In order to use our SpaceFibre Multi-Lane Patent you must first accept the license agreement below. To accept the license agreement, please complete the form at the bottom of this page.
PLEASE READ THIS CAREFULLY BEFORE USING PATENTS
1 Terms Used in this Licence Agreement
In this licence agreement:
Field means the field of space vehicles, spacecraft, satellites, space instruments and payloads, and electronic ground support equipment used solely for the development of spacecraft, satellites, space instruments and payloads, only. For the avoidance of doubt this includes anything that is intended to be used in space;
Group Undertakings means an undertaking which is (i) a parent undertaking or subsidiary undertaking of that undertaking, or (ii) a subsidiary undertaking of any parent undertaking of that undertaking, provided that for this purpose an undertaking is a parent undertaking in relation to a subsidiary undertaking if (a) it holds a majority of the voting rights, (b) it has the right to appoint or remove a majority of its board of directors, or (c) it otherwise has the right to exercise a dominant influence over it;
Improvements means direct modifications or adaptations to any part of the Invention which may be made or acquired by You or any of Your Group Undertakings;
Invention means the invention claimed in the Patents;
Licensed Products means any and all products that are manufactured by the Licensee and are within any of the claims of the Patents;
Licensed Rights means the rights to use the Patents in the Field in accordance with this licence agreement;
Patents means UK patent application no. 1601873.1 “Multi-Lane Communication”, including any patents, supplementary protection certificates and similar rights that are based on or derive priority from it and including any continuations, continuations in part, extensions, reissues and divisions. For the avoidance of doubt patents derived from the UK patent applications include European, USA and other international patents.;
SpaceFibre means the European Cooperation for Space Standardisation SpaceFibre Standard ECSS-E-ST-50-11C including issued and draft versions;
SpaceFibre Patents means any patents related to SpaceFibre and/or SpaceWire granted to or acquired by You or any of Your Group Undertakings;
SpaceWire means the European Cooperation for Space Standardisation SpaceWire Standard ECSS-E-ST-50-12C including issued and draft versions;
STAR-Dundee means STAR-Dundee Limited, a company incorporated in Scotland (registered no. SC230143) with its registered office at STAR House, 166 Nethergate, Dundee DD1 4EE, Scotland, UK;
You means the person who reads and indicates their acceptance of this licence agreement and, if such acceptance is on behalf of any corporate entity which employs You or which You represent (“Corporate Licensee”), ‘You‘ and ‘Your‘ includes both the reader and any Corporate Licensee.
2 Property of Licensor
The Patents and any other intellectual property rights in the Invention which constitute the Patents, are and remain the property of STAR-Dundee. You are licensed to use them in the Field only if You accept all the terms and conditions set out below.
3 Licence Acceptance Procedure
By clicking on the acceptance button which follows this licence agreement (marked “ACCEPT”) You indicate acceptance of this licence agreement and the conditions and exclusion of warranty and liability set out in this licence agreement. We ask for information about You so that STAR-Dundee has a record of Your having accepted the licence agreement and the conditions and exclusion of warranty and liability, and can give notice to You where appropriate for the purposes of the licence agreement. STAR-Dundee will not use or disclose the information provided by You for any other purpose.
4 Agreement to these Terms and Conditions
You should therefore read this licence agreement carefully before clicking on the acceptance button. If You do not accept these terms and conditions, You are not licensed to use the Patents in the Field.
5 Other Agreements
If Your use of the Patents is pursuant to an executed licence agreement, such agreement shall apply instead of the following terms and conditions.
6 No Use Outwith the Field
No use of the Patents outwith the Field is permitted without entering into an executed licence agreement with STAR-Dundee on commercial terms.
7 Ownership of Patents
The Patents are protected under applicable patent laws. STAR-Dundee retains ownership of the Patents. This licence is not a sale, assignation or other transfer of the ownership of the Patents.
Provided that You indicate Your acceptance of this licence agreement, STAR-Dundee grants to You a limited, free of charge, royalty-free, worldwide, non-exclusive licence under the Patents to develop, manufacture, have manufactured, use and sell Licensed Products, but only in the Field.
9 Licence by You of Your SpaceFibre Patents and Improvements
It is an essential condition of the grant of the Licensed Rights that You and Your Group Undertakings grant a free of charge, royalty-free, worldwide, non-exclusive licence to develop, manufacture, have manufactured, use and sell any and all products that are within any of the claims of Your SpaceFibre Patents and/or which make use of Improvements (but only in the Field) to anyone who wishes to benefit from such licence, provided that such licence shall be on substantially the same terms as are set out in this licence agreement, shall be no more onerous on the licensee, and shall be easily available, without charge.
10 Licence Restrictions
You may not use the Patents, in whole or in part, except as expressly provided for in this licence and in the Field. If You use the Patents except as provided above, Your licence is automatically terminated.
11 No Transfer
The Patents are licensed only to You. You may not rent, lease, sub-license, sell, assign, pledge, transfer or otherwise dispose of the Patents, on a temporary or permanent basis, without the prior written consent of STAR-Dundee.
You undertake to:
- ensure that, prior to use of the Patents by Your employees or agents, all such parties are notified of this licence and the terms of this agreement;
- mark or cause to be marked in a legible manner on some conspicuous part of Licensed Products (or if this is not possible on the packaging of or associated documentation for the Licensed Products) words indicating, as applicable, either that patents have been applied for or patents have been granted in respect of the Licensed Product and giving the relevant patent application number(s) or patent number(s) which STAR-Dundee will provide on request;
- promptly provide full details to STAR-Dundee if any warning letter or other notice of infringement is received by You, or legal suit or other action is brought against You, alleging infringement of third party rights in the use of any Patents; and
- promptly provide full details to STAR-Dundee of all SpaceFibre/SpaceWire Patents and Improvements.
13 No Warranties
All statements, representations, warranties, terms and conditions (whether express or implied) as to the suitability and/or usefulness of the Licensed Rights for any particular purpose including without limitation the development of Licensed Products are excluded to the maximum extent permissible by law. Without prejudice to the generality of the foregoing, STAR-Dundee does not give any warranty, representation or undertaking:
- as to the efficacy, usefulness, safety or commercial or technical viability of the Invention and/or any products made or processes carried out using the Invention;
- that patent applications included in the Patents will proceed to grant or that granted patents included in the Patents are or will be valid;
- that the Licensed Rights can be freely exploited in all or any parts of the world; and/or
- that the Licensed Rights will not infringe the intellectual property or other rights of any third party.
14 Exclusion of Liability
In no event will STAR-Dundee be liable to You for any damages or losses (direct or indirect), including any lost profits, lost savings, loss of data or any indirect, special, incidental or consequential damages arising out of the use of or inability to use the Patents, Licensed Rights and/or Licensed Products, even if STAR-Dundee has been advised of the possibility of such damages or Losses. Use of the Patents, Licensed Rights and/or Licensed Products is entirely at the user’s own risk.
15 Exclusion of Implied Rights
Some jurisdictions do not allow the exclusion of implied warranties, or certain kinds of limitations or exclusions of liability, so the above limitations and exclusions may not apply to You. Other jurisdictions allow limitations and exclusions subject to certain conditions. In such a case the above limitations and exclusions shall apply to the fullest extent permitted by the laws of such applicable jurisdictions. If any part of the above limitations or exclusions is held to be void or unenforceable, such part shall be deemed to be deleted from this Agreement and the remainder of the limitation or exclusion shall continue in full force and effect.
You shall indemnify STAR-Dundee against any loss, damages, costs or expenses which are awarded against or incurred by STAR-Dundee as a result of (1) any claim or threatened claim concerning Your use of the Patents and Licensed Rights or otherwise in connection with the development, manufacture, use or sale of or any other dealing in any of the Licensed Products by You or Your Group Undertakings; and (2) any failure by You to comply with any term or condition of this licence.
This licence will terminate if You fail to comply with any term or condition of this licence agreement. You agree upon such termination to destroy all Licensed Products in Your possession or under Your control. For the avoidance of doubt, termination of this licence is without prejudice to any other right or remedy STAR-Dundee may have in respect of Your failure to comply with any term of condition of this licence agreement.
18 Compliance with Laws
You will comply with all laws, enactments, regulations, regulatory policies, guidelines and industry codes applicable to You and shall maintain such authorisations and all other approvals, permits and authorities as are required from time to time to use the Licensed Rights in the Field.
Each party irrevocably agrees that the courts of Scotland shall have exclusive jurisdiction to resolve any dispute of whatever nature arising out of or in relation to this agreement and the place of performance of this agreement shall be Scotland and that the laws of Scotland shall govern such dispute.
This agreement constitutes the complete and exclusive statement of the agreement between STAR-Dundee and You with respect to the subject matter of this agreement and supersedes all proposals, representations, understandings and prior agreements, whether oral or written, and all other communications between us relating to that subject matter.
Any clause in this agreement that is found to be invalid or unenforceable shall be deemed deleted and the remainder of this agreement shall not be affected by that deletion.
Failure or neglect by STAR-Dundee to exercise any of its rights or remedies under this agreement will not be construed as a waiver of STAR-Dundee’s rights nor in any way affect the validity of the whole or part of this agreement nor prejudice STAR-Dundee’s right to take subsequent action.
This agreement is personal to You and You may not assign, transfer, sub-contract or otherwise part with this agreement or any right or obligation under it without STAR-Dundee’s prior written consent.
This agreement may be amended by STAR-Dundee by giving notice to You in accordance with any of the contact details given by You when indicating acceptance of the terms of this licence agreement.
BY COMPLETING AND SUBMITTING THE INFORMATION REQUESTED BELOW AND CLICKING ON THE BUTTON MARKED “ACCEPT”, YOU ACCEPT THE TERMS OF THIS LICENCE AGREEMENT AND THE CONDITIONS AND EXCLUSION OF WARRANTY AND LIABILITY CONTAINED IT. YOU ALSO WARRANT THAT YOU HAVE AUTHORITY TO ACCEPT THE TERMS OF THIS LICENCE AGREEMENT ON BEHALF OF ANY CORPORATE LICENSEE YOU REPRESENT.