Galileo OS SIS ICD.indd - GSA - Europa

information is communicated under strict confi dence. Neither the European
Commission nor the Licensee shall disclose to any third parties any confi dential
Information received by them.
7.2 The European Commission and the Licensee may only pass on the Information
to their employees if such Information is required for evaluation. The European
Commission and the Licensee must ensure that such employees having access
to the Information are committed to confi dentiality in the same way they have
committed themselves and that they shall not divulge Information to third party
even after completion of their assignment.
Licensee warrants that its employees, consultants and contractors are bound by
confi dentiality.
7.3 Any loss or damage, caused to one of the Parties of the present Agreement
and arising out of the breach of this Article shall be borne exclusively by the
Party responsible for such breach; the breaching Party shall be responsible for
making compensation thereof and shall indemnify and hold harmless the other
Party in respect of any such loss, damage or injury, including but not limited to
reasonable attorneys fees.
ARTICLE 8 - Liability
8.1 The European Commission makes no representation as to the patentability
and/or breadth of the OS SIS ICD IPRs licensed under the present Agreement.
Furthermore, the European Commission makes no representation as to patents
now held or which other parties in the Field of Use and the Licensed Product will
hold for a particular purpose. The European Commission also makes no express
or implied warranties of merchantability or fi tness for a particular purpose of the
OS SIS ICD IPRs. The European Commission declares that it has no knowledge
of any defi ciencies impairing the validity of the OS SIS ICD IPRs or of any
technical defects in the inventions protected by OS SIS ICD IPRs. The European
Commission assumes no liability and the Licensee shall keep it harmless in
respect to any infringement of any patent or other right of third parties due to the
Licensee's activities under this Agreement.
8.2 The European Commission disclaims all warranties, expressed or implied,
relating to the OS SIS ICD IPRs or the use thereof by the Licensee or by third
parties. The European Commission shall not be liable to any party and the
Licensee shall keep it harmless for any claim, including on product liability, loss
of use, interruption of business or consequential damages of any kind, including
but not limited to loss of profi ts, loss of contracts, goodwill or anticipated savings,
even if the European Commission has been advised, knew or should have known
of the possibility of such damages.
8.3 The Licensee shall, at all times, hold harmless, indemnify and keep indemnifi ed
the European Space Agency (ESA) against any and all costs, claims, damages
or expenses incurred by the ESA or for which the ESA may become liable with
respect to any infringement of any patent or other intellectual property right of
third parties due to the Licensee's activities in breach of this Agreement and for
product liability or other claim relating to the Licensee Products supplied or put
into use by the Licensee and all third party claims arising from the Licensee's
exploitation of the OS SIS ICD IPRs and/or the manufacture, keeping, importing,
use, sale, or supply of the Licensee Products.
200 © European Union 2010
Document subject to terms of use and disclaimers p. ii-iii
OD SIS ICD, Issue 1, February 2010