O draft [NO.]: [Date] Marked to show changes from draft [No.]: [Date] ur Customer Terms Page of

29.69You may have non-excludable rights under consumer protection laws in relation to the T-MDM service. Subject to any non-excludable rights:

(a)we exclude all liability in tort (including negligence), contract, statute or otherwise for any loss, expenses or damage, incurred by you, your End Users or a third party in connection with the provision of the T-MDM service, including (but not limited to) any:

(i)liability for illness, personal injury or death to you, your employees, agents and contractors;

(ii)loss or damage that was not reasonably foreseeable;

(iii)loss or damage that was caused by your breach of contract or your negligence; and

(iv)loss or damage caused by events outside our reasonable control (such as a malfunction in equipment or software, Internet access difficulties or delay or failure of transmission);

(b)we exclude all other warranties, rights and remedies you would otherwise be entitled to at law; and

(c)if we breach any such non-excludable rights, and it is fair and reasonable to do so, we limit our liability to correcting any error in relation to the T-MDM portal.

29.70You must take reasonable steps to minimise the extent of any loss or damage you may suffer as a result of the provision of the T-MDM service.

29.71You indemnify us for any loss we suffer as a result of you, your nominated representative(s) or your End Users breaching this clause 289.

29.72You agree that we may provide your contact details and all other necessary information to AirWatch (Australia) Pty Ltd for the purposes of arranging installation of your software and associated services.

T-MDM End User Licence Agreement

29.73Your use of the T-MDM service is also subject to the following provisions set out in clauses Error: Reference source not found to Error: Reference source not found below ("End User Licence Agreement").

29.74The following definitions apply to the End User Licence Agreement:

"Derivatives" mean: (i) for copyrightable or copyrighted material, any translation, abridgment, revision or other form in which an existing work may be recast, transformed or adapted; (ii) for patentable or patented material, any improvement thereon; (iii) for material which is protected by trade secret, any new material derived from such existing trade secret material, including new material which may be protected by copyright, patent or trade secret; and (iv) results of any research, tests or analysis of a party’s confidential information, or intellectual or proprietary property.
"Documentation" means only those written user guides, specifications, and manuals supplied or made available to you by Telstra or its licensors, that set forth the specifications for the Software and/or explain, facilitate, or instruct in the use of the Software, as such may be updated by Telstra or its licensors from time to time. Documentation specifically excludes, without limitation, marketing, advertising, sales, and promotional materials and any oral or email communications regarding Software capabilities or specifications.
"Embedded Software" means any software provided as an included part of the Software that is owned by one or more third parties and licensed to Telstra or its licensors.
"Enhancements" means (i) any revision, amendment, or modification to the Software requested by User for which User may or may not pay an agreed-upon fee to develop and provide such revision, amendment, or modification and/or (ii) Enhancements that are generally distributed by Telstra or its licensors to users who are current on maintenance services, in its sole discretion.
"Software" means proprietary software supplied by AirWatch (Australia) Pty Ltd ACN 151 471 788 in machine-readable, object code form only and includes T-MDM, Secure Content Locker and any software related to T-MDM, including (i) the Embedded Software, if any, (ii) any Updates made available to you pursuant to any maintenance services purchased by you, and (iii) Enhancements, if any.
"Updates" means error corrections, patches, bug fixes, new releases, new versions, and updates of the Software that are generally made available by Telstra or its licensors, and may contain substantial new features, functions of performance, and/or extensions or improvements of capabilities, provided, however, that to the extent that Telstra or its licensors, for a fee, offers to users generally (including those users who have purchased maintenance services) any new products, such products will not be included in the definition of Updates.

29.75Subject to applicable laws and regulations in relation to our provision of the Software to you, you acknowledge and agree that the following restrictions exist in relation to your use of the Software:

(a)you must (and you must ensure your End Users must) use industry-standard physical, logical, and electronic security and confidentiality systems to protect the Software, using at least the same degree of care you utilise for the protection of your own software and other confidential and proprietary information;

(b)you must not share with or assign, copy, sublicense, transfer, lease, rent, sell, distribute, install, or otherwise provide to any other person (other than End Users) your licence to the Software, the Software itself, any use or application of the Software or any other rights under your agreement with us;

(c)you must (and you must ensure your End Users must) use the Software solely for your internal use with your ordinary business operations, only in accordance with all applicable laws and regulations, and in a manner consistent with your agreement with us any supplemental limitations specified or referenced in the relevant agreement, if any;

(d)you must not (and you must ensure your End Users must not) use the Software except as specified or referenced in the Documentation or use the Documentation except for supporting your authorised use of the Software;

(e)you must (and you must ensure your End Users must) not modify, adapt, translate, duplicate (except as expressly allowed in your agreement with us), disassemble, decompile, reverse assemble, reverse compile, or reverse engineer, or take similar action with respect to the Software for any purpose, or otherwise attempt to discover the underlying source code of the Software, for any purpose (unless enforcement is prohibited by applicable law and then, to only the extent specifically permitted by applicable law, and only upon providing Telstra with reasonable advance written notice and opportunity to respond);

(f)for the purpose of designing, modifying, or developing software or services similar in purpose, scope, or function to the Software, you must not (and you must ensure your End Users must not) engage in competitive analysis, benchmarking, use, evaluation or viewing of the Software or Documentation or create any Derivatives based upon the Software, whether for your internal use or for license or for resale;

(g)you must not (and you must ensure your End Users must not) use the Software, and must ensure that the Software is not used, in or in conjunction with any applications where product failure could lead to injury to persons, loss of life or severe property or environmental damage;

(h)if you use the Software to manage Eligible Devices running on the operating system known as "iOS" from Apple, you must not (and you must ensure your End Users must not) use the Software without first obtaining your own APNs Certificate from Apple; and

(i)you must not permit any person (including an End User), whether acting directly or on your behalf, to breach or violate any of the restrictions set forth in this section.