1. Restrict use of Authorized Sublicense Material to executable code, subject to the restrictions provided under the Addendum, this Attachment A, Esri Partner Network Policies for Sales Authorization, and the Master Agreement and consistent with the Solution Delivery fees payable to Esri.
2. Prohibit (i) transfer of the Authorized Sublicense Materials except for temporary CPU transfer in the event of computer malfunction; (ii) assignment, time-sharing, lending, leasing, distributing, sublicensing, or renting of the Authorized Sublicense Material or use for commercial network services or interactive cable or remote processing services; and (iii) passing title of the Authorized Sublicense Materials in Partner On-Premises Offering to Solution Delivery End User or any other party.
3. Prohibit the reverse engineering, disassembly, or decompilation of the Authorized Sublicense Materials and prohibit duplication of the Authorized Sublicense Materials except for a single archival copy. Reasonable Solution Delivery End User backup copies are permitted.
4. Disclaim, to the extent permitted by applicable law, Esri and its licensors' liability for any damages or loss of any kind, whether direct, special, indirect, incidental, or consequential, arising from the use of the Authorized Sublicense Materials including, but not limited to, liability for use of Authorized Sublicense Material in high-risk activities or liability related to any Data supplied by Esri.
5. Require Solution Delivery End User, at the time of termination of the Esri Partner Network Agreement or this Attachment A or use of On-Premises Solutions to certify in writing to Partner that Solution Delivery End User has discontinued use and has uninstalled, removed, and destroyed or will return to Partner all copies of the Authorized Sublicense Materials.
6. Require all Solution Delivery End Users to comply fully with all relevant export laws and regulations of the United States, including, but not limited to, the Export Administration Regulations (EAR), including prohibited end users and end uses as referenced in Part 44 and Supplement No. 4 to Part 44 of the EAR (https://www.bis.doc.gov/index.php/documents/regulations-docs/2343-part-744-control-policy-end-user-and-end-use-based-2/file and https://www.bis.doc.gov/index.php/documents/regulations-docs/2347-744-supp-4-6/file); International Traffic in Arms Regulations (ITAR); and the United States Department of Treasury, Office of Foreign Assets Control (OFAC) regulations, and to ensure that Esri products, or any direct product thereof, are not exported, reexported, transferred, diverted, used, or accessed, directly or indirectly, in violation of any United States export laws and regulations. When applicable, Partner and any Solution Delivery End Users will provide Esri with information about Partner and Solution Delivery End Users' export and distribution activities as may be required for Esri to meet its obligations under the United States export control laws and regulations.
7. Prohibit the removal or obscuring of any patent, copyright, trademark, proprietary rights notices, or legends contained in or affixed to any Authorized Sublicense Material, output, metadata file, or online or hard-copy attribution page of any Data with respect to Authorized Sublicense Material.
8. Disclaim all terms in the Esri Click-Through Master Agreement (E204CW) included with Authorized Sublicense Materials. The Sublicense agreement is the sole agreement governing Solution Delivery End Users' use of the Authorized Sublicense Materials. Any warranty offered by Partner for the Partner On-Premises Solutions shall only apply between Partner and its Solution Delivery End Users. Esri does not offer any warranties or indemnities to Solution Delivery End User for the Authorized Sublicense Materials.
9. Prohibit Solution Delivery End Users from using Authorized Sublicense Material for any revenue-generating activities. Authorized Sublicense Material in On-Premises Solution is for the internal use of Solution Delivery End Users only.
10. Prohibit Solution Delivery End Users from using Authorized Sublicense Material independently from On-Premises Solution or in any other product or service.
