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jlec 10/07/03 13:32:22 |
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Added: phaser phaser-com |
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Log: |
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phaser license added |
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Revision Changes Path |
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1.1 licenses/phaser |
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file : http://sources.gentoo.org/viewvc.cgi/gentoo-x86/licenses/phaser?rev=1.1&view=markup |
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plain: http://sources.gentoo.org/viewvc.cgi/gentoo-x86/licenses/phaser?rev=1.1&content-type=text/plain |
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Index: phaser |
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=================================================================== |
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Software: PHASER |
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Version: 1.3 |
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|
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This End User Licence Agreement is a legal agreement between you the |
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"Licensee" (in your capacity as an individual and as an agent for your |
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institution or other entity) |
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and |
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Cambridge University Technical Services Limited ("CUTS") whose registered |
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office is at 16 Mill Lane, Cambridge, CB2 1SB UK. |
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|
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CUTS is a company wholly owned by the Chancellor, Masters and Scholars of the |
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University of Cambridge which holds title in intellectual property rights |
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including in the Software and carries on trading, business and technology |
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transfer transactions on behalf of the University of Cambridge. |
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|
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CUTS is the entire legal and beneficial owner and licensor of the Software and |
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desires to grant on the Software non-exclusive, restricted-use licences for |
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in-house use to appropriate academic and non-commercial third parties. |
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|
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Downloading the Software from its internet publication site (restricted access |
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via user ID and password) at |
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http://www-structmed.cimr.cam.ac.uk/phaser/download.html, installing, or |
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using of the Software by you indicates your agreement to be bound by the terms |
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and conditions of this Agreement. If you do not agree to these terms and |
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conditions, do not download, install or use the Software. |
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|
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AGREED TERMS |
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|
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1. DEFINITIONS |
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|
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1.1 In this Agreement the following words and phrases shall, unless the |
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context otherwise requires, have the following meanings: |
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|
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Commencement Date means the initial date of download of the Software from its |
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internet publication site by the Licensee; |
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|
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Derivatives means computer programs in machine readable object code or source |
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code form developed or otherwise acquired by the Licensee which are a |
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modification of, enhancement to, derived from or based upon the Software; |
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|
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Intellectual Property Rights means all patents, copyrights, design rights, |
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trade marks, service marks, trade secrets, know-how, database rights and other |
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rights in the nature of intellectual property rights (whether registered or |
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unregistered) and all applications for the same, anywhere in the world; |
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|
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Parties means CUTS and the Licensee and "Party" shall mean either of them; |
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|
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Software means the computer program and version listed at the head of this |
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Agreement. |
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|
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2. GRANT OF LICENCE |
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|
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2.1 CUTS hereby grants to the Licensee and the Licensee hereby accepts a |
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non-exclusive, non-transferable, royalty-free licence, commencing on the |
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Commencement Date and for a term of five years therefrom, to download, install |
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and use the Software subject to the following terms and conditions: |
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|
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(a) the Licensee may use the Software solely for its internal use and the |
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Licensee shall not sell, give, disclose, lend, transfer, sublicense or |
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otherwise distribute the Software to any third party, or allow the Software to |
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be accessed over the internet or in any other manner that would allow access |
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to the Software by anyone other than the Licensee's employees (and consultants |
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and contractors provided such use is solely for the Licensee's internal use |
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and subject to the provisions of this Agreement); |
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|
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(b) the Licensee may create Derivatives solely for its own internal use but |
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shall not distribute the Software or any Derivatives in whole or in part to |
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any third party; |
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|
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(c) the Software may be installed and used only on computers owned or leased |
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by the Licensee; |
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|
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(d) the Licensee may copy the Software solely to the extent necessary to |
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exercise this Licence, and for backup, disaster recovery and archival |
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purposes, provided that the Licensee shall retain on all copies of the |
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Software the following copyright notice: © 2000-2005. Cambridge University |
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Technical Services Limited. All rights reserved. |
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|
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3. INTELLECTUAL PROPERTY RIGHTS |
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|
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3.1 The Licensee acknowledges that all Intellectual Property Rights in the |
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Software and any copies thereof belong and shall belong to CUTS and the |
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Licensee shall have no rights in or to the Software other than the right to |
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use it in accordance with the terms of the Licence in this Agreement. |
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|
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3.2 Title to and ownership of any portion of the Software incorporated into |
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Derivatives shall at all times remain with CUTS and the Licensee shall not |
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have any title or ownership interest therein. |
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|
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3.3 Title to and ownership of any portion of Derivatives created by the |
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Licensee and not owned by CUTS pursuant to Clauses 3.1 and 3.2 above shall be |
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held by the Licensee. Nothing contained in this Licence shall be construed to |
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limit CUTS rights to modify or to develop other derivatives of the Software |
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which are similar to or offer the same or similar improvements as any |
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Derivatives developed by the Licensee. |
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|
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3.4 Error fixes, bug fixes, technical suggestions, comments and suggested |
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improvements to the Software and its code are welcome by the authors of the |
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Software and CUTS, and in agreeing to provide these to the authors or to CUTS |
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the Licensee hereby assigns the Intellectual Property Rights in error fixes, |
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bug fixes, or technical improvements to CUTS which are communicated in any |
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manner or medium to the authors of the Software or CUTS with a reservation of |
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use of those improvements and suggestions by the Licensee subject to the terms |
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and conditions of the Licence in this Agreement. |
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|
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4. NO MAINTENANCE OR SUPPORT |
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|
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4.1 CUTS is under no obligation whatsoever to: |
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|
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(a) provide maintenance or support for the Software; or |
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|
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(b) notify the Licensee of error fixes, bug fixes, patches, or upgrades to |
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the features, functionality or performance of the Software ("Enhancements") |
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(if any), whether developed by CUTS or third parties. If, in its sole |
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discretion, CUTS makes an Enhancement available to the Licensee and CUTS does |
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not separately enter into a written licence agreement with the Licensee |
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relating to such bug fix, patch or upgrade, then it shall be deemed |
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incorporated into the Software and subject to this Agreement. |
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|
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5. DISCLAIMER OF WARRANTIES |
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|
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5.1 CUTS warrants that the Software will conform substantially with its |
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functional specifications. Otherwise the Software is supplied "as is" without |
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warranty of any kind. CUTS, its licensors and its employees: |
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|
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(a) disclaim any warranties, express or implied, including but not limited to |
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any implied warranties of merchantability, fitness for a particular purpose, |
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title or non-infringement of third party rights; |
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|
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(b) do not assume any legal liability or responsibility for the accuracy, |
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completeness, or usefulness of the Software; |
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|
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(c) do not represent that use of the Software will not infringe privately |
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owned rights; |
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|
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(d) do not warrant that the Software will function uninterrupted, that it is |
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error-free or that any errors will be corrected. |
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|
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6. LIMITATION OF LIABILITY |
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|
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6.1 The Software is provided for academic non-commercial purposes only. |
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Therefore, in no event will CUTS or its licensors or its employees be liable |
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to the Licensee for any indirect, incidental, consequential, special or |
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punitive damages of any kind or nature, including but not limited to loss of |
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profits or loss of data, for any reason whatsoever, whether such liability is |
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asserted on the basis of contract, tort (including negligence or strict |
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liability), or otherwise, even if CUTS has been warned of the possibility of |
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such loss or damages. |
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|
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6.2 The limitations and exclusions in this Agreement shall not apply in |
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respect of claims for personal injury or death caused by the negligence of |
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CUTS, its licensors or its employees or in respect of fraud or fraudulent |
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misrepresentation. |
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|
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7. INDEMNITY |
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|
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7.1 The Licensee shall indemnify CUTS, the Software authors, the Software |
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sponsors, and their agents, officers, and employees, against any and all |
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claims, suits, losses, damages, costs, fees, and expenses arising out of or in |
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connection with any claim or threatened claim by any third party relating to |
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or arising from the use of the Software by the Licensee. The Licensee shall |
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pay all costs incurred by CUTS in enforcing this provision. |
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|
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8. TERM AND TERMINATION |
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|
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8.1 This Agreement and the Licence granted herein shall come into effect |
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on the Commencement Date and will continue for the duration of five years |
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therefrom unless terminated by CUTS in accordance with this Agreement. If the |
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Licensee breaches any term of this Agreement, and fails to cure such breach |
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within thirty (30) days of the date of written notice, this Agreement shall |
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immediately terminate. Upon such termination the Licensee shall immediately |
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cease using the Software, return to CUTS or destroy all copies of the |
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Software, and provide CUTS with written certification of the Licensee's |
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compliance with the foregoing. Termination shall not relieve the Licensee |
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from its obligations arising prior to such termination. Notwithstanding any |
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provision of this Agreement to the contrary, Sections 3, 5, 6, 7, 8, 9, 10, |
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13, 14 and 18 shall survive termination of this Agreement. |
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|
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9. CONFIDENTIALITY |
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|
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9.1 The Licensee agrees and undertakes that during the term of the Licence in |
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this Agreement and thereafter it will keep confidential all, and will not use |
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for its own purposes nor without the prior written consent of CUTS disclose to |
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any third party any information of a confidential nature (including trade |
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secrets and information of commercial value) which may become known to the |
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Licensee and which relates to CUTS unless such information is public knowledge |
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or already known to the Licensee at the time of disclosure or subsequently |
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becomes public knowledge other by breach of the Licence in this Agreement or |
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subsequently comes lawfully into the possession of the Licensee from a third |
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party. |
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|
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10. NO SUBLICENSING AND NO ASSIGNMENT |
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|
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10.1 The Licensee shall have no right to sub-license or to assign, |
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transfer, charge or deal in any other manner the benefit or burden of the |
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Licence in this Agreement in whole or in part or to allow the Software to |
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become the subject of any charge, lien or encumbrance without the prior |
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written consent of CUTS such consent may be withheld without giving any |
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reasons. |
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|
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11. WAIVER |
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|
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11.1 No forbearance or delay by either party in enforcing its rights will |
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prejudice or restrict the rights of that party, and no waiver of any such |
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rights or of any breach of any contractual terms will be deemed to be a waiver |
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of any other right or of any later breach. |
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|
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12. SEVERABILITY |
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|
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12.1 If any provision of the Licence in this Agreement is judged to be |
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illegal or unenforceable, the continuation in full force and effect of the |
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remainder of the provisions will not be prejudiced. |
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|
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13. NO AGENCY OR PARTNERSHIP |
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|
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13.1 Nothing contained or implied in this Agreement constitutes a Party the |
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partner, agent, or legal representative of another party or of the other Party |
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for any purpose or creates any partnership, agency or trust, and no Party has |
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any authority to bind the other Party in any way. |
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|
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14. THE CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999 |
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|
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14.1 The Contracts (Rights of Third Parties) Act 1999 shall not apply to |
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this Agreement and nothing in this Agreement shall confer or purport to confer |
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on or operate to give any third Party any benefit or any right to enforce any |
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term of this Agreement. |
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|
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15. NOTICES |
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|
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15.1 Any notice to be given under this Agreement shall be in writing and |
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delivered by hand, prepaid registered post or facsimile to a Party at the |
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address set out at the head of this Agreement or to such other address or fax |
247 |
number as any Party may specify in writing to another. Notices are deemed to |
248 |
have been given: |
249 |
|
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(a) if delivered by hand, at the time of delivery unless delivered after 5pm |
251 |
in the place of receipt or on a non-business day, in which case the notice is |
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deemed to have been given at 9am the next business day; |
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|
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(b) if sent by registered post from within the United Kingdom, three |
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business days after posting (or seven business days if posted from outside the |
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United Kingdom); and |
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|
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(c) if sent by facsimile, at the time the facsimile is received shown in |
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the transmission report as the time that the whole facsimile was sent unless |
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received after 5pm in the place of receipt or on a non-business day, in which |
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case the notice is deemed to have been given at 9am the next business day. |
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Any notice served by facsimile transmission shall be confirmed by post. |
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|
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16. ENTIRE AGREEMENT |
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|
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16.1 This Agreement constitutes the entire agreement and understanding of the |
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Parties and supersedes all negotiations, understandings or previous agreement |
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between the Parties relating to the subject matter of this Agreement. |
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|
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17. GOVERNING LAW |
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|
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17.1 This Agreement and any documents to be entered into pursuant to it |
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shall be governed by and construed in accordance with English law and each |
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Party irrevocably submits to the exclusive jurisdiction of the courts of |
275 |
England over any claim or matter arising under or in connection with this |
276 |
Agreement and the documents entered into pursuant to it. |
277 |
|
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18. EXPORT CONTROL REGULATIONS |
279 |
|
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18.1 'Export Control Regulations' means any United Nations trade sanctions |
281 |
or EU or UK legislation or regulation, from time to time in force, which |
282 |
impose arms embargoes or control of export of goods, technology or software. |
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|
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18.2 The Licensee shall ensure that, in using the Software it shall not and |
285 |
nor shall its employees breach or compromise directly of indirectly compliance |
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with any Export Control Regulations. |
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|
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|
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|
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If you have any questions or feedback concerning the Software, contact |
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University of Cambridge, Department of Haematology, Cambridge Institute for |
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Medical Research, Wellcome Trust/MRC Building, Cambridge CB2 0XY UK. |
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Attn: Professor Randy Read, or via email at cimr-phaser@××××××××××××.uk |
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|
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|
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|
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|
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1.1 licenses/phaser-com |
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|
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file : http://sources.gentoo.org/viewvc.cgi/gentoo-x86/licenses/phaser-com?rev=1.1&view=markup |
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plain: http://sources.gentoo.org/viewvc.cgi/gentoo-x86/licenses/phaser-com?rev=1.1&content-type=text/plain |
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|
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Index: phaser-com |
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=================================================================== |
305 |
Software: PHASER |
306 |
Version: 1.3 |
307 |
|
308 |
This End User Licence Agreement ("Agreement") is a legal agreement between |
309 |
your company the "Licensee" |
310 |
and |
311 |
CAMBRIDGE UNIVERSITY TECHNICAL SERVICES LIMITED ("CUTS") whose registered |
312 |
office is at 16 Mill Lane, Cambridge, CB2 1SB UK. |
313 |
|
314 |
CUTS is a company wholly owned by the Chancellor, Masters and Scholars of the |
315 |
University of Cambridge which holds title in intellectual property rights |
316 |
including in the Software and carries on trading, business and technology |
317 |
transfer transactions on behalf of the University of Cambridge. |
318 |
|
319 |
CUTS is the entire legal and beneficial owner and licensor of the Software and |
320 |
is willing to license use of the Software by the Licensee. As a condition |
321 |
precedent to the execution and performance of this Licence, the Licensee |
322 |
(and/or any of its Affiliates, if applicable, the Licensee and its Affiliates |
323 |
collectively referred to as the "Licensee" for the purposes of this Agreement) |
324 |
will have paid up annual fees to the PHENIX Industry Consortium for use of |
325 |
software, including the Software which is the subject of the Licence in this |
326 |
Agreement, which has been assembled for the PHENIX Industry Consortium. |
327 |
|
328 |
Downloading the Software from its internet publication site (restricted access |
329 |
via user ID and password) at |
330 |
http://www-structmed.cimr.cam.ac.uk/phaser/download.html, installing, or use |
331 |
of the Software by the Licensee indicates the Licensee's agreement to be bound |
332 |
by the terms and conditions of this Agreement. If the Licensee does not agree |
333 |
to these terms and conditions, the Licensee may not download, install or use |
334 |
the Software. |
335 |
|
336 |
AGREED TERMS |
337 |
|
338 |
1. DEFINITIONS |
339 |
|
340 |
1.1 In this Agreement the following words and phrases shall, unless the |
341 |
context otherwise requires, have the following meanings: |
342 |
|
343 |
Commencement Date means the initial date of download of the Software from its |
344 |
internet publication site by the Licensee; |
345 |
|
346 |
Derivatives means computer programs in machine readable object code or source |
347 |
code form developed or otherwise acquired by the Licensee which are a |
348 |
modification of, enhancement to, derived from or based upon the Software; |
349 |
|
350 |
Fee means the annual licence fee payable by the Licensee to the PHENIX |
351 |
Industry Consortium; |
352 |
|
353 |
Intellectual Property Rights means all patents, copyrights, design rights, |
354 |
trade marks, service marks, trade secrets, know-how, database rights and other |
355 |
rights in the nature of intellectual property rights (whether registered or |
356 |
unregistered) and all applications for the same, anywhere in the world; |
357 |
|
358 |
Parties means CUTS and the Licensee and "Party" shall mean either of them; |
359 |
|
360 |
Software means the computer program and version listed at the head of this |
361 |
Agreement. |
362 |
|
363 |
2. GRANT OF LICENCE |
364 |
|
365 |
2.1 In consideration of the Fee, CUTS hereby grants to the Licensee a |
366 |
non-exclusive, non-transferable, royalty-free licence, commencing on the |
367 |
Commencement Date and for the duration of payment of the Fee, to download, |
368 |
install and use the Software subject to the following terms and conditions: |
369 |
|
370 |
(a) the Licensee may use the Software solely for its internal use and the |
371 |
Licensee shall not sell, give, disclose, lend, transfer, sublicense or |
372 |
otherwise distribute the Software to any third party, or allow the Software to |
373 |
be accessed over the internet or in any other manner that would allow access |
374 |
to the Software by anyone other than the Licensee's employees (and consultants |
375 |
and contractors provided such use is solely for the Licensee's internal use |
376 |
and subject to the provisions of this Agreement); |
377 |
|
378 |
(b) the Licensee may create Derivatives solely for its own internal use but |
379 |
shall not distribute the Software or any Derivatives in whole or in part to |
380 |
any third party; |
381 |
|
382 |
(c) the Software may be installed and used only on computers owned or leased |
383 |
by the Licensee; |
384 |
|
385 |
(d) the Licensee may copy the Software solely to the extent necessary to |
386 |
exercise this Licence, and for backup, disaster recovery and archival |
387 |
purposes, provided that the Licensee shall retain on all copies of the |
388 |
Software the following copyright notice: © 2000-2005. Cambridge University |
389 |
Technical Services Limited. All rights reserved. |
390 |
|
391 |
3. INTELLECTUAL PROPERTY RIGHTS |
392 |
|
393 |
3.1 The Licensee acknowledges that all Intellectual Property Rights in the |
394 |
Software belong and shall belong to CUTS and the Licensee shall have no rights |
395 |
in or to the Software other than the right to use it in accordance with the |
396 |
terms of the Licence in this Agreement. |
397 |
|
398 |
3.2 Title to and ownership of any portion of the Software incorporated into |
399 |
Derivatives shall at all times remain with CUTS and the Licensee shall not |
400 |
have any title or ownership interest therein. |
401 |
|
402 |
3.3 Title to and ownership of any portion of Derivatives created by the |
403 |
Licensee and not owned by CUTS pursuant to Clauses 3.1 and 3.2 above shall be |
404 |
held by the Licensee. Nothing contained in this Licence shall be construed to |
405 |
limit CUTS rights to modify or to develop other derivatives of the Software |
406 |
which are similar to or offer the same or similar improvements as any |
407 |
Derivatives developed by the Licensee. |
408 |
|
409 |
3.4 Error fixes, bug fixes, technical suggestions, comments and suggested |
410 |
improvements to the Software and its code are welcome by the authors of the |
411 |
Software and CUTS, and in agreeing to provide these to the authors or to CUTS |
412 |
the Licensee hereby assigns the Intellectual Property Rights in error fixes, |
413 |
bug fixes, or technical improvements to CUTS which are communicated in any |
414 |
manner or medium to the authors of the Software or CUTS with a reservation of |
415 |
use of those improvements and suggestions by the Licensee subject to the terms |
416 |
and conditions of the Licence in this Agreement. |
417 |
|
418 |
4. NO MAINTENANCE OR SUPPORT |
419 |
|
420 |
4.1 CUTS is under no obligation whatsoever to: |
421 |
|
422 |
(a) provide maintenance or support for the Software; or |
423 |
|
424 |
(b) notify the Licensee of error fixes, bug fixes, patches, or upgrades to |
425 |
the features, functionality or performance of the Software ("Enhancements") |
426 |
(if any), whether developed by CUTS or third parties. If, in its sole |
427 |
discretion, CUTS makes an Enhancement available to the Licensee and CUTS does |
428 |
not separately enter into a written licence agreement with the Licensee |
429 |
relating to such bug fix, patch or upgrade, then it shall be deemed |
430 |
incorporated into the Software and subject to this Agreement. |
431 |
|
432 |
5. DISCLAIMER OF WARRANTIES |
433 |
|
434 |
5.1 CUTS warrants that the Software will conform substantially with its |
435 |
functional specifications. Otherwise the Software is supplied "as is" without |
436 |
warranty of any kind. CUTS, its licensors and its employees: |
437 |
|
438 |
(a) disclaim any warranties, express or implied, including but not limited to |
439 |
any implied warranties of merchantability, fitness for a particular purpose, |
440 |
title or non-infringement of third party rights; |
441 |
|
442 |
(b) do not assume any legal liability or responsibility for the accuracy, |
443 |
completeness, or usefulness of the Software; |
444 |
|
445 |
(c) do not represent that use of the Software will not infringe privately |
446 |
owned rights; |
447 |
|
448 |
(d) do not warrant that the Software will function uninterrupted, that it is |
449 |
error-free or that any errors will be corrected. |
450 |
|
451 |
6. LIMITATION OF LIABILITY |
452 |
|
453 |
6.1 In no event will CUTS or its licensors or its employees be liable to |
454 |
the Licensee for any indirect, incidental, consequential, special or punitive |
455 |
damages of any kind or nature, including but not limited to loss of profits or |
456 |
loss of data, for any reason whatsoever, whether such liability is asserted on |
457 |
the basis of contract, tort (including negligence or strict liability), or |
458 |
otherwise, even if CUTS has been warned of the possibility of such loss or |
459 |
damages. In no event shall CUTS' liability arising from or in connection with |
460 |
this Agreement exceed a sum equivalent to the annual Fee paid by the Licensee |
461 |
to the PHENIX Industry Consortium for use of the Software. |
462 |
|
463 |
6.2 The limitations and exclusions in this Agreement shall not apply in |
464 |
respect of claims for personal injury or death caused by the negligence of |
465 |
CUTS, its licensors or its employees or in respect of fraud or fraudulent |
466 |
misrepresentation. |
467 |
|
468 |
7. INDEMNITY |
469 |
|
470 |
7.1 The Licensee shall indemnify CUTS, the Software authors, the Software |
471 |
sponsors, and their agents, officers, and employees, against any and all |
472 |
claims, suits, losses, damages, costs, fees, and expenses arising out of or in |
473 |
connection with any claim or threatened claim by any third party relating to |
474 |
or arising from the use of the Software by the Licensee. The Licensee shall |
475 |
pay all costs incurred by CUTS in enforcing this provision. |
476 |
|
477 |
8. TERM AND TERMINATION |
478 |
|
479 |
8.1 This Agreement and the Licence granted herein shall come into effect |
480 |
on the Commencement Date and will continue for the duration of payment of the |
481 |
Fee unless terminated by CUTS in accordance with this Agreement. If the |
482 |
Licensee breaches any term of this Agreement, and fails to cure such breach |
483 |
within thirty (30) days of the date of written notice, this Agreement shall |
484 |
immediately terminate. Upon such termination the Licensee shall immediately |
485 |
cease using the Software, return to CUTS or destroy all copies of the |
486 |
Software, and provide CUTS with written certification of the Licensee's |
487 |
compliance with the foregoing. Termination shall not relieve the Licensee |
488 |
from its obligations arising prior to such termination. Notwithstanding any |
489 |
provision of this Agreement to the contrary, Sections 3, 5, 6, 7, 8, 9, 10, |
490 |
13, 14 and 18 shall survive termination of this Agreement. |
491 |
|
492 |
9. CONFIDENTIALITY |
493 |
|
494 |
9.1 The Licensee agrees and undertakes that during the term of the Licence in |
495 |
this Agreement and thereafter it will keep confidential all, and will not use |
496 |
for its own purposes nor without the prior written consent of CUTS disclose to |
497 |
any third party any information of a confidential nature (including trade |
498 |
secrets and information of commercial value) which may become known to the |
499 |
Licensee and which relates to CUTS unless such information is public knowledge |
500 |
or already known to the Licensee at the time of disclosure or subsequently |
501 |
becomes public knowledge other by breach of the Licence in this Agreement or |
502 |
subsequently comes lawfully into the possession of the Licensee from a third |
503 |
party. |
504 |
|
505 |
10. NO SUBLICENSING AND NO ASSIGNMENT |
506 |
|
507 |
10.1 The Licensee shall have no right to sub-license or to assign, |
508 |
transfer, charge or deal in any other manner the benefit or burden of the |
509 |
Licence in this Agreement in whole or in part or to allow the Software to |
510 |
become the subject of any charge, lien or encumbrance without the prior |
511 |
written consent of CUTS such consent may be withheld without giving any |
512 |
reasons. |
513 |
|
514 |
11. WAIVER |
515 |
|
516 |
11.1 No forbearance or delay by either party in enforcing its rights will |
517 |
prejudice or restrict the rights of that party, and no waiver of any such |
518 |
rights or of any breach of any contractual terms will be deemed to be a waiver |
519 |
of any other right or of any later breach. |
520 |
|
521 |
12. SEVERABILITY |
522 |
|
523 |
12.1 If any provision of the Licence in this Agreement is judged to be |
524 |
illegal or unenforceable, the continuation in full force and effect of the |
525 |
remainder of the provisions will not be prejudiced. |
526 |
|
527 |
13. NO AGENCY OR PARTNERSHIP |
528 |
|
529 |
13.1 Nothing contained or implied in this Agreement constitutes a Party the |
530 |
partner, agent, or legal representative of another party or of the other Party |
531 |
for any purpose or creates any partnership, agency or trust, and no Party has |
532 |
any authority to bind the other Party in any way. |
533 |
|
534 |
14. THE CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999 |
535 |
|
536 |
14.1 The Contracts (Rights of Third Parties) Act 1999 shall not apply to |
537 |
this Agreement and nothing in this Agreement shall confer or purport to confer |
538 |
on or operate to give any third Party any benefit or any right to enforce any |
539 |
term of this Agreement except as expressly provided in this Agreement. |
540 |
|
541 |
15. NOTICES |
542 |
|
543 |
15.1 Any notice to be given under this Agreement shall be in writing and |
544 |
delivered by hand, prepaid registered post or facsimile to a Party at the |
545 |
address set out at the head of this Agreement or to such other address or fax |
546 |
number as any Party may specify in writing to another. Notices are deemed to |
547 |
have been given: |
548 |
|
549 |
(a) if delivered by hand, at the time of delivery unless delivered after 5pm |
550 |
in the place of receipt or on a non-business day, in which case the notice is |
551 |
deemed to have been given at 9am the next business day; |
552 |
|
553 |
(b) if sent by registered post from within the United Kingdom, three |
554 |
business days after posting (or seven business days if posted from outside the |
555 |
United Kingdom); and |
556 |
|
557 |
(c) if sent by facsimile, at the time the facsimile is received shown in |
558 |
the transmission report as the time that the whole facsimile was sent unless |
559 |
received after 5pm in the place of receipt or on a non-business day, in which |
560 |
case the notice is deemed to have been given at 9am the next business day. |
561 |
Any notice served by facsimile transmission shall be confirmed by post. |
562 |
|
563 |
16. ENTIRE AGREEMENT |
564 |
|
565 |
16.1 This Agreement constitutes the entire agreement and understanding of |
566 |
the Parties and supersedes all negotiations, understandings or previous |
567 |
agreement between the Parties relating to the subject matter of this |
568 |
Agreement. |
569 |
|
570 |
17. GOVERNING LAW |
571 |
|
572 |
17.1 This Agreement and any documents to be entered into pursuant to it |
573 |
shall be governed by and construed in accordance with English law and each |
574 |
Party irrevocably submits to the exclusive jurisdiction of the courts of |
575 |
England over any claim or matter arising under or in connection with this |
576 |
Agreement and the documents entered into pursuant to it. |
577 |
|
578 |
18. EXPORT CONTROL REGULATIONS |
579 |
|
580 |
18.1 'Export Control Regulations' means any United Nations trade sanctions |
581 |
or EU or UK legislation or regulation, from time to time in force, which |
582 |
impose arms embargoes or control of export of goods, technology or software. |
583 |
|
584 |
18.2 The Licensee shall ensure that, in using the Software it shall not and |
585 |
nor shall its employees or consultants or contractors breach or compromise |
586 |
directly of indirectly compliance with any Export Control Regulations. |
587 |
|
588 |
|
589 |
|
590 |
If you have any questions or feedback concerning the Software, contact |
591 |
University of Cambridge, Department of Haematology, Cambridge Institute for |
592 |
Medical Research, Wellcome Trust/MRC Building, Cambridge CB2 0XY UK. |
593 |
Attn: Professor Randy Read, or via email at cimr-phaser@××××××××××××.uk |