Stitcher distribution permissions and end-user license agreement
Software License Agreement and Limited Product Warranty
PLEASE READ CAREFULLY THIS LICENSE AGREEMENT UNTIL YOU HAVE UNDERSTOOD AND ACCEPTED ALL THE TERMS OF THIS
LICENSE AND WISH TO BECOME THE LICENSEE OF THE SOFTWARE.
ACCEPTANCE SHALL BIND YOU AND ALL OF YOU EMPLOYEES TO THE TERMS OF THIS LICENSE.
IF YOU DO NOT WISH TO ACCEPT THE TERMS, DO NOT INSTALL AND RETURN THIS PACKAGE TOGETHER WITH THE REALVIZ S.A.
SOFTWARE PRODUCT TO REALVIZ S.A. OR ITS DISTRIBUTOR OR OTHER PARTY FROM WHOM YOU OBTAINED THIS PACKAGE AND ANY
LICENSE FEE YOU MAY HAVE PAID WILL BE REFUNDED TO YOU.
1 THE LICENSE
1.1 REALVIZ S.A., Arep Center, 1 traverse des Brucs, Sophia Antipolis, 06560 VALBONNE, France, is the developer
and owner of Software Product known as REALVIZ(R) Stitcher(R) EZ (the " Software "). You are hereby referred to as
the "Licensee". In consideration of the payment of the license fee by the Licensee, REALVIZ S.A. grants, and by use
of the Software the Licensee accepts, a non-exclusive, non-transferable License to "Use" (as hereafter defined) the
Software subject to the terms and conditions contained herein.
1.2 This License entitles the Licensee to:
a) load and install the Software,
b) use the Software in accordance with the provisions of Sections 3 and 4 of this License.
2 ACCEPTANCE OF THIS LICENSE
The terms and conditions of this License are deemed to be accepted by the parties as follows:
- by REALVIZ S.A. upon dispatch/delivery of the Software by REALVIZ S.A. directly to the Licensee or to
REALVIZ S.A.` Distributor as the case may be, and
- by installing the software on the Licensee`s computer system.
3 USE OF THE SOFTWARE
3.1 For the purposes of this License, "Use" shall mean and include:
a) utilization of the Software by copying, transmitting or loading the Software into the temporary memory (RAM)
or installing into the permanent memory (e.g. hard disk, CD Rom or other storage device) on the Licensee`s
computer system (the " System ") for use by the Licensee and its employees;
b) storing the whole or any part of the Software on the System or other storage unit or disk,
c) utilizing (but not copying) the instructional and/or operational manuals relating to the Software,
d) importing and exporting all relevant information in or to the Software, with no limit in terms of number
of imports and exports, and in terms of duration.
4 LICENSEE`S UNDERTAKINGS
The Licensee undertakes:
4.1 not to perform any of the acts referred to in this sub-clause 4.1 except to the extend and only to the
extend permitted by law to the Licensee as a lawful user (i.e. a party with a right to Use) of the Software and
only then for the specific limited purpose stated in such applicable law or hereunder. The Licensee undertakes:
a) not to translate, adapt, vary or modify the Software,
b) not to disassemble, decompile or reverse engineer the Software,
4.2 to maintain accurate and up-to-date records of the number and location of all copies of the Software,
4.3 to supervise and control Use of the Software in accordance with the terms of this License,
4.4 to ensure that its employees, agents and other parties who will use the Software are notified of this
License and the terms hereof prior to such employee, agent or party using the same,
4.5 to reproduce and include the copyrights notice of REALVIZ S.A. on all and any copies, whether in whole
or in part, in any form, including partial copies or modifications of the Software made
4.6 not to provide or otherwise make the Software available in whole or in part (including where applicable,
but not limited to program listings, object code and source program listings, object code and
source code), in any form to any person other than the Licensee`s employees without prior written consent
from REALVIZ S.A., and not to allow any use of the Software by Licensee`s former
5.1 The Licensee acknowledges that the Software in general is not error-free and agrees that the existence
of such errors shall not constitute a breach of this License.
5.2 In the event that the Licensee discovers a material error which substantially affects the Licensee`s use
of the Software and if the Licensee notifies REALVIZ S.A. of the error within 90 days from
the date the Software was provided (the " warranty period ") REALVIZ S.A. shall, at REALVIZ S.A.` sole option,
either refund the price paid by the Licensee for use of the Software or use all reasonable endeavors to correct
by patch or new release (at its option) that part of the Software which does not so comply PROVIDED THAT such
non-compliance has not been caused by any modification, variation or addition to the Software not performed by
REALVIZ S.A. or caused by incorrect use, abuse or corruption of the Software or by use of the Software with other
software or an equipment with which it is incompatible.
5.3 To the extent permitted by law, REALVIZ S.A. disclaims all other warranties with respect to the Software,
either express or implied, including but not limited to, any implied warranties of
merchantability or fitness for any particular purpose.
5.4 Although, REALVIZ S.A. does not warrant that the Software shall be free from all known viruses, it has used
commercially reasonable efforts to check for the most commonly known viruses prior to packaging. However, the
Licensee is solely responsible for virus scanning the Software prior to installation.
5.5 REALVIZ S.A. warrants that there are no disabling programs or devices in the Software.
6 REALVIZ S.A.` LIABILITY
6.1 REALVIZ S.A. shall not be liable to the Licensee for any loss or damage whatsoever or howsoever arising
directly or indirectly in connection with this License, the Software, its use or otherwise, except to the extent
that such liability may not be lawfully excluded.
6.2 In the event that any exclusion contained in this License shall be held to be invalid for any reason and
REALVIZ S.A. becomes liable for loss or damage that may lawfully be limited, such liability shall be limited to
the price paid by the Licensee for the Use of the Software.
6.3 REALVIZ S.A. does not exclude liability for death or personal injury to the extent only that the same
arises as a result of the negligence of REALVIZ S.A., its employees, agents, or authorized representatives.
7 COPYRIGHT, PATENTS, TRADE MARKS, AND OTHER INTELLECTUAL PROPERTY RIGHTS
The Licensee acknowledges that any and all of the copyright, trade marks, trade names, patents and other
intellectual property rights subsisting in or used or in connection with the Software including all documentation
and manuals relating thereto are and remain the sole property of REALVIZ S.A.. The Licensee shall not during or
at any time after the expiration or termination of this License in any way question or dispute the ownership
by REALVIZ S.A..
8 CONFIDENTIAL INFORMATION
8.1 All information, data, drawings, specifications, documentation, software listings, source or object code
which REALVIZ S.A. may have imparted and may from time to time impart to the Licensee relating to the Software
(other than the ideas and principles which underlie the Software) is proprietary and confidential. The Licensee
hereby agrees that it shall use the same solely in accordance with the provisions of this License and that it
shall not at any time during or after expiry or termination of this License, disclose the same, whether directly
or indirectly, to any third party without REALVIZ S.A.` prior written consent.
8.2 Subject only to the specific, limited provisions of Clause 4.1 above, the Licensee further agrees that it
shall not itself or through any subsidiary, agent or third party use such confidential information to copy,
reproduce, translate, adapt, vary, modify, decompile, disassemble or reverse engineer the Software nor shall the
License sell, lease, license, sub-license or otherwise deal with the Software or any part or parts or variations,
modifications, copies, releases, versions or enhancements thereof or have any software or other program written or
developed for itself based on any confidential information supplied to it by REALVIZ S.A..
8.3 The foregoing provisions shall not prevent the disclosure or use by the Licensee of any information, which
is or hereafter, through no fault of the Licensee, becomes public knowledge or to the extent permitted by law.
9 FORCE MAJEURE
REALVIZ S.A. shall be under no liability to the Licensee in respect to anything, which, apart from this provision,
may constitute breach of this License arising by reason of force majeure.
The Licensee shall not assign or otherwise transfer all or any part of the Software of this License without the
prior written consent of REALVIZ S.A..
Failure or neglect by either party to enforce at any time any of the provisions hereof shall not be construed nor
shall be deemed to be a waiver of that party`s rights hereunder nor in any way affect the validity of the whole or
any part of this License nor prejudice that party`s rights to take subsequent action.
The headings of the terms and conditions herein contained are inserted for convenience of reference only and are
not intended to be part of or to affect the meaning of interpretation of any of the terms and conditions of this
In the event that any of these terms and conditions or provisions shall be determined by any competent authority
to be invalid, unlawful or unenforceable to any extent, such term, condition or provision shall to that extent be
severed from the remaining terms, conditions and provisions which shall continue to be valid to the fullest extent
permitted by law.
14 LAW AND JURISDICTION
The parties hereby agree that the License concluded between them and constituted on these terms and conditions
shall be construed in accordance with French Law and the parties hereby submit to the exclusive jurisdiction of the
Tribunal de Commerce de Grasse in France.
Ref. STEZxx-L1-x-1 REALVIZ(r) Stitcher(r) EZ