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Confidential Disclosure Agreement

Once an account has been approved, the following terms and conditions must be agreed to in order to have access to the E-Services sections.

  1. All information ("Information") obtained by the Recipient via the Service is confidential, proprietary and a valuable commercial asset of Teledyne Controls.

  2. Recipient shall treat all Information obtained from Teledyne Controls' Service as confidential by taking all reasonable precautions in accordance with practices it follows to prevent disclosure with respect to its own confidential information of similar character and shall not disclose information, directly or indirectly, to any third party.

  3. Recipient agrees that any and all tangible embodiments of Information made or obtained by Recipient through Teledyne Controls' Service shall be and remain the property of Teledyne Controls, may not be reproduced by Recipient without written consent of Teledyne Controls, and shall be returned to Teledyne Controls promptly upon written request made by Teledyne Controls.

  4. It is understood and agreed that no right or license is granted or implied by this Agreement with respect to the Information, or under any patent or patent application, proprietary information, or other intellectual property right owned or controlled by Teledyne Controls.

  5. This Agreement is effective upon Recipient's clicking of the acceptance button and shall continue in full force until terminated. Teledyne Controls reserves the right, in its sole discretion, at any time and for any reason, to:
    (a) remove or disable access to all or any portion of the Service;
    (b) suspend Recipient's access to or use of all or any portion of the service;
    (c) terminate this Agreement.

    Recipient's obligations of confidentiality and nondisclosure shall iterminate at the expiration of fifteen (15) years from the date of recept.

  6. This Agreement is under the laws of the State of California, USA. A waiver of, or failure to enforce any provision or right hereunder shall not be effective or charged against a party unless in writing and signed by the waiving party; shall not be deemed a waiver of any other or subsequent breach of this Agreement; and shall not prevent subsequent enforcement of the provision or right.

  7. Teledyne Controls shall have the right, at any time and without notice, to add to or modify the terms of this Agreement, simply by posting such amended terms herein. At such time, Recipient will be notified of such amended terms and Recipient shall have the right to accept or not accept the new terms. If Recipient chooses non-acceptance, access to Teledyne Controls' Service will be denied.

  8. The Information is not within the public domain and is subject to the appropriate export restrictions imposed by the U.S. Government, including restrictions on the transfer and re-transfer of the Information. The Information shall not be provided to countries sanctioned or denied entities by the U.S. Government. U.S. law prohibits disposition of the Information to any end user for any end use related to the design, development, production, stockpiling, or use of chemical, biological, or nuclear weapons or missiles, without the prior approval of the U.S. Government. Diversion contrary to U.S. law is prohibited. The Recipient of Information will indemnify Teledyne Controls from all claims, liabilities, or losses (including but not limited to attorney's fees and other costs incurred in defending against such claims) which may arise as a result of Recipient's failure to comply with such requirements.

  9. ANY INFORMATION OBTAINED BY RECIPIENT IS PROVIDED AS IS AND TELEDYNE CONTROLS MAKES NO WARRANTY OR GUARANTEE WHATSOEVER WITH REGARDS TO THE SERVICE OR INFORMATION. TELEDYNE CONTROLS SPECIFICALLY DISCLAIMS AND RECIPIENT SPECIFICALLY WAIVES, RELEASES, AND RENOUNCES, ALL WARRANTIES, AND LIABILITIES OF TELEDYNE CONTROLS, EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE. IN NO EVENT SHALL SELLER BE LIABLE TO BUYER FOR ANY INCIDENTAL, CONSEQUENTIAL, MULTIPLE, OR SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOST REVENUES OR PROFITS, WHETHER OR NOT THE SELLER FORESAW OR OUGHT TO HAVE FORESEEN SUCH CIRCUMSTANCES.





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