Code Samples License Agreement (Version December 2015)
IMPORTANT - READ BEFORE COPYING, INSTALLING OR USING.
Do not copy, install or use the Materials (as defined below) provided under this license agreement ("Agreement") from Intel Corporation (“Intel”), until you (“You”) have carefully read the following terms and conditions. By copying, installing or otherwise using the Materials, You agree to be bound by the terms of this Agreement. If You do not agree to the terms of this Agreement, do not copy, install or use the Materials.
If You are agreeing to the terms and conditions of this Agreement on behalf of a company or other legal entity (“Legal Entity”), You represent and warrant that You have the legal authority to bind that Legal Entity to the Agreement, in which case, "You" or "Your" will mean such Legal Entity.
By agreeing to this Agreement, You affirm that You are of legal age (18 years old or older) to enter into this Agreement. If You are not of legal age You may not enter into this Agreement, and either Your parent, legal guardian or Legal Entity must agree to the terms and conditions of this Agreement and enter into this Agreement, in which case, "You" or "Your" will mean such parent, legal guardian, or Legal Entity.
Third Party Programs (as defined below), even if included with the distribution of the Materials, are governed by separate third party license terms, including without limitation, open source software license terms. Such third party license terms (and not this Agreement) govern Your use of the Third Party Programs, and Intel is not liable for the Third Party Programs.
1. LICENSE DEFINITIONS:
“Licensed Patent Claims” means the claims of Intel’s patents that are necessarily and directly infringed by the reproduction and distribution of the Materials that is authorized in Section 2 below, when the Materials are in its unmodified form as delivered by Intel to You and not modified or combined with anything else. Licensed Patent Claims are only those claims that Intel can license without paying, or getting the consent of, a third party.
“Materials” means Sample Source Code, Redistributables, and End-User Documentation but do not include Third Party Programs.
“Sample Source Code” means Source Code files that are identified as sample code and which may include example interface or application source code, and any updates, provided under this Agreement.
“Source Code” is defined as the software (and not documentation or text) portion of the Materials provided in human readable format, and includes modifications that You make or are made on Your behalf as expressly permitted under the terms of this Agreement.
“Redistributables” means header, library, and dynamically linkable library files, and any updates, provided under this Agreement.
“Third Party Programs” (if any) are the third party software files that may be included with the Materials for the applicable software that include a separate third party license agreement in an attached text file.
“End-User Documentation” means textual materials intended for end users relating to the Materials.
2. LICENSE GRANT:
Subject to the terms and conditions of this Agreement, Intel grants You a non-exclusive, worldwide, non-assignable, royalty-free limited right and license:
A. under its copyrights, to:
1) Copy, modify, and compile the Sample Source Code and distribute it solely in Your products in executable and source code form;
2) Copy and distribute the Redistributables solely with Your products;
3) Copy, modify, and distribute the End User Documentation solely with Your products.
B. Under its patents, to:
1) make copies of the Materials internally only;
2) use the Materials internally only; and
3) offer to distribute, and distribute, but not sell, the Materials only as part of or with Your products, under Intel’s copyright license granted in Section 2(A) but only under the terms of that copyright license and not as a sale (but this right does not include the right to sub-license);
4) provided, further, that the license under the Licensed Patent Claims does not and will not apply to any modifications to, or derivative works of, the Materials, whether made by You, Your end user (which, for all purposes under this Agreement, will mean either an end user, a customer, reseller, distributor or other channel partner), or any third party even if the modification and creation of derivative works are permitted under 2(A).
3. LICENSE RESTRICTIONS:
Except as expressly provided in this Agreement, You may not:
i. use, copy, distribute or publicly display the Materials;
ii. reverse-assemble, reverse-compile, or otherwise reverse-engineer any software provided solely in binary form, iii. rent or lease the Materials to any third party;
iv. assign this Agreement or display the Materials;
v. assign this Agreement or transfer the Materials;
vi. modify, adapt or translate the Materials in whole or in part;
vii. distribute, sublicense or transfer the source code form of the Materials or derivatives thereof to any third party; viii. distribute the Materials except as part of Your products;
ix. include the Materials in malicious, deceptive, or unlawful programs or products;
x. modify, create a derivative work, link or distribute the Materials so that any part of it becomes subject to an Excluded License.
Upon Intel's release of an update, upgrade, or new version of the Materials, you will make reasonable efforts to discontinue distribution of the enclosed Materials and you will make reasonable efforts to distribute such updates, upgrades, or new versions to your customers who have received the Materials herein.
Distribution of the Materials is also subject to the following limitations. You:
i. will be solely responsible to your customers for any update or support obligation or other liability which may arise from the distribution;
ii. will not make any statement that your product is "certified," or that its performance is guaranteed, by Intel;
iii. will not use Intel's name or trademarks to market your product without written permission;
iv. will prohibit disassembly and reverse engineering of the Materials provided in executable form;
v. will not publish reviews of Materials without written permission by Intel, and
vi. will indemnify, hold harmless, and defend Intel and its suppliers from and against any claims or lawsuits, including attorney's fees, that arise or result from your distribution of any product.
4. OWNERSHIP: Title to the Materials and all copies thereof remain with Intel or its suppliers. The Materials are copyrighted and are protected by United States copyright laws and international treaty provisions. You will not remove any copyright notice from the Materials. You agree to prevent unauthorized copying of the Materials. Except as expressly provided herein, Intel does not grant any express or implied right to you under Intel patents, copyrights, trademarks, or trade secret information.
5. NO WARRANTY AND NO SUPPORT: Disclaimer. Intel disclaims all warranties of any kind and the terms and remedies provided in this Agreement are instead of any other warranty or condition, express, implied or statutory, including those regarding merchantability, fitness for any particular purpose, non-infringement or any warranty arising out of any course of dealing, usage of trade, proposal, specification or sample. Intel does not assume (and does not authorize any person to assume on its behalf) any other liability.
Intel may make changes to the Materials, or to items referenced therein, at any time without notice, but is not obligated to support, update or provide training for the Materials. Intel may in its sole discretion offer such support, update or training services under separate terms at Intel’s then-current rates. You may request additional information on Intel’s service offerings from an Intel sales representative.
6. USER SUBMISSIONS: You agree that any material, information, or other communication, including all data, images, sounds, text, and other things embodied therein, you transmit or post to an Intel website will be considered non-confidential ("Communications"). Intel will have no confidentiality obligations with respect to the Communications. You agree that Intel and its designees will be free to copy, modify, create derivative works, publicly display, disclose, distribute, license and sublicense through multiple tiers of distribution and licensees, incorporate, and otherwise use the Communications, including derivative works thereto, for any and all commercial or non-commercial purposes.
7. LIMITATION OF LIABILITY: Neither Intel nor its suppliers shall be liable for any damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or other loss) arising out of the use of or inability to use the Materials, even if Intel has been advised of the possibility of such damages. Because some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to You.
8. TERM AND TERMINATION: This Agreement commences upon Your copying, installing or using the Materials and continues until terminated. Either You or Intel may terminate this Agreement at any time upon 30 days prior written notice to the other party. Intel may terminate this license at any time if you are in breach of any of its terms and conditions. Upon termination, You will immediately destroy the Materials or return all copies of the Materials to Intel along with any copies You have made. After termination, the license grant to any Materials or Redistributables distributed by You in accordance with the terms and conditions of this Agreement, prior to the effective date of such termination, will survive any such termination of this Agreement.
9. U.S. GOVERNMENT RESTRICTED RIGHTS: The technical data and computer software covered by this license is a “Commercial Item,” as such term is defined by the FAR 2.101 (48 C.F.R. 2.101) and is “commercial computer software” and “commercial computer software documentation” as specified under FAR 12.212 (48 C.F.R. 12.212) or DFARS 227.7202 (48 C.F.R. 227.7202), as applicable. This commercial computer software and related documentation is provided to end users for use by and on behalf of the U.S. Government, with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Use for or on behalf of the U.S. Government is permitted only if the party acquiring or using this software is properly authorized by an appropriate U.S. Government official. This use by or for the U.S. Government clause is in lieu of, and supersedes, any other FAR, DFARS, or other provision that addresses Government rights in the computer software or documentation covered by this license. All copyright licenses granted to the U.S. Government are coextensive with the technical data and computer software licenses granted herein. The U.S. Government will only have the right to reproduce, distribute, perform, display, and prepare derivative works as needed to implement those rights.
10. APPLICABLE LAWS: All disputes arising out of or related to this Agreement, whether based on contract, tort, or any other legal or equitable theory, will in all respects be governed by, and construed and interpreted under, the laws of the United States of America and the State of Delaware, without reference to conflict of laws principles. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods (1980) is specifically excluded from and will not apply to this Agreement. All disputes arising out of or related to this Agreement, whether based on contract, tort, or any other legal or equitable theory, will be subject to the exclusive jurisdiction of the courts of the State of Delaware or of the Federal courts sitting in that State. Each party submits to the personal jurisdiction of those courts and waives all objections to that jurisdiction and venue for those disputes.
11. SEVERABILITY: The parties intend that if a court holds that any provision or part of this Agreement is invalid or unenforceable under applicable law, the court will modify the provision to the minimum extent necessary to make it valid and enforceable, or if it cannot be made valid and enforceable, the parties intend that the court will sever and delete the provision or part from this Agreement. Any change to or deletion of a provision or part of this Agreement under this Section will not affect the validity or enforceability of the remainder of this Agreement, which will continue in full force and effect.
12. EXPORT: You must comply with all laws and regulations of the United States and other countries governing the export, re-export, import, transfer, distribution, use, and servicing of Software. In particular, You must not: (a) sell or transfer Software to a country subject to sanctions, or to any entity listed on a denial order published by the United States government or any other relevant government; or (b) use, sell, or transfer Software for the development, design, manufacture, or production of nuclear, missile, chemical or biological weapons, or for any other purpose prohibited by the United States government or other applicable government; without first obtaining all authorizations required by all applicable laws. For more details on Your export obligations, please visit http://www.intel.com/content/www/us/en/legal/export-compliance.html.
13. ENTIRE AGREEMENT: This Agreement contains the complete and exclusive agreement and understanding between the parties concerning the subject matter of this Agreement, and supersedes all prior and contemporaneous proposals, agreements, understanding, negotiations, representations, warranties, conditions, and communications, oral or written, between the parties relating to the same subject matter. No modification or amendment to this Agreement will be effective unless in writing and signed by authorized representatives of each party, and must specifically identify this Agreement.