A limited liability company (Société à responsabilité limitée), registered with the Rouen Registry of Trade and Companies under the number 790202006
With its registered office at 16 Rue Lemoine, 76300 SOTTEVILLE-LES-ROUEN, France
Represented by Mr. Arnaud DESFEUX
In his capacity as manager
Hereafter referred to as the “Licensor”
THE USER of the database,
Identified by the connection IP address
Hereafter referred to as the “user”
Mr. Arnaud DESFEUX is the creator of a database called “OMICTOOLS” the specificity of which is to index and file software fact sheets, according to a specific method of classification, freely modifiable by users in the scientific fields.
This database is accessible by a connection at the address www.omictools.com
Mr. Arnaud DESFEUX gave an exclusive license of his Copyrights on his database “OMICTOOLS”, as well as his rights as producer of database, to omicX.
The user wanted to benefit from a right to use the Licensor’s database.
Database: shall mean the database called “OMICTOOLS”, including:
the data. This data is made up of software fact sheets in the scientific fields. These sheets may be freely modified by the users;
the presentation of data and the structure of the database;
the indexing system and the classification of data per phase (by technology, by application and by analysis phase);
the related documentation;
the new versions.
A description of the database is attached in the appendix of this agreement.
The authorized users may access the database in the conditions provided in this agreement.
2. Object of the agreement
Herein, the Licensor shall authorize the user to access and use the database within the limits of this agreement.
3. Rights relating to the use and extraction of data
The user is authorized to modify, extract (i.e., permanently or temporarily transfer) and reuse all or part of substantial data, in qualitative or quantitative terms, that is contained in the database.
The user shall be informed that the database architecture, its presentation, its layout and the method of classification of data listed therein, such as described above, are protected by copyright.
The user has a simple right of use on said database with a view to the access, consultation, modification, extraction and reuse of data in the conditions provided in this agreement.
Therefore, the user has no right to reproduce, adapt, translate or represent the database.
The user also undertakes not to:
reproduce the method of classification of the data used by the Licensor, as well as the database architecture;
modify or create derivative works of the database without the Licensor’s prior written approval;
use the database with the intention of creating a new database reproducing the method of classification of the Licensor and/or the database architecture;
manipulate and/or use the database in a way that could directly or indirectly compete with the Licensor;
5. Correction of errors
The Licensor shall reserve the right to correct the errors that may affect the database without this involving a commitment for him to provide any assistance, maintenance or services related to the database.
The Licensor may develop the database, in particular with regard to IT techniques. He may, at his sole discretion, make changes to its format or language.
Unless there is a clause to the contrary in this Agreement, the database is provided without any guarantee of any kind, both express or tacit, relating in particular to the ownership of the rights on the database, the operating rights held by the Licensor on the database, for the absence of any infringement of the database or data contained therein, the marketability or suitability of the database for a particular purpose. The user shall be solely responsible for the determination of the opportunity to use the database.
Consequently, he shall assume all the risks related to the exercise of the rights which are granted to him under this agreement including, without limitation, the risks and costs of program errors, the compliance with the applicable laws, the damage and loss of data, programs, materials and operations downtime.
Unless there is a clause to the contrary in this agreement, the Licensor may not under any circumstance be held responsible to any party for direct or indirect damages related to the use of the database and data that it contains.
The use of the database is not subjugated to any financial consideration on the part of the user.
7. Duration of the Agreement
This Agreement for the use of the database shall enter into force on the date of the first connection by the user to the site enabling access to the Licensor’s database, as per the user’s IP address, for a period of twelve months.
The user’s approval on the conditions of this license shall be formalized with a “click” on the final mention “I accept” at the end of the license.
This Agreement shall be tacitly renewed under the same conditions, and every twelve months, unless one of the parties decides not to renew the agreement, which must be notified to the other party by registered letter with acknowledgment of receipt or any other means including a definite receipt date, which must arrive at the latest two months prior to the term of the agreement.
8. Early termination of the agreement
This agreement may be subject to early termination in the event of a violation by one of the parties to one or several of his obligations, which shall have been subject to a formal notice by the other party, by registered letter with acknowledgment of receipt.
In the event whereby the formal notice would have remained without response beyond fifteen days after its receipt, this agreement may automatically be terminated and without any legal formality. To do so, the party intending to assert the automatic termination must send a new registered letter with acknowledgment of receipt to the defaulting party, with the termination taking effect after a period of seven days following the receipt of said letter or failing that the date of its first presentation.
9. Consequences of the termination of the agreement
Upon the termination of this agreement, regardless of the cause, the user shall undertake not to copy, reproduce with a view to its communication to third parties and more generally not to reuse, disclose, distribute in any form whatsoever, translate or adapt the data obtained in the performance of this agreement, nor to use the data in a manner likely to affect the Licensor’s rights.
10. Separability of the agreement
The nullity of any one of the obligations resulting from this agreement, for any reason whatsoever, shall not affect the validity of the other obligations.
11. Circulation of the agreement
This agreement may not be subject to any transfer by the user, in full or in part, in return for financial consideration or gratuitously, or any disposal or sub-license, even on a courtesy basis, without the Licensor’s prior written approval.
12. Applicable law
This Agreement shall be subject to French law.
Any dispute arising from the interpretation or application of this Agreement shall be subject to the jurisdiction of the Paris Tribunal de Grande Instance.