3 End User License Certificate (EULA) End User License Certificate
6 QNX Source Licenses QNX Source Licenses
8 Confidential Source License
11 QNX Open Community License Version 1.0
13 THIS QNX OPEN COMMUNITY LICENSE ( "THE OCL", OR "THIS AGREEMENT")
14 APPLIES TO PROGRAMS THAT QNX SOFTWARE SYSTEMS LTD. ("QSS") EXPRESSLY
15 ELECTS TO LICENSE UNDER THE OCL TERMS. IT ALSO APPLIES TO DERIVATIVE
16 WORKS CREATED UNDER THIS AGREEMENT THAT CREATORS ELECT TO LICENSE TO
17 OTHERS IN SOURCE CODE FORM. ANY USE, REPRODUCTION, MODIFICATION OR
18 DISTRIBUTION OF SUCH PROGRAMS CONSTITUTES RECIPIENT'S ACCEPTANCE OF
19 THE OCL. THE LICENSE RIGHTS GRANTED BELOW ARE CONDITIONAL UPON
20 RECIPIENT'S ACCEPTANCE OF THIS AGREEMENT AND THE FORMATION OF A
21 BINDING CONTRACT. NOTHING ELSE GRANTS PERMISSION TO USE, REPRODUCE,
22 MODIFY OR DISTRIBUTE SUCH PROGRAMS OR THEIR DERIVATIVE WORKS. THESE
23 ACTIONS ARE OTHERWISE PROHIBITED. CONTACT QSS IF OTHER STEPS ARE
24 REQUIRED LOCALLY TO CREATE A BINDING CONTRACT.
26 The OCL is intended to promote the development, use and distribution
27 of derivative works created from QSS source code. This includes
28 commercial distribution of object code versions under the terms of
29 Recipient's own license agreement and, at Recipient's option, sharing
30 of source code modifications within the QNX developer's community. The
31 license granted under the OCL is royalty free. Recipient is entitled
32 to charge royalties for object code versions of derivative works that
33 originate with Recipient. If Recipient elects to license source code
34 for its derivative works to others, then it must be licensed under the
35 OCL. The terms of the OCL are as follows:
41 a. in the case of QSS: (i) the Original Program, where the Original
42 Program originates from QSS, (ii) changes and/or additions to
43 Unrestricted Open Source, where the Original Program originates
44 from Unrestricted Open Source and where such changes and/or
45 additions originate from QSS, and (iii) changes and/or additions
46 to the Program where such changes and/or additions originate from
48 b. in the case of each Contributor, changes and/or additions to the
49 Program, where such changes and/or additions originate from and
50 are distributed by that particular Contributor.
52 A Contribution 'originates' from a Contributor if it was added to the
53 Program by such Contributor itself or anyone acting on such
54 Contributor's behalf. Contributions do not include additions to the
55 Program which: (i) are separate modules of software distributed in
56 conjunction with the Program under their own license agreement, and
57 (ii) are not derivative works of the Program.
59 "Contributor" means QSS and any other entity that distributes the
62 "Licensed Patents " mean patent claims licensable by Contributor to
63 others, which are necessarily infringed by the use or sale of its
64 Contribution alone or when combined with the Program.
66 "Unrestricted Open Source" means published source code that is
67 licensed for free use and distribution under an unrestricted licensing
68 and distribution model, such as the Berkley Software Design ("BSD")
69 and "BSD-like" licenses. It specifically excludes any source code
70 licensed under any version of the GNU General Public License (GPL) or
71 the GNU Lesser/Library GPL. All "Unrestricted Open Source" license
72 terms appear or are clearly identified in the header of any affected
73 source code for the Original Program.
75 "Original Program" means the original version of the software
76 accompanying this Agreement as released by QSS, including source code,
77 object code and documentation, if any.
79 "Program" means the Original Program and Contributions.
81 "Recipient" means anyone who receives the Program under this
82 Agreement, including all Contributors.
86 a. Subject to the terms of this Agreement, each Contributor hereby
87 grants Recipient a non-exclusive, worldwide, royalty-free
88 copyright license to reproduce, prepare derivative works of,
89 publicly display, publicly perform, and directly and indirectly
90 sublicense and distribute the Contribution of such Contributor, if
91 any, and such derivative works, in source code and object code
93 b. Subject to the terms of this Agreement, each Contributor hereby
94 grants Recipient a non-exclusive, worldwide, royalty-free patent
95 license under Licensed Patents to make, use, sell, offer to sell,
96 import and otherwise transfer the Contribution of such
97 Contributor, if any, in source code and object code form. This
98 patent license shall apply to the combination of the Contribution
99 and the Program if, at the time the Contribution is added by the
100 Contributor, such addition of the Contribution causes such
101 combination to be covered by the Licensed Patents. The patent
102 license shall not apply to any other combinations which include
104 c. Recipient understands that although each Contributor grants the
105 licenses to its Contributions set forth herein, no assurances are
106 provided by any Contributor that the Program does not infringe the
107 patent or other intellectual property rights of any other entity.
108 Each Contributor disclaims any liability to Recipient for claims
109 brought by any other entity based on infringement of intellectual
110 property rights or otherwise. As a condition to exercising the
111 rights and licenses granted hereunder, each Recipient hereby
112 assumes sole responsibility to secure any other intellectual
113 property rights needed, if any. For example, if a third party
114 patent license is required to allow Recipient to distribute the
115 Program, it is Recipient's responsibility to acquire that license
116 before distributing the Program.
117 d. Each Contributor represents that to its knowledge it has
118 sufficient copyright rights in its Contribution, if any, to grant
119 the copyright license set forth in this Agreement.
123 A Contributor may choose to distribute the Program in object code form
124 under its own license agreement, provided that:
126 a. it complies with the terms and conditions of this Agreement; and
127 b. its license agreement:
128 i. effectively disclaims on behalf of all Contributors all
129 warranties and conditions, express and implied, including
130 warranties or conditions of title and non-infringement, and
131 implied warranties or conditions of merchantability and
132 fitness for a particular purpose;
133 ii. effectively excludes on behalf of all Contributors all
134 liability for damages, including direct, indirect, special,
135 incidental and consequential damages, such as lost profits;
137 iii. states that any provisions which differ from this Agreement
138 are offered by that Contributor alone and not by any other
141 If the Program is made available in source code form:
143 a. it must be made available under this Agreement; and
144 b. a copy of this Agreement must be included with each copy of the
145 Program. Each Contributor must include the following in a
146 conspicuous location in the Program along with any other copyright
147 or attribution statements required by the terms of any applicable
148 Unrestricted Open Source license:
149 Copyright {date here}, QNX Software Systems Ltd. and others. All
152 In addition, each Contributor must identify itself as the originator
153 of its Contribution, if any, in a manner that reasonably allows
154 subsequent Recipients to identify the originator of the Contribution.
156 4. COMMERCIAL DISTRIBUTION
158 Commercial distributors of software may accept certain
159 responsibilities with respect to end users, business partners and the
160 like. While this license is intended to facilitate the commercial use
161 of the Program, the Contributor who includes the Program in a
162 commercial product offering should do so in a manner which does not
163 create potential liability for other Contributors. Therefore, if a
164 Contributor includes the Program in a commercial product offering,
165 such Contributor ("Commercial Contributor") hereby agrees to defend
166 and indemnify every other Contributor ("Indemnified Contributor")
167 against any losses, damages and costs (collectively "Losses") arising
168 from claims, lawsuits and other legal actions brought by a third party
169 against the Indemnified Contributor to the extent caused by the acts
170 or omissions of such Commercial Contributor in connection with its
171 distribution of the Program in a commercial product offering. The
172 obligations in this section do not apply to any claims or Losses
173 relating to any actual or alleged intellectual property infringement.
174 In order to qualify, an Indemnified Contributor must: a) promptly
175 notify the Commercial Contributor in writing of such claim, and b)
176 allow the Commercial Contributor to control, and cooperate with the
177 Commercial Contributor in, the defense and any related settlement
178 negotiations. The Indemnified Contributor may participate in any such
179 claim at its own expense.
181 For example, a Contributor might include the Program in a commercial
182 product offering, Product X. That Contributor is then a Commercial
183 Contributor. If that Commercial Contributor then makes performance
184 claims, or offers warranties related to Product X, those performance
185 claims and warranties are such Commercial Contributor's responsibility
186 alone. Under this section, the Commercial Contributor would have to
187 defend claims against the other Contributors related to those
188 performance claims and warranties, and if a court requires any other
189 Contributor to pay any damages as a result, the Commercial Contributor
190 must pay those damages.
194 Recipient acknowledges that there may be errors or bugs in the Program
195 and that it is imperative that Recipient conduct thorough testing to
196 identify and correct any problems prior to the productive use or
197 commercial release of any products that use the Program, and prior to
198 the release of any modifications, updates or enhancements thereto.
200 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE PROGRAM IS
201 PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY
202 KIND, EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY
203 WARRANTIES OR CONDITIONS OF TITLE, NON- INFRINGEMENT, MERCHANTABILITY
204 OR FITNESS FOR A PARTICULAR PURPOSE. Each Recipient is solely
205 responsible for determining the appropriateness of using and
206 distributing the Program and assumes all risks associated with its
207 exercise of rights under this Agreement, including but not limited to
208 the risks and costs of program errors, compliance with applicable
209 laws, damage to or loss of data, programs or equipment, and
210 unavailability or interruption of operations.
212 6. DISCLAIMER OF LIABILITY
214 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NEITHER RECIPIENT NOR
215 ANY CONTRIBUTORS SHALL HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT,
216 INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING
217 WITHOUT LIMITATION LOST PROFITS), HOWEVER CAUSED AND ON ANY THEORY OF
218 LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING
219 NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OR
220 DISTRIBUTION OF THE PROGRAM OR THE EXERCISE OF ANY RIGHTS GRANTED
221 HEREUNDER, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
225 If any provision of this Agreement is invalid or unenforceable under
226 applicable law, it shall not affect the validity or enforceability of
227 the remainder of the terms of this Agreement, and without further
228 action by the parties hereto, such provision shall be reformed to the
229 minimum extent necessary to make such provision valid and enforceable.
231 If Recipient institutes patent litigation against a Contributor with
232 respect to a patent applicable to software (including a cross-claim or
233 counterclaim in a lawsuit), then any patent licenses granted by that
234 Contributor to such recipient under this Agreement shall terminate as
235 of the date such litigation is filed. In addition, If Recipient
236 institutes patent litigation against any entity (including a
237 cross-claim or counterclaim in a lawsuit) alleging that the Program
238 itself (excluding combinations of the Program with other software or
239 hardware) infringes such Recipient's patent(s), then such Recipient's
240 rights granted under Section 2(b) shall terminate as of the date such
243 All Recipient's rights under this Agreement shall terminate if it
244 fails to comply with any of the material terms or conditions of this
245 Agreement and does not cure such failure in a reasonable period of
246 time after becoming aware of such noncompliance. If all Recipient's
247 rights under this Agreement terminate, Recipient agrees to cease use
248 and distribution of the Program as soon as reasonably practicable.
249 However, Recipient's obligations under this Agreement and any licenses
250 granted by Recipient relating to the Program shall continue and
253 QSS may publish new versions (including revisions) of this Agreement
254 from time to time. Each new version of the Agreement will be given a
255 distinguishing version number. The Program (including Contributions)
256 may always be distributed subject to the version of the Agreement
257 under which it was received. In addition, after a new version of the
258 Agreement is published, Contributor may elect to distribute the
259 Program (including its Contributions) under the new version. No one
260 other than QSS has the right to modify this Agreement. Except as
261 expressly stated in Sections 2(a) and 2(b) above, Recipient receives
262 no rights or licenses to the intellectual property of any Contributor
263 under this Agreement, whether expressly, by implication, estoppel or
264 otherwise. All rights in the Program not expressly granted under this
265 Agreement are reserved.
267 This Agreement is governed by the laws in force in the Province of
268 Ontario, Canada without regard to the conflict of law provisions
269 therein. The parties expressly disclaim the provisions of the United
270 Nations Convention on Contracts for the International Sale of Goods.
271 No party to this Agreement will bring a legal action under this
272 Agreement more than one year after the cause of action arose. Each
273 party waives its rights to a jury trial in any resulting litigation.
275 * QNX is a registered trademark of QNX Software Systems Ltd.
277 Document Version: ocl1_00