Legal Information

Copyright (c) 2006, 2025 THALES GLOBAL SERVICES.
All rights reserved.

Team for Capella software End User License Agreement (EULA)

OBEO S.A.S. is a French company, headquartered at 7 Boulevard Ampere, BP 20773, 44470 CARQUEFOU, FRANCE, and registered with the Business Number: 485 129 860 RCS Nantes.

THALES GLOBAL SERVICES S.A.S. is a French company, headquartered at 19-21 avenue Morane Saulnier, 78 140 Velizy Villacoublay, FRANCE, and registered with the Business Number 424 704 963 R.C.S. VERSAILLES.

The SOFTWARE is the TEAM FOR CAPELLA software.

The 'CLIENT' is the organization wishing to use the Team for Capella software (the 'SOFTWARE') for the purpose of carrying out modelling activities for its own internal needs.

The USER means any person empowered by the CLIENT to use the SOFTWARE and access the SOFTWARE in accordance with these terms. The CLIENT is responsible for ensuring that the SOFTWARE is used in compliance by the Users, and in particular, for ensuring that each User accepts and complies with this End User License Agreement of the Product concerned.

By installing, copying, or otherwise using the SOFTWARE, the USER agrees to be bound by the terms of this EULA. If the USER do not agree with the terms of this EULA, it must not install or use the SOFTWARE.

I. Intellectual property rights

1. The company THALES GLOBAL SERVICES possess intellectual property rights over the SOFTWARE and OBEO hereby confirms that it holds a concession for distribution and technical support & maintenance rights for said SOFTWARE.

2. The user license for the SOFTWARE does not result in any transfer of the ownership of property rights, and entails solely the user rights stipulated herein.

3. The USER receives a non-exclusive and non-transferable right to use the SOFTWARE in a form that runs on one machine, provided payment of the agreed price is received in accordance with the terms of the agreement.

4. The USER undertakes not to directly or indirectly infringe the rights held by THALES GLOBAL SERVICES and OBEO. The CLIENT undertakes to take all measures necessary relative to its authorised users to ensure the confidentiality and respect of property rights over said SOFTWARE. The CLIENT undertakes in particular to ensure that its personnel do not keep any documentation or any copies or reproductions of the SOFTWARE.

II. Scope of rights granted under the license

1. The SOFTWARE will be used solely for the USER\u2019s internal requirements and the requirements of users authorised by the CLIENT, up to the maximum number of authorised users, and for a perpetual or limited duration of use as described and approved by both parties in the Technical and Financial Proposal issued by OBEO or in the USER purchase order. CLIENT may allow third parties and contractors (each, a \u201CPermitted Third Party\u201D) to use the SOFTWARE in compliance with this EULA and solely for work carried out on CLIENT\u2019s projects. USER is liable for any Permitted Third Party breach of this EULA.  The CLIENT must ensure that only authorized users have access to the SOFTWARE.

2. The USER is permitted to:
a. Install and use the SOFTWARE on a computer or virtual machine, provided the User has a user license;
b. Transfer the SOFTWARE from one computer to another;

3. The USER will refrain from assigning, leasing, supplying, distributing or lending the SOFTWARE, and from granting sub-licenses or any other rights, without prior written agreement from THALES GLOBAL SERVICES or OBEO. More generally, the USER undertakes not to disclose all or part of the SOFTWARE to any third party by electronic methods, over the internet, or by any other means.

4. The USER undertakes not to make any amendment, modification, correction, arrangement, adaptation, transcription, combination or translation of all or part of the SOFTWARE without express, prior, written permission from OBEO, for which OBEO itself will first obtain express permission from THALES GLOBAL SERVICES.

5. The USER is permitted to make and keep a copy of the SOFTWARE for backup and archiving purposes and for use in recovery in the event of an incident.
The USER is not permitted to reverse engineer, decompile or translate the SOFTWARE.

6. The USER acquires no rights over the SOFTWARE source code, and OBEO alone reserves the right to make modifications, under supervision from THALES GLOBAL SERVICES, in order to correct any faults or development enhancements to the SOFTWARE.
Only the owner of the intellectual property rights is in fact permitted to modify the SOFTWARE, change versions, amend the functionality, specifications, options and all other features, without providing notice to the USER and without the USER being able to derive any advantage whatsoever therefrom.

7. In the event the USER wishes to obtain indispensable information for the implementation of interoperability between the SOFTWARE and some other software developed independently by the USER, for a use that is consistent with the SOFTWARE\u2019s intended purpose, the USER undertakes to consult OBEO before starting any work to this end, and OBEO can provide the USER with the information needed to provide this interoperability, which OBEO itself obtains from THALES GLOBAL SERVICES. The parties will negotiate a reasonable fee in exchange for this service.
If THALES GLOBAL SERVICES is unable to provide the information required to provide interoperability of the SOFTWARE, OBEO will be entitled to authorise the USER to decompile or reproduce the SOFTWARE, strictly within the stipulations of Article L.122-6-1 IV of the French Intellectual Property Code.

8. Pursuant to Article L.122-6-1 III of the French Intellectual Property Code, the USER is permitted to observe, study or test the functioning or security of the SOFTWARE, in order to determine the ideas and principles which underlie any element of the SOFTWARE if this is done while loading, displaying, running, transmitting or storing the SOFTWARE as the USER is permitted to do by virtue hereof.
THALES GLOBAL SERVICES must be informed of any activity of this kind performed pursuant hereto.

9. The USER will refrain from reproducing the documentation about this SOFTWARE without prior written permission from OBEO.

10. The USER acknowledges that the software may contain Open Source Software which may be subject to separate license terms. The relevant license terms are provided by OBEO to the USER either as part of the SOFTWARE or as part of the documentation.

III. Evaluation license

1. OBEO may grant the CLIENT an evaluation license solely for the purposes of evaluation, testing, and demonstration, allowing the USER to evaluate, test, and use the SOFTWARE for a period mutually agreed upon with the CLIENT, in order to assess its suitability for the CLIENT's needs.

2. The USER is then authorized to download or install an evaluation version of the SOFTWARE.

3. In this context, the USER agrees not to use the SOFTWARE for any purpose inconsistent with those for which the evaluation license is granted. For instance, the USER shall not use or deploy the SOFTWARE in a production environment.

4. The USER accepts the terms of this EULA and expressly agrees not to engage in any reverse engineering, disassembly, or decompilation of the SOFTWARE covered by an evaluation license. The USER shall not claim any rights to the copyrights, trade secrets, patents, trademarks, or any other proprietary rights related to the SOFTWARE, nor to any modification, enhancement, or derivative work of the SOFTWARE.

5. At the end of the contractually stipulated evaluation period, the USER agrees either to acquire a full-use license of the SOFTWARE from OBEO or to cease all use of the SOFTWARE and destroy it.

6. OBEO does not provide any support or maintenance services under evaluation licenses.

IV. Change in designated system

1. The USER is responsible for the proper operation of the hardware used to run the SOFTWARE and for the compliance of its environment with OBEO\u2019s specifications.

2. In the event of a permanent or temporary change in the system designated by the USER, the USER must have ensured beforehand that the future designated system is compatible with the SOFTWARE, and notify OBEO of the change. OBEO may refuse to ratify the change of system. If the USER fails to comply with such a refusal, OBEO is entitled to terminate this agreement.

3. In all cases where the designated system is changed, the USER undertakes to immediately destroy all files comprising the copy of the SOFTWARE installed on the previous designated system.

V. Duration and Termination

1. The SOFTWARE is licensed either for a limited duration specified in a Technical and Financial Proposal, or for the legal term of copyright protection.

2. If the SOFTWARE license is granted for the legal term of copyright, it shall expire upon the expiration of the copyright term.

3. If the SOFTWARE license is granted for a limited duration (subscription), the license shall expire on the date specified in the Technical and Financial Proposal.

4. If the SOFTWARE license is granted for evaluation purposes, the license shall expire on the date set for the end of the evaluation period.

5. Any unauthorized use or use that does not comply with these terms of use of the SOFTWARE shall result in the automatic termination of this license one month after a formal notice has been sent and remained without effect, without prejudice to any legal action seeking compensation for losses or damages suffered by OBEO and the holder of intellectual property rights.

6. In the event of termination of the contractual relationship, for any reason whatsoever, the CLIENT undertakes either to return to Obeo, within 30 days of the end of the contractual relationship, all components of the SOFTWARE, including any media and all copies made thereof, providing written confirmation of the complete return, or to provide a written.

VI. Warranty and maintenance

1. It is recommended that the USER take out a support & maintenance contract, its terms and renewal conditions are set forth in the Technical and Financial Proposal issued by OBEO.

2. OBEO warrants that the software conforms to its documentation. However, the USER acknowledges and agrees that the SOFTWARE is not warranted to operate without errors or interruptions and that the USER bears sole responsibility for the use of any inputted or generated data, including its accuracy and adequacy.

3. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. The USER is solely responsible for determining the appropriateness of using the SOFTWARE and assumes all risks associated with its exercise of rights under this agreement, including but not limited to the risks and costs of program errors, compliance with applicable laws, damage to or loss of data, programs or equipment, and unavailability or interruption of operations. OBEO does not guarantee against the risks inherent in using the SOFTWARE including but not limited to service interruption, loss of connection, data loss, system crashes, poor performance or deterioration in performance. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NEITHER OBEO AND/OR ITS THIRD PARTY SUPPLIERS SHALL HAVE ANY LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS), HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THE PROGRAM OR THE EXERCISE OF ANY RIGHTS GRANTED HEREUNDER, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

4. The USER is responsible for creating backups before OBEO performs any work on their hardware or software.

5. EXCEPT FOR BREACH OF CONFIDENTIALITY, INSURED CLAIMS, AND THE PARTIES' RESPECTIVE EXPRESS INDEMNITY OBLIGATIONS, THE TOTAL LIABILITY OF EITHER PARTY TO THE OTHER PARTY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) SHALL NOT EXCEED 10% OF THE AGGREGATE FEES PAID IN THE COURSE OF THE CONTRACT. THE LIMITATIONS PROVIDED IN THIS SECTION SHALL APPLY EVEN IF ANY OTHER REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE.

VII. Indemnity

Obeo declares that, to its knowledge and as of the contract signing date, the software does not contain elements infringing or violating the rights of third parties, and it is not aware of any third-party claims to the contrary.

In this regard, Obeo undertakes to defend the USER at its own expense against any action for copyright infringement or other intellectual property rights brought by a third party and relating to the software, provided Obeo has been promptly notified in writing by the CLIENT and the alleged violation is not due to the CLIENT. This commitment is expressly limited to the software for which Obeo has proprietary rights.

Obeo will have sole discretion in conducting the action and full authority to settle or pursue any procedure of its choice.

The CLIENT must provide all information, elements, and assistance necessary for Obeo to successfully defend itself or reach a settlement. Obeo will not bear any indemnification or expenses of any kind incurred by the CLIENT for its defense, as well as any damages and costs awarded against it. If all or part of the software is recognized by a final court decision to constitute infringement, or if Obeo believes it is probable that the software, in whole or in part, will be considered as infringing, Obeo may, at its discretion, either provide the CLIENT with non-infringing software with the same functionalities, or obtain the right for the CLIENT\u2019s USERS to continue using and exploiting the said software, or refund the licensee the price received under this Contract. Notwithstanding the foregoing, under no circumstances will the CLIENT request Obeo to transfer intellectual property rights to open-source or free license software or software belonging to third parties.

VIII. Export

1. The USER agrees that national or international foreign trade law and regulations may prevent OBEO from fulfilling its obligations under this agreement, including embargoes or any other sanctions.

2. The USER and OBEO will strictly comply with applicable export and import laws and regulations, and will reasonably cooperate with the other by providing all information to the other, as needed for compliance.

3. Except when otherwise required by law or regulation, the USER shall not export, re-export or transfer, whether directly or indirectly, the SOFTWARE and material delivered pursuant to this agreement without first (1) at the USER sole expense, complying with the applicable export laws and the import laws of the country in which the SOFTWARE is to be used and (2) the express written consent of OBEO and (3) a validated export license is obtained applicable authority where required.

4.  This Software includes cryptographic functionality, such as standard encryption protocols (e.g., SSL/TLS), which may be subject to export control laws and regulations, including the U.S. Export Administration Regulations (EAR).
The cryptographic components incorporated into this Software are classified under the EAR as mass-market encryption items, specifically under ECCN 5D992.c, and are eligible for export under License Exception ENC as provided in 15 C.F.R. § 740.17(b)(1).
The Software itself is proprietary and not considered \u201Cpublicly available\u201D under EAR § 734.7. However, it incorporates third-party or standard encryption modules that have been made available to the U.S. Bureau of Industry and Security (BIS) through the appropriate notification procedures.
The User agrees to comply with all applicable export control and sanctions laws and regulations, including those of the United States, the European Union, and other relevant jurisdictions. You may not use, export, re-export, or transfer this Software to any country, entity, or person subject to embargoes or sanctions under applicable law.
The User represents and warrants that he is not located in, or a citizen or resident of, any country subject to such restrictions, and that the User is not listed on any U.S. or EU denied party list.
It is the User responsibility to ensure the use, distribution, or re-export of this Software complies with all applicable laws and regulations. and policies concerning the import, possession, or use, and re-export of encryption software, to see if this is permitted.

5. The provisions of this \u201C11 -  Export\u201D section will survive the expiration or termination of this agreement for any reason.

IX. US Government contracts

1. This SOFTWARE is a commercial product that has been developed exclusively at private expense. If this SOFTWARE is acquired directly or indirectly on behalf of a unit or agency of the United States Government under the terms of (1) a United States Department of Defence contract, then pursuant to DOD FAR Supplement 227.7202-3(a), the United States Government shall only have the rights set forth in this license agreement; or (2) a civilian agency contract, then use, reproduction, or disclosure is subject to the restrictions set forth in FAR clause 27.405-3, entitled Commercial computer software, and any restrictions in the agency's FAR supplement and any successor regulations thereto, and the restrictions set forth in this license agreement.

X. General

1. This agreement shall come into force on the date of the order of the SOFTWARE license by the USER and will be in effect until the expiration of the license, unless terminated as set forth in this agreement. Upon termination of the agreement or expiration of the license, the USER shall immediately destroy or return all copies of the terminated or expired SOFTWARE.

2. During the term of this agreement and one year after its termination, the USER shall maintain accurate information on to the use of the SOFTWARE. Unless strictly prohibited by Government policy OBEO shall have the right, once per year, at its own expense and under reasonable conditions of time and place in USER's premises, to audit and copy these records and to verify the USER compliance with the terms of this agreement.

3. The USER acknowledges to have read this agreement, understand it and agree to be bound by its terms and conditions.

4. If any term or provision of this agreement is determined to be invalid or unenforceable for any reason, it shall be adjusted rather than voided, is possible, to achieve the intent of the parties to extent possible. In any event, all other terms and provisions shall be deemed valid and enforceable to the maximum extent possible.

5. Neither party shall be liable for any loss, damage, or penalty arising from delay due to causes beyond its reasonable control.
6. Notice to be given or submitted by the USER to OBEO shall be in writing and directed to OBEO headquarters.

7. This agreement may be modified only by a written instrument duly executed by an authorized representative of OBEO and the USER. OBEO and the USER agrees that any terms and conditions of any purchase order or other instrument issued by the USER in connection with this agreement that are  inconsistent with the terms and conditions of this agreement shall be of no force of effect.

8. This agreement may not be assigned or transferred by the USER, in whole or in part, either voluntarily or by operation of law, without the prior written consent of OBEO.

9. The failure of a party to enforce any provision of this agreement shall not constitute a waiver of such provision or the right of such party to enforce such provision or any other provision.

10. This agreement will be governed by and construed in accordance with the substantive laws of FRANCE, without giving effect to any choice-of-law rules that may require the application of the laws of another jurisdiction.

11. In the event that, following a one (1) month period from the emergence of a dispute, the Parties have not achieved an amicable resolution, the most diligent Party may bring the matter before the Commercial Court of Nantes. The Parties expressly grant exclusive jurisdiction to the Commercial Court of Nantes to adjudicate on their disputes, including cases involving multiple defendants, summary proceedings, or third-party proceedings.