source: branches/vendor/trolltech/qt/current/.LICENSE-EVALUATION-US @ 2

Last change on this file since 2 was 2, checked in by Dmitry A. Kuminov, 12 years ago

Initially imported qt-all-opensource-src-4.5.1 from Trolltech.

File size: 14.6 KB
Line 
1EVALUATION LICENSE AGREEMENT
2Agreement version 2.0
3
4This Evaluation License Agreement ("Agreement") is a legal agreement
5between Nokia, Inc. ("Nokia"), with its registered office at 6021
6Connection Drive, Irving, TX 75039, U.S.A. and you (either an
7individual or a legal entity) ("Licensee") for the Licensed Software
8(as defined below).
9
101. DEFINITIONS
11
12"Affiliate" of a Party shall mean an entity (i) which is directly or
13indirectly controlling such Party; (ii) which is under the same direct
14or indirect ownership or control as such Party; or (iii) which is
15directly or indirectly owned or controlled by such Party.  For these
16purposes, an entity shall be treated as being controlled by another if
17that other entity has fifty percent (50 %) or more of the votes in
18such entity, is able to direct its affairs and/or to control the
19composition of its board of directors or equivalent body.
20
21"Term" shall mean the period of time thirty (30) days from the later
22of (a) the Effective Date; or (b) the date the Licensed Software was
23initially delivered to Licensee by Nokia.  If no specific Effective
24Date is set forth in the Agreement, the Effective Date shall be deemed
25to be the date the Licensed Software was initially delivered to
26Licensee.
27
28"Licensed Software" shall mean the computer software, "online" or
29electronic documentation, associated media and printed materials,
30including the source code, example programs and the documentation
31delivered by Nokia to Licensee in conjunction with this Agreement.
32
33"Party or Parties" shall mean Licensee and/or Nokia.
34
35
362. OWNERSHIP
37
38The Licensed Software is protected by copyright laws and international
39copyright treaties, as well as other intellectual property laws and
40treaties. The Licensed Software is licensed, not sold.
41
42If Licensee provides any findings, proposals, suggestions or other
43feedback ("Feedback") to Nokia regarding the Licensed Software, Nokia
44shall own all right, title and interest including the intellectual
45property rights in and to such Feedback, excluding however any
46existing patent rights of Licensee. To the extent Licensee owns or
47controls any patents for such Feedback Licensee hereby grants to Nokia
48and its Affiliates, a worldwide, perpetual, non-transferable,
49sublicensable, royalty-free license to (i) use, copy and modify
50Feedback and to create derivative works thereof, (ii) to make (and
51have made), use, import, sell, offer for sale, lease, dispose, offer
52for disposal or otherwise exploit any products or services of Nokia
53containing Feedback,, and (iii) sublicense all the foregoing rights to
54third party licensees and customers of Nokia and/or its Affiliates.
55
56
573. VALIDITY OF THE AGREEMENT
58
59By installing, copying, or otherwise using the Licensed Software,
60Licensee agrees to be bound by the terms of this Agreement. If
61Licensee does not agree to the terms of this Agreement, Licensee may
62not install, copy, or otherwise use the Licensed Software. Upon
63Licensee's acceptance of the terms and conditions of this Agreement,
64Nokia grants Licensee the right to use the Licensed Software in the
65manner provided below.
66
67
684. LICENSES
69
704.1.Using and Copying
71
72Nokia grants to Licensee a non-exclusive, non-transferable,
73time-limited license to use and copy the Licensed Software for sole
74purpose of evaluating the Licensed Software during the Term.
75
76Licensee may install copies of the Licensed Software on an unlimited
77number of computers provided that (a) if an individual, only such
78individual; or (b) if a legal entity only its employees; use the
79Licensed Software for the authorized purposes.
80
814.2. No Distribution or Modifications
82
83Licensee may not disclose, modify, sell, market, commercialise,
84distribute, loan, rent, lease, or license the Licensed Software or any
85copy of it or use the Licensed Software for any purpose that is not
86expressly granted in this Section 4. Licensee may not alter or remove
87any details of ownership, copyright, trademark or other property right
88connected with the Licensed Software. Licensee may not distribute any
89software statically or dynamically linked with the Licensed Software.
90
914.3.No Technical Support
92
93Nokia has no obligation to furnish Licensee with any technical support
94whatsoever. Any such support is subject to separate agreement between
95the Parties.
96
97
985. THIRD PARTY SOFTWARE
99
100The Licensed Software may provide links to third party libraries or
101code (collectively "Third Party Software") to implement various
102functions.  Third Party Software does not comprise part of the
103Licensed Software. In some cases, access to Third Party Software may
104be included along with the Licensed Software delivery as a convenience
105for development and testing only. Such source code and libraries may
106be listed in the ".../src/3rdparty" source tree delivered with the
107Licensed Software or documented in the Licensed Software where the
108Third Party Software is used, as may be amended from time to time, do
109not comprise the Licensed Software.  Licensee acknowledges (1) that
110some part of Third Party Software may require additional licensing of
111copyright and patents from the owners of such, and (2) that
112distribution of any of the Licensed Software referencing any portion
113of a Third Party Software may require appropriate licensing from such
114third parties.
115
116
1176. LIMITED WARRANTY AND WARRANTY DISCLAIMER
118
119The Licensed Software is licensed to Licensee "as is". To the maximum
120extent permitted by applicable law, Nokia on behalf of itself and its
121suppliers, disclaims all warranties and conditions, either express or
122implied, including, but not limited to, implied warranties of
123merchantability, fitness for a particular purpose, title and
124non-infringement with regard to the Licensed Software.
125
126
1277. LIMITATION OF LIABILITY
128
129If, Nokia's warranty disclaimer notwithstanding, Nokia is held liable
130to Licensee, whether in contract, tort or any other legal theory,
131based on the Licensed Software, Nokia's entire liability to Licensee
132and Licensee's exclusive remedy shall be, at Nokia's option, either
133(A) return of the price Licensee paid for the Licensed Software, or
134(B) repair or replacement of the Licensed Software, provided Licensee
135returns to Nokia all copies of the Licensed Software as originally
136delivered to Licensee. Nokia shall not under any circumstances be
137liable to Licensee based on failure of the Licensed Software if the
138failure resulted from accident, abuse or misapplication, nor shall
139Nokia under any circumstances be liable for special damages, punitive
140or exemplary damages, damages for loss of profits or interruption of
141business or for loss or corruption of data. Any award of damages from
142Nokia to Licensee shall not exceed the total amount Licensee has paid
143to Nokia in connection with this Agreement.
144
145
1468. CONFIDENTIALITY
147
148Each party acknowledges that during the Term of this Agreement it
149shall have access to information about the other party's business,
150business methods, business plans, customers, business relations,
151technology, and other information, including the terms of this
152Agreement, that is confidential and of great value to the other party,
153and the value of which would be significantly reduced if disclosed to
154third parties (the "Confidential Information"). Accordingly, when a
155party (the "Receiving Party") receives Confidential Information from
156another party (the "Disclosing Party"), the Receiving Party shall, and
157shall obligate its employees and agents and employees and agents of
158its Affiliates to: (i) maintain the Confidential Information in strict
159confidence; (ii) not disclose the Confidential Information to a third
160party without the Disclosing Party's prior written approval; and (iii)
161not, directly or indirectly, use the Confidential Information for any
162purpose other than for exercising its rights and fulfilling its
163responsibilities pursuant to this Agreement. Each party shall take
164reasonable measures to protect the Confidential Information of the
165other party, which measures shall not be less than the measures taken
166by such party to protect its own confidential and proprietary
167information.
168
169"Confidential Information" shall not include information that (a) is
170or becomes generally known to the public through no act or omission of
171the Receiving Party; (b) was in the Receiving Party's lawful
172possession prior to the disclosure hereunder and was not subject to
173limitations on disclosure or use; (c) is developed by the Receiving
174Party without access to the Confidential Information of the Disclosing
175Party or by persons who have not had access to the Confidential
176Information of the Disclosing Party as proven by the written records
177of the Receiving Party; (d) is lawfully disclosed to the Receiving
178Party without restrictions, by a third party not under an obligation
179of confidentiality; or (e) the Receiving Party is legally compelled to
180disclose the information, in which case the Receiving Party shall
181assert the privileged and confidential nature of the information and
182cooperate fully with the Disclosing Party to protect against and
183prevent disclosure of any Confidential Information and to limit the
184scope of disclosure and the dissemination of disclosed Confidential
185Information by all legally available means.
186
187The obligations of the Receiving Party under this Section shall
188continue during the Initial Term and for a period of five (5) years
189after expiration or termination of this Agreement.  To the extent that
190the terms of the Non-Disclosure Agreement between Nokia and Licensee
191conflict with the terms of this Section 8, this Section 8 shall be
192controlling over the terms of the Non-Disclosure Agreement.
193
194
1959. GENERAL PROVISIONS
196
1979.1.No Assignment
198
199Licensee shall not be entitled to assign or transfer all or any of its
200rights, benefits and obligations under this Agreement without the
201prior written consent of Nokia, which shall not be unreasonably
202withheld.
203
2049.2.Termination
205
206Nokia may terminate the Agreement at any time immediately upon written
207notice by Nokia to Licensee if Licensee breaches this Agreement.
208
209Upon termination of this Agreement, Licensee shall return to Nokia all
210copies of Licensed Software that were supplied by Nokia. All other
211copies of Licensed Software in the possession or control of Licensee
212must be erased or destroyed.  An officer of Licensee must promptly
213deliver to Nokia a written confirmation that this has occurred.
214
2159.3.Surviving Sections
216
217Any terms and conditions that by their nature or otherwise reasonably
218should survive a cancellation or termination of this Agreement shall
219also be deemed to survive.  Such terms and conditions include, but are
220not limited to the following Sections: 2, 5, 6, 7, 8, 9.2, 9.3, 9.4,
2219.5, 9.6, 9.7, and 9.8 of this Agreement.
222
2239.4.Entire Agreement
224
225This Agreement constitutes the complete agreement between the parties
226and supersedes all prior or contemporaneous discussions,
227representations, and proposals, written or oral, with respect to the
228subject matters discussed herein, with the exception of the
229non-disclosure agreement executed by the parties in connection with
230this Agreement ("Non-Disclosure Agreement"), if any, shall be subject
231to Section 8. No modification of this Agreement shall be effective
232unless contained in a writing executed by an authorized representative
233of each party. No term or condition contained in Licensee's purchase
234order shall apply unless expressly accepted by Nokia in writing. If
235any provision of the Agreement is found void or unenforceable, the
236remainder shall remain valid and enforceable according to its
237terms. If any remedy provided is determined to have failed for its
238essential purpose, all limitations of liability and exclusions of
239damages set forth in this Agreement shall remain in effect.
240
2419.5.Export Control
242
243Licensee acknowledges that the Licensed Software may be subject to
244export control restrictions of various countries.  Licensee shall
245fully comply with all applicable export license restrictions and
246requirements as well as with all laws and regulations relating to the
247importation of the Licensed Software and shall procure all necessary
248governmental authorizations, including without limitation, all
249necessary licenses, approvals, permissions or consents, where
250necessary for the re-exportation of the Licensed Software.,
251
2529.6.Governing Law and Legal Venue
253
254This Agreement shall be governed by and construed in accordance with
255the federal laws of the United States of America and the internal laws
256of the State of New York without given effect to any choice of law
257rule that would result in the application of the laws of any other
258jurisdiction.  The United Nations Convention on Contracts for the
259International Sale of Goods (CISG) shall not apply.  Each Party (a)
260hereby irrevocably submits itself to and consents to the jurisdiction
261of the United States District Court for the Southern District of New
262York (or if such court lacks jurisdiction, the state courts of the
263State of New York) for the purposes of any action, claim, suit or
264proceeding between the Parties in connection with any controversy,
265claim, or dispute arising out of or relating to this Agreement; and
266(b) hereby waives, and agrees not to assert by way of motion, as a
267defense or otherwise, in any such action, claim, suit or proceeding,
268any claim that is not personally subject to the jurisdiction of such
269court(s), that the action, claim, suit or proceeding is brought in an
270inconvenient forum or that the venue of the action, claim, suit or
271proceeding is improper.  Notwithstanding the foregoing, nothing in
272this Section 9.6 is intended to, or shall be deemed to, constitute a
273submission or consent to, or selection of, jurisdiction, forum or
274venue for any action for patent infringement, whether or not such
275action relates to this Agreement.
276
2779.7.No Implied License
278
279There are no implied licenses or other implied rights granted under
280this Agreement, and all rights, save for those expressly granted
281hereunder, shall remain with Nokia and its licensors.  In addition, no
282licenses or immunities are granted to the combination of the Licensed
283Software with any other software or hardware not delivered by Nokia
284under this Agreement.
285
2869.8.Government End Users
287
288A "U.S. Government End User" shall mean any agency or entity of the
289government of the United States.  The following shall apply if
290Licensee is a U.S. Government End User.  The Licensed Software is a
291"commercial item," as that term is defined in 48 C.F.R. 2.101
292(Oct. 1995), consisting of "commercial computer software" and
293"commercial computer software documentation," as such terms are used
294in 48 C.F.R. 12.212 (Sept. 1995).  Consistent with 48 C.F.R. 12.212
295and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all
296U.S. Government End Users acquire the Licensed Software with only
297those rights set forth herein.  The Licensed Software (including
298related documentation) is provided to U.S. Government End Users: (a)
299only as a commercial end item; and (b) only pursuant to this
300Agreement.
Note: See TracBrowser for help on using the repository browser.