License Agreement for Non-Commercial Use of Software

between

Deutsches Zentrum fuer Luft- und Raumfahrt e.V. Linder Hoehe 51147 Cologne, Germany

hereinafter referred to as "Licensor"

and

whom it may concern / the user of the software

hereinafter referred to as the "Licensee", hereinafter jointly referred to as "Contractual Partners"

for the software "ADORE".

Preamble

The licensor, the German Aerospace Center (DLR), is the aerospace research centre of the Federal Republic of Germany. As a non-profit research institution, the licensor conducts innovative research and development work in various scientific and technical fields of aerospace, energy, transport, security and digitalisation.

The licensor has developed the "ADORE" software (hereinafter referred to as "contractual software"). The contractual software has a prototypical character and has not been developed for operational use in a commercial business operation. The licensee is aware of this fact.

With this agreement, the Licensor grants the Licensee a non-exclusive right to use the contractual software for research and teaching purposes free of charge.

The following is agreed on this basis:

§ 1 Subject Matter of the Contract

The subject of the contract is the contractual software. This is the software in object code as bundled in this package, in the state in which it is at the time the contract comes into force.

§ 2 Type of License

The Licensor grants the Licensee a non-exclusive right use the contractual software at the time this agreement comes into force. The right of use is restricted to use for non-commercial purposes only. Commercial use is not permitted, which means even the use in third party funded research projects is not permitted.
The right of use includes the installation, loading, display and running of the contractual software as well as the creation of backup copies. Reverse engineering is prohibited, except to the extent required by applicable open-source licenses of third-party software.
The contractual software may not be passed on to third parties. In particular, the Licensee is not permitted to sell, lend, lease or otherwise sub-licence the contractual software or to publicly reproduce or make the contractual software accessible.
The licence does not include the required third-party software (open source software). This must be procured independently by the Licensee and used solely under the respective licence conditions of the third-party providers.

§ 3 Copyright Protection and Ownership

The contracting parties agree that the contractual software enjoys copyright protection and is the property of the licensor.

§ 4 Handover of the Contractual Software

The Licensor shall hand over the contractual software to the Licensee via a download link.

§ 5 Technical Support

The Licensor is under no obligation to provide technical assistance or to rectify any errors. However, the Licensor in principle is willing to provide technical support on commercial terms subject to separate agreements.
For the duration of the contract, the Licensor may provide the Licensee with any updates/error corrections to the contractual software on request. However, the Licensor is under no obligation to provide updates/error corrections.

§ 6 Confidentiality

The Licensee undertakes to treat the contractual software and all information and technical data relating to the contractual software and provided to it by the Licensor under this Agreement as confidential and not to disclose them to third parties. The Licensee shall take necessary and reasonable precautions to prevent third parties from gaining access to the contractual software.

§ 7 Prototypical Character of the Contractual Software

The contractual software is a research result that is not ready for series production and has not been tested under real conditions. The Licensor therefore does not guarantee the absence of errors and assumes no liability for the executability and usability of the contractual software for the use intended by the Licensee.

§ 8 Liability

In view of the fact that the contract is free of charge (“Schenkung”, § 516 of German Civil Code), the Licensor's liability is limited to intent and gross negligence.

§ 9 Obligations in the Event of Third-party Claims

The Licensor does not guarantee that the contractual software or its use does not infringe the rights of third parties. However, the Licensor is not aware of any such third-party rights at the time the agreement comes into force. If the Licensor becomes aware of such third-party rights, it shall inform the Licensee of this immediately. The Licensor is not obliged to carry out a corresponding search for industrial property rights.
If a claim is made against the Licensee for infringement of third-party rights due to the use of the contractual software, the Licensee must inform the Licensor of this immediately. The Licensor shall be entitled to join any legal dispute. The respective costs for conducting the legal dispute shall be borne by each contractual partner.
If claims for damages are asserted against the Licensor by third parties due to the use of the contractual software by the Licensee, the Licensee shall indemnify the Licensor against such third-party claims and the associated costs of legal action. This shall not apply if the Licensor has assumed the risk for this under the contract or if a risk to be controlled by the Licensor has materialised.

§ 10 Entry Into Force and Duration of Contract

The contract comes into force if and when the licensee installs and/or makes use of the contractual software, and is concluded for an indefinite period of time, until terminated by at least one party.

§ 11 Cancellation and Termination of Contract

The contract may be terminated by either party with immediate effect for good cause. Good cause shall be deemed to exist if the terminating contractual partner cannot reasonably be expected to adhere to the contract. The contractual partner who intends to terminate the contract for good cause must set the other contractual partner a reasonable deadline for remedying or eliminating the reason for termination, under threat of termination.
Notice of termination may only be given within six months of becoming aware of the reason for termination and must be given in writing to be effective.
This contract may also be terminated by either party irrespective of their motivation by giving six months' notice to the other party in text form.
Upon termination of the contract, the licenced rights shall automatically revert to the licensor. The Licensee is obliged to refrain from any use of the contractual software from the end of the contract and to return or destroy all copies of the contractual software and any documents provided to the Licensor. At the Licensor's request, the Licensee must confirm this in writing.

§ 12 Form

By installing and/or using this software, the user agrees to this license. Explicitly signing a license form is not required.

§ 13 Miscellaneous

No ancillary agreements have been made between the contracting parties, either in writing or verbally. Amendments or additions to this contract must be made in writing. This also applies to amendments or additions to this clause.
Should a provision of this contract be or become invalid or unenforceable or should the contract contain a loophole, the legal validity of the remaining provisions and the contract as a whole shall remain unaffected. In place of the invalid or unenforceable provision, the contracting parties shall agree on a valid and enforceable provision that comes as close as possible to that intended by the contracting parties. The same applies in the event of a gap in the contract.
The exclusive place of jurisdiction for all disputes arising from and in connection with this contract is Cologne.
The contractual relationship shall be governed by German law to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
Any delivery or notification under this contract shall be made to the addresses of the contracting parties stated in the heading of the contract, unless expressly agreed otherwise.