MINDTREE PUBLIC LICENSE Version 0.9 13 Feb 2006 MindTree Consulting Private Limited ("MindTree") is the owner of the Original Licensed Software and proposes to permit the use, copy, Distribution or Modification of the Original Licensed Software under the terms of this MindTree Public License (the "MTPL"). You agree to be bound by the terms of this MTPL and that You will abide by and adhere to the duties and obligations contained in this MTPL. Your acceptance shall operate as a valid binding contract for the purpose of all applicable laws in this regard. 1. MindTree is the owner of the Original Licensed Software, in its entirety, as protected by Indian law and international conventions. Subject to the terms of this MTPL, MindTree hereby grants You a world-wide, royalty-free, perpetual, non-exclusive license to install, use, reproduce, Modify, display, perform and Distribute the Original Licensed Software verbatim or portions thereof , in Source Code, with or without the object code and each Contributor grants You a world-wide, royalty-free, perpetual, non-exclusive license to install, use, reproduce, Modify, display, perform and Distribute the Modifications verbatim or portions thereof or as part of the larger work including the Original Licensed Software, in Source Code, with or without the object code. 2. In the event You Distribute copies of the Original Licensed Software, You agree that You shall Distribute the same under the terms of the MTPL, make available a copy of this MTPL to every recipient of the Original Licensed Software and ensure that such recipient is bound by the terms and conditions of this MTPL. Any failure on Your part to Distribute the Original Licensed Software, under the terms of the MTPL, including providing a copy of this MTPL, shall render You liable for all direct or indirect consequences arising from such failure, including any indemnification to be provided to MindTree for all such consequences. 3. You shall not be required to publish, in accordance with this MTPL, any Modifications to the Original Licensed Software in the event You do not intend on Distributing the same. However, in the event You Distribute the Modifications to the Original Licensed Software, You agree (i) to make available the Source Code of the Original Licensed Software and any Modifications and (ii) to ensure that the Source Code of the Modifications and the Original Licensed Software are published under the terms of this MTPL or any future versions and the Modifications and Original Licensed Software are Distributed under the terms and notices of this MTPL or any future versions (including the copyright notices contained in the MTPL). Any failure on Your part to Distribute the Original Licensed Software and any Modifications, under the terms of the MTPL, including providing a copy of this MTPL or any future version shall render You liable for all direct or indirect consequences arising from such failure, including any indemnification to be provided to MindTree for all such consequences. 4. You, as a Contributor, agree to grant to future licensees a world-wide, perpetual, royalty-free, non-exclusive license, subject to third party intellectual property claims, to install, use, reproduce, Modify, display, perform, and Distribute any Modifications created by You or portions thereof, in Source Code with or without the Object Code, either on an unmodified basis or as part of any larger work. 5. All Modifications created and Distributed by You shall be clearly identifiable to have been made by You. You shall submit, in writing or electronically in a manner that can be unequivocally attributed to You, Your Modifications to MindTree, or any other agency authorized to make available the Original Licensed Software, for its inclusion in the Original Licensed Software. Your Modifications shall be documented in a file as part of the Source file which shall also contain Your name, permanent physical address, email address, the date of the modification. If You have knowledge that a license to a third party's intellectual property right is required to exercise the rights granted by this MTPL to Your Modifications, including the right to use an API, You must declare so and describe the claim and provide adequate information about such party in the said file. 6. You represent to MindTree and any other users that Your Modifications are Your original work and that they do not infringe the intellectual property rights of any other person other than a patent identified and declared by You as part of Your file in the Source Code. You shall indemnify, defend and hold harmless MindTree or any other licensee from and against all demands, liabilities, causes of action, judgments, costs, claims, damages, suits, losses and expenses (including attorneys' fees), of any nature, kind or description of any person or entity whomsoever as a result of and arising our of any breach of representation and warranty provided herein. 7. This MTPL, in no way, grants any rights to trademarks, copyrights, patents, trade secrets or any other intellectual property of MindTree or of any Contributor except as expressly stated herein. You agree that You shall not register a patent or other intellectual property right in respect of the Original Licensed Software or any Modifications. 8. If any provision of this MTPL shall be invalid or unenforceable to any extent, for any reason including by reason of any law or regulation or government policy or decision of a court of law, as against You, You shall cease to carry out such acts which conflict with the terms of this MTPL. Further, You agree that the remainder of this MTPL and the application of such provision to You other than those as to which it is held invalid or unenforceable shall not be affected thereby, and each provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 9. THE ORIGINAL LICENSED SOFTWARE AND ANY MODIFICATION ARE PROVIDED TO YOU UNDER THIS LICENSE ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES THAT THE ORIGINAL LICENSED SOFTWARE IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE ORIGINAL LICENSED SOFTWARE AND ANY MODIFICATION IS WITH YOU (NOT MINDTREE OR A CONTRIBUTOR). SHOULD ORIGINAL LICENSED SOFTWARE AND ANY MODIFICATION PROVE DEFECTIVE IN ANY RESPECT, YOU (AND NOT MINDTREE OR ANY OTHER CONTRIBUTOR) ASSUME THE COST OF ANY NECESSARY SERVICING, REPAIR OR CORRECTION. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE. NO USE OF ORIGINAL LICENSED SOFTWARE OR MODIFICATION IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER. 10. YOU ASSUME THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE ORIGINAL LICENSED SOFTWARE OR MODIFICATION AND YOU AGREE THAT IN NO EVENT AND UNDER NO LEGAL THEORY, WHETHER TORT (INCLUDING NEGLIGENCE), CONTRACT, OR OTHERWISE SHALL MINDTREE OR A CONTRIBUTOR BE HELD LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES WITH RESPECT TO ANY CLAIM, FOR ANY REASON, INCLUDING BUT NOT LIMITED TO ON ACCOUNT OF OR ARISING FROM USE OF THE ORIGINAL LICENSED SOFTWARE, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF SUCH PARTY SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. 11. In the event You fail to comply with the terms of this MTPL and fail to cure a breach within thirty (30) days of becoming aware of such breach, the MTPL and the rights granted hereunder will automatically terminate as regards You. From the date of termination, You shall cease to use the Original Licensed Software. All Distributions of the Original Licensed Software that are properly made shall however survive any termination of this MTPL. Provisions that, by their nature, must remain in effect beyond the termination of this MTPL, shall survive. 12. If You initiate litigation by asserting a patent infringement claim against MindTree or a Contributor ("Respondent") alleging that Original Licensed Software or any Modification directly or indirectly infringes any patent, then any and all rights granted by such Respondent to You under Sections 1 or 4 of this MTPL shall terminate prospectively upon thirty (30) days notice from Respondent (the "Notice Period") unless within that Notice Period You either agree in writing to withdraw Your litigation claim with respect to the Original Licensed Software against such Respondent, failing which the rights granted by MindTree or Contributor to You under Sections 1 and 4 automatically terminate at the expiration of said Notice Period. 13. MindTree has the right to publish revised and/or new versions of this MTPL. You have the option to use the Original Licensed Software under this version of the MTPL or under the terms of any subsequent version of the MTPL as published by MindTree. No one other than MindTree has the right to modify the terms applicable to Original Licensed Software created under this MTPL. 14. This MTPL shall be governed by and construed and interpreted in accordance with the laws of India, without giving effect to any conflict of law principles. You hereby irrevocably consent to the exclusive jurisdiction of the Courts of the Bangalore in connection with any action or proceeding arising out of or relating to this MTPL. 15. Definitions and Interpretation "Contributor" shall mean MindTree and any individual or legal entity on behalf of whom a Contribution has been received by MindTree and subsequently incorporated within the Original Licensed Software. "Distribute" shall mean to post, publish, upload, initiate, transfer or otherwise make available the Original Licensed Software and any Modifications to another person, and shall specifically cover the act of placing a copy of the Original Licensed Software anywhere that another party might reasonably be expected to gain access. Distribution may be possible in any medium (whether tangible or intangible, fixed or unfixed), including, but not limited to, document-based medium, computer-based network, network, magnetic means, electronic means, and any other method for the publication, retention, conveyance, possession or holding of content. "Interface" shall mean interfaces, functions, properties, class definitions, APIs, Header Files, GUIDs, VTables, and/or protocols allowing one piece of software, firmware or hardware to communicate or interoperate with another piece of software, firmware or hardware. "Modification(s)" shall mean (i) any addition to, deletion from and/or change to the substance and/or structure of the Original Licensed Software, including Interfaces; (ii) any addition to, deletion from and/or change to the files or modules of the Source Code; (iii) adding any new file that contains any part of Original Licensed Software. Modifications shall also include translations of the Original Licensed Software. "Original Licensed Software" shall mean the software licensed by MindTree under this MTPL, which shall include its Source Code, its object code, its Interfaces, and all updates, enhancements, releases, patches, modifications, and error corrections, and any literature or materials of any kind provided in written or electronic form in connection the Original Licensed Software, including training, promotional or sales literature or materials. "Source Code" means the computer-programming code for making Modifications, not directly executable by a computer but which may be printed out or displayed in a human readable form, including all modules it contains, plus any associated Interfaces, scripts used to control compilation and installation of an executable, which when compiled through a compiler program is convertible into machine readable code. "You" or "Your" shall mean an individual or legal entity exercising permissions granted by this MTPL. The following rules apply unless the context requires otherwise: (a) Examples given in this MTPL are non-limiting. The words "including" and "includes" are non-limiting; (b) words in the singular number include the plural and vice versa; and (c) where a word or phrase is given a particular meaning, other parts of speech and grammatical forms of that word or phrase have corresponding meanings. 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