License Terms for the Use of Computer Software
1. Formation of Agreement
By entering into this Agreement, the Licensee accepts the following license terms of the Licensor.
2. Scope of License
2.1 The Licensor grants the Licensee a non-exclusive, non-transferable right to use the software.
2.2 The Licensee is only permitted to use the software on the system specified in the Agreement. Any use of the software for purposes other than those agreed upon by the parties is prohibited.
2.3 The Licensee is only permitted to make copies of the software for backup and archival purposes. No copies of the documentation provided shall be made.
2.4 The software shall not be edited, whether through modification, translation, connection with other programs, or any other means, without the express written consent of the Licensor.
2.5 Any of the Licensor’s copyright notices appearing on the software shall not be removed from the same and must also be made to appear on any copies and edited versions.
2.6 The software shall not be transferred to any third party, nor shall any rights of use be assigned to any third party, without the prior written consent of the Licensor.
3. Reservation of Rights
The Licensor hereby reserves all rights (including but not limited to proprietary rights and copyrights) to the software and to any copies or edited versions of the same.
4. Delivery of Software
4.1 The software shall be delivered in the form of machine code. Dispatch of the software (program media and documentation) from the Licensor’s factory shall be deemed to constitute delivery of the software.
4.2 The benefit and risk shall pass to the Licensee upon dispatch of the software (program media and documentation) and no later.
4.3 The Licensee must inspect the software immediately upon delivery and must promptly report to the Licensor any defects that eliminate or substantially diminish the value of the software or its fitness for the intended use. The Licensor shall be given an opportunity to correct any such defects at its own expense. If no such report of defects has been made within 30 days after delivery, the software shall be deemed to have been accepted. In this case, the date of acceptance shall be the last day of the aforementioned thirty-day period.
5.1 The software is warranted for a period of six months following the date of delivery.
5.2 The Licensor warrants that at the time of delivery, the software meets the stated specifications. Explanations or descriptions shall not constitute warranted qualities.
5.3 The Licensor agrees to correct within a reasonable time all reproducible errors in the software that have been reported by the Licensee during the warranty period and that the Licensor has warranted pursuant to paragraph 5.2
If the Licensor fails to remedy within a reasonable time any defects in the software so as to enable its use by the Licensee in a manner essentially consistent with that provided for in this Agreement, the Licensee may demand a reduction of the fee (“reduction”) or cancellation of the Agreement (“repudiation”).
5.4 All other warranty claims are hereby excluded. Paragraph 7.2 shall apply by analogy.
Maintenance of the software following the expiration of the warranty period is not included in the purchase price and must be agreed upon expressly by the parties.
7.1 The Licensor shall only be liable for personal injuries and property damage for which it is at fault.
The Licensor’s liability for property damage, regardless of legal basis, is limited to a total of EUR 50,000.00
Notwithstanding any provision of this Agreement to the contrary, the Licensor shall not be liable for any indirect or consequential harm or losses, such as loss of income, loss of use, production losses, capital expenses, or any expenses associated with an interruption in operation.
In the event of loss or damage of data or data media, the Licensor’s duty of replacement shall not include the expense of replacing any lost data.
7.2 The limitations and exclusions on liability described in paragraph 7.1 shall not apply if liability is mandatory under, for instance, the Produkthaftungsgesetz (German Products Liability Act) or in cases of wrongful intent, gross negligence, absence of warranted qualities, or breach of material contractual duties. Nevertheless, except in instances of wrongful intent or gross negligence, compensation for breach of material contractual duties shall be limited to losses that are foreseeable and typical of this type of Agreement.
7.3 If for any reason whatsoever, a third party asserts a compensation claim against the Licensor in connection with the Licensee’s use of the software, the Licensee shall hold the Licensor harmless against said claim.
8. Concluding Provisions
Any and all amendments and additions to the License Terms must be made in writing in order to be valid.