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SL-D1000 Series User's Guide
Appendix
191
9. U.S. Government Acquisition of the Software. This Section applies to all acquisitions of the Software by or for the
U.S. Government (“Government”), or by any prime contractor or subcontractor (at any tier) under any contract,
grant, cooperative agreement, “other transaction” (“OT”), or other activity with the Government. By accepting
delivery of the Software, the Government, any prime contractor, and any subcontractor agree that the Software
qualifies as “commercial” computer software within the meaning of FAR Part 12, paragraph (b) of FAR Subpart
27.405, or DFARS Subpart 227.7202, as applicable, and that no other regulation, or FAR or DFARS data rights
clause, applies to the delivery of this Software to the Government. Accordingly, the terms and conditions of this
Agreement govern the Government’s (and the prime contractor and subcontractor’s) use and disclosure of the
Software, and supersede any conflicting terms and conditions of the contract, grant, cooperative agreement, OT, or
other activity pursuant to which the Software is delivered to the Government. If this Software fails to meet the
Government’s needs, if this Agreement is inconsistent in any respect with Federal law, or if the above cited FAR and
DFARS provisions do not govern, the Government agrees to return the Software, unused, to Epson.
10. Export Restriction. You agree that the Software will not be shipped, transferred or exported into any country or
used in any manner prohibited by the United States Export Administration Act or any other export laws,
restrictions or regulations.
11. Entire Agreement. This Agreement is the entire agreement between the parties related to the Software and
supersedes any purchase order, communication, advertisement, or representation concerning the Software.
12. Binding Agreement; Assignees. This Agreement shall be binding upon, and inure to the benefit of, the parties
hereto and their respective successors, assigns and legal representatives.
13. Severability; Modifications. If any provision herein is found void or unenforceable by a court of competent
jurisdiction (subject to Section 22.8 and 22.9 if you are a located in the U.S.), it will not affect the validity of the
balance of the Agreement, which shall remain valid and enforceable according to its terms. This Agreement may
only be modified in writing signed by an authorized representative of Epson.
14. Indemnification. You agree that you will indemnify and hold harmless, and upon Epson’s request, defend Epson
and its directors, officers, shareholders, employees and agents from and against any and all losses, liabilities,
damages, costs, expenses (including reasonable attorneys’ fees), actions, suits, and claims arising from (i) any breach
of any of your obligations in this Agreement or (ii) any use of the Software or the Epson Hardware. If Epson asks
you to defend any such action, suit or claim, Epson will have the right, at its own expense, to participate in the
defense thereof with counsel of its choice. You will not settle any third-party claims for which Epson is entitled to
indemnification without the prior written approval of Epson.
15. Termination. Without prejudice to any other rights Epson has, your license rights under Section 1 above and
your warranty rights under Section 7 above, shall automatically terminate upon failure by you to comply with this
Agreement. Upon termination of such rights, you agree that the Software, and all copies thereof, will be
immediately destroyed.
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