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7.8. All communications made in connection with the alternative dispute resolution procedure set forth in this Section
shall be treated as communications for the purpose of settlement and as such shall be deemed to be confidential and
inadmissible in any subsequent litigation by virtue of Rule 408 of the Federal Rules of Evidence, as the same may be
amended from time-to-time.
8. TERMINATION
8.1. Termination:
8.1.1. By Licensor: Licensor may terminate this Agreement: (a) immediately upon Licensee's copying, or
modification of the Licensed Program, transfer of possession of any copy of the Licensed Program to any
third party, other than as contemplated under this Agreement or otherwise authorized in writing by
Licensor, or other failure to comply with the terms and conditions of this Agreement; or (b) upon thirty (30)
days prior written notice for non-payment results from a good faith dispute between the parties. In such
event, Licensee must destroy all copies of the Software Product and all of its component parts.
8.1.2. By Licensee: Licensee may terminate this Agreement: (a) immediately, upon Licensor's breach of the
obligations in Article 7; or (b) upon thirty (30) days prior written notice thereof to Licensor.
8.2. Bankruptcy Termination: In the event Licensor enters bankruptcy, the laws and rules of the Bankruptcy Code will
govern the enforceability of this agreement.
9. MISCELLANEOUS
9.1. Headings: Unless otherwise stated, all references to Articles and Sections refer to the articles and sections of this
Agreement. The headings of the Articles and Sections of this Agreement are for convenience only and in no way limit
or affect the terms or conditions of this Agreement.
9.2. Governing Law: This Agreement shall be governed by and construed and enforced in accordance with the laws of
the State of Nebraska (without regard to the principles of conflicts of laws embodied therein) applicable to contracts
executed and performable in such state if the product was acquired in the United States. If the product was acquired
outside the United States, then local law may apply.
9.3. Severability: If any provision or any portion of any provision of this Agreement is construed to be illegal, invalid
or unenforceable, such provision or portion thereof shall be deemed stricken and deleted from this Agreement to the
same extent and effect as if it were never incorporated herein, but all other provisions of this Agreement and the
remaining portion of any provision that is construed to be illegal, invalid or unenforceable in part shall continue in full
force and effect; provided that the resulting construction of the Agreement does not frustrate the main purpose of
the Agreement.
9.4. Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes all
previous agreements, promises, representations, understandings and negotiations, whether written or oral, between
the parties with respect to the subject matter hereof. Any modification and/or amendment to this Agreement must
be in writing and executed by both parties.
9.5. Survival: The provisions of Articles 1,2,6 and 7 shall survive termination or expiration of the Agreement.
9.6. Successors and Assigns; Change of Control: All the terms and conditions of this Agreement are binding upon and
inure to the benefit of the parties hereto, their successors, legal representatives, and permitted assigns. Licensee
may transfer, lease, assign or sublicense its entire right, interest and obligation hereunder to any third party who
enters into a substitute version of this Agreement.
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