[ Please don't Cc me, I read the list ]
Hi,
Can I have opinions on whether or not this license is suitable for
main (i.e. conforms to the DFSG), please ?
[In case it's not apparent, my concerns are mostly to do with special
casing of commerical distribution, the indemnification stuff and the
patent termination nastiness.]
--
James
| QoSient Public License
|
| THE ACCOMPANYING PROGRAM IS PROVIDED UNDER THE TERMS OF THIS
| QOSIENT PUBLIC LICENSE ("AGREEMENT"). ANY USE, REPRODUCTION OR
| DISTRIBUTION OF THE PROGRAM CONSTITUTES RECIPIENT'S ACCEPTANCE OF
| THIS AGREEMENT.
|
|
| 1. DEFINITIONS
|
| "Contribution" means:
|
| a. in the case of QoSient ("QoSient"), the Original Program, and
|
| b. in the case of each 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 QoSient LLC ("QoSient") and any other entity that
| distributes the Program. "Original Program" means the original version
| of the software accompanying this Agreement as released by QoSient,
| including source code, object code and documentation, if any.
|
| "Program" means the Original Program and Contributions.
|
| "Recipient" means anyone who receives the Program under this Agreement,
| including all 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. 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.
|
| c. 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. REQUIREMENTS
|
| A Contributor may choose to distribute the Program in object code form under
| its own 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.
|
|
| Each Contributor must include the following in a conspicuous location
| in the Program:
|
| Copyright (C) 2000 QoSient, LLC. All Rights Reserved.
|
| In addition, 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.
|
|
| 4. COMMERCIAL DISTRIBUTION
|
| 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 ("Commercial Contributor") hereby agrees to
| defend and indemnify every other Contributor ("Indemnified Contributor")
| against any losses, damages and costs (collectively "Losses") 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.
|
| 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.
|
|
| 5. NO WARRANTY
|
| EXCEPT 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 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.
|
|
| 6. DISCLAIMER OF LIABILITY
|
| 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.
|
|
| 7. GENERAL
|
| 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.
|
| If Recipient institutes patent litigation against a Contributor with respect
| to a patent applicable to software (including a cross-claim or counterclaim
| in a lawsuit), then any patent licenses granted by that Contributor to
| such Recipient under 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 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.
|
| 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.
|
| QoSient may publish new versions (including revisions) of this Agreement from
| time to time. 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.
|
| No one other than QoSient has the right to modify this Agreement. 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.
|
| 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.
|
