Common use of Source Code Clause in Contracts

Source Code. If have purchased a license to the source code, you may make modifications, enhancements, derivative works and/or extensions to that licensed source code provided to you under the following terms: • Lidor Systems grants you the non-exclusive license to view and modify the Source Code for the sole purposes of education and troubleshooting. If you troubleshoot the Source Code, then you may compile the corrected Source Code and use and distribute the resulting object code solely as a replacement for the corresponding Redistributables the Source Code compiles into. • You will not sub-license, rent, lease, transfer, sell, charge, disclose, assign or make any commercial use of the Source Code either in whole or in part for money or other consideration or free of charge to any third party. • You will limit access to the Source Code to those of your employees, agents, contractors, or sub-contractors who either have a need to know or who are directly engaged in the maintenance or enhancement of the related SOFTWARE PRODUCT. • You may not distribute the Source Code of the SOFTWARE PRODUCT, or any modification, enhancement, derivative work and/or extension thereto, in source code form. • Under no circumstances may the Source Code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems products. • You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor Systems. • Lidor Systems shall retain all rights, title and interest in and to all corrections, modifications and derivative works of the Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from the Source Code. • You acknowledge that the Source Code contains valuable and proprietary trade secrets of Lidor Systems, and agrees to expend every effort to insure its confidentiality. • YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS IS, AND THAT LIDOR SYSTEMS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODE.

Source Code. If have purchased Within thirty (30) days after the effective date of this Agreement, Licensor shall enter into a license software escrow agreement with the software escrow agent of its choosing under terms and conditions to be approved in advance by Lilly. Lilly shall be listed as a beneficiary under the software escrow agreement Within thirty (30) days after the initial delivery of Software to Lilly hereunder. Licensor shall provide to the software escrow agent the "Deposit Materials" consisting of the source code for the version of the Software delivered to Lilly (the "Source Code"), and all documentation necessary for the use thereof. Licensor shall maintain all such Deposit Materials with the software escrow agent in its most current Upgrade version and will deliver any revised Deposit Materials to the source codecode escrow agent not later than sixty (60) business days after any Upgrade is effected by Licensor. Lilly shall be entitled to receive the Deposit Materials upon the occurrence of one or more of the following Escrow Events: (i) all or any material part of the Source Code is generally made available by Licensor without cost to other users of the Source Code; (ii) Licensor ceases, you may make modificationsfor any reason, enhancementsto do business; (iii) Licensor is in default under this Agreement in whole or in part because of its failure to maintain, derivative works and/or extensions or otherwise comply with its obligations with respect to, the Deposit Materials and has failed to that licensed cure such default within sixty (60) days of written notice of such default; (iv) the sale of all or substantially all of the assets of Licensor if the purchaser of the assets does not agree to be bound by this Agreement; (v) bankruptcy, receivership, insolvency, reorganization, dissolution, liquidation, or similar proceedings are instituted by or against Licensor or all or any substantial part of its property under any Federal or State law; or (vi) other events, if any, defined in the source code provided to you under escrow agreement which permit the following terms: • Lidor Systems grants you release of the Deposit Materials. Upon occurrence of one or more of the foregoing Escrow Events, Lilly shall receive a perpetual, fully paid-up, non-exclusive license to view use and modify improve the Deposit Materials, including the Source Code and documentation therefor, solely for the sole purposes benefit of education and troubleshootingLilly to use in a manner consistent with the terms of this Agreement. If you troubleshoot In the Source Code, then you may compile event that Lilly shall be entitled to receive the corrected Source Code and use and distribute the resulting object code solely as a replacement for the corresponding Redistributables the Source Code compiles into. • You will not sub-license, rent, lease, transfer, sell, charge, disclose, assign or make any commercial use of the Source Code either in whole or in part for money or other consideration or free of charge to any third party. • You will limit access Deposited Materials pursuant to the Source Code Escrow Events. Lilly shall have the right to those hire Licensor's employees and Licensor shall waive all non-compete provisions of your employees, agents, contractors, or sub-contractors who either have a need to know or who are directly engaged in the maintenance or enhancement of the related SOFTWARE PRODUCT. • You may not distribute the Source Code of the SOFTWARE PRODUCT, this Agreement or any modification, enhancement, derivative work and/or extension thereto, in source code form. • Under no circumstances may the Source Code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems products. • You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor Systems. • Lidor Systems shall retain all rights, title and interest in and to all corrections, modifications and derivative works of the Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from the Source Code. • You acknowledge that the Source Code contains valuable and proprietary trade secrets of Lidor Systems, and agrees to expend every effort to insure non-compete agreements with its confidentiality. • YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS IS, AND THAT LIDOR SYSTEMS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODEemployees.

Source Code. If A. Provided you have purchased a license to the source code, you may make modifications, enhancements, derivative works and/or extensions to that licensed source code provided to you under the following terms: • Lidor Systems grants terms set forth in this section IV. While Infragistics does not claim any ownership rights in applications, frameworks or components developed using the SOFTWARE, in the event you develop any modifications, enhancements, derivative works and/or extensions to the non-licensed source code, either independently or jointly with Infragistics, such modifications, enhancements, derivative works and/or extensions and all rights associated therewith will be the exclusive license to view and modify the Source Code for the sole purposes property of education and troubleshootingInfragistics. If you troubleshoot the Source Code, then you may compile the corrected Source Code and use and distribute the resulting object code solely as a replacement for the corresponding Redistributables the Source Code compiles into. • You will not sub-licensegrant, renteither expressly or impliedly, leaseany rights, transfertitle, sellinterest, chargeor licenses to any such modifications, discloseenhancements, assign or make any commercial use of the Source Code either in whole or in part for money or other consideration or free of charge derivative works and/or extensions to any third party. • You will limit access will, however, be entitled to use such modifications, enhancements, derivative works and/or extensions under the terms set forth in this agreement. You hereby assign all right, title and interest in and to such modifications, enhancements, derivative works and/or extensions to the Source Code licensed source code to those of your Infragistics. You also agree to execute, acknowledge and deliver to Infragistics all documents and do all things Infragistics deems necessary or desirable, at no cost to you but at Infragistics expense, to enable Infragistics to obtain and secure such modifications, enhancements, derivative works and/or extensions anywhere in the World. You agree to secure all necessary rights and obligations from relevant employees, agents, contractors, or sub-contractors who either have a need third parties in order to know or who are directly engaged in satisfy the maintenance or enhancement of the related SOFTWARE PRODUCTabove obligations. •  You may not distribute the Source Code of the SOFTWARE PRODUCTInfragistics source code, or any modification, enhancement, derivative work and/or extension thereto, in source code form. •  The source code contained herein and in related files is provided to the registered developer for the sole purposes of education and troubleshooting. Under no circumstances may any portion of the source code be distributed, disclosed or otherwise made available to any third party without the express, prior written consent of Infragistics.  Under no circumstances may the Source Code source code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems productsInfragistics product. • You will not take any action, or assist or otherwise aid anyone else in taking any action, that would limit Infragistics’ independent development, sale, assignment, licensing or use of its own software or any modification, enhancement, derivative work and/or extension thereto.  You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor SystemsInfragistics. • Lidor Systems shall retain  If you purchase any license that includes source code in your organization, all rights, title and interest licenses for the same product in and to all corrections, modifications and derivative works of the Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from the Source Codeyour organization must be purchased with source code. • You acknowledge that the Source Code contains valuable and proprietary trade secrets of Lidor Systems, and agrees to expend every effort to insure its confidentiality. •  YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS IS, AND THAT LIDOR SYSTEMS INFRAGISTICS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODE.

Source Code. If A. Provided you have purchased a license to the source code, you may make modifications, enhancements, derivative works and/or extensions to that licensed source code provided to you under the following terms: • Lidor Systems grants terms set forth in this section IV. · While Infragistics does not claim any ownership rights in applications, frameworks or components developed using the SOFTWARE, in the event you develop any modifications, enhancements, derivative works and/or extensions to the non-licensed source code, either independently or jointly with Infragistics, such modifications, enhancements, derivative works and/or extensions and all rights associated therewith will be the exclusive license to view and modify the Source Code for the sole purposes property of education and troubleshootingInfragistics. If you troubleshoot the Source Code, then you may compile the corrected Source Code and use and distribute the resulting object code solely as a replacement for the corresponding Redistributables the Source Code compiles into. • You will not sub-licensegrant, renteither expressly or impliedly, leaseany rights, transfertitle, sellinterest, chargeor licenses to any such modifications, discloseenhancements, assign or make any commercial use of the Source Code either in whole or in part for money or other consideration or free of charge derivative works and/or extensions to any third party. • You will limit access will, however, be entitled to use such modifications, enhancements, derivative works and/or extensions under the terms set forth in this agreement. You hereby assign all right, title and interest in and to such modifications, enhancements, derivative works and/or extensions to the Source Code licensed source code to those of your Infragistics. You also agree to execute, acknowledge and deliver to Infragistics all documents and do all things Infragistics deems necessary or desirable, at no cost to you but at Infragistics expense, to enable Infragistics to obtain and secure such modifications, enhancements, derivative works and/or extensions anywhere in the World. You agree to secure all necessary rights and obligations from relevant employees, agents, contractors, or sub-contractors who either have a need third parties in order to know or who are directly engaged in satisfy the maintenance or enhancement of the related SOFTWARE PRODUCTabove obligations. • · You may not distribute the Source Code of the SOFTWARE PRODUCTInfragistics source code, or any modification, enhancement, derivative work and/or extension thereto, in source code form. • · The source code contained herein and in related files is provided to the registered developer for the sole purposes of education and troubleshooting. Under no circumstances may any portion of the source code be distributed, disclosed or otherwise made available to any third party without the express, prior written consent of Infragistics. · Under no circumstances may the Source Code source code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems productsInfragistics product. • You will not take any action, or assist or otherwise aid anyone else in taking any action, that would limit Infragistics’ independent development, sale, assignment, licensing or use of its own software or any modification, enhancement, derivative work and/or extension thereto. · You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor SystemsInfragistics. • Lidor Systems shall retain · If you purchase any license that includes source code in your organization, all rights, title and interest licenses for the same product in and to all corrections, modifications and derivative works of the Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from the Source Codeyour organization must be purchased with source code. • You acknowledge that the Source Code contains valuable and proprietary trade secrets of Lidor Systems, and agrees to expend every effort to insure its confidentiality. • · YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS IS, AND THAT LIDOR SYSTEMS INFRAGISTICS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODE.

Source Code. If have purchased The Source Code for all Acquired Entity Owned Software has been documented in a professional manner that is both: (i) consistent with customary code annotation conventions and best practices in the software industry; and (ii) sufficient to independently enable a programmer of reasonable skill and competence to understand, analyze, and interpret program logic, correct errors and improve, enhance, modify and support the Acquired Entity Owned Software. Except as described on Part 2.10(o) of the Disclosure Schedule, no Source Code for any Acquired Entity Owned Software has been delivered, licensed or made available to any escrow agent or other Person who is not an Acquired Entity Service Provider. Except as described on Part 2.10(o) of the Disclosure Schedule, none of the Acquired Entities has any duty or obligation (whether present, contingent or otherwise) to deliver, license or make available the Source Code for any Acquired Entity Owned Software to any escrow agent or other Person. No event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time) will, or would reasonably be expected to, result in the source codedelivery, you may make modifications, enhancements, derivative works and/or extensions license or disclosure of the Source Code for any Acquired Entity Owned Software to any other Person. To the extent that licensed source code provided any Person on Part 2.10(o) of the Disclosure Schedule has rights as a beneficiary under an escrow agreement to you under receive Source Code for any Acquired Entity Owned Software upon the following termsoccurrence of certain release conditions: • Lidor Systems grants you the non(w) such Person would be entitled only to a one-exclusive license to view and modify time delivery of the Source Code for the sole purposes of education relevant Acquired Entity Owned Software at that time and troubleshooting. If you troubleshoot the Source Code, then you may compile the corrected would not be entitled to any Source Code and use and distribute versions of updates, upgrades or maintenance or support from any Acquired Entity thereafter; (x) such Person would not obtain any rights to modify the resulting object code solely as a replacement for the corresponding Redistributables the released Source Code compiles into. • You will not sub-license, rent, lease, transfer, sell, charge, disclose, assign or make create any commercial use of the Source Code either in whole or in part for money or other consideration or free of charge to any third party. • You will limit access to the Source Code to those of your employees, agents, contractors, or sub-contractors who either have a need to know or who are directly engaged in the maintenance or enhancement of the related SOFTWARE PRODUCT. • You may not distribute the Source Code of the SOFTWARE PRODUCT, or any modification, enhancement, derivative work and/or extension thereto, in source code form. • Under no circumstances may the Source Code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems products. • You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor Systems. • Lidor Systems shall retain all rights, title and interest in and to all corrections, modifications and derivative works of the released Source Code; (y) any modifications of the released Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from created therein by such Person would be owned by the Source Code. • You acknowledge that Acquired Entities; and (z) such Person would only be licensed to access and use the released Source Code contains valuable and proprietary trade secrets until the termination or expiration of Lidor Systems, and agrees to expend every effort to insure its confidentiality. • YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS IS, AND THAT LIDOR SYSTEMS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODEthe term of the underlying agreement that is referenced in Part 2.10(o) of the Disclosure Schedule.

Source Code. If you have purchased a license to the source code, you may make modifications, enhancements, derivative works and/or extensions to that licensed source code provided to you under the following terms: • Lidor Systems grants you the non-exclusive license to view and modify the Source Code for in order to provide better integration with your web sites, applications or other products. The original or modified program files must be deployed or distributed with such products only in minimized format and the sole purposes of education and troubleshooting. If you troubleshoot the Source Code, then you may compile the corrected Source Code and use and distribute the resulting object original source code solely as a replacement for the corresponding Redistributables the Source Code compiles intocannot be disclosed or otherwise made available to end users or third parties. • You will not sub-license, rent, lease, transfer, sell, charge, disclose, assign or make any commercial use of the Source Code either in whole or in part for money or other consideration or free of charge to any third party. • You will limit access to the Source Code to those of your employees, agents, contractors, or sub-contractors who either have a need to know or who are directly engaged in the maintenance or enhancement of the related SOFTWARE PRODUCT. • You may not distribute the Source Code of the SOFTWARE PRODUCT, or any modification, enhancement, derivative work and/or extension thereto, in source code form. • Under no circumstances may the Source Code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems products. • You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor Systems. • Lidor Systems shall retain all rights, title and interest in and to all corrections, modifications and derivative works of the Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from the Source Code. • You acknowledge that the Source Code contains valuable and proprietary trade secrets of Lidor Systems, and agrees to expend every effort to insure its confidentiality. • YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS IS, AND THAT LIDOR SYSTEMS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODE. REFUNDS ARE NOT AVAILABLE FOR ANY LICENSES THAT INCLUDE A RIGHT TO RECEIVE THE SOURCE CODE.

Source Code. If have purchased Upon execution of this Agreement, Tecmar will promptly deliver to Overland a license to complete and accurate copy of the source code, you may make modifications, enhancements, derivative works and/or extensions to that licensed firmware source code provided for its Travan NS20 tape drive ("TECMAR SOURCE CODE"). Upon execution of this Agreement, Overland will promptly deliver to you Tecmar a complete and accurate copy of the VHDL source code for its VR(2) switching circuit that selects one of four decoder outputs ("OVERLAND SOURCE CODE"). Tecmar hereby grants to Overland a *** license under the following terms: • Lidor Systems grants you the non-exclusive license to view and modify the Tecmar Source Code for to (i) conduct the sole purposes of education Development Program and troubleshooting. If you troubleshoot otherwise practice any technology embodied in the Source Code, then you may compile the corrected Tecmar Source Code and use and distribute the resulting object code solely as a replacement pursuant to this Agreement; (ii) make (or have made), import, use, offer for the corresponding Redistributables the Source Code compiles into. • You will not sub-license, rent, lease, transfersale, sell, chargeimport, disclosedistribute, assign copy, reproduce, publish, make derivative works, license or make otherwise dispose of any commercial use portion of the Tecmar Source Code either in whole as part of a Next Generation Travan Drive or in part for money or other consideration or free Other Future Drive; and (iii) sublicense to third-party manufacturers the rights granted to Overland under clauses (i) and (ii), provided that such third party manufacturers agree to be bound by any applicable terms and conditions of charge this Agreement. Overland hereby grants to any third party. • You will limit access to Tecmar a *** license under the Overland Source Code to those of your employees, agents, contractors, or sub-contractors who either have a need to know or who are directly engaged (a) conduct the Development Program and otherwise practice any technology embodied in the maintenance Overland Source Code pursuant to this Agreement; (b) make (or enhancement have made), import, use, offer for sale, sell, import, distribute, copy, reproduce, publish, make derivative works, license or otherwise dispose of any portion of the related SOFTWARE PRODUCT. • You may not distribute the Overland Source Code as part of a Next Generation Travan Drive or Other Future Drive; and (c) sublicense to third-party manufacturers the SOFTWARE PRODUCTrights granted to Tecmar under clauses (a) and (b), or any modification, enhancement, derivative work and/or extension thereto, in source code formprovided that such third THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. • Under no circumstances may the Source Code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems productsREDACTED MATERIAL IS MARKED WITH A *** AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. • You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor Systems. • Lidor Systems shall retain all rights, title and interest in and to all corrections, modifications and derivative works of the Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from the Source Code. • You acknowledge that the Source Code contains valuable and proprietary trade secrets of Lidor Systems, and agrees to expend every effort to insure its confidentiality. • YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS IS, AND THAT LIDOR SYSTEMS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODE.CONFIDENTIAL TREATMENT REQUESTED

Source Code. If have purchased 12.1 Softheart shall keep and maintain current in escrow a license to the source code, you may make modifications, enhancements, derivative works and/or extensions to that licensed source code provided to you under the following terms: • Lidor Systems grants you the non-exclusive license to view and modify diskette or CD ROM of the Source Code for the sole purposes Licensed Products, as well as any Enhancements, Updates and corrections, and shall keep there all related documentation (such as descriptions of education the general program architecture, module design specifications and troubleshootingFDA applications when applicable) and all instructions reasonably necessary to permit a skilled programmer or analyst to support, enhance, and modify the Licensed Software without the help of any other person or reference to any other materials, to the extent Softheart develops and maintains such materials in the ordinary course of its business. If you troubleshoot Softheart will deliver the Source Code to a Third Party in Austin, Texas, acceptable to Softheart and ART, or any successor thereof, who shall act as Escrow Agent ("Escrow Agent"). The Escrow Agent shall be paid by ART. Provided ART is not in material breach of this Agreement, ART will be entitled to obtain the Source Code from Escrow Agent if (i) Softheart fails to provide the services set forth in Sections 8.1(a), and does not provide reasonable efforts to cure such failure within thirty (30) days after notice thereof; or (ii) Softheart makes the Source Code generally available to any other party; or (iii) Softheart ceases doing business for any reason; or (iv) Softheart commits any act of bankruptcy (except for a Chapter 11 proceeding) within the meaning of the Federal Bankruptcy Laws; or if bankruptcy (except for a Chapter 11 proceeding), receivership, insolvency, reorganization, dissolution, liquidation or other similar proceeding shall be instituted by or against Softheart; or if a bankruptcy proceeding is converted into a Chapter 7 proceeding. In the event ART receives the Source Code in the manner provided hereunder, ART shall have, subject to all the terms and conditions of this Agreement, a fully paid-up license to use and modify the Source Code, then you may compile the corrected Source Code and use and distribute the resulting object code solely as a replacement for the corresponding Redistributables the Source Code compiles into. • You will not sub-license, rent, lease, transfer, sell, charge, disclose, assign or make any commercial use of the Source Code either in whole or in part for money or other consideration or free of charge to any third party. • You will limit access subject to the Source Code terms of this Agreement, solely for purposes of maintaining, operating and/or upgrading the Licensed Products, but nothing herein contained shall relieve ART from any obligation to those pay License Fees. ART shall have the right at any time to contact the Escrow Agent for purposes of your employees, agents, contractors, or sub-contractors who either have a need to know or who are directly engaged in confirming the maintenance or enhancement existence of the related SOFTWARE PRODUCT. • You may not distribute the Source Code of the SOFTWARE PRODUCT, or any modification, enhancement, derivative work and/or extension thereto, in source code form. • Under no circumstances may the Source Code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems products. • You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor Systems. • Lidor Systems shall retain all rights, title and interest in and to all corrections, modifications and derivative works of the Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from the Source Code. • You acknowledge that ART will at all times be entitled to remove temporarily the Source Code contains valuable from the Escrow Agent's facilities, under the Escrow Agent's and proprietary trade secrets of Lidor SystemsSoftheart's supervision, if Softheart so desires, in order to verify that Softheart has complied with its obligations under this Section. ART will bear all expenses related to such verification, and agrees to expend every effort to insure its confidentiality. • YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS ISwill also pay Escrow Agent's related out-of-pocket expenses unless the Source Code is not current and complete, AND THAT LIDOR SYSTEMS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODEin which case Softheart shall reimburse ART for all such expenses.

Source Code. If A. Provided you have purchased a license to the source code, you may make modifications, enhancements, derivative works and/or extensions to that licensed source code provided to you under the following terms: • Lidor Systems grants you the non-exclusive license to view and modify the Source Code for the sole purposes of education and troubleshooting. If you troubleshoot the Source Code, then you may compile the corrected Source Code and use and distribute the resulting object code solely as a replacement for the corresponding Redistributables the Source Code compiles intoterms set forth in this section IV. • While Infragistics does not claim any ownership rights in applications, frameworks or components developed using the SOFTWARE, in the event you develop any modifications, enhancements, derivative works and/or extensions to the licensed source code, either independently or jointly with Infragistics, such modifications, enhancements, derivative works and/or extensions and all rights associated therewith will be the exclusive property of Infragistics. You will not sub-licensegrant, renteither expressly or impliedly, leaseany rights, transfertitle, sellinterest, chargeor licenses to any such modifications, discloseenhancements, assign or make any commercial use of the Source Code either in whole or in part for money or other consideration or free of charge derivative works and/or extensions to any third party. • You will limit access will, however, be entitled to use such modifications, enhancements, derivative works and/or extensions under the terms set forth in this agreement. You hereby assign all right, title and interest in and to such modifications, enhancements, derivative works and/or extensions to the Source Code licensed source code to those of your Infragistics. You also agree to execute, acknowledge and deliver to Infragistics all documents and do all things Infragistics deems necessary or desirable, at no cost to you but at Infragistics expense, to enable Infragistics to obtain and secure such modifications, enhancements, derivative works and/or extensions anywhere in the World. You agree to secure all necessary rights and obligations from relevant employees, agents, contractors, or sub-contractors who either have a need third parties in order to know or who are directly engaged in satisfy the maintenance or enhancement of the related SOFTWARE PRODUCTabove obligations. • You may not distribute the Source Code of the SOFTWARE PRODUCTInfragistics source code, or any modification, enhancement, derivative work and/or extension thereto, in source code form. • The source code contained herein and in related files is provided to the registered developer for the sole purposes of education and troubleshooting. Under no circumstances may any portion of the source code be distributed, disclosed or otherwise made available to any third party without the express, prior written consent of Infragistics. • Under no circumstances may the Source Code source code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any Lidor Systems productsInfragistics product. You will not take any action, or assist or otherwise aid anyone else in taking any action, that would limit Infragistics' independent development, sale, assignment, licensing or use of its own software or any modification, enhancement, derivative work and/or extension thereto. • You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein without the express, prior written consent of Lidor SystemsInfragistics. • Lidor Systems shall retain If you purchase any license that includes source code in your organization, all rights, title and interest licenses for the same product in and to all corrections, modifications and derivative works of the Source Code created by the Licensee, including all copyrights subsisting therein, to the extent such corrections, modifications or derivative works contain copyrightable code or expression derived from the Source Code. • You acknowledge that the Source Code contains valuable and proprietary trade secrets of Lidor Systems, and agrees to expend every effort to insure its confidentialityyour organization must be purchased with source code. • YOU UNDERSTAND AND ACKNOWLEDGE THAT SOURCE CODE IS LICENSED AS IS, AND THAT LIDOR SYSTEMS INFRAGISTICS DOES NOT PROVIDE ANY TECHNICAL SUPPORT FOR SOURCE CODE.