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Appendix E. ServiceLink End User License Agreement
Services shall remain with Mitel Networks, or its suppliers and licensors. You will not infringe, and will take appropriate steps
for the protection of such rights. You will not remove, obscure or alter any notice of patent, copyright, mask work, trademark,
trade secret or other proprietary rights relating to or appearing anywhere on any of the ServiceLink Software, documentation or
associated with the ServiceLink Services.
13. MODIFICATIONS TO TERMS OF SERVICE AND OTHER POLICIES - Mitel Networks reserves the right to change the
ServiceLink Terms of Service Agreement at any time and to notify you by e-mail and by posting an updated version of the
Agreement on the Web site www.e-smith.com. You are responsible for regularly reviewing the ServiceLink Terms of Service
Agreement. Continued use of the ServiceLink Services after any such changes shall constitute your consent to such changes.
14. TERMINATION FOR DEFAULT - Mitel shall have the right to terminate this Agreement immediately for default if you are in
default with respect to any material provision of this Agreement (including but not limited to the payment provisions), or if a
bankruptcy or insolvency proceeding is filed by or against you or if you make an assignment for the benefit of creditors. In the
event of termination you shall immediately remove any ServiceLink Software from your servers.
15. U.S. GOVERNMENT RESTRICTED RIGHTS - The U.S. Government accepts ServiceLink Software and documentation as
commercial computer software and/or computer software documentation in accordance with the license terms set forth in this
Agreement, subject to the requirements of FAR 2.227-19 Computer Software-Restricted Rights (June 1987) or DFAR
227.7202-3 Rights in commercial computer software or commercial computer software documentation, (effective 6/30/95). For
uses with the U.S. Government, the Contractor/Manufacturer is Mitel Networks, Inc. 205 Van Buren Street, Suite 400, Herndon,
Virginia 22070.
16. MISCELLANEOUS
16.1 Entire Agreement: This Agreement supersedes and cancels any previous agreements or understandings, whether oral,
written or implied heretofore in effect and sets forth the entire agreement between the parties with respect to the subject matter
hereof. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to
the extent necessary to make it enforceable.
16.2 Non Assignment: The provision of the ServiceLink Service is personal to you and may not be transferred, or assigned in
whole or in part to another party. This prohibition shall not apply in the event of a sale of all your assets, or shares to another
entity, in which event you shall notify Mitel Networks of such sale within thirty days of the completion of such transaction.
Mitel Networks shall have the right to assign or transfer this Agreement.
16.3 Governing Law: This Agreement shall if you are a resident of the United States be governed by and construed in
accordance with the laws of the Commonwealth of Virginia, exclusive of its conflict of laws provisions, and the federal laws of
the United States applicable therein. If you are a Canadian resident or a resident anywhere other than the United States then this
Agreement shall be governed by, and construed in accordance with the laws in force in the Province of Ontario, exclusive of its
conflict of laws provisions. In no event shall this Agreement be construed or enforced under the provisions of the United Nations
Convention on Contracts for the International Sale of Goods or the United Nations Convention on the Limitation Period in the
International Sale of Goods, the application of which are expressly excluded.
16.4 Any terms of this Agreement which by their nature extend beyond the Agreement termination remain in effect
notwithstanding the termination or expiration of the Agreement, and apply to the parties’ respective successors and assignees.
17. Definitions - "Agreement" means this ServiceLink End User License Agreement. "Mitel Networks" means Mitel Networks, Inc.
in the United States, and Mitel Networks Corporation elsewhere in the world. "ServiceLink Software" means the Mitel
Networks software (including software that is licensed to Mitel Networks but excluding any software components that are open
source which are subject to the General Public License or other open source licenses as identified in the user documentation)
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