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| CeCILL FREE SOFTWARE LICENSE AGREEMENT |
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| Notice |
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| This Agreement is a Free Software license agreement that is the result |
| of discussions between its authors in order to ensure compliance with |
| the two main principles guiding its drafting: |
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| * firstly, compliance with the principles governing the distribution |
| of Free Software: access to source code, broad rights granted to |
| users, |
| * secondly, the election of a governing law, French law, with which |
| it is conformant, both as regards the law of torts and |
| intellectual property law, and the protection that it offers to |
| both authors and holders of the economic rights over software. |
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| The authors of the CeCILL (for Ce[a] C[nrs] I[nria] L[ogiciel] L[ibre]) |
| license are: |
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| Commissariat à l'Energie Atomique - CEA, a public scientific, technical |
| and industrial research establishment, having its principal place of |
| business at 25 rue Leblanc, immeuble Le Ponant D, 75015 Paris, France. |
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| Centre National de la Recherche Scientifique - CNRS, a public scientific |
| and technological establishment, having its principal place of business |
| at 3 rue Michel-Ange, 75794 Paris cedex 16, France. |
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| Institut National de Recherche en Informatique et en Automatique - |
| INRIA, a public scientific and technological establishment, having its |
| principal place of business at Domaine de Voluceau, Rocquencourt, BP |
| 105, 78153 Le Chesnay cedex, France. |
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| Preamble |
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| The purpose of this Free Software license agreement is to grant users |
| the right to modify and redistribute the software governed by this |
| license within the framework of an open source distribution model. |
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| The exercising of these rights is conditional upon certain obligations |
| for users so as to preserve this status for all subsequent redistributions. |
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| In consideration of access to the source code and the rights to copy, |
| modify and redistribute granted by the license, users are provided only |
| with a limited warranty and the software's author, the holder of the |
| economic rights, and the successive licensors only have limited liability. |
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| In this respect, the risks associated with loading, using, modifying |
| and/or developing or reproducing the software by the user are brought to |
| the user's attention, given its Free Software status, which may make it |
| complicated to use, with the result that its use is reserved for |
| developers and experienced professionals having in-depth computer |
| knowledge. Users are therefore encouraged to load and test the |
| suitability of the software as regards their requirements in conditions |
| enabling the security of their systems and/or data to be ensured and, |
| more generally, to use and operate it in the same conditions of |
| security. This Agreement may be freely reproduced and published, |
| provided it is not altered, and that no provisions are either added or |
| removed herefrom. |
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| This Agreement may apply to any or all software for which the holder of |
| the economic rights decides to submit the use thereof to its provisions. |
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| Article 1 - DEFINITIONS |
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| For the purpose of this Agreement, when the following expressions |
| commence with a capital letter, they shall have the following meaning: |
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| Agreement: means this license agreement, and its possible subsequent |
| versions and annexes. |
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| Software: means the software in its Object Code and/or Source Code form |
| and, where applicable, its documentation, "as is" when the Licensee |
| accepts the Agreement. |
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| Initial Software: means the Software in its Source Code and possibly its |
| Object Code form and, where applicable, its documentation, "as is" when |
| it is first distributed under the terms and conditions of the Agreement. |
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| Modified Software: means the Software modified by at least one |
| Contribution. |
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| Source Code: means all the Software's instructions and program lines to |
| which access is required so as to modify the Software. |
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| Object Code: means the binary files originating from the compilation of |
| the Source Code. |
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| Holder: means the holder(s) of the economic rights over the Initial |
| Software. |
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| Licensee: means the Software user(s) having accepted the Agreement. |
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| Contributor: means a Licensee having made at least one Contribution. |
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| Licensor: means the Holder, or any other individual or legal entity, who |
| distributes the Software under the Agreement. |
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| Contribution: means any or all modifications, corrections, translations, |
| adaptations and/or new functions integrated into the Software by any or |
| all Contributors, as well as any or all Internal Modules. |
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| Module: means a set of sources files including their documentation that |
| enables supplementary functions or services in addition to those offered |
| by the Software. |
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| External Module: means any or all Modules, not derived from the |
| Software, so that this Module and the Software run in separate address |
| spaces, with one calling the other when they are run. |
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| Internal Module: means any or all Module, connected to the Software so |
| that they both execute in the same address space. |
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| GNU GPL: means the GNU General Public License version 2 or any |
| subsequent version, as published by the Free Software Foundation Inc. |
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| Parties: mean both the Licensee and the Licensor. |
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| These expressions may be used both in singular and plural form. |
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| Article 2 - PURPOSE |
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| The purpose of the Agreement is the grant by the Licensor to the |
| Licensee of a non-exclusive, transferable and worldwide license for the |
| Software as set forth in Article 5 hereinafter for the whole term of the |
| protection granted by the rights over said Software. |
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| Article 3 - ACCEPTANCE |
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| 3.1 The Licensee shall be deemed as having accepted the terms and |
| conditions of this Agreement upon the occurrence of the first of the |
| following events: |
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| * (i) loading the Software by any or all means, notably, by |
| downloading from a remote server, or by loading from a physical |
| medium; |
| * (ii) the first time the Licensee exercises any of the rights |
| granted hereunder. |
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| 3.2 One copy of the Agreement, containing a notice relating to the |
| characteristics of the Software, to the limited warranty, and to the |
| fact that its use is restricted to experienced users has been provided |
| to the Licensee prior to its acceptance as set forth in Article 3.1 |
| hereinabove, and the Licensee hereby acknowledges that it has read and |
| understood it. |
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| Article 4 - EFFECTIVE DATE AND TERM |
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| 4.1 EFFECTIVE DATE |
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| The Agreement shall become effective on the date when it is accepted by |
| the Licensee as set forth in Article 3.1. |
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| 4.2 TERM |
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| The Agreement shall remain in force for the entire legal term of |
| protection of the economic rights over the Software. |
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| Article 5 - SCOPE OF RIGHTS GRANTED |
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| The Licensor hereby grants to the Licensee, who accepts, the following |
| rights over the Software for any or all use, and for the term of the |
| Agreement, on the basis of the terms and conditions set forth hereinafter. |
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| Besides, if the Licensor owns or comes to own one or more patents |
| protecting all or part of the functions of the Software or of its |
| components, the Licensor undertakes not to enforce the rights granted by |
| these patents against successive Licensees using, exploiting or |
| modifying the Software. If these patents are transferred, the Licensor |
| undertakes to have the transferees subscribe to the obligations set |
| forth in this paragraph. |
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| 5.1 RIGHT OF USE |
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| The Licensee is authorized to use the Software, without any limitation |
| as to its fields of application, with it being hereinafter specified |
| that this comprises: |
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| 1. permanent or temporary reproduction of all or part of the Software |
| by any or all means and in any or all form. |
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| 2. loading, displaying, running, or storing the Software on any or |
| all medium. |
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| 3. entitlement to observe, study or test its operation so as to |
| determine the ideas and principles behind any or all constituent |
| elements of said Software. This shall apply when the Licensee |
| carries out any or all loading, displaying, running, transmission |
| or storage operation as regards the Software, that it is entitled |
| to carry out hereunder. |
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| 5.2 ENTITLEMENT TO MAKE CONTRIBUTIONS |
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| The right to make Contributions includes the right to translate, adapt, |
| arrange, or make any or all modifications to the Software, and the right |
| to reproduce the resulting software. |
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| The Licensee is authorized to make any or all Contributions to the |
| Software provided that it includes an explicit notice that it is the |
| author of said Contribution and indicates the date of the creation thereof. |
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| 5.3 RIGHT OF DISTRIBUTION |
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| In particular, the right of distribution includes the right to publish, |
| transmit and communicate the Software to the general public on any or |
| all medium, and by any or all means, and the right to market, either in |
| consideration of a fee, or free of charge, one or more copies of the |
| Software by any means. |
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| The Licensee is further authorized to distribute copies of the modified |
| or unmodified Software to third parties according to the terms and |
| conditions set forth hereinafter. |
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| 5.3.1 DISTRIBUTION OF SOFTWARE WITHOUT MODIFICATION |
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| The Licensee is authorized to distribute true copies of the Software in |
| Source Code or Object Code form, provided that said distribution |
| complies with all the provisions of the Agreement and is accompanied by: |
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| 1. a copy of the Agreement, |
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| 2. a notice relating to the limitation of both the Licensor's |
| warranty and liability as set forth in Articles 8 and 9, |
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| and that, in the event that only the Object Code of the Software is |
| redistributed, the Licensee allows future Licensees unhindered access to |
| the full Source Code of the Software by indicating how to access it, it |
| being understood that the additional cost of acquiring the Source Code |
| shall not exceed the cost of transferring the data. |
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| 5.3.2 DISTRIBUTION OF MODIFIED SOFTWARE |
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| When the Licensee makes a Contribution to the Software, the terms and |
| conditions for the distribution of the resulting Modified Software |
| become subject to all the provisions of this Agreement. |
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| The Licensee is authorized to distribute the Modified Software, in |
| source code or object code form, provided that said distribution |
| complies with all the provisions of the Agreement and is accompanied by: |
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| 1. a copy of the Agreement, |
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| 2. a notice relating to the limitation of both the Licensor's |
| warranty and liability as set forth in Articles 8 and 9, |
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| and that, in the event that only the object code of the Modified |
| Software is redistributed, the Licensee allows future Licensees |
| unhindered access to the full source code of the Modified Software by |
| indicating how to access it, it being understood that the additional |
| cost of acquiring the source code shall not exceed the cost of |
| transferring the data. |
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| 5.3.3 DISTRIBUTION OF EXTERNAL MODULES |
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| When the Licensee has developed an External Module, the terms and |
| conditions of this Agreement do not apply to said External Module, that |
| may be distributed under a separate license agreement. |
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| 5.3.4 COMPATIBILITY WITH THE GNU GPL |
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| The Licensee can include a code that is subject to the provisions of one |
| of the versions of the GNU GPL in the Modified or unmodified Software, |
| and distribute that entire code under the terms of the same version of |
| the GNU GPL. |
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| The Licensee can include the Modified or unmodified Software in a code |
| that is subject to the provisions of one of the versions of the GNU GPL, |
| and distribute that entire code under the terms of the same version of |
| the GNU GPL. |
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| Article 6 - INTELLECTUAL PROPERTY |
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| 6.1 OVER THE INITIAL SOFTWARE |
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| The Holder owns the economic rights over the Initial Software. Any or |
| all use of the Initial Software is subject to compliance with the terms |
| and conditions under which the Holder has elected to distribute its work |
| and no one shall be entitled to modify the terms and conditions for the |
| distribution of said Initial Software. |
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| The Holder undertakes that the Initial Software will remain ruled at |
| least by this Agreement, for the duration set forth in Article 4.2. |
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| 6.2 OVER THE CONTRIBUTIONS |
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| The Licensee who develops a Contribution is the owner of the |
| intellectual property rights over this Contribution as defined by |
| applicable law. |
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| 6.3 OVER THE EXTERNAL MODULES |
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| The Licensee who develops an External Module is the owner of the |
| intellectual property rights over this External Module as defined by |
| applicable law and is free to choose the type of agreement that shall |
| govern its distribution. |
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| 6.4 JOINT PROVISIONS |
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| The Licensee expressly undertakes: |
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| 1. not to remove, or modify, in any manner, the intellectual property |
| notices attached to the Software; |
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| 2. to reproduce said notices, in an identical manner, in the copies |
| of the Software modified or not. |
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| The Licensee undertakes not to directly or indirectly infringe the |
| intellectual property rights of the Holder and/or Contributors on the |
| Software and to take, where applicable, vis-à-vis its staff, any and all |
| measures required to ensure respect of said intellectual property rights |
| of the Holder and/or Contributors. |
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| Article 7 - RELATED SERVICES |
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| 7.1 Under no circumstances shall the Agreement oblige the Licensor to |
| provide technical assistance or maintenance services for the Software. |
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| However, the Licensor is entitled to offer this type of services. The |
| terms and conditions of such technical assistance, and/or such |
| maintenance, shall be set forth in a separate instrument. Only the |
| Licensor offering said maintenance and/or technical assistance services |
| shall incur liability therefor. |
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| 7.2 Similarly, any Licensor is entitled to offer to its licensees, under |
| its sole responsibility, a warranty, that shall only be binding upon |
| itself, for the redistribution of the Software and/or the Modified |
| Software, under terms and conditions that it is free to decide. Said |
| warranty, and the financial terms and conditions of its application, |
| shall be subject of a separate instrument executed between the Licensor |
| and the Licensee. |
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| Article 8 - LIABILITY |
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| 8.1 Subject to the provisions of Article 8.2, the Licensee shall be |
| entitled to claim compensation for any direct loss it may have suffered |
| from the Software as a result of a fault on the part of the relevant |
| Licensor, subject to providing evidence thereof. |
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| 8.2 The Licensor's liability is limited to the commitments made under |
| this Agreement and shall not be incurred as a result of in particular: |
| (i) loss due the Licensee's total or partial failure to fulfill its |
| obligations, (ii) direct or consequential loss that is suffered by the |
| Licensee due to the use or performance of the Software, and (iii) more |
| generally, any consequential loss. In particular the Parties expressly |
| agree that any or all pecuniary or business loss (i.e. loss of data, |
| loss of profits, operating loss, loss of customers or orders, |
| opportunity cost, any disturbance to business activities) or any or all |
| legal proceedings instituted against the Licensee by a third party, |
| shall constitute consequential loss and shall not provide entitlement to |
| any or all compensation from the Licensor. |
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| Article 9 - WARRANTY |
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| 9.1 The Licensee acknowledges that the scientific and technical |
| state-of-the-art when the Software was distributed did not enable all |
| possible uses to be tested and verified, nor for the presence of |
| possible defects to be detected. In this respect, the Licensee's |
| attention has been drawn to the risks associated with loading, using, |
| modifying and/or developing and reproducing the Software which are |
| reserved for experienced users. |
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| The Licensee shall be responsible for verifying, by any or all means, |
| the suitability of the product for its requirements, its good working |
| order, and for ensuring that it shall not cause damage to either persons |
| or properties. |
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| 9.2 The Licensor hereby represents, in good faith, that it is entitled |
| to grant all the rights over the Software (including in particular the |
| rights set forth in Article 5). |
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| 9.3 The Licensee acknowledges that the Software is supplied "as is" by |
| the Licensor without any other express or tacit warranty, other than |
| that provided for in Article 9.2 and, in particular, without any warranty |
| as to its commercial value, its secured, safe, innovative or relevant |
| nature. |
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| Specifically, the Licensor does not warrant that the Software is free |
| from any error, that it will operate without interruption, that it will |
| be compatible with the Licensee's own equipment and software |
| configuration, nor that it will meet the Licensee's requirements. |
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| 9.4 The Licensor does not either expressly or tacitly warrant that the |
| Software does not infringe any third party intellectual property right |
| relating to a patent, software or any other property right. Therefore, |
| the Licensor disclaims any and all liability towards the Licensee |
| arising out of any or all proceedings for infringement that may be |
| instituted in respect of the use, modification and redistribution of the |
| Software. Nevertheless, should such proceedings be instituted against |
| the Licensee, the Licensor shall provide it with technical and legal |
| assistance for its defense. Such technical and legal assistance shall be |
| decided on a case-by-case basis between the relevant Licensor and the |
| Licensee pursuant to a memorandum of understanding. The Licensor |
| disclaims any and all liability as regards the Licensee's use of the |
| name of the Software. No warranty is given as regards the existence of |
| prior rights over the name of the Software or as regards the existence |
| of a trademark. |
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| Article 10 - TERMINATION |
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| 10.1 In the event of a breach by the Licensee of its obligations |
| hereunder, the Licensor may automatically terminate this Agreement |
| thirty (30) days after notice has been sent to the Licensee and has |
| remained ineffective. |
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| 10.2 A Licensee whose Agreement is terminated shall no longer be |
| authorized to use, modify or distribute the Software. However, any |
| licenses that it may have granted prior to termination of the Agreement |
| shall remain valid subject to their having been granted in compliance |
| with the terms and conditions hereof. |
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| Article 11 - MISCELLANEOUS |
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| 11.1 EXCUSABLE EVENTS |
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| Neither Party shall be liable for any or all delay, or failure to |
| perform the Agreement, that may be attributable to an event of force |
| majeure, an act of God or an outside cause, such as defective |
| functioning or interruptions of the electricity or telecommunications |
| networks, network paralysis following a virus attack, intervention by |
| government authorities, natural disasters, water damage, earthquakes, |
| fire, explosions, strikes and labor unrest, war, etc. |
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| 11.2 Any failure by either Party, on one or more occasions, to invoke |
| one or more of the provisions hereof, shall under no circumstances be |
| interpreted as being a waiver by the interested Party of its right to |
| invoke said provision(s) subsequently. |
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| 11.3 The Agreement cancels and replaces any or all previous agreements, |
| whether written or oral, between the Parties and having the same |
| purpose, and constitutes the entirety of the agreement between said |
| Parties concerning said purpose. No supplement or modification to the |
| terms and conditions hereof shall be effective as between the Parties |
| unless it is made in writing and signed by their duly authorized |
| representatives. |
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| 11.4 In the event that one or more of the provisions hereof were to |
| conflict with a current or future applicable act or legislative text, |
| said act or legislative text shall prevail, and the Parties shall make |
| the necessary amendments so as to comply with said act or legislative |
| text. All other provisions shall remain effective. Similarly, invalidity |
| of a provision of the Agreement, for any reason whatsoever, shall not |
| cause the Agreement as a whole to be invalid. |
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| 11.5 LANGUAGE |
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| The Agreement is drafted in both French and English and both versions |
| are deemed authentic. |
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| Article 12 - NEW VERSIONS OF THE AGREEMENT |
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| 12.1 Any person is authorized to duplicate and distribute copies of this |
| Agreement. |
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| 12.2 So as to ensure coherence, the wording of this Agreement is |
| protected and may only be modified by the authors of the License, who |
| reserve the right to periodically publish updates or new versions of the |
| Agreement, each with a separate number. These subsequent versions may |
| address new issues encountered by Free Software. |
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| 12.3 Any Software distributed under a given version of the Agreement may |
| only be subsequently distributed under the same version of the Agreement |
| or a subsequent version, subject to the provisions of Article 5.3.4. |
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| Article 13 - GOVERNING LAW AND JURISDICTION |
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| 13.1 The Agreement is governed by French law. The Parties agree to |
| endeavor to seek an amicable solution to any disagreements or disputes |
| that may arise during the performance of the Agreement. |
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| 13.2 Failing an amicable solution within two (2) months as from their |
| occurrence, and unless emergency proceedings are necessary, the |
| disagreements or disputes shall be referred to the Paris Courts having |
| jurisdiction, by the more diligent Party. |
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| Version 2.0 dated 2006-09-05. |