LICENCE AGREEMENT FOR THE USE OF CCGM DIGITAL MAPS

This contract is made between :
1. The Commission of the Geological Map of the World (CGMW), represented by Manuel Pubellier,
its President, located at 77 rue Claude-Bernard 75005 Paris,
Hereinafter referred to as "The Transferor")
On the one hand, and the purchaser of the card
Hereinafter referred to as "The Transferee
On the other hand
EXHIBIT
The Assignor is the designer, compiler, publisher or co-publisher of the Earth science maps in
The Cardholder is the owner of the rights to the Cards and is entitled to grant all the rights referred to in this contract and other rights conferred on him by national legislation and relevant international conventions on copyright, in particular the provisions of Article 113-2, paragraph 3, of the French Intellectual Property Code.
The Assignor certifies that the said economic rights have not to date been the subject of any assignment or licence of exploitation granted to third parties and that the Cards do not infringe any copyright or other right and do not contain any defamatory element or element contrary to good practice.
It was and is agreed as follows
I. PURPOSE OF THE CONTRACT
1. The Assignor declares that it grants to the Assignee, according to the terms and conditions hereinafter defined and on a non-exclusive basis, a Multi-Position Licence to use the Cards for educational and/or research purposes.
2. The Assignee has a right to use the Cards internally limited to the place where its teaching and/or research activities take place (classrooms, laboratories, conference rooms, library, etc.).
II. DURATION OF THE LICENCE
1. The Assignor guarantees the Assignee a Licence to use the Cards for a period of five years, with the exception of the case in Article VI.3. The licence rights take effect from the date of execution of this contract.
2. The term of the licence shall end in the event of non-renewal of the user licence by the Assignee.
III. CONDITIONS OF USE OF THE LICENCE
The Card License entitles the Licensee to:
1. The reproduction on all media and in particular digital, of all or part of the Cards as an educational resource within the framework of educational or research activities developed by its Institution, including the placing of the Cards on servers/intranets and/or online storage spaces (cloud).
2. The integration of all or part of each of the Cards in any other educational document in digital and printed form, with the obligation to mention the original title and the authors.
3. The conversion of part or all of each of the Maps to other digital image formats. The resulting data is subject to the same rights and restrictions as the original data detailed in this agreement.
The Assignee is not allowed to :
4. Assign, sell, distribute or transfer in any form, part or all of each of the Cards to third parties.
5. Reproduce or make available online in any digital format the Cards in contexts other than those exclusively related to his/her teaching or research activity.
IV. COPYRIGHT
1. The copyright of all Maps belongs to the Commission of the Geological Map of the World (CGMW) and/or its co-publishers.
2. All products based on these data are protected by the same conditions as the original data, except in the case where the Licensor grants specific permission.
3. Reproduction of all or part of the Maps in a publication is subject to a request for authorisation and to the obligation of the Transferee to mention the title of the Map, the authors, the publisher and the date of publication.
V. REGULATION AND DELIVERY OF DATA
1. In return for the licence, the Licensee undertakes to pay the user fees. Full payment of the fees must be made before the data is received.
2. The Assignor undertakes to transmit the corresponding card files to the Assignee as soon as this contract is signed.
VI. TERMINATION
1. The Licensor reserves the right to terminate the Licence in the event of failure by the Licensee to comply with the terms and conditions of this Agreement or non-payment of fees at the time of ordering or renewal of the Licence. The Licensee will be informed of the termination of its Licence by written notice.
2. Termination of the Licence obliges the Assignee to destroy all copies of the Cards as soon as it is notified of the termination by the Assignor.
3. In the event of termination or cancellation to the detriment of the Assignee, the fee paid by the latter shall be definitively acquired by the Assignor.
VII. RESPONSIBILITY
1. The Licensor disclaims any and all liability, express or implied, with respect to this Agreement or the Cards, including, but not limited to, any implied liabilities of fitness for a particular purpose arising out of or in connection with this Agreement.
2. The product is provided "as is" without warranty or representation of accuracy, timeliness or completeness. The responsibility for determining accuracy, completeness, consistency and appropriate use rests solely with the user.
3. The digitised data have been established by the Licensor and its partners according to recognised scientific criteria. However, the Licensor and its partners are not responsible for any consequences resulting from the use of the data by the Licensee, either due to inherent defects in the original data or due to manipulation by the Licensee.
4. The Licensor and its partners are not liable for any damage or loss caused by the use of this data.
VIII. APPLICABLE LAW AND DISPUTES
1. The parties agree and stipulate that all disputes relating to the validity, interpretation and execution of this contract shall be under the exclusive jurisdiction of the Commercial Court of the city of Paris.
2. If one or more of the provisions of this contract are found to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
3. No action, however phrased, arising out of this agreement may be brought by either party more than two (2) years after the signing of this agreement. This agreement is subject to the terms and conditions set forth above. This instrument, together with all attachments, contains the entire agreement between the parties, and no statement, promise or inducement by either party or an agent of either party that is not contained in this written agreement shall be valid or binding.