Reference Guide

Internal Use - Confidential
Equipment should be replaced as a whole, Supplier reserves the right to send Customer a component or
whole replacement Equipment for exchange.
F. Data Responsibility. Supplier shall not access or use any Customer production data stored on the
Products, unless Customer has expressly authorized Supplier to do so. Unless a data deletion service is
expressly ordered from Supplier, Customer is responsible for removing all information and data stored on
replaced parts, or on any other items or Product before it is returned to Supplier.
G. Customer-Initiated Changes. If the Product is covered by Support Services and Customer intends: (i)
to relocate Equipment to a different installation site (where applicable to the Product); (ii) to change the
hardware configuration on its own; or (iii) to deny the activation or to disable remote support features of a
Product, Customer shall notify Supplier in advance. Where any of such action limits Supplier’s ability to
provide Support Services for the affected Product or increases the Supplier’s cost of providing Support
Services, Supplier is entitled to make the continuation of Support Services dependent on Customer
paying a reasonable adjustment of the ongoing fees and a reasonable charge for any re-certification
services Supplier reasonably considers necessary for continued support; agreed upon proactive support
capabilities, response times, or other service levels may no longer apply.
5.2 Professional Services.
A. Scope of Services. Supplier shall provide Professional Services including any Deliverables (as
defined below) in accordance with the applicable Service Description, SOW or other agreed upon
documentation containing the specifics of such services (“Service Specification”). Professional Services
are provided as a separate and independent service even if mentioned together with the sale or licensing
of Products by Supplier in the same Order. Supplier is not providing legal or regulatory advice in any
Professional Services.
B. Grant of License Rights in Deliverables.
(1) “Deliverables” means any reports, analyses, scripts, code, or other work results that Supplier delivers
to Customer within the framework of fulfilling obligations under a Service Specification. “Proprietary
Rights” mean all patents, copyrights, trademarks, trade secrets, or other intellectual property rights of a
party.
(2) Subject to Customer’s compliance with the terms of this CTS and any applicable Service Specification,
Customer’s payment of applicable amounts due, and Supplier’s Proprietary Rights in any underlying
intellectual property incorporated into any Deliverables or used by Supplier to perform Professional
Services, Supplier grants Customer a non-exclusive, non-transferable, revocable (in case of non-
payment, or any breach of this CTS or any applicable Service Specification) license to use (without the
right to sublicense) the Deliverables provided by Supplier for Customer’s internal business purposes, only
and solely in accordance with the applicable Service Specification and subject to this CTS. Customer may
authorize its service providers to use the Deliverables, but solely on Customer’s behalf, solely for
Customer’s internal business purposes, and Customer shall be responsible for service provider’s
compliance with these restrictions.
(3) Supplier reserves for itself all Proprietary Rights that it has not expressly granted to Customer herein.