1. Conclusion of the Agreement
By installing the software (also through an authorised agent) you (hereinafter the Purchaser/User/Licensee) accept this Software Licence Agreement with 3D-Micromac AG in 09126 Chemnitz (hereinafter 3D-Micromac/Licenser).
2. Subject of the Agreement
2.1 3D-Micromac hereby grants the Purchaser a non-exclusive right to use the microMMI software programme including the related documentation once the agreed fee has been paid in full. All rights to the programme including the documentation shall remain with 3D-Micromac and its licenser.
2.2 The Licensee shall not be entitled to transfer the licence to a third party or to grant sub-licences. However, the Licensee may sell its acquired right of use in workable form to another user if it waives its own right to use the software and the respective other user undertakes, through a written declaration to 3D-Micromac, to protect the programme and acknowledges the agreed extent of the right of use.
2.3 The Licensee is the End User and shall be entitled to install and use the software in accordance with the Agreement on one computer or on a local network on several computers at the same time (LAN). If a dongle is provided to the Licensee as part of the sale, said dongle must be employed and used in accordance with the respective terms and conditions.
2.4 “Use” in accordance with this Agreement shall be any permanent or temporary, full or partial use of the software in the context of its deployment in accordance with the respective terms and conditions. Use as per the Agreement shall also include the creation of back-up copies.
2.5 The Licensee may only reproduce or copy the software and printed licence material entrusted to it if such action is required for use in accordance with the terms and conditions (e.g. installing the software and uploading to the main memory).
2.6 The User shall be responsible for its choice of the software in order to achieve the results it is seeking and for the installation, use and results which it obtains from said software; in particular, performance data and other software specifications do not represent any assurance of specific characteristics.
2.7 Installation, advice and training in the handling of the software are not the object of this Licence Agreement. 3D-Micromac is willing to reach a separate agreement in this respect if the User so wishes.
2.8 In order to ensure use as per the Agreement, the Client can make copies of the programme, which it may use solely for its own purposes.
2.9 The Client undertakes to retain proprietary notices, such as copyright notices and other legal disclaimers, unchanged, and to incorporate them in unamended form into all complete or part copies made of machine-readable licence material.
2.10 The Licensee undertakes not to make the licence material available to a third party without the express written agreement of the Licenser, either in original format or in the form of complete or part copies. This shall also apply in the event of the complete or partial sale or winding up of the company. Employees of the Client or other persons shall not constitute a third party as long as they uphold the use of the licence material in accordance with the terms and conditions on behalf of the Client. In the event of the dissemination or publication of data obtained using the programme, 3D-Micromac must be specified as the source.
2.11 The rights of use granted to the User under the terms of this Agreement may not be exercised by the User until the licence fee has been paid in full.
3. Rights in the event of defects
3.1 3D-Micromac guarantees that the programme data carrier shall be free of material and manufacturing defects and that when the programme is used on the given system it shall essentially comply with the programme specifications described in the electronic manual or on the packaging. According to the prior art, uninterruptible and error-free operation or the total elimination of any programme errors cannot be guaranteed.
3.2 The programme, which is the subject of the Agreement, has been designed for a large number of applications and cann ot take account of all the details of every conceivable application. No specific features of the programme in addition to the performance features expressly described in the version of the product documentation that was valid at the time of concluding the Agreement have been agreed and/or are guaranteed.
A guarantee of error-free functionality of the programme shall not be given by the Licenser.
The Licenser guarantees in the event of the transfer of the programme to a data carrier, the perfect readability of the medium at the time of the transfer, provided the programme is used by the Licensee under normal operating conditions and in compliance with the standard maintenance procedures for the data processing system.
The Licenser accepts no liability for the software being free from defects and in particular not in respect of the software meeting the requirements and purposes of the Purchaser or operating together with other programmes selected by the latter.
3.3 The subject of the warranty is the programme in the version supplied by 3D-Micromac. Problems and deviations, arising as result of handling by the User, are not defects and shall not come under the warranty.
3.4 Defects, which come under the warranty, must be notified to 3D-Micromac immediately in writing giving a description of the respective defect. The User shall offer 3D-Micromac reasonable support with locating a defect, for example by making printouts, system specifications or databases available.
3.5 Problems, arising a result of defective device drivers, shall be reported to the respective device manufacturer, since 3D- Micromac is not liable for third party defects. This shall apply in particular to printer drivers, graphic card drivers and other hardware and software components.
3.6 No liability shall be accepted insofar as 3D-Micromac makes data (also from third parties) available to the User for programme use, which is not required for the functionality of the programme (user data such as, for example, product price lists etc.). This data prepared for the User must be checked by the User for correctness in terms of content prior to use.
3.7 Claims shall initially be restricted to the rectification of defects (repairs or replacement delivery). In the event that 3D- Micromac shall not succeed in eliminating defects within a period of eight weeks, there shall be an entitlement to lower the use fee (reduction) or cancel the purchase (termination).
3.8 There shall be no further guarantees, in particular in respect of the correctness in terms of content of the programme functions.
3.9 The liability and warranty period shall begin on delivery of the subject of the Agreement and shall end after a period of 12 months. This period shall not apply in event of wilful intent or gross negligence or in the event of injury to life or limb.
4.1 3D-Micromac shall only be liable for damage caused deliberately by 3D–Micromac or as a result of its gross negligence, which involves injury to life or limb, in respect of which the German Product Liability Act makes provision for compulsory liability. Maximum liability shall, however, remain limited in each case, to double the fee paid by the Licensee. This shall apply to all issues of liability, particularly in respect of personal injury, damage to property and financial loss on the part of the User.
4.2 There shall be no liability for consequential loss. Financial decisions, which the User makes on the basis of programme results, shall fall within its own area of risk. The above exemption from liability shall also apply to the vicarious agents of 3D-Micromac. The exemptions shall not apply in the event of wilful intent or gross negligence.
5. Non-competition clause
5.1 The Licensee shall not be permitted to translate, edit, modify or arrange the data and the software or use the data, the software or the results achieved through their use in order to create it own competitive product.
5.2 The Licensee may, however, modify the software and the associated documentation with the prior written agreement of 3D-Micromac.
6. Extraordinary right to terminate
In the event of a serious breach of the provisions set out in this Licence Agreement by the User, 3D-Micromac shall be entitled to terminate the Agreement. All rights of use on the part of the User shall expire on termination of the Agreement. Copies of the software still in existence must be destroyed.
7. Place of jurisdiction
7.1 The law of the Federal Republic of Germany shall apply. The place of jurisdiction for business dealings shall be Chemnitz unless the contracting party has a general place of jurisdiction in the Federal Republic of Germany.
7.2 The place of performance for all deliveries and services by 3D-Micromac shall be Chemnitz.
8. Final provisions
8.1 No supplementary agreements to this Agreement have been reached. Amendments to this Agreement shall be required in writing; this shall also apply to a waiver of the written form requirement.
8.2 In the event that one or more clauses shall be or shall become ineffective or declared as such, the other clauses shall remain valid.