on demand of all locations where the Software or Documentation is used or stored.

Licensee shall permit The Foundry or its authorized agents to inspect all such locations during normal business hours

and on reasonable advance notice.

SECTION 14. NONSOLICITATION.

Licensee agrees not to solicit for employment or retention, and not to employ or retain, any of The Foundry's current

or future employees who were or are involved in the development and/or creation of the Software.

SECTION 15. U.S. GOVERNMENT LICENSE RIGHTS.

The Software, Documentation and/or data delivered hereunder are subject to the terms of this Agreement and in no

event shall the U.S. Government acquire greater than RESTRICTED/LIMITED RIGHTS. At a minimum, use, duplication or

disclosure by the U.S. Government is subject to the applicable restrictions of: (i) FAR §52.227-14 ALTS I, II and III

(June 1987); (ii) FAR §52.227-19 (June 1987); (iii) FAR §12.211 and 12.212; and/or (iv) DFARS §227.7202-1(a) and

DFARS §227.7202-3.

The Software is the subject of the following notices:

* Unpublished-rights reserved under the Copyright Laws of the United Kingdom.