This agreement is made by and between:
"...........................................", (hereinafter called END-USER), having its principal place of business at:
ELDA, (hereinafter called DISTRIBUTOR), the distribution agency commissioned by ELRA, having its principal place of business at: 55-57 rue Brillat Savarin - 75013 Paris, FRANCE
registered at the Tribunal de commerce de Paris:
RCS Paris B 402 781 876 (95b147 95)
ELRA will make available Language Resources for the exclusive use within the "ARCADE and ROMANSEVAL" projects by END-USER.
whereby it is agreed as follows:
- Language Resources, object of this Agreement are described in Exhibit A.
- The site of use of the Language Resources is mentioned in Exhibit B.
- Within this Agreement Distributor grants End-User, engaged in bona fide language engineering research, the non-exclusive right to use the Language Resources, exclusively for their involvement in the "ROMANSEVAL" and "ARCADE" projects.
- End-User is not permitted to reproduce the Language Resources for commercial or distribution purposes and to commercialise (or distribute for free) in any form or by any means the Language Resources or any derivative product or services based on all or a substantial part of it.
- Distributor grants End-User the right to reproduce the Language Resources temporarily or permanently, to translate, adapt, arrange and modify by any means the Language Resources, if one or all of these acts are necessary to access and make the agreed use of the contents of the Language Resources. End-User is permitted to make a copy of the Language Resources for purposes of archiving only.
- Without prejudice to the other provisions, the rights referred to herein shall be non transferable to any other entity. The Language Resources shall not be transferred to or accessed from any other site.
- End-User acquires no ownership, rights or title in all or any parts of the Language Resources.
- Distributor and Owners accept no responsibility for the accuracy or completeness of the data or for the consequences of their use. DISTRIBUTOR and Owners give no warranty for merchantibility and/or fitness for a particular purpose of the LRs.
- End-User shall give appropriate references to Distributor in scholarly literature when the Language Resources are mentioned.
- End-User shall not use the name of Distributor in any publication in any manner that would imply an endorsement of End-User or any product or service offered by End-User.
- END-USER has no right or authority to incur, assume or create, in writing or otherwise, any warranty, liability or other obligation of any kind, express or implied, in the name of or on behalf of DISTRIBUTOR, it being intended that each party shall remain an independent contractor responsible for its own actions.
- Neither party shall be responsible for damages caused by the other party's non-fulfillment of provisions of this AGREEMENT.
- Both parties exclude all liability of whatsoever nature for direct, consequential or indirect loss or damage suffered by the other.
- END-USER agrees to pay DISTRIBUTOR a compensation. The mode of payment and schedule of payments are incorporated in Exhibit C and form part of this AGREEMENT.
- This Agreement is subject to, construed and interpreted in accordance with the Law of France. Should it not be possible to settle amicably differences of interpretation out of this Agreement, then the case shall be brought before the regular courts of law for a decision. The "Tribunal de commerce de Paris" shall be the only competent court.
The entire Agreement is composed of the 15 articles herein together with Exhibits A, B, and C thereafter.
In witness whereof, intending to be bound, the parties hereto have executed this AGREEMENT by their duly authorized officers.
On behalf of On behalf of ELDA
Name: Name: Khalid CHOUKRI
Title: Title: Managing Director
Date: Date: 15 April 1998
Exhibit A Language Resources refer to:
Multilingual corpus prepared within the MULTEXT project, comprising ca. 1 million words in nine languages, composed of records of questions and answers regarding European Community matters (section of the C Series of the Official Journal of the European Community).
Exhibit B SITE OF USE:
EXHIBIT C Compensation: