User's Manual Part 1

da Vinci

Si™

iii

DRAFT/PRE-RELEASE/CONFIDENTIAL

10/9/14

Terms and Conditions of End User Software License Agreement

1 LICENSE. The software (“Software”) embedded within the da Vinci Si Surgical System (“System”) and the accompanying

documentation (“Documentation”) are provided under license and are not sold to buyer. Intuitive Surgical, Inc.

(“Intuitive”) grants to buyer a non-exclusive, non-transferable, fully-paid, restricted license to (a) install and use the

Software solely as incorporated in the System in machine-executable object code form and solely in connection with the

operation of the System as described in the Documentation, and (b) use the Documentation for such Software solely for

the purpose of using the Software in compliance with this license.

2 RESTRICTIONS.

(a) Buyer shall not (i) use, copy, translate, modify, create derivative works of, or transfer, (ii) merge with any other

product, (iii) sublicense, lease, rent, loan, or otherwise transfer, (iv) reverse engineer, decompile, disassemble, attempt to

derive the source code for, or otherwise manipulate, or (v) disclose, permit to be disclosed or publicly display or perform,

the Software, in whole or in part, or any copy thereof. Notwithstanding the foregoing, manipulation of the Software is

permitted if, and then only to the extent that, the foregoing prohibition on manipulation is required to be modified by

applicable law; provided, however, that buyer must first request from Intuitive the information to be sought from the

Software, and Intuitive may, in its discretion, provide such information to buyer under good faith restrictions, and/or

impose reasonable conditions, including but not limited to a reasonable fee, on such use of the Software, to ensure that

Intuitive’s and any third party’s proprietary rights in the Software are protected.

(b) Buyer may make a reasonable number of backup and archival copies of the Software as necessary to support the

use of the Software in connection with the balance of the System, but shall not otherwise copy the Software under any

circumstances. Buyer may not alter, obscure or remove any copyright, trademark, proprietary rights, disclaimer, or

warning notice included on or embedded in any part of the Software (including those of third parties).

1 OWNERSHIP. The Software is licensed, not sold, to buyer. There is no implied license, right or interest granted in any

2 TERM. This license will begin on the date the Software is delivered to buyer, and will continue until the end of the useful

life of the System. Notwithstanding the foregoing, this license shall terminate immediately upon written notice to buyer

by Intuitive if buyer materially breach any term or condition of this license. Buyer agrees upon termination to promptly

discontinue all use of and destroy the Software and all copies thereof (whether in tangible form or as installed on buyer

equipment).

3 EXPORT LAW. The Software and related technology are subject to U.S. export control laws and may be subject to export

or import regulations in other countries. Buyer agrees to strictly comply with all such laws and regulations and

acknowledge that buyer have the responsibility to obtain such licenses to export, re-export or import as may be required.

4 U.S. GOVERNMENT BUYERS. The Software is a “commercial item” as that term is defined at 48 C.F.R. 2.101, consisting of

“commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R.

12.212. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government end users

acquire the Software with only those rights set forth therein.

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