Change of Software license

The actual Software license model will soon to be changed

 

ParaStation MPI including psmpi2, the communication part pscom and the cluster management layer psmgmt from the ParaStation Consortium will soon be licensed under the  QPL license, which is approved by the open source initiative. The work to make the source code available is in progress.

» http://www.opensource.org

Software and Know-how License Agreement
            Software and Know-how License Agreement
                          Version 1.0
 
between            ParTec Cluster Competence Center GmbH
place of business: Possartstr. 20, 81679 München
represented by:    Bernhard Frohwitter
 
- in the following referred to as ParTec -
 
and                you
 
- in the following referred to as "Licensee" -
 
 
Preamble
 
ParTec has developed a cluster middleware software, comprising a
high-performance communication layer. ParTec decided to license a
base version of such software including a significant portion of
the high-performance communication layer royalty free to
educational institutions, such as universities, in order to
enable them to evaluate, study and enhance the software. It
should, however, be noted that the use of the software is solely
allowed for non-commercial purposes.
If any party, such as enterprises or governmental authorities,
wishes to use the software for commercial purposes in any sense,
need to contact ParTec in order to ask for a commercial license.
They have, however, the opportunity to use the software according
to this license one-time for a limited period of three (3)
months.
It is acknowledged that ParTec has invested an massive amount of
labour and financial means into the development of the software.
It is therefore, requested from each licensee to return the
results of their studies, amendments and enhancements free of
charge to ParTec in return for the granted rights as specified in
this contract.
 
 
 
§ 1 Definitions
 
"Technology" means ParTec's cluster middleware solution
       ParaStation Base Version.
 
"Software" means the computer implementation of the Technology,
       in object code, source code or any other machine readable
       form, the source code of which is available for download.
 
"Base Version Code" means the Software in form of source code.
 
"Modifications" means any improvement and/or extensions by
       Licensee of the Base Version Code, including the
       underlying concepts.
 
"Derivative Work Code" means the Base Version Code with
       Modifications.
 
"Documentation" means specifications and description of the
       Technology.
 
"University Use" means evaluation, research, development and
       educational use within the educational institution,
       excluding use for direct or indirect commercial (including
       strategic) gain or advantage.
 
"Commercial Use" means any non-consumer use that is not covered by
       University Use.
 
"Know-how" means program documents and information which relates to
       Software, also in machine readable form, in particular the
       Base Version Code and the detailed comments on the Base
       Version Code, provided together with the Base Version
       Code.
 
 
§ 2 Granted Rights
 
Subject to and conditioned upon Licensees full compliance with
the terms and conditions of this license as specified in the Preamble, ParTec grants Licensee of this contract a non-exclusive and worldwide license for University Use and Commercial Use only to:
 
    (a) reproduce, prepare derivative works of, display and
        perform the Base Version Code, in whole or in part, alone
        or as part of Derivative Work Code;
 
    (b) reproduce, prepare derivative works of and display the
        Documentation;
 
    (c) use the Know-how.
 
 
§ 3 Assignment and Sublicenses
 
Licensee does not have the right to assign the license to third
parties or to grant sublicenses.
 
 
§ 4 Confidentiality
 
(1) Licensee promises to maintain in confidence the Know-how
    provided to him by ParTec, in particular not to transfer it
    to third parties, and to use the Know-how only in the scope
    of this agreement.
 
(2) For this purpose Licensee will keep all documents and data
    carriers containing Knowhow of ParTec locked up in the same
    way as he keeps its own secret documents, and Licensee shall
    require all of its staff having access to the know-how of
    ParTec to sign a written confidentiality obligation, which
    complies with this agreement.
 
(3) Furthermore Licensee promises not to publish the Software as
    object code or as source code, nor the corresponding comments
    either totally or in part on his own publications or other
    documentation. Any functional description of Licensee's
    Modifications, in particular source code of Modifications,
    which shows Know-how, such as the structure of the Software,
    is prohibited.
 
(4) The above limitations do not apply to information
 
    (a) which Licensee already had in written form prior to
        signing this agreement,
 
    (b) which have become accessible to the public due to
        publication of third parties without the activity of
        Licensee.
 
    The Licensee has the burden of proof for the existence of
    such an exception.
 
(5) The above obligations also remain after the termination of
    this agreement.
 
 
§ 5 Licensee's Duties
 
(1) Licensee shall submit to ParTec any suggestions for
    improvements and further developments of the Technology.
    ParTec may on its own discretion use, implement, publish,
    exploit, commercialize those suggestions.
 
(2) Licensee shall provide source code and any documentation for
    its Modification to ParTec as soon as practicable, but before
    the publication of a functional description of Licensee's
    Modifications. Licensee shall include
 
    (a) a declaration about the origin of the contributed
        material to the Modification, as in Attachment I,
 
    (b) a file with the source code of Licensee's Modification
        showing all changes and additions made,
 
    (c) proper description of its Modification in English language.
 
(3) Licensee shall keep intact all existing copyright notices,
    any notices referring to particular licenses and any warranty
    related statements.
 
 
§ 6 Grant-Back
 
(1) Licensee grants ParTec for Modifications being severable
    improvements a nonexclusive, perpetual, irrevocable,
    worldwide and royalty-free license, and for Modifications
    being non-severable improvements an exclusive, perpetual,
    irrevocable, worldwide and royalty-free license to
 
    (a) use, reproduce, modify, display, prepare derivative works
        of and distribute its Modifications and derivative works
        thereof, in whole or in part, in source code and object
        code form, as part of the Software or other technologies
        based in whole or in part on Base Version Code or
        Technology;
 
    (b) use, reproduce, modify, display, prepare derivative works
        of and distribute Licensee's documentation of its
        Modifications;
 
    (c) sublicense any of the foregoing through multiple tiers of
        distribution
 
(2) As far as the license granted in section §6(1) covers
    Licensee's patents and patent applications, Licensee grants
    ParTec a non-exclusive, perpetual, irrevocable, worldwide and
    royalty-free license.
 
 
§ 7 Procedure against Infringers
 
Licensee shall promptly inform ParTec about infringement acts
related to the Software, particularly about offers and
distribution of piracy copies.
 
 
§ 8 Trademarks and Source Indication
 
Licensee does not have the right, except in the copyright notice,
to use the company name or any trademark of ParTec. Licensee may,
however, in the usual way refer to the fact that Licensee uses
ParTec's Software.
 
 
 
§ 9 Exclusion of Liability
 
(1) ParTec is not liable for errors and does not guarantee the
    specific utility of the Technology for Licensee's purpose. In
    particular, ParTec is not liable for indirect or subsequent
    damages due to errors of the licensed Software.
 
(2) ParTec is not aware of any rights of third parties which
    would oppose University Use or Commercial Use. ParTec is not
    liable however for the licensed Software and the licensed
    Know-how being free of rights of third parties.
 
(3) If Licensee is accused by third parties of infringing
    intellectual property rights due to the use of the licensed
    Software or the licensed Know-how, ParTec promises to provide
    Licensee with information and documents in defense against
    such claims as far as ParTec is able to do so without breach
    of third party obligations and while maintaining its own
    confidentiality interests. All costs involved in such
    activities shall be borne by Licensee.
 
 
§ 10 Duration
 
(1) If licensee solely makes University Use of the licensed
    Software and Know-how, this agreement is entered into for a
    duration of 1 year. It is extended year by year unless it is
    terminated 6 months beforehand by one of the parties.
 
(2) For licensees, which make Commercial Use of the licensed
    Software or Know-how, this agreement is entered into for a
    duration of three (3) months only. Licensee acknowledges that
    he may only take advantage of this license for Commercial Use
    once.  For any subsequent retrieval of the Software, licensee
    needs to obtain a separate License from ParTec.
 
 
§ 11 Termination
 
(1) A termination for cause is possible particularly in the case
    of one of the following reasons.
 
    (a) A breach by the Licensee of one of the obligations under
        this agreement and the fruitless expiration of a period
        of 10 days after warning by ParTec.
 
    (b) Beginning of bankruptcy or receivership proceedings
        relating to the property of the other party.
 
    (c) An essential change in the control over the other party,
        in particular merger or major control by a third company.
 
(2) A breach by Licensee of any one of the obligations under
    sections §4, §5 and §6, will automatically terminate
    Licensee's rights under this license.
 
 
§ 12 Rights after Expiration of the Agreement
 
(1) All rights of Licensee on the use of the Base Version Code
    end at the expiration or termination of this agreement.
 
(2) Licensee promises to return to ParTec within one week after
    the expiration or termination of the agreement all relevant
    documents relating to the Base Version Code, whether secret
    or not, as well as all copies made and to delete any copies
    retrieved by downloading or copies thereof.
 
 
§ 13 Salvatorian clause
 
(1) Should a provision of this agreement be invalid or become
    invalid or should this agreement contain an omission, then
    the legal effect of the other provisions shall not thereby be
    affected.
 
(2) Instead of the invalid provision a valid provision is deemed
    to have been agreed upon which comes closest to what the
    parties intended commercially; the same applies in the case
    of an omission.
 
 
§ 14 Changes to this agreement
 
Any change of this agreement shall be made in writing, no
collateral agreements to this agreement have been made.
 
 
§ 15 Jurisdiction and Applicable Law
 
For all controversies out of this agreement the patent chamber of
the District Court Munich I shall have jurisdiction. The
applicable law shall be that of the Federal Republic of Germany
excluding United Nations Convention on Contracts for the
International Sale of Goods (CISG) and International Private Law.
 
 
 
Attachment I - Declaration of Origin 
 
Material covered by this certificate (version, release, etc.): 
 
 
_________________________________________________
 
Was any portion of the software material written by
anyone other than you or your employees within the
scope of their employment?                             YES/NO
 
Was any portion of the software material (e.g.,
Code, associated documentation, etc.) derived from
pre-existing works (either yours or a third party's),
including any code from freeware, shareware,
electronic bulletin boards, or the Internet?           YES/NO
 
Please let us know any circumstance which might affect ParTec's
ability to reproduce, distribute and market this software
material, including whether your software material was prepared
from any pre-existing materials which have any: (a)
confidentiality or trade secret restrictions to others; (b) known
or possible royalty obligations to others; (c) used other
pre-existing materials developed for another party or customer
(including government) where you may not have retained full
rights to such other pre-existing materials. 
 
You recognize that, for copyright registration or enforcement of
legal rights relating to the furnished software material, ParTec
may need you to produce additional information related to the
software material. You hereby agree to cooperate with ParTec and
provide such information to ParTec at ParTec s request. As an
authorized representative of your institution, you hereby certify
the above to be true and accurate. 
 
 
BY:    ________________________________ (Authorized Signature) 
 
Name:  ________________________________ (Type or Print) 
 
Title: ________________________________