END USER LICENSE AGREEMENT FOR THE NEMA GUI-Builder Tool version v 1.0.1
THIS END USER LICENSE AGREEMENT (THIS “LICENSE”) IS A LEGAL AGREEMENT BETWEEN YOU, AS EITHER A SINGLE INDIVIDUAL, OR SINGLE LEGAL ENTITY, (“YOU”) AND (A) APPLIED MATERIALS, INC. IF YOU ARE A CITIZEN OF OR AN ENTITY CREATED UNDER THE LAWS OF ANY OF THE UNITED STATES, OR (B) APPLIED MATERIALS SOUTH EAST ASIA PTE. LTD. ("LICENSOR") FOR THE USE OF THE DELIVERABLES ACCOMPANYING THIS LICENSE. LICENSOR IS ONLY WILLING TO LICENSE OR PERMIT YOU TO USE THE DELIVERABLES ON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS IN THIS LICENSE. BY CLICKING “I AGREE” OR BY INSTALLING OR OTHERWISE DOWNLOADING OR USING THE DELIVERABLES, YOU AGREE TO BE BOUND BY ALL THE TERMS OF THIS LICENSE.
1. LICENSE GRANT.
1.1 DELIVERABLES: LICENSOR hereby grants to YOU, subject to the terms and conditions of this License, a nonexclusive, nontransferable, worldwide license to use (a) the software binaries for the Think Silicon® NEMA® | gui-builder Standard – Graphical User Interface Tool v 1.0.1 toolkit with cross-platform software framework enabling development, programming, creation, and design of Graphical User Interfaces (GUIs) for the LICENSOR GPU-Series and Display Controller-Series hardware (“Software Applications”) accompanying this License, and (b) any printed, electronic or online documentation for the Software Applications supplied with it (together with the binaries provided in connection with (a), the “Deliverables”), with both (a) and (b) relating to the NEMA® | gui-builder, Graphical-User-Interface building Tool,and where , such License solely for the purposes of developing, programming, creating, and designing Graphical User Interfaces (GUIs) for the THINK SILICON GPU-Series and Display Controller-Series hardware (the”Authorized Purpose”).
RIGHTS TO FEEDBACK:
1.2 YOU may at YOUR discretion provide suggestions, comments, feedback, ideas, or know-how (whether in oral or written form) (“Feedback”) to LICENSOR in connection with the Deliverables.
1.3 YOU hereby grant to LICENSOR and its affiliates under YOU r and YOUR r affiliates’ (as applicable) intellectual property a perpetual, irrevocable, royalty free, non-exclusive, worldwide license to: (i) use, copy, modify, and create derivative works of the Feedback as part of any or all of the Deliverables and any other LICENSOR products or services; (ii) sell, supply or otherwise distribute the whole or any part of the Feedback (and derivative works thereof) as part of any or all of the Deliverables and any other LICENSOR product(s); and (iii) sublicense to third parties the foregoing rights, including the right to sublicense to further third parties.
1.4 Except as expressly licensed to LICENSOR in Section 1.3, YOUR retain all right, title and interest in and to the Feedback provided by YOUR under this License.
1.5 YOU shall not knowingly provide LICENSOR any Feedback that YOU believe is subject to any patent, copyright or other intellectual property claim or right of any third party.
1.6 For the avoidance of doubt, LICENSOR shall be free to use, copy, disclose or otherwise distribute or exploit any Feedback as part of the Deliverables and any other LICENSOR products or services without obligation or restriction of any kind.
2. RESTRICTIONS ON USE OF THE DELIVERABLES.
REVERSE ENGINEERING: Except to the extent that such activity is permitted by applicable law YOU shall not reverse engineer, decompile or disassemble any of the Deliverables. Without limiting the foregoing, if the Deliverables were provided to YOU in Europe, YOU shall not reverse engineer, decompile or disassemble any of the Deliverables for the purposes of error correction.
RESTRICTIONS ON TRANSFER OF LICENSED RIGHTS: The rights granted to YOU under this License may not be assigned, sublicensed, or otherwise transferred by YOU to any third party without the prior written consent of LICENSOR. YOU shall not rent or lease the Deliverables, or except as expressly permitted above, share them with third parties. No right is granted to modify or distribute the source code of any Deliverables, including any modification or distribution that results in any of the Deliverables becoming subject to a license that requires as a condition of use, modification or distribution, that the code be disclosed or distributed in source code form or that others have the right to modify or prepare derivative works of it.
TITLE AND RESERVATION OF RIGHTS: YOU acknowledge that LICENSOR and its licensors own all right, title and interest in and to the Software Applications and Deliverables, including all patent, copyright, trademark and trade secret rights therein and thereto. YOU acquire no rights to the Deliverables other than as expressly provided by this License. The Deliverables are licensed not sold. LICENSOR does not transfer title to the Deliverables to YOU. In no event shall the licenses granted in Section 2 be construed as granting YOU expressly or by implication, estoppel or otherwise, licenses to any technology or intellectual property of LICENSOR or its affiliates other than the Deliverables. YOU acknowledge that the Software Applications and Deliverables are confidential and constitutes valuable assets and trade secrets of LICENSOR and its licensors, and YOU shall maintain the confidentiality thereof and take at least the same precautions to protect the confidentiality thereof that YOU take to protect YOU r own most valuable trade secrets (but in no event less than a reasonable degree or care). Without limiting the foregoing, YOU shall not disclose or make available to any third party or use for any other purpose the Software Applications or Deliverables except as expressly authorized in this License.
NOTICES: YOU shall not remove from the Deliverables any copyright notice or other notice (whether LICENSOR’s or its licensors’), and YOU shall ensure that any such notices are reproduced in any copies of the whole or any part of the Deliverables made by YOU. YOU shall not use LICENSOR’s or its licensors’ names, logos or trademarks to market YOUR software applications.
No right is granted to the Qt Toolkit, which is copyright by The Qt Company and/or its subsidiaries and other contributors, and is used by the Software Applications under the LGPL (see Section 6 "Compliance with LGPL").
3. OPEN SOURCE SOFTWARE
The Deliverables contains open source software. Such open source software is subject to the terms of the applicable open source license(s) and is not covered under the terms and conditions of this Agreement. Information about such open source software accompanies the Deliverables. YOU acknowledge that certain files are redistributed under the GNU Lesser General Public License v. 2.1 and the GNU Lesser General Public License v. 3 (either of the foregoing, the “LGPL”). YOU agree to indemnify, defend and hold harmless LICENSOR from any claims (including attorneys’ fees) related to YOUR use of the Deliverables or the distribution or use of YOUR software applications (including applications created using the Deliverables).
4. QT LIBRARIES
The Deliverables use Qt 5.9 libraries redistributed under the LGPL, as further described here: http://doc.qt.io/qt-5/deployment.html.
5. FREETYPE LICENSE
The Deliverables use the “Freetype library" re-distributed under the FreeType license (FTL) agreement: https://www.freetype.org/license.html
6. COMPLIANCE WITH LGPL.
The Deliverables use the Qt Toolkit, a cross-platform application and UI framework, which is licensed under the terms of the LGPL. YOU acknowledge that the Licensed Software complies with LGPL in the following ways:
6.1 The Deliverables dynamically link to the unmodified Qt Toolkit, as provided by the Qt Project in the pre-compiled binary format.
6.2 All users of the Deliverables are expressly allowed to change and re-link their own versions of the Qt Toolkit libraries as long as they remain interface-compatible with the libraries originally used to build the Deliverables.
6.3 Every installation of the Deliverables contains the "qt_lgpl" folder with the copy of the applicable Qt Toolkit licenses, as well as the file index.txt, which describes how to download, install, and build the Qt Toolkit dynamically linked libraries used by the Deliverables.
6.4. The "About " dialog box of the Software Application prominently states that this program uses the Qt Toolkit under the terms of LGPL. Additionally, the Help menu includes the standard "About Qt" dialog box, which informs the user about the exact version of Qt Toolkit and explains the Qt Toolkit licensing terms.
7. NO SUPPORT.
LICENSOR has no obligation to support or maintenance for the Deliverables, or to continue providing or updating any of the Deliverables.
8. NO WARRANTIES.
YOU AGREE THAT THE DELIVERABLES ARE LICENSED “AS IS”, AND THAT LICENSOR AND ANY THIRD PARTY LICENSOR EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS OR OTHER TERMS, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, TITLE, SATISFACTORY QUALITY, MERCHANTIBILITY, AND FITNESS FOR A PARTICULAR PURPOSE.
YOU EXPRESSLY ASSUME ALL LIABILITIES AND RISKS, FOR USE OR OPERATION OF ANY APPLICATION PROGRAMS YOU CREATE WITH THE DELIVERABLES, AND YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
9. LIMITATION OF LIABILITY.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LICENSOR OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF PROFITS) ARISING OUT OF THE USE OR INABILITY TO USE THE DELIVERABLES WHETHER BASED ON A CLAIM UNDER CONTRACT, TORT OR OTHER LEGAL THEORY, EVEN IF LICENSOR OR ANY SUCH LICENSOR WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, AND AS SUCH, THE FOREGOING MAY NOT FULLY APPLY TO YOU.
LICENSOR does not seek to limit or exclude liability for death or personal injury arising from LICENSOR's negligence.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS LICENSE, THE MAXIMUM LIABILITY OF LICENSOR AND ITS LICENSORS TO YOU IN AGGREGATE FOR ALL CLAIMS MADE AGAINST LICENSOR IN CONTRACT, TORT OR OTHERWISE UNDER OR IN CONNECTION WITH THE SUBJECT MATTER OF THIS LICENSE SHALL NOT EXCEED THE GREATER OF THE TOTAL OF ANY SUMS PAID BY YOU TO LICENSOR FOR THIS LICENSE, AND US$500.
10. U.S. GOVERNMENT RESTRICTED RIGHTS.
With respect to any distribution or license to or use by an agency or instrumentality of the U.S. government, the Software Applications and Deliverables shall be deemed "commercial computer software" and "commercial computer software documentation," as applicable. Absent written agreement to the contrary by LICENSOR, the rights of any U.S. government licensee with respect to such Software Applications and Deliverables shall be governed by the terms of this License, pursuant and subject to FAR 12.212(a) and/or DFARS 227.7202-3(a), as applicable.
11. TERM AND TERMINATION.
This License shall remain in force until terminated by YOU or by LICENSOR. Without prejudice to any of its other rights, if YOU are in breach of any of the terms and conditions of this License, then LICENSOR may terminate this License immediately upon written notice to YOU. YOU may terminate this License at any time upon written notice to LICENSOR.
Upon termination of this License by YOU or by LICENSOR, YOU shall immediately stop using the Deliverables and destroy all copies of the Deliverables in YOU r possession together with all documentation and related materials.
The provisions of Sections 1, 2.2 – 2.6, and 3 – 13 shall survive any termination of this License.
12. GENERAL.
This License is governed by the laws of the state of California, USA, without regard to its conflict of laws principles, and expressly excluding the UN Convention on the International Sale of Goods. All disputes arising out of or related to this License shall be subject to the exclusive jurisdiction and venue of the courts located in Santa Clara County, California, and YOU consent to the personal and exclusive jurisdiction and venue of these courts, provided that LICENSOR may bring an action to protect or enforce its intellectual property rights in any court of competent jurisdiction. Except where LICENSOR agrees otherwise in a written contract signed by YOU and LICENSOR, this is the only agreement between YOU and LICENSOR relating to the Deliverables and it may only be modified by written agreement between YOU and LICENSOR. Except as expressly agreed otherwise in writing by LICENSOR, this License may not be modified by purchase orders or other sales or transaction documents, or by advertising or any other representation by any person. If any clause in this License is held by a court of law to be illegal or unenforceable, the remaining provisions of this License shall not be affected thereby. The failure by LICENSOR to enforce any of the provisions of this License shall not constitute a waiver of LICENSOR's rights to enforce such provision or any other provision of this License in the future.
YOU agree to comply fully with all applicable laws and regulations of the United States and other countries regarding import and export ("Export Laws") with regard to the Software Applications and Deliverables, including to assure that the Software Applications and Deliverables are not (1) exported, directly or indirectly, in violation of Export Laws, either to any countries that are subject to U.S. export restrictions or to any end user who has been prohibited from participating in U.S. export transactions by any federal agency of the U.S. government; or (2) used for any purpose prohibited by Export Laws, including, without limitation, nuclear, chemical, or biological weapons proliferation.