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3.3. MATLAB Distributed Computing Server. | 3.3. MATLAB Distributed Computing Server. | ||
+ | |||
+ | 3.3.1. Licensees of the MDCS are permitted to install and make | ||
+ | available Programs, other than Programs that are technically limited or | ||
+ | otherwise limited as set forth at mathworks.com/ineligible_programs, on | ||
+ | one or more Computers ("Computer Cluster") solely for use through | ||
+ | the MDCS, provided that (1) the Programs on the Computer Cluster are | ||
+ | controlled by a single License Manager for each MDCS, (2) the number of | ||
+ | simultaneous Program sessions does not exceed the number of MDCS | ||
+ | workers acquired, (3) access to any Program, whether in the MDCS or | ||
+ | otherwise, remains limited to those persons who are Licensed Users of | ||
+ | such Programs and the Parallel Computing Toolbox ("PCT"); (4) access to | ||
+ | any worker must be enabled through a validly licensed use of the PCT; | ||
+ | and (5) access to any Program, including the MDCS, is not made | ||
+ | available (i) to any Third Party without the advance written consent of | ||
+ | MathWorks, or (ii) to any user outside the country for which the MDCS | ||
+ | is licensed, unless the Licensee has contracted for global use. For | ||
+ | the purposes of the immediately preceding sentence, member countries of | ||
+ | the North American Free Trade Agreement ("NAFTA") shall be treated as a | ||
+ | single country, and Iceland, Norway, Switzerland, and any member | ||
+ | countries of the European Union ("EU") shall also be treated as a | ||
+ | single country. | ||
+ | |||
+ | 3.3.2. Notwithstanding the restriction contained in Section 3.3.1(2) | ||
+ | immediately above but subject to all other restrictions in Section | ||
+ | 3.3.1, Licensed Users of MDCS may also scale the number of MDCS workers | ||
+ | on the following additional terms: (1) Licensee employs the MathWorks | ||
+ | Hosted License Manager ("MHLM") for its license management; and (2) | ||
+ | Licensee agrees, on behalf of its Licensed Users, to the terms of use | ||
+ | at mathworks.com/mdcstermsofuse, including the obligation to pay all | ||
+ | MDCS on-demand fees incurred by its Licensed Users applicable to their | ||
+ | on-demand use, if any, of MDCS workers [mathworks.com/mdcspricingpolicy | ||
+ | (which fees are separate from any fees that may be due to any cloud | ||
+ | providers for use of their platforms, products, or services)]. | ||
+ | |||
+ | 3.4. MATLAB Production Server. Licensees of the MATLAB Production Server | ||
+ | ("MPS") are permitted to install and use MPS for the sole purpose of | ||
+ | scheduling and running Applications generated with Licensee's validly | ||
+ | licensed MATLAB Compiler Program, provided that the number of workers | ||
+ | running simultaneously on one or more computers does not exceed the number | ||
+ | of MPS workers acquired. Licensee may make the Applications running on MPS | ||
+ | accessible to end users globally, including Third Parties, via a web | ||
+ | interface, or other interface provided by Licensee, subject to the | ||
+ | restrictions of Section 5.2 of the Deployment Addendum. | ||
+ | |||
+ | 3.5. Polyspace Bug Finder and Polyspace Code Prover. Notwithstanding the | ||
+ | provisions of Section 3.2 above, the number of Polyspace verification runs | ||
+ | that a Licensed User may simultaneously execute using the Polyspace Code | ||
+ | Prover or the Polyspace Bug Finder shall not exceed the number of keys | ||
+ | available for the respective Polyspace Program. | ||
+ | |||
+ | 4. REMOTE AND SHARED OPERATION | ||
+ | |||
+ | Subject also to the foregoing: | ||
+ | |||
+ | 4.1. Remote Access to the Desktop: Using the Microsoft Remote Desktop | ||
+ | connection feature or similar technologies: | ||
+ | |||
+ | 4.1.1. Named Users and Network Named Users may remotely access Programs | ||
+ | for which they are licensed. | ||
+ | |||
+ | 4.1.2. Network Concurrent Users may remotely access Programs served by | ||
+ | the License Manager for the License under which they are operating. | ||
+ | |||
+ | 4.1.3. The Licensee of a Designated Computer Activation Type may | ||
+ | designate one Licensed User to remotely access the Programs licensed on | ||
+ | the Designated Computer for operation on that Designated Computer. | ||
+ | Licensee may redesignate such Licensed User, whether temporarily or | ||
+ | not, no more than four (4) times in any twelve (12) month period. | ||
+ | |||
+ | 4.2. Shared Access to the Desktop: | ||
+ | |||
+ | 4.2.1. A Licensed User using Microsoft Remote Assistance technology, | ||
+ | NetMeeting conferencing software, or similar technologies may share | ||
+ | remotely the desktop view of a Program session with another individual | ||
+ | for assistive or demonstrative purposes only. | ||
+ | |||
+ | |||
+ | The MathWorks, Inc. Software License Agreement - Academic Installation and Use | ||
+ | Addendum | ||
+ | |||
+ | This is an Addendum to The MathWorks, Inc. Software License Agreement (the | ||
+ | "Agreement"), and the terms and conditions of this Addendum are incorporated | ||
+ | therein. Each capitalized term used herein and not defined herein shall have | ||
+ | the meaning ascribed to it in the Agreement. | ||
+ | |||
+ | 1. SCOPE. The provisions of this Academic Installation and Use Addendum apply | ||
+ | to each Program licensed under the Agreement at prices offered only to | ||
+ | degree-granting educational institutions ("Academic prices") for Academic | ||
+ | Internal Operations only, as defined below. Research and development divisions | ||
+ | and centers of universities, U.S. government agencies and other not-for-profit | ||
+ | organizations do not qualify for Academic prices. This Addendum imposes | ||
+ | certain additional obligations and restrictions with respect to the Programs | ||
+ | licensed at such Academic prices that are not contained in the Agreement. The | ||
+ | applicable provisions are determined by the particular Academic License Option | ||
+ | that Licensee acquires for each Program, including those related to the | ||
+ | permitted Activation Type associated with the Academic License Option acquired. | ||
+ | In the event of a conflict between the provisions of this Addendum and the | ||
+ | Agreement, these Addendum provisions shall apply. | ||
+ | |||
+ | 2. DEFINITIONS. | ||
+ | |||
+ | 2.1. Academic Internal Operations. The installation and use of the | ||
+ | Programs by Licensed Users, in accordance with the Academic License Option | ||
+ | acquired, for the purpose of (i) in the case of employees (faculty and | ||
+ | academic staff), performing software administration, teaching, and | ||
+ | noncommercial, academic research in their ordinary course as Licensee's | ||
+ | employees; and (ii) in the case of enrolled students, meeting classroom | ||
+ | requirements of courses and study offered by the Licensee. Any other use | ||
+ | is expressly prohibited. | ||
+ | |||
+ | 2.2. Activation Type. One of the Standalone Named User, Designated | ||
+ | Computer, or Network Concurrent User Activation Types available with | ||
+ | respect to the Academic License Option Acquired. | ||
+ | |||
+ | 2.3. Licensed Users. All enrolled students and employees (faculty and | ||
+ | academic staff) of the Licensee who are authorized by Licensee to use the | ||
+ | Programs for Academic Internal Operations in accordance with the Agreement, | ||
+ | as revised from time to time, and to the extent permitted by the Academic | ||
+ | License Option acquired. As used herein, "employees" excludes | ||
+ | subcontractors and consultants of the Licensee. Individuals under thirteen | ||
+ | (13) years of age may be Licensed Users if their parent or guardian has | ||
+ | previously consented to such individual's use of the Programs. Licensee | ||
+ | agrees to collect such consent prior to providing any such individuals with | ||
+ | access to the Products, and to store such consent in a retrievable way. | ||
+ | |||
+ | 2.4. Academic License Option. The specific rights, restrictions, and | ||
+ | obligations under which Licensee may install and use a Program pursuant to | ||
+ | the Agreement, including those related to the permitted Activation Type | ||
+ | associated with the Academic License Option acquired. | ||
+ | |||
+ | 2.5. Named User. Licensed User designated and identified by Licensee as | ||
+ | the "Named User" for a License to a Program under the "Standalone Named | ||
+ | User" Activation Type. | ||
+ | |||
+ | 3. INSTALLATION AND USE. Specific rights, obligations, and restrictions apply | ||
+ | to each Academic License Option. Licensee's right to install and use the | ||
+ | Programs is determined by the Academic License Option acquired, including the | ||
+ | permitted Activation Type with respect to such Academic License Option. By | ||
+ | accepting the terms and conditions of the Agreement, Licensee also accepts the | ||
+ | Academic License Option acquired, and agrees to use the Programs only for | ||
+ | Academic Internal Operations. | ||
+ | |||
+ | 3.1. Academic License Options. | ||
+ | |||
+ | 3.1.1. Individual. Except as specifically set forth in Section 3.3 | ||
+ | hereof, the Individual License Option permits one Activation Type, | ||
+ | either the Standalone Named User Activation Type or the Designated | ||
+ | Computer Activation Type. | ||
+ | |||
+ | 3.1.2. Concurrent. Except as specifically set forth in Section 3.3 | ||
+ | hereof, the Concurrent License Option permits only the Network | ||
+ | Concurrent User Activation Type. | ||
+ | |||
+ | 3.1.3. Classroom. Except as specifically set forth in Section 3.3 | ||
+ | hereof, the Classroom License Option permits one Activation Type, | ||
+ | either the Network Concurrent User Activation Type or the Designated | ||
+ | Computer Activation Type. Notwithstanding the foregoing definition of | ||
+ | Academic Internal Operations, Programs licensed under the Classroom | ||
+ | License Option are further restricted to use in connection with | ||
+ | on-campus computing facilities that are used solely in support of | ||
+ | classroom instruction of students. Research use is not permitted. | ||
+ | Notwithstanding the restrictions contained in Sections 2.1 and 2.3 | ||
+ | above but subject to all other restrictions in Sections 2.1 and 2.3, | ||
+ | Licensed Users of the Classroom License may also include visiting | ||
+ | instructors and contractors solely for the purpose of classroom | ||
+ | instruction or preparation for classroom instruction. | ||
+ | |||
+ | 3.1.4. Primary and Secondary Schools. Primary and secondary schools | ||
+ | located at a single physical address may authorize their faculty, | ||
+ | academic staff, and students to use the License on teachers' computers, | ||
+ | school-owned computers or personally-owned computers, under the | ||
+ | Designated Computer Activation Type, for Academic Internal Operations | ||
+ | only. Technical support is available for faculty and academic staff, | ||
+ | but not for students. | ||
+ | |||
+ | 3.2. Activation Types. | ||
+ | |||
+ | 3.2.1. Standalone Named User. Program use is restricted to the single, | ||
+ | designated Named User. Programs may be activated and used on one or | ||
+ | more individual Computers, provided the Programs are only accessible | ||
+ | to, and used by, the Named User for that License. The physical | ||
+ | locations of the Computers used by the Named User to run the Programs | ||
+ | are not limited; the Computers may be located at work, home, in a | ||
+ | laboratory, or on a laptop. Licensee may only designate one Licensed | ||
+ | User access to or use of the Programs under each Named User License. A | ||
+ | Computer login of a Named User may not be shared with any other | ||
+ | individual. Licensee may redesignate the Named User for a Program, | ||
+ | whether temporarily or not, no more than four (4) times in any twelve | ||
+ | (12) month period. A Named User may not use a Program on more than two | ||
+ | (2) Computers simultaneously. | ||
+ | |||
+ | 3.2.2. Designated Computer. The Programs may only be activated and | ||
+ | used on a single, physical (not virtual) designated Computer, provided | ||
+ | the Programs are only operated from that Computer's console by only one | ||
+ | Licensed User at any given time. Licensee may redesignate the Computer | ||
+ | for a Program to a different Computer, whether temporarily or not, no | ||
+ | more than four (4) times in any twelve (12) month period. In the case | ||
+ | of Designated Computer Licenses licensed as part of a group, Licensee | ||
+ | shall be responsible for, and shall assign an administrator the task | ||
+ | of, administering the Licenses and Programs, including new versions of | ||
+ | the Programs delivered during any paid Software Maintenance Service | ||
+ | term. | ||
+ | |||
+ | 3.2.3. Network Concurrent User. Programs must be activated on a single | ||
+ | Computer. Licensee must run the License Manager and may have only as | ||
+ | many Licensed Users simultaneously operating a Program at any given | ||
+ | time as the number of Concurrent keys acquired for that Program. | ||
+ | Subject to the foregoing, a Licensed User of the Concurrent License | ||
+ | Option may utilize the Programs on any number of Computers served by a | ||
+ | single License Manager provided that, before using a Program on any | ||
+ | Computer, the Licensed User checks out a separate Concurrent key from | ||
+ | the License Manager for that Computer. Programs may be installed in a | ||
+ | central location, on institution-owned or Licensee's faculty, research | ||
+ | and academic staff personally-owned computers to accelerate startup | ||
+ | times, as long as the installations on the individual Computers are | ||
+ | controlled by the License Manager. Licensee is prohibited from | ||
+ | allowing installation of the Programs on students' own computers. | ||
+ | Licensees of the Concurrent License Option are prohibited from | ||
+ | providing Program access to users located outside a single country. | ||
+ | |||
+ | 3.3. MATLAB Distributed Computing Server. | ||
+ | |||
+ | 3.3.1. Licensees of the MDCS are permitted to install and make | ||
+ | available Programs, other than Programs that are technically limited or | ||
+ | otherwise limited as set forth at mathworks.com/ineligible_programs, on | ||
+ | one or more Computers ("Computer Cluster") solely for use through the | ||
+ | MDCS, provided that (1) the Programs on the Computer Cluster are | ||
+ | controlled by a single License Manager for each MDCS, (2) the number of | ||
+ | simultaneous Program sessions does not exceed the number of MDCS | ||
+ | workers acquired, (3) access to any Program, whether in the MDCS or | ||
+ | otherwise, remains limited to those persons who are Licensed Users of | ||
+ | such Programs and the Parallel Computing Toolbox ("PCT"); (4) access to | ||
+ | any worker must be enabled through a validly licensed use of the PCT, | ||
+ | and (5) access to any Program, including the MDCS, is not made | ||
+ | available (i) to any Third Party without the advance written consent of | ||
+ | MathWorks, or (ii) to any user outside the country for which the MDCS | ||
+ | is licensed. | ||
+ | |||
+ | 3.3.2. Notwithstanding the restriction contained in Section 3.3.1(2) | ||
+ | immediately above but subject to all other restrictions in Section | ||
+ | 3.3.1, Licensed Users of MDCS may also scale the number of MDCS workers | ||
+ | on the following additional terms: (1) Licensee employs the MathWorks | ||
+ | Hosted License Manager ("MHLM") for its license management; and (2) | ||
+ | Licensee agrees, on behalf of its Licensed Users, to the terms of use | ||
+ | at mathworks.com/mdcstermsofuse, including the obligation to pay all | ||
+ | MDCS on-demand fees incurred by its Licensed Users applicable to their | ||
+ | on-demand use, if any, of MDCS workers (see | ||
+ | mathworks.com/mdcspricingpolicy). Any fees that may be due to any | ||
+ | cloud providers for use of their platforms, products, or services are | ||
+ | separate and are the responsibility of the Licensee. | ||
+ | |||
+ | 3.4. MATLAB Production Server. Licensees of the MATLAB Production Server | ||
+ | ("MPS") are permitted to install and use MPS for the sole purpose of | ||
+ | scheduling and running Applications generated with Licensee's validly | ||
+ | licensed MATLAB Compiler Program, provided that the number of workers | ||
+ | running simultaneously on one or more computers does not exceed the number | ||
+ | of MPS workers acquired. Licensee may make the Applications running on MPS | ||
+ | accessible to end users globally, including Third Parties, via a web | ||
+ | interface, or other interface provided by Licensee, subject to the | ||
+ | restrictions of Section 5.2 of the Deployment Addendum. | ||
+ | |||
+ | 4. REMOTE AND SHARED OPERATIONS | ||
+ | |||
+ | Subject also to the foregoing: | ||
+ | |||
+ | 4.1. Remote Desktop Access: Using the Microsoft Remote Desktop connection | ||
+ | feature or similar technologies: | ||
+ | |||
+ | 4.1.1. Named Users may remotely access Programs for which they are | ||
+ | licensed. | ||
+ | |||
+ | 4.1.2. Network Concurrent Users may remotely access Programs served by | ||
+ | the License Manager for the License under which they are operating. | ||
+ | |||
+ | 4.1.3. The Licensee of a Designated Computer Activation Type may | ||
+ | designate one Licensed User to remotely access the Programs licensed on | ||
+ | the Designated Computer for operation on that Designated Computer. | ||
+ | Licensee may redesignate such Licensed User, whether temporarily or | ||
+ | not, no more than four (4) times in any twelve (12) month period. | ||
+ | |||
+ | |||
+ | 4.2. Shared Access to the Desktop: | ||
+ | |||
+ | 4.2.1. A Licensed User using Microsoft Remote Assistance technology, | ||
+ | NetMeeting conferencing software, or similar technologies may share | ||
+ | remotely the desktop view of a Program session with another individual | ||
+ | for assistive or demonstrative purposes only. | ||
+ | |||
+ | |||
+ | The MathWorks, Inc. Software License Agreement - Student License and Home | ||
+ | License Installation and Use Addendum | ||
+ | |||
+ | This is an Addendum to The MathWorks, Inc. Software License Agreement (the | ||
+ | "Agreement"), and the terms and conditions of this Addendum are incorporated | ||
+ | therein. Each capitalized term used herein and not defined herein shall have | ||
+ | the meaning ascribed to it in the Agreement. | ||
+ | |||
+ | 1. SCOPE. The provisions of this Student License and Home License Installation | ||
+ | and Use Addendum apply to the MATLAB and Simulink Programs and to any other | ||
+ | Programs licensed under the Agreement at prices offered to students enrolled in | ||
+ | degree-granting educational institutions ("Student Use prices") or to | ||
+ | individuals for personal use ("Home Use Prices"). This Addendum imposes | ||
+ | certain additional obligations and restrictions with respect to the Programs | ||
+ | licensed at such Student Use and Home Use prices that are not contained in the | ||
+ | Agreement. | ||
+ | |||
+ | 2. In the event of a conflict between the provisions of this Addendum and the | ||
+ | Agreement, these Addendum provisions shall apply. In this Addendum, the | ||
+ | license provided to students is referred to as a "Student License", and the | ||
+ | license provided to individuals for personal use is referred to as the "Home | ||
+ | License". | ||
+ | |||
+ | 3. RETURNS AND REFUNDS. Returns and refunds of Student License and Home | ||
+ | License purchases are subject to the refund policies at the time and point of | ||
+ | purchase. | ||
+ | |||
+ | 4. REGISTRATION AND ACTIVATION. The Programs contain technology for the | ||
+ | prevention of unlicensed or illegal use of the Programs. Licensee agrees to | ||
+ | the use and application of such technology in the Programs (a) to limit the use | ||
+ | of the Programs by Licensee to a finite number of Computers, and (b) to require | ||
+ | Licensee's registration of the Student License and activation of the Programs | ||
+ | in advance of the use of the Programs (other than for temporary use) as further | ||
+ | described in this Addendum and in the Documentation for the Programs. | ||
+ | |||
+ | 5. ELIGIBILITY, INSTALLATION, AND USE. Licensee agrees to the following | ||
+ | eligibility and use restrictions of the Student License and the Home License: | ||
+ | a Licensee of a Student License must be a student enrolled in a degree-granting | ||
+ | educational institution or participating in a continuing education program at a | ||
+ | degree-granting educational institution and may use the license only for | ||
+ | student activities that are not commercial, for profit, professional, or | ||
+ | revenue generating activities for the period of such student use; a Licensee of | ||
+ | a Home License must be an individual and may use the license only for personal | ||
+ | use and not for professional, academic, or commercial use, including for profit | ||
+ | or revenue generating activities, and only for the period of such personal | ||
+ | use. | ||
+ | |||
+ | The Student License and Home License each permit the Licensee to use the | ||
+ | Programs on one Computer that Licensee owns or leases provided (i) the Programs | ||
+ | are only accessible to, and used by, Licensee, and (ii) Licensee has provided | ||
+ | machine-specific identification for such Computer through the registration and | ||
+ | activation process. Network installation is prohibited. | ||
+ | |||
+ | 6. PARENTAL CONSENT. Individuals under thirteen (13) years of age may be | ||
+ | Licensed Users if their parent or guardian has previously consented to such | ||
+ | individual's use of the Programs. Licensee agrees to collect such consent prior | ||
+ | to providing any such individuals with access to the Programs, and to store | ||
+ | such consent in a retrievable way. | ||
+ | |||
+ | 7. SOFTWARE MAINTENANCE SERVICE. Software Maintenance Service is not available | ||
+ | for a Student License or Home License. | ||
+ | |||
+ | 8. ASSIGNMENT. Neither a Student License nor a Home License is transferable. | ||
+ | |||
+ | 9. PRIMARY AND SECONDARY SCHOOL USE. Teachers and students at primary and | ||
+ | secondary education schools may license the Student License. Teachers may also | ||
+ | use the Student License on the teacher's computer or school-owned computers. | ||
+ | The MathWorks, Inc. Software License Agreement - Deployment Addendum | ||
+ | |||
+ | This is an Addendum to The MathWorks, Inc. Software License Agreement (the | ||
+ | "Agreement"), and the terms and conditions of this Addendum are incorporated | ||
+ | therein for use of the Programs. Each capitalized term used herein and not | ||
+ | defined herein shall have the meaning ascribed to it in the Agreement. | ||
+ | |||
+ | 1. PURPOSES. The Agreement contains restrictions prohibiting Licensee from | ||
+ | modifying, distributing, or providing access to the Programs or any Program | ||
+ | Components (as defined below), except as expressly provided in this Addendum. | ||
+ | Because the Programs licensed by Licensee under the Agreement contain Source | ||
+ | Code or Object Code Program Components, this Addendum sets forth the Licensee's | ||
+ | rights with respect to creating software or applications using the Programs or | ||
+ | any Program Component, as well as certain additional obligations related | ||
+ | thereto. This Addendum also states restrictions and obligations with respect | ||
+ | to the use of the Programs or any Program Component, which also may have a | ||
+ | bearing on the creation or distribution of software or applications. | ||
+ | |||
+ | MathWorks or its Licensors retain all right, title, and interest in its | ||
+ | Programs, Program Components, and Derivative Forms of its Programs. | ||
+ | |||
+ | 2. USER CREATED FILES. This Addendum does not apply to MATLAB code files, | ||
+ | Simulink model files, MEX-files, MAT-files, VHDL-files, Verilog-files, | ||
+ | FIG-files and P-files that are created by Licensee and that do not include any | ||
+ | code obtained from MATLAB code files, Simulink model files, MAT-files, P-code, | ||
+ | C/C++ files, VHDL-files, Verilog-files, TLC-files, or other Source Code files | ||
+ | supplied with the Programs ("User Files"). Licensee may distribute or | ||
+ | sublicense without restriction, User Files provided that a principal purpose of | ||
+ | the distribution or sublicense is not to replace or replicate a Program or any | ||
+ | part of a Program. | ||
+ | |||
+ | 3. NONCOMPETITION. Notwithstanding anything else contained in this Agreement, | ||
+ | Licensee agrees not to use, test, benchmark, reverse engineer or determine the | ||
+ | expression or design of, the Programs, Derivative Forms, Generated Forms, or | ||
+ | Program Components to make, or distribute its own or a Third Party's | ||
+ | application or software, a principal purpose of which, as reasonably determined | ||
+ | by MathWorks, is to perform the same or similar functions as Programs licensed | ||
+ | by MathWorks or which replaces any component of the Programs. Licensee shall | ||
+ | not otherwise use the Programs to compete with the products or businesses of | ||
+ | MathWorks, including by distributing Libraries, or any form of an entire | ||
+ | Program or a substantial portion of a Program. | ||
+ | |||
+ | 4. DEFINITIONS. | ||
+ | |||
+ | 4.1. Application. A software file that Licensee has created by either (a) | ||
+ | using a MathWorks Program to compile or translate Licensee created Source | ||
+ | Code or (b) incorporating or linking any part of any Source Code, library | ||
+ | file, or other Program Component provided with the Program. An Application | ||
+ | must contain original code developed by Licensee and must provide | ||
+ | substantial functionality not contained in, or provided by, the Program | ||
+ | Components that are incorporated into such Application. If a software file | ||
+ | created by a Licensee incorporates Program Components, but does not meet | ||
+ | the requirements of the previous sentence, then it is a Derivative Form (as | ||
+ | defined below). An Application may contain Linked Object Code which, if | ||
+ | such Object Code was not Linked to the Application and was a standalone | ||
+ | file, would otherwise have been deemed a Derivative Form. | ||
+ | |||
+ | 4.2. Application License. A license provided by Licensee to its end-users | ||
+ | for the installation and use of Licensee's Application and any Third Party | ||
+ | Software made available for use with the Application. | ||
+ | |||
+ | 4.3. Generated Forms. The output of the MATLAB Compiler, the MathWorks | ||
+ | Coder Programs, and other MathWorks' code generation Programs in the form | ||
+ | of Source Code or Object Code, as well as such Source Code converted to | ||
+ | Object Code or Linked forms. | ||
+ | |||
+ | 4.4. Derivative Forms. A software file that Licensee has derived from one | ||
+ | or more Program Components (including without limitation by incorporating, | ||
+ | translating, or modifying, in whole or in part, any Program Component), and | ||
+ | which, if modified or copied without MathWorks' authorization, would | ||
+ | constitute a copyright infringement or breach of the Agreement. A software | ||
+ | file created by Licensee which qualifies as an "Application" under the | ||
+ | above definition shall not be deemed a Derivative Form. | ||
+ | |||
+ | 4.5. Linked. An executable or loadable file created by a compiler or | ||
+ | linker program combining Object Code module files. | ||
+ | |||
+ | 4.6. MAT-file. The file format in which MATLAB stores data. | ||
+ | |||
+ | 4.7. MCR Libraries. MATLAB Compiler Runtime support libraries and other | ||
+ | files for deployment of Applications created with the MATLAB Compiler. | ||
+ | |||
+ | 4.8. Object Code. The code created by a system compiler from source code; | ||
+ | also called "machine-readable code". Object Code can be Linked with an | ||
+ | appropriate linker to resolve address references and may be combined with | ||
+ | other Object Code for targeted execution on a specific processor. Object | ||
+ | Code includes "Object Code libraries" and "shared libraries," which are | ||
+ | groupings of Object Code for specific purposes. | ||
+ | |||
+ | 4.9. Program Component. Any portion of, or file provided with, a Program. | ||
+ | |||
+ | 4.10. Source Code. Human-readable program code written in a higher-level | ||
+ | language such as C, C++, Java, MATLAB, MDL, VHDL, Verilog, or Fortran, | ||
+ | which must be translated or compiled into machine-readable language before | ||
+ | it can be executed by a computer. Source Code also includes header files | ||
+ | and other human-readable files necessary for a Program to be compiled in | ||
+ | the higher-level language. | ||
+ | |||
+ | 4.11. Standalone Application. An Application created using programming | ||
+ | languages and tools other than the Programs, which executes outside of the | ||
+ | Programs. | ||
+ | |||
+ | 4.12. Deployment Program. The MATLAB Compiler and any of MathWorks Coder | ||
+ | Programs as defined in Section 4.13 below. | ||
+ | |||
+ | 4.13. MathWorks Coder Programs. MATLAB Coder, Filter Design HDL Coder, | ||
+ | Simulink Coder, HDL Coder, Simulink PLC Coder, and Embedded Coder. | ||
+ | |||
+ | 5. DEPLOYMENT PROGRAMS. Licensed Users of MathWorks' Deployment Programs may | ||
+ | automatically generate code from MATLAB code files, Simulink/Stateflow | ||
+ | diagrams, and other representations, into Generated Forms. Furthermore, | ||
+ | Licensee may copy and deploy these Generated Forms for use outside of the | ||
+ | Programs. | ||
+ | |||
+ | 5.1. Deployment from MathWorks Coder Programs. MathWorks provides | ||
+ | directories of C, C++, Assembly, linker command files, template makefiles, | ||
+ | project files, and TLC source code files with Programs that implement the | ||
+ | real-time framework. Such files made available in any of the MathWorks | ||
+ | Coder Programs may only be modified and deployed in Source Code or Linked | ||
+ | Object Code form for different development targets when used with such | ||
+ | Programs or with code generated by such Programs as part of, and only as | ||
+ | required by, a larger Standalone Application. MathWorks Coder Programs | ||
+ | cannot be used to create an Application (a) providing capability similar to | ||
+ | the capabilities of any of the Programs; (b) providing functionality or | ||
+ | behavior similar to that of the MATLAB command line or scripting and | ||
+ | programming capabilities; (c) allowing operation of the code generation | ||
+ | capabilities of Programs; (d) providing access to an entire Program or a | ||
+ | substantial portion of a Program; or (e) enabling evaluation of end-user | ||
+ | code or expressions. | ||
+ | |||
+ | 5.1.1. Licensee may copy and deploy these files outside of the Programs | ||
+ | in Linked Object Code form or Source Code form, if only used in | ||
+ | combination with code generated by those Programs as part of a larger | ||
+ | standalone Application. | ||
+ | |||
+ | 5.1.2. No further fees shall be due to MathWorks for such deployment | ||
+ | within Licensee's Application, regardless of whether the Application is | ||
+ | deployed solely for Licensee's Internal Operations or to Third Parties. | ||
+ | |||
+ | 5.2. Deployment from MATLAB Compiler. Licensed Users may deploy copies of | ||
+ | Applications generated by the MATLAB Compiler that incorporate compiled | ||
+ | versions of MATLAB code files from licensed Programs required for such | ||
+ | Applications. Licensee may also use and distribute the MCR Libraries | ||
+ | together with such Applications for the sole purpose of running the | ||
+ | Applications. Licensee is prohibited from making copies of the MCR | ||
+ | Libraries accessible to any Third Party separate from or for use other than | ||
+ | with a Licensed User's Application, or provide the MCR for service bureau | ||
+ | or similar service use. | ||
+ | |||
+ | Licensee agrees to employ the same security measures to protect the MCR | ||
+ | Libraries as it uses to safeguard Licensee's own proprietary intellectual | ||
+ | property, but in no event less than reasonable care. | ||
+ | |||
+ | No additional license fees shall be due to MathWorks for the distribution of | ||
+ | the required MATLAB code files incorporated in the generated Application, or | ||
+ | for the distribution of the MCR Libraries when deployed together with such | ||
+ | Applications, regardless of whether the Application and the MCR Libraries are | ||
+ | distributed for the purposes of Licensee's Internal Operations or to Third | ||
+ | Parties. | ||
+ | |||
+ | 5.2.1. Licensed User may include, by compilation for deployment, only | ||
+ | those select MATLAB code files from the licensed Programs required for | ||
+ | the Application. | ||
+ | |||
+ | 5.2.2. In no event shall Licensee distribute any library header files. | ||
+ | |||
+ | 5.2.3. Licensee's Application may not provide capability similar to the | ||
+ | capabilities of any of the Programs or provide functionality or | ||
+ | behavior similar to that of the MATLAB command line or scripting and | ||
+ | programming capabilities, nor may Licensee's Application enable | ||
+ | evaluation of end-user code or expressions. | ||
+ | |||
+ | 5.2.4. Licensee's Application may not allow operation of the code | ||
+ | generation capabilities of Programs. | ||
+ | |||
+ | 5.2.5. Licensee's Application may not provide access to an entire | ||
+ | Program or a substantial portion of a Program. | ||
+ | |||
+ | 5.2.6. Licensee's Application incorporating any functionality of the | ||
+ | Parallel Computing Toolbox ("PCT") may enable the same or fewer number | ||
+ | of local workers provided by the PCT used to build the Application, | ||
+ | even if the Application's end user does not possess a license to the | ||
+ | PCT. | ||
+ | |||
+ | 5.2.7. Licensee shall include the notice "MATLAB(r). (c) 1984 - [INSERT | ||
+ | YEAR MATLAB VERSION PUBLISHED] The MathWorks, Inc." in the deployed | ||
+ | Application's About Box, or similar visible location, and in the | ||
+ | applicable documentation distributed with each copy of the Application. | ||
+ | |||
+ | 5.2.8.Licensee may not modify or remove any proprietary notice or | ||
+ | license file that is included with the MCR Libraries. | ||
+ | |||
+ | 5.3. Real-Time Windows Target. Licensee may not incorporate Real-Time | ||
+ | Windows Target into an Application for deployment without contracting with | ||
+ | MathWorks for an OEM or VAR agreement. | ||
+ | |||
+ | 5.4. Simulink Real-Time. Licensee may develop Applications that | ||
+ | incorporate Object Code derived from Program Components of Simulink | ||
+ | Real-Time which are required for the Application and that have been | ||
+ | compiled or otherwise obtained from Simulink Coder on a single development | ||
+ | PC, download that Application to a target PC, and distribute that | ||
+ | Application beyond the target PC. | ||
+ | |||
+ | No further fees shall be due to MathWorks for such distribution of Licensee's | ||
+ | Application, regardless of whether the Application is distributed solely for | ||
+ | Licensee's Internal Operations or to Third Parties. Additionally, the Simulink | ||
+ | Real-Time License allows for the distribution of API DLL's as part of the | ||
+ | Application beyond the development PC. No further fees shall be due to | ||
+ | MathWorks for such distribution, regardless of whether the API DLL's are | ||
+ | distributed solely for Licensee's Internal Operations or to Third Parties. | ||
+ | |||
+ | 6. OTHER SOURCE CODE AND SHARED OBJECT CODE LIBRARIES. | ||
+ | |||
+ | 6.1. Programs may include selected Source Code and shared Object Code | ||
+ | library files that implement various documented application programming | ||
+ | interface capabilities of the Programs for which the Source Code or shared | ||
+ | library file is part. | ||
+ | |||
+ | 6.1.1. Licensed User may use and modify the selected Source Code files | ||
+ | solely for creation of Licensee's own Applications. Licensee may copy | ||
+ | and distribute Object Code compiled from this Source Code, but only as | ||
+ | either standalone Object Code file (regardless whether a Derivative | ||
+ | Form) or Object Code Linked to the Application, and only for use with | ||
+ | and deployment of Licensee's own Application. | ||
+ | |||
+ | 6.1.2. Licensee may use, copy and distribute shared Object Code library | ||
+ | files (regardless whether a Derivative Form) for deployment of | ||
+ | Licensee's own Application, but only if a header file exists in the | ||
+ | Program for the shared library file. Licensee may not copy or | ||
+ | distribute header files themselves. | ||
+ | |||
+ | 6.1.3. Licensee may not transfer Source Code, development rights, or | ||
+ | development capabilities for any Source Code or Object Code to any | ||
+ | Third Party. | ||
+ | |||
+ | 6.2. MAT-files. Licensed User may create and distribute Applications that | ||
+ | read MAT-files using the MAT-file API, however, if such Applications are | ||
+ | distributed to Third Parties, they must also implement MAT-file write | ||
+ | capability. | ||
+ | |||
+ | 7. DERIVATIVE FORMS. A Licensee shall only be permitted to distribute a | ||
+ | Derivative Form to Third Parties (a) to the extent expressly permitted under | ||
+ | Articles 5 or 6 of this Addendum, or (b) subject to the requirements of this | ||
+ | Article 7. A Licensee may only distribute a Derivative Form to a Third Party | ||
+ | under this Article 7 if such Third Party is bound by a Software License | ||
+ | Agreement with MathWorks that requires such Third Party to treat such | ||
+ | Derivative Forms received from Licensee as such Third Party's own Derivative | ||
+ | Form thereunder. Licensee agrees that if such a Third Party provides Licensee | ||
+ | with software that is a Derivative Form under the terms of such Third Party's | ||
+ | Software License Agreement with MathWorks (or would otherwise be a Derivative | ||
+ | Form under the terms of this Agreement), then Licensee shall treat such | ||
+ | software as a Derivative Form hereunder as if Licensee has modified or | ||
+ | generated the software itself. | ||
+ | |||
+ | 8. WEB APPLICATIONS. Programs licensed under the Network Concurrent User, the | ||
+ | Network Named User, and the Standalone Named User Activation Types may be | ||
+ | called by means of a web interface in accordance with the following conditions. | ||
+ | Programs licensed under any other Activation Type may not be called via a web | ||
+ | interface. | ||
+ | |||
+ | For the Network Concurrent User Activation Type. Programs licensed under the | ||
+ | Network Concurrent User Activation Type may be called via a web application, | ||
+ | provided the web application does not provide access to the MATLAB command | ||
+ | line, or any of the licensed Programs with code generation capabilities. In | ||
+ | addition, Licensed Users may not provide access to an entire Program or a | ||
+ | substantial portion of a Program, nor may such application enable evaluation of | ||
+ | end-user code or expressions. Such operation of an application via a web | ||
+ | interface may be provided to an unlimited number of web browser clients, at no | ||
+ | additional cost, for Licensee's own use for its Internal Operations, and for | ||
+ | use by Third Parties. | ||
+ | |||
+ | For the Network Named User and Standalone Named User Activation Types. | ||
+ | Programs licensed under the Network Named User and Standalone Named User | ||
+ | Activation Types may be called via a web application, provided the web | ||
+ | application does not provide access to the MATLAB command line, or any of the | ||
+ | licensed Programs with code generation capabilities, and such application is | ||
+ | only accessed by designated Network Named User or Standalone Named User | ||
+ | licensees of such Programs. In addition, Licensed Users may not provide access | ||
+ | to an entire Program or a substantial portion of a Program, nor may such | ||
+ | application enable evaluation of end-user code or expression. | ||
+ | |||
+ | |||
+ | 9. APPLICATION LICENSING. For any distribution of Applications containing | ||
+ | Object Code or Generated Forms to: | ||
+ | |||
+ | 9.1. Licensee's internal organization: Licensee shall take appropriate | ||
+ | action by instruction, agreement, or otherwise with any recipients of the | ||
+ | Application, so as to enable Licensee to satisfy its obligations under the | ||
+ | terms of this Addendum and the Agreement. | ||
+ | |||
+ | 9.2. Third Parties: Your Application shall require acceptance of an | ||
+ | Application License whose terms and conditions are at least as restrictive | ||
+ | as the Agreement, unless the Application is part of an embedded system that | ||
+ | has no provision for licensing to its end users. | ||
+ | |||
+ | 9.2.1. The Application license for Third Parties must explicitly | ||
+ | exclude MathWorks and its Licensors from all liability for damages or | ||
+ | any obligation to provide remedial actions. In no circumstance shall | ||
+ | Licensee include a warranty for any form of a Program that is | ||
+ | inconsistent with or additional to the warranty contained in the | ||
+ | Agreement. | ||
+ | |||
+ | 9.2.2. The additional translation, use, and deployment rights granted | ||
+ | in this Addendum are nontransferable without MathWorks' consent and | ||
+ | shall not be conveyed in Licensee's Application license. | ||
+ | |||
+ | 9.2.3. All copyright and proprietary notices for the Programs that | ||
+ | appear in the original form delivered to Licensee shall be duplicated | ||
+ | and included with Licensee's own copyright notices for the Application, | ||
+ | wherever they appear. | ||
+ | |||
+ | 9.2.4. Licensee may not remove any copyright, trademark, logo, | ||
+ | proprietary rights, disclaimer or warning notice included on or | ||
+ | embedded in any part of the deployed Application. | ||
+ | |||
+ | 9.2.5. If Licensee's Application is generated with the MATLAB Compiler, | ||
+ | then Licensee's Application License shall include or incorporate by | ||
+ | reference the terms of the MCR Library License included in a text file | ||
+ | at [MCR Install Directory]\[version_number]\MCR_license.txt located | ||
+ | within the installation for the MCR libraries. | ||
+ | |||
+ | 9.3. Notwithstanding the termination of the Agreement, all valid | ||
+ | Application licenses shall remain and continue in full force and effect, | ||
+ | and, if the Agreement was not terminated due to: (a) Licensee's failure to | ||
+ | pay the applicable fees to MathWorks, (b) Licensee's violation of the | ||
+ | License restrictions, or (c) violation of MathWorks' proprietary rights in | ||
+ | the Programs; then Licensee may continue to use the Programs to support | ||
+ | Applications that have been placed in use pursuant to an Application | ||
+ | License prior to the effective date of termination. | ||
+ | |||
+ | |||
+ | 10. DISCLAIMER OF OBLIGATIONS AND LIABILITY. | ||
+ | |||
+ | 10.1. MathWorks shall have no support or warranty obligations, and | ||
+ | disclaims all liability, for Applications developed or distributed by | ||
+ | Licensee. | ||
+ | |||
+ | 10.2. Licensee agrees that prior to using, incorporating, or distributing | ||
+ | the Programs in any Application, it will thoroughly test and validate the | ||
+ | Application and the functionality of the Programs in that Application and | ||
+ | be solely responsible for any problems or failures. | ||
+ | |||
+ | 10.3. Licensee will defend, indemnify, and hold harmless MathWorks and its | ||
+ | Licensors, officers, directors, employees, agents and resellers from and | ||
+ | against any damages, liabilities, costs and expenses (including reasonable | ||
+ | fees of MathWorks' attorneys) arising out of any Third Party claim or | ||
+ | demand based on or arising from, out of or in connection with (i) the | ||
+ | creation, use, or distribution of any Applications by Licensee or any of | ||
+ | its Affiliates or (ii) the use of the Programs by Licensee or any of its | ||
+ | Affiliates. | ||
+ | |||
+ | 11. GENERAL. Licensee acknowledges and agrees that a breach of the obligations | ||
+ | set forth in this Addendum shall be a material breach of the Agreement. | ||
+ | |||
+ | |||
+ | 10/2014 | ||
+ | |||
+ | PN 20360 | ||
+ | |||