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MOTOROLA
SOLUTIONS
FEETAL TALL LTTE TLL TE carci eee weererere reece erin Titled Ti A
information or data for any purpose other than performing its obligations under this Agreement. The obligations set
forth in this Section survive the expiration or termination of this Agreement.
13.2. Unless otherwise agreed in writing, no commercial or technical information disclosed in any manner or at any
time by Customer to Motorola will be deemed secret or confidential. Motorola will have no obligation to provide
Customer with access io its confidential and proprietary information, including cost and pricing data.
13.3. This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership right or
license under any Motorola patent, copyright, trade secret, or other intellectual property, including any intellectual
property created as a resuit of or related to the Equipment sold or Services performed under this Agreement.
Section 14 FCC LICENSES AND OTHER AUTHORIZATIONS
Customer is solely responsible for obtaining licenses or other authorizations required by the Federal Communications
Commission or any other federal, state, or local government agency and for complying with all rules and regulations
required by governmental agencies. Neither Motorola nor any of its employees is an agent or representative of
Customer in any governmental matters.
Section 15 COVENANT NOT TO EMPLOY
During the term of this Agreement and continuing for a period of two (2) years thereafter, Customer will not hire,
engage on contract, solicit the employment of, or recommend employment to any third party of any employee of
Motorola or its subcontractors without the prior written authorization of Motorola. This provision applies only to
those employees of Motorola or its subcontractors who are responsible for rendering services under this Agreement.
If this provision is found to be overly broad under applicable law, it will be modified as necessary to conform to
applicable law.
Section 16 MATERIALS, TOOLS AND EQUIPMENT
All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola for the
purpose of this Agreement will be and remain the sole property of Motorola. Customer will safeguard ail such
property while it is in Customer's custody or control, be liable for any loss or damage to this property, and return it to
Motorola upon request. This preperty will be held by Customer for Motorola's use without charge and may be
removed from Customer's premises by Motorola at any time without restriction.
Section1? GENERAL TERMS
17.1. If any court renders any portion of this Agreement unenforceable, the remaining terms will continue in full
force and effect.
17.2. This Agreement and the rights and duties of the parties will be interpreted in accordance with the laws of the
State in which the Services are performed.
17.3. Failure to exercise any right will not operate as a waiver of that right, power, or privilege.
17.4. Neither party is liable for delays or lack of performance resulting from any causes that are beyond that party's
reasonable contral, such as strikes, material shortages, or acts of God.
17.5. Motorola may subcontract any of the work, but subcontracting will not relieve Motorola of its duties under this
Agreement.
17.6. Except as provided herein, neither Party may assign this Agreement or any of its rights or obligations
hereunder without the prior written consent of the other Party, which consent will not be unreasonably withheld. Any
attempted assignment, delegation, or transfer without the necessary consent will be void. Notwithstanding the
FOOTER EES ETE EET TEE ERE EET ETAT RRR ee ee PATH ORTOP PEATE EOP TEST EER T ERT OPE E REPRE
Use or disclosure of this proposal is subject
to the restrictions on the disclosure page. Page 53
