TABLE OF CONTENTS
SUMMARY
END USER LICENSE AGREEMENT
IMPORTANT
SOFTWARE SERVICE LICENSE
1. LICENSE
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
3. WARRANTY
4. LIMITATION OF LIABILITY
5. INDEMNITY
6. ENFORCEMENT OF THIS EULA
7. GOVERNING LAW AND JURISDICTION
8. EXPIRATION, TERMINATION AND BACK UP COPY
9. MISCELLANEOUS
SUMMARY
This EULA comes with our SOFTWARE SERVICE and describes the terms by which YOU are bound when installing, downloading, accessing or otherwise using the SOFTWARE SERVICE.
This EULA covers YOUR rights and obligations concerning the use of the SOFTWARE SERVICE
The use of the SOFTWARE SERVICE must follow the defined PURPOSE (see below)
COSMIC-EYE is and shall remain the sole property of Orbital Eye B.V.
The IMAGERY is and shall remain the sole property of its Original Data Provider
Taking screenshots, downloading on any type of device or viewing the IMAGERY outside of COSMIC-EYE, is strictly prohibited unless explicitly permitted by Orbital Eye in the COSMIC-EYE service contract
The SOFTWARE SERVICE may not be resold, reverse engineered, decompiled, disassembled.
The SOFTWARE SERVICE may not be rented, leased, lent or provided on commercial hosting services.
END USER LICENSE AGREEMENT
IMPORTANT:
This End User License Agreement ("EULA"), is a legal Agreement between YOU (either a single corporate entity or an individual person belonging to or associated with that corporate entity, including but not limited to employees and contractors, who will be referred to in this EULA as "YOU") and Orbital Eye B.V., for COSMIC-EYE and all the associated data that accompany this EULA for the purpose of the monitoring of assets and infrastructure, including but not limited to pipelines, power cables and/or data networks (the "PURPOSE").
COSMIC-EYE and all of its associated data, including but not limited to satellite-based optical imagery (the "IMAGERY") printed materials and electronic documentation, will be referred to in this EULA as the "SOFTWARE SERVICE". The term SOFTWARE SERVICE also includes any software updates, add-on components, web-services and/or supplements that Orbital Eye may provide to YOU or make available to YOU after the date YOU obtain your initial copy of the SOFTWARE SERVICE, to the extent that such items are not accompanied by a separate license Agreement or terms of use.
By installing, copying, downloading, accessing or otherwise using the SOFTWARE SERVICE, YOU agree to be bound by the terms of this EULA. If YOU do not agree to the terms of this EULA, do not install, access or use the SOFTWARE SERVICE.
Any breach of the terms of this EULA shall be deemed a breach of license.
SOFTWARE SERVICE LICENSE:
The SOFTWARE SERVICE is protected by Dutch copyright law (Auteurswet 1912) and international intellectual property laws and treaties.
This EULA does not grant YOU any right on any part of the SOFTWARE SERVICE, including in connection with any of the intellectual property rights associated with the SOFTWARE SERVICE.
The SOFTWARE SERVICE is licensed, not sold.
The initial license period begins on the date set between Orbital Eye and the Corporate Entity in the service contract.
At expiration of the license period set in the service contract, YOU are not allowed to use the SOFTWARE SERVICE unless the service contract is renewed or extended. By renewing or extending the service contract, YOU will be entitled to continue using the SOFTWARE SERVICE. All the terms and conditions of this EULA will continue to apply to YOUR use of the SOFTWARE SERVICE during any subsequent renewal periods unless otherwise specified.
1. LICENSE
This section describes your general rights to install and use the SOFTWARE SERVICE. The license rights described in this section are subject to all other terms and conditions in this EULA.
(i) GENERAL LICENSE GRANT TO INSTALL AND USE COSMIC-EYE
COSMIC-EYE is and shall remain the sole property of Orbital Eye B.V. All right, title and interest, including all copyrights, patents, trade secret rights, trademarks and other intellectual property rights associated with COSMIC-EYE are retained by Orbital Eye.
COSMIC-EYE is provided as a service.
COSMIC-EYE is a contract-based service. YOU are hereby granted a limited, restricted, non-exclusive, non-transferable, revocable license to:
- Install COSMIC-EYE on as many individual devices (single computer, device, workstation, terminal, or other digital electronic or analog device "Device") as is necessary to fulfill the PURPOSE in a satisfactory manner,
- To use COSMIC-EYE within the limits of the PURPOSE.
(ii) ADDITIONAL RULES FOR IMAGERY
You may access satellite based optical images ("IMAGERY").
- The IMAGERY is protected by international intellectual property laws and treaties as well as applicable national intellectual property laws.
- All right, title and interest, including all copyrights, patents, trade secret rights, trademarks and other intellectual property rights associated with the IMAGERY are retained by the original provider of the IMAGERY (the "Original Data Provider" – abbreviated hereby as "ODP").
- YOU will take any and all action that may reasonably be required to protect the proprietary rights associated with the IMAGERY.
- YOU must indemnify, hold harmless and defend Orbital Eye and its licensors from and against any claims or lawsuits, including attorney’s fees, that arise or result from the (mis)use or wrongful distribution of the IMAGERY by YOU.
YOU may access the IMAGERY within the COSMIC-EYE interface, or separately in your own GIS database, when agreed expressly and in writing in the service-level Agreement with Orbital Eye.
YOU may not take any screenshots, download on any type of device or view the IMAGERY outside of the COSMIC-EYE interface, unless otherwise expressly permitted by Orbital Eye in the COSMIC-EYE service contract.
All proprietary rights and limitations associated with the IMAGERY shall continue to apply after termination of this Agreement and/ or termination of the service contract between the Corporate Entity and Orbital Eye B.V.
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
(i) Rights
- YOU may use the SOFTWARE SERVICE exclusively for the fulfillment of the PURPOSE within your organization
- Within these limits, YOU may use the SOFTWARE SERVICE to create un-editable documents, plots, incident analysis and other statistics, maps and related outputs produced using SP-based data ("Derivative Works").
- YOU may not publish anything pertaining to the IMAGERY element of the SOFTWARE SERVICE, unless explicitly authorized prior to the publication, in writing, by Orbital Eye.
(ii) Limitations
The following limitations are applicable to your license:
- YOU may not resell, or otherwise transfer for value, the SOFTWARE SERVICE.
- YOU may not reverse engineer, decompile or disassemble the SOFTWARE SERVICE, unless expressly authorized, in writing, by Orbital Eye B.V.
- The SOFTWARE SERVICE is licensed as a single service. Its component parts may not be separated for use on more than one Device unless expressly permitted, in writing, by Orbital Eye B.V.
- YOU may not rent, lease, lend or provide commercial hosting services to third parties with the SOFTWARE SERVICE.
- Orbital Eye may provide YOU with support services related to the SOFTWARE SERVICE ("Support Services"). Any supplemental software code provided to YOU as part of the Support Services are considered part of the SOFTWARE SERVICE and subject to the terms and conditions of this EULA.
3. WARRANTY
The SOFTWARE SERVICE is provided "AS IS", without warranty of any kind, whether written or oral, expressed or implied. Orbital Eye and its licensors disclaim all implied warranties including but not limited to: all warranties of accuracy or completeness or responses, results, fitness for a particular purpose, being free of any errors, lack of viruses, lack of negligence, non-infringement, including with respect to the ODP IMAGERY, all with regard to the SOFTWARE SERVICE and the Provision of or Failure to Provide Support Services.
4. LIMITATION OF LIABILITY
Under no circumstances shall Orbital Eye nor any of its affiliates, licensors or suppliers be liable for any damages arising from or relating to the use of the SOFTWARE SERVICE, including but not limited to, any loss of profit, earnings, anticipated earnings, interruption or loss of business, or any consequential losses, problems, or fault arising howsoever, including, but not limited to, the failure to detect an incident in proximity to YOUR assets or infrastructure.
5. INDEMNITY
YOU agree to indemnify and hold harmless Orbital Eye, its licensors, affiliates and employees (the "Indemnitees") from any and all costs, damages, liabilities, fines, penalties and expenses (including but not limited to reasonable attorneys’ fees) arising out of or in connection with any claim, suit, action or processing brought (individually or collectively "Claim(s)") by any third party against any Indemnitee to the extent that such Claim results from;
(i) YOUR use of the SOFTWARE SERVICE,
(ii) YOUR violation of applicable state, national, regional or other applicable laws or regulations, or
(iii) YOUR infringement of any third-party rights, including but not limited to the ODP’s intellectual property rights.
6. ENFORCEMENT OF THIS EULA
If any provision of this EULA were to be declared invalid or unenforceable by an arbitrator or a court of competent jurisdiction, the remaining provisions hereof shall remain applicable in full force and effect.
7. GOVERNING LAW AND JURISDICTION
This EULA is governed by Dutch Law. All disputes shall be referred to the competent courts in The Netherlands.
8. EXPIRATION, TERMINATION AND BACK UP COPY
Without prejudice to any other rights, Orbital Eye may terminate this EULA if YOU fail to comply with its terms and conditions. In such event all rights and obligations associated with this EULA shall cease thereof.
Upon expiration or termination of the service contract, YOU may keep one (1) copy of COSMIC-EYE that was provided by Orbital Eye B.V. solely for backup or archival purposes, on the original media on which COSMIC-EYE was installed.
Except as expressly provided in writing by Orbital Eye B.V., you may not otherwise make copies of COSMIC-EYE or the printed materials accompanying COSMIC-EYE.
YOU may keep your copy of COSMIC-EYE for one (1) year after the expiration of the COSMIC-EYE service Agreement, after which you shall destroy all copies of COSMIC-EYE , except as otherwise agreed in the service-level Agreement.
In the event YOU were exceptionally and expressly permitted, in writing, by Orbital Eye, to make a copy of (a part of) the IMAGERY, YOU may not keep any copy of that IMAGERY on any of YOUR devices after the expiration of the COSMIC-EYE service Agreement.
9. MISCELLANEOUS
Orbital Eye reserves itself the exclusive right to modify, alter, or amend this Agreement. Orbital Eye will provide written notice of any amendments to YOU. In case of any material amendments, YOU may terminate this Agreement by providing written notice within a reasonable period if YOU do not agree with the modifications, alterations, or amendments.
YOU may not assign this EULA to any third party (whether directly or indirectly, by operation of law or otherwise) without the prior written consent of Orbital Eye, such consent not to be unreasonably conditioned, withheld or delayed. Any assignment or transfer in violation of the above shall be void.
This Agreement is binding on YOU, your successors and assigns. Orbital Eye, at its sole discretion, reserves the right to subcontract any or all of its obligations under this Agreement to subcontractors of its choosing.
If YOU accept the terms and conditions of this EULA on behalf of any entity, YOU hereby represent and warrant that YOU are duly authorized and have full authority to execute and deliver this EULA.