Eclipse Public License - Version 1.0.htm

<h2>Eclipse Public License - v 1.0</h2>

<p>THE ACCOMPANYING PROGRAM IS PROVIDED UNDER THE TERMS OF THIS ECLIPSE
PUBLIC LICENSE (&quot;AGREEMENT&quot;). ANY USE, REPRODUCTION OR
DISTRIBUTION OF THE PROGRAM CONSTITUTES RECIPIENT'S ACCEPTANCE OF THIS
AGREEMENT.</p>

<p><b>1. DEFINITIONS</b></p>

<p>&quot;Contribution&quot; means:</p>

<p class="list">a) in the case of the initial Contributor, the initial
code and documentation distributed under this Agreement, and</p>
<p class="list">b) in the case of each subsequent Contributor:</p>
<p class="list">i) changes to the Program, and</p>
<p class="list">ii) additions to the Program;</p>
<p class="list">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.</p>

<p>&quot;Contributor&quot; means any person or entity that distributes
the Program.</p>

<p>&quot;Licensed Patents&quot; mean patent claims licensable by a
Contributor which are necessarily infringed by the use or sale of its
Contribution alone or when combined with the Program.</p>

<p>&quot;Program&quot; means the Contributions distributed in accordance
with this Agreement.</p>

<p>&quot;Recipient&quot; means anyone who receives the Program under
this Agreement, including all Contributors.</p>

<p><b>2. GRANT OF RIGHTS</b></p>

<p class="list">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.</p>

<p class="list">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.</p>

<p class="list">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.</p>

<p class="list">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.</p>

<p><b>3. REQUIREMENTS</b></p>

<p>A Contributor may choose to distribute the Program in object code
form under its own license agreement, provided that:</p>

<p class="list">a) it complies with the terms and conditions of this
Agreement; and</p>

<p class="list">b) its license agreement:</p>

<p class="list">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;</p>

<p class="list">ii) effectively excludes on behalf of all Contributors
all liability for damages, including direct, indirect, special,
incidental and consequential damages, such as lost profits;</p>

<p class="list">iii) states that any provisions which differ from this
Agreement are offered by that Contributor alone and not by any other
party; and</p>

<p class="list">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.</p>

<p>When the Program is made available in source code form:</p>

<p class="list">a) it must be made available under this Agreement; and</p>

<p class="list">b) a copy of this Agreement must be included with each
copy of the Program.</p>

<p>Contributors may not remove or alter any copyright notices contained
within the Program.</p>

<p>Each Contributor must identify itself as the originator of its
Contribution, if any, in a manner that reasonably allows subsequent
Recipients to identify the originator of the Contribution.</p>

<p><b>4. COMMERCIAL DISTRIBUTION</b></p>

<p>Commercial distributors of software may accept certain
responsibilities with respect to end users, business partners and the
like. While this license is intended to facilitate the commercial use of
the Program, the Contributor who includes the Program in a commercial
product offering should do so in a manner which does not create
potential liability for other Contributors. Therefore, if a Contributor
includes the Program in a commercial product offering, such Contributor
(&quot;Commercial Contributor&quot;) hereby agrees to defend and
indemnify every other Contributor (&quot;Indemnified Contributor&quot;)
against any losses, damages and costs (collectively &quot;Losses&quot;)
arising from claims, lawsuits and other legal actions brought by a third
party against the Indemnified Contributor to the extent caused by the
acts or omissions of such Commercial Contributor in connection 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 to any actual or alleged intellectual property infringement. In
order to qualify, an Indemnified Contributor must: a) promptly notify
the Commercial Contributor in writing of such claim, and b) allow the
Commercial Contributor to control, and cooperate with the Commercial
Contributor in, the defense and any related settlement negotiations. The
Indemnified Contributor may participate in any such claim at its own
expense.</p>

<p>For example, a Contributor might include the Program in a commercial
product offering, Product X. That Contributor is then a Commercial
Contributor. If that Commercial Contributor then makes performance
claims, or offers warranties related to Product X, those performance
claims and warranties are such Commercial Contributor's responsibility
alone. Under this section, the Commercial Contributor would have to
defend claims against the other Contributors related to those
performance claims and warranties, and if a court requires any other
Contributor to pay any damages as a result, the Commercial Contributor
must pay those damages.</p>

<p><b>5. NO WARRANTY</b></p>

<p>EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE PROGRAM IS
PROVIDED ON AN &quot;AS IS&quot; BASIS, WITHOUT WARRANTIES OR CONDITIONS
OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION,
ANY WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE. Each Recipient is solely
responsible for determining the appropriateness of using and
distributing the Program and assumes all risks associated with its
exercise of rights under this Agreement , including but not limited to
the risks and costs of program errors, compliance with applicable laws,
damage to or loss of data, programs or equipment, and unavailability or
interruption of operations.</p>

<p><b>6. DISCLAIMER OF LIABILITY</b></p>

<p>EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NEITHER RECIPIENT
NOR ANY CONTRIBUTORS SHALL HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT,
INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING
WITHOUT LIMITATION LOST PROFITS), HOWEVER CAUSED AND ON ANY THEORY OF
LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING
NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OR
DISTRIBUTION OF THE PROGRAM OR THE EXERCISE OF ANY RIGHTS GRANTED
HEREUNDER, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.</p>

<p><b>7. GENERAL</b></p>

<p>If any provision of this Agreement is invalid or unenforceable under
applicable law, it shall not affect the validity or enforceability of
the remainder of the terms of this Agreement, and without further action
by the parties hereto, such provision shall be reformed to the minimum
extent necessary to make such provision valid and enforceable.</p>

<p>If Recipient institutes patent litigation against any entity
(including a cross-claim or counterclaim in a lawsuit) alleging that the
Program itself (excluding combinations of the Program with other
software or hardware) infringes such Recipient's patent(s), then such
Recipient's rights granted under Section 2(b) shall terminate as of the
date such litigation is filed.</p>

<p>All Recipient's rights under this Agreement shall terminate if it
fails to comply with any of the material terms or conditions of this
Agreement and does not cure such failure in a reasonable period of time
after becoming aware of such noncompliance. If all Recipient's rights
under this Agreement terminate, Recipient agrees to cease use and
distribution of the Program as soon as reasonably practicable. However,
Recipient's obligations under this Agreement and any licenses granted by
Recipient relating to the Program shall continue and survive.</p>

<p>Everyone is permitted to copy and distribute copies of this
Agreement, but in order to avoid inconsistency the Agreement is
copyrighted and may only be modified in the following manner. The
Agreement Steward reserves the right to publish new versions (including
revisions) of this Agreement from time to time. No one other than the
Agreement Steward has the right to modify this Agreement. The Eclipse
Foundation is the initial Agreement Steward. The Eclipse Foundation may
assign the responsibility to serve as the Agreement Steward to a
suitable separate entity. Each new version of the Agreement will be
given a distinguishing version number. The Program (including
Contributions) may always be distributed subject to the version of the
Agreement under which it was 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 any Contributor under
this Agreement, whether expressly, by implication, estoppel or
otherwise. All rights in the Program not expressly granted under this
Agreement are reserved.</p>

<p>This Agreement is governed by the laws of the State of New York and
the intellectual property laws of the United States of America. No party
to this Agreement will bring a legal action under this Agreement more
than one year after the cause of action arose. Each party waives its
rights to a jury trial in any resulting litigation.</p>