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(collectively the “Indemnified Parties”) harmless from and against any damages, losses, liabilities, expenses, costs,
claims, demands, actions, suits and/or proceedings incurred by the Indemnified Parties as a result of (i) Your use of
the Epiphan Hardware Products, Software and/or Documentation, (ii) any use of the Epiphan Hardware Products,
Software and/or Documentation on Your behalf, (iii) the use of the Epiphan Hardware Products, Software and/or
Documentation by anyone to whom You give the Epiphan Hardware Products, Software and/or Documentation, and/or
(iv) the use of the Epiphan Hardware Products, Software and/or Documentation on behalf of anyone to whom You give
the Epiphan Hardware Products, Software and/or Documentation, including, without limitation, in all of the foregoing
cases, any damages, losses, liabilities, expenses, costs, claims, demands, actions, suits and/or proceedings arising
from or relating to any information and/or data that may be processed by or made available using any Epiphan
Hardware Product and/or Software or arising from or relating to any Third-Party Service that may be accessible using
any Epiphan Hardware Product and/or Software (collectively, each matter falling within any of the foregoing, a
“Claim”), including, without limitation, indemnifying, defending and holding the Indemnified Parties harmless from and
against any settlements agreed by You in connection with any Claims and/or any damages, costs or other amounts
(including reasonable attorneys' fees) awarded to a third party against any of the Indemnified Parties by a court or
tribunal of competent jurisdiction in respect to any Claim. If You do not timely defend against or resist a Claim after
notice from Licensor, Licensor shall be entitled to investigate, defend, compromise, settle, or otherwise dispose of the
Claim, and incur costs in connection therewith, at Your expense, in such manner as Licensor deems in its best
interests until a reasonable time after You comply with its obligations under this Section 10. You shall not enter into a
settlement of any Claim without the Licensor’s written consent unless such settlement is solely for monetary payment
by You and contains an express, complete, unconditional release of all of the Indemnified Parties and which does not
impose any obligations or restrictions on any of the Indemnified Parties.
11. High-Risk Activities:
The Software and Epiphan Hardware Products are not fault-tolerant and are not designed,
manufactured or intended for use in or in conjunction with on-line control equipment in hazardous environments
requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation systems, air traffic
control, or direct life support machines. Licensor, its licensors, suppliers, subcontractors, resellers and distributors
specifically disclaim any express or implied representations, warranties and/or conditions for such uses.
12. U.S. Government End-Users:
The Software and Documentation are each a "commercial item" as that term is
defined at FAR 2.101, consisting of "commercial computer software" and "commercial computer software
documentation" as such terms are defined in FAR 12.212, and are provided to the U.S. Government only as
commercial end items. Government end users acquire the rights set out in this Agreement for the Software, Epiphan
Hardware Products and Documentation consistent with: (i) for acquisition by or on behalf of civilian agencies, the
terms set forth in FAR12.212; or (ii) for acquisition by or on behalf of units of the Department of Defense, the terms set
forth in DFARS 227.7202. Use of the Epiphan Hardware Products, Software and Documentation is further restricted by
the terms and conditions of this Agreement and the applicable commercial purchase agreement for the Epiphan
Hardware Products. For the purposes of any applicable government use, the Epiphan Hardware Products, Software
and Documentation were developed exclusively at private expense, and are trade secrets of Epiphan Systems Inc. for
the purpose of any Freedom of Information legislation or any other disclosure statute, regulation or provision.
13. Export Restrictions:
The Epiphan Hardware Products, Software, Documentation and related information are
subject to export and import restrictions. By downloading, installing, or using the Software, Epiphan Hardware
Products, Documentation and/or related information, You are representing and warranting that You are not located in,
are not under the control of, and are not a national or resident of any country to which the export of the Epiphan
Hardware Products, Software, Documentation and/or related information would be prohibited by the laws and/or
regulations of Canada or the United States. You are also representing and warranting that You are not an individual to
whom the export of the Epiphan Hardware Products, Software, Documentation or related information would be
prohibited by the laws and/or regulations of Canada or the United States. You shall comply with the export laws and
regulations of Canada and the United States that are applicable to the Epiphan Hardware Products, Software,
Documentation and related information and You shall also comply with any local laws and/or regulations in Your
jurisdiction that may impact Your right to export, import, or use the Epiphan Hardware Products, Software,
Documentation or related information, and You represent and warrant that You have complied with any such
