1. This Software Lic ense is between y ou and BARCO NV, a corporation organized and existing under the laws of Belgium registered
under number BE 0 473.191.041, Commercial Companies’ Re gister o f Kortrijk, having its registered office President Kennedypark, 35
at B-8500 Kortrijk, Belgium ("Barco") for the use of the Software.
You hereby undertake to inform all users authorized by you to make use of the computing device on which the Software is loaded/in-
stalled (“Authorized Users”) of the terms of this Software License and to bind a ll Authorized Us ers to ac cept all such terms of this
Software Licens e as applies to them .
2. Barco grants you a lim ited, non-exclusive, non-assignable, non-transferable user license (without the right to grant sublicenses).
Unless specifi cally agreed upon otherwise between y ou and Bar co or unless spec ifically allowed by the Software (or its DRM man-
agement) itself, i) the license under this Software License applies to one (1) copy of the Software to be used on one single computing
device and ii) installation on a computing device that may be concurrently accessed by more than one user shall not constitute a
permitted use and a separate license is required for each active user connected to a c ompu ting device on which the Software is being
used.
You and Autho rized Users are entitled to use the Software f or the purposes and in the manner set out in this Software License (and
documentation), but neither you nor any Authorized Us er are entitle d to: (i) s ell or grant a s ecurity interest in the Software to other
parties in any way, or to rent, lease or s ub-license the Software to others without the express prior w ritten consent of Barco; or (ii)
exploit the S oftware or any of its component parts for any comm ercial purpose, other than us e by you and/or Authorized Use rs of the
Software.
Neither you nor any Authorized Use r may, whether in whole or in part, copy, translate, reverse engineer, derive source code from,
modify, disassemble, decompile, create deriva tive works based on the Software, or remove any proprietary notices or labels on the
Software, save as may be perm itted by law or this Software License, without the prior consent, in writing, of Barco.
3. Barco (and Barco’s licensors, as a ppropriate) retain ownership of all intellectual property rights in the Software and any c opies you
or any Authorized User may make of such S oftware. The Software is protected by national copyright laws, international c opyright
treaties and c onventions, an d other applicable laws. All r ights not expressly licensed to you in this Software License are reserved
to Barco and Barc o’s licensors, as appropriate. The Software contains certain other licensed materials and B arco’s licensors may
protect their rights in the event of any violation of this S oftware License.
4. Barco shall hold you harmless, defend and indemnify you from and against direct damages, losses and expenses arising f rom in-
fringement or alleged infringement of any patent, trademark or copyright of such third party by the license and the right to install the
Software as permitted by this Software License and set
tle at its sole expense any amounts awarded in a final judgm ent or settlement
resulting therefrom, under the condition that (i) you promptly notify Barco in writing after a claim has been asserted against you or
the com menc emen t o f any claim , ac tion, suit or proceeding (whichever is the earlier), and ( ii) Ba rco shall be allowed to assum e sole
control of the defense and any settlement ne gotia
tions related to any claim, action, suit or proceeding, and (iii) you shall not negotiate,
settle or compromise any c laim, action, suit or proceeding without the prior written cons ent of Barco and (iv) you, at y our c ost, shall
cooperate w ith Barco and provide assistance and support, a s may reasonably be required by Barco, in connection with the defense
and any settlement negotiations related to
any claim, action, suit or proceeding. Barco shall have no indemnity obligation for any
Software, or any portion thereof, (i) that is bas ed on specifications, drawings, models or other data furnished by you o r, (ii) that is
not provided by Barco or, (iii) that is modified, in spite of the prohibition for you to modify the s oftware o r, (iv) to the extent that you
continue allegedly infringing activi
ty after having bee n provided modifications that avoid the alleged infringement, or (v) w here the use
of the S oftware, or the combination or thereof with other Software, processes or materials or the dis tribution thereof rather than the
Software itself is the primary c ause of an alleged infringement. In case it has been determined by a finally aw arded judgment that
Barco infringed or misappropriat
ed such third party rights or earlier, at Barco’s discretion, it may, at its option and cost, (i) modify the
Software in such a way that it shall not infringe upon or misappropriate the rights of the third party or (ii) obtain for you a license or
other right to use the rights allegedly infringed or (iii) replace the Software in question w ith non-infringing S oftware. The remedies set
forth in this paragraph
shall constitute yo ur sole and exclusive r emedy and Barco’s sole and exclusive liability for a third party claim
that the So ftware infringes or m isappropriates any intellectual property right of a third party.
5. The duration of this Software Lic ense will be from the date of your acceptance (as set forth above) of the Software (whereby yo u ac -
knowledge that use of the Software implies acceptance), with no termination date, unles s otherwise specified. You may terminate this
Software L icense at any time by d estroying all copies of the Software then in your p ossession and returning all associated materials
and documentation, to B arco or the appo inted Barco rese ller that sold or provided these to you. Barco m ay terminate this Software
License forthwith by informing you at any time if you and/or any Authorized User are in breach of any of the Software License’s terms.
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