2F-85 & 2F-140 - Instruction Manual
End-User may provide the Licensor with details regarding any bug, defect or failure in the Software promptly and with no
delay from such event; the End-User shall comply with the Licensor’s request for information regarding bugs, defectsor fail-
uresand furnish him with information, screenshotsand try to reproduce such bugs, defects or failures upon Licensor’s
demand.
12. Expiration and Termination. The Licensor may terminate this Agreement for default by the End-User. This Agreement will
also be automatically terminated upon the election of such by the Licensor or the official launch of the Software, whichever
event comesfirst. Upon termination of this Agreement for any reason, the End-User shall promptly uninstall the Software on
any UR’s Products and Licensor’s Products, computer, or server on which it has been installed, deliver to the Licensor all
CDs, DVDs, magnetic tapes, cards, and other tangible items and materials embodying the Software, and return to the
Licensor all copies thereof or destroy such copies and warrant in writing that all copiesthereof have been destroyed. In the
event of termination of thisAgreement, all obligationsof the parties under thisAgreement due for performance on the date
of termination shall survive the termination, and the party terminating shall not be liable to the other party for any damages
arising out of the termination.
13. Miscellaneous.
1. This Agreement constitutes the entire understanding and agreement between the Licensor and the End-User and
replacesany prior agreement relating to the same subject matter.
2. This Agreement shall be governed and construed in accordance with the lawsof the province of Quebec and the
federal lawsof Canada applicable therein. Any legal action or proceeding between the Licensor and the End-User
for any purpose concerning this Agreement or the parties' obligationshereunder shall be brought exclusively in a
court of competent jurisdiction sitting in the judicial district of Trois-Rivières, Quebec.
3. The Licensor’s failure to insist upon or enforce strict performance of any provision of thisAgreement shall not be
construed as a waiver of any provision or right. Neither the course of conduct between the partiesnor trade prac-
tice shall act to modify any provision of thisAgreement.
4. The Licensor may assign its rightsand dutiesunder thisAgreement to any party at any time without notice to the
End-User. The End-User may not assign this Agreement without the prior written consent of the Licensor.
5. If any part of thisAgreement is null, illegal or non-enforceable, thisAgreement shall be interpreted asif this part
was never part of thisAgreement.
6. The provisions of this Agreement are for the benefit of the Licensor and its officers, directors, employees, agents,
licensors and suppliers. Each of these individualsor entitiesshall have the right to assert and enforce those pro-
visionsdirectly against the End-User on its own behalf. ThisAgreement isalso for the benefit of, and binds, the
End-User and its heirs, successors, legal representativesand permitted assigns.
7. Any rights not expressly granted herein are reserved.
8. The parties confirm that they have agreed that this Agreement and all related documents be drafted in English
only. Les partiesaux présentes confirment qu’elles ont accepté que la présente convention et tousles documents y
afférents soient rédigés en anglaisseulement.
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