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3M™ Digital Library Assistant User Guide

3M™ Digital Library Assistant Software License

Use of the 3M Digital Library Assistant Software ("DLA Software"), is governed by the terms of the license between 3M and Customer. The Software may be used

by Customer and its employees and agents only for Customer’s benefit and in accordance with the license between 3M and Customer, as set forth below.

1. Software. As used in this License, "Software" means the DLA Software licensed to Customer, including any updates (e.g., maintenance releases, modifications

to existing functionality or new functionality) that may be provided to Customer by 3M during the term of this License. 3M is under no obligation to issue

updates.

2. Software License. During the term of this license, 3M grants the Customer the nonexclusive, nontransferable right to use the Software solely on associated 3M

Digital Library Assistant handheld units at the Site. Title to all copies of the Software will be and remain vested in 3M or its licensors. 3M’s grant of a license is

expressly conditioned upon Licensee’s use of the Software pursuant to this License; any other use shall be considered unlicensed and shall subject Customer to

any and all remedies available to 3M at law or equity, including but not limited to claims of copyright infringement.

3. Prohibitions. Customer may not, without 3M’s prior written consent (i) sublicense, lease, lend or transfer the Software to any third party; (ii) use, or permit the

use of, the Software for the benefit of, or by, any third party such as use of the Software as a service bureau; (iii) make copies of the Software except in the normal

course of use or for archival purposes; (iv) use the Software at any location other than the Site; or (v) disassemble, reverse engineer or create derivative works of

the Software except as permitted by law.

4. Operating Results. Customer is solely responsible for the use it makes of the Software, including, but not limited to, monitoring and verifying the input to and

output from the Software.

5. LIMITED WARRANTY AND DISCLAIMER 3M warrants to Customer that, for a ninety (90) day period following delivery of the Software, the then-current version

of the Software will perform in substantial accordance with the corresponding documentation when used as instructed. If the Software fails to meet this warranty,

3M’s sole obligation and Customer’s sole remedy will be, at 3M’s option, correction of the Software to perform as warranted or refund of the applicable separate

license fee paid. This warranty is void if the Software is modified or used with software or equipment for which it was not intended. EXCEPT FOR THIS LIMITED

WARRANTY, 3M DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE AND THOSE ALLEGEDLY ARISING FROM TRADE USAGE OR

COURSE OF DEALING. 3M DOES NOT WARRANT THAT THE SOFTWARE IS FREE FROM ALL BUGS, ERRORS OR OMISSIONS.

6. Limitation of Liability. 3M will not be liable to Customer for any loss or damage resulting from lost data or information. Further, except for personal injury, 3M

will not be liable for any indirect, special, incidental or consequential damages or economic loss based upon breach of warranty, breach of contract, negligence,

strict liability in tort or any other legal theory, even if 3M has been advised of the possibility of such damages. THE PARTIES AGREE THAT 3M’S MAXIMUM

CUMULATIVE LIABILITY FOR ACTUAL DAMAGES FOR ALL MATTERS ARISING OUT OF OR RELATING TO THIS LICENSE SHALL NOT EXCEED TEN THOUSAND

DOLLARS ($10,000).

7. Term and Termination. This License will terminate (i) if either party materially breaches a provision of this License and fails to cure such breach within thirty

(30) days after receiving a written notice of breach from the nonbreaching party; or (ii) if Customer discontinues use of the Software. Upon termination of this

License for any reason, Customer shall cease all further use of the Software and destroy or return to 3M all copies then in its possession or under its control. At

3M’s request, Customer will certify to 3M in writing that it is in full compliance with the requirements of this paragraph.

8. U.S. Government End Users. This provision applies to all acquisitions of this Software by or for the Federal Government or by any prime contractor or

subcontractor (at any tier) for the Federal Government under any contract, grant, cooperative agreement, other transaction, or other agreement with the Federal

Government. By accepting delivery of this Software, the Federal Government hereby agrees that this Software qualifies as "commercial" computer software

within the meaning of the acquisition or financial assistance regulations applicable to this procurement. The terms and conditions of this License shall apply to

the Government’s use and disclosure of this Software and shall supersede any conflicting contract terms and conditions. If this License fails to meet the

Government’s needs or is inconsistent with federal law, the Federal Government agrees to return this Software, unused, to 3M. The following additional statement

applies only to acquisitions governed by DFARS Subpart 227.4 (October 1988): "Restricted Rights—Use, duplication and disclosure by the Government is subject

to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 (OCT. 1988)."

9. General Provisions. This License constitutes the entire agreement between 3M and Customer with respect to use of the Software. This License is governed by

and construed under Minnesota law, excluding its conflicts of law provisions. This License may not be amended, assigned, sublicensed or transferred by

Customer without 3M’s prior written consent. Failure of 3M to enforce any provision will not constitute a waiver of such provision or of the right to enforce such

provision. If any provision of this License is held to be unenforceable by a court, the validity and enforceability of the other provisions will not be affected.

3M Library Systems

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St. Paul, MN 55144-1000