7. Assignment
You may not resell, assign, or transfer this
Agreement or any of your rights or
obligations, except in totality, in connection
with your permanent transfer of the
TeleNav Software, and expressly
conditioned upon the new user of the
TeleNav Software agreeing to be bound
by the terms and conditions of this
Agreement. Any such sale, assignment or
transfer that is not expressly permitted
under this paragraph will result in
immediate termination of this Agreement,
without liability to TeleNav, in which case
you and all other parties shall immediately
cease all use of the TeleNav Software.
Notwithstanding the foregoing, TeleNav
may assign this Agreement to any other
party at any time without notice, provided
the assignee remains bound by this
Agreement.
8. Miscellaneous
8.1
This Agreement constitutes the entire
agreement between TeleNav and you with
respect to the subject matter hereof.
8.2
Except for the limited licences expressly
granted in this Agreement, TeleNav retains
all right, title and interest in and to the
TeleNav Software, including without
limitation all related intellectual property
rights. No licences or other rights which are
not expressly granted in this Agreement
are intended to, or shall be, granted or
conferred by implication, statute,
inducement, estoppel or otherwise, and
TeleNav and its suppliers and licensors
hereby reserve all of their respective rights
other than the licences explicitly granted
in this Agreement
8.3
By using the TeleNav Software, you
consent to receive from TeleNav all
communications, including notices,
agreements, legally required disclosures
or other information in connection with the
TeleNav Software (collectively, "Notices")
electronically. TeleNav may provide such
Notices by posting them on TeleNav's
Website or by downloading such Notices
to your wireless device. If you desire to
withdraw your consent to receive Notices
electronically, you must discontinue your
use of the TeleNav Software.
8.4
TeleNav's or your failure to require
performance of any provision shall not
affect that party's right to require
performance at any time thereafter, nor
shall a waiver of any breach or default of
this Agreement constitute a waiver of any
subsequent breach or default or a waiver
of the provision itself.
8.5
If any provision herein is held
unenforceable, then such provision will be
modified to reflect the intention of the
parties, and the remaining provisions of
this Agreement will remain in full force and
effect
8.6
The headings in this Agreement are for
convenience of reference only, will not be
deemed to be a part of this Agreement,
and will not be referred to in connection
with the construction or interpretation of
this Agreement. As used in this Agreement,
the words "include" and "including" and
variations thereof, will not be deemed to
be terms of limitation, but rather will be
deemed to be followed by the words
"without limitation".
345
Appendices
