OMNISSA SOFTWARE EXHIBIT
Updated as of June 2026
This Software Exhibit to the Omnissa General Terms applies if Customer acquires licenses to Software.
1. LICENSE GRANT.
1.1 License Grant. Omnissa grants Customer a non-exclusive, non-transferable license to may use the
Software as set forth in section 1.3 (Scope of Use) of the General Terms. Customer may: (a) deploy the
number of Software licenses set forth in the Order within the Territory; and (b) use the Software and the
Documentation during the term of the license, solely for Customer’s internal business operations and
subject to the provisions of the Product Guide. Licenses granted to Customer are for use of object code
only.
1.2 Third-Party Agents. Customer may permit Third-Party Agents to deploy and use the Software on
Customer’s behalf solely to deliver services to Customer.
1.3 Copying Permitted. Customer may make a reasonable number of copies of the Software for “cold
standby” disaster recovery, backup, and archival purposes. Use of those copies is limited to testing
Customer’s disaster recovery procedures and effectiveness, and as may be necessary during any
reasonable period subsequent to the occurrence of an actual disaster during which Customer cannot
operate the Software.
1.4 License Term. Customer may use Subscription Software solely during the Subscription Term. Upon
expiration of the Subscription Term, Customer must promptly cease use of the Subscription Software and
the related Documentation.
1.5 Migration Licenses. Customer may request licenses to the Software that may be used only to upgrade or
replace hardware, change data centers, or upgrade to a newer version of the Software (“Migration
Licenses”). Customer may only use Migration Licenses for the period granted by Omnissa. Migration
Licenses are provided “AS IS” without indemnification, support, or warranty of any kind, express or implied.
Omnissa’s aggregate liability (excluding indirect damages, for which Omnissa expressly disclaims all
liability) for any claim arising from Customer’s use of Migration Licenses will not exceed $5,000 USD.
1.6 Cloud Services. If the Software includes a Cloud Service component or if a Software bundle or edition
includes a Cloud Service entitlement, that Cloud Service is subject to the Cloud Services Exhibit.
2. LICENSE RESTRICTIONS. Customer must not, and must not allow anyone else to: (a) make the Software
available in any form to any third parties, except as specified in section 1.2 (Third-Party Agents) above; (b)
modify, translate, enhance, or create derivative works from the Software; (c) reverse engineer, decompile,
or otherwise attempt to derive source code from the Software, except to the extent permitted by
applicable law; or (d) remove any copyright or other proprietary notices from the Software or the
Documentation.
3. RECORDS AND REPORTING.
3.1 Verification. Customer agrees to provide reports and records, certified by an authorized individual at
Customer, as reasonably requested by Omnissa to verify that Customer’s use of the Software is in
compliance with Agreement and the Order, including but not limited to the Authorized Use Limitation and
the License Metric. These reporting and verification obligations remain in effect during the term of
Customer’s entitlement to the Software and for twelve (12) months thereafter. Customer agrees that, upon
thirty (30) days’ prior written notice, Omnissa or an independent third party may verify Customer’s
compliance with the Agreement and the Order with respect to Customer’s use of the Software, remotely
or at Customer’s facilities. Customer must cooperate with that verification, which Omnissa agrees will be
confidential, and commercially reasonable in nature and time. If Customer’s certification or Omnissa’s
OMNISSA SOFTWARE EXHIBIT © 2026 Omnissa, LLC
v. June 2026 Page 2
verification reveals any unpaid or unlicensed use, Omnissa will provide written notification to Customer and
within thirty (30) days of that written notification Customer will order a sufficient number of seats or
licenses to the Software and any applicable Support to cover Customer’s use in excess of the Authorized
Use Limitation. If any verification reveals an underpayment of ten percent (10%) or more of total fees owed
for the review period, Customer will also reimburse Omnissa for Omnissa’s reasonable expenses incurred
for the verification.
3.2 Reporting. Upon request by Omnissa, at least 90 days prior to the expiration of Customer’s entitlement to
Support Services (if Support Services are purchased separately) or to Subscription Software, Customer
must report to Omnissa the number of Software licenses Customer has deployed, and other information
reasonably requested by Omnissa related to Customer’s deployment and use of the Software.
4. SUPPORT SERVICES. Omnissa will provide Support Services for the Software as provided in the Support
Services Guide. Customer's use of a version of the Software provided through Omnissa’s Support Services
will be subject to the terms of the Product Guide on the date Customer first installs that release.
5. DEFINITIONS.
Authorized Use Limitation means the quantity of the Software licensed in accordance with the License
Metric specified in an Order.
License Metric means the specific criteria for measuring the usage of the Software (e.g., Devices, Named
Users, etc.).
Territory means the country in which Customer has been invoiced. If the Territory for Software includes
any European Economic Area member states or the United Kingdom, Customer may deploy that Software
throughout the European Economic Area or the United Kingdom, respectively.