1. University College Cardiff Consultants Limited, 30-36 Newport Road, Cardiff, CF24 0DE, United Kingdom (UC3)
and
2. The LICENSEE, being the individual, organization or agent who downloads, installs or uses the Molpro Quantum Chemistry Package (SOFTWARE) comprising the software program and associated documentation.

The LICENSEE may obtain a copy of the SOFTWARE by downloading it from a server. The copyright and other intellectual property rights in the SOFTWARE are and remain the property of UC3.

By downloading, installing or using the SOFTWARE, the LICENSEE accepts all of the terms and conditions of this Agreement.

1. In the case of the SOFTWARE being obtained in association with a purchase order, LICENSEE represents and warrants that they are authorised to bind this Agreement to the entity defined in the purchase order. If the terms of this entire Agreement are not acceptable, all copies of the SOFTWARE held by the LICENSEE must be destroyed immediately.
2. The SOFTWARE may not be installed or used on any other computers except those for which a licence key is provided.
3. The use of the SOFTWARE by the LICENSEE shall be restricted to purposes of evaluation only.
4. The SOFTWARE and related documentation are copyrighted works of authorship. UC3 retains ownership of the SOFTWARE and all subsequent copies of the SOFTWARE, regardless of the form in which the copies may exist. This licence agreement does not constitute a sale of the original SOFTWARE or any copies.
5. The SOFTWARE is licensed for use by the LICENSEE only. The LICENSEE may not rent, lease, sub-license, sell, assign or otherwise transfer the SOFTWARE without the prior written consent of UC3.
6. The LICENSEE will not assign or transfer this Agreement, or any rights or obligations hereunder, without first obtaining the written consent of UC3. Upon such assignment, however, the LICENSEE shall cease all use of the SOFTWARE, and destroy all copies of the SOFTWARE immediately.
7. The LICENSEE agrees that all published work resulting from use of the SOFTWARE shall make proper reference to the appropriate program modules, as detailed in the user's manual.
8. The LICENSEE shall not disclose any part of the SOFTWARE to any third party, and shall ensure that the SOFTWARE is protected against unauthorised copying.
9. Except with prior written permission from UC3 or as expressly provided for in this Agreement, the LICENSEE may not extract any part of the SOFTWARE for incorporation into other programs, or modify, reverse-engineer, translate, decompile or otherwise misuse the SOFTWARE.
10. The LICENSEE agrees that its contact details may be held by UC3 on a secure database (in accordance with the Data Protection Act 1998) and shall be used for the purpose of SOFTWARE licence administration only.
11. UC3 shall be under no obligation to provide assistance of any kind in the installation or execution of the SOFTWARE.
12. The SOFTWARE is supplied "as is", without warranty, representation or guarantee of any kind, either expressed or implied, including, but not limited to, any implied warranties of quality, merchantability, fitness for a particular purpose or ability to achieve a particular result. The LICENSEE assumes the entire risk as to the quality and performance of the SOFTWARE. Should the SOFTWARE prove defective, the LICENSEE assumes the entire cost of all necessary servicing, repair or correction. UC3 does not warrant that the SOFTWARE will meet the requirements of the LICENSEE or the correctness of the code.
13. UC3 makes no representation or warranty that use of the SOFTWARE will not result in the innocent infringement of third-party intellectual property rights. UC3 does not accept any responsibility whatsoever for infringement of such rights. However, UC3 shall indemnify, and keep indemnified, the LICENSEE against all such claims, actions, losses, damages, costs and expenses which may be brought against or incurred or suffered by the LICENSEE which arise due to the proven negligence of UC3 and as a direct result of the LICENSEE's authorised activities under this Agreement.
14. Save in respect of claims for death or personal injury arising from UC3 negligence, in no event will UC3 be liable for any damages resulting from loss of data or use, lost profits, loss of anticipated savings, nor for any damages that are an indirect or secondary consequence of any act or omission of UC3, whether such damages were reasonably foreseeable or actually foreseen.
15. This Agreement shall remain in force for a fixed term. The start of the term is the date on which the first download of the SOFTWARE is made. The end of the term is the latest expiry date on any licence keys provided to the LICENSEE. If additional licence keys are provided subsequently as part of a Software upgrade or otherwise, the term of this Agreement is extended to the latest expiry date on the additional keys. The Agreement can be terminated earlier by LICENSEE on giving 30 days written notice to UC3. UC3 may terminate the licence immediately and without warning if LICENSEE is found to be in breach of the terms of this Agreement.
16. On termination of this Agreement, all copies of the SOFTWARE in possession of the LICENSEE shall be destroyed immediately.