ATTACHMENT A-INFINERA THIS ATTACHMENT A establishes the terms and conditions for use of any Infinera software that is embedded on or supplied with Infinera equipment. 1. Right to Use License; Restrictions. Subject to these terms, the Ordering Activity is hereby granted a personal, non-transferable, non-exclusive license, without right to sublicense, to use the copy and version of Infinera software and any documentation that is supplied therewith (the “Software”) for its own internal business purposes and in object form only. Each license is specific to the release and particular network element with which it is supplied. The license to use the Software does not include and the Ordering Activity shall not, without Infinera’s prior written consent, (i) reproduce (except as expressly set forth herein), modify, translate or create any derivative work of all or any portion of the Software; (ii) sell, rent, lease, loan the Software or otherwise transfer the license granted hereunder; (iii) reverse engineer, reverse assemble or otherwise attempt to gain access to the source code of the Software, (iv) display or disclose the software to any third party other than persons employed by the End User who are using it on the Ordering Activity’s behalf at the Ordering Activity’s premises (v) use the software for third party training, commercial time sharing or service bureau use; (vi) remove, alter, cover or obfuscate any copyright notices, trademark notices or other proprietary rights notices placed or embedded on or in the Software; (vii) unbundle any components of the Software; (viii) remove any Software from any Infinera equipment in which it is embedded; or (ix) cause or permit any third party to do any of the foregoing. Ordering Activity may make one copy of the Software solely for backup and archival purposes. Ordering Activity will include on any copy of the Software it makes all markings, notices and legends affixed to or embedded in the Software. Ordering Activity will maintain a record of the number and location of all copies of Software that it makes, and will make those records available to Infinera on request. 2. Ownership Ordering Activity acknowledges that the license granted under this Agreement does not provide Ordering Activity with title to or ownership of the Software, but only a right of limited use under the terms and conditions of this Agreement. Sole title to the Software and documentation and to any corrections, bug fixes, enhancements, modifications, updates, upgrades, new versions, derivative works and copies of the Software and documentation, and to any associated patents, trademarks, trade secrets, copyrights or other intellectual property rights, remains with Infinera or its licensors. 2. Warranty Disclaimer. EXCEPT AS SET FORTH IN EXHIBIT A, INFINERA MAKES NO OTHER WARRANTY TO THE ORDERING ACTIVITY, EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SOFTWARE, OR ANY PART THEREOF, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, AVAILABILITY, RELIABILITY, USEFULNESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, DEALING, USAGE, OR TRADE. INFINERA DOES NOT WARRANT THAT ANY EQUIPMENT, SOFTWARE, OR PART THEREOF WILL MEET ORDERING ACTIVITY’S REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, AVAILABLE, SECURE, OR ERROR-FREE, OR THAT ANY ERRORS IN THE EQUIPMENT OR THE SOFTWARE WILL BE CORRECTED. 3. Reserved. 4. Export Restrictions. Ordering Activity acknowledges that Infinera products are U.S. origin goods and agrees not to export, re-export, transfer or allow third parties to access any Infinera products that it purchases or licenses where such export, re-export, transfer or access is not permitted under the applicable rules and regulations of the United States Government and agencies. 5. Reserved.
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ATTACHMENT A-INFINERA
THIS ATTACHMENT A establishes the terms and conditions for use of any Infinera software that is
embedded on or supplied with Infinera equipment.
1. Right to Use License; Restrictions. Subject to these terms, the Ordering Activity is hereby granted a
personal, non-transferable, non-exclusive license, without right to sublicense, to use the copy and version
of Infinera software and any documentation that is supplied therewith (the “Software”) for its own
internal business purposes and in object form only. Each license is specific to the release and particular
network element with which it is supplied. The license to use the Software does not include and the
Ordering Activity shall not, without Infinera’s prior written consent, (i) reproduce (except as expressly set
forth herein), modify, translate or create any derivative work of all or any portion of the Software; (ii)
sell, rent, lease, loan the Software or otherwise transfer the license granted hereunder; (iii) reverse
engineer, reverse assemble or otherwise attempt to gain access to the source code of the Software, (iv)
display or disclose the software to any third party other than persons employed by the End User who are
using it on the Ordering Activity’s behalf at the Ordering Activity’s premises (v) use the software for
third party training, commercial time sharing or service bureau use; (vi) remove, alter, cover or obfuscate
any copyright notices, trademark notices or other proprietary rights notices placed or embedded on or in
the Software; (vii) unbundle any components of the Software; (viii) remove any Software from any
Infinera equipment in which it is embedded; or (ix) cause or permit any third party to do any of the
foregoing. Ordering Activity may make one copy of the Software solely for backup and archival
purposes. Ordering Activity will include on any copy of the Software it makes all markings, notices and
legends affixed to or embedded in the Software. Ordering Activity will maintain a record of the number
and location of all copies of Software that it makes, and will make those records available to Infinera on
request.
2. Ownership Ordering Activity acknowledges that the license granted under this Agreement does not
provide Ordering Activity with title to or ownership of the Software, but only a right of limited use under
the terms and conditions of this Agreement. Sole title to the Software and documentation and to any
corrections, bug fixes, enhancements, modifications, updates, upgrades, new versions, derivative works
and copies of the Software and documentation, and to any associated patents, trademarks, trade secrets,
copyrights or other intellectual property rights, remains with Infinera or its licensors.
2. Warranty Disclaimer. EXCEPT AS SET FORTH IN EXHIBIT A, INFINERA MAKES NO
OTHER WARRANTY TO THE ORDERING ACTIVITY, EXPRESS, IMPLIED, OR STATUTORY,
WITH RESPECT TO THE SOFTWARE, OR ANY PART THEREOF, INCLUDING WITHOUT
LIMITATION ANY IMPLIED WARRANTY OF TITLE, AVAILABILITY, RELIABILITY,
USEFULNESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
NONINFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, DEALING, USAGE,
OR TRADE. INFINERA DOES NOT WARRANT THAT ANY EQUIPMENT, SOFTWARE, OR
PART THEREOF WILL MEET ORDERING ACTIVITY’S REQUIREMENTS OR BE
UNINTERRUPTED, TIMELY, AVAILABLE, SECURE, OR ERROR-FREE, OR THAT ANY
ERRORS IN THE EQUIPMENT OR THE SOFTWARE WILL BE CORRECTED.
3. Reserved.
4. Export Restrictions. Ordering Activity acknowledges that Infinera products are U.S. origin goods
and agrees not to export, re-export, transfer or allow third parties to access any Infinera products that it
purchases or licenses where such export, re-export, transfer or access is not permitted under the applicable
rules and regulations of the United States Government and agencies.
5. Reserved.
Exhibit A
PRODUCT WARRANTY
1.01 Warranty Term. Infinera warrants that during the Hardware Warranty Period or Software
Warranty Period, as applicable, the Products shall be free from defects in design, material and
workmanship under normal use and service, and shall conform to Infinera’s applicable Specifications.
The respective Hardware and Software Warranty Periods for Products are set forth in the table below and
commence upon shipment of the Product.
DTN-X
(XTC-2,
2E, 4 &
10)
DTN FlexILS
(MTC-
9)
XT-500
CX
(CX-10E,
CX-40E,
CX-
100E)
XTM-
Series
(TM-102,
301, 3000 &
NID &
EDU)
XTG-
Series
HW Term
/
SW Term
2 years /
90 days
2 years /
90 days
2 years /
90 days
2 years
/
90 days
1 year /
90 days
1 year /
90 days
1 year /
90 days
1.02 Warranty Exceptions. The Parties acknowledge and agree that Infinera shall not be liable
pursuant to Section 2.01 for: (i) Products that are abused or improperly handled or stored by any person
other than Infinera or its authorized services agents; (ii) Products that are maintained, repaired, modified
or altered by any person other than Infinera or its authorized service agents; (iii) damage to Products that
occurs from any cause other than ordinary use (such as, for example, acts of nature, accident, fire,
lightning, water damage, neglect, misuse, improper installation or testing, or unauthorized attempts to
repair, alter or modify); (iv) normal wear and tear or obsolescence; (v) use of the Product not in
accordance with the Specifications or any operational materials provided by Infinera; or (vi) use of the
Products with third party products not sold by Infinera, e.g., using grey market or third party products not
purchased from Infinera with Products without Infinera’s express written consent. In addition, Infinera
shall not be responsible for any Products that are installed by companies and/or contractors that are not
certified to install the Products.
1.03 Third Party Products. If an Ordering Activity procures or installs a product not developed or
manufactured by Infinera (“Third Party Product”), then Infinera makes no warranty with respect to such
Third Party Product, and Ordering Activity’s use of such product is at their own risk and may void the
warranty for the Products in which such Third Party Product is installed. Further, Infinera shall have no
obligation to provide hardware or software support for such Third Party Product.
1.04 Warranty Procedure. During the applicable Hardware Warranty Period or Software Warranty
Period, Ordering Activity promptly shall notify Infinera of all potential warranty claims pursuant to this
Agreement. If it is determined by Infinera that an item of Product needs to be returned, a return material
authorization (“RMA”) number shall be assigned by Infinera.
1.05 Hardware RMA Process. During the Hardware Warranty Period, Infinera shall, within thirty (30)
calendar days of receipt of a returned item of Product with a valid RMA number, repair or replace and, if
needed, redesign, any such item (hereinafter an “item”) that is defective as to design, workmanship or
materials, provided that: written notice of any defect is given to Infinera promptly upon discovery of the
claimed defect, such notice is given to Infinera within the Hardware Warranty Period specified above, and
the defective item is promptly returned to Infinera. All repaired and replaced parts shall be shipped pre-
loaded with the current version of the Software used by Ordering Activity. Ordering Activity agrees to
return such item of Product within thirty (30) days of the date an RMA ticket is opened for such item. All
decisions to repair or replace or redesign shall be at Infinera’s option. If Infinera provides an advance
replacement Product to Ordering Activity and does not receive the failed Product from Ordering Activity
within seven (7) calendar days of the date such replacement Product was sent to Ordering Activity,
Ordering Activity agrees to purchase such replacement Product and pay the Purchase Price for the
replacement Product provided by Infinera.
Any item repaired or replaced by Infinera pursuant to the terms of this warranty shall continue to
be warranted for the longer of the remainder of the original Hardware Warranty Period for such Product
or ninety (90) days. Item(s) which are replaced hereunder shall automatically become the property of
Infinera and their replacement shall become the property of Ordering Activity. Infinera shall be
responsible for the cost of shipping and insuring the items to and from Ordering Activity.
1.06 Software Maintenance Releases. During the Software Warranty Period and during any period
for which the Ordering Activity has purchased Software Subscription Services, Infinera agrees to provide
to Ordering Activity all applicable maintenance releases for the Software for software bug fixes for a release
of Software purchased by Ordering Activity for the shorter of: (i) two (2) years from the initial release date
of the Software; or (ii) the release date for the second Software release following such Software release. The
Parties agree that Infinera shall have the right to provide such maintenance releases of Software as part of a
general release of Software; provided, however, that such provision of a Software release shall not grant
Ordering Activity with additional right to use licenses to any additional features included in such release.
Notwithstanding anything to the contrary in this Agreement, Infinera makes no warranty with respect to
any third party software included with the Products. Ordering Activity’s sole remedy with respect to such
third party software shall be pursuant to the original licensor’s warranty, if any, to Ordering Activity, to
the extent permitted by the original licensor.
Exhibit B
SUPPORT SERVICES
1 EXTENDED WARRANTY SERVICES
1.1 Extended Hardware Warranty. Ordering Activity shall have the option to purchase annual
extensions to the Hardware Warranty Period for the hardware portion of the Product (the “Extended
Hardware Warranty”).
1.2 Reserved.
1.3 Reserved.
2. SOFTWARE SUBSCRIPTION/SUPPORT SERVICE
Ordering Activity may purchase an annual software subscription service (the “Software Subscription
Service”) for the Software to the extent eligible for Software Subscription Service, for the first year from
the purchase of the Product, for each DTC, OTC, and ATC. For the Infinera DTN-X, this service is
called the “Software Support Service”, and the Ordering Activity may purchase an annual software
support service for each XTC chassis, as well as for each DTN-X line card (AOLM, AOLX, SOLM, or
SOLX). After the first year from the date of purchase of the Product, the Ordering Activity shall have the
option to purchase the Software Subscription/Support Service on an annual basis. The Software
Subscription/Support Service entitles Ordering Activity to all new software releases (on an “if and when
available” basis) of the Software. The Software Subscription/Support Service shall be available to
Ordering Activity on an annual basis, commencing on the date set forth in the purchase order, and shall
apply to each new DTC, OTC, ATC, XTC, or DTN-X line card on the date the Product comprising such
DTC, OTC, ATC, XTC, or DTN-X line card has been Accepted by Ordering Activity. The Parties
acknowledge and agree that Infinera has no obligation to develop any future Software.
The Infinera Software Subscription/Support Service commences upon Product Acceptance. .. The Parties
acknowledge and agree that the Software Subscription/Support Service shall apply to all DTCs, OTCs,
ATCs, XTCs, and DTN-X line cards deployed in Ordering Activity’s network, including any laboratory
equipment.
Ordering Activity may elect to discontinue this Software Subscription/Support Service at any time. Upon
such discontinuation, Infinera shall remit to Ordering Activity the pro rata portion of pre-paid fees for the
Software Subscription/Support Service. In the event that Ordering Activity elects to issue a new purchase
order to reinstate coverage under the Software Subscription/Support Service after discontinuing such
service, or Ordering Activity elects to purchase the Software Subscription/Support Service at any time
after the date any Product is first Accepted by Ordering Activity under this Agreement, Ordering Activity
agrees that it shall be obligated to pay a reinstatement fee equal to the fees that Ordering Activity would
have paid under the Software Subscription/Support Service for any period of discontinuation.
3. EF&I SERVICES
Site Survey and Detailed Engineering Package:
Conduct a site survey of each equipment site location to verify local conditions
Prepare site issues report
o Includes conditions requiring remediation prior to install and/or other such items, and their