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Section 9 UNITED STATES GOVERNMENT LICENSING PROVISIONS <br /> This Section applies if Licensee is the United States Government or a United States Government agency. <br /> Licensee's use, duplication or disclosure of the Software and Documentation under Motorola's copyrights <br /> or trade secret rights is subject to the restrictions set forth in subparagraphs (c)(1) and (2) of the <br /> Commercial Computer Software-Restricted Rights clause at FAR 52.227-19 (JUNE 1987), if applicable, <br /> unless they are being provided to the Department of Defense. If the Software and Documentation are <br /> being provided to the Department of Defense, Licensee's use, duplication, or disclosure of the Software <br /> and Documentation is subject to the restricted rights set forth in subparagraph (c)(1)(ii) of the Rights in <br /> Technical Data and Computer Software clause at DFARS 252.227-7013 (OCT 1988), if applicable. The <br /> Software and Documentation may or may not include a Restricted Rights notice, or other notice referring <br /> to this Agreement. The provisions of this Agreement will continue to apply, but only to the extent that they <br /> are consistent with the rights provided to the Licensee under the provisions of the FAR or DFARS <br /> mentioned above, as applicable to the particular procuring agency and procurement transaction. <br /> Section 10 CONFIDENTIALITY <br /> Licensee acknowledges that the Software and Documentation contain Motorola's valuable proprietary <br /> and Confidential Information and are Motorola's trade secrets, and that the provisions in the Primary <br /> Agreement concerning Confidential Information apply. <br /> Section 11 LIMITATION OF LIABILITY <br /> The Limitation of Liability provision is described in the Primary Agreement. <br /> Section 12 NOTICES <br /> Notices are described in the Primary Agreement. <br /> Section 13 GENERAL <br /> 13.1. COPYRIGHT NOTICES. The existence of a copyright notice on the Software will not be <br /> construed as an admission or presumption of publication of the Software or public disclosure of any trade <br /> secrets associated with the Software. <br /> 13.2. COMPLIANCE WITH LAWS. Licensee acknowledges that the Software is subject to the laws <br /> and regulations of the United States and Licensee will comply with all applicable laws and regulations, <br /> including export laws and regulations of the United States. Licensee will not, without the prior <br /> authorization of Motorola and the appropriate governmental authority of the United States, in any form <br /> export or re-export, sell or resell, ship or reship, or divert, through direct or indirect means, any item or <br /> technical data or direct or indirect products sold or otherwise furnished to any person within any territory <br /> for which the United States Government or any of its agencies at the time of the action, requires an export <br /> license or other governmental approval. Violation of this provision is a material breach of this Agreement. <br /> 13.3. ASSIGNMENTS AND SUBCONTRACTING. Motorola may assign its rights or subcontract its <br /> obligations under this Agreement, or encumber or sell its rights in any Software, without prior notice to or <br /> consent of Licensee. <br /> 13.4. GOVERNING LAW. This Agreement is governed by the laws of the United States to the extent <br /> that they apply and otherwise by the internal substantive laws of the State to which the Software is <br /> shipped if Licensee is a sovereign government entity, or the internal substantive laws of the State of <br /> Illinois if Licensee is not a sovereign government entity. The terms of the U.N. Convention on Contracts <br /> for the International Sale of Goods do not apply. In the event that the Uniform Computer Information <br /> OrangeCountyNC.CSA.5.21.13 18 <br /> Motorola Contract No.79894/CB <br />