Sunday 5 July 2009
 

RenderMan Courseware site license

RenderMan Courseware site license

 

RENDERMAN CERTIFIED COURSEWARE SITE LICENSE AGREEMENT

This RenderMan Certified Courseware Site License Agreement (the "Agreement") sets forth Pixar's standard terms and conditions for obtaining a license to use Pixar's RenderMan Certified Courseware software (the "Pixar Courseware"). This Agreement does not become binding until the licensee (the "Licensee") submits a valid purchase order, which Pixar shall have the option of accepting or rejecting in its sole discretion. In return for acquiring a license to use the Pixar Courseware and the accompanying documentation, Licensee agrees as follows:

1. License Grant.

(a) Pixar grants to Licensee a non-exclusive, non-transferable license: (i) to use the Pixar Courseware on an unlimited number of personal computer systems located solely at Licensee's site (the "Site"), which Site shall be a single permanent physical location specifically identified in the purchase order; and (ii) to copy the Pixar Courseware solely for the purpose of installing it on Licensee's computer(s) at the Site for use as authorized herein and for backup and archival storage at the Site.

(b) Licensee is not authorized to grant sublicenses to use the Pixar Courseware or to permit other parties to use the Pixar Courseware on a time-sharing or any other basis. Licensee may use the Pixar Courseware solely for authorized RenderMan training purposes and may not use or offer the Pixar Courseware as a service bureau, application service provider, subcontractor or otherwise, absent Pixar's prior written consent in its sole discretion. Licensee agrees to reproduce the same copyright and other proprietary notices appearing on the original Pixar Courseware on any copies. Licensee may not transfer, sell, rent, lease, loan, sublicense or distribute copies of the Pixar Courseware to others. Licensee will ensure that the Pixar Courseware is installed and operated either behind a firewall or within a password-protected intranet system accessible only within the Site.

2. No Other Rights. The Pixar Courseware is copyrighted by Pixar and is proprietary to Pixar, and Pixar retains sole ownership of the Pixar Courseware. The license granted above is not a sale of the Pixar Courseware, and except as stated above, this Agreement does not give Licensee any rights to patents, copyrights, trade secrets, trademarks or any other rights or license with respect to the Pixar Courseware and documentation. Licensee agrees to hold the Pixar Courseware and documentation in confidence and to take reasonable steps to prevent unauthorized copying or disclosure.

LICENSEE'S RIGHTS UNDER THIS LICENSE WILL TERMINATE AUTOMATICALLY WITHOUT NOTICE FROM PIXAR IF LICENSEE FAILS TO COMPLY WITH ANY TERM(S) OF THIS LICENSE.

3. No Modifications or Reverse Compilation. LICENSEE MAY NOT MODIFY, TRANSLATE, DISASSEMBLE, REVERSE ENGINEER, DECOMPILE OR CREATE DERIVATIVE WORKS BASED ON THE PIXAR COURSEWARE OR DOCUMENTATION OR ANY COPY, IN WHOLE OR IN PART.

4. Limited Warranty on Pixar Media. Pixar warrants only to the Licensee (and not to any transferee) that the disk on which the Pixar Courseware is recorded (if applicable) is free of defects in materials and workmanship under normal use, and the Pixar Courseware will perform substantially in accordance with the accompanying documentation, for a period of ninety (90) days from the date of original retail purchase to Licensee. If the disk is defective or the Pixar Courseware does not perform substantially in accordance with the accompanying documentation, Pixar's entire liability and Licensee's exclusive remedy shall be, at Pixar's option, either (a) to return to the Licensee the price paid for the Pixar Courseware or (b) to repair or replace the Pixar Courseware at no charge, if it is returned to Pixar at the address below or to the location where obtained along with proof of payment within ninety (90) days after Licensee purchased it. If the defect or nonconformance has resulted from accident, misuse, or misapplication of the Pixar Courseware, Pixar shall have no obligation to refund Licensee's license fee or repair or replace the Pixar Courseware.

THE ABOVE WARRANTY IS THE ONLY WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE PIXAR COURSEWARE AND ANY ASSOCIATED DOCUMENTATION MADE BY PIXAR OR ANYONE ELSE INVOLVED IN THE CREATION, PRODUCTION, DELIVERY, OR LICENSING OF THE PIXAR COURSEWARE AND DOCUMENTATION.

5. Disclaimer of Warranty on Pixar Courseware. Licensee expressly acknowledges and agrees that use of the Pixar Courseware is at Licensee's sole risk. The Pixar Courseware is provided "AS IS" and without warranty of any kind. PIXAR EXPRESSLY DISCLAIMS ALL WARRANTIES AND/OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. PIXAR DOES NOT WARRANT THAT THE PIXAR COURSEWARE IS ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION. PIXAR DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE PIXAR COURSEWARE WILL MEET END USER'S REQUIREMENTS, OR THAT THE OPERATION OF THE PIXAR COURSEWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE PIXAR COURSEWARE WILL BE CORRECTED. FURTHERMORE, PIXAR DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF OR THE RESULTS OF THE USE THAT MAY BE OBTAINED WITH THE PIXAR COURSEWARE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

6. Limit of Liability. IN NO EVENT SHALL PIXAR OR ANYONE ELSE INVOLVED IN THE CREATION, PRODUCTION, DELIVERY OR LICENSING OF THE PIXAR COURSEWARE BE LIABLE TO LICENSEE FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF OR RELATING TO THE USE OF THE PIXAR COURSEWARE, EVEN IF PIXAR OR ANYONE ELSE INVOLVED IN THE CREATION, PRODUCTION, DELIVERY, OR LICENSING OF THE PIXAR COURSEWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PIXAR'S LIABILITY FOR ANY CLAIM, WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, EXCEED THE LICENSE FEE PAID BY LICENSEE.

7. Government Licensees. If the Pixar Courseware is acquired directly or indirectly on behalf of a unit or agency of the United States Government, this provision applies. For civilian agencies: The Pixar Courseware was developed at private expense and is "restricted computer software" submitted with restricted rights in accordance with subparagraphs (a) through (d) of the Commercial Computer Software--Restricted Rights clause at 52.227-19 of the Federal Acquisition Regulations ("FAR") and its successors; and is unpublished and all rights are reserved under the copyright laws of the United States. For units of the Department of Defense ("DoD"): The Pixar Courseware is licensed only with "Restricted Rights" as that term is defined in the DoD Supplement to the FAR, clause 52.227-7013(c)(1)(ii), Rights in Technical Data and Computer Software and is successors, and use, duplication or disclosure is subject to the restrictions set forth therein. Pixar Animation Studios, 1200 Park Avenue, Emeryville, CA 94608.

8. Effect of State Laws. Some states do not allow the exclusion of implied warranties or limitations on how long an implied warranty may last, or the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you. The warranty in Section 4 gives you specific legal rights and you may also have other rights which vary from state to state.

9. Choice of Law and Severability. The Agreement will be governed by the laws of the state of California. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this Agreement shall remain in full force and effect.

10. Term. This Agreement shall remain in effect until terminated as set further below. Licensee may terminate the Agreement and the license granted to Licensee hereunder at any time by destroying the Pixar Courseware and documentation (and all copies thereof), or by returning them to Pixar. Pixar has the right to terminate this Agreement and the license it grants immediately if Licensee fails to comply with any term or condition of this Agreement. Licensee agrees that upon any such termination by Pixar, Licensee will destroy the Pixar Courseware and documentation and all copies thereof.

11. Export Law Assurances. Licensee may not use or otherwise export or re-export the Pixar Courseware except as authorized by United States law and the laws of the jurisdiction in which the Pixar Courseware was obtained. In particular, but without limitation, the Pixar Courseware may not be exported or re-exported (a) into (or to a national or resident of) any U.S. embargoed country or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Table of Denial Orders. By using the Pixar Courseware, Licensee represents and warrants that Licensee is not located in, under control of, or a national or resident of any such country or on any such list.

12. Integration. LICENSEE ACKNOWLEDGES AND AGREES THAT LICENSEE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND THAT IT IS THE ENTIRE AGREEMENT BETWEEN PIXAR AND LICENSEE WHICH SUPERSEDES ANY PRIOR AGREEMENT, WHETHER WRITTEN OR ORAL, AND ANY OTHER COMMUNICATIONS BETWEEN PIXAR AND LICENSEE RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT, AND THAT LICENSEE'S OBLIGATIONS UNDER THIS AGREEMENT SHALL INURE TO THE BENEFIT OF ANY PIXAR SUPPLIERS WHOSE RIGHTS ARE LICENSED UNDER THIS AGREEMENT. This Agreement may be modified only by a written document signed by Pixar.

13. Communications. If you have any questions about this Agreement, or if you desire to contact Pixar for any reason, please write: Pixar Animation Studios, 1200 Park Avenue, Emeryville, CA 94608. Phone +1 (510) 752-3000.