new version
Pat St. Jean
psj at cgmlarson.com
Tue Jul 20 18:09:40 UTC 1999
Hello,
I've got a new version of our license here. Could y'all take a look at
it and let me know if it's certifiable... Thanks in advance!
Pat
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LARSON CGM GENERATOR FREE EDITION LICENSE
Version 1.0
1.0 Definitions
1.1 "Agreement" means this document.
1.2 "Contributor" means each person or entity that creates or contributes
to the creation of any Modification.
1.3 "Executable" means any form of computer code other than source code.
1.4 "Initial Developer" means Larson Software Technology(tm), Inc.
1.5 "Larger Work" means computer software which includes or combines all or
part of the Software and/or Modifications with computer code that is
not governed by this Agreement.
1.6 "Modification" means any addition to, deletion from, or other change
in, the substance or structure of any part of the Software or previous
Modifications.
1.7 "Software" means the CGM Generator(tm) computer software made available
by the Initial Developer under this Agreement, including source code in
compressed or archival form plus any associated interface definition
files, scripts used to control compilation and installation of
executable code, or a list of source code differential comparisons
against the Software.
2.0 Rights Granted
2.1 The Initial Developer hereby grants to you ("Licensee") a worldwide,
royalty-free, non-exclusive license, to use, reproduce, modify,
display, perform, sublicense, incorporate and distribute the Software
and/or previous Modifications and or Modifications made by or for
Licensee or any portion thereof, alone or as part of a Larger Work,
subject to third party intellectual property claims and provided
Licensee agrees to and complies with all of the conditions in this
Agreement.
2.2 Licensee may use, reproduce, incorporate and distribute the Software in
its entirety in unmodified form provided that the trademark, copyright
and other notices and disclaimers in the Software as provided by the
Initial Developer are not altered or removed.
2.3 Licensee may make, use, reproduce and distribute Modifications, and may
incorporate the Software and Modifications in whole or in part into
Larger Works and distribute the Software and Modifications as part of
such Larger Works.
2.4 Licensee hereby grants to Initial Developer and other Contributors a
worldwide, royalty-free, non-exclusive license, to use, reproduce,
modify, display, perform, sublicense, incorporate and distribute
Modifications made by or for Licensee or any portion thereof, alone or
as part of a Larger Work, subject to third party intellectual property
claims.
2.5 If Licensee's Modification is an application programming interface and
Licensee owns or controls patents which are reasonably necessary to
implement that API, Licensee hereby grants to Initial Developer and
other Contributors a royalty-free, non-exclusive license under such
patent(s) to the extent necessary to use, reproduce, modify, display,
perform, sublicense, incorporate and distribute such Modification,
subject to third party intellectual property claims. Licensee agrees
to identify such patents and the Modifications with which such patents
are necessary to the Initial Developer upon disclosure of the source
code thereto pursuant to Paragraph 4.1 herein.
3.0 Conditions for Copying and Redistribution
3.1 Licensee may not limit the rights of parties to whom Licensee allows
access to or provides copies of the Software or Modifications or
portions thereof (the "Recipients") more restrictively than the rights
granted hereunder. Should Licensee distribute the Software or
Modifications or portions thereof under a license with differing terms
than this Agreement, Licensee agrees to notify the Recipients in
writing that any such differing terms are offered by Licensee, not the
Initial Developer or another Contributor. Licensee hereby agrees to
indemnify the Initial Developer and other Contributors for any
liability incurred thereto as a result of such differing terms.
3.2 Except for the costs of data transfer, Licensee may not charge any fee
or otherwise receive consideration for Licensee's distributing the
Software or Modifications or portions thereof to Recipients, or
permitting access thereto or use thereby by Recipients, unless as part
of a Larger Work. Licensee may choose to offer, and to charge a fee
for, warranty, support, indemnity or liability obligations to
Recipients only on Licensee's own behalf, and not on behalf of the
Initial Developer or any other Contributor. Licensee must make
absolutely clear to such Recipients that any such warranty, support,
indemnity or liability obligation is offered by Licensee alone, and
hereby agrees to indemnify the Initial Developer and every other
Contributor for any liability resulting from such warranty, support,
indemnity or liability terms offered by Licensee.
3.3 Licensee agrees to cause each copy of the source code of each
Modification to which Licensee contributes to contain a file
documenting the changes Licensee made to create that Modification and
the date of any change. Licensee agrees to include a prominent
statement that each such Modification is derived, directly or
indirectly, from the Software provided by the Initial Developer and
include the name of the Initial Developer. Licensee further agrees to
include a complete copy of this Agreement in any documentation for such
source code provided to Recipients where the rights of the Recipient
are described.
3.4 In each file of source code of all or part of the Software or any
Modification that is created, copied or distributed by or for Licensee,
Licensee agrees to conspicuously include the following notices:
a) the following copyright notice:
"Copyright (c) 1999, Larson Software Technology(tm), Inc. All rights reserved."
b) the following notice:
"This file includes all or part of the CGM Generator(tm) Software developed by
Larson Software Technology(tm), Inc. All rights, title and interest in the CGM
Generator(tm) Software are owned by Larson Software Technology, Inc.
The contents of this file are subject to the Larson Software Free Edition
License (the "License"). You may not use this file except in compliance with
the License. You may obtain a copy of the License at http://www.cgmlarson.com.
Software distributed under the License is distributed on an "AS IS" basis,
WITHOUT WARRANTY OF ANY KIND, either express or implied. See the License for
specific language governing the rights and limitations under the License."
If it is not possible to put the above notices in a particular source code file
due to its structure, then Licensee must include such notice in a location
(such as a relevant directory file) where a user would be likely to look for
such a notice.
3.5 For Executable forms of the Software or Modifications created or
distributed by Licensee, Licensee agrees to include items 3.4 (a), (b)
above and a copy of this entire Agreement in documentation and/or other
materials provided therewith. In any notice in an Executable version or
related documentation in which Licensee describes the origin or
ownership of the Modification or Software, Licensee agrees to include a
prominent statement that the Modification is derived directly or
indirectly from the Software provided by the Initial Developer and
include the name of the Initial Developer.
3.6 Licensee shall not advertise or otherwise represent in any manner that
the Software is owned by Licensee. The trademarks/trade names Larson
Software Technology(tm), Inc. and CGM Generator(tm) Software or
variations thereof may not be used by or for Licensee other than as
expressly provided herein. Included in such prohibited actions is the
use of the trademarks/trade names Larson Software Technology, Inc. and
CGM Generator Software or variations thereof to endorse or promote
products derived from, used with or incorporating the Software, without
the prior written permission of the Initial Developer. All advertising
materials and documentation for any product incorporating any part of
the Software or Modifications, or mentioning the Software,
Modifications or any feature or use thereof, must display the following
acknowledgement:
"This product includes software developed by Larson Software Technology, Inc."
4.0 Availability of Source Code
4.1 Licensee agrees to promptly either provide Initial Developer with a
complete copy of source code or register with Initial Developer the
location on the Internet where the source code can be found, for any
Modification which Licensee or any of its agents creates, or
contributes, and distributes, in no case not later than 60 days after
the date such Modification is first distributed by Licensee or its
agents.
5.0 Intellectual Property Matters
5.1 Initial Developer owns all right, title and interest in and to the
Software.
5.2 Licensee acknowledges that Initial Developer and other Contributors may
use, copy, modify, incorporate into Larger Works and distribute
Modifications that are created by or for Licensee, and may grant other
parties such rights, all with no obligations of any sort to Licensee
except as explicity stated in this Agreement.
5.3 If Licensee obtains knowledge that a third party claims an intellectual
property or other right in the Software, Modifications or any
functionality or code thereof, Licensee agrees to promptly notify
Initial Developer in writing of the details thereof, including a
description of the claim and the party making the claim.
6.0 Versions of the Agreement.
6.1 Initial Developer may publish revised and/or new versions of this
Agreement from time to time. Each version will be given a
distinguishing version number.
6.2 Once any Software and/or Modification has been made available by
Initial Developer under a particular version of this Agreement,
Licensee may continue to use such Software and/or Modification under
the terms of that version. Licensee may also use the earlier accessed
Software under the terms of any subsequent version of this Agreement.
7.0 Inability to Comply Due to Statute or Regulation
7.1 If it is impossible for Licensee to comply with any of the terms of
this Agreement with respect to some or all of the Software or
Modifications due to statute or regulation then Licensee must (a)
comply with the terms of this Agreement to the maximum extent possible,
and (b) describe the limitations on Licensee's ability to fully comply
and identify the portions of the code of the Software and/or
Modifications they affect. Such description must be provided to the
Initial Developer, must be included with every copy of the Software
and/or Modification distributed by Licensee and must be sufficiently
detailed for a Recipient to understand it.
8.0 Termination
8.1 This Agreement and the rights granted hereunder will terminate
automatically if Licensee fails to comply with any term herein and
fails to cure such breach within 30 days of becoming aware of the
breach. Provisions of this Agreement which, by their nature, must
remain in effect beyond the termination hereof shall survive.
9.0 U.S. Government End Users
9.1 The Software is a "commercial item," as that term is defined in 48
C.F.R. 2.101 (Oct.1995), consisting of "commercial computer software"
and "commercial computer software documentation," as such terms are
used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212
and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S.
Government end users acquire the Software and Modifications with only
those rights set forth herein.
10.0 NO WARRANTY
10.1 THIS SOFTWARE AND EXISTING MODIFICATIONS ARE PROVIDED BY INITIAL
DEVELOPER "AS IS" AND WITHOUT ANY WARRANTY OF ANY KIND. LICENSEE
ACCEPTS ALL RISKS AND LIABILITIES ASSOCIATED WITH THE USE, COPYING,
MODIFICATION, INCORPORATION AND DISTRIBUTION OF THE SOFTWARE AND
MODIFICATIONS THEREOF BY LICENSEE AND RECIPIENTS.
10.2 INITIAL DEVELOPER DOES NOT MAKE AND HEREBY DISCLAIMS ANY EXPRESS OR
IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF
NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE,
THAT THE SOFTWARE OR MODIFICATIONS THEREOF ARE FREE OF DEFECTS, AND ANY
WARRANTIES THAT MIGHT ARISE FROM A COURSE OF DEALING, USAGE OR TRADE
PRACTICE.
10.3 THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE AND
MODIFICATIONS THEREOF IS WITH LICENSEE. SHOULD THE SOFTWARE,
MODIFICATIONS OR ANY PART THEREOF PROVE DEFECTIVE IN ANY RESPECT, THE
LICENSEE, NOT THE INITIAL DEVELOPER OR ANY OTHER CONTRIBUTOR, ASSUMES
THE COST OF ANY NECESSARY SERVICING, REPAIR OR CORRECTION.
10.4 IN NO EVENT WILL THE INITIAL DEVELOPER OR ANY OTHER CONTRIBUTOR BE
LIABLE TO THE LICENSEE OR ANY OTHER PARTY FOR ANY LOST REVENUE, LOST
DATA, DATA RENDERED INACCURATE, LOST PROFITS, FAILURE OF THE SOFTWARE
TO OPERATE WITH ANY OTHER PROGRAMS OR TO PERFORM ANY FUNCITON, OR FOR
ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, THE
PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, BUSINESS
INTERRUPTION, OR DAMAGES OR LOSS OF ANY OTHER TYPE HOWEVER CAUSED, AND
ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR
TORT RELATING IN ANY WAY TO THE SOFTWARE, EVEN IF THE INITIAL DEVELOPER
OR CONTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OR PROBABILITY
OF SUCH DAMAGE.
10.5 The Software is not designed or intended for use in on-line control of
aircraft, air traffic, aircraft navigation or aircraft communications,
or in the design, construction, operation or maintenance of any nuclear
facility. Licensee warrants that Licensee will not use or redistribute
or otherwise allow the use of the Software for such purposes.
10.6 THE DISCLAIMER OF WARRANTY IN PARAGRAPHS 10.1-10.5 ABOVE CONSTITUTES AN
ESSENTIAL PART OF THIS AGREEMENT.
11.0 Miscellaneous
11.1 This Agreement constitutes the entire agreement between the
parties with respect to the subject matter hereof. Neither this
Agreement nor any term covenant, condition or other provision hereof
may be changed, amended, waived, discharged or terminated except by an
instrument in writing agreed to and signed by both parties. The
headings used in this Agreement are for convenience, are not part of
this Agreement and shall not, in any way, affect the meaning or
interpretation of this Agreement.
11.2 If any provision of this Agreement is deemed unenforceable or invalid,
in whole or in part, such provision shall be reformed only to the
extent necessary to make it enforceable, and the remainder of this
Agreement shall continue in full force and effect. This Agreement shall
be governed by and construed, and the legal relations between the
parties determined, in accordance with the laws of the State of Texas.
The application of the United Nations Convention on Contracts for the
International Sale of Goods is expressly excluded. The venue for the
settlement of disputes shall be Harris County, Texas.
11.3 This Agreement and all rights and obligations hereunder are binding
upon Licensee's officer, directors, employees, agents, assigns,
successors in interest and other legal representatives.
LICENSEE'S DOWNLOADING, OR OTHER COPYING, OF ALL OR ANY PART OF THE SOFTWARE IN
ANY FORM SIGNIFIES ACCEPTANCE OF THIS LICENSE.
--
Patrick St. Jean '97 XLH 883 psj at cgmlarson.com
Programmer & Systems Administrator +1 713-977-4177 x115
Larson Software Technology http://www.cgmlarson.com
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