Copyright  1998-2010 C.A.E.N. S.p.A ("C.A.E.N.")

Licence Agreement for CAEN Software or Firmware (collectively, the " CAEN SwFw")

The use and distribution of this CAEN SwFw (or any work based on the CAEN SwFw) implies the acceptance of the 
terms and conditions set out below.

CAEN SwFw has been copyrighted by
C.A.E.N. SpA Via Vetraia, 11  55049  Viareggio (LU) - ITALY
www.caen.it
hereinafter Licensor.

The unauthorised reproduction or unauthorised sale of this CAEN SwFw or parts thereof is liable to 
prosecution. Such conduct can be prosecuted under criminal or civil law and result in severe penalties and/or 
claims for damages. 

The Licensor  hereinafter Licensee  hereby authorises you to use this CAEN SwFw within the context of 
the following licensing conditions:

1.	License Use and Restrictions. 

CAEN SwFw applications, documentation, and local computer files installed or utilised by the installer application 
are owned by C.A.E.N., and are licensed to you on a worldwide (except as limited below), non-exclusive, non-
sublicenseable basis as per terms and conditions set forth herein. This CAEN SwFw Licence defines the legal use of 
the CAEN SwFw, all updates, revisions, substitutions, and any copies of the CAEN SwFw made by or for you. All 
rights not expressly granted to you are reserved to C.A.E.N. or to their respective owners. 

C.A.E.N. grants you a limited non-exclusive licence to use this CAEN SwFw, subject to the following restrictions:

1. The origin of this CAEN SwFw must not be misrepresented; you must not claim that you wrote the original CAEN 
SwFw.
2. You must not alter the CAEN SwFw, user licence or installer in any way.
3. This notice may not be removed or altered from any distribution.
4. You may not resell or charge for the CAEN SwFw.
5. You may not reverse engineer, decompile, disassemble, derive the source code of or modify [or create derivative 
work from] the CAEN SwFW
6. You must not use CAEN SwFw, or allow others, to engage in any illegal activity.
7. You may not claim any sponsorship by, endorsement by, or affiliation with our company.
8. You acknowledge that C.A.E.N. owns the copyright and all associated intellectual property rights relating to the 
CAEN SwFw except to the extent that the CAEN SwFw includes identifiable separate components originating from 
the CAEN SwFw.
 

A(i)  YOU MAY install and personally use the CAEN SwFw and any updates provided by C.A.E.N. (in its sole 
discretion) in an object code form on a personal computer or on board on CAEN Products owned or controlled by 
you and may use the CAEN SwFw for your own non commercial use or benefit. Your licence to the CAEN SwFw 
under this CAEN SwFw Licence continues until it is terminated by either party. You may terminate the CAEN SwFw 
Licence by discontinuing use of all or any of the CAEN SwFw and by destroying all your copies of the applicable 
CAEN SwFw. This CAEN SwFw Licence terminates automatically if you violate any term of this CAEN SwFw Licence, 
if C.A.E.N. publicly posts a written notice of termination on C.A.E.N.s web site, or if C.A.E.N. sends a written notice 
of termination to you.

A (ii) You may make a copy of CAEN SwFw only if it is necessary for its use.

b.  YOU MAY NOT: 

(i) decompile, reverse engineer, disassemble, modify the CAEN SwFw or any portion thereof in order to resell, rent, 
lease, loan, distribute or create derivative works (as defined by the Italian Copyright Act, l.22 April 1941, n.633 and 
following amendments) or improvements (as defined by Italian patent law), without C.A.E.N.s prior, express, 
written permission. 

(ii)	incorporate the CAEN FW (firmware) into any electronic device manufactured by or for you except 
into those you have received from C.A.E.N.. 

(iii) use the CAEN SwFw in any unlawful manner, for any unlawful purpose.

(iv)  you may not use the CAEN SwFw to operate nuclear facilities, life support, or other critical application where 
human life or property may be at stake. You understand that the CAEN SwFw is not designed for such purposes 
and that its failure in such cases could lead to death, personal injury, or severe property or environmental damage 
for which C.A.E.N. is not responsible. 

 (v)  use or export the CAEN SwFw in violation of applicable Italian laws or regulations or applicable laws and 
regulations applicable into the countries in which the CAEN SwFw is used.
 
(vi)  sell, lease, loan, distribute, transfer, or sub-license the CAEN SwFw or access thereto or derive income from 
the use or provision of the CAEN SwFw, whether for direct commercial or monetary gain or otherwise, without 
C.A.E.N.s prior, express, written permission. 

c. As established by the Berna Convention concerning the Protection of Works of Art and Literature ratified in Italy 
by Law 20 June 1978, n. 399, the provisions of this agreement cannot be mis interpreted in allowing their 
application as a jeopardizing event for the rights owner or in conflict with the ordinary use of the CAEN SwFw.

2.	Copyrights and Transfer of the CAEN SwFw
1) The Licensee may reproduce the CAEN SwFw, if such reproduction is necessary for the use of the CAEN SwFw.
Necessary reproductions include the installation of the CAEN SwFw from the original system disk or from the 
downloaded installation archive on the mass memory of the hardware, as well as the loading of the CAEN SwFw 
into the main memory during CAEN SwFw operation.
2) Moreover, the Licensee may reproduce the CAEN SwFw for backup purposes. However, only one backup copy of 
the original system disk or the downloaded installation archive may be created and/or stored. Said copy must be 
marked as a backup.
3) Should a rotational backup of a systems entire data set, including the CAEN SwFw programmes, be essential for 
a fast reactivation of the system following a complete breakdown, Licensee may create backup copies in the 
quantities absolutely required. The pertinent system disks shall be marked accordingly. These backup copies may 
be used for archive purposes in connection with data backup only.
4) Licensee shall take the necessary steps to prohibit unauthorized access to the CAEN SwFw and its 
documentation by third parties. Affiliated companies of the Licensee are also regarded as being third parties. The 
original data media, as well as all backup copies, shall be stored in a secure place, safe from access by 
unauthorized third parties. The Licensees employees shall be expressly informed as to their obligations to observe 
and abide by all contractual conditions specified herein, as well as all provisions of copyright law.
5) The Licensee is not authorised,
a. with the exception of the reproductions expressly authorised in this agreement, to create other reproductions of 
the CAEN SwFw or the documentation, either wholly or in part, on the same or on other disks/carrier media; this 
also includes the output of the programme code to a printer;
b. to transfer the CAEN SwFw from one computer or modules to another computer or modules or recording device 
via a network or other data transfer channel, insofar as the receiving device is not a computer or other recording 
device of the Licensee which is referred to in, and understood to be within, the framework of this Agreement; 
c. without the written express permission of the Licensor, to change, translate, retro-develop, decompile or 
disassemble the CAEN SwFw, or to create works derived from the CAEN SwFw or documentation, or to reproduce, 
translate, change or create works derived from the documentation, insofar as this is not absolutely necessary within 
the context of contractual use;
d. to remove copyright endorsements, serial numbers or other features which serve to identify the programme, 
unless the Licensor has provided written authorisation;
e. to transfer the CAEN SwFw to third parties or to provide access to the CAEN SwFw in any other form. This also 
applies to reproduction of the CAEN SwFw. Affiliated companies of the Licensee shall also be regarded in principle 
as third parties; transferring the CAEN SwFw within the group of companies for exclusive use at the new site shall 
be authorised in writing by the Licensor  such authorisation may only be denied for a major reason. In this case, 
adherence to the use, any other agreements made in this contract and any possible secondary agreements shall be 
ensured. When such transfer has occurred, the Licensee must fully delete the CAEN SwFw and any backup copies 
still at the previous site of use within the group of companies without delay;
f. to transfer the CAEN SwFw, the documentation or parts thereof to third parties for the purposes of renting or 
leasing. 

3.	Ownership and Relationship of Parties. 
The CAEN SwFw is protected by copyrights, trademarks, service marks, international treaties, and/or other 
proprietary rights and laws of Italy, the U.S. and other countries. You agree to abide by all applicable proprietary 
rights laws and other laws. C.A.E.N. owns all rights, title, and interest in and to their applicable contributions to the 
CAEN SwFw. This CAEN SwFw Licence grants you no right, title, or interest in any intellectual property owned or 
licensed by C.A.E.N., including (but not limited to) the CAEN SwFw and the C.A.E.N. trademarks, and creates no 
relationship between you and C.A.E.N. other than that of C.A.E.N. to licensee.

You agree that you will use the CAEN SwFw, and any data accessed through the CAEN SwFw, for your own 
personal non-commercial use only. You agree not to assign, copy, transfer, or transmit CAEN SwFw. Your licence to 
use the CAEN SwFw will terminate if you violate these restrictions. If your licence terminates, you agree to cease 
any and all use of the CAEN SwFw. All rights in any third-party data, any third-party CAEN SwFw, and any third-
party data servers, including all ownership rights are reserved and remain with the respective third parties. You 
agree that these third parties may enforce their rights under this Agreement against you directly in their own name. 

4.	Support and CAEN SwFw Updates. 
C.A.E.N. will from time to time make CAEN SwFw updates available.  However, C.A.E.N. accepts no obligation to 
provide any support to licence holders.
C.A.E.N. may elect to provide you with customer support and/or CAEN SwFw upgrades, enhancements, or 
modifications for the CAEN SwFw (collectively, "Support"), in its sole discretion, and may terminate such Support at 
any time without notice to you. C.A.E.N. may change, suspend, or discontinue any aspect of the CAEN SwFw at any 
time, including the availability of any CAEN SwFw feature, database, or content. C.A.E.N. may also impose limits on 
certain features and services or restrict your access to parts or all of the CAEN SwFw or the C.A.E.N. web site 
without notice or liability. 

5.  	Fees and Payments. 
C.A.E.N. reserves the right to charge fees for future updates to the CAEN SwFw in C.A.E.N.s sole discretion. If 
C.A.E.N. decides to charge for the CAEN SwFw , such charges will be disclosed to you 28 days before they are 
applied. 

6. 	Warranty.
1) Warranty claims by the Licensee for CAEN SwFw defects or defective documentation shall only be made to the 
supplier of the CAEN SwFw.
2) The Licensor shall guarantee the possibility of use in conformity with the documentation, if no other agreement 
on special cases has been made. 
The warranty period shall amount to 12 months; in the case of deviations from the documentation, where such 
deviations considerably affect contractual use, the Licensor, at his/her option, shall be obliged to supply a 
replacement or subsequent improvement. If the Licensor cannot correct such deviations (within an appropriate time 
limit) through the delivery of replacements or subsequent improvements, or if the Licensor cannot bypass such 
deviations in such a way that the Licensee is enabled contractual use of the CAEN SwFw, or if the delivery of 
replacements or subsequent improvements are deemed to have failed due to any other causes, the Licensee, at 
his/her option, can demand a reduction in the purchase price or cancel the licence for the programme without 
notice. In the latter case, the Licensee shall also be entitled to a full refund of the purchase price.
3) When reporting errors, the Licensee shall endeavour to be extremely precise in the description, narrowing down, 
determination and reporting of such errors  to this end, he/she shall use competent employees. Where applicable, 
checklists supplied by the Licensor shall be used.

7.	Disclaimer of Warranties by C.A.E.N.

The CAEN SwFw is provided 'as-is', without any express or implied warranties whatsoever except for what has been 
mentioned previously. In no event will the authors, partners or contributors be held liable for any damages, claims 
or other liabilities direct or indirect, arising from the use of this CAEN SwFw.

Use of the CAEN SwFw and any data accessed through the CAEN SwFw is at your sole risk. They are Provided "as 
is."

Any service obtained through the use of the CAEN SwFw is done at your own discretion and risk, and you will be 
solely responsible for any damage to your computer system or loss of data that results from the download and/or 
use of any such material or service.

C.A.E.N., its officers, directors, employees, contractors, agents, affiliates, and assigned as is (collectively, "C.A.E.N. 
Entities"), and C.A.E.N.s Licensors do not guarantee that the CAEN SwFw or any data accessed therefrom is 
appropriate for use. 

The C.A.E.N. Entities and C.A.E.N. Licensors expressly disclaim all warranties of any kind, relating to the CAEN 
SwFw and any data accessed therefrom, or the accuracy, timeliness, completeness, or adequacy of the CAEN SwFw 
and any data accessed therefrom, including the implied warranties of title, merchantability, satisfactory quality, 
fitness for a particular purpose, and non-infringement. 

If the CAEN SwFw or any data accessed therefrom proves defective, you (and not the C.A.E.N. Entities, or the 
C.A.E.N. Licensors) assume the entire cost of all repair or injury of any kind, even if the C.A.E.N. Entities, or 
C.A.E.N. Licensors have been advised of the possibility of such defect or damages.

8. 	Limitation / Limit of liability. 
Notwithstanding any other provision, nothing in this CAEN SwFw Licence shall exclude or limit either partys liability 
for the tort of deceit, fraudulent misrepresentation, death or personal injury caused by negligence.

The C.A.E.N. Entities and C.A.E.N. Licensors will not be liable to you for claims and liabilities of any kind arising out 
of or in any way related to the use of the CAEN SwFw by yourself or by third parties, to the use or non-use of any 
brokerage firm or dealer, or to the sale or purchase of any security, whether such claims and liabilities are based on 
any legal or equitable theory. 

The C.A.E.N. Entities and C.A.E.N. Licensors are not liable to you for any direct, incidental, special, indirect, or 
consequential damages arising out of or related to any third-party, any data accessed through the CAEN SwFw , 
your use or inability to use or access the CAEN SwFw , or any data provided through the CAEN SwFw, whether 
such damage claims are brought under any theory of law or equity. Damages excluded by this clause include, 
without limitation, those for loss of business profits, injury to person or property, business interruption, loss of 
business or personal information. 

Information provided through the CAEN SwFw , may be delayed, inaccurate, or contain errors or omissions, and the 
C.A.E.N. Entities and C.A.E.N. Licensors will have no liability with respect thereto. C.A.E.N. may change or 
discontinue any aspect or feature of the CAEN SwFw or the use of all or any features or technology in the CAEN 
SwFw at any time without prior notice to you. 

9. 	 Indemnification. 
You are solely responsible for compliance with agreements you have executed with third parties. You agree to 
indemnify and hold the C.A.E.N. Entities harmless from any claim or demand, including reasonable legal fees, made 
by any third party in connection with or arising out of your use of the CAEN SwFw , your violation of any terms or 
conditions of this CAEN SwFw Licence, your violation of applicable laws, or your violation of any rights of another 
person or entity. 

10. 	 Term and Termination.
1) The Licensee has the right to use the CAEN SwFw and the documentation indefinitely.
2) The right of both parties to exceptional termination shall remain unaffected, if a major reason for such 
termination exists. In particular, the Licensor has the right to terminate without notice in the case of substantial 
violations of contractual obligations on the part of the Licensee.
3) After a termination, the Licensee is liable under contract to fully delete all CAEN SwFw, in particular the original 
system disk, any backup copies and any pertinent CAEN SwFw files installed on his/her computer. The Licensee 
shall also return all pertinent documentation. The Licensor has the right to demand a sworn statement from the 
Licensee regarding such deletion.

11.  	Controlling Law. 
This CAEN SwFw Licence and the relationship between you and C.A.E.N. is governed by the laws of Italy. 
This Agreement shall be construed and governed by Italian Law.
The United Nations Convention on the International Sale of Goods does not apply to this CAEN SwFw Licence.
Any dispute arising out of or in connection with this Agreement shall be referred to and finally resolved by 
Arbitration under the provisions of Italian Law (c.p.c. art 816 and following.) by one Arbitrator.
The Arbitrator shall be nominated from Chairman of the Court of Milan. 
The place of Arbitration shall be Milan, Italy and the language shall be English

12.	Precedence. 
This CAEN SwFw Licence constitutes the entire understanding between the parties respecting use of the CAEN 
SwFw , superseding all prior agreements between you and C.A.E.N.. In the event of any conflict between the terms 
and conditions of this CAEN SwFw Licence, the terms and conditions of this CAEN SwFw Licence will prevail.
