forked from kaby76/managedCuda
-
Notifications
You must be signed in to change notification settings - Fork 0
/
LICENSE.txt
2126 lines (1771 loc) · 101 KB
/
LICENSE.txt
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
182
183
184
185
186
187
188
189
190
191
192
193
194
195
196
197
198
199
200
201
202
203
204
205
206
207
208
209
210
211
212
213
214
215
216
217
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237
238
239
240
241
242
243
244
245
246
247
248
249
250
251
252
253
254
255
256
257
258
259
260
261
262
263
264
265
266
267
268
269
270
271
272
273
274
275
276
277
278
279
280
281
282
283
284
285
286
287
288
289
290
291
292
293
294
295
296
297
298
299
300
301
302
303
304
305
306
307
308
309
310
311
312
313
314
315
316
317
318
319
320
321
322
323
324
325
326
327
328
329
330
331
332
333
334
335
336
337
338
339
340
341
342
343
344
345
346
347
348
349
350
351
352
353
354
355
356
357
358
359
360
361
362
363
364
365
366
367
368
369
370
371
372
373
374
375
376
377
378
379
380
381
382
383
384
385
386
387
388
389
390
391
392
393
394
395
396
397
398
399
400
401
402
403
404
405
406
407
408
409
410
411
412
413
414
415
416
417
418
419
420
421
422
423
424
425
426
427
428
429
430
431
432
433
434
435
436
437
438
439
440
441
442
443
444
445
446
447
448
449
450
451
452
453
454
455
456
457
458
459
460
461
462
463
464
465
466
467
468
469
470
471
472
473
474
475
476
477
478
479
480
481
482
483
484
485
486
487
488
489
490
491
492
493
494
495
496
497
498
499
500
501
502
503
504
505
506
507
508
509
510
511
512
513
514
515
516
517
518
519
520
521
522
523
524
525
526
527
528
529
530
531
532
533
534
535
536
537
538
539
540
541
542
543
544
545
546
547
548
549
550
551
552
553
554
555
556
557
558
559
560
561
562
563
564
565
566
567
568
569
570
571
572
573
574
575
576
577
578
579
580
581
582
583
584
585
586
587
588
589
590
591
592
593
594
595
596
597
598
599
600
601
602
603
604
605
606
607
608
609
610
611
612
613
614
615
616
617
618
619
620
621
622
623
624
625
626
627
628
629
630
631
632
633
634
635
636
637
638
639
640
641
642
643
644
645
646
647
648
649
650
651
652
653
654
655
656
657
658
659
660
661
662
663
664
665
666
667
668
669
670
671
672
673
674
675
676
677
678
679
680
681
682
683
684
685
686
687
688
689
690
691
692
693
694
695
696
697
698
699
700
701
702
703
704
705
706
707
708
709
710
711
712
713
714
715
716
717
718
719
720
721
722
723
724
725
726
727
728
729
730
731
732
733
734
735
736
737
738
739
740
741
742
743
744
745
746
747
748
749
750
751
752
753
754
755
756
757
758
759
760
761
762
763
764
765
766
767
768
769
770
771
772
773
774
775
776
777
778
779
780
781
782
783
784
785
786
787
788
789
790
791
792
793
794
795
796
797
798
799
800
801
802
803
804
805
806
807
808
809
810
811
812
813
814
815
816
817
818
819
820
821
822
823
824
825
826
827
828
829
830
831
832
833
834
835
836
837
838
839
840
841
842
843
844
845
846
847
848
849
850
851
852
853
854
855
856
857
858
859
860
861
862
863
864
865
866
867
868
869
870
871
872
873
874
875
876
877
878
879
880
881
882
883
884
885
886
887
888
889
890
891
892
893
894
895
896
897
898
899
900
901
902
903
904
905
906
907
908
909
910
911
912
913
914
915
916
917
918
919
920
921
922
923
924
925
926
927
928
929
930
931
932
933
934
935
936
937
938
939
940
941
942
943
944
945
946
947
948
949
950
951
952
953
954
955
956
957
958
959
960
961
962
963
964
965
966
967
968
969
970
971
972
973
974
975
976
977
978
979
980
981
982
983
984
985
986
987
988
989
990
991
992
993
994
995
996
997
998
999
1000
The ManagedCUDA library is licensed under the
"GNU LESSER GENERAL PUBLIC LICENSE Version 2.1" (reprinted below).
The following components are property of Nvidia Corporation and redistributed
according to the "CUDA Supplement to Software License Agreement" of the
"NVIDIA Software License Agreement" (reprinted below):
cublas64_91.dll
cufft64_91.dll
curand64_91.dll
cusolver64_91.dll
cusparse64_91.dll
nppc64_91.dll
nppial64_91.dll
nppicc64_91.dll
nppicom64_91.dll
nppidei64_91.dll
nppif64_91.dll
nppig64_91.dll
nppim64_91.dll
nppist64_91.dll
nppisu64_91.dll
nppitc64_91.dll
npps64_91.dll
nvgraph64_91.dll
nvrtc64_91.dll
nvrtc-builtins64_91.dll
libcublas.so.9.1
libcufft.so.9.1
libcurand.so.9.1
libcusolver.so.9.1
libcusparse.so.9.1
libnppc.so.9.1
libnppial.so.9.1
libnppicc.so.9.1
libnppicom.so.9.1
libnppidei.so.9.1
libnppif.so.9.1
libnppig.so.9.1
libnppim.so.9.1
libnppist.so.9.1
libnppisu.so.9.1
libnppitc.so.9.1
libnpps.so.9.1
libnvgraph.so.9.1
libnvrtc.so.9.1
libnvrtc-builtins.so
It is your responsibility to enforce the license terms when redistributing
these components.
=============================================================================
GNU LESSER GENERAL PUBLIC LICENSE
Version 2.1, February 1999
Copyright (C) 1991, 1999 Free Software Foundation, Inc.
51 Franklin Street, Fifth Floor, Boston, MA 02110-1301 USA
Everyone is permitted to copy and distribute verbatim copies
of this license document, but changing it is not allowed.
[This is the first released version of the Lesser GPL. It also counts
as the successor of the GNU Library Public License, version 2, hence
the version number 2.1.]
Preamble
The licenses for most software are designed to take away your
freedom to share and change it. By contrast, the GNU General Public
Licenses are intended to guarantee your freedom to share and change
free software--to make sure the software is free for all its users.
This license, the Lesser General Public License, applies to some
specially designated software packages--typically libraries--of the
Free Software Foundation and other authors who decide to use it. You
can use it too, but we suggest you first think carefully about whether
this license or the ordinary General Public License is the better
strategy to use in any particular case, based on the explanations below.
When we speak of free software, we are referring to freedom of use,
not price. Our General Public Licenses are designed to make sure that
you have the freedom to distribute copies of free software (and charge
for this service if you wish); that you receive source code or can get
it if you want it; that you can change the software and use pieces of
it in new free programs; and that you are informed that you can do
these things.
To protect your rights, we need to make restrictions that forbid
distributors to deny you these rights or to ask you to surrender these
rights. These restrictions translate to certain responsibilities for
you if you distribute copies of the library or if you modify it.
For example, if you distribute copies of the library, whether gratis
or for a fee, you must give the recipients all the rights that we gave
you. You must make sure that they, too, receive or can get the source
code. If you link other code with the library, you must provide
complete object files to the recipients, so that they can relink them
with the library after making changes to the library and recompiling
it. And you must show them these terms so they know their rights.
We protect your rights with a two-step method: (1) we copyright the
library, and (2) we offer you this license, which gives you legal
permission to copy, distribute and/or modify the library.
To protect each distributor, we want to make it very clear that
there is no warranty for the free library. Also, if the library is
modified by someone else and passed on, the recipients should know
that what they have is not the original version, so that the original
author's reputation will not be affected by problems that might be
introduced by others.
Finally, software patents pose a constant threat to the existence of
any free program. We wish to make sure that a company cannot
effectively restrict the users of a free program by obtaining a
restrictive license from a patent holder. Therefore, we insist that
any patent license obtained for a version of the library must be
consistent with the full freedom of use specified in this license.
Most GNU software, including some libraries, is covered by the
ordinary GNU General Public License. This license, the GNU Lesser
General Public License, applies to certain designated libraries, and
is quite different from the ordinary General Public License. We use
this license for certain libraries in order to permit linking those
libraries into non-free programs.
When a program is linked with a library, whether statically or using
a shared library, the combination of the two is legally speaking a
combined work, a derivative of the original library. The ordinary
General Public License therefore permits such linking only if the
entire combination fits its criteria of freedom. The Lesser General
Public License permits more lax criteria for linking other code with
the library.
We call this license the "Lesser" General Public License because it
does Less to protect the user's freedom than the ordinary General
Public License. It also provides other free software developers Less
of an advantage over competing non-free programs. These disadvantages
are the reason we use the ordinary General Public License for many
libraries. However, the Lesser license provides advantages in certain
special circumstances.
For example, on rare occasions, there may be a special need to
encourage the widest possible use of a certain library, so that it becomes
a de-facto standard. To achieve this, non-free programs must be
allowed to use the library. A more frequent case is that a free
library does the same job as widely used non-free libraries. In this
case, there is little to gain by limiting the free library to free
software only, so we use the Lesser General Public License.
In other cases, permission to use a particular library in non-free
programs enables a greater number of people to use a large body of
free software. For example, permission to use the GNU C Library in
non-free programs enables many more people to use the whole GNU
operating system, as well as its variant, the GNU/Linux operating
system.
Although the Lesser General Public License is Less protective of the
users' freedom, it does ensure that the user of a program that is
linked with the Library has the freedom and the wherewithal to run
that program using a modified version of the Library.
The precise terms and conditions for copying, distribution and
modification follow. Pay close attention to the difference between a
"work based on the library" and a "work that uses the library". The
former contains code derived from the library, whereas the latter must
be combined with the library in order to run.
GNU LESSER GENERAL PUBLIC LICENSE
TERMS AND CONDITIONS FOR COPYING, DISTRIBUTION AND MODIFICATION
0. This License Agreement applies to any software library or other
program which contains a notice placed by the copyright holder or
other authorized party saying it may be distributed under the terms of
this Lesser General Public License (also called "this License").
Each licensee is addressed as "you".
A "library" means a collection of software functions and/or data
prepared so as to be conveniently linked with application programs
(which use some of those functions and data) to form executables.
The "Library", below, refers to any such software library or work
which has been distributed under these terms. A "work based on the
Library" means either the Library or any derivative work under
copyright law: that is to say, a work containing the Library or a
portion of it, either verbatim or with modifications and/or translated
straightforwardly into another language. (Hereinafter, translation is
included without limitation in the term "modification".)
"Source code" for a work means the preferred form of the work for
making modifications to it. For a library, complete source code means
all the source code for all modules it contains, plus any associated
interface definition files, plus the scripts used to control compilation
and installation of the library.
Activities other than copying, distribution and modification are not
covered by this License; they are outside its scope. The act of
running a program using the Library is not restricted, and output from
such a program is covered only if its contents constitute a work based
on the Library (independent of the use of the Library in a tool for
writing it). Whether that is true depends on what the Library does
and what the program that uses the Library does.
1. You may copy and distribute verbatim copies of the Library's
complete source code as you receive it, in any medium, provided that
you conspicuously and appropriately publish on each copy an
appropriate copyright notice and disclaimer of warranty; keep intact
all the notices that refer to this License and to the absence of any
warranty; and distribute a copy of this License along with the
Library.
You may charge a fee for the physical act of transferring a copy,
and you may at your option offer warranty protection in exchange for a
fee.
2. You may modify your copy or copies of the Library or any portion
of it, thus forming a work based on the Library, and copy and
distribute such modifications or work under the terms of Section 1
above, provided that you also meet all of these conditions:
a) The modified work must itself be a software library.
b) You must cause the files modified to carry prominent notices
stating that you changed the files and the date of any change.
c) You must cause the whole of the work to be licensed at no
charge to all third parties under the terms of this License.
d) If a facility in the modified Library refers to a function or a
table of data to be supplied by an application program that uses
the facility, other than as an argument passed when the facility
is invoked, then you must make a good faith effort to ensure that,
in the event an application does not supply such function or
table, the facility still operates, and performs whatever part of
its purpose remains meaningful.
(For example, a function in a library to compute square roots has
a purpose that is entirely well-defined independent of the
application. Therefore, Subsection 2d requires that any
application-supplied function or table used by this function must
be optional: if the application does not supply it, the square
root function must still compute square roots.)
These requirements apply to the modified work as a whole. If
identifiable sections of that work are not derived from the Library,
and can be reasonably considered independent and separate works in
themselves, then this License, and its terms, do not apply to those
sections when you distribute them as separate works. But when you
distribute the same sections as part of a whole which is a work based
on the Library, the distribution of the whole must be on the terms of
this License, whose permissions for other licensees extend to the
entire whole, and thus to each and every part regardless of who wrote
it.
Thus, it is not the intent of this section to claim rights or contest
your rights to work written entirely by you; rather, the intent is to
exercise the right to control the distribution of derivative or
collective works based on the Library.
In addition, mere aggregation of another work not based on the Library
with the Library (or with a work based on the Library) on a volume of
a storage or distribution medium does not bring the other work under
the scope of this License.
3. You may opt to apply the terms of the ordinary GNU General Public
License instead of this License to a given copy of the Library. To do
this, you must alter all the notices that refer to this License, so
that they refer to the ordinary GNU General Public License, version 2,
instead of to this License. (If a newer version than version 2 of the
ordinary GNU General Public License has appeared, then you can specify
that version instead if you wish.) Do not make any other change in
these notices.
Once this change is made in a given copy, it is irreversible for
that copy, so the ordinary GNU General Public License applies to all
subsequent copies and derivative works made from that copy.
This option is useful when you wish to copy part of the code of
the Library into a program that is not a library.
4. You may copy and distribute the Library (or a portion or
derivative of it, under Section 2) in object code or executable form
under the terms of Sections 1 and 2 above provided that you accompany
it with the complete corresponding machine-readable source code, which
must be distributed under the terms of Sections 1 and 2 above on a
medium customarily used for software interchange.
If distribution of object code is made by offering access to copy
from a designated place, then offering equivalent access to copy the
source code from the same place satisfies the requirement to
distribute the source code, even though third parties are not
compelled to copy the source along with the object code.
5. A program that contains no derivative of any portion of the
Library, but is designed to work with the Library by being compiled or
linked with it, is called a "work that uses the Library". Such a
work, in isolation, is not a derivative work of the Library, and
therefore falls outside the scope of this License.
However, linking a "work that uses the Library" with the Library
creates an executable that is a derivative of the Library (because it
contains portions of the Library), rather than a "work that uses the
library". The executable is therefore covered by this License.
Section 6 states terms for distribution of such executables.
When a "work that uses the Library" uses material from a header file
that is part of the Library, the object code for the work may be a
derivative work of the Library even though the source code is not.
Whether this is true is especially significant if the work can be
linked without the Library, or if the work is itself a library. The
threshold for this to be true is not precisely defined by law.
If such an object file uses only numerical parameters, data
structure layouts and accessors, and small macros and small inline
functions (ten lines or less in length), then the use of the object
file is unrestricted, regardless of whether it is legally a derivative
work. (Executables containing this object code plus portions of the
Library will still fall under Section 6.)
Otherwise, if the work is a derivative of the Library, you may
distribute the object code for the work under the terms of Section 6.
Any executables containing that work also fall under Section 6,
whether or not they are linked directly with the Library itself.
6. As an exception to the Sections above, you may also combine or
link a "work that uses the Library" with the Library to produce a
work containing portions of the Library, and distribute that work
under terms of your choice, provided that the terms permit
modification of the work for the customer's own use and reverse
engineering for debugging such modifications.
You must give prominent notice with each copy of the work that the
Library is used in it and that the Library and its use are covered by
this License. You must supply a copy of this License. If the work
during execution displays copyright notices, you must include the
copyright notice for the Library among them, as well as a reference
directing the user to the copy of this License. Also, you must do one
of these things:
a) Accompany the work with the complete corresponding
machine-readable source code for the Library including whatever
changes were used in the work (which must be distributed under
Sections 1 and 2 above); and, if the work is an executable linked
with the Library, with the complete machine-readable "work that
uses the Library", as object code and/or source code, so that the
user can modify the Library and then relink to produce a modified
executable containing the modified Library. (It is understood
that the user who changes the contents of definitions files in the
Library will not necessarily be able to recompile the application
to use the modified definitions.)
b) Use a suitable shared library mechanism for linking with the
Library. A suitable mechanism is one that (1) uses at run time a
copy of the library already present on the user's computer system,
rather than copying library functions into the executable, and (2)
will operate properly with a modified version of the library, if
the user installs one, as long as the modified version is
interface-compatible with the version that the work was made with.
c) Accompany the work with a written offer, valid for at
least three years, to give the same user the materials
specified in Subsection 6a, above, for a charge no more
than the cost of performing this distribution.
d) If distribution of the work is made by offering access to copy
from a designated place, offer equivalent access to copy the above
specified materials from the same place.
e) Verify that the user has already received a copy of these
materials or that you have already sent this user a copy.
For an executable, the required form of the "work that uses the
Library" must include any data and utility programs needed for
reproducing the executable from it. However, as a special exception,
the materials to be distributed need not include anything that is
normally distributed (in either source or binary form) with the major
components (compiler, kernel, and so on) of the operating system on
which the executable runs, unless that component itself accompanies
the executable.
It may happen that this requirement contradicts the license
restrictions of other proprietary libraries that do not normally
accompany the operating system. Such a contradiction means you cannot
use both them and the Library together in an executable that you
distribute.
7. You may place library facilities that are a work based on the
Library side-by-side in a single library together with other library
facilities not covered by this License, and distribute such a combined
library, provided that the separate distribution of the work based on
the Library and of the other library facilities is otherwise
permitted, and provided that you do these two things:
a) Accompany the combined library with a copy of the same work
based on the Library, uncombined with any other library
facilities. This must be distributed under the terms of the
Sections above.
b) Give prominent notice with the combined library of the fact
that part of it is a work based on the Library, and explaining
where to find the accompanying uncombined form of the same work.
8. You may not copy, modify, sublicense, link with, or distribute
the Library except as expressly provided under this License. Any
attempt otherwise to copy, modify, sublicense, link with, or
distribute the Library is void, and will automatically terminate your
rights under this License. However, parties who have received copies,
or rights, from you under this License will not have their licenses
terminated so long as such parties remain in full compliance.
9. You are not required to accept this License, since you have not
signed it. However, nothing else grants you permission to modify or
distribute the Library or its derivative works. These actions are
prohibited by law if you do not accept this License. Therefore, by
modifying or distributing the Library (or any work based on the
Library), you indicate your acceptance of this License to do so, and
all its terms and conditions for copying, distributing or modifying
the Library or works based on it.
10. Each time you redistribute the Library (or any work based on the
Library), the recipient automatically receives a license from the
original licensor to copy, distribute, link with or modify the Library
subject to these terms and conditions. You may not impose any further
restrictions on the recipients' exercise of the rights granted herein.
You are not responsible for enforcing compliance by third parties with
this License.
11. If, as a consequence of a court judgment or allegation of patent
infringement or for any other reason (not limited to patent issues),
conditions are imposed on you (whether by court order, agreement or
otherwise) that contradict the conditions of this License, they do not
excuse you from the conditions of this License. If you cannot
distribute so as to satisfy simultaneously your obligations under this
License and any other pertinent obligations, then as a consequence you
may not distribute the Library at all. For example, if a patent
license would not permit royalty-free redistribution of the Library by
all those who receive copies directly or indirectly through you, then
the only way you could satisfy both it and this License would be to
refrain entirely from distribution of the Library.
If any portion of this section is held invalid or unenforceable under any
particular circumstance, the balance of the section is intended to apply,
and the section as a whole is intended to apply in other circumstances.
It is not the purpose of this section to induce you to infringe any
patents or other property right claims or to contest validity of any
such claims; this section has the sole purpose of protecting the
integrity of the free software distribution system which is
implemented by public license practices. Many people have made
generous contributions to the wide range of software distributed
through that system in reliance on consistent application of that
system; it is up to the author/donor to decide if he or she is willing
to distribute software through any other system and a licensee cannot
impose that choice.
This section is intended to make thoroughly clear what is believed to
be a consequence of the rest of this License.
12. If the distribution and/or use of the Library is restricted in
certain countries either by patents or by copyrighted interfaces, the
original copyright holder who places the Library under this License may add
an explicit geographical distribution limitation excluding those countries,
so that distribution is permitted only in or among countries not thus
excluded. In such case, this License incorporates the limitation as if
written in the body of this License.
13. The Free Software Foundation may publish revised and/or new
versions of the Lesser General Public License from time to time.
Such new versions will be similar in spirit to the present version,
but may differ in detail to address new problems or concerns.
Each version is given a distinguishing version number. If the Library
specifies a version number of this License which applies to it and
"any later version", you have the option of following the terms and
conditions either of that version or of any later version published by
the Free Software Foundation. If the Library does not specify a
license version number, you may choose any version ever published by
the Free Software Foundation.
14. If you wish to incorporate parts of the Library into other free
programs whose distribution conditions are incompatible with these,
write to the author to ask for permission. For software which is
copyrighted by the Free Software Foundation, write to the Free
Software Foundation; we sometimes make exceptions for this. Our
decision will be guided by the two goals of preserving the free status
of all derivatives of our free software and of promoting the sharing
and reuse of software generally.
NO WARRANTY
15. BECAUSE THE LIBRARY IS LICENSED FREE OF CHARGE, THERE IS NO
WARRANTY FOR THE LIBRARY, TO THE EXTENT PERMITTED BY APPLICABLE LAW.
EXCEPT WHEN OTHERWISE STATED IN WRITING THE COPYRIGHT HOLDERS AND/OR
OTHER PARTIES PROVIDE THE LIBRARY "AS IS" WITHOUT WARRANTY OF ANY
KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE
IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE
LIBRARY IS WITH YOU. SHOULD THE LIBRARY PROVE DEFECTIVE, YOU ASSUME
THE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
16. IN NO EVENT UNLESS REQUIRED BY APPLICABLE LAW OR AGREED TO IN
WRITING WILL ANY COPYRIGHT HOLDER, OR ANY OTHER PARTY WHO MAY MODIFY
AND/OR REDISTRIBUTE THE LIBRARY AS PERMITTED ABOVE, BE LIABLE TO YOU
FOR DAMAGES, INCLUDING ANY GENERAL, SPECIAL, INCIDENTAL OR
CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE
LIBRARY (INCLUDING BUT NOT LIMITED TO LOSS OF DATA OR DATA BEING
RENDERED INACCURATE OR LOSSES SUSTAINED BY YOU OR THIRD PARTIES OR A
FAILURE OF THE LIBRARY TO OPERATE WITH ANY OTHER SOFTWARE), EVEN IF
SUCH HOLDER OR OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES.
END OF TERMS AND CONDITIONS
=============================================================================
1. NVIDIA Software License Agreement
------------------------------------
Release Date: October 20, 2016
------------------------------
IMPORTANT NOTICE -- READ BEFORE DOWNLOADING, INSTALLING,
COPYING OR USING THE LICENSED SOFTWARE:
--------------------------------------------------------
This Software License Agreement ("SLA”), made and entered
into as of the time and date of click through action
(“Effective Date”), is a legal agreement between you and
NVIDIA Corporation ("NVIDIA") and governs the use of the
NVIDIA computer software and the documentation made available
for use with such NVIDIA software. By downloading, installing,
copying, or otherwise using the NVIDIA software and/or
documentation, you agree to be bound by the terms of this SLA.
If you do not agree to the terms of this SLA, do not download,
install, copy or use the NVIDIA software or documentation. IF
YOU ARE ENTERING INTO THIS SLA ON BEHALF OF A COMPANY OR OTHER
LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY
TO BIND THE ENTITY TO THIS SLA, IN WHICH CASE “YOU” WILL
MEAN THE ENTITY YOU REPRESENT. IF YOU DON’T HAVE SUCH
AUTHORITY, OR IF YOU DON’T ACCEPT ALL THE TERMS AND
CONDITIONS OF THIS SLA, THEN NVIDIA DOES NOT AGREE TO LICENSE
THE LICENSED SOFTWARE TO YOU, AND YOU MAY NOT DOWNLOAD,
INSTALL, COPY OR USE IT.
1.1. License
1.1.1. License Grant
Subject to the terms of the AGREEMENT, NVIDIA hereby grants
you a non-exclusive, non-transferable license, without the
right to sublicense (except as expressly set forth in a
Supplement), during the applicable license term unless earlier
terminated as provided below, to have Authorized Users install
and use the Software, including modifications (if expressly
permitted in a Supplement), in accordance with the
Documentation. You are only licensed to activate and use
Licensed Software for which you a have a valid license, even
if during the download or installation you are presented with
other product options. No Orders are binding on NVIDIA until
accepted by NVIDIA. Your Orders are subject to the AGREEMENT.
SLA Supplements
Certain Licensed Software licensed under this SLA may be
subject to additional terms and conditions that will be
presented to you in a Supplement for acceptance prior to the
delivery of such Licensed Software under this SLA and the
applicable Supplement. Licensed Software will only be
delivered to you upon your acceptance of all applicable terms.
1.1.2. Limited Purposes Licenses
If your license is provided for one of the purposes indicated
below, then notwithstanding contrary terms in Section 1.1 or
in a Supplement, such licenses are for internal use and do not
include any right or license to sub-license and distribute the
Licensed Software or its output in any way in any public
release, however limited, and/or in any manner that provides
third parties with use of or access to the Licensed Software
or its functionality or output, including (but not limited to)
external alpha or beta testing or development phases. Further:
1.
Evaluation License: You may use evaluation licenses solely
for your internal evaluation of the Licensed Software for
broader adoption within your Enterprise or in connection
with a NVIDIA product purchase decision, and such licenses
have an expiration date as indicated by NVIDIA in its sole
discretion (or ninety days from the date of download if no
other duration is indicated).
2.
Educational/Academic License: You may use
educational/academic licenses solely for educational
purposes and all users must be enrolled or employed by an
academic institution. If you do not meet NVIDIA’s
academic program requirements for educational
institutions, you have no rights under this license.
3.
Test/Development License. You may use test/development
licenses solely for your internal development, testing
and/or debugging of your software applications or for
interoperability testing with the Licensed Software, and
such licenses have an expiration date as indicated by
NVIDIA in its sole discretion (or one year from the date
of download if no other duration is indicated). NVIDIA
Confidential Information under the AGREEMENT includes
output from Licensed Software developer tools identified
as “Pro” versions, where the output reveals
functionality or performance data pertinent to NVIDIA
hardware or software products.
1.1.3. Pre-release Licenses
With respect to alpha, beta, preview, and other pre-release
Software and Documentation (“Pre-Release Licensed
Software”) delivered to you under the AGREEMENT you
acknowledge and agree that such Pre-Release Licensed Software
(i) may not be fully functional, may contain errors or design
flaws, and may have reduced or different security, privacy,
accessibility, availability, and reliability standards
relative to commercially provided NVIDIA software and
documentation, and (ii) use of such Pre-Release Licensed
Software may result in unexpected results, loss of data,
project delays or other unpredictable damage or loss.
THEREFORE, PRE-RELEASE LICENSED SOFTWARE IS NOT INTENDED FOR
USE, AND SHOULD NOT BE USED, IN PRODUCTION OR
BUSINESS-CRITICAL SYSTEMS. NVIDIA has no obligation to make
available a commercial version of any Pre-Release Licensed
Software and NVIDIA has the right to abandon development of
Pre-Release Licensed Software at any time without liability.
1.1.4. Enterprise and Contractor Usage
You may allow your Enterprise employees and Contractors to
access and use the Licensed Software pursuant to the terms of
the AGREEMENT solely to perform work on your behalf, provided
further that with respect to Contractors: (i) you obtain a
written agreement from each Contractor which contains terms
and obligations with respect to access to and use of Licensed
Software no less protective of NVIDIA than those set forth in
the AGREEMENT, and (ii) such Contractor’s access and use
expressly excludes any sublicensing or distribution rights for
the Licensed Software. You are responsible for the compliance
with the terms and conditions of the AGREEMENT by your
Enterprise and Contractors. Any act or omission that, if
committed by you, would constitute a breach of the AGREEMENT
shall be deemed to constitute a breach of the AGREEMENT if
committed by your Enterprise or Contractors.
1.1.5. Services
Except as expressly indicated in an Order, NVIDIA is under no
obligation to provide support for the Licensed Software or to
provide any patches, maintenance, updates or upgrades under
the AGREEMENT. Unless patches, maintenance, updates or
upgrades are provided with their separate governing terms and
conditions, they constitute Licensed Software licensed to you
under the AGREEMENT.
1.2. Limitations
1.2.1. License Restrictions
Except as expressly authorized in the AGREEMENT, you agree
that you will not (nor authorize third parties to): (i) copy
and use Software that was licensed to you for use in one or
more NVIDIA hardware products in other unlicensed products
(provided that copies solely for backup purposes are allowed);
(ii) reverse engineer, decompile, disassemble (except to the
extent applicable laws specifically require that such
activities be permitted) or attempt to derive the source code,
underlying ideas, algorithm or structure of Software provided
to you in object code form; (iii) sell, transfer, assign,
distribute, rent, loan, lease, sublicense or otherwise make
available the Licensed Software or its functionality to third
parties (a) as an application services provider or service
bureau, (b) by operating hosted/virtual system environments,
(c) by hosting, time sharing or providing any other type of
services, or (d) otherwise by means of the internet; (iv)
modify, translate or otherwise create any derivative works of
any Licensed Software; (v) remove, alter, cover or obscure any
proprietary notice that appears on or with the Licensed
Software or any copies thereof; (vi) use the Licensed
Software, or allow its use, transfer, transmission or export
in violation of any applicable export control laws, rules or
regulations; (vii) distribute, permit access to, or sublicense
the Licensed Software as a stand-alone product; (viii) bypass,
disable, circumvent or remove any form of copy protection,
encryption, security or digital rights management or
authentication mechanism used by NVIDIA in connection with the
Licensed Software, or use the Licensed Software together with
any authorization code, serial number, or other copy
protection device not supplied by NVIDIA directly or through
an authorized reseller; (ix) use the Licensed Software for the
purpose of developing competing products or technologies or
assisting a third party in such activities; (x) use the
Licensed Software with any system or application where the use
or failure of such system or application can reasonably be
expected to threaten or result in personal injury, death, or
catastrophic loss including, without limitation, use in
connection with any nuclear, avionics, navigation, military,
medical, life support or other life critical application
(“Critical Applications”), unless the parties have entered
into a Critical Applications agreement; (xi) distribute any
modification or derivative work you make to the Licensed
Software under or by reference to the same name as used by
NVIDIA; or (xii) use the Licensed Software in any manner that
would cause the Licensed Software to become subject to an Open
Source License. Nothing in the AGREEMENT shall be construed to
give you a right to use, or otherwise obtain access to, any
source code from which the Software or any portion thereof is
compiled or interpreted. You acknowledge that NVIDIA does not
design, test, manufacture or certify the Licensed Software for
use in the context of a Critical Application and NVIDIA shall
not be liable to you or any third party, in whole or in part,
for any claims or damages arising from such use. You agree to
defend, indemnify and hold harmless NVIDIA and its Affiliates,
and their respective employees, contractors, agents, officers
and directors, from and against any and all claims, damages,
obligations, losses, liabilities, costs or debt, fines,
restitutions and expenses (including but not limited to
attorney’s fees and costs incident to establishing the right
of indemnification) arising out of or related to you and your
Enterprise, and their respective employees, contractors,
agents, distributors, resellers, end users, officers and
directors use of Licensed Software outside of the scope of the
AGREEMENT or any other breach of the terms of the AGREEMENT.
1.2.2. Third Party License Obligations
You acknowledge and agree that the Licensed Software may
include or incorporate third party technology (collectively
“Third Party Components”), which is provided for use in or
with the Software and not otherwise used separately. If the
Licensed Software includes or incorporates Third Party
Components, then the third-party pass-through terms and
conditions (“Third Party Terms”) for the particular Third
Party Component will be bundled with the Software or otherwise
made available online as indicated by NVIDIA and will be
incorporated by reference into the AGREEMENT. In the event of
any conflict between the terms in the AGREEMENT and the Third
Party Terms, the Third Party Terms shall govern. Copyright to
Third Party Components are held by the copyright holders
indicated in the copyright notices indicated in the Third
Party Terms.
Audio/Video Encoders and Decoders
You acknowledge and agree that it is your sole responsibility
to obtain any additional third party licenses required to
make, have made, use, have used, sell, import, and offer for
sale your products or services that include or incorporate any
Third Party Components and content relating to audio and/or
video encoders and decoders from, including but not limited
to, Microsoft, Thomson, Fraunhofer IIS, Sisvel S.p.A.,
MPEG-LA, and Coding Technologies as NVIDIA does not grant to
you under the AGREEMENT any necessary patent or other rights
with respect to audio and/or video encoders and decoders.
1.2.3. Limited Rights
Your rights in the Licensed Software are limited to those
expressly granted under the AGREEMENT and no other licenses
are granted whether by implication, estoppel or otherwise.
NVIDIA reserves all rights, title and interest in and to the
Licensed Software not expressly granted under the AGREEMENT.
1.3. Confidentiality
Neither party will use the other party’s Confidential
Information, except as necessary for the performance of the
AGREEMENT, nor will either party disclose such Confidential
Information to any third party, except to personnel of NVIDIA
and its Affiliates, you, your Enterprise, your Enterprise
Contractors, and each party’s legal and financial advisors
that have a need to know such Confidential Information for the
performance of the AGREEMENT, provided that each such
personnel, employee and Contractor is subject to a written
agreement that includes confidentiality obligations consistent
with those set forth herein. Each party will use all
reasonable efforts to maintain the confidentiality of all of
the other party’s Confidential Information in its possession
or control, but in no event less than the efforts that it
ordinarily uses with respect to its own Confidential
Information of similar nature and importance. The foregoing
obligations will not restrict either party from disclosing the
other party’s Confidential Information or the terms and
conditions of the AGREEMENT as required under applicable
securities regulations or pursuant to the order or requirement
of a court, administrative agency, or other governmental body,
provided that the party required to make such disclosure (i)
gives reasonable notice to the other party to enable it to
contest such order or requirement prior to its disclosure
(whether through protective orders or otherwise), (ii) uses
reasonable effort to obtain confidential treatment or similar
protection to the fullest extent possible to avoid such public
disclosure, and (iii) discloses only the minimum amount of
information necessary to comply with such requirements.
1.4. Ownership
You are not obligated to disclose to NVIDIA any modifications
that you, your Enterprise or your Contractors make to the
Licensed Software as permitted under the AGREEMENT. As between
the parties, all modifications are owned by NVIDIA and
licensed to you under the AGREEMENT unless otherwise expressly
provided in a Supplement. The Licensed Software and all
modifications owned by NVIDIA, and the respective Intellectual
Property Rights therein, are and will remain the sole and
exclusive property of NVIDIA or its licensors, whether the
Licensed Software is separate from or combined with any other
products or materials. You shall not engage in any act or
omission that would impair NVIDIA’s and/or its licensors’
Intellectual Property Rights in the Licensed Software or any
other materials, information, processes or subject matter
proprietary to NVIDIA. NVIDIA’s licensors are intended third
party beneficiaries with the right to enforce provisions of
the AGREEMENT with respect to their Confidential Information
and/or Intellectual Property Rights.
1.5. Feedback
You have no obligation to provide Feedback to NVIDIA. However,
NVIDIA and/or its Affiliates may use and include any Feedback
that you provide to improve the Licensed Software or other
NVIDIA products, technologies or materials. Accordingly, if
you provide Feedback, you agree that NVIDIA and/or its
Affiliates, at their option, may, and may permit their
licensees, to make, have made, use, have used, reproduce,
license, distribute and otherwise commercialize the Feedback
in the Licensed Software or in other NVIDIA products,
technologies or materials without the payment of any royalties
or fees to you. All Feedback becomes the sole property of
NVIDIA and may be used in any manner NVIDIA sees fit, and you
hereby assign to NVIDIA all of your right, title and interest
in and to any Feedback. NVIDIA has no obligation to respond to
Feedback or to incorporate Feedback into the Licensed
Software.
1.6. No Warranties
THE LICENSED SOFTWARE AND ANY OTHER CONFIDENTIAL INFORMATION
AND/OR SERVICES ARE PROVIDED BY NVIDIA “AS IS” AND “WITH
ALL FAULTS,” AND NVIDIA EXPRESSLY DISCLAIMS ALL OTHER
WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR
STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF
OPERABILITY, CONDITION, VALUE, ACCURACY OF DATA, OR QUALITY,
AS WELL AS ANY WARRANTIES OF MERCHANTABILITY, SYSTEM
INTEGRATION, WORKMANSHIP, SUITABILITY, FITNESS FOR A
PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THE ABSENCE OF ANY
DEFECTS THEREIN, WHETHER LATENT OR PATENT. NO WARRANTY IS MADE
BY NVIDIA ON THE BASIS OF TRADE USAGE, COURSE OF DEALING OR
COURSE OF TRADE. NVIDIA DOES NOT WARRANT THAT THE LICENSED
SOFTWARE OR ANY OTHER CONFIDENTIAL INFORMATION AND/OR SERVICES
PROVIDED BY NVIDIA UNDER THE AGREEMENT WILL MEET YOUR
REQUIREMENTS OR THAT THE OPERATION THEREOF WILL BE
UNINTERRUPTED OR ERROR-FREE, OR THAT ALL ERRORS WILL BE
CORRECTED. YOU ACKNOWLEDGE THAT NVIDIA’S OBLIGATIONS UNDER
THE AGREEMENT ARE FOR THE BENEFIT OF YOU ONLY. Nothing in this
warranty section affects any statutory rights of consumers or
other recipients to the extent that they cannot be waived or
limited by contract under applicable law.
1.7. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NVIDIA OR ITS
LICENSORS SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL,
PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS, LOSS
OF USE, LOSS OF DATA OR LOSS OF GOODWILL, OR THE COSTS OF
PROCURING SUBSTITUTE PRODUCTS, ARISING OUT OF OR IN CONNECTION
WITH THE AGREEMENT OR THE USE OR PERFORMANCE OF THE LICENSED
SOFTWARE AND ANY OTHER CONFIDENTIAL INFORMATION AND/OR
SERVICES PROVIDED BY NVIDIA UNDER THE AGREEMENT, WHETHER SUCH
LIABILITY ARISES FROM ANY CLAIM BASED UPON BREACH OF CONTRACT,
BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT
LIABILITY OR ANY OTHER CAUSE OF ACTION OR THEORY OF LIABILITY.
IN NO EVENT WILL NVIDIA’S TOTAL CUMULATIVE LIABILITY UNDER
OR ARISING OUT OF THE AGREEMENT EXCEED THE NET AMOUNTS
RECEIVED BY NVIDIA FOR YOUR USE OF THE PARTICULAR LICENSED
SOFTWARE DURING THE TWELVE (12) MONTHS BEFORE THE LIABILITY
AROSE (or up to US$10.00 if you acquired the Licensed Software
for no charge). THE NATURE OF THE LIABILITY, THE NUMBER OF
CLAIMS OR SUITS OR THE NUMBER OF PARTIES WITHIN YOUR
ENTERPRISE THAT ACCEPTED THE TERMS OF THE AGREEMENT SHALL NOT
ENLARGE OR EXTEND THIS LIMIT. THE FOREGOING LIMITATIONS SHALL
APPLY REGARDLESS OF WHETHER NVIDIA OR ITS LICENSORS HAVE BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF
WHETHER ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. The
disclaimers, exclusions and limitations of liability set forth
in the AGREEMENT form an essential basis of the bargain
between the parties, and, absent any such disclaimers,
exclusions or limitations of liability, the provisions of the
AGREEMENT, including, without limitation, the economic terms,
would be substantially different.
1.8. Term and Termination
1.8.1. AGREEMENT, Licenses and Services
This SLA shall become effective upon the Effective Date, each
Supplement upon their acceptance, and both this SLA and
Supplements shall continue in effect until your last access or
use of the Licensed Software and/or services hereunder, unless
earlier terminated as provided in this “Term and
Termination” section. Each Licensed Software license ends at
the earlier of (a) the expiration of the applicable license
term, or (b) termination of such license or the AGREEMENT.
Each service ends at the earlier of (x) the expiration of the
applicable service term, (y) termination of such service or
the AGREEMENT, or (z) expiration or termination of the
associated license and no credit or refund will be provided
upon the expiration or termination of the associated license
for any service fees paid.
1.8.2. Termination and Effect of Expiration or Termination
NVIDIA may terminate the AGREEMENT in whole or in part: (i) if
you breach any term of the AGREEMENT and fail to cure such
breach within thirty (30) days following notice thereof from
NVIDIA (or immediately if you violate NVIDIA’s Intellectual
Property Rights); (ii) if you become the subject of a
voluntary or involuntary petition in bankruptcy or any
proceeding relating to insolvency, receivership, liquidation
or composition for the benefit of creditors, if that petition
or proceeding is not dismissed with prejudice within sixty
(60) days after filing, or if you cease to do business; or
(iii) if you commence or participate in any legal proceeding
against NVIDIA, with respect to the Licensed Software that is
the subject of the proceeding during the pendency of such
legal proceeding. If you or your authorized NVIDIA reseller
fail to pay license fees or service fees when due then NVIDIA
may, in its sole discretion, suspend or terminate your license
grants, services and any other rights provided under the
AGREEMENT for the affected Licensed Software, in addition to
any other remedies NVIDIA may have at law or equity. Upon any
expiration or termination of the AGREEMENT, a license or a
service provided hereunder, (a) any amounts owed to NVIDIA
become immediately due and payable, (b) you must promptly
discontinue use of the affected Licensed Software and/or
service, and (c) you must promptly destroy or return to NVIDIA
all copies of the affected Licensed Software and all portions
thereof in your possession or control, and each party will
promptly destroy or return to the other all of the other
party’s Confidential Information within its possession or
control. Upon written request, you will certify in writing
that you have complied with your obligations under this
section. Upon expiration or termination of the AGREEMENT all
provisions survive except for the license grant provisions.
1.9. Consent to Collection and Use of Information
You hereby agree and acknowledge that the Software may access
and collect non-personally identifiable information about your
Enterprise computer systems in order to properly optimize such
systems for use with the Software. To the extent that you use
the Software, you hereby consent to all of the foregoing, and
represent and warrant that you have the right to grant such
consent. In addition, you agree that you are solely
responsible for maintaining appropriate data backups and
system restore points for your Enterprise systems, and that
NVIDIA will have no responsibility for any damage or loss to
such systems (including loss of data or access) arising from
or relating to (a) any changes to the configuration,
application settings, environment variables, registry,
drivers, BIOS, or other attributes of the systems (or any part
of such systems) initiated through the Software; or (b)
installation of any Software or third party software patches