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LICENSE
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SOFTWARE RESEARCH LICENSE
I. DEFINITIONS.
"Licensee" means You and any other party that has entered into and has in effect a version
of this License.
"Modifications" means any (a) change or addition to the Technology or (b) new source or
object code implementing any portion of the Technology.
"Yissum" means Yissum Research Development Company Of The Hebrew University of
Jerusalem Ltd., its successors and assignees.
"Research Use" means research, evaluation, or development for the purpose of advancing
knowledge, teaching, learning, or customizing the Technology or Modifications for personal
use only. Research Use expressly excludes the use or distribution of the Technology for
direct or indirect commercial (including, without limitation, monetary or strategic) gain or
advantage.
"Technology" means the source code, object code and specifications of the Technology
made available by Yissum pursuant to this License.
"Technology Site" means the website designated for accessing the Technology.
"You" means the individual executing this License or the legal entity or entities represented
by the individual executing this License.
II.
PURPOSE.
Yissum, on behalf of the Hebrew University of Jerusalem, is licensing the Technology under
this Software Research License (the "License") to promote research, education, innovation,
and development by the use of the Technology.
SHOULD YOU BE INTERESTED IN USING THE TECHNOLOGY OR MODIFICATIONS FOR A USE
OTHER THAN A RESEARCH USE, PLEASE CONTACT YISSUM AT [email protected] TO
DISCUSS THE TERMS OF A YISSUM COMMERCIAL LICENSE.
III.
RESEARCH USE RIGHTS.
A. License Grant. Subject to the conditions contained herein, Yissum grants to You a nonexclusive, non-transferable, worldwide, and royalty-free license to do the following for Your
Research Use only:
1. Reproduce, create Modifications of, and use the Technology alone, or with
Modifications;
2. Share source code of the Technology alone, or with Modifications, with other Licensees;
and
3. Distribute object code of the Technology, alone, or with Modifications, to any third
parties for Research Use only, under a license of Your choice that is consistent with this
License; and publish papers and books discussing the Technology which may include
relevant excerpts that do not, in the aggregate, constitute a significant portion of the
Technology.
B. Residual Rights. You may use any information in intangible form that you remember
after accessing the Technology, except when such use violates Yissum's copyrights or patent
rights.
C. No Implied Licenses. Other than the rights granted herein, Yissum retains all rights, title,
and interest in Technology, and You retain all rights, title, and interest in Your Modifications
and associated specifications, subject to the terms of this License.
D. Open Source Licenses. Portions of the Technology may be provided with notices and
open source licenses from open source communities and third parties that govern the use of
those portions, and any licenses granted hereunder do not alter any rights and obligations
you may have under such open source licenses, however, the disclaimer of warranty and
limitation of liability provisions in this License will apply to all Technology in this distribution.
IV. INTELLECTUAL PROPERTY REQUIREMENTS
As a condition to Your License, You agree to comply with the following restrictions and
responsibilities:
A. License and Copyright Notices. You must include a copy of this Software Research
License in a Readme file for any Technology or Modifications you distribute. You must also
include the following statement, "Use and distribution of this Technology is subject to the
Software Research License included herein", (a) once prominently in the source code tree
and/or specifications for Your source code distributions, and (b) once in the same file as Your
copyright or proprietary notices for Your binary code distributions. You must cause any files
containing Your Modification to carry prominent notice stating that You changed the files.
You must not remove or alter any copyright or other proprietary notices in the Technology.
B. Licensee Exchanges. Any Technology and Modifications You receive from any Licensee
are governed by this License.
V. GENERAL TERMS.
A. Disclaimer Of Warranties.
THE TECHNOLOGY IS PROVIDED "AS IS", WITHOUT WARRANTIES OF ANY KIND, EITHER
EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, WARRANTIES THAT THE
TECHNOLOGY IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE, OR
NON-INFRINGING OF THIRD PARTY RIGHTS. YOU AGREE THAT YOU BEAR THE ENTIRE RISK IN
CONNECTION WITH YOUR USE AND DISTRIBUTION OF ANY AND ALL TECHNOLOGY UNDER
THIS LICENSE.
B. Infringement; Limitation of Liability.
1. If any portion of, or functionality implemented by, the Technology becomes the subject
of a claim or threatened claim of infringement ("Affected Materials"), Yissum may, in its
unrestricted discretion, suspend Your rights to use and distribute the Affected Materials
under this License. Such suspension of rights will be effective immediately upon the posting
of notice of suspension on the Technology Site.
2. IN NO EVENT WILL YISSUM OR THE HEBREW UNIVERSITY OF JERUSALEM ("HUJ") BE
LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL
DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS LICENSE (INCLUDING, WITHOUT
LIMITATION, LOSS OF PROFITS, USE, DATA, OR ECONOMIC ADVANTAGE OF ANY SORT),
HOWEVER IT ARISES AND ON ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE),
WHETHER OR NOT YISSUM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
LIABILITY UNDER THIS SECTION V.B.2 SHALL BE SO LIMITED AND EXCLUDED,
NOTWITHSTANDING FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY.
C.
Termination.
1. You may terminate this License at any time by notifying Yissum in writing.
2. All Your rights will terminate under this License if You fail to comply with any of its
material terms or conditions and do not cure such failure within thirty (30) days after
becoming aware of such noncompliance.
3. Upon termination, You must discontinue all uses and distribution of the Technology, and
all provisions of this Section V ("General Terms") shall survive termination.
D.
Miscellaneous.
1. Use of Names. Except as expressly provided in this License, You may not use the names
of Yissum or HUJ except for the limited purpose of identifying the source of the Technology.
2. Integration. This License represents the complete agreement of the parties concerning
the subject matter hereof.
3. Severability. If any provision of this License is held unenforceable, such provision shall
be reformed to the extent necessary to make it enforceable unless to do so would defeat
the intent of the parties, in which case, this License shall terminate.
4. Governing Law. This License is governed by the laws of the State of Israel as applied to
contracts entered into and performed in Israel between Israeli residents. In no event shall
this License be construed against the drafter.
5. Export Control. You agree to comply with all relevant export controls and trade laws of
that may apply to the Technology and Modifications.