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LICENSE
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LICENSE
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Copyright © Niantic, Inc. 2020. Patent Pending.
All rights reserved.
================================================================================
This Software is licensed under the terms of the following Footprints license
which allows for non-commercial use only. For any other use of the software not
covered by the terms of this license, please contact partnerships@nianticlabs.com
================================================================================
Footprints License
This Agreement is made by and between the Licensor and the Licensee as
defined and identified below.
1. Definitions.
In this Agreement (“the Agreement”) the following words shall have the
following meanings:
"Authors" shall mean J. Watson, M. Firman, A. Monszpart, G. Brostow
"Licensee" Shall mean the person or organization agreeing to use the
Software in accordance with these terms and conditions.
"Licensor" shall mean Niantic Inc., a company organized and existing under
the laws of Delaware, whose principal place of business is at 1 Ferry Building,
Suite 200, San Francisco, 94111.
"Software" shall mean the Footprints Software uploaded by Licensor to the
GitHub repository at https://github.com/nianticlabs/footprints on
April 14th 2020 in source code or object code form and any
accompanying documentation as well as any modifications or additions uploaded
to the same GitHub repository by Licensor.
2. License.
2.1 The Licensor has all necessary rights to grant a license under: (i)
copyright and rights in the nature of copyright subsisting in the Software; and
(ii) certain patent rights resulting from a patent application filed by the
Licensor in the United States in connection with the Software. The Licensor
grants the Licensee for the duration of this Agreement, a free of charge,
non-sublicenseable, non-exclusive, non-transferable copyright and patent
license (in consequence of said patent application) to use the Software for
non-commercial purpose only, including teaching and research at educational
institutions and research at not-for-profit research institutions in accordance
with the provisions of this Agreement. Non-commercial use expressly excludes
any profit-making or commercial activities, including without limitation sale,
license, manufacture or development of commercial products, use in
commercially-sponsored research, use at a laboratory or other facility owned or
controlled (whether in whole or in part) by a commercial entity, provision of
consulting service, use for or on behalf of any commercial entity, and use in
research where a commercial party obtains rights to research results or any
other benefit. Any use of the Software for any purpose other than
non-commercial research shall automatically terminate this License.
2.2 The Licensee is permitted to make modifications to the Software
provided that any distribution of such modifications is in accordance with
Clause 3.
2.3 Except as expressly permitted by this Agreement and save to the
extent and in the circumstances expressly required to be permitted by law, the
Licensee is not permitted to rent, lease, sell, offer to sell, or loan the
Software or its associated documentation.
3. Redistribution and modifications
3.1 The Licensee may reproduce and distribute copies of the Software, with
or without modifications, in source format only and only to this same GitHub
repository , and provided that any and every distribution is accompanied by an
unmodified copy of this License and that the following copyright notice is
always displayed in an obvious manner: Copyright © Niantic, Inc. 2020. All
rights reserved.
3.2 In the case where the Software has been modified, any distribution must
include prominent notices indicating which files have been changed.
3.3 The Licensee shall cause any work that it distributes or publishes,
that in whole or in part contains or is derived from the Software or any part
thereof (“Work based on the Software”), to be licensed as a whole at no charge
to all third parties entitled to a license to the Software under the terms of
this License and on the same terms provided in this License.
4. Duration.
This Agreement is effective until the Licensee terminates it by destroying
the Software, any Work based on the Software, and its documentation together
with all copies. It will also terminate automatically if the Licensee fails to
abide by its terms. Upon automatic termination the Licensee agrees to destroy
all copies of the Software, Work based on the Software, and its documentation.
5. Disclaimer of Warranties.
The Software is provided as is. To the maximum extent permitted by law,
Licensor provides no warranties or conditions of any kind, either express or
implied, including without limitation, any warranties or condition of title,
non-infringement or fitness for a particular purpose.
6. LIMITATION OF LIABILITY.
IN NO EVENT SHALL THE LICENSOR AND/OR AUTHORS BE LIABLE FOR ANY DIRECT,
INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING
BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE,
DATA OR PROFITS; OR BUSINESS INTERRUPTION) 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 OF THIS SOFTWARE, EVEN IF
ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
7. Indemnity.
The Licensee shall indemnify the Licensor and/or Authors against all third
party claims that may be asserted against or suffered by the Licensor and/or
Authors and which relate to use of the Software by the Licensee.
8. Intellectual Property.
8.1 As between the Licensee and Licensor, copyright and all other
intellectual property rights subsisting in or in connection with the Software
and supporting information shall remain at all times the property of the
Licensor. The Licensee shall acquire no rights in any such material except as
expressly provided in this Agreement.
8.2 No permission is granted to use the trademarks or product names of the
Licensor except as required for reasonable and customary use in describing the
origin of the Software and for the purposes of abiding by the terms of Clause
3.1.
8.3 The Licensee shall promptly notify the Licensor of any improvement or
new use of the Software (“Improvements”) in sufficient detail for Licensor to
evaluate the Improvements. The Licensee hereby grants the Licensor and its
affiliates a non-exclusive, fully paid-up, royalty-free, irrevocable and
perpetual license to all Improvements for non-commercial academic research and
teaching purposes upon creation of such improvements.
8.4 The Licensee grants an exclusive first option to the Licensor to be
exercised by the Licensor within three (3) years of the date of notification of
an Improvement under Clause 8.3 to use any the Improvement for commercial
purposes on terms to be negotiated and agreed by Licensee and Licensor in good
faith within a period of six (6) months from the date of exercise of the said
option (including without limitation any royalty share in net income from such
commercialization payable to the Licensee, as the case may be).
9. Acknowledgements.
The Licensee shall acknowledge the Authors and use of the Software in the
publication of any work that uses, or results that are achieved through, the
use of the Software. The following citation shall be included in the
acknowledgement: “Footprints and Free Space from a Single Color Image,
by J. Watson, M. Firman, A. Monszpart, G. Brostow, arXiv:2004.06376”.
10. Governing Law.
This Agreement shall be governed by, construed and interpreted in
accordance with English law and the parties submit to the exclusive
jurisdiction of the English courts.
11. Termination.
Upon termination of this Agreement, the licenses granted hereunder will
terminate and Sections 5, 6, 7, 8, 9, 10 and 11 shall survive any termination
of this Agreement.