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LICENSE AGREEMENT
This license agreement ("Agreement") is made by and between Van Haren Publishing B.V. (the "Licensor") and the Licensee, identified in the van Haren Subscription Registration Form ("Registration Form") on the Van Haren publishing website ("Website") as of the date that the Licensee submits the Registration Form by selecting the "Register" button thereon. This Agreement expressly incorporates by reference and includes the Website's Terms and conditions and any guidelines, rules or disclaimers that may be posted and updated on specific webpages of the Website or on notices that are sent to the Licensee.
Section 1. LICENSE
The Licensor hereby grants to the Licensee the non-exclusive, non-transferable right and license to use the abstracts and full text of the Licensor’s publication: (name publication, author and optionally IBSN code) (“the Publication) as selected in the Licensee’s Subscription Order Form on the Website ("Order Form") and processed and confirmed by the Licensor and to provide the publication to Licensee.
Section 2 AUTHORIZED USE
The Licensee shall exclusively comprise the right to perform the following acts:
i. to load, display and consult the Publication on the screen of the authorized workplace, exclusively for the Licensee’s own personal purposes;
ii. for the Licensee’s own personal purposes to query parts of the Publication that, in the Licensor’s reasonable opinion, are qualitatively and quantitatively non substantial,
iii. to print minor parts of the Publication (with an exception: see 2 g);
all exclusively (1) for the Licensee’s own personal purposes, (2) to the extent not resulting in commercial exploitation of the Publication, (3) to the extent not causing or threatening to cause any damage to the Licensor’s legitimate interests and not jeopardizing normal commercial exploitation of the Publication and (4) to the extent not resulting in surrender of the Publication or any part thereof to a third party.
The Licensee may not:
a. reproduce or download the Publication or any part thereof, store in a computerized data file, copy and/or disclose in any way whatsoever without the express prior written consent of the Licensor;
b. incorporate or have a third party incorporate the Publication or any part thereof in any news medium;
c. integrate the information recorded in the Publication, either processed or otherwise, in any networks or other products, except to the extent that the nature of the Publication implies that parts thereof are integrated in other products;
d. display and/or disclose the Publication in any other or further screen than that of the Licensee;
e. modify any data in the Publication either as regards substance or as regards trademarks names, numbers or other features;
f. copy or have a third party copy the software pertaining to the Publication, decompile the software, reproduce or translate or otherwise reverse engineer the code. Licensee shall ensure that third parties cannot reproduce the Publication.
g. print from the documents collectively titled the Lifecycle Suite. For clarity Van Haren own published titles have a print facility.
Section 3 LICENSOR PERFORMANCE OBLIGATIONS
Licensor shall make the Publication accessible to Licensee from its website or any Van Haren affiliated website. Licensor shall endeavour to maximize the availability as well as to remedy or have a third party remedied any malfunctions as soon as possible. Malfunctions with respect to the Publication shall, however, not result in any damages to be paid to the Licensee by Licensor. Licensor shall not be responsible or liable for any malfunctions in third party networks via which the Publication is accessed.
Licensor reserves the right to withdraw from the Publication content that it no longer retains the right to license or that it has reasonable ground to believe is unlawful, harmful, false or infringing.
Section 4 FEES AND PAYMENT TERMS
Payment of the license fees for access and use of the Publication shall be made by the Licensee as indicated by Licensor on the billing information form on the website at the rates in effect when the charges were incurred. Licensor may change the fees for any renewal effective 1 January of the following year by giving notice to Licensee by email and posting a notice on the site no later than 1 November of the current term.
Section 5 TERM, RENEWAL AND TERMINATION
The term of this agreement shall be one year, commencing when Licensor processes Licensees payment of the fees and activates Licensees access to the Publication. Licensor shall notify Licensee when the fees have been processed and access has been activated.
The term of this agreement shall be one year, commencing when Licensor processes Licensees payment of the fees and activates Licensees access to the Publication. Licensor shall notify Licensee when the fees have been processed and access has been activated. The term will renew automatically unless Licensor or Licensee terminates the agreement. Notice of termination shall be in writing and the term of notice shall be one month.
In the event of attributable failure on the part of Licensee to perform its obligations under this agreement, including payment of license fees when they fall due, or if Licensee uses the Publication outside the scope of the license granted or otherwise infringes Licensors intellectual property rights, Licensor shall be entitled to terminate this agreement in writing by registered letter with immediate effect, without any further notice or default or judicial intervention being required. If this agreement is terminated on account of attributable failure on the part of Licensee, the latter’s obligation to pay the license fees shall not be affected, without prejudice to Licensors right to further damages and / or performance and without any obligation arising on the part of Licensor to refund any paid license fees or any part thereof.
Section 6 INTELLECTUAL PROPERTY RIGHTS
The intellectual property rights and similar rights, including copyrights, trademark rights, patent rights, neighbouring rights, rights to protection of performances, including database rights, both with respect to the Publication as a whole (including the associated software) and with respect to each individual piece of data forming part thereof, are owned by Licensor and/or its suppliers. Licensee acknowledges such rights and shall refrain from any infringement thereof.
Section 7 LIMITATION OF LIABILITY
Licensor shall not be liable for any indirect, incidental, special, consequential or punitive damages including, but not limited to loss of data, business interruption or loss of profits.
Licensors liability to Licensee shall not, in any case, exceed a sum equal to the fees paid by the Licensee hereunder.
The Publication is provided on an “as is” basis and Licensor makes no representation or warranty, and shall not be liable for any claim arising out of or from the Publication, including but not limited to any errors, inaccuracies, omissions, or defects contained therein.
Section 8 GENERAL
The invalidity or unenforceability of any provision of this agreement shall not effect any other provisions of this agreement.
This agreement contains the entire and agreement of the parties and merges and supersedes any other prior agreement with respect to the Publication.
No modification or waiver of any provision of this Agreement shall be valid unless in writing and signed by the parties.
Licensee shall not assign, transfer or sublicense any of its rights under this agreement without the prior written consent of Licensor.
Licensor shall not, without Licensees prior written consent, transfer any personal information to any third party or use it for any purpose other than described in this agreement.
Any disputes with respect to this agreement shall be submitted to the competent court in Amsterdam, the Netherlands.
This agreement shall be governed by the laws of the Netherlands.
The applicability of the Vienna Sales Convention is excluded.
All notices to Licensor shall be sent to Van Haren Publishing B.V. ad info@vanharen.net.
Notices to Licensee shall be sent to the contact details identified on the registration form or to such other address(es) as the party concerned may hereafter indicate in writing.