COMsource Standard Supplement
Revision 2.1 - November 17, 2000
If there is any conflict between this Supplement and the Master Terms and Conditions executed between Licensor and Licensee, the terms of this Supplement shall control.
1. LICENSED PROGRAM AND DOCUMENTATION
The Licensed Program(s) and Documentation subject to this Supplement shall be respectively COMsource for Solaris, Tru64 UNIX and other platforms (“COMsource”) Version 1, Revision 0, through Version 1, Revision X (i.e. COMsource 1.0 through COMsource 1.X) as defined and released by Licensor from time to time, and all related COMsource 1.X Documentation. Each Revision, identified by a change in the number to the right of the decimal point, shall become subject to this Supplement (i) upon acceptance by Licensor of a purchase order for the Revision, (ii) upon acceptance by Licensor of payment from Licensee of the then-current Source Code Fee (per Section 4) applicable to that Revision, or (iii) upon shipment to Licensee of a new Revision under a COMsource Software License and Support Agreement, entitling Licensee to receive such new Revisions ("Revision Effective Date").
2. DEFINITIONS
a) “Interoperability Test Suite” means tests, including updates and modifications thereto, which are designed to ensure that derivative works of the Licensed Program are interoperable with existing commercial implementations, reflected in a Statement of Interoperability pursuant to Section 3.1(b) below.
b) “Open Software Foundation, Inc.” means “The Open Group, L.L.C.”, the parent company of Open Software Foundation, Inc.
c) The term “University Site” means a degree-granting educational institution, including its remote campus sites, if any, operating under one Administrative/Admissions Department. For example, the University of California at Berkeley and its remote campus sites qualify as a single University Site. However, the University of California at Berkley and the University of California at San Diego do not qualify as a single University Site.
3. GRANT OF RIGHTS
The license rights and restrictions set forth in this Section 3 are in addition to those set forth in Section 2 of the Master Software License Terms and Conditions.
3.1 RESTRICTIONS
a) Each portion of the Licensed Program and Documentation, and any derivative works thereof, shall include the intellectual property notice(s) appearing in or on the corresponding portion of such materials as delivered by Licensor, including the following acknowledgment in the “about box” (in the event of one) or in the credit screen of derivative works: “Portions @ Copyright 1999, Microsoft Corporation and its suppliers. All rights reserved.”
b) Licensee may distribute derivative works of the Licensed Program in object-code form as provided in the Agreement except as provided in subsection 3.1 (c), subject to the following interoperability requirements: (i) port, if necessary, the then-applicable Interoperability Test Suite (“Test Suite”) to Licensee’s platform(s), (ii) run the ported Test Suite on such derivative work, (iii) confirm that such derivative work passes all ported tests, except for any ported tests that Licensee has determined in good faith include errors attributable to the tests and not to Licensee’s implementation, and (iv) complete and deliver to Licensor a Statement of Interoperability which confirms that it has passed the ported tests and, if applicable, a detailed explanation of each failure of a ported test. Licensee acknowledges that Licensor shall disclose the information and data contained in such Statement of Interoperability on a private database, which can only be accessed by Source Code Licensees. Such reports shall be considered Confidential Information. Such testing is not required for a derivative work which has not changed when compared to any derivative work for which the testing requirement has already been met.
c) Notwithstanding the distribution rights set forth in the Agreement, Licensee may not distribute the Interoperability Test Suite portion of the Licensed Product, including the TET portion of the Licensed Product, in any form.
d) Licensee may modify the Test Suite portion of the Licensed Program for internal use; however, in the event that such Test Suite is used to meet the interoperability requirements set forth herein, such rights to modify are limited to porting.
e) Licensee shall comply with all of the requirements described in Sections 3.1 (b)– (d) through use of the then-applicable, updated Test Suite. Prior to distributing any derivative work, Licensor shall (i) give Licensee thirty (30) days advance notice of the availability of any updated Test Suite which shall be made available no more than twice each year and (ii) make mandatory the use of such updated Test Suite no less than six (6) months after the date made available by Licensor to Licensees.
f) Licensee shall include in all object code licenses for the Licensed Program a covenant that such object code licensees shall not reverse engineer, decompile or disassemble such technology except as otherwise permitted by applicable law.
g) Licensee shall not license or distribute subsets or portions of the entire functionality as defined in the Licensed Program “Technology Reference Documentation”. For purposes of illustration, but not limitation, Licensee shall not license or otherwise distribute the structured storage functionality of the Licensed Program without also licensing and distributing the remainder of the Licensed Program functionality in its entirety.
h) Licensee may only publish and distribute modified versions of the Documentation for the purpose of describing derivative works of the Licensed Program, provided that any such modified Documentation shall include a prominent notice that such Licensee's documentation has been modified from its original form and that original versions may be obtained from The Open Group.
i) Licensee covenants not to
sue any persons or entities, under patents owned or licensable by a Licensed Program
licensee, that cover the Licensed Program; provided, that such covenant not to sue is
limited to only those claims for infringement that would not have occurred but for (i) any
other licensee’s use of the Licensed Program in any of Licensee’s licensed
derivative works of the Licensed Program pursuant to the license granted herein, or (ii)
any licensee’s implementation of and compliance with the Licensed Program
“Technology Reference Documentation” portion of the Documentation in their
derivative works. A licensee’s covenant not to sue shall not apply to a person or
entity if such person or entity or any affiliates thereof sues a Licensed Program licensee
or a sublicensee for infringement of intellectual property rights regarding the Licensed
Program. In such case, the licensee’s covenant not to sue other persons or entities
shall remain in full force and effect.
Notwithstanding the forgoing, Source Code licensees (“Developers”) may not
reproduce, sell, lease, distribute, license, assign or otherwise transfer a derivative
work of the Licensed Program to a third party if the Licensed Program portion of such
derivative work is (i) designed by or for the third party without substantial design input
from the Developer, (ii) assigned, licensed or transferred from the Developer to the third
party on essentially an exclusive basis, (iii) assigned, licensed or transferred by the
Developer to a third party for the purpose of allowing the third party to avoid this
covenant not to sue, unless such third party has agreed to also be bound by the covenant
not to sue provided herein.
3.2 LICENSE OPTIONS
a) DEVELOPERS LICENSE
If Licensee has agreed to accept only a Developers License, the following changes to Section 2 of the Master Software License Terms and Conditions shall apply:
(i) The distribution rights set forth in Sections 2 (a)(ii) and 2
(a)(iii) with respect to the Licensed Program, and in Sections 2 (b)(iii) and 2 (b)(iv)
with respect to the Documentation, are deleted in their entirety.
b) UNIVERSITY SITE LICENSE
If Licensee has agreed to accept only a University Site License, the following changes to Section 2 of the Master software Terms and Conditions shall apply:
(i) The distribution rights set forth in Sections 2 (a)(ii) and 2 (a)(iii) with respect to the Licensed Program, and in Sections 2 (b)(iii) and 2 (b)(iv) with respect to the Documentation, are deleted in their entirety.
(ii) If a University Site Licensee chooses to upgrade to a Full
Distribution License, such license shall define Licensee’s right to sublicense or
externally distribute the Licensed Program, and the University Site License shall continue
to govern Licensee’s internal use of the Licensed Program.
4. LICENSE FEES
a) GENERAL
License fees shall be as specified in Licensor’s then-current price list for the Licensed Program, and shall remain in effect until Licensee has entered into a license agreement with Licensor for any next release of the Licensed Program. Licensee shall be entitled to make a single copy of the Licensed Program (in source code and/or object code form, as applicable) without payment of an additional Source License Fee or Object Code Fee, provided that such copy is made and used by Licensee solely for archival or back-up purposes.
b) SOURCE CODE LICENSE FEES
Licensee shall pay the applicable Source Code Fees identified in the applicable price list for the number of copies of the Licensed Program in source code form which may be loaded or otherwise accessed by Licensee at any given point in time.
c) OBJECT CODE LICENSE FEES
Licensee shall pay the applicable Object Code Fee specified in the applicable price list for each copy of the Licensed Program used or distributed to third parties in object code form by Licensee, its sublicensees, Distributors or sublicensees of its Distributors.
d) DEVELOPERS LICENSE FEES
Licensee shall pay the Source Code, Object Code, and Documentation Fees applicable to a Developers License, as specified in the applicable price list for the Licensed Program.
e) UNIVERSITY SITE LICENSE FEES
Licensee shall pay the Source Code, Object Code, and Documentation fees applicable to University Site License, as specified in the applicable price list for the Licensed Program.
5. TRADEMARKS AND OTHER RIGHTS
No provision of this Supplement confers upon Licensee any right or license to use any trademark(s), trade name(s), or service mark(s) of Licensor, or of any developer of, or contributor to, the Licensed Program and Documentation licensed hereunder. Except as specifically provided herein, no license or right is granted to Licensee, whether expressly or by implication, estoppel or otherwise, under any patent, trademark, copyright, trade secret or other intellectual property right of Licensor or any developer of/contributor to, the Licensed Program and/or Documentation licensed hereunder.
6. EXPORT
Two versions of the Licensed Program are available. The first, a version supporting 128-bit encryption, may be used within the United States or by non-government end-users outside the United States. The second version supports 40-bit encryption and may be used by any end-user within or outside the United States. Both versions of the Licensed Program are subject to U.S. Export restrictions and thus neither version may be shipped to end-users on the U.S. government's then current "restricted" list.
Note: Both the 128-bit encryption version and the 40-bit encryption version of the Licensed Product are capable of supporting encryption. However, the requisite low-level encryption code is not included in the Licensed Product. To enable security, you must install a third party encryption package.
