PROGRAM LICENSE AGREEMENT
BETWEEN
TEXAS INSTRUMENTS DEUTSCHLAND GMBH,
Haggertystr. 1, 85356 Freising
("Licensor")
and
IAT AG GESCHAEFTSHAUS WASSERSCHLOSS,
Xxxxxxxxxxx 00, XX-0000 Xxxxxxxxx-Xxxxx
("Licensee")
TEXAS INSTRUMENTS
Deutschland GmbH
1. Scope of license
1.1 The Licensor grants to the Licensee a personal, non-transferable,
non-exclusive license to use the software program described below ("the
Program") on the workstations and at the locations indicated with the
number of users indicated.
1.2 The Program is protected by copyright. The Licensee is aware that the
Program and all copyright, patent rights and other intellectual property
rights relating solely thereto are vested in the originator.
1.3 The Licensee may make a back-up copy of the Program insofar as this is
necessary for the use of the Program. The Licensee undertakes to transfer
to such copy all endorsements relating to copyright and ownership which are
included in the Program. No further copies may be made by the Licensee
without the express prior approval of the Licensor.
1.4 The Licensee undertakes not to sublicense, transfer or sell the Program or
make it accessible in any other manner to third parties without the prior
written consent of the Licensor.
1.5 The Licensee may not translate, adapt, arrange or otherwise alter the
Program of reverse compile the program except as allowed by local
legislation implementing article 6 of the EC Software Directive and only to
the extent necessary to achieve interoperability of an independently
created program with other programs. The Licensee is specifically
prohibited from copying, adapting or reverse compiling for the purpose of
error correction.
1.6 The Licensee undertakes that it shall not without the prior authorization
of the competent American and local authorities knowingly either directly
or indirectly export or re-export the Program or parts of the same to third
parties to whom such a transfer is restricted or prohibited by American or
local laws.
2. Limit on warranty
2.1 Defiency in title
The Licensor was authorized by the American originator of the Program to
license the same in accordance with the provisions contained xxxxx. The
Licensor gives no undertaking and offers no warranty that the Program does
not infringe any rights of third parties, such as, for example, copyright
and patent rights or trade secrets, in the country in which it shall be
used.
TEXAS INSTRUMENTS
Deutschland GmbH
2.2 Program errors
The Licensor merely warrants that the Program fulfils the functions
indicated in the software description. It does not however give any
warranty that the Program is free of errors or that it satisfies particular
requirements of the Licensee. The Licensee shall assume full responsibility
for selection of the Program, as well as for all decisions and actions
which he shall implement on the basis of information gained through use of
the Program. Any statements on the application possibilities of the Program
shall be neither implied nor express undertakings.
The Licensor shall make the Program available "as it is". In the event that
the Program does not fulfil the functions indicated in the software
description, the Licensee shall receive reimbursement of the licence fee
upon returning the Program whithin six months of transfer: All further
claims shall be excluded.
2.3 Data carrier
The Licensor warrants for a period of three months with effect from the
date upon which the Licensee receives the Program as indicated in the
confirmation of receipt, that the data carrier, but not, however: the
Program, is free of defects in material and manufacturing defect.
Defective data carriers shall be replaced during the period of warranty if
the Licensee returns the same to the supplier or to the Licensor: further
claims shall be excluded.
3. Exclusion of liability
The liability of the Licensor shall be limited to the above-mentioned
warranty claims; further rights to claim shall not exist.
The liability of the Licensor in other instances for damage suffered by the
Licensee or third parties arising from delivery, use or application of the
Program or in connection with the same shall be excluded in so far as the
damage was not cuased either intentionally or due to gross negligence on
the part of the management or a managerial employee of the Licensor.
4. Notice to terminate in the event of violation of contract
The Licensee shall use the Program and the documentation related therto
exclusively in accordance with the terms of this Licence and shall give
evidence of the same to the Licensor when requested in writing to do so. In
the event of violation of these terms, the Licensor may and shall give
notice to terminate the licence with immediate effect and shall prohibit
use of the Program. In the event of termination of the licence, the
Licensee shall destroy all complete or partial copies of the Program.
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TEXAS INSTRUMENTS
Deutschland GmbH
5. General conditions
In addition, the Licensors General Terms and Conditions of Delivery and
Services shall apply (attach by way of Schedule hereto).
In the event that a provision of this contract shall be or become wholly or
partially inoperative, the remaining provision or the remaining parts of
the provision shall remain operative.
In the event that the content of other documents contrained in the software
package shall contradict the terms of this Licence, the latter shall have
priority.
German law shall exclusively apply.
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TEXAS INSTRUMENTS
Deutschland GmbH
The above licensing conditions shall apply to the following software
programs:
Order S/W-description No of Company No of users per
Locations for Location Installations
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NRE-MVP MVP-Tools
Package 2 2
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