CubeSat Decision Advisor Tool V1.0
Research License (Source Code)
Katharine Gamble (“Licensor”) has developed certain software and documentation that she desires to make available without charge to anyone for academic, research, experimental, or personal use. This license is designed to guarantee freedom to use the software for these purposes. If you wish to distribute or make other use of the software, you may purchase a license to do so from Katharine Gamble.
The accompanying source code is made available to you under the terms of this Research License (this “RL”). By clicking the “ACCEPT” button, or by installing or using the code, you are consenting to be bound by this RL. If you do not agree to the terms and conditions of this license, do not click the “ACCEPT” button, and do not install or use any part of the code.
The terms and conditions in this RL not only apply to the source code made available by Licensor, but also to any improvements to, or derivative works of, that source code made by you and to any object code compiled from such source code, improvements or derivative works.
1.1 “Commercial Use” shall mean use of Software or Documentation by Licensee for direct or indirect financial, commercial or strategic gain or advantage, including without limitation: (a) bundling or integrating the Software with any hardware product or another software product for transfer, sale or license to a third party (even if distributing the Software on separate media and not charging for the Software); (b) providing customers with a link to the Software or a copy of the Software for use with hardware or another software product purchased by that customer; or (c) use in connection with the performance of services for which Licensee is compensated.
1.2 “Derivative Products” means any improvements to, or other derivative works of, the Software made by Licensee.
1.3 “Documentation” shall mean all manuals, user documentation, and other related materials pertaining to the Software that are made available to Licensee in connection with the Software.
1.4 “Licensor” shall mean Katharine Gamble.
1.5 “Licensee” shall mean the person or entity that has agreed to the terms hereof and is exercising rights granted hereunder.
1.6 “Software” shall mean the computer program(s) referred to as “CubeSat Decision Advisor Tool V1.0” made available under this RL in source code form, including any error corrections, bug fixes, patches, updates or other modifications that Licensor may in its sole discretion make available to Licensee from time to time, and any object code compiled from such source code.
Subject to the terms and conditions hereunder, Licensor hereby grants to Licensee a worldwide, non-transferable, non-exclusive license to (a) install, use and reproduce the Software for academic, research, experimental and personal use (but specifically excluding Commercial Use); and (b) use the Documentation, if any, solely in connection with Licensee’s authorized use of the Software.
3.1 Licensee may not: (a) distribute, sub-license or otherwise transfer copies or rights to the Software (or any portion thereof) or the Documentation; (b) use the Software (or any portion thereof) or Documentation for Commercial Use, or for any other use except as described in Section 2; (c) copy the Software or Documentation other than for archival and backup purposes; (d) remove any product identification, copyright, proprietary notices or labels from the Software and Documentation; or (e) modify the Software, including without limitation, to create Derivative Products. This RL confers no rights upon Licensee except those expressly granted herein.
3.2 Licensee hereby agrees that it will provide a copy of all Derivative Products to Licensor and that its use of the Derivative Products will be subject to all of the same terms, conditions, restrictions and limitations on use imposed on the Software under this RL. Licensee hereby grants Licensor a worldwide, non-exclusive, royalty-free license to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense and distribute Derivative Products. Licensee also hereby grants Licensor a worldwide, non-exclusive, royalty-free patent license to make, have made, use, offer to sell, sell, import and otherwise transfer the Derivative Products under those patent claims licensable by Licensee that are necessarily infringed by the Derivative Products.
4.1 Confidentiality. The Software and Documentation are the confidential and proprietary information of Licensor. Licensee agrees to take adequate steps to protect the Software and Documentation from unauthorized disclosure or use. Licensee agrees that it will not disclose the Software or Documentation to any third party.
4.2 Proprietary Notices. Licensee shall maintain and place on any copy of Software or Documentation that it reproduces for internal use all notices as are authorized and/or required hereunder. Licensee shall include a copy of this RL and the following notice, on each copy of the Software and Documentation. Such license and notice shall be embedded in each copy of the Software, in the video screen display, on the physical medium embodying the Software copy and on any Documentation:
Copyright © 2014, Katharine Gamble. All rights reserved.
KATHARINE GAMBLE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES CONCERNING THIS SOFTWARE AND DOCUMENTATION, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, NON-INFRINGEMENT AND WARRANTIES OF PERFORMANCE, AND ANY WARRANTY THAT MIGHT OTHERWISE ARISE FROM COURSE OF DEALING OR USAGE OF TRADE. NO WARRANTY IS EITHER EXPRESS OR IMPLIED WITH RESPECT TO THE USE OF THE SOFTWARE OR DOCUMENTATION. Under no circumstances shall Katharine Gamble be liable for incidental, special, indirect, direct or consequential damages or loss of profits, interruption of business, or related expenses which may arise from use of Software or Documentation, including but not limited to those resulting from defects in Software and/or Documentation, or loss or inaccuracy of data of any kind.
5.1 Disclaimer of Warranties. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE AND DOCUMENTATION ARE BEING PROVIDED ON AN “AS IS” BASIS WITHOUT ANY WARRANTIES OF ANY KIND RESPECTING THE SOFTWARE OR DOCUMENTATION, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
5.2 Limitation of Liability. UNDER NO CIRCUMSTANCES UNLESS REQUIRED BY APPLICABLE LAW SHALL LICENSOR BE LIABLE FOR INCIDENTAL, SPECIAL, INDIRECT, DIRECT OR CONSEQUENTIAL DAMAGES OR LOSS OF PROFITS, INTERRUPTION OF BUSINESS, OR RELATED EXPENSES WHICH MAY ARISE AS A RESULT OF THIS LICENSE OR OUT OF THE USE OR ATTEMPT OF USE OF SOFTWARE OR DOCUMENTATION INCLUDING BUT NOT LIMITED TO THOSE RESULTING FROM DEFECTS IN SOFTWARE AND/OR DOCUMENTATION, OR LOSS OR INACCURACY OF DATA OF ANY KIND. THE FOREGOING EXCLUSIONS AND LIMITATIONS WILL APPLY TO ALL CLAIMS AND ACTIONS OF ANY KIND, WHETHER BASED ON CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), OR ANY OTHER GROUNDS.
Licensee shall indemnify, defend and hold harmless Licensor, its officers, employees, agents, or representatives against any claims, demands, or causes of action whatsoever caused by, or arising out of, or resulting from, the exercise or practice of the license granted hereunder by Licensee, its officers, employees, agents, or representatives.
If Licensee breaches this RL, Licensee’s right to use the Software and Documentation will terminate immediately without notice, but all provisions of this RL except Section 2 will survive termination and continue in effect. Upon termination, Licensee must destroy all copies of the Software and Documentation.
The validity, interpretation, construction and performance of this RL shall be governed by the laws of the State of Texas. The Texas state courts of Travis County, Texas (or, if there is exclusive federal jurisdiction, the United States District Court for the Central District of Texas) shall have exclusive jurisdiction and venue over any dispute arising out of this RL, and Licensee consents to the jurisdiction of such courts. Application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
This license is subject to all applicable export restrictions. Licensee must comply with all export and import laws and restrictions and regulations of any United States or foreign agency or authority relating to the Software and its use.
The Software is a “commercial item,” as that term is defined in 48 C.F.R. 2.101, consisting of “commercial computer software” and “commercial computer software documentation,” as such terms are used in 48 C.F.R. 12.212 (Sept. 1995) and 48 C.F.R. 227.7202 (June 1995). Consistent with 48 C.F.R. 12.212, 48 C.F.R. 27.405(b)(2) (June 1998) and 48 C.F.R. 227.7202, all U.S. Government End Users acquire the Software with only those rights as set forth herein.
If any provision hereof shall be held illegal, invalid or unenforceable, in whole or in part, such provision shall be modified to the minimum extent necessary to make it legal, valid and enforceable, and the legality, validity and enforceability of all other provisions of this RL shall not be affected thereby. Licensee may not assign this RL in whole or in part, without Licensor’s prior written consent. Any attempt to assign this RL without such consent will be null and void. This RL is the complete and exclusive statement between Licensee and Licensor relating to the subject matter hereof and supersedes all prior oral and written and all contemporaneous oral negotiations, commitments and understandings of the parties, if any. Any waiver by either party of any default or breach hereunder shall not constitute a waiver of any provision of this RL or of any subsequent default or breach of the same or a different kind.
END OF LICENSE