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128 KiB
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1990 lines
128 KiB
Plaintext
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Licensing information about third-party products included with HARFANG® 3D.
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-------------------------------------------------------------------------------
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I. Mentions -----------
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This software is based in part on the work of the Independent JPEG Group.
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Portions of this software are copyright © 2015 The FreeType Project
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(www.freetype.org). All rights reserved.
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stb_vorbis, stb_image.h and stb_image_write.h written by Sean Barrett.
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Lua Copyright © 1994–2015 Lua.org, PUC-Rio.
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LuaJIT is Copyright © 2005-2015 Mike Pall, released under the MIT open source
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license.
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Bullet Collision Detection and Physics Library Copyright (c) 2012 Advanced Micro
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Devices, Inc. http://bulletphysics.org
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libcurl is Copyright (c) 1996 - 2015, Daniel Stenberg, daniel@haxx.se. All
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rights reserved.
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Anti-Grain Geometry - Version 2.4 Copyright (C) 2002-2005 Maxim Shemanarev
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(McSeem)
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Recast is Copyright (c) 2009 Mikko Mononen memon@inside.org
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Extended Module Player Lite Copyright (C) 1996-2014 Claudio Matsuoka and
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Hipolito Carraro Jr
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enet is Copyright (c) 2002-2015 Lee Salzman
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TinyXML-2 is released under the zlib license.
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unzip.h version 1.1, February 14h, 2010 Copyright (C) 1998-2010 Gilles Vollant
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(minizip) ( http://www.winimage.com/zLibDll/minizip.html )
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Modifications of Unzip for Zip64 Copyright (C) 2007-2008 Even Rouault
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Modifications for Zip64 support on both zip and unzip Copyright (C) 2009-2010
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Mathias Svensson ( http://result42.com )
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rapidjson is Copyright (C) 2011 Milo Yip
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googletest is Copyright 2008, Google Inc. All rights reserved.
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zlib is (C) 1995-2013 Jean-loup Gailly and Mark Adler
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libvpx is Copyright (c) 2010, The WebM Project authors. All rights reserved.
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II. Licenses ------------
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1. jpeglib
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Independent JPEG Group License LEGAL ISSUES
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In plain English:
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1. We don't promise that this software works. (But if you find any bugs, please
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let us know!) 2. You can use this software for whatever you want. You don't have
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to pay us. 3. You may not pretend that you wrote this software. If you use it in
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a program, you must acknowledge somewhere in your documentation that you've used
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the IJG code.
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In legalese:
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The authors make NO WARRANTY or representation, either express or implied, with
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respect to this software, its quality, accuracy, merchantability, or fitness for
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a particular purpose. This software is provided "AS IS", and you, its user,
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assume the entire risk as to its quality and accuracy.
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This software is copyright (C) 1991-1998, Thomas G. Lane. All Rights Reserved
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except as specified below.
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Permission is hereby granted to use, copy, modify, and distribute this software
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(or portions thereof) for any purpose, without fee, subject to these conditions:
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(1) If any part of the source code for this software is distributed, then this
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README file must be included, with this copyright and no-warranty notice
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unaltered; and any additions, deletions, or changes to the original files must
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be clearly indicated in accompanying documentation. (2) If only executable code
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is distributed, then the accompanying documentation must state that "this
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software is based in part on the work of the Independent JPEG Group". (3)
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Permission for use of this software is granted only if the user accepts full
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responsibility for any undesirable consequences; the authors accept NO LIABILITY
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for damages of any kind.
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These conditions apply to any software derived from or based on the IJG code,
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not just to the unmodified library. If you use our work, you ought to
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acknowledge us.
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Permission is NOT granted for the use of any IJG author's name or company name
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in advertising or publicity relating to this software or products derived from
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it. This software may be referred to only as "the Independent JPEG Group's
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software".
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We specifically permit and encourage the use of this software as the basis of
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commercial products, provided that all warranty or liability claims are assumed
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by the product vendor.
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ansi2knr.c is included in this distribution by permission of L. Peter Deutsch,
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sole proprietor of its copyright holder, Aladdin Enterprises of Menlo Park, CA.
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ansi2knr.c is NOT covered by the above copyright and conditions, but instead by
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the usual distribution terms of the Free Software Foundation; principally, that
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you must include source code if you redistribute it. (See the file ansi2knr.c
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for full details.) However, since ansi2knr.c is not needed as part of any
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program generated from the IJG code, this does not limit you more than the
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foregoing paragraphs do.
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The Unix configuration script "configure" was produced with GNU Autoconf. It is
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copyright by the Free Software Foundation but is freely distributable. The same
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holds for its supporting scripts (config.guess, config.sub, ltconfig,
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ltmain.sh). Another support script, install-sh, is copyright by M.I.T. but is
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also freely distributable.
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It appears that the arithmetic coding option of the JPEG spec is covered by
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patents owned by IBM, AT&T, and Mitsubishi. Hence arithmetic coding cannot
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legally be used without obtaining one or more licenses. For this reason, support
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for arithmetic coding has been removed from the free JPEG software. (Since
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arithmetic coding provides only a marginal gain over the unpatented Huffman
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mode, it is unlikely that very many implementations will support it.) So far as
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we are aware, there are no patent restrictions on the remaining code.
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The IJG distribution formerly included code to read and write GIF files. To
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avoid entanglement with the Unisys LZW patent, GIF reading support has been
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removed altogether, and the GIF writer has been simplified to produce
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"uncompressed GIFs". This technique does not use the LZW algorithm; the
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resulting GIF files are larger than usual, but are readable by all standard GIF
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decoders.
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We are required to state that "The Graphics Interchange Format(c) is the
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Copyright property of CompuServe Incorporated. GIF(sm) is a Service Mark
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property of CompuServe Incorporated."
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2. FreeType 2
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The FreeType Project LICENSE ----------------------------
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2006-Jan-27
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Copyright 1996-2002, 2006 by
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David Turner, Robert Wilhelm, and Werner Lemberg
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Introduction ============
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The FreeType Project is distributed in several archive packages; some of
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them may contain, in addition to the FreeType font engine, various tools and
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contributions which rely on, or relate to, the FreeType Project.
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This license applies to all files found in such packages, and which do
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not fall under their own explicit license. The license affects thus the
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FreeType font engine, the test programs, documentation and makefiles, at
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the very least.
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This license was inspired by the BSD, Artistic, and IJG
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(Independent JPEG Group) licenses, which all encourage inclusion and use of
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free software in commercial and freeware products alike. As a
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consequence, its main points are that:
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o We don't promise that this software works. However, we will be
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interested in any kind of bug reports. (`as is' distribution)
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o You can use this software for whatever you want, in parts or
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full form, without having to pay us. (`royalty-free' usage)
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o You may not pretend that you wrote this software. If you use
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it, or only parts of it, in a program, you must acknowledge somewhere
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in your documentation that you have used the FreeType code.
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(`credits')
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We specifically permit and encourage the inclusion of this software,
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with or without modifications, in commercial products. We disclaim all
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warranties covering The FreeType Project and assume no liability related
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to The FreeType Project.
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Finally, many people asked us for a preferred form for a
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credit/disclaimer to use in compliance with this license. We thus encourage
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you to use the following text:
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""" Portions of this software are copyright ? <year> The FreeType Project
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(www.freetype.org). All rights reserved. """
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Please replace <year> with the value from the FreeType version you actually
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use.
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Legal Terms ===========
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0. Definitions --------------
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Throughout this license, the terms `package', `FreeType Project', and
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`FreeType archive' refer to the set of files originally distributed by
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the authors (David Turner, Robert Wilhelm, and Werner Lemberg) as the
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`FreeType Project', be they named as alpha, beta or final release.
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`You' refers to the licensee, or person using the project, where `using' is
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a generic term including compiling the project's source code as well as
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linking it to form a `program' or `executable'. This program is referred
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to as `a program using the FreeType engine'.
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This license applies to all files distributed in the original FreeType
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Project, including all source code, binaries and documentation,
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unless otherwise stated in the file in its original, unmodified form
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as distributed in the original archive. If you are unsure whether or not a
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particular file is covered by this license, you must contact us to verify
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this.
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The FreeType Project is copyright (C) 1996-2000 by David Turner, Robert
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Wilhelm, and Werner Lemberg. All rights reserved except as specified below.
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1. No Warranty --------------
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THE FREETYPE PROJECT IS PROVIDED `AS IS' WITHOUT WARRANTY OF ANY KIND,
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EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF
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MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL
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ANY OF THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY DAMAGES CAUSED BY
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THE USE OR THE INABILITY TO USE, OF THE FREETYPE PROJECT.
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2. Redistribution -----------------
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This license grants a worldwide, royalty-free, perpetual and irrevocable
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right and license to use, execute, perform, compile, display, copy,
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create derivative works of, distribute and sublicense the FreeType
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Project (in both source and object code forms) and derivative works
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thereof for any purpose; and to authorize others to exercise some or all
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of the rights granted herein, subject to the following conditions:
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o Redistribution of source code must retain this license file
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(`FTL.TXT') unaltered; any additions, deletions or changes to the
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original files must be clearly indicated in accompanying documentation.
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The copyright notices of the unaltered, original files must be
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preserved in all copies of source files.
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o Redistribution in binary form must provide a disclaimer that
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states that the software is based in part of the work of the FreeType
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Team, in the distribution documentation. We also encourage you to put
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an URL to the FreeType web page in your documentation, though this isn't
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mandatory.
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These conditions apply to any software derived from or based on the
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FreeType Project, not just the unmodified files. If you use our work, you
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must acknowledge us. However, no fee need be paid to us.
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3. Advertising --------------
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Neither the FreeType authors and contributors nor you shall use the name of
|
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the other for commercial, advertising, or promotional purposes without
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specific prior written permission.
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We suggest, but do not require, that you use one or more of the following
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phrases to refer to this software in your documentation or advertising
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materials: `FreeType Project', `FreeType Engine', `FreeType library', or
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`FreeType Distribution'.
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As you have not signed this license, you are not required to accept it.
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However, as the FreeType Project is copyrighted material, only this
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license, or another one contracted with the authors, grants you the right
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to use, distribute, and modify it. Therefore, by using, distributing, or
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modifying the FreeType Project, you indicate that you understand and accept
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all the terms of this license.
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4. Contacts -----------
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There are two mailing lists related to FreeType:
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o freetype@nongnu.org
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Discusses general use and applications of FreeType, as well as future and
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wanted additions to the library and distribution. If you are looking
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for support, start in this list if you haven't found anything to help
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you in the documentation.
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o freetype-devel@nongnu.org
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Discusses bugs, as well as engine internals, design issues, specific
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licenses, porting, etc.
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Our home page can be found at
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http://www.freetype.org
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3. zlib.h
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/* zlib.h -- interface of the 'zlib' general purpose compression library
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version 1.2.8, April 28th, 2013
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Copyright (C) 1995-2013 Jean-loup Gailly and Mark Adler
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This software is provided 'as-is', without any express or implied warranty.
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In no event will the authors be held liable for any damages arising from the
|
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use of this software.
|
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Permission is granted to anyone to use this software for any purpose,
|
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including commercial applications, and to alter it and redistribute it freely,
|
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subject to the following restrictions:
|
|||
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1. The origin of this software must not be misrepresented; you must not
|
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claim that you wrote the original software. If you use this software in a
|
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product, an acknowledgment in the product documentation would be
|
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appreciated but is not required.
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2. Altered source versions must be plainly marked as such, and must not be
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misrepresented as being the original software.
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3. This notice may not be removed or altered from any source distribution.
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Jean-loup Gailly Mark Adler jloup@gzip.org
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madler@alumni.caltech.edu
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*/
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4. stb_vorbis
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// Written by Sean Barrett in 2007, last updated in 2014 // Sponsored by RAD
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Game Tools. // // Placed in the public domain April 2007 by the author: no
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copyright // is claimed, and you may use it for any purpose you like. // // No
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warranty for any purpose is expressed or implied by the author (nor // by RAD
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Game Tools). Report bugs and send enhancements to the author.
|
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5. stb_image.h
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/* stb_image - v2.06 - public domain image loader -
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http://nothings.org/stb_image.h
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no warranty implied; use at your own risk
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*/
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6. stb_image_write.h
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/* stb_image_write - v0.98 - public domain -
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http://nothings.org/stb/stb_image_write.h
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writes out PNG/BMP/TGA images to C stdio - Sean Barrett 2010
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|||
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no warranty implied; use at your own risk */
|
|||
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|||
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7. Lua
|
|||
|
|
|||
|
Copyright © 1994–2015 Lua.org, PUC-Rio. Permission is hereby granted, free of
|
|||
|
charge, to any person obtaining a copy of this software and associated
|
|||
|
documentation files (the "Software"), to deal in the Software without
|
|||
|
restriction, including without limitation the rights to use, copy, modify,
|
|||
|
merge, publish, distribute, sublicense, and/or sell copies of the Software, and
|
|||
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to permit persons to whom the Software is furnished to do so, subject to the
|
|||
|
following conditions:
|
|||
|
|
|||
|
The above copyright notice and this permission notice shall be included in all
|
|||
|
copies or substantial portions of the Software.
|
|||
|
|
|||
|
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
|
|||
|
IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS
|
|||
|
FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR
|
|||
|
COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER
|
|||
|
IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN
|
|||
|
CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.
|
|||
|
|
|||
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8. LuaJIT
|
|||
|
|
|||
|
Copyright © 2005-2015 Mike Pall.
|
|||
|
|
|||
|
Permission is hereby granted, free of charge, to any person obtaining a copy of
|
|||
|
this software and associated documentation files (the "Software"), to deal in
|
|||
|
the Software without restriction, including without limitation the rights to
|
|||
|
use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of
|
|||
|
the Software, and to permit persons to whom the Software is furnished to do so,
|
|||
|
subject to the following conditions:
|
|||
|
|
|||
|
The above copyright notice and this permission notice shall be included in all
|
|||
|
copies or substantial portions of the Software.
|
|||
|
|
|||
|
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
|
|||
|
IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS
|
|||
|
FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR
|
|||
|
COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER
|
|||
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IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN
|
|||
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CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.
|
|||
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8. Bullet Physics SDK
|
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|
|||
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Bullet Collision Detection and Physics Library Copyright (c) 2012 Advanced Micro
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|||
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Devices, Inc. http://bulletphysics.org
|
|||
|
|
|||
|
This software is provided 'as-is', without any express or implied warranty. In
|
|||
|
no event will the authors be held liable for any damages arising from the use of
|
|||
|
this software. Permission is granted to anyone to use this software for any
|
|||
|
purpose, including commercial applications, and to alter it and redistribute it
|
|||
|
freely, subject to the following restrictions:
|
|||
|
|
|||
|
1. The origin of this software must not be misrepresented; you must not claim
|
|||
|
that you wrote the original software. If you use this software in a product, an
|
|||
|
acknowledgment in the product documentation would be appreciated but is not
|
|||
|
required. 2. Altered source versions must be plainly marked as such, and must
|
|||
|
not be misrepresented as being the original software. 3. This notice may not be
|
|||
|
removed or altered from any source distribution.
|
|||
|
|
|||
|
9. libcurl
|
|||
|
|
|||
|
Copyright (c) 1996 - 2015, Daniel Stenberg, daniel@haxx.se. All rights reserved.
|
|||
|
|
|||
|
Permission to use, copy, modify, and distribute this software for any purpose
|
|||
|
with or without fee is hereby granted, provided that the above copyright notice
|
|||
|
and this permission notice appear in all copies.
|
|||
|
|
|||
|
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
|
|||
|
IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS
|
|||
|
FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT OF THIRD PARTY RIGHTS. IN NO EVENT
|
|||
|
SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER
|
|||
|
LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM,
|
|||
|
OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE
|
|||
|
SOFTWARE.
|
|||
|
|
|||
|
Except as contained in this notice, the name of a copyright holder shall not be
|
|||
|
used in advertising or otherwise to promote the sale, use or other dealings in
|
|||
|
this Software without prior written authorization of the copyright holder.
|
|||
|
|
|||
|
10. AGG 2.4
|
|||
|
|
|||
|
Anti-Grain Geometry - Version 2.4 Copyright (C) 2002-2005 Maxim Shemanarev
|
|||
|
(McSeem)
|
|||
|
|
|||
|
Redistribution and use in source and binary forms, with or without modification,
|
|||
|
are permitted provided that the following conditions are met:
|
|||
|
|
|||
|
1. Redistributions of source code must retain the above copyright
|
|||
|
notice, this list of conditions and the following disclaimer.
|
|||
|
|
|||
|
2. Redistributions in binary form must reproduce the above copyright
|
|||
|
notice, this list of conditions and the following disclaimer in the
|
|||
|
documentation and/or other materials provided with the distribution.
|
|||
|
|
|||
|
3. The name of the author may not be used to endorse or promote
|
|||
|
products derived from this software without specific prior written
|
|||
|
permission.
|
|||
|
|
|||
|
THIS SOFTWARE IS PROVIDED BY THE AUTHOR ``AS IS'' AND ANY EXPRESS OR IMPLIED
|
|||
|
WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
|
|||
|
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT
|
|||
|
SHALL THE AUTHOR BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,
|
|||
|
EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT
|
|||
|
OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS
|
|||
|
INTERRUPTION) 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 THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY
|
|||
|
OF SUCH DAMAGE.
|
|||
|
|
|||
|
11. Recast
|
|||
|
|
|||
|
Copyright (c) 2009 Mikko Mononen memon@inside.org
|
|||
|
|
|||
|
This software is provided 'as-is', without any express or implied warranty. In
|
|||
|
no event will the authors be held liable for any damages arising from the use of
|
|||
|
this software.
|
|||
|
|
|||
|
Permission is granted to anyone to use this software for any purpose, including
|
|||
|
commercial applications, and to alter it and redistribute it freely, subject to
|
|||
|
the following restrictions:
|
|||
|
|
|||
|
1. The origin of this software must not be misrepresented; you must not claim
|
|||
|
that you wrote the original software. If you use this software in a product, an
|
|||
|
acknowledgment in the product documentation would be appreciated but is not
|
|||
|
required. 2. Altered source versions must be plainly marked as such, and must
|
|||
|
not be misrepresented as being the original software. 3. This notice may not be
|
|||
|
removed or altered from any source distribution.
|
|||
|
|
|||
|
12. libxmp-lite
|
|||
|
|
|||
|
Extended Module Player Lite Copyright (C) 1996-2014 Claudio Matsuoka and
|
|||
|
Hipolito Carraro Jr
|
|||
|
|
|||
|
Permission is hereby granted, free of charge, to any person obtaining a copy of
|
|||
|
this software and associated documentation files (the "Software"), to deal in
|
|||
|
the Software without restriction, including without limitation the rights to
|
|||
|
use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of
|
|||
|
the Software, and to permit persons to whom the Software is furnished to do so,
|
|||
|
subject to the following conditions:
|
|||
|
|
|||
|
The above copyright notice and this permission notice shall be included in all
|
|||
|
copies or substantial portions of the Software.
|
|||
|
|
|||
|
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
|
|||
|
IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS
|
|||
|
FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR
|
|||
|
COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER
|
|||
|
IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN
|
|||
|
CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.
|
|||
|
|
|||
|
13. enet
|
|||
|
|
|||
|
Copyright (c) 2002-2015 Lee Salzman
|
|||
|
|
|||
|
Permission is hereby granted, free of charge, to any person obtaining a copy of
|
|||
|
this software and associated documentation files (the "Software"), to deal in
|
|||
|
the Software without restriction, including without limitation the rights to
|
|||
|
use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of
|
|||
|
the Software, and to permit persons to whom the Software is furnished to do so,
|
|||
|
subject to the following conditions:
|
|||
|
|
|||
|
The above copyright notice and this permission notice shall be included in all
|
|||
|
copies or substantial portions of the Software.
|
|||
|
|
|||
|
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
|
|||
|
IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS
|
|||
|
FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR
|
|||
|
COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER
|
|||
|
IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN
|
|||
|
CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.
|
|||
|
|
|||
|
14. tinyXML-2
|
|||
|
|
|||
|
TinyXML-2 is released under the zlib license:
|
|||
|
|
|||
|
This software is provided 'as-is', without any express or implied warranty. In
|
|||
|
no event will the authors be held liable for any damages arising from the use of
|
|||
|
this software.
|
|||
|
|
|||
|
Permission is granted to anyone to use this software for any purpose, including
|
|||
|
commercial applications, and to alter it and redistribute it freely, subject to
|
|||
|
the following restrictions:
|
|||
|
|
|||
|
The origin of this software must not be misrepresented; you must not claim that
|
|||
|
you wrote the original software. If you use this software in a product, an
|
|||
|
acknowledgment in the product documentation would be appreciated but is not
|
|||
|
required. Altered source versions must be plainly marked as such, and must not
|
|||
|
be misrepresented as being the original software. This notice may not be removed
|
|||
|
or altered from any source distribution.
|
|||
|
|
|||
|
15. unzip.h
|
|||
|
|
|||
|
/*
|
|||
|
unzip.h -- IO for uncompress .zip files using zlib Version 1.1, February 14h,
|
|||
|
2010 part of the MiniZip project - (
|
|||
|
http://www.winimage.com/zLibDll/minizip.html )
|
|||
|
|
|||
|
Copyright (C) 1998-2010 Gilles Vollant (minizip) (
|
|||
|
http://www.winimage.com/zLibDll/minizip.html )
|
|||
|
|
|||
|
Modifications of Unzip for Zip64 Copyright (C) 2007-2008 Even Rouault
|
|||
|
|
|||
|
Modifications for Zip64 support on both zip and unzip Copyright (C)
|
|||
|
2009-2010 Mathias Svensson ( http://result42.com )
|
|||
|
|
|||
|
For more info read MiniZip_info.txt
|
|||
|
|
|||
|
---------------------------------------------------------------------------------
|
|||
|
|
|||
|
Condition of use and distribution are the same than zlib :
|
|||
|
|
|||
|
This software is provided 'as-is', without any express or implied warranty.
|
|||
|
In no event will the authors be held liable for any damages arising from the
|
|||
|
use of this software.
|
|||
|
|
|||
|
Permission is granted to anyone to use this software for any purpose,
|
|||
|
including commercial applications, and to alter it and redistribute it freely,
|
|||
|
subject to the following restrictions:
|
|||
|
|
|||
|
1. The origin of this software must not be misrepresented; you must not
|
|||
|
claim that you wrote the original software. If you use this software in a
|
|||
|
product, an acknowledgment in the product documentation would be
|
|||
|
appreciated but is not required.
|
|||
|
2. Altered source versions must be plainly marked as such, and must not be
|
|||
|
misrepresented as being the original software.
|
|||
|
3. This notice may not be removed or altered from any source distribution.
|
|||
|
|
|||
|
*/
|
|||
|
|
|||
|
16. rapidjson
|
|||
|
|
|||
|
Copyright (C) 2011 Milo Yip
|
|||
|
|
|||
|
Permission is hereby granted, free of charge, to any person obtaining a copy of
|
|||
|
this software and associated documentation files (the "Software"), to deal in
|
|||
|
the Software without restriction, including without limitation the rights to
|
|||
|
use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of
|
|||
|
the Software, and to permit persons to whom the Software is furnished to do so,
|
|||
|
subject to the following conditions:
|
|||
|
|
|||
|
The above copyright notice and this permission notice shall be included in all
|
|||
|
copies or substantial portions of the Software.
|
|||
|
|
|||
|
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
|
|||
|
IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS
|
|||
|
FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR
|
|||
|
COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER
|
|||
|
IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN
|
|||
|
CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.
|
|||
|
|
|||
|
17. googletest
|
|||
|
|
|||
|
Copyright 2008, Google Inc. All rights reserved.
|
|||
|
|
|||
|
Redistribution and use in source and binary forms, with or without modification,
|
|||
|
are permitted provided that the following conditions are met:
|
|||
|
|
|||
|
* Redistributions of source code must retain the above copyright
|
|||
|
notice, this list of conditions and the following disclaimer.
|
|||
|
* Redistributions in binary form must reproduce the above
|
|||
|
copyright notice, this list of conditions and the following disclaimer in the
|
|||
|
documentation and/or other materials provided with the distribution.
|
|||
|
* Neither the name of Google Inc. nor the names of its
|
|||
|
contributors may be used to endorse or promote products derived from this
|
|||
|
software without specific prior written permission.
|
|||
|
|
|||
|
THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS" AND
|
|||
|
ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
|
|||
|
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE
|
|||
|
DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS BE LIABLE FOR
|
|||
|
ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES
|
|||
|
(INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES;
|
|||
|
LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) 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 THIS
|
|||
|
SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
|
|||
|
|
|||
|
18. libvpx
|
|||
|
|
|||
|
Copyright (c) 2010, The WebM Project authors. All rights reserved.
|
|||
|
|
|||
|
Redistribution and use in source and binary forms, with or without modification,
|
|||
|
are permitted provided that the following conditions are met:
|
|||
|
|
|||
|
* Redistributions of source code must retain the above copyright
|
|||
|
notice, this list of conditions and the following disclaimer.
|
|||
|
|
|||
|
* Redistributions in binary form must reproduce the above copyright
|
|||
|
notice, this list of conditions and the following disclaimer in the
|
|||
|
documentation and/or other materials provided with the distribution.
|
|||
|
|
|||
|
* Neither the name of Google, nor the WebM Project, nor the names
|
|||
|
of its contributors may be used to endorse or promote products derived from
|
|||
|
this software without specific prior written permission.
|
|||
|
|
|||
|
THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS" AND
|
|||
|
ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
|
|||
|
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE
|
|||
|
DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT HOLDER OR CONTRIBUTORS BE LIABLE FOR
|
|||
|
ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES
|
|||
|
(INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES;
|
|||
|
LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) 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 THIS
|
|||
|
SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
|
|||
|
|
|||
|
19. MurmurV3
|
|||
|
|
|||
|
The MIT License
|
|||
|
|
|||
|
Copyright (c) 2008 Bryan McLemore, Chris Heald, Jorick Caberio
|
|||
|
|
|||
|
Permission is hereby granted, free of charge, to any person obtaining a copy
|
|||
|
of this software and associated documentation files (the "Software"), to deal
|
|||
|
in the Software without restriction, including without limitation the rights
|
|||
|
to use, copy, modify, merge, publish, distribute, sublicense, and/or sell
|
|||
|
copies of the Software, and to permit persons to whom the Software is
|
|||
|
furnished to do so, subject to the following conditions:
|
|||
|
|
|||
|
The above copyright notice and this permission notice shall be included in
|
|||
|
all copies or substantial portions of the Software.
|
|||
|
|
|||
|
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
|
|||
|
IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY,
|
|||
|
FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE
|
|||
|
AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER
|
|||
|
LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM,
|
|||
|
OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN
|
|||
|
THE SOFTWARE.
|
|||
|
|
|||
|
20. xxHash
|
|||
|
|
|||
|
xxHash Library
|
|||
|
Copyright (c) 2012-2014, Yann Collet
|
|||
|
All rights reserved.
|
|||
|
|
|||
|
Redistribution and use in source and binary forms, with or without modification,
|
|||
|
are permitted provided that the following conditions are met:
|
|||
|
|
|||
|
* Redistributions of source code must retain the above copyright notice, this
|
|||
|
list of conditions and the following disclaimer.
|
|||
|
|
|||
|
* Redistributions in binary form must reproduce the above copyright notice, this
|
|||
|
list of conditions and the following disclaimer in the documentation and/or
|
|||
|
other materials provided with the distribution.
|
|||
|
|
|||
|
THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS" AND
|
|||
|
ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
|
|||
|
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE
|
|||
|
DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT HOLDER OR CONTRIBUTORS BE LIABLE FOR
|
|||
|
ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES
|
|||
|
(INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES;
|
|||
|
LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) 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 THIS
|
|||
|
SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
|
|||
|
|
|||
|
21. meshoptimizer
|
|||
|
|
|||
|
MIT License
|
|||
|
|
|||
|
Copyright (c) 2016-2020 Arseny Kapoulkine
|
|||
|
|
|||
|
Permission is hereby granted, free of charge, to any person obtaining a copy of
|
|||
|
this software and associated documentation files (the "Software"), to deal in
|
|||
|
the Software without restriction, including without limitation the rights to
|
|||
|
use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies
|
|||
|
of the Software, and to permit persons to whom the Software is furnished to do
|
|||
|
so, subject to the following conditions:
|
|||
|
|
|||
|
The above copyright notice and this permission notice shall be included in all
|
|||
|
copies or substantial portions of the Software.
|
|||
|
|
|||
|
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR
|
|||
|
IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY,
|
|||
|
FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE
|
|||
|
AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER
|
|||
|
LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM,
|
|||
|
OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN
|
|||
|
THE SOFTWARE.
|
|||
|
|
|||
|
III. FBX converter mentions ---------------------------
|
|||
|
|
|||
|
This software contains Autodesk® FBX® code developed by Autodesk, Inc. Copyright
|
|||
|
2014 Autodesk, Inc. All rights, reserved. Such code is provided “as is” and
|
|||
|
Autodesk, Inc. disclaims any and all warranties, whether express or implied,
|
|||
|
including without limitation the implied warranties of merchantability, fitness
|
|||
|
for a particular purpose or non-infringement of third party rights. In no event
|
|||
|
shall Autodesk, Inc. be liable for any direct, indirect, incidental, special,
|
|||
|
exemplary, or consequential damages (including, but not limited to, procurement
|
|||
|
of substitute goods or services; loss of use, data, or profits; or business
|
|||
|
interruption) 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 such code.
|
|||
|
|
|||
|
IV. FBX converter licenses --------------------------
|
|||
|
|
|||
|
1. FBX SDK 2015
|
|||
|
|
|||
|
Autodesk LICENSE AND SERVICES AGREEMENT Autodesk® FBX® SDK 2015
|
|||
|
|
|||
|
READ CAREFULLY: AUTODESK LICENSES THE SOFTWARE AND OTHER LICENSED MATERIALS
|
|||
|
ONLY ON THE CONDITION THAT LICENSEE ACCEPTS ALL OF THE TERMS CONTAINED OR
|
|||
|
REFERENCED IN THIS AGREEMENT. By selecting the “I accept” button or other button
|
|||
|
or mechanism designed to acknowledge agreement to the terms of an electronic
|
|||
|
copy of this Agreement, or by installing, downloading, accessing, or otherwise
|
|||
|
copying or using all or any portion of the Autodesk Materials, (i) you accept
|
|||
|
this Agreement on behalf of the entity for which you are authorized to act
|
|||
|
(e.g., an employer) and acknowledge that such entity is legally bound by this
|
|||
|
Agreement (and you agree to act in a manner consistent with this Agreement) or,
|
|||
|
if there is no such entity for which you are authorized to act, you accept this
|
|||
|
Agreement on behalf of yourself as an individual and acknowledge that you are
|
|||
|
legally bound by this Agreement, and (ii) you represent and warrant that you
|
|||
|
have the right, power and authority to act on behalf of and bind such entity (if
|
|||
|
any) or yourself. You may not accept this Agreement on behalf of another entity
|
|||
|
unless you are an employee or other agent of such other entity with the right,
|
|||
|
power and authority to act on behalf of such other entity. If Licensee is
|
|||
|
unwilling to accept this Agreement, or you do not have the right, power and
|
|||
|
authority to act on behalf of and bind such entity or yourself as an individual
|
|||
|
(if there is no such entity), (a) DO NOT SELECT THE “I ACCEPT” BUTTON OR
|
|||
|
OTHERWISE CLICK ON ANY BUTTON OR OTHER MECHANISM DESIGNED TO ACKNOWLEDGE
|
|||
|
AGREEMENT, AND DO NOT INSTALL, DOWNLOAD, ACCESS, OR OTHERWISE COPY OR USE ALL OR
|
|||
|
ANY PORTION OF THE AUTODESK MATERIALS; AND (b) WITHIN THIRTY (30) DAYS FROM THE
|
|||
|
DATE OF ACQUIRING THE AUTODESK MATERIALS, LICENSEE MAY RETURN THE AUTODESK
|
|||
|
MATERIALS (INCLUDING ANY COPIES) TO THE ENTITY FROM WHICH THEY WERE ACQUIRED FOR
|
|||
|
A REFUND OF THE APPLICABLE LICENSE FEES PAID BY THE LICENSEE. The words
|
|||
|
“Autodesk", “Agreement” and “Licensee” and other capitalized terms used in this
|
|||
|
Agreement are defined terms. The definitions can be found in Exhibit A (if the
|
|||
|
terms are not defined in the main body of the Agreement). 1. License 1.1 License
|
|||
|
Grant. Subject to and conditioned on Licensee’s continuous compliance with this
|
|||
|
Agreement, Autodesk grants Licensee a nonexclusive, nonsublicensable,
|
|||
|
nontransferable, limited license to Install and Access the Licensed SDK and User
|
|||
|
Documentation, in each case solely (a) in the Territory, (b) within the scope of
|
|||
|
the License Type and Permitted Number specified in the applicable License
|
|||
|
Identification, and (c) in accordance with the other terms of this Agreement,
|
|||
|
to: 1.1.1 (a) use the SDK for development, research, internal,
|
|||
|
educational, or commercial purposes: (i) to create a software product with the
|
|||
|
capability to read and/or write and/or translate Licensee files, which software
|
|||
|
product links to the Library (“Developed Software”); and/or (ii) to modify the
|
|||
|
Sample Code(s) solely to create an object code version(s) (“Modified Code(s)”);
|
|||
|
and/or (b) reproduce the Library to link to the Developed Software.
|
|||
|
1.1.2 (a) incorporate the executable version of the Developed Software
|
|||
|
into; and/or (b) incorporate the Modified Code(s) into; and/or (c) link
|
|||
|
the Library, in binary code form to; software products developed by Licensee
|
|||
|
(“Licensee Product(s)”) for Licensee’s Internal Business Needs.
|
|||
|
1.1.3 reproduce, distribute and sublicense free of charge or for a fee
|
|||
|
Licensee Product(s) provided that Licensee must sublicense the Software, the
|
|||
|
Developed Software, the Library, the Sample Code(s) and the Modified Code(s) “as
|
|||
|
is”, without warranty of any kind. Various License Types are described in
|
|||
|
Exhibit B. In any case where the License Identification does not specify a
|
|||
|
License Type or Permitted Number or Territory, or there is no License
|
|||
|
Identification, the License Type will, by default, be the Stand-alone
|
|||
|
(Individual) License and the Territory will be worldwide, subject to the Export
|
|||
|
Control requirements herein. 1.1.4 Licensee shall reproduce and apply any
|
|||
|
copyright or other proprietary rights notices included on or embedded in the
|
|||
|
Software, or any part thereof, to any copies of the Software or any part
|
|||
|
thereof, or to the Developed Software, in any form. 1.1.5 Licensee shall
|
|||
|
place the following statement in the copyright area of either: (i) the end-user
|
|||
|
License and/or terms of use for the Developed Software; or (ii) the ‘About Box’
|
|||
|
or similar notice page of the Developed Software; and Licensee shall also
|
|||
|
include the following statement in the copyright area of either: (a) the on-line
|
|||
|
documentation regarding the Developed Software; or (b) any other document
|
|||
|
related to Developed Software that contains copyright information:“This software
|
|||
|
contains Autodesk® FBX® code developed by Autodesk, Inc. Copyright 2014
|
|||
|
Autodesk, Inc. All rights, reserved. Such code is provided “as is” and Autodesk,
|
|||
|
Inc. disclaims any and all warranties, whether express or implied, including
|
|||
|
without limitation the implied warranties of merchantability, fitness for a
|
|||
|
particular purpose or non-infringement of third party rights. In no event shall
|
|||
|
Autodesk, Inc. be liable for any direct, indirect, incidental, special,
|
|||
|
exemplary, or consequential damages (including, but not limited to, procurement
|
|||
|
of substitute goods or services; loss of use, data, or profits; or business
|
|||
|
interruption) 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 such code.”1.2 Upgrades and Previous Versions. 1.2.1 Effect of
|
|||
|
Upgrades. If Autodesk or a Reseller provides Licensee with an Upgrade to other
|
|||
|
Licensed Materials previously licensed to Licensee, the Licensed Materials
|
|||
|
previously licensed to Licensee and any other Autodesk Materials relating
|
|||
|
thereto will thereafter be deemed to be a “Previous Version.” Except as set
|
|||
|
forth in Section 1.2.2 (Exception for Relationship Program Licensees), the
|
|||
|
license grant and other rights with respect to any Previous Version will
|
|||
|
terminate one hundred twenty (120) days after Installation of the Upgrade.
|
|||
|
Within such one hundred twenty (120) day period, except as set forth in Section
|
|||
|
1.2.2 (Exception for Relationship Program Licensees), (a) Licensee must cease
|
|||
|
all use of any Previous Version and Uninstall all copies of the Previous
|
|||
|
Version, and (b) upon expiration of such period, such Previous Version will no
|
|||
|
longer constitute Licensed Materials but rather will be deemed to be Excluded
|
|||
|
Materials and Licensee will no longer have a license for any such Previous
|
|||
|
Version. At Autodesk’s request, Licensee agrees to destroy or return to
|
|||
|
Autodesk or the Reseller from which they were acquired all copies of the
|
|||
|
Previous Version. Autodesk reserves the right to require Licensee to show
|
|||
|
satisfactory proof that all copies of any Previous Version have been Uninstalled
|
|||
|
and, if so requested by Autodesk, destroyed or returned to Autodesk or the
|
|||
|
Reseller from which they were acquired. 1.2.2 Exception for Relationship Program
|
|||
|
Licensees. The termination of rights as to Previous Versions described in
|
|||
|
Section 1.2.1 (Effect of Upgrades) may not apply to Licensee if and to the
|
|||
|
extent (a) Licensee participates in a Relationship Program and the Relationship
|
|||
|
Program Terms authorize Licensee to retain such Previous Versions or (b)
|
|||
|
otherwise authorized in writing by Autodesk. 1.3 Additional Terms. The Licensed
|
|||
|
Materials (or portions thereof) may be subject to terms (e.g., terms
|
|||
|
accompanying such Licensed Materials or made available in connection with
|
|||
|
ordering, installing, downloading, accessing, using or copying such Licensed
|
|||
|
Materials) that are in addition to or different from the terms set forth in this
|
|||
|
Agreement, and Licensee agrees to comply with such terms. 1.4 Other Materials.
|
|||
|
If Autodesk provides or makes available to Licensee any additional materials
|
|||
|
associated with the Licensed Materials, including any corrections, patches,
|
|||
|
service packs, updates or upgrades to, or new versions of, the Licensed
|
|||
|
Materials (including Upgrades) or any Supplemental Materials or User
|
|||
|
Documentation for the Licensed Materials, (a) such additional materials may
|
|||
|
include or be subject to other terms in addition to or different from the terms
|
|||
|
set forth in this Agreement (including, without limitation, additional or
|
|||
|
different fees, license terms, or restrictions on use), and Licensee agrees to
|
|||
|
comply with such terms, or (b) if there are no other terms for such additional
|
|||
|
materials, they will (except as otherwise provided by Section 1.2 (Upgrades and
|
|||
|
Previous Versions)) be subject to the same terms (including, without limitation,
|
|||
|
the licenses, applicable License Type and Permitted Number, and other terms of
|
|||
|
this Agreement) as the Licensed Materials to which such additional materials
|
|||
|
apply. In no event will the foregoing result in any rights with respect to
|
|||
|
Excluded Materials. 1.5 Authorized Users. Licensee may permit the Licensed
|
|||
|
Materials to be Installed and/or Accessed only by Licensee’s Personnel (except
|
|||
|
as otherwise designated in the applicable License Type), and any such
|
|||
|
Installation or Access will be subject to any other requirements imposed by this
|
|||
|
Agreement and the applicable License Type and Permitted Number. Licensee will
|
|||
|
be responsible for compliance with this Agreement by Licensee’s Personnel and
|
|||
|
any other persons who may have Access to the Autodesk Materials through Licensee
|
|||
|
(whether or not such Access is authorized by Autodesk or within the scope of the
|
|||
|
applicable License Type and Permitted Number). 1.6 Third-Party Licensed
|
|||
|
Materials. The Autodesk Materials may contain or be accompanied by third-party
|
|||
|
software, data or other materials that are subject to and provided in accordance
|
|||
|
with terms that are in addition to or different from the terms set forth in this
|
|||
|
Agreement. Such terms may be included or referenced in or with such third-party
|
|||
|
software, data or other materials (e.g., in the “About box”) or a web page
|
|||
|
specified by Autodesk (the URL for which may be obtained on Autodesk’s website
|
|||
|
or on request to Autodesk). Licensee agrees to comply with such terms. In
|
|||
|
addition, Licensee will take sole responsibility for obtaining and complying
|
|||
|
with any licenses that may be necessary to use third-party software, data or
|
|||
|
other materials that Licensee uses or obtains for use in conjunction with the
|
|||
|
Licensed Materials. Licensee acknowledges and agrees that Autodesk has no
|
|||
|
responsibility for, and makes no representations or warranties regarding, such
|
|||
|
third-party software, data or other materials or Licensee’s use of such
|
|||
|
third-party software, data or other materials. 1.7 Relationship Programs.
|
|||
|
Autodesk may offer to Licensee, and (if so) Licensee may participate in one (1)
|
|||
|
or more Relationship Programs applicable to the Licensed Materials licensed to
|
|||
|
Licensee under this Agreement (and such Relationship Programs may include rights
|
|||
|
in addition to or different from those set forth in this Agreement). Any
|
|||
|
Relationship Programs are subject to Autodesk’s terms therefor, which terms are
|
|||
|
set forth in the applicable Relationship Program Terms. Licensee agrees that if
|
|||
|
it requests, accepts, or makes use of any Relationship Program, Licensee will be
|
|||
|
bound by such terms, as they may be modified from time to time in accordance
|
|||
|
with the applicable Relationship Program Terms (and such terms, as so modified
|
|||
|
from time to time, are a part of and incorporated by reference into this
|
|||
|
Agreement), and Licensee agrees to comply with such terms. Licensee
|
|||
|
acknowledges that Autodesk may require a further acceptance of such terms as a
|
|||
|
condition to participation in a Relationship Program. 1.8 Services. Autodesk
|
|||
|
may provide, and Licensee may elect to receive or benefit from, certain Services
|
|||
|
from time to time. Any Services are subject to Autodesk’s terms therefor, which
|
|||
|
terms are set forth in the applicable Services Terms. Licensee agrees that if
|
|||
|
it requests, accepts, or makes use of any Services, Licensee will be bound by
|
|||
|
such terms, as they may be modified from time to time in accordance with the
|
|||
|
applicable Services Terms (and such terms, as so modified from time to time, are
|
|||
|
a part of and incorporated by reference into this Agreement), and Licensee
|
|||
|
agrees to comply with such terms. Licensee acknowledges that Autodesk may
|
|||
|
require a further acceptance of such terms as a condition to providing Services.
|
|||
|
1.9 Archival Copy. Licensee’s license under Section 1.1 (License Grant)
|
|||
|
includes the right to make a single archival copy of the Licensed Materials in
|
|||
|
the Territory, provided that (a) the single-copy limitation will not apply to
|
|||
|
copies made as an incidental part of a routine backup of Licensee’s entire
|
|||
|
computer system on which the Licensed Materials are Installed in accordance with
|
|||
|
this Agreement, where such backup includes the making of copies of substantially
|
|||
|
all other software on such computer system and (b) any archival copy may be
|
|||
|
Accessed or Installed (other than on a backup storage medium from which the
|
|||
|
Licensed Materials cannot be Accessed) only when and for so long as the primary
|
|||
|
copy of the Licensed Materials is inaccessible and inoperable. Copies of the
|
|||
|
Licensed Materials that are Installed and are in excess of the Permitted Number
|
|||
|
at any time while the primary copy of the Licensed Materials is also Accessible
|
|||
|
are not "archival copies" as permitted under this Section 1.9 (Archival Copy).
|
|||
|
1.10 Nature of Licenses. Licensee acknowledges and agrees that when Licensee
|
|||
|
acquires a license of Licensed Materials, (including through a Relationship
|
|||
|
Program or Services), Licensee’s acquisition is neither contingent on the
|
|||
|
delivery of any future features or functionality nor subject to any public or
|
|||
|
other comments (oral, written or otherwise) made by Autodesk regarding future
|
|||
|
features or functionality. 1.11 Feedback. Licensee hereby grants Autodesk, under
|
|||
|
all of Licensee’s intellectual property and proprietary rights, the following
|
|||
|
worldwide, exclusive, transferable, perpetual, irrevocable, royalty-free, fully
|
|||
|
paid-up rights: (1) to make, have made, use, copy, modify, and create derivative
|
|||
|
works of the Feedback as part of or in connection with any Autodesk product,
|
|||
|
technology, service, content, material, specification or documentation
|
|||
|
(including without limitation in connection with the marketing or sale thereof);
|
|||
|
(2) to publicly perform or display, import, broadcast, transmit, distribute,
|
|||
|
license, offer to sell and sell, rent, lease or lend copies of the Feedback (and
|
|||
|
derivative works thereof and improvements thereon); and (3) to sublicense to
|
|||
|
third parties the foregoing rights, including the right to sublicense to further
|
|||
|
third parties. “Feedback” shall mean all suggestions, comments, input, ideas,
|
|||
|
reports, information or know-how (whether in oral or written form) provided by
|
|||
|
Licensee to Autodesk or an Autodesk affiliate in connection with Licensee’s
|
|||
|
evaluation of or use of the Licensed Materials. Feedback does not include any
|
|||
|
artwork or sample content created by Licensee using the Licensed Materials. 2.
|
|||
|
License Limitations; Prohibitions 2.1 Limitations and Exclusions. 2.1.1 No
|
|||
|
License Granted; Unauthorized Activities. The parties acknowledge and agree
|
|||
|
that, notwithstanding anything to the contrary in this Agreement, no license is
|
|||
|
granted (whether expressly, by implication or otherwise) under this Agreement
|
|||
|
(and this Agreement expressly excludes any right) (a) to Excluded Materials, (b)
|
|||
|
to any Autodesk Materials that Licensee did not acquire lawfully or that
|
|||
|
Licensee acquired in violation of or in a manner inconsistent with this
|
|||
|
Agreement, (c) for Installation of or Access to the Licensed Materials beyond
|
|||
|
the applicable license term (whether a fixed term or Relationship Program period
|
|||
|
or term) or outside the scope of the applicable License Type or Permitted
|
|||
|
Number, (d) for Installation of the Licensed Materials on any Computer other
|
|||
|
than a Computer owned or leased, and controlled, by Licensee, unless otherwise
|
|||
|
authorized in writing by Autodesk, (e) to distribute, rent, loan, lease, sell,
|
|||
|
sublicense, transfer or otherwise provide all or any portion of the Autodesk
|
|||
|
Materials to any person or entity except as expressly set forth in this
|
|||
|
Agreement or as expressly authorized in writing by Autodesk, (f) to provide or
|
|||
|
make available any features or functionality of the Autodesk Materials to any
|
|||
|
person or entity (other than to and for Licensee itself for the purpose
|
|||
|
specified in the applicable License Type), whether or not over a network and
|
|||
|
whether or not on a hosted basis, (g) except as otherwise expressly provided
|
|||
|
with respect to a specific License Type, to Install or Access or allow the
|
|||
|
Installation of or Access to the Autodesk Materials over the Internet or other
|
|||
|
non-local network, including, without limitation, use in connection with a wide
|
|||
|
area network (WAN), virtual private network (VPN), virtualization, Web hosting,
|
|||
|
time-sharing, service bureau, software as a service, cloud or other service or
|
|||
|
technology, (h) to remove, alter or obscure any proprietary notices, labels or
|
|||
|
marks in the Autodesk Materials, (i) to decompile, disassemble or otherwise
|
|||
|
reverse engineer the Autodesk Materials, or (j) to translate, adapt, arrange, or
|
|||
|
create derivative works based on, or otherwise modify the Autodesk Materials for
|
|||
|
any purpose. 2.1.2 Licensed Materials as a Single Product. The Licensed
|
|||
|
Materials are licensed to Licensee as a single product and the applicable
|
|||
|
components may not be separated for Installation or Access (and all such
|
|||
|
components must be Installed and Accessed on the same Computer except as
|
|||
|
authorized in writing by Autodesk). 2.1.3 Territory. Except as otherwise
|
|||
|
authorized in writing by Autodesk, the licenses granted in this Agreement are
|
|||
|
granted only for the Territory. Nothing in this Agreement permits Licensee
|
|||
|
(including, without limitation, Licensee’s Personnel, if any) to Install or
|
|||
|
Access the Licensed Materials outside of the Territory. 2.1.4 Effect of
|
|||
|
Unauthorized Use. Licensee will not engage in, and will not permit or assist
|
|||
|
any third party to engage in any of the uses or activities prohibited (or any
|
|||
|
uses or activities inconsistent with the limitations described) in this Section
|
|||
|
2.1 (Limitations and Exclusions) (collectively, “Unauthorized Uses”). Any such
|
|||
|
Unauthorized Use, and any Installation of or Access to the Licensed Materials
|
|||
|
provided under this Agreement, outside of the scope of the applicable license
|
|||
|
grants (including, without limitation, outside the applicable License Type
|
|||
|
and/or Permitted Number) or otherwise not in accordance with this Agreement,
|
|||
|
constitute or result in infringement of Autodesk’s intellectual property rights
|
|||
|
as well as a breach of this Agreement. Licensee will notify Autodesk promptly
|
|||
|
of any such Unauthorized Uses or other unauthorized Installation or Access.
|
|||
|
2.1.5 Use of Open Source Software by Licensee. If Licensee uses any third party
|
|||
|
software (including free or Open Source Software), whether or not in conjunction
|
|||
|
with the Software, Licensee shall ensure that its use does not: (i) create, or
|
|||
|
purport to create, obligations of Autodesk or any of its affiliates with respect
|
|||
|
to the Software; (ii) grant, or purport to grant, to any third party any rights
|
|||
|
to or immunities under Autodesk’s or any of its affiliates intellectual property
|
|||
|
rights; or (iii) cause the Software to be subject to any licensing terms other
|
|||
|
than those set forth in this Agreement. 2.2 Circumvention. 2.2.1 Licensee may
|
|||
|
not (i) utilize any equipment, device, software, or other means to (or designed
|
|||
|
to) circumvent or remove any form of technical protection used by Autodesk in
|
|||
|
connection with the Autodesk Materials, or (ii) Install or Access the Autodesk
|
|||
|
Materials with any product code, authorization code, serial number, or other
|
|||
|
copy-protection device not supplied by Autodesk directly or through a Reseller.
|
|||
|
Without limitation of the generality of the foregoing, Licensee may not utilize
|
|||
|
any equipment, device, software, or other means to (or designed to) circumvent
|
|||
|
or remove the Autodesk License Manager or any tool or technical protection
|
|||
|
measure provided or made available by Autodesk for managing, monitoring or
|
|||
|
controlling Installation of or Access to Autodesk Materials. 2.2.2 Licensee may
|
|||
|
not utilize any equipment, device, software, or other means to (or designed to)
|
|||
|
circumvent or remove any usage restrictions, or to enable functionality disabled
|
|||
|
by Autodesk, in connection with the Excluded Materials. Licensee may not bypass
|
|||
|
or delete any functionality or technical limitations of the Autodesk Materials
|
|||
|
that (or that are designed to) prevent or inhibit the unauthorized copying of,
|
|||
|
Installation or Access to the Excluded Materials. 3. All Rights Reserved
|
|||
|
Autodesk and its licensors retain title to and ownership of, and all other
|
|||
|
rights with respect to, the Autodesk Materials and all copies thereof,
|
|||
|
including, without limitation, any related copyrights, trademarks, trade
|
|||
|
secrets, patents, and other intellectual property rights. Licensee has only the
|
|||
|
limited licenses granted with respect to the Licensed Materials expressly set
|
|||
|
forth in this Agreement, and Licensee has no other rights, implied or otherwise.
|
|||
|
Licensee acknowledges and agrees that the Autodesk Materials are licensed, not
|
|||
|
sold, and that rights to Install and Access the Licensed Materials are acquired
|
|||
|
only under the license from Autodesk. The structure and organization of
|
|||
|
Software included in the Autodesk Materials, any source code or similar
|
|||
|
materials relating to such Software, any API Information and Development
|
|||
|
Materials (both as described in Section 1.11 (APIs)), and any other Licensed
|
|||
|
Materials identified as confidential or proprietary are valuable trade secrets
|
|||
|
of, and confidential and proprietary information of, Autodesk and its suppliers,
|
|||
|
and (a) may not be distributed, disclosed or otherwise provided to third
|
|||
|
parties, and (b) may be used only internally and only in conjunction with and
|
|||
|
for Licensee’s own authorized internal use of the Licensed Materials. 4.
|
|||
|
Privacy; Use of Information; Connectivity 4.1 Privacy and Use of Information.
|
|||
|
Licensee acknowledges and agrees that Licensee (and third parties acting on
|
|||
|
Licensee’s behalf) may provide, and Autodesk and its Resellers (and third
|
|||
|
parties acting on behalf of Autodesk and its Resellers) may obtain, certain
|
|||
|
information and data with respect to Licensee (including, without limitation,
|
|||
|
personal information) and Licensee’s business in connection with this Agreement,
|
|||
|
including, without limitation, information and data provided to or obtained by
|
|||
|
Autodesk and its Resellers (or third parties acting on behalf of Autodesk and
|
|||
|
its Resellers) through the Customer Information Form and otherwise, in
|
|||
|
connection with ordering, registration, activation, updating, validating
|
|||
|
entitlement to, auditing, monitoring Installation of and Access to Autodesk
|
|||
|
Materials, Relationship Programs and Services and managing the relationship with
|
|||
|
Licensee. Licensee hereby consents to Autodesk maintaining, using, storing and
|
|||
|
disclosing such information and data (including, without limitation, personal
|
|||
|
information, if any) in conformity with Autodesk’s policies on privacy and data
|
|||
|
protection, as such policies may be updated from time to time, including without
|
|||
|
limitation Autodesk’s Privacy Statement, as currently located at
|
|||
|
http://usa.autodesk.com/privacy/. Without limitation of the generality of the
|
|||
|
foregoing, Licensee acknowledges and agrees that: (a) Autodesk may from time to
|
|||
|
time prompt Licensee (and third parties acting on Licensee’s behalf) to provide
|
|||
|
express agreement to the terms of Autodesk’s Privacy Statement and/or express
|
|||
|
agreement to specific uses of information and data (including, without
|
|||
|
limitation, personal information); (b) Autodesk may provide information and
|
|||
|
data, including, without limitation, information and data about Licensee’s use
|
|||
|
of Autodesk Materials, Relationship Programs, and Licensee’s support requests,
|
|||
|
to Autodesk subsidiaries and affiliates, Resellers and other third parties in
|
|||
|
connection with the provision, maintenance, administration or usage of Licensed
|
|||
|
Materials, Relationship Programs or Services or in connection with enforcement
|
|||
|
of any agreements relating to Licensed Materials, Relationship Programs or
|
|||
|
Services; and (c) Autodesk may make cross-border transfers of such information
|
|||
|
and data, including to jurisdictions with privacy or data protection laws that
|
|||
|
are less protective of Licensee than the jurisdiction in which Licensee is
|
|||
|
domiciled. Licensee acknowledges and agrees that such policies may be changed
|
|||
|
from time to time by Autodesk and that, effective upon posting on Autodesk’s
|
|||
|
website or other written notice from Autodesk, Licensee will be subject to such
|
|||
|
changes. 4.2 Connectivity. Certain Licensed Materials may facilitate or require
|
|||
|
Licensee’s access to and use of content and services that are hosted on websites
|
|||
|
maintained by Autodesk or by third parties. In some cases, such content and
|
|||
|
services may appear to be a feature or function within, or extension of, the
|
|||
|
Licensed Materials on Licensee’s Computer even though hosted on such websites.
|
|||
|
Accessing such content or services and use of Licensed Materials may cause
|
|||
|
Licensee’s Computer, without additional notice, to connect automatically to the
|
|||
|
Internet (transitorily, intermittently or on a regular basis) and to communicate
|
|||
|
with an Autodesk or third-party website—for example, for purposes of providing
|
|||
|
Licensee with additional information, features and functionality or to validate
|
|||
|
that the Licensed Materials and/or content or services are being used as
|
|||
|
permitted under this Agreement or other applicable terms. Such connectivity to
|
|||
|
Autodesk websites is governed by Autodesk’s policies on privacy and data
|
|||
|
protection described in this Section 4 (Privacy; Use of Information;
|
|||
|
Connectivity). Such connectivity to websites of third parties is governed by
|
|||
|
the terms (including the disclaimers and notices) found on such sites or
|
|||
|
otherwise associated with the third-party content or services. Autodesk does
|
|||
|
not control, endorse, or accept responsibility for any such third-party content
|
|||
|
or services, and any dealings between Licensee and any third party in connection
|
|||
|
with such content or services, including, without limitation, such third party’s
|
|||
|
privacy policies, use of personal information, delivery of and payment for goods
|
|||
|
and services, and any other terms associated with such dealings, are solely
|
|||
|
between Licensee and such third party. Autodesk may at any time, for any
|
|||
|
reason, modify or discontinue the availability of any third-party content or
|
|||
|
services. Access to and use of certain content and services (whether of Autodesk
|
|||
|
or third parties) may require assent to separate terms and/or payment of
|
|||
|
additional fees. 5. Limited Warranty and Disclaimers 5.1 Limited Warranty.
|
|||
|
Autodesk warrants that, as of the date on which the Licensed Materials are
|
|||
|
delivered to Licensee and for ninety (90) days thereafter or if the license term
|
|||
|
is shorter, such shorter period (“Warranty Period”), the Licensed Materials will
|
|||
|
provide the general features and functions described in the User Documentation
|
|||
|
portion of the Licensed Materials. Autodesk's entire liability and Licensee’s
|
|||
|
exclusive remedy during the Warranty Period (“Limited Warranty”) will be, with
|
|||
|
the exception of any statutory warranty or remedy that cannot be excluded or
|
|||
|
limited under law, at Autodesk's option, (i) to attempt to correct or work
|
|||
|
around errors, if any, or (ii) to refund the license fees, if any, paid by
|
|||
|
Licensee and terminate this Agreement or the license specific to such Licensed
|
|||
|
Materials. Such refund is subject to the return, during the Warranty Period, of
|
|||
|
the Autodesk Materials, with a copy of Licensee’s License Identification, to
|
|||
|
Licensee’s local Autodesk office or the Reseller from which Licensee acquired
|
|||
|
the Autodesk Materials. THE LIMITED WARRANTY SET FORTH IN THIS SECTION GIVES
|
|||
|
LICENSEE SPECIFIC LEGAL RIGHTS. LICENSEE MAY HAVE ADDITIONAL LEGAL RIGHTS UNDER
|
|||
|
LAW WHICH VARY FROM JURISDICTION TO JURISDICTION. AUTODESK DOES NOT SEEK TO
|
|||
|
LIMIT LICENSEE’S WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY LAW. 5.2
|
|||
|
Disclaimer. EXCEPT FOR THE EXPRESS LIMITED WARRANTY PROVIDED IN SECTION 5.1
|
|||
|
(LIMITED WARRANTY), AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
|
|||
|
AUTODESK AND ITS SUPPLIERS MAKE, AND LICENSEE RECEIVES, NO WARRANTIES,
|
|||
|
REPRESENTATIONS, OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED (INCLUDING,
|
|||
|
WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
|
|||
|
PARTICULAR PURPOSE, OR NONINFRINGEMENT, OR WARRANTIES OTHERWISE IMPLIED BY
|
|||
|
STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE) WITH RESPECT TO ANY
|
|||
|
AUTODESK MATERIALS, RELATIONSHIP PROGRAMS, OR SERVICES (PURSUANT TO A
|
|||
|
RELATIONSHIP PROGRAM OR OTHERWISE). ANY STATEMENTS OR REPRESENTATIONS ABOUT THE
|
|||
|
AUTODESK MATERIALS, RELATIONSHIP PROGRAMS OR SERVICES AND THEIR FEATURES OR
|
|||
|
FUNCTIONALITY IN THE LICENSED MATERIALS OR ANY COMMUNICATION WITH LICENSEE ARE
|
|||
|
FOR INFORMATION PURPOSES ONLY, AND DO NOT CONSTITUTE A WARRANTY, REPRESENTATION,
|
|||
|
OR CONDITION. WITHOUT LIMITING THE FOREGOING, AUTODESK DOES NOT WARRANT: (a)
|
|||
|
THAT THE OPERATION OR OUTPUT OF THE LICENSED MATERIALS OR SERVICES WILL BE
|
|||
|
UNINTERRUPTED, ERROR-FREE, SECURE, ACCURATE, RELIABLE, OR COMPLETE, WHETHER OR
|
|||
|
NOT UNDER A RELATIONSHIP PROGRAM OR SUPPORT BY AUTODESK OR ANY THIRD PARTY; (b)
|
|||
|
THAT ERRORS WILL BE CORRECTED BY AUTODESK OR ANY THIRD PARTY; OR (c) THAT
|
|||
|
AUTODESK OR ANY THIRD PARTY WILL RESOLVE ANY PARTICULAR SUPPORT REQUEST OR THAT
|
|||
|
SUCH RESOLUTION WILL MEET LICENSEE’S REQUIREMENTS OR EXPECTATIONS. NOTHING IN
|
|||
|
THE FOREGOING RESTRICTS THE EFFECT OF WARRANTIES OR CONDITIONS WHICH MAY BE
|
|||
|
IMPLIED BY LAW WHICH CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED NOTWITHSTANDING
|
|||
|
A CONTRACTUAL RESTRICTION TO THE CONTRARY. WITHOUT LIMITING THE FOREGOING,
|
|||
|
Autodesk AND ITS SUPPLIERS MAKE, AND LICENSEE RECEIVES, no warranties that: (I)
|
|||
|
future versions of the SDK, Library and/or Sample Code(s), if any, will contain
|
|||
|
features similar to or the same as the SDK, Library and/or Sample Code(s),
|
|||
|
respectively or will be compatible with the SDK, Library and/or Sample Code(s),
|
|||
|
respectively; (II) the Software or the SDK, Library and/or Sample Code(s) will
|
|||
|
meet LICENSEE requirements; or (iii) operation of the SDK, Library or Sample
|
|||
|
Code(s) will be uninterrupted or error-free. 6. Warnings 6.1 Functionality
|
|||
|
Limitations. The Licensed Materials and Services (except for Licensed Materials
|
|||
|
designed for non-commercial use, such as Autodesk Materials designed to be used
|
|||
|
for household or other consumer purposes or licensed only for purposes of
|
|||
|
educational or individual learning) are commercial professional tools intended
|
|||
|
to be used by trained professionals only. Particularly in the case of
|
|||
|
commercial professional use, the Licensed Materials and Services are not a
|
|||
|
substitute for Licensee’s professional judgment or independent testing. The
|
|||
|
Licensed Materials and Services are intended only to assist Licensee with its
|
|||
|
design, analysis, simulation, estimation, testing and/or other activities and
|
|||
|
are not a substitute for Licensee’s own independent design, analysis,
|
|||
|
simulation, estimation, testing, and/or other activities, including those with
|
|||
|
respect to product stress, safety and utility. Due to the large variety of
|
|||
|
potential applications for the Licensed Materials and Services, the Licensed
|
|||
|
Materials and Services have not been tested in all situations under which they
|
|||
|
may be used. Autodesk will not be liable in any manner whatsoever for the
|
|||
|
results obtained through use of the Licensed Materials or Services. Persons
|
|||
|
using the Licensed Materials or Services are responsible for the supervision,
|
|||
|
management, and control of the Licensed Materials and Services and the results
|
|||
|
of using the Licensed Materials and Services. This responsibility includes,
|
|||
|
without limitation, the determination of appropriate uses for the Licensed
|
|||
|
Materials and Services and the selection of the Licensed Materials, Services and
|
|||
|
other computer programs and materials to help achieve intended results. Persons
|
|||
|
using the Licensed Materials or Services are also responsible for establishing
|
|||
|
the adequacy of independent procedures for testing the reliability, accuracy,
|
|||
|
completeness, and other characteristics of any output of the Licensed Materials
|
|||
|
or Services, including, without limitation, all items designed with the
|
|||
|
assistance of the Licensed Materials or Services. Licensee further acknowledges
|
|||
|
and agrees that the Licensed Materials form part of Licensee’s total unique
|
|||
|
hardware and software environment to deliver specific functionality, and that
|
|||
|
the Licensed Materials and Services provided by Autodesk may not achieve the
|
|||
|
results Licensee desires within Licensee’s design, analysis, simulation,
|
|||
|
estimation, and/or testing constraints. 6.2 Activation Codes and Security. 6.2.1
|
|||
|
Activation Code Required for Installation/Access and Continued Use.
|
|||
|
Installation of and Access to the Licensed Materials require, and the continued
|
|||
|
use thereof may from time to time require, activation codes issued by Autodesk.
|
|||
|
Registration may be required before an activation code is issued by Autodesk.
|
|||
|
Licensee will provide Autodesk and its Reseller with any information required
|
|||
|
for such registration and agrees that any information provided to Autodesk or
|
|||
|
its Reseller will be accurate and current. Licensee will also maintain and
|
|||
|
update Licensee’s registration information, on an ongoing basis, through
|
|||
|
customer data registration processes, including without limitation the Customer
|
|||
|
Information Form, which may be provided by Autodesk. Licensee acknowledges and
|
|||
|
agrees that Autodesk may use such information in accordance with its Privacy
|
|||
|
Statement (as described or referenced in Section 4 (Privacy; Use of Information;
|
|||
|
Connectivity)). 6.2.2 Disabling Access. LICENSEE ACKNOWLEDGES AND AGREES THAT
|
|||
|
INSTALLATION OF AND ACCESS TO LICENSED MATERIALS MAY BE DISABLED BY THE
|
|||
|
ACTIVATION, SECURITY, AND TECHNICAL PROTECTION MECHANISMS IF LICENSEE TRIES TO
|
|||
|
TRANSFER ALL OR A PART OF THE LICENSED MATERIALS TO ANOTHER COMPUTER, IF
|
|||
|
LICENSEE TAMPERS WITH THE TECHNICAL PROTECTION MECHANISMS OR DATE-SETTING
|
|||
|
MECHANISMS ON A COMPUTER OR IN THE LICENSED MATERIALS, IF LICENSEE USES THE
|
|||
|
LICENSED MATERIALS PAST AN APPLICABLE RELATIONSHIP PROGRAM PERIOD OR FIXED TERM,
|
|||
|
OR IF LICENSEE UNDERTAKES CERTAIN OTHER ACTIONS THAT AFFECT THE SECURITY MODE OR
|
|||
|
UNDER OTHER CIRCUMSTANCES AND THAT, IN ANY SUCH EVENT, LICENSEE’S ACCESS TO
|
|||
|
LICENSEE’S WORK PRODUCT AND OTHER DATA MAY BE AFFECTED. MORE INFORMATION IS
|
|||
|
CONTAINED IN THE APPLICABLE LICENSED MATERIALS OR AVAILABLE FROM AUTODESK ON
|
|||
|
REQUEST. 6.2.3 Effect of Activation Codes. Licensee acknowledges and agrees
|
|||
|
that receipt of an activation code (whether or not provided to Licensee in
|
|||
|
error) will not constitute evidence of or affect the scope of Licensee’s license
|
|||
|
rights. Those rights will be only as set forth in this Agreement and the
|
|||
|
applicable License Identification. 6.3 Affected Data. Work product and other
|
|||
|
data created with Licensed Materials made available under certain License Types,
|
|||
|
including licenses that limit the permitted purpose to educational purposes or
|
|||
|
personal learning purposes, may contain certain notices and limitations that
|
|||
|
make the work product and other data usable only in certain circumstances (e.g.,
|
|||
|
only in the education field). In addition, if Licensee combines or links work
|
|||
|
product or other data created with such Licensed Materials with work product or
|
|||
|
other data otherwise created, then such other work product or data may also be
|
|||
|
affected by these notices and limitations. Autodesk will have no responsibility
|
|||
|
or liability whatsoever if Licensee combines or links work product or other data
|
|||
|
created with such Licensed Materials with work product or other data otherwise
|
|||
|
created. In addition, Licensee will not remove, alter or obscure any such
|
|||
|
notices or limitations. 7. Limitations of Liability 7.1 Limitation on Type and
|
|||
|
Amount of Liability. IN NO EVENT WILL AUTODESK OR ITS SUPPLIERS HAVE ANY
|
|||
|
LIABILITY (DIRECTLY OR INDIRECTLY) FOR ANY INCIDENTAL, SPECIAL, INDIRECT,
|
|||
|
CONSEQUENTIAL OR PUNITIVE DAMAGES; FOR LOSS OF PROFITS, USE, REVENUE, OR DATA;
|
|||
|
OR FOR BUSINESS INTERRUPTION (REGARDLESS OF THE LEGAL THEORY FOR SEEKING SUCH
|
|||
|
DAMAGES OR OTHER LIABILITY). IN ADDITION, THE LIABILITY OF AUTODESK AND ITS
|
|||
|
SUPPLIERS ARISING OUT OF OR RELATING TO ANY AUTODESK MATERIALS, RELATIONSHIP
|
|||
|
PROGRAMS OR SERVICES WILL NOT EXCEED THE AMOUNT PAID OR PAYABLE BY LICENSEE FOR
|
|||
|
SUCH AUTODESK MATERIALS, RELATIONSHIP PROGRAMS, OR SERVICES, RESPECTIVELY. 7.2
|
|||
|
Application of and Basis for Limitations. THE LIMITATIONS OF LIABILITY IN THIS
|
|||
|
SECTION 7 (LIMITATIONS OF LIABILITY) WILL APPLY TO THE MAXIMUM EXTENT PERMITTED
|
|||
|
BY APPLICABLE LAW TO ANY DAMAGES OR OTHER LIABILITY, HOWEVER CAUSED AND
|
|||
|
REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED FROM CONTRACT, TORT
|
|||
|
(INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, EVEN IF AUTODESK HAS
|
|||
|
BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY AND REGARDLESS OF WHETHER THE
|
|||
|
LIMITED REMEDIES AVAILABLE HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE. ALSO,
|
|||
|
LICENSEE AGREES THAT THE LICENSE, RELATIONSHIP PROGRAMS AND SERVICES FEES AND
|
|||
|
OTHER FEES CHARGED BY AUTODESK AND PAID BY LICENSEE ARE BASED ON AND REFLECTIVE
|
|||
|
OF THE ALLOCATION OF RISK CONTEMPLATED BY THIS SECTION 7 (LIMITATIONS OF
|
|||
|
LIABILITY) AND THAT THE LIABILITY LIMITATIONS IN THIS SECTION 7 (LIMITATIONS OF
|
|||
|
LIABILITY) ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT BETWEEN THE PARTIES. 8.
|
|||
|
Term and Termination 8.1 Term; Termination or Suspension. Each license under
|
|||
|
this Agreement, with respect to each specific set of Licensed Materials covered
|
|||
|
by this Agreement, will become effective as of the latest to occur of: (a) this
|
|||
|
Agreement becoming effective, (b) payment by Licensee of the applicable fees,
|
|||
|
excluding licenses (such as evaluation licenses) where no fees are required, (c)
|
|||
|
delivery of the specific Licensed Materials, and (d) in the case of Autodesk
|
|||
|
Materials provided in connection with a Relationship Program, upon commencement
|
|||
|
of the applicable Relationship Program period or fixed term. Each of Autodesk or
|
|||
|
Licensee may terminate this Agreement, Licensee’s license as to Licensed
|
|||
|
Materials, Licensee’s Relationship Program, and/or the provision of Services
|
|||
|
relating to the Licensed Materials if the other party is in breach of this
|
|||
|
Agreement and fails to cure such breach within ten (10) days after written
|
|||
|
notice of the breach; however, if Licensee is in breach of Section 1 (License)
|
|||
|
or Section 2 (License Limitations; Prohibitions), Autodesk may terminate this
|
|||
|
Agreement, Licensee’s license as to Licensed Materials, Licensee’s Relationship
|
|||
|
Program, and/or the provision of Services relating to the Licensed Materials
|
|||
|
immediately upon written notice of the breach. In addition, Autodesk may, as an
|
|||
|
alternative to termination, suspend Licensee’s license as to the Licensed
|
|||
|
Materials, Licensee’s Relationship Program, the provision of Services relating
|
|||
|
to the Licensed Materials, and/or other Autodesk obligations or Licensee rights
|
|||
|
under this Agreement (or under other terms, if any, relating to materials
|
|||
|
associated with the Licensed Materials), if Licensee fails to make a payment to
|
|||
|
Autodesk or a Reseller or otherwise fails to comply with the provisions of this
|
|||
|
Agreement or other terms relating to any such license, Relationship Program,
|
|||
|
Services, or other associated materials. Autodesk may also terminate this
|
|||
|
Agreement if Licensee becomes subject to bankruptcy proceedings, becomes
|
|||
|
insolvent, or makes an arrangement with Licensee’s creditors. This Agreement
|
|||
|
will terminate automatically without further notice or action by Autodesk if
|
|||
|
Licensee goes into liquidation. Licensee acknowledges and agrees that Autodesk
|
|||
|
may assign or sub-contract any of its rights or obligations under this
|
|||
|
Agreement. 8.2 Effect of Termination of Agreement or License. Upon termination
|
|||
|
or expiration of this Agreement, the licenses granted hereunder will terminate.
|
|||
|
Upon termination or expiration of any license granted to Licensee, Licensee must
|
|||
|
cease all use of Autodesk Materials to which such license applies, any
|
|||
|
Relationship Program (including, without limitation, associated services), and
|
|||
|
any Services and Uninstall all copies of the Autodesk Materials. At Autodesk’s
|
|||
|
request, Licensee agrees to destroy or return to Autodesk or the Reseller from
|
|||
|
which they were acquired all Autodesk Materials. Autodesk reserves the right to
|
|||
|
require Licensee to show satisfactory proof that all copies of the Autodesk
|
|||
|
Materials have been Uninstalled and, if so requested by Autodesk, destroyed or
|
|||
|
returned to Autodesk or the Reseller from which they were acquired. If
|
|||
|
Licensee’s Relationship Program is terminated or expires, but this Agreement and
|
|||
|
Licensee’s license to the Licensed Materials remains in effect, any rights of
|
|||
|
Licensee based on the Relationship Program (including, without limitation,
|
|||
|
rights with respect to Previous Versions) will terminate, and (unless otherwise
|
|||
|
authorized by the Relationship Program Terms) Licensee must comply with the
|
|||
|
obligations of Section 1.2.1 (Effect of Upgrades) with respect to (including the
|
|||
|
obligations to cease use of, Uninstall and destroy or return) all copies of such
|
|||
|
Previous Versions. 8.3 Survival. Sections 1.3 (Additional Terms), 1.4 (Other
|
|||
|
Materials), 1.5 (Authorized Users), 1.6 (Third-Party Licensed Materials), 1.11
|
|||
|
(APIs), 2.1.1 (No License Granted;Unauthorized Activities), 2.1.4 (Effect of
|
|||
|
Unauthorized Use), 2.2 (Circumvention), 3 (All Rights Reserved), 4 (Privacy; Use
|
|||
|
of Information; Connectivity), 5.2 (Disclaimer), 6 (Warnings), 7 (Limitations of
|
|||
|
Liability), 8 (Term and Termination), and 9 (General Provisions) and Exhibit A
|
|||
|
will survive any termination or expiration of this Agreement. 9. General
|
|||
|
Provisions 9.1 Notices. Notices in connection with this Agreement by either
|
|||
|
party will be in writing and will be sent by electronic mail, postal service, or
|
|||
|
a delivery service (such as UPS, FedEx or DHL), except that Licensee may not
|
|||
|
provide notice to Autodesk of an Autodesk breach or provide notice of
|
|||
|
termination of this Agreement by electronic mail. Notices from Autodesk to
|
|||
|
Licensee will be effective (a) in the case of notices by email, one (1) day
|
|||
|
after sending to the email address provided to Autodesk, or (b) in the case of
|
|||
|
notices by mail or delivery service, five (5) days after sending by regular post
|
|||
|
or delivery service to the address provided to Autodesk. Licensee hereby
|
|||
|
consents to service of process being effected on Licensee by registered mail
|
|||
|
sent to the address set forth on Licensee’s Customer Information Form (or, if no
|
|||
|
Customer Information Form has been provided, Licensee’s last address known by
|
|||
|
Autodesk) if so permitted by applicable law. Notices from Licensee to Autodesk
|
|||
|
will be effective (a) in the case of notices by email, one (1) day after sending
|
|||
|
to (and receipt by Autodesk at) CopyrightAgent@autodesk.com, or (b) in the case
|
|||
|
of notices by mail or delivery service, when received by Autodesk at Autodesk,
|
|||
|
Inc., 111 McInnis Parkway, San Rafael, California 94903, USA, Attention:
|
|||
|
Copyright Agent. If Licensee participates in a Relationship Program, either
|
|||
|
party may also provide notice as set forth in the Relationship Program Terms.
|
|||
|
9.2 Governing Law and Jurisdiction. This Agreement will be governed by and
|
|||
|
construed in accordance with the laws of (a) Switzerland if Licensee acquired
|
|||
|
the Autodesk Materials in a country in Europe, Africa or the Middle East, (b)
|
|||
|
Singapore if Licensee acquired the Autodesk Materials in a country in Asia,
|
|||
|
Oceania or the Asia-Pacific region, or (c) the State of California (and, to the
|
|||
|
extent controlling, the federal laws of the United States) if Licensee acquired
|
|||
|
the Autodesk Materials in a country in the Americas (including the Caribbean) or
|
|||
|
any other country not specified in this Section 9.2 (Governing Law and
|
|||
|
Jurisdiction). The laws of such jurisdictions shall govern without reference to
|
|||
|
the conflicts-of-laws rules thereof. The UN Convention on Contracts for the
|
|||
|
International Sale of Goods and the Uniform Computer Information Transaction Act
|
|||
|
shall not apply to (and are excluded from the laws governing) this Agreement.
|
|||
|
In addition, each party agrees that any claim, action or dispute arising under
|
|||
|
or relating to this Agreement will be brought exclusively in (and the parties
|
|||
|
will be subject to the exclusive jurisdiction of) the Superior Court of the
|
|||
|
State of California, County of Marin, or the United States District Court for
|
|||
|
the Northern District of California in San Francisco, except that if Licensee
|
|||
|
has acquired the Autodesk Materials in (a) a country in Europe, Africa or the
|
|||
|
Middle East, any such claim or dispute will be brought exclusively in (and the
|
|||
|
parties will be subject to the exclusive jurisdiction of) the courts of
|
|||
|
Switzerland, or (b) a country in Asia, Oceania or the Asia-Pacific region, any
|
|||
|
such claim or dispute will be brought exclusively in (and the parties will be
|
|||
|
subject to the exclusive jurisdiction of) the courts of Singapore. Nothing in
|
|||
|
the foregoing will prevent Autodesk from bringing an action for infringement of
|
|||
|
intellectual property rights in any country where such infringement is alleged
|
|||
|
to occur. 9.3 No Assignment; Insolvency. Licensee may not assign this Agreement
|
|||
|
or any rights hereunder (whether by purchase of stock or assets, merger, change
|
|||
|
of control, operation of law, or otherwise) without Autodesk's prior written
|
|||
|
consent, which may be withheld in Autodesk's sole and absolute discretion, and
|
|||
|
any unauthorized purported assignment by Licensee will be void. In the context
|
|||
|
of any bankruptcy or similar proceeding, Licensee acknowledges and agrees this
|
|||
|
Agreement is and shall be treated as an executory contract that may not be
|
|||
|
assumed and/or assigned without Autodesk's prior written consent, which consent
|
|||
|
may be withheld in Autodesk's sole and absolute discretion whether pursuant to
|
|||
|
Section 365(c)(1) of Title 11 of the United States Code or any other applicable
|
|||
|
law respecting the treatment of executory contracts within bankruptcy. Any
|
|||
|
assignment (regardless of how or on what basis the assignment may occur) will be
|
|||
|
conditioned on compliance with the following: at least thirty (30) days before
|
|||
|
assigning or agreeing to any assignment of rights under this Agreement
|
|||
|
(including transferring any copies of or right to use the Software), (a)
|
|||
|
Licensee must provide written notice to Autodesk, Uninstall all copies of the
|
|||
|
Software, and (without limitation of the generality of Section 9.7 (Audits))
|
|||
|
allow Autodesk or its designee to inspect the records, systems and facilities of
|
|||
|
(or operated for) Licensee and its subsidiaries and affiliates to verify (by any
|
|||
|
means available to Autodesk, whether remotely or on premises) that all copies of
|
|||
|
the Software have been Uninstalled, (b) the proposed assignee must agree to
|
|||
|
comply (and Licensee must ensure that the assignee will comply) with all of the
|
|||
|
obligations of this Agreement with respect to such Software, which agreement
|
|||
|
must provide that Autodesk is a third-party beneficiary of the assignee’s
|
|||
|
agreement, and the assignee must provide a copy of the agreement to Autodesk,
|
|||
|
and (c) Licensee and proposed assignee must comply with all other transfer
|
|||
|
procedures identified by Autodesk. 9.4 Autodesk Subsidiaries and Affiliates.
|
|||
|
Licensee acknowledges and agrees that Autodesk may arrange to have its
|
|||
|
subsidiaries and affiliates engage in activities in connection with this
|
|||
|
Agreement, including, without limitation, delivering Autodesk Materials and
|
|||
|
providing Relationship Programs and Services, provided that Autodesk (and not
|
|||
|
such subsidiaries and affiliates) will remain subject to the obligations of
|
|||
|
Autodesk under this Agreement. Licensee also agrees that Autodesk’s
|
|||
|
subsidiaries and affiliates may enforce (including taking actions for breach of)
|
|||
|
this Agreement. 9.5 Exceptions to Prohibitions; Severability. 9.5.1 Exceptions
|
|||
|
to Prohibitions. The prohibitions contained in this Agreement will not apply
|
|||
|
where and to the extent applicable law does not allow such prohibitions to be
|
|||
|
enforced. Licensee may have other rights under the laws of the state or country
|
|||
|
within the Territory where the Licensed Materials are acquired, and this
|
|||
|
Agreement does not change Licensee’s rights under the laws of such state or
|
|||
|
country if and to the extent the laws of such state or country do not permit
|
|||
|
this Agreement to do so. Licensee will bear the burden of proof to demonstrate
|
|||
|
that applicable law does not allow (i) the enforcement of such prohibitions; or
|
|||
|
(ii) this Agreement to change particular rights in a state or country (and that
|
|||
|
Licensee has not exceeded the bounds of the unenforceable prohibitions and
|
|||
|
unchangeable rights). 9.5.2 Severability. If and to the extent any provision of
|
|||
|
this Agreement is held illegal, invalid, or unenforceable in whole or in part
|
|||
|
under applicable law, such provision or such portion thereof will be ineffective
|
|||
|
as to the jurisdiction in which it is illegal, invalid, or unenforceable to the
|
|||
|
extent of its illegality, invalidity, or unenforceability and will be deemed
|
|||
|
modified to the extent necessary to conform to applicable law so as to give the
|
|||
|
maximum effect to the intent of the parties. The illegality, invalidity, or
|
|||
|
unenforceability of such provision in that jurisdiction will not in any way
|
|||
|
affect the legality, validity, or enforceability of such provision or any other
|
|||
|
provision of this Agreement in any other jurisdiction. 9.6 No Waiver. No term
|
|||
|
or provision of this Agreement will be considered waived, and no breach excused,
|
|||
|
unless such waiver is in writing signed on behalf of the party against which the
|
|||
|
waiver is asserted. No waiver (whether express or implied) will constitute
|
|||
|
consent to, waiver of, or excuse of any other, different, or subsequent breach.
|
|||
|
9.7 Audits. Licensee agrees that Autodesk has the right to require an audit
|
|||
|
(electronic or otherwise) of the Autodesk Materials and the Installation thereof
|
|||
|
and Access thereto. As part of any such audit, Autodesk or its authorized
|
|||
|
representative will have the right, on fifteen (15) days’ prior notice to
|
|||
|
Licensee, to inspect Licensee’s records, systems and facilities, including
|
|||
|
machine IDs, serial numbers and related information, to verify that the use of
|
|||
|
any and all Autodesk Materials is in conformance with this Agreement. Licensee
|
|||
|
will provide full cooperation to enable any such audit. If Autodesk determines
|
|||
|
that Licensee’s use is not in conformity with the Agreement, Licensee will
|
|||
|
obtain immediately and pay for valid license(s) to bring Licensee’s use into
|
|||
|
compliance with this Agreement and other applicable terms and pay the reasonable
|
|||
|
costs of the audit. In addition to such payment rights, Autodesk reserves the
|
|||
|
right to seek any other remedies available at law or in equity, whether under
|
|||
|
this Agreement or otherwise. 9.8 Language. The English language version of this
|
|||
|
Agreement is legally binding in case of any inconsistencies between the English
|
|||
|
version and any translations. If Licensee purchased the license for the
|
|||
|
Licensed Materials in Canada, Licensee agrees to the following: The parties
|
|||
|
hereto confirm that it is their wish that this Agreement, as well as other
|
|||
|
documents relating hereto, including notices, have been and shall be written in
|
|||
|
the English language only. Les parties ci-dessus confirment leur désir que cet
|
|||
|
accord ainsi que tous les documents, y compris tous avis qui s'y rattachent,
|
|||
|
soient rédigés en langue anglaise. 9.9 Construction. Ambiguities in this
|
|||
|
Agreement will not be construed against the drafter. 9.10 Force Majeure.
|
|||
|
Autodesk will not be liable for any loss, damage or penalty resulting from
|
|||
|
delays or failures in performance resulting from acts of God, supplier delay or
|
|||
|
other causes beyond Autodesk's reasonable control. 9.11 U.S. Government Rights.
|
|||
|
For U.S. Government procurements, all Autodesk Materials are deemed to be
|
|||
|
commercial computer software as defined in FAR 12.212 and subject to restricted
|
|||
|
rights as defined in FAR Section 52.227-19 "Commercial Computer Software -
|
|||
|
Restricted Rights" and DFARS 227.7202, “Rights in Commercial Computer Software
|
|||
|
or Commercial Computer Software Documentation”, as applicable, and any successor
|
|||
|
regulations. Any use, modification, reproduction release, performance, display
|
|||
|
or disclosure of the Autodesk Materials by the U.S. Government shall be solely
|
|||
|
in accordance with license rights and restrictions described herein. 9.12 Export
|
|||
|
Control. Licensee acknowledges and agrees that the Autodesk Materials and
|
|||
|
Services (including any data submitted by Licensee in connection with a Service
|
|||
|
and any Licensee-specific output generated by a Service) are subject to
|
|||
|
compliance with United States and other applicable country export control and
|
|||
|
trade sanctions laws, rules and regulations, including, without limitation the
|
|||
|
regulations promulgated by the U.S. Department of Commerce and the U.S.
|
|||
|
Department of the Treasury (collectively, "Export Control Laws"). Licensee
|
|||
|
represents, warrants and covenants that neither Licensee nor Licensee’s
|
|||
|
Personnel (i) are a citizen or resident of, or located within, a nation that is
|
|||
|
subject to U.S. trade sanctions or other significant trade restrictions
|
|||
|
(including, without limitation, Cuba, Iran, Sudan, Syria and North Korea), (ii)
|
|||
|
are identified on any of the U.S. government restricted party lists (including,
|
|||
|
without limitation, the U.S. Treasury Department's List of Specially Designated
|
|||
|
Nationals and Blocked Persons, the U.S. Department of Commerce’s Denied Party
|
|||
|
List, Entity List and Unverified List and the U.S. Department of State’s
|
|||
|
proliferation-related lists), (iii) will, unless otherwise authorized under the
|
|||
|
Export Control Laws, use Autodesk Materials or Services in any restricted end
|
|||
|
use, including, without limitation, design, analysis, simulation, estimation,
|
|||
|
testing, or other activities related to nuclear, chemical/biological weapons,
|
|||
|
rocket systems or unmanned air vehicles applications, or (iv) will use the
|
|||
|
Autodesk Materials or Services to disclose, transfer, download, export, or
|
|||
|
re-export, directly or indirectly, any Licensee-specific output generated by the
|
|||
|
Autodesk Materials or Services, Licensee content, third party content, or any
|
|||
|
other content or material to any country, entity, or party that is ineligible to
|
|||
|
receive such items under the Export Control Laws or other laws or regulations to
|
|||
|
which Licensee may be subject. Licensee understands that the requirements and
|
|||
|
restrictions of the Export Control Laws as applicable to Licensee may vary
|
|||
|
depending on the Autodesk Materials or Services provided under this Agreement
|
|||
|
and may change over time. Licensee shall be solely responsible for (i)
|
|||
|
determining the precise controls applicable to the Autodesk Materials or
|
|||
|
Services, and (ii) complying with the Export Control Laws and monitoring any
|
|||
|
modifications to them. 9.13 Entire Agreement. This Agreement and any other
|
|||
|
terms referenced in this Agreement (such as the Relationship Program Terms and
|
|||
|
the Services Terms) constitute the entire agreement between the parties (and
|
|||
|
merge and supersede any prior or contemporaneous agreements, discussions,
|
|||
|
communications, agreements, representations, warranties, advertising or
|
|||
|
understandings) with respect to the subject matter hereof, except that
|
|||
|
particular Autodesk Materials may be subject to additional or different terms
|
|||
|
associated with such Autodesk Materials. The parties acknowledge that, in
|
|||
|
entering into this Agreement, they are not relying on any agreements,
|
|||
|
discussions, communications, agreements, representations, warranties,
|
|||
|
advertising or understandings other than as expressly set forth in this
|
|||
|
Agreement. Licensee acknowledges and agrees that Autodesk may add to or change
|
|||
|
the Relationship Program Terms and the Services Terms from time to time,
|
|||
|
provided that Autodesk will provide written notice of the additions or changes
|
|||
|
(and may allow Licensee not to renew, may permit Licensee to terminate, and may
|
|||
|
offer other options with respect to Relationship Programs or Services) before
|
|||
|
the additions or changes are effective as to Licensee. In the event of a
|
|||
|
conflict between this Agreement and any other terms of Autodesk (including,
|
|||
|
without limitation, the Relationship Program Terms, the Services Terms, or such
|
|||
|
additional or different terms), the other terms will apply. Terms stipulated by
|
|||
|
Licensee in any communication by Licensee which purport to vary this Agreement
|
|||
|
or such other terms will be void and of no effect unless agreed in a writing
|
|||
|
signed by an authorized representative of Autodesk. Any other modifications to
|
|||
|
this Agreement will also be invalid unless agreed to in a writing signed by an
|
|||
|
authorized representative of Autodesk. 10. Additional Terms. This Section 10
|
|||
|
(Additional Terms) applies to the following Software that may be included within
|
|||
|
the Licensed Materials: (i) Autodesk Maya; (ii) Autodesk Softimage; (iii)
|
|||
|
Autodesk 3ds Max; and (iv) Autodesk 3ds Max Design. 10.1 Rendering. 10.1.1 With
|
|||
|
regard to the Rendering Software (defined below), in addition to any other
|
|||
|
license granted in this Agreement, Licensee may allow the Rendering Software to
|
|||
|
be Installed or Accessed on a Networked Basis, solely for Licensee’s Internal
|
|||
|
Business Needs, specifically to render files created with the Software.
|
|||
|
However, if the Rendering Software is mental ray, and the Software is provided
|
|||
|
with a finite number of mental ray rendering nodes, then with regard to mental
|
|||
|
ray the foregoing is restricted to that number of mental ray rendering nodes.
|
|||
|
10.1.2 With regard to the mental ray Batch Software (defined below), in addition
|
|||
|
to any other license granted in this Agreement, Licensee may allow the mental
|
|||
|
ray Batch Software to be Installed or Accessed on a Networked Basis, solely for
|
|||
|
Licensee’s Internal Business Needs, and used (i) specifically to render files
|
|||
|
created with the Software; or (ii) by the Rendering Software specifically to
|
|||
|
render files created with the Software. The total number of CPUs used by the
|
|||
|
mental ray Batch Software cannot exceed the number specified in the License
|
|||
|
Identification. 10.1.3 With regard to the mental ray Standalone (defined below),
|
|||
|
Licensee may allow the mental ray Standalone to be Installed or Accessed, on a
|
|||
|
Networked Basis, solely on Computing Device(s) (defined below) solely for
|
|||
|
Licensee’s Internal Business Needs specifically to render files created with the
|
|||
|
Software. With regard to mental ray Standalone, any reference in the Agreement
|
|||
|
to Computer is hereby deleted and “Computing Device(s)” substituted therefor.
|
|||
|
10.1.4 With regard to the mental ray Satellite (defined below) for each of
|
|||
|
Autodesk 3ds Max, Autodesk Maya and Autodesk Softimage Software each mental ray
|
|||
|
Satellite executable(s) may run on one (1) or more host no more than four (4)
|
|||
|
client Computing Devices. With regard to mental ray Satellite, any reference in
|
|||
|
the Agreement to Computer is hereby deleted and “Computing Device(s)”
|
|||
|
substituted therefor. 10.1.5 Definitions. (1) “mental ray Standalone” means the
|
|||
|
mental ray Standalone client/server executable, including the mental ray
|
|||
|
standard shader libraries and utility programs, used specifically for rendering
|
|||
|
files created with the Software. (2) “Rendering Software” means a subset of the
|
|||
|
Software used specifically for rendering files created with the Software. (3)
|
|||
|
“mental ray Batch Software” means a subset of the Software used: (i)
|
|||
|
specifically for rendering files created with the Software or (ii) by the
|
|||
|
Rendering Software specifically for rendering files created with the Software.
|
|||
|
(4) “mental ray Satellite” means the mental ray Satellite server executable,
|
|||
|
including the mental ray standard shader libraries. mental ray Satellite is
|
|||
|
functionally equivalent to the mental ray Standalone server executable, used
|
|||
|
specifically for rendering files created with the Software except it is not able
|
|||
|
to read and write files in the complete mi2 format. (5) “Computing Device” means
|
|||
|
(i) a single electronic assembly with a maximum of: (a) four (4) CPUs
|
|||
|
(regardless of the number of cores in each CPU) each CPU having one or more
|
|||
|
microprocessors, (b) four (4) discrete GPU-based computing boards; or (ii) a
|
|||
|
software implementation of the single electronic assembly, (a so-called 'virtual
|
|||
|
machine') described in (i) above, which single electronic assembly accepts
|
|||
|
information in digital or similar form and manipulates the information for a
|
|||
|
specific result based on a sequence of instructions. 10.2 Exceptions. 10.2.1
|
|||
|
This Section 10.2 (Exceptions) applies to the Autodesk Media & Entertainment 3D
|
|||
|
entertainment Software that may be included within the Licensed Materials.
|
|||
|
Notwithstanding the provisions set forth in Section 2.1.1 (No License Granted;
|
|||
|
Unauthorized Activities) if: (i) the Redistributable Component (defined below)
|
|||
|
operates with the Software and with Licensee Application; and (ii) the
|
|||
|
Redistributable Component is linked to Licensee Application; then Licensee may
|
|||
|
reproduce and distribute the Redistributable Component and Licensee Application
|
|||
|
together, subject to Licensee’s strict adherence to all of the following terms
|
|||
|
and conditions: (a) the class identifications for any classes of objects
|
|||
|
Licensee created shall be different from and clearly distinguishable from the
|
|||
|
class identifications used by Autodesk; (b) modified Sample (defined below) code
|
|||
|
and any resulting binary files in Licensee Application are identified as
|
|||
|
developed by Licensee, and not by Autodesk; (c) Licensee Application has
|
|||
|
Licensee’s copyright notice; (d) any Modification (defined below), and resulting
|
|||
|
binary files, shall include the copyright notices of Autodesk, Inc. as well as
|
|||
|
the following statement: "This software contains copyrighted code owned by
|
|||
|
Autodesk, Inc. but has been modified and is not endorsed by Autodesk, Inc." The
|
|||
|
language of the copyright notice and the statement shall be in the same language
|
|||
|
as the Software language; (e) distribution is strictly for not-for-profit
|
|||
|
purposes; (f) distribution is either in binary form or text form; (g)
|
|||
|
distribution is subject to a standard form of click-through end-user license
|
|||
|
agreement which license agreement, among other things: (1) protects Autodesk's
|
|||
|
interests consistent with the terms of this Agreement; and (2) prohibits the
|
|||
|
redistribution of the Redistributable Component; (h) if the Redistributable
|
|||
|
Component operates with the Autodesk 3ds Max Software and/or Autodesk 3ds Max
|
|||
|
Design Software and with Licensee Application then prior to reproduction and
|
|||
|
distribution of the Redistributable Component and Licensee Application all MIDI
|
|||
|
files have been excluded from the Redistributable Component and Licensee
|
|||
|
Application; and (i) Licensee agrees to defend, indemnify and hold harmless
|
|||
|
Autodesk and its subsidiaries and affiliates from and against any and all
|
|||
|
damages, costs, losses, liabilities, expenses and settlement amounts incurred in
|
|||
|
connection with any suit, claim or action by any third party alleging that the
|
|||
|
Redistributable Component and/or Licensee Application infringes or
|
|||
|
misappropriates any patent, copyrights, moral rights, trademark, trade secret
|
|||
|
and design rights, whether registered or unregistered, and including any
|
|||
|
application for registration of any of the foregoing and all rights or forms of
|
|||
|
protections of a similar nature having equivalent or similar effect to any of
|
|||
|
these, which may subsist anywhere in the world, of such third party. 10.2.2
|
|||
|
Definitions. (1) "Licensee Application" means, with regard to the Software, a
|
|||
|
Modification made by Licensee for designing, developing, and testing an
|
|||
|
application program made by Licensee. (2) "Modification" means any: (i) addition
|
|||
|
to the substance of a Sample or any addition to the substance of the contents of
|
|||
|
a file containing a Sample; (ii) any deletion from the structure of a Sample, or
|
|||
|
any deletion from the structure of the contents of a file containing a Sample;
|
|||
|
and/or (iii) any new file that contains any part of a Sample; all of which, in
|
|||
|
Autodesk’s sole discretion, ensures that the Sample is not the primary source of
|
|||
|
value. (3) "Redistributable Component" means the Sample(s) and/or a
|
|||
|
Modification. (4) "Sample(s)" means sample source code, or individual
|
|||
|
animations, still images, and/or audio files contained in the Software, and
|
|||
|
located in the samples directory, the examples subdirectory, samples files or
|
|||
|
any similar type directory or file. 10.3 Additional Terms; Certain Softimage
|
|||
|
Materials. This Section 10.3 (Additional Terms; Certain Softimage Materials)
|
|||
|
applies to the following Software that may be included within the Licensed
|
|||
|
Materials: (i) Autodesk Softimage Mod Tool software; and (ii) Autodesk Softimage
|
|||
|
Mod Tool Pro software. 10.3.1 Autodesk Softimage Mod Tool Software. In the
|
|||
|
event the Software is Autodesk Softimage Mod Tool Software then the applicable
|
|||
|
Exhibit B License Type is B. 4. (Educational Stand-alone (Individual) License).
|
|||
|
10.3.2 Autodesk Softimage Mod Tool Pro Software. In the event the Software is
|
|||
|
Autodesk Softimage Mod Tool Pro Software, then the applicable Exhibit B License
|
|||
|
Type is B. 1. (Stand-alone (Individual) License), however, Licensee’s Internal
|
|||
|
Business Needs are limited to the design, development and testing of an
|
|||
|
application program designed to function with the Software for Licensee’s
|
|||
|
internal use in producing multimedia content in conjunction with Licensee’s
|
|||
|
valid XNA® Creators Club Online Premium Membership. 11. Additional Terms:
|
|||
|
Quantity Take Off. This Section 11 (Additional Terms; Quantity Take Off) applies
|
|||
|
to the Quantity Take Off Software that may be included within the Licensed
|
|||
|
Materials (“QTO Software”): 11.1 The QTO Software is based in part on the work
|
|||
|
of the Independent JPEG Group. 11.2 Portions of the QTO Software include Crystal
|
|||
|
Reports Runtime Software (“Runtime Software”) licensed from Business Objects
|
|||
|
Software Ltd (“Business Objects”). Licensee’s use of the Runtime Software is
|
|||
|
subject to the following terms: (a) Licensee agrees not to alter disassemble,
|
|||
|
decompile, translate, adapt or reverse-engineer the Runtime Software or the
|
|||
|
report file (.RPT) format; (b) Licensee agrees not to distribute the Runtime
|
|||
|
Software with any general-purpose report writing, data analysis or report
|
|||
|
delivery product or any other product that performs the same or similar
|
|||
|
functions as Business Objects’ product offerings; (c) Licensee agrees not to use
|
|||
|
the Runtime Software to create for distribution a product that is generally
|
|||
|
competitive with Business Objects' product offerings; (d) Licensee agrees not to
|
|||
|
use the Runtime Software to create for distribution a product that converts the
|
|||
|
report file (.RPT) format to an alternative report file format used by any
|
|||
|
general-purpose report writing, data analysis or report delivery product that is
|
|||
|
not the property of Business Objects; and (e) Licensee agrees not to use the
|
|||
|
Crystal Reports Software on a rental or timesharing basis or to operate a
|
|||
|
service bureau facility for the benefit of third-parties. 11.3 BUSINESS OBJECTS
|
|||
|
AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT
|
|||
|
LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
|
|||
|
AND NONINFRINGEMENT OF THIRD PARTY RIGHTS. BUSINESS OBJECTS AND ITS SUPPLIERS
|
|||
|
SHALL HAVE NO LIABILITY WHATSOEVER UNDER THIS AGREEMENT OR IN CONNECTION WITH
|
|||
|
THE CRYSTAL REPORTS SOFTWARE. 12. Autodesk download technology may use the
|
|||
|
Akamai NetSession Interface, which may utilize a limited amount of your upload
|
|||
|
bandwidth and PC resources to connect you to a peered network and improve speed
|
|||
|
and reliability of Web content. The Akamai NetSession Interface is secure
|
|||
|
client-side networking technology that harnesses the power of your computer to
|
|||
|
deliver software and media available on the Akamai network. Your Akamai
|
|||
|
NetSession Interface works collectively with other Akamai NetSession Interfaces,
|
|||
|
along with thousands of Akamai edge servers, and runs as a networking service
|
|||
|
utilizing a limited amount of your computer's available resources. More
|
|||
|
information about the Akamai NetSession Interface is available here:
|
|||
|
http://www.akamai.com/client. By clicking "Accept" and using the Autodesk
|
|||
|
download technology, you accept the Akamai License Agreement
|
|||
|
(http://www.akamai.com/eula) in addition to the Autodesk License and Service
|
|||
|
Agreement.
|
|||
|
|
|||
|
Exhibit A Definitions 1. “Access” or “Accessible” means, with respect to a
|
|||
|
computer program or other materials, (a) to use or execute the computer program
|
|||
|
or other materials or (b) to use or otherwise benefit from the features or
|
|||
|
functionality of the computer program or other materials. 2. “Agreement” means
|
|||
|
this License and Services Agreement, including all exhibits and schedules
|
|||
|
thereto, as the License and Services Agreement may be amended from time to time
|
|||
|
in accordance with the terms thereof. 3. “Authorized User” means any individual
|
|||
|
person who Installs or Accesses, or is authorized to Install or Access, any of
|
|||
|
the Licensed Materials. 4. “Autodesk” means Autodesk, Inc., a Delaware
|
|||
|
corporation, except that if, Licensee acquires a license to the Autodesk
|
|||
|
Materials in (a) a country in Europe, Africa or the Middle East, “Autodesk”
|
|||
|
means Autodesk Development Sàrl or (b) a country in Asia, Oceania or the
|
|||
|
Asia-Pacific region, “Autodesk” means Autodesk Asia Pte Ltd. 5. “Autodesk
|
|||
|
License Manager” means the tool known as Autodesk License Manager or any future
|
|||
|
Autodesk tool for managing, monitoring or controlling Installation of or Access
|
|||
|
to Autodesk Materials. 6. “Autodesk Materials” means any materials distributed
|
|||
|
or made available by Autodesk, directly or indirectly, including Software,
|
|||
|
Supplemental Materials, User Documentation and Excluded Materials (whether or
|
|||
|
not licensed to Licensee). 7. “Computer” means (i) a single electronic device,
|
|||
|
with one or more central processing units (CPUs), that accepts information in
|
|||
|
digital or similar form and manipulates the information for a specific result
|
|||
|
based on a sequence of instructions, or (ii) a software implementation of such a
|
|||
|
device (or so-called virtual machine). 8. “Customer Information Form” means a
|
|||
|
form completed by or on behalf of Licensee and submitted to Autodesk or a
|
|||
|
Reseller, directly or indirectly, in connection with Licensee’s order for a
|
|||
|
license of Autodesk Materials, Relationship Program or Services. 9. “Educational
|
|||
|
Licensee” means a Licensee who is also (a) a Qualified Educational Institution,
|
|||
|
(b) Faculty, (c) Student or (d) Other Authorized Educational Licensee. An
|
|||
|
Educational Licensee may be required to show proof of eligibility if requested
|
|||
|
by Autodesk. Autodesk, in its sole discretion, retains the right to determine
|
|||
|
the eligibility of an Educational Licensee. 10. “Educational Purposes” means
|
|||
|
(i) in the case of a Qualified Educational Institution, Faculty or Other
|
|||
|
Authorized Educational Licensees, purposes directly related to learning,
|
|||
|
teaching, training, research and development that are part of the instructional
|
|||
|
functions performed by a Qualified Educational Institution or Other Authorized
|
|||
|
Educational Licensee and (ii) in the case of Students, purposes related to
|
|||
|
learning, training, research or development. “Educational Purposes” does not
|
|||
|
include commercial, professional or any other for-profit purposes. 11.
|
|||
|
“Evaluation Purposes” means purposes of evaluation and demonstration of the
|
|||
|
capabilities of the Software or Supplemental Materials but excludes competitive
|
|||
|
analysis and any commercial, professional, or other for-profit purposes. 12.
|
|||
|
“Excluded Materials” means any materials, including Software, Supplemental
|
|||
|
Materials or User Documentation (and including, without limitation, any computer
|
|||
|
programs, modules or components of a computer program, functionality or features
|
|||
|
of a computer program, explanatory printed or electronic materials, content or
|
|||
|
other materials, if any), that may be provided or become available to Licensee,
|
|||
|
by any means, or that are on any media delivered to Licensee, for which (a)
|
|||
|
Licensee does not have a License Identification, or (b) Licensee has not paid
|
|||
|
(and continued to pay) the applicable fees. Licensee acknowledges that Excluded
|
|||
|
Materials are included on media or via download for convenience of the licensing
|
|||
|
mechanism used by Autodesk, and inclusion does not in any way authorize,
|
|||
|
expressly or impliedly, a right to use such Excluded Materials. 13. “Faculty”
|
|||
|
means an individual person who is an employee or independent contractor working
|
|||
|
for a Qualified Educational Institution. 14. “Install” and “Installation” means,
|
|||
|
with respect to a computer program or other materials, to copy the program or
|
|||
|
other materials onto a hard disk or other storage medium. 15. “License
|
|||
|
Identification” means one or more designations by Autodesk that set forth the
|
|||
|
License Type (among other things) for Licensee’s license of the Licensed
|
|||
|
Materials. The License Identification may be (a) located (i) in the Licensed
|
|||
|
Materials (e.g., in an “About” box, license information dialog box, or text file
|
|||
|
of Software), (ii) on or with Autodesk packaging, or (iii) in a written
|
|||
|
confirmation or other notice issued to Licensee by Autodesk and transmitted via
|
|||
|
email, facsimile, physical delivery, or otherwise, or (b) obtained from Autodesk
|
|||
|
on request. For clarification, License Identification does not include a
|
|||
|
designation, confirmation, packaging or other document provided by a Reseller or
|
|||
|
other third party. 16. “License Type” means a type of license specified by
|
|||
|
Autodesk for Autodesk Materials, including the types set forth in Exhibit B.
|
|||
|
License Type includes the terms specified by Autodesk for each type of license,
|
|||
|
including the applicable terms set forth in Exhibit B. License Type is
|
|||
|
determined by Autodesk and may be specified in the applicable License
|
|||
|
Identification. 17. “Licensed Materials” means Software, Supplemental Materials
|
|||
|
and User Documentation (a) downloaded by clicking on the “I accept” button or
|
|||
|
other button or mechanism associated with this Agreement or by otherwise
|
|||
|
indicating assent to this Agreement, (b) delivered prepackaged with this
|
|||
|
Agreement, or (c) otherwise accompanied by this Agreement, provided that (i) in
|
|||
|
the case of Software, the Software is identified in an applicable License
|
|||
|
Identification, and (ii) Licensee has paid (and continues to pay) the applicable
|
|||
|
fees. Licensed Materials also includes Supplemental Materials and User
|
|||
|
Documentation that Autodesk provides or makes available to Licensee for use with
|
|||
|
Software licensed under this Agreement if there are no separate terms for such
|
|||
|
materials specified by Autodesk. Licensed Materials includes, without
|
|||
|
limitation, any error corrections, patches, service packs, updates and upgrades
|
|||
|
to, and new versions of, the Licensed Materials that Autodesk provides or makes
|
|||
|
available to Licensee under Licensee’s then-current license. Licensee
|
|||
|
acknowledges that availability of Upgrades and new versions may be subject to
|
|||
|
additional fees and the Relationship Program Terms. In addition, Licensed
|
|||
|
Materials includes, without limitation, any Previous Versions and other Autodesk
|
|||
|
Materials that Licensee receives or retains pursuant to the Relationship Program
|
|||
|
Terms, but only for so long as and to the extent expressly authorized by the
|
|||
|
Relationship Program Terms. Notwithstanding the foregoing (or any other
|
|||
|
provision of this Agreement), Licensed Materials in all cases excludes Excluded
|
|||
|
Materials. 18. “Licensee” means (a) the company or other legal entity on behalf
|
|||
|
of which Autodesk Materials are acquired, if the Autodesk Materials are acquired
|
|||
|
on behalf of such an entity (e.g., by an employee, independent contractor, or
|
|||
|
other authorized representative), or (b) if there is no such entity, the
|
|||
|
individual who accepts this Agreement (e.g., by selecting the “I accept” button
|
|||
|
or other button or mechanism associated with this Agreement or otherwise
|
|||
|
indicating assent to this Agreement, or by installing, downloading, accessing,
|
|||
|
or otherwise copying or using all or any portion of the Autodesk Materials).
|
|||
|
For clarification, “Licensee” refers only to a single, specifically identified
|
|||
|
legal entity or individual, and does not include any subsidiary or affiliate of
|
|||
|
any such legal entity or individual or any other related person. 19. “Licensee’s
|
|||
|
Internal Business Needs” means, in reference to Licensed Materials, the use of
|
|||
|
such Licensed Materials (and the features and functionality thereof) by
|
|||
|
Licensee’s own Personnel to meet the internal requirements of Licensee’s
|
|||
|
business in the ordinary course of such business, provided that Internal
|
|||
|
Business Needs will in no event include providing or making available such
|
|||
|
Licensed Materials (or the features or functionality thereof) to any third
|
|||
|
party. 20. “Networked Basis” means a computing environment that includes a
|
|||
|
Computer acting as a file server which allows the Licensed Materials Installed
|
|||
|
on such Computer to be uploaded and Installed to, and operated, viewed or
|
|||
|
otherwise Accessed from, other Computers through a local area network connection
|
|||
|
or through a VPN connection subject to compliance with the VPN Requirements. 21.
|
|||
|
“Open Source” means any software code that: (a) contains, or is derived in any
|
|||
|
manner, (in whole or in part), from any software that is distributed as free
|
|||
|
software, open source software, shareware (e.g., Linux), or similar licensing or
|
|||
|
distribution models; and (b) is subject to any agreement with terms requiring
|
|||
|
that using, copying, modifying or redistributing the software requires that such
|
|||
|
software and/or the derivative works of such software be: (i) disclosed and/or
|
|||
|
distributed in source code form; (ii) be licensed for the purpose of making
|
|||
|
derivative works; and/or (iii) be redistributed free of charge; including,
|
|||
|
without limitation, software licensed or distributed under any of the following
|
|||
|
licenses or distribution models, or licenses or distribution models similar to,
|
|||
|
GNU’s General Public License (GPL) or Lesser/Library GPL (LGPL). 22. “Other
|
|||
|
Authorized Educational Licensee” means a Licensee described at
|
|||
|
http://www.autodesk.com/educationterms or as otherwise authorized in writing by
|
|||
|
Autodesk. 23. “Permitted Number” means a maximum number (e.g., number of
|
|||
|
authorized users, number of concurrent users, number of computers, sessions,
|
|||
|
etc.) applicable to a license of the Licensed Materials and to the License Type
|
|||
|
associated with such license. Such number is determined by Autodesk and may be
|
|||
|
specified in the applicable License Identification. 24. “Personal Learning
|
|||
|
Purposes” means (i) personal learning as a Student or (ii) in the case of a
|
|||
|
non-Student, personal learning, excluding (a) in-person or online classroom
|
|||
|
learning in any degree-granting or certificate granting program, and (b)
|
|||
|
learning related to any commercial, professional or other for-profit purposes.
|
|||
|
25. “Personnel” means (a) Licensee’s individual employees and (b) individual
|
|||
|
persons who are independent contractors working on Licensee’s premises and who
|
|||
|
Install and Access the Licensed Materials only on and through Computers owned or
|
|||
|
leased and controlled by Licensee. 26. “Previous Versions” means, as to any
|
|||
|
then-current release of Licensed Materials, a prior release of the Licensed
|
|||
|
Materials as to which such then-current release is a successor or substitute (as
|
|||
|
determined by Autodesk). 27. “Qualified Educational Institution” means an
|
|||
|
educational institution which has been accredited by an authorized governmental
|
|||
|
agency within its applicable local, state, provincial, federal, or national
|
|||
|
government and has the primary purpose of teaching its enrolled students.
|
|||
|
Examples, without limitation, of entities that are included and excluded from
|
|||
|
this definition are described at http://www.autodesk.com/educationterms. 28.
|
|||
|
“Relationship Program” means (i) Subscription or (ii) a rental program offered
|
|||
|
generally by Autodesk pursuant to which Autodesk makes available Licensed
|
|||
|
Materials. 29. “Relationship Program Terms” means the terms for a Relationship
|
|||
|
Program set forth at
|
|||
|
http://usa.autodesk.com/company/legal-notices-trademarks/support-terms-and-conditions
|
|||
|
or any successor or supplemental web page of Autodesk (the URL for which may be
|
|||
|
obtained on Autodesk’s website or on request). 30. “Reseller” means a
|
|||
|
distributor or reseller authorized directly or indirectly by Autodesk to
|
|||
|
distribute authentic Autodesk Materials to Licensee. 31. ”Services” means
|
|||
|
services (including the results of services) provided or made available by
|
|||
|
Autodesk, including, without limitation, support services, storage, simulation
|
|||
|
and testing services, training and other benefits, but excluding services
|
|||
|
provided or made available as part of a Relationship Program. 32. “Services
|
|||
|
Terms” means the terms for Services set forth at a location where a user may
|
|||
|
order or register for, or that is displayed in connection with ordering or
|
|||
|
registering for, such Services (e.g., a web page) or, if there are no such
|
|||
|
terms, at
|
|||
|
http://usa.autodesk.com/company/legal-notices-trademarks/terms-of-service (if
|
|||
|
the Services are web services) or
|
|||
|
http://usa.autodesk.com/company/legal-notices-trademarks/terms-of-use for all
|
|||
|
other Services) or any successor or supplemental web pages of Autodesk. 33.
|
|||
|
“Software” means the Autodesk FBX SDK computer program, or a module or component
|
|||
|
of a computer program, including the software development kit (“SDK”)
|
|||
|
distributed or made available by Autodesk. The term “Software” may also refer
|
|||
|
to functions and features of a computer program. 34. “Stand-alone Basis” means
|
|||
|
(i) the Licensed Materials are Installed on a single Computer and (ii) the
|
|||
|
Licensed Materials cannot be Installed on, or operated, viewed or otherwise
|
|||
|
Accessed from or through any other Computer (e.g., through a network connection
|
|||
|
of any kind). 35. “Student” means an individual person enrolled as a student at
|
|||
|
a Qualified Educational Institution. 36. “Subscription” is the program offered
|
|||
|
generally by Autodesk under which Autodesk provides (among other things) updates
|
|||
|
and upgrades to, new versions of, and certain other support, services and
|
|||
|
training relating to Autodesk Materials. 37. “Supplemental Materials” means
|
|||
|
materials, other than Software and related User Documentation, that are
|
|||
|
distributed or made available by Autodesk for use with Software. Supplemental
|
|||
|
Materials include, without limitation, (a) content, such as sample drawings and
|
|||
|
designs, modules for drawings and designs, and representations of elements used
|
|||
|
in drawings and designs (e.g., buildings, parts of buildings, fixtures,
|
|||
|
furniture, bridges, roads, characters, backgrounds, settings and animations),
|
|||
|
(b) background materials, such as building codes and descriptions of building
|
|||
|
practices, (c) tools for rendering the output of the Software, such as fonts,
|
|||
|
and (d) Development Materials, application programming interfaces (APIs), and
|
|||
|
other similar developer materials (including API Information). 37 “Territory”
|
|||
|
(a) means the country, countries or jurisdiction(s) specified in the License
|
|||
|
Identification, or (b) if there is no such License Identification, or no country
|
|||
|
or jurisdiction is specified in the License Identification, means the country in
|
|||
|
which Licensee acquires a license to the Autodesk Materials. If the License
|
|||
|
Identification specifies, or Licensee acquires the Autodesk Materials in, a
|
|||
|
member country of the European Union or the European Free Trade Association,
|
|||
|
Territory means all the countries of the European Union and the European Free
|
|||
|
Trade Association. 38. “Uninstall” means to remove or disable a copy of Autodesk
|
|||
|
Materials from a hard drive or other storage medium through any means or
|
|||
|
otherwise to destroy or make unusable a copy of the Autodesk Materials. 39.
|
|||
|
“Upgrade” means a full commercial version of Licensed Materials (a) which is a
|
|||
|
successor to or substitute for a qualifying prior release (and may incorporate
|
|||
|
error corrections, patches, service packs and updates and upgrades to, and may
|
|||
|
enhance or add to the features or functionality of, the prior release) or
|
|||
|
different release of Licensed Materials, (b) is provided to a Licensee who has
|
|||
|
previously licensed the applicable qualifying prior or different release from
|
|||
|
Autodesk and (c) for which Autodesk generally charges a separate fee or makes
|
|||
|
available solely to customers under a Relationship Program. Whether Autodesk
|
|||
|
Materials are an Upgrade may be specified in the applicable License
|
|||
|
Identification. Whether Autodesk Materials are an Upgrade and whether Licensee
|
|||
|
has met the qualifications to license particular Autodesk Materials as an
|
|||
|
Upgrade are determined by Autodesk. 40. “User Documentation” means the
|
|||
|
explanatory or instructional materials for Software or Supplemental Materials
|
|||
|
(including materials regarding use of the Software or Supplemental Materials),
|
|||
|
whether in printed or electronic form, that Autodesk or a Reseller incorporates
|
|||
|
in the Software or Supplemental Materials (or the packaging for the Software or
|
|||
|
Supplemental Materials) or otherwise provides to its customers when or after
|
|||
|
such customers license, acquire or Install the Software or Supplemental
|
|||
|
Materials. 41. “VPN Requirements” means (i) the Licensed Materials are Accessed
|
|||
|
through a secure virtual private network (“VPN”); (ii) the maximum number of
|
|||
|
concurrent users Accessing the Licensed Materials (on a Networked Basis or
|
|||
|
through the VPN) does not exceed the Permitted Number at any time; (iii) all
|
|||
|
copies of the Licensed Materials are Installed and Accessed exclusively in
|
|||
|
conjunction with the technical protection device (if any) supplied with the
|
|||
|
Licensed Materials; and (iv) the VPN connection is secure and complies with
|
|||
|
current industry standard encryption and protection mechanisms.
|
|||
|
|
|||
|
|
|||
|
Exhibit B License Types 1. Stand-alone (Individual) License. If the License
|
|||
|
Identification identifies the License Type as a “Stand-alone License” or as an
|
|||
|
“Individual License," Licensee may Install a single primary copy of the specific
|
|||
|
release of the Licensed Materials designated in the applicable License
|
|||
|
Identification on one (1) Computer, on a Stand-alone Basis, and permit Access to
|
|||
|
such primary copy of the Licensed Materials solely by Licensee’s Personnel, and
|
|||
|
solely for Licensee’s Internal Business Needs. Licensee may also Install a
|
|||
|
single additional copy of such Licensed Materials on one (1) additional
|
|||
|
Computer, on a Stand-alone Basis; provided that (i) such additional copy of the
|
|||
|
Licensed Materials is Accessed solely by the same person as the primary copy;
|
|||
|
(ii) such person is Licensee (if Licensee is an individual) or an employee of
|
|||
|
Licensee; (iii) such person Accesses the additional copy solely to perform work
|
|||
|
while away from that person’s usual work location and solely for Licensee’s
|
|||
|
Internal Business Needs; and (iv) the primary and additional copies are not
|
|||
|
Accessed at the same time. Stand-alone (Individual) License is for a perpetual
|
|||
|
term, except as otherwise provided in this Agreement. 2. Multi-seat Stand-alone
|
|||
|
License. If the License Identification identifies the License Type as a
|
|||
|
“Multi-seat Stand-alone License," Licensee may Install primary copies of the
|
|||
|
specific release of the Licensed Materials designated in the applicable License
|
|||
|
Identification on up to the Permitted Number of Computers, on a Stand-alone
|
|||
|
Basis, and permit Access to such copies of the Licensed Materials solely by
|
|||
|
Licensee’s Personnel, and solely for Licensee’s Internal Business Needs.
|
|||
|
Licensee may also Install additional copies of such Licensed Materials on
|
|||
|
additional Computers in an amount up to the Permitted Number of Computers, on a
|
|||
|
Stand-alone Basis; provided that (i) each additional copy of such Licensed
|
|||
|
Materials is Accessed solely by the same person as the primary copy; (ii) such
|
|||
|
person is Licensee (if Licensee is an individual) or an employee of Licensee;
|
|||
|
(iii) such person Accesses the additional copy solely to perform work while away
|
|||
|
from that person’s usual work location and solely for Licensee’s Internal
|
|||
|
Business Needs; and (iv) the primary and additional copies are not Accessed at
|
|||
|
the same time. Multi-seat Stand-alone License is for a perpetual term, except
|
|||
|
as otherwise provided in this Agreement. 3. Network License. If the License
|
|||
|
Identification identifies the License Type for the Licensed Materials as a
|
|||
|
“Network License," Licensee may Install copies of the specific release of the
|
|||
|
Licensed Materials designated in the applicable License Identification on a
|
|||
|
Computer and permit Access to such Licensed Materials on multiple Computers, on
|
|||
|
a Networked Basis, solely by Licensee’s Personnel, solely for Licensee’s
|
|||
|
Internal Business Needs, only so long as the maximum number of concurrent
|
|||
|
Authorized Users does not exceed the Permitted Number of Authorized Users or
|
|||
|
other limits imposed by the Autodesk License Manager (if any). Licensee may, at
|
|||
|
Licensee’s option, also Install the Licensed Materials on a Hot Backup Server;
|
|||
|
provided that Licensee may Access the Licensed Materials on the Hot Backup
|
|||
|
Server only during the time period when, and solely for as long as, the primary
|
|||
|
Installed copy of the Licensed Materials is inoperable and only subject to the
|
|||
|
same terms and conditions as are applicable to the primary Installed copy. A
|
|||
|
“Hot Backup Server” means a file server Computer that has a second copy of the
|
|||
|
Software and Supplemental Materials Installed but that is not permitted to be
|
|||
|
Accessible except when the primary Installed copy of the Software and
|
|||
|
Supplemental Materials are inoperable and only for so long as such primary
|
|||
|
Installed copy is inoperable. A Network License is for a perpetual term, except
|
|||
|
as otherwise provided in this Agreement. 4. Educational Stand-alone (Individual)
|
|||
|
License. If the License Identification identifies the License Type as an
|
|||
|
“Educational Stand-alone (Individual) License,” an Educational Licensee may
|
|||
|
Install a copy of the specific release of the Licensed Materials designated in
|
|||
|
the applicable License Identification on one (1) Computer, subject to certain
|
|||
|
functional limitations described in Section 6.3 (Affected Data), on a
|
|||
|
Stand-alone Basis, and permit Access to such copy of the Licensed Materials
|
|||
|
solely by an Educational Licensee solely for Educational Purposes. An
|
|||
|
Educational Stand-alone (Individual) License is for a fixed term specified in
|
|||
|
the applicable License Identification or, if no such term is specified, the term
|
|||
|
is thirty-six (36) months from Installation or as otherwise authorized in
|
|||
|
writing by Autodesk. 5. Educational Multi-seat Stand-alone License. If the
|
|||
|
License Identification identifies the License Type as an “Educational Multi-seat
|
|||
|
Stand-alone License,” an Educational Licensee may Install copies of the specific
|
|||
|
release of the Licensed Materials designated in the applicable License
|
|||
|
Identification on up to the Permitted Number of Computers, subject to certain
|
|||
|
functional limitations described in Section 6.3 (Affected Data), on a
|
|||
|
Stand-alone Basis, and permit Access to such copies of the Licensed Materials
|
|||
|
solely by Educational Licensees solely for Educational Purposes. An Educational
|
|||
|
Multi-seat Stand-alone License is for a fixed term specified in the applicable
|
|||
|
License Identification or, if no such term is specified, the term is thirty-six
|
|||
|
(36) months from Installation or as otherwise authorized in writing by Autodesk.
|
|||
|
6. Educational Network License. If the License Identification identifies the
|
|||
|
License Type as an “Educational Network License,” an Educational Licensee may
|
|||
|
Install copies of the specific release of the Licensed Materials designated in
|
|||
|
the applicable License Identification on a single file server Computer, subject
|
|||
|
to certain functional limitations described in Section 6.3 (Affected Data), and
|
|||
|
Access such Licensed Materials on multiple Computers on a Networked Basis, and
|
|||
|
permit Access to such copies of the Licensed Materials solely by Educational
|
|||
|
Licensees solely for Educational Purposes, only so long as the maximum number of
|
|||
|
concurrent Authorized Users does not exceed the Permitted Number of Authorized
|
|||
|
Users. An Educational Network License is for a fixed term specified in the
|
|||
|
applicable License Identification or, if no such term is specified, the term is
|
|||
|
thirty-six (36) months from Installation or as otherwise authorized in writing
|
|||
|
by Autodesk. 7. Personal Learning License. If the License Identification
|
|||
|
identifies the License Type as a “Personal Learning License”, Licensee may
|
|||
|
Install a copy of the specific release of the Licensed Materials designated in
|
|||
|
the applicable License Identification on one (1) Computer, subject to certain
|
|||
|
functional limitations described in Section 6.3 (Affected Data), on a
|
|||
|
Stand-alone Basis, and permit Access to such copy of the Licensed Materials
|
|||
|
solely by Licensee, as an individual, solely for Personal Learning Purposes and
|
|||
|
only at and from locations that are not labs or classrooms and are not operated
|
|||
|
for commercial, professional or for-profit purposes. A Personal Learning
|
|||
|
License Stand-alone is for a fixed term specified in the applicable License
|
|||
|
Identification. If no such term is specified, the term is thirteen (13) months
|
|||
|
from Installation. 8. Evaluation/Demonstration/Trial. If Autodesk identifies
|
|||
|
the License Type as a “demonstration”, “evaluation”, “trial,” “not for resale”
|
|||
|
or “NFR” version (each, an “Evaluation License”) in the applicable License
|
|||
|
Identification, Licensee may Install a copy of the specific release of the
|
|||
|
Licensed Materials designated in the applicable License Identification on one
|
|||
|
(1) Computer, subject to certain functional limitations described in Section 6.3
|
|||
|
(Affected Data), on a Stand-alone Basis, and permit Access to such copy of the
|
|||
|
Licensed Materials, solely by Licensee’s Personnel, solely for Evaluation
|
|||
|
Purposes, only so long as the maximum number of concurrent Authorized Users does
|
|||
|
not exceed one (1), and only from Licensee’s work location. An Evaluation
|
|||
|
License is for a fixed term specified in the applicable License Identification,
|
|||
|
or if no such term is specified, the term is thirty (30) days from Installation
|
|||
|
or as otherwise authorized in writing by Autodesk. 9. Fixed Term/Limited
|
|||
|
Duration/Rental License. If Autodesk identifies a license in the applicable
|
|||
|
License Identification as being for a specified period or limited duration or as
|
|||
|
having a fixed term or as a rental license, Licensee’s right to Install and
|
|||
|
Access the Licensed Materials will continue only for the period, duration or
|
|||
|
term specified in the License Identification. Such Installation and Access will
|
|||
|
be in accordance with and subject to the applicable License Type and Permitted
|
|||
|
Number. If Autodesk identifies a license in the applicable License
|
|||
|
Identification as being for a specified period or limited duration, or as having
|
|||
|
a fixed term, or a rental license but no period, duration or term is specified
|
|||
|
in the License Identification, the period, duration or term will be ninety (90)
|
|||
|
days from Installation (or the period specified in Sections B.6 (Educational
|
|||
|
Network License), B.7 (Personal Learning License) or B.8
|
|||
|
(Evaluation/Demonstration/Trial) of this Exhibit B with respect to the licenses
|
|||
|
described in those sections). 10. Session Specific Network License. If the
|
|||
|
License Identification identifies the License Type as a "Session Specific
|
|||
|
Network License", Licensee may install one (1) copy of the specific release of
|
|||
|
the Licensed Materials designated in the applicable License Identification on a
|
|||
|
Computer and permit Access to such Licensed Materials from multiple Computers
|
|||
|
through a Supported Virtualization Application, on a Networked Basis, solely by
|
|||
|
Licensee's Personnel, solely for Licensee's Internal Business needs, only so
|
|||
|
long as the maximum number of concurrent Sessions does not exceed the Permitted
|
|||
|
Number or other limits imposed by the Autodesk License Manager tool (if any).
|
|||
|
For purposes of this Session Specific Network License, (a) a “Session” is
|
|||
|
defined as a single interactive information exchange between two Computers that
|
|||
|
are connected through a Supported Virtualization Application, and (b) “Supported
|
|||
|
rtualization Application(s)” are those third party virtualization applications
|
|||
|
or methods that are specifically identified as supported by Autodesk in the User
|
|||
|
Documentation for the Licensed Materials. With respect to the applicable
|
|||
|
Supported Virtualization Application, Licensee agrees to activate any available
|
|||
|
session tracking mechanism, not disable any such session tracking mechanism and
|
|||
|
to retain all records generated by such session tracking mechanism. A Session
|
|||
|
Specific Network License is for a perpetual term, except as otherwise provided
|
|||
|
in this Agreement.
|