LICENSE AGREEMENT v. 1.0IMPORTANT-READ CAREFULLY: Below you will find the contractual agreements governing the use of this Software. These conditions apply to you, the user (hereinafter: “Licensee”), and to Basler AG (hereinafter: “Basler”). With any of the following actions, Licensee explicitly agrees to be bound by the conditions of this License Agreement (hereinafter “Agreement”): downloading the Software, purchasing the Software, opening the package, breaking one of the seals or using the Software. In case Licensee does not agree with any of the conditions of this Agreement, Licensee shall return or in case of a download delete all parts of the Software including manuals, the license certificate and/or the Software protection key/or dongle before using and without delay. Licensee shall remove all Software installations of the Software from any computer it might have been installed on. Return all electronic media of the Software or completely destroy all electronic media of the Software and send proof that this has been accomplished. 1. Scope (1) This Agreement explicitly covers only the Software file or other media Licensee received with the download or purchase and the Software stored on these media, the manuals, the license certificate and/or the Software protection key/or dongle, together referred to as “Software”. (2) The Software may be modified or enhanced by Basler for debugging, upgrading or any other purposes. The Software shall contain such modified or enhanced version. Licensee can only use either the previous version or the modified or enhanced version and cannot use both of the versions. Licensee has, however, no right to receive modifications or enhancements or upgrades, unless those are provided for warranty purposes and Licensee has a legitimate claim towards warranty. (3) The Software may include (i) some open source software and (ii) other third party software (collectively, 'Third Party Software'). Regarding the use of the Third Party Software, Licensee shall follow the license terms and conditions applied to such Third Party Software. Any part of this Agreement does not restrict, change or alter any of Licensee’s rights and obligations imposed by the license terms and conditions of the Third Party Software. 2. User rights (1) Basler permits the Licensee, for the duration of this Agreement, to use the Software on a single computer and a single terminal on that computer. This license is explicitly non-exclusive, i.e., Licensee does not have an exclusive right to use the Software. Licensee can copy the Software from one computer to another by using a computer network or other storage devices, as long as it is assured, that the Software can only be used on a single computer and terminal at any time and that the conditions set forth under 4 are observed. (2) Licensee has the right to produce a copy of the Software only for backup purposes. (3) The Software is provided with a license certificate or a dongle. It is the responsibility of Licensee to take care of the license certificate and/or of the dongle. In case of loss, neither the license certificate nor the dongle will be replaced by Basler. 3. Transfer Licensee may permanently transfer all of its rights under this Agreement only if the recipient agrees to the terms and conditions of this Agreement and if Licensee destroys and will not keep any copies of the Software in your possession. 4. Copyright (1) The developer of the Software remains the owner of the copyright to the Software and its documentation. With the purchase, Licensee obtains ownership of the physical storage devices (if provided) (excluding the Software and other data contained thereon) and the license certificate and/or the Software protection key/or dongle. Furthermore, a right to use the Software as defined in Sec. 2 will be granted. (2) Basler reserves the right to all publications, duplication, editing, and marketing of the Software and the Software documentation. Without prior written permission Licensee may not: · change, translate, de-compile or de-assemble the Software, · copy any of the written or printed documentation of the Software, · rent, lease, or license the Software to a third party, · use the Software protection key different than described in this Agreement. 5. Warranty (1) Basler warrants for a period of 12 months from the date of the delivery, except as agreed otherwise in a separate agreement, that the Software delivered under this Agreement works in all major aspects according to the descriptions in the specifications. Basler shall not be liable for the Software being suitable for a particular purpose unless otherwise agreed upon. (2) This warranty does not cover defects in the Software which are due to improper installation or changes to the program which Licensee has undertaken. (3) Basler does not warrant, that the Software fulfills the specific requirements of Licensee, or that the Software works with other Software provided by Licensee. (4) Where any claim in respect to the Software, which is based on any defect in the quality or condition of the Software to meet the specification, is notified to Basler in accordance with these conditions, Basler shall be entitled at its own discretion to either replace the Software free of charge or repair the Software. Should Basler fail to repair the Software within a reasonable time frame more than twice, Licensee is entitled to resign from this Agreement. (5) The warranty is provided by Basler under the condition that the total price for the Software has been paid by the due date. (6) Licensee is obligated to establish sufficient precautions for the case of Software malfunctions (for example by regular data storage, frequent backups, verification of results, emergency planning). It is your responsibility to provide a suitable system environment. 6. Liability (1) Basler shall be liable under the terms of this Agreement only in accordance with the provisions set out under (a) to (e): (a) Basler shall be unrestricted liable for losses caused intentionally or with gross negligence by Basler or its legal representatives or assistants in performance. (b) Basler shall be unrestricted liable for death, personal injury or damage to health caused by the intent or negligence of Basler, its legal representatives or assistants in performance. (c) Where the law requires Basler in accordance with these provisions to compensate for a damage which has been caused by slight negligence, Basler’s liability shall be limited to the breach of primary obligations by Basler, its legal representatives or assistants in performance. Primary obligations are such basic duties which form the essence of the Agreement, which were decisive for the conclusion of the Agreement and on the performance of which Licensee may rely. If Basler breaches its primary obligations through slight negligence, then its ensuing liability shall be limited to the amount which was foreseeable at the time the respective service was performed. (d) Basler shall be liable for loss of data only up to the amount of typical recovery costs which would have arisen had proper and regular data backup measures been taken. (e) Any further extensive liability of Basler is excluded on the merits. 7. Contract duration, legal consequences of violating the license (1) The Agreement is deemed to be in force for an unspecified period. The Licensee’s rights are automatically terminated if one of the conditions of the Agreement have been violated. (2) In case of a contract violation Licensee has to return the original storage devices and all copies thereof including all modified copies, all printed and written documentation, as well as the license certificate and/or the Software protection key/or dongle to Basler, or Licensee has to destroy these items. (3) In addition Basler reserves the right to file a lawsuit to claim reparations for damages, non-compliance, or removal of the Software in case of license violations. The following laws and/or conditions are in effect: the conditions of this Agreement, copyright laws, and the laws of the German civil code (BGB). 8. Applicable Law, Place of Performance and Jurisdiction This Agreement shall be governed by German law. The Convention on Contracts for the International Sale of Goods (CISG) shall not apply. Place of Performance and Jurisdiction shall be Hamburg, Germany. 9. Severability In the event a provision of this Agreement is or becomes invalid or should this Agreement be incomplete, the validity of the remaining provisions shall not be affected thereby. The invalid or incomplete provision shall be substituted or supplemented, respectively, by an appropriate one reflecting - to the extent legally permissible - as closely as possible what the parties hereto had originally intended or would have intended according to the sense and purpose of this Agreement, if the specific issue had been taken into consideration by them. |
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