PERSONAL RESEARCH USE LICENSE
I. DEFINITIONS.
"Licensee " means You and any other party that has entered into and has
in effect a version of this License.
"Modifications" means any (a) change or addition to the Technology or
(b) new source or object code implementing any portion of the Technology.
"Singularity" means Singularity Language, LLC. and its successors and assignees.
"Research Use" means research, evaluation, or development for the
purpose of advancing knowledge, teaching, learning, or customizing the
Technology or Modifications for personal use. Research Use expressly
excludes use or distribution for direct or indirect commercial
(including strategic) gain or advantage.
"Technology" means the source code, object code and specifications of
the technology made available by Singularity pursuant to this License.
"Technology Site" means the website designated by Singularity for accessing the
Technology.
"You" means the individual executing this License or the legal entity or
entities represented by the individual executing this License.
II. PURPOSE.
Singularity is licensing the Technology under this Personal Research Use License (the
"License") to promote research, education, innovation, and development
using the Technology.
COMMERCIAL USE AND DISTRIBUTION OF TECHNOLOGY AND MODIFICATIONS IS PERMITTED ONLY UNDER A SINGULARITY COMMERCIAL USE LICENSE.
III. RESEARCH USE RIGHTS.
A. License Grant. Subject to the conditions contained herein, Singularity
grants to You a non-exclusive, non-transferable, worldwide, and
royalty-free license to do the following for Your Research Use only:
1. Reproduce, create Modifications of, and use the Technology alone,
or with Modifications;
2. Share source code of the Technology alone, or with Modifications,
with other Licensees; and
3. “Distribute object code of the Technology, alone or with Modifications, to any third parties for Research Use only, provided that (a) such distribution includes a copy of this License, (b) the recipient is bound by terms no less restrictive than those set forth herein regarding Research Use, and (c) no rights to sublicense, commercialize, or further modify beyond Research Use are granted.”
B. Residual Rights. You may use any information in intangible form that you remember after accessing the Technology, except when such use violates Singularity’s copyrights or patent rights.
C. No Implied Licenses. Other than the rights granted herein, Singularity retains all rights, title, and interest in Technology, and You retain all rights, title, and interest in Your Modifications and associated
specifications, subject to the terms of this License.
D. Open Source Licenses and Future Commercialization. Portions of the Technology may be provided with notices and open source licenses from open source communities and third parties that govern the use of those portions, and any licenses granted hereunder do not alter any rights and obligations you may have under such open source licenses; however, the disclaimer of warranty and limitation
of liability provisions in this License will apply to all Technology in this distribution. Notwithstanding the foregoing, Singularity reserves the right to negotiate separate commercial licenses with Licensees who, subsequent to utilizing the Technology for Research Use, commercialize products or services incorporating or derived from the Technology. Such commercial licenses may include royalty payments or other consideration, the terms of which will be determined by Singularity at its sole discretion. This reservation of rights shall not be construed to restrict permissible Research Use as defined herein.
IV. INTELLECTUAL PROPERTY REQUIREMENTS
As a condition to Your License, You agree to comply with the following
restrictions and responsibilities:
A. License and Copyright Notices. You must include a copy of this
Personal Research Use License in a Readme file for any Technology or
Modifications you distribute. You must also include the following
statement, "Use and distribution of this technology is subject to the
Personal Research Use License included herein", (a) once prominently in the
source code tree and/or specifications for Your source code
distributions, and (b) once in the same file as Your copyright or
proprietary notices for Your binary code distributions. You must cause
any files containing Your Modification to carry prominent notice stating
that You changed the files. You must not remove or alter any copyright
or other proprietary notices in the Technology.
B. Licensee Exchanges. Any Technology and Modifications You
receive from any Licensee are governed by this License.
V. GENERAL TERMS.
A. Disclaimer Of Warranties.
THE TECHNOLOGY IS PROVIDED "AS IS", WITHOUT WARRANTIES OF ANY KIND,
EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, WARRANTIES THAT
THE TECHNOLOGY IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR
PURPOSE, OR NON-INFRINGING OF THIRD PARTY RIGHTS. YOU AGREE THAT YOU
BEAR THE ENTIRE RISK IN CONNECTION WITH YOUR USE AND DISTRIBUTION OF ANY
AND ALL TECHNOLOGY UNDER THIS LICENSE.
B. Infringement; Limitation Of Liability.
1. If any portion of, or functionality implemented by, the Technology
becomes the subject of a claim or threatened claim of infringement
("Affected Materials"), Singularity may, in its unrestricted discretion, suspend
Your rights to use and distribute the Affected Materials under this
License. Such suspension of rights will be effective immediately upon
Singularity’s posting of notice of suspension on the Technology Site.
2. IN NO EVENT WILL SINGULARITY BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE,
SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR
ARISING OUT OF THIS LICENSE (INCLUDING, WITHOUT LIMITATION, LOSS OF
PROFITS, USE, DATA, OR ECONOMIC ADVANTAGE OF ANY SORT), HOWEVER IT
ARISES AND ON ANY THEORY OF LIABILITY (including negligence), WHETHER OR
NOT SINGULARITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. LIABILITY
UNDER THIS SECTION V.B.2 SHALL BE SO LIMITED AND EXCLUDED,
NOTWITHSTANDING FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY.
C. Termination.
1. You may terminate this License at any time by notifying Singularity in
writing.
2. All Your rights will terminate under this License if You fail to
comply with any of its material terms or conditions and do not cure such
failure within thirty (30) days after becoming aware of such noncompliance.
3. Upon termination, You must discontinue all uses and distribution
of the Technology, and all provisions of this Section V ("General
Terms") shall survive termination.
D. Miscellaneous.
1. Trademark. You agree to comply with Singularity’s Intellectual Property, Trademark & Logo Usage
Requirements, as modified from time to time, available at https://www.singularitylanguage.com/policies/terms-of-service/. Except as expressly provided
in this License, You are granted no rights in or to any Singularity trademarks now or hereafter used or licensed by Singularity.
2. Integration. This License represents the complete agreement of
the parties concerning the subject matter hereof.
3. Severability. If any provision of this License is held
unenforceable, such provision shall be reformed to the extent necessary
to make it enforceable unless to do so would defeat the intent of the
parties, in which case, this License shall terminate.
4. Governing Law. This License is governed by the laws of the United
States and the State of Maryland, as applied to contracts entered into
and performed in Maryland between Maryland residents. In no event
shall this License be construed against the drafter.
5. Export Control. As further described at http://www.singularitylanguage.com/its,
you agree to comply with the U.S. export controls and trade laws of
other countries that apply to Technology and Modifications.