Use mail to Gijs.Schaftenaar@radboudumc.nl for
questions, problems and/or remarks.
For urgent problems call: 024-365-2211.
Dr. Gijs Schaftenaar
The license fee is € 1000.
A duly signed copy of the license agreement and an invoice will be returned by mail to licensee.
Authorization to download and use MOLDEN by commercial (non-academic, for-profit organisations) users is acquired by printing, completing, signing and sending the below agreement to: Dr. Gijs Schaftenaar Theoretical Chemistry Radboud University of Nijmegen Heyendaalseweg 135 6525 AJ Nijmegen, The Netherlands License fees Non-Academic: 1000 euro A duly signed copy of the license agreement and an invoice will be returned by mail to licensee. MOLDEN Software license agreement. AGREEMENT, effective as of ---- between Gijs Schaftenaar and ---- ("Licensee") WHEREAS Dr. G. Schaftenaar has developed certain computer software and Licensee desires to use that software, NOW, THEREFORE, the parties agree as follows: 1. License and Title a. Subject to the terms and conditions hereinafter set forth, Gijs Schaftenaar hereby grants a perpetual, nonexclusive and non-transferable license (the "License") to Licensee to use the computer software package known as MOLDEN, which is described more fully in Schedule A hereto (the "Software"). This Agreement shall not transfer any title or ownership rights in the Software, including intellectual property rights embodied therein, which shall at all times remain with Gijs Schaftenaar. The License is granted on the conditions that the Software will be used solely by Licensee and its departmental employees in its laboratory located in ("Licensee Department") for research and/or teaching purposes, and that neither the Software, its documentation, the related codes and data, or any changes, additions, modifications, improvements or alterations thereof, whether made by Gijs Schaftenaar or Licensee, shall knowingly be used by, made available to, or disclosed to any other person or entity. b. Licensee may not make any copies of the Software, except for use on computers owned or leased by Licensee in Licensee Department and one copy made for archival or back-up purposes. c. Licensee may not change, modify, prepare derivative works from, add to, or improve the Software without the Gijs Schaftenaar's prior written consent. Licensee may not reverse engineer, decompile, disassemble, or take any other steps to derive a source code equivalent of the Software. d. If this License is terminated for any reason whatsoever, Licensee will destroy all copies of the Software, and in either event, certify in writing that it has done so and has not retained any copies. e. The Software may be used by Licensee on only one or more computers that it owns and leases in Licensee Department. Licensee shall provide Gijs Schaftenaar promptly with the location and identification of such machines, upon his request. 2. Delivery of Software a. Within a period of 3 days of the date or this Agreement, Gijs Schaftenaar shall provide the Licensee with a password giving access to the directory from which a copy of MOLDEN, more fully described in Schedule A, can be FTP'ed to the Licensee's computer. b. It is understood that Gijs Schaftenaar will provide no maintenance or installation services of any kind hereunder. Gijs Schaftenaar, in his sole discretion, will use reasonable efforts to assist Licensee in correcting errors brought to the his attention by Licensee, except that he will not be considered in breach of this Agreement if it is unable to do so. 3. Software charges. a. Licensee shall pay to Gijs Schaftenaar, upon invoice and within 30 days of the date of this Agreement a fee of Euro 1000. b. In addition to the fee set forth in section 3a above, Licensee shall pay any and all other costs which may be imposed as a result of this Agreement or activities hereunder. 4. Confidentiality; Protection of Software and related Information. a. Licensee agrees that the Software and related materials shall be held in confidence and are being provided by Gijs Schaftenaar for the exclusive use of Licensee. Licensee will be responsible for maintaining and securing on behalf of Gijs Schaftenaar the Software and related materials in its possession or under its control. Licensee: (i) will protect the Software and related materials in the same manner that it protects its own confidential information; (ii) will knowingly permit access to the Software only to its authorized employees and/or students designated by Licensee to use and maintain the Software and will inform authorized employees and students who will have access to the Software of the obligations of confidentiality under this Agreement; (iii) except as permitted by section 1b above, will not duplicate all or any part of the Software or related materials; and (iv) will not remove or destroy any proprietary notice on the Software or related materials. b. Any termination of this Agreement and the License hereunder shall not Licensee's obligations of confidentiality under this section 4. 5. Disclaimer of Warranties. a. While the Software has been tested for accuracy and proper functioning, Gijs Schaftenaar disclaims any responsibility for the accuracy or correctness of the Software or for its use or application by Licensee. b. Gijs Schaftenaar is licensing the Software to Licensee on an "as is" basis. He and his employer make no representation or warranty, either express or implied, of any kind, and hereby expressly disclaims any warranties, representations or guarantees of any kind as to the software, including but not limited to, any warranties of merchantability, adequacy or suitability of the software for any particular purpose or to produce any particular result, and any warranties of freedom of infringement of any patents, copyrights, trade secrets or other rights of third parties. Neither Gijs Schaftenaar nor his employer(s) shall have any liability to Licensee or any other person arising out of the use of the Software by Licensee for any reason, including but not limited to the unmerchantability, inadequacy or unsuitability of the software for any particular purpose or to produce any particular result, or the infringement of any patents, copyrights, trade secrets or other rights of third parties, for any latent defects therein or the failure of Gijs Schaftenaar to provide Licensee with any modifications or changes in the Software. c. In no event will Gijs Schaftenaar or his employers be liable to Licensee or to any other party for any loss or damages, incidental, consequential, indirect or otherwise, including, but not limited to time, money, or good will, arising from the use or operation of the Software by Licensee. In no event shall Gijs Schaftenaar's liability to Licensee exceed the payments made by Licensee pursuant to this Agreement. 6. Indemnity. Licensee shall hold harmless, defend and indemnify Gijs Schaftenaar and his employers, from and against any damages, suits, claims, liabilities, costs, and expenses (including actual attorneys' fees), of any type whatsoever, arising out of or relating to, directly or indirectly, the improper, unauthorized, negligent or wrongful use or operation of the Software by Licensee. Licensee shall reimburse Licensor for any costs incurred by Licensor in enforcing this provision. 7. Use of Name. Licensee will not use the name of Gijs Schaftenaar or his employers for any purpose whatsoever without their written consent. Except when citing the use of Molden is scientific publications. 8. Termination. a. Gijs Schaftenaar may terminate this Agreement and the License granted hereunder upon 30 days written notice of Licensee's material breach of the Agreement and Licensee's failure to cure the breach within 30 days of receipt of said notice. Sections 4, 6 and 7 shall survive the termination or expiration of this Agreement. b. Licensee may terminate this Agreement and the License hereunder upon 30 days written notice to Gijs Schaftenaar; such termination will be effective upon compliance with Section 1d above. 9. General Provisions. a. Notice. Any notice or other communication required or permitted to be given under this Agreement shall be sufficient if in writing and shall be considered given when mailed by registered mail to the parties at the following addresses: If to Gijs Schaftenaar: Dr. G. Schaftenaar Theoretical Chemistry Radboud University of Nijmegen Heyendaalseweg 135 6525 AJ Nijmegen, The Netherlands If to Licensee: ............................... ............................... ............................... ............................... ............................... ............................... b. Assignment. This Agreement and all rights and obligations hereunder may not be assigned, sublicensed or transferred by Licensee without the prior written consent of Gijs Schaftenaar. c. Governing Law. This Agreement shall be governed by Dutch Law applicable to agreements made and to be performed in The Netherlands. d. Entire Agreement; Amendment. This Agreement sets forth the entire agreement between the parties and supersedes all previous agreements, written, or oral, concerning the subject matter thereof. This Agreement may not be changed or terminated orally. IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year written below: Gijs Schaftenaar: ................................. date: ................... Licensee: ................................. Name: ................................ Title: ............................... date: ................................... SCHEDULE A. MOLDEN. An interactive visualization program for chemical structures, orbitals, total electron density, difference density, and electrostatic potential, ESP charges and Distributed Multipole Analysis. MOLDEN reads output from the ab-initio programs Gaussian, Gamess-US and Gamess-UK. In addition it reads chemx, PDB, a variety of mopac/ampac files and cartesian Xmol format. The X-window version of MOLDEN supports interactive creation and inspection of Z-matrices. Molden supports generation and display of secondary structure information of protein structures. MOLDEN supports contour plots, 3-d grid plots with hidden lines and a combination of both. It can write a variety of graphics instructions; XWindows, tektronix4014, hpgl, postscript, hp2392 and Figure. MOLDEN is supplied for downloading as executable code for a variety of platforms or source code if for the platform required there is no executable code available.