MICROSOFT MASTER SOURCE CODE AGREEMENT

1.1

The Source Code is confidential information and a trade secret of Microsoft. When You get Source Code, You agree to:

•

never disclose it to anyone else (unless a court or the government orders You to)

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keep it secret as You would Your most sensitive confidential information

•

provide access to Your employees only on a need to know basis

•

use it only as described in the Master Agreement

•

have agreements in place with Your employees that protect its secrecy

1.2

If a court or the government orders You to disclose Source Code, You must give Microsoft prompt notice of the order so that Microsoft can seek an appropriate protective order (or equivalent).

1.3

Microsoft does not consider all information about the Source Code to be confidential or a trade secret. If You legally received information from someone other than Microsoft, and that person was entitled to share the information with You and did not obligate You to keep it secret, You do not need to keep that information secret. The same holds true for information Microsoft disclosed to You or someone else without obligation to keep it secret or information that You develop independently.

2.1

Reference Grant . A “Reference Grant” permits You to use Source Code as a reference, in “read only” form, for the purpose specified in the License Form. You may use the Source Code in printed or digital form or view it within a debugger.

2.2

Debugging Grant . A “Debugging Grant” includes all of the rights of a Reference Grant and also permits You to make temporary modifications to the Source Code to assist in debugging Your products for the purpose specified in the License Form. If You need to modify, assemble, compile or link the Source Code and execute the resulting derivative binary code on a temporary basis to debug Your products, You may do so for that limited purpose.

2.3

Derivatives Grant . A “Derivatives Grant” includes all of the rights of Reference and Debugging Grants and also permits You to create derivative works of the Source Code for the purpose specified in the License Form.

2.4

Condition to License Grants . As a condition of each license grant, You will not take any action that would (a) create, or purport to create, obligations for Microsoft with respect to the Source Code or derivative work thereof; or (b) grant, or purport to grant, to any third party any rights or immunities under Microsoft’s intellectual property or proprietary rights in the Source Code or derivative work thereof. For example, You shall not incorporate into or combine with the Source Code, or use in the development of a derivative work of the Source Code, any software subject to the General Public License (“GPL”) or Lesser General Public License (“LGPL”).

2.5

Assignment of Rights . Assignment of rights for any derivative works to the Source Code that You make will be addressed in each applicable License Form. Any such assignment shall survive termination of this Agreement.

2.6

No Other Licenses . You acknowledge that use of unpublished interfaces within the Source Code is unsupported and may create additional support burdens for You and Microsoft and may adversely affect the user experience with Microsoft’s products and products created for a Microsoft platform . Accordingly, You have no right to use the Source Code under the Master Agreement for the purpose of discovering and/or using interfaces (e.g. functions, protocols, on-disk or in-memory storage structures) other than those published by Microsoft and made publicly available (e.g., via Software Development Kits, Driver Development Kits, Microsoft Developer Network). All rights not expressly granted are reserved by Microsoft .

2.7

Comments and Suggestions . Microsoft welcomes Your comments and suggestions on the Source Code. If You give Microsoft comments and suggestions regarding bug fixes, enhancements or other modifications to the Source Code, Microsoft may, in connection with Microsoft products and services use, disclose or otherwise commercialize in any manner, Your comments and suggestions in any way it wants, entirely without any obligation or restriction based on intellectual property rights or otherwise.