📄 cpl-1.0.txt
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Common Public License Version 1.0THE ACCOMPANYING PROGRAM IS PROVIDED UNDER THE TERMS OF THIS COMMON PUBLICLICENSE ("AGREEMENT"). ANY USE, REPRODUCTION OR DISTRIBUTION OF THE PROGRAMCONSTITUTES RECIPIENT'S ACCEPTANCE OF THIS AGREEMENT.1. DEFINITIONS"Contribution" means: a) in the case of the initial Contributor, the initial code and documentation distributed under this Agreement, and b) in the case of each subsequent Contributor: i) changes to the Program, and ii) additions to the Program; where such changes and/or additions to the Program originate from and are distributed by that particular Contributor. A Contribution 'originates' from a Contributor if it was added to the Program by such Contributor itself or anyone acting on such Contributor's behalf. Contributions do not include additions to the Program which: (i) are separate modules of software distributed in conjunction with the Program under their own license agreement, and (ii) are not derivative works of the Program."Contributor" means any person or entity that distributes the Program."Licensed Patents " mean patent claims licensable by a Contributor which arenecessarily infringed by the use or sale of its Contribution alone or whencombined with the Program."Program" means the Contributions distributed in accordance with this Agreement."Recipient" means anyone who receives the Program under this Agreement, includingall Contributors.2. GRANT OF RIGHTS a) Subject to the terms of this Agreement, each Contributor hereby grants Recipient a non-exclusive, worldwide, royalty-free copyright license to reproduce, prepare derivative works of, publicly display, publicly perform, distribute and sublicense the Contribution of such Contributor, if any, and such derivative works, in source code and object code form. b) Subject to the terms of this Agreement, each Contributor hereby grants Recipient a non-exclusive, worldwide, royalty-free patent license under Licensed Patents to make, use, sell, offer to sell, import and otherwise transfer the Contribution of such Contributor, if any, in source code and object code form. This patent license shall apply to the combination of the Contribution and the Program if, at the time the Contribution is added by the Contributor, such addition of the Contribution causes such combination to be covered by the Licensed Patents. The patent license shall not apply to any other combinations which include the Contribution. No hardware per se is licensed hereunder. c) Recipient understands that although each Contributor grants the licenses to its Contributions set forth herein, no assurances are provided by any Contributor that the Program does not infringe the patent or other intellectual property rights of any other entity. Each Contributor disclaims any liability to Recipient for claims brought by any other entity based on infringement of intellectual property rights or otherwise. As a condition to exercising the rights and licenses granted hereunder, each Recipient hereby assumes sole responsibility to secure any other intellectual property rights needed, if any. For example, if a third party patent license is required to allow Recipient to distribute the Program, it is Recipient's responsibility to acquire that license before distributing the Program. d) Each Contributor represents that to its knowledge it has sufficient copyright rights in its Contribution, if any, to grant the copyright license set forth in this Agreement.3. REQUIREMENTSA Contributor may choose to distribute the Program in object code form under itsown license agreement, provided that: a) it complies with the terms and conditions of this Agreement; and b) its license agreement: i) effectively disclaims on behalf of all Contributors all warranties and conditions, express and implied, including warranties or conditions of title and non-infringement, and implied warranties or conditions of merchantability and fitness for a particular purpose; ii) effectively excludes on behalf of all Contributors all liability for damages, including direct, indirect, special, incidental and consequential damages, such as lost profits; iii) states that any provisions which differ from this Agreement are offered by that Contributor alone and not by any other party; and iv) states that source code for the Program is available from such Contributor, and informs licensees how to obtain it in a reasonable manner on or through a medium customarily used for software exchange. When the Program is made available in source code form: a) it must be made available under this Agreement; and b) a copy of this Agreement must be included with each copy of the Program. Contributors may not remove or alter any copyright notices contained within the Program.Each Contributor must identify itself as the originator of its Contribution, ifany, in a manner that reasonably allows subsequent Recipients to identify theoriginator of the Contribution.4. COMMERCIAL DISTRIBUTIONCommercial distributors of software may accept certain responsibilities withrespect to end users, business partners and the like. While this license isintended to facilitate the commercial use of the Program, the Contributor whoincludes the Program in a commercial product offering should do so in a mannerwhich does not create potential liability for other Contributors. Therefore, ifa Contributor includes the Program in a commercial product offering, suchContributor ("Commercial Contributor") hereby agrees to defend and indemnifyevery other Contributor ("Indemnified Contributor") against any losses, damagesand costs (collectively "Losses") arising from claims, lawsuits and other legalactions brought by a third party against the Indemnified Contributor to theextent caused by the acts or omissions of such Commercial Contributor inconnection with its distribution of the Program in a commercial product offering.The obligations in this section do not apply to any claims or Losses relating toany actual or alleged intellectual property infringement. In order to qualify,an Indemnified Contributor must: a) promptly notify the Commercial Contributor n writing of such claim, and b) allow the Commercial Contributor to control,and cooperate with the Commercial Contributor in, the defense and any relatedsettlement negotiations. The Indemnified Contributor may participate in any suchclaim at its own expense.For example, a Contributor might include the Program in a commercial productoffering, Product X. That Contributor is then a Commercial Contributor. If thatCommercial Contributor then makes performance claims, or offers warrantiesrelated to Product X, those performance claims and warranties are such CommercialContributor's responsibility alone. Under this section, the CommercialContributor would have to defend claims against the other Contributors relatedto those performance claims and warranties, and if a court requires any otherContributor to pay any damages as a result, the Commercial Contributor must paythose damages.5. NO WARRANTYEXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE PROGRAM IS PROVIDED ON AN"AS IS" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS ORIMPLIED INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR CONDITIONS OF TITLE,NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. EachRecipient is solely responsible for determining the appropriateness of usingand distributing the Program and assumes all risks associated with its exerciseof rights under this Agreement, including but not limited to the risks and costsof program errors, compliance with applicable laws, damage to or loss of data,programs or equipment, and unavailability or interruption of operations.6. DISCLAIMER OF LIABILITYEXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NEITHER RECIPIENT NOR ANYCONTRIBUTORS SHALL HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL,SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION LOSTPROFITS), HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT,STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANYWAY OUT OF THE USE OR DISTRIBUTION OF THE PROGRAM OR THE EXERCISE OF ANY RIGHTSGRANTED HEREUNDER, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.7. GENERALIf any provision of this Agreement is invalid or unenforceable under applicablelaw, it shall not affect the validity or enforceability of the remainder of theterms of this Agreement, and without further action by the parties hereto, suchprovision shall be reformed to the minimum extent necessary to make suchprovision valid and enforceable.If Recipient institutes patent litigation against a Contributor with respect toa patent applicable to software (including a cross-claim or counterclaim in alawsuit), then any patent licenses granted by that Contributor to such Recipientunder this Agreement shall terminate as of the date such litigation is filed.In addition, if Recipient institutes patent litigation against any entity(including a cross-claim or counterclaim in a lawsuit) alleging that the Programitself (excluding combinations of the Program with other software or hardware)infringes such Recipient's patent(s), then such Recipient's rights granted underSection 2(b) shall terminate as of the date such litigation is filed.All Recipient's rights under this Agreement shall terminate if it fails to complywith any of the material terms or conditions of this Agreement and does not curesuch failure in a reasonable period of time after becoming aware of suchnoncompliance. If all Recipient's rights under this Agreement terminate, Recipientagrees to cease use and distribution of the Program as soon as reasonablypracticable. However, Recipient's obligations under this Agreement and anylicenses granted by Recipient relating to the Program shall continue and survive.Everyone is permitted to copy and distribute copies of this Agreement, but inorder to avoid inconsistency the Agreement is copyrighted and may only be modifiedin the following manner. The Agreement Steward reserves the right to publish newversions (including revisions) of this Agreement from time to time. No one otherthan the Agreement Steward has the right to modify this Agreement. IBM is theinitial Agreement Steward. IBM may assign the responsibility to serve as theAgreement Steward to a suitable separate entity. Each new version of the Agreementwill be given a distinguishing version number. The Program (including Contributions)may always be distributed subject to the version of the Agreement under which itwas received. In addition, after a new version of the Agreement is published,Contributor may elect to distribute the Program (including its Contributions)under the new version. Except as expressly stated in Sections 2(a) and 2(b) above,Recipient receives no rights or licenses to the intellectual property of anyContributor under this Agreement, whether expressly, by implication, estoppel orotherwise. All rights in the Program not expressly granted under this Agreementare reserved.This Agreement is governed by the laws of the State of New York and theintellectual property laws of the United States of America. No party to thisAgreement will bring a legal action under this Agreement more than one year afterthe cause of action arose. Each party waives its rights to a jury trial in anyresulting litigation.
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