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I. GENERAL STATEMENT
ModuleFinder is a research tool in development. This license Agreement is entered into in order to encourage other academic and non-profit entities (hereinafter "Licensee", "you" or "your") to use the software for research purposes with the goal of identifying cis regulatory modules within genomic sequence.
II. OWNERSHIP OF THE SOFTWARE
ModuleFinder is protected by copyright laws and foreign treaties. All intellectual property rights, title and ownership rights in ModuleFinder shall remain with The Brigham and Women's Hospital, Inc. (hereinafter "Brigham" or "our"). Licensee acknowledges that title to Brigham's copyright and other intellectual property rights in ModuleFinder shall remain with Brigham.
III. GRANT OF RIGHTS
Brigham grants to Licensee a non-exclusive, non-transferable license to use ModuleFinder free of charge if (a) you are a student, faculty member or staff member of an educational institution, or an employee of an organization which meets Brigham's criteria for a charitable, religious, or non-profit organization; and (b) your use of ModuleFinder is not for (i) the production or manufacture of products for sale, nor (ii) the performance of services for a fee. ModuleFinder is provided to you "as is", without any accompanying documentation, services, or improvements from Brigham. You agree not to distribute ModuleFinder to any third party and to limit the use of ModuleFinder to internal use by you and those who require access to ModuleFinder for your research and you agree no to allow others to use, duplicate or obtain copies of ModuleFinder. ModuleFinder is not for use in patient care or diagnosis. ModuleFinder has not been reviewed by, nor has it received approval from, the Food and Drug Administration; and accordingly, ModuleFinder is limited to investigational use only in accordance with applicable Federal, state and institutional regulations. No right to modify or create derivative works of or from ModuleFinder, and not to allow others to use, duplicate or obtain copies of ModuleFinder.
IV. DERIVATIVES
You may create Derivatives (as defined by the US Copyright Act Section as "a work based upon one or more preexisting works, such as a translation, musical arrangement, dramatization, fictionalization, motion picture version, sound recording, art reproduction, abridgement, condensation, or any other form in which a work may be recast, transformed, or adapted. A work consisting of editorial revisions, annotations, elaborations, or other modifications, which as a whole represent an original work of authorship, is a derivative work".) of ModuleFinder in any medium. Any Derivatives you create shall be jointly owned by you and Brigham. You are required to place the proper copyright notice on such Derivatives. (One acceptable form of such notice is © [year] The Brigham and Women's Hospital, Inc. and [your name]. All rights reserved.). At Brigham's election, you shall send a copy of Derivatives to Brigham within sixty (60) days of receiving notice from Brigham requesting such a copy.
V. USE OF ModuleFinder
You may: use ModuleFinder or Derivatives on any single computer; use ModuleFinder or Derivatives on a network, provided that each person accessing ModuleFinder or Derivatives through the network must have a copy licensed to that person; use ModuleFinder or Derivatives on a second computer so long as only one copy is in use at any time; copy ModuleFinder or Derivatives for archival purposes, provided that any copy must contain all of ModuleFinder or Derivatives' copyright notices. You may not: permit other individuals to use ModuleFinder or Derivatives except under the terms and conditions of this license Agreement; grant a security interest in or otherwise transfer rights to ModuleFinder or Derivatives; remove any copyright notices on ModuleFinder or Derivatives.
VI. USE OF BRIGHAM'S NAME
You may not use the name of the Brigham or Harvard Medical School, or use any of our various trademarks, or the name of any of our employees or staff members, in your products, advertising, publicity or in any other manner, without the written permission of Brigham's Public Affairs Officer.
VII. TERMINATION
The license granted by this Agreement will terminate automatically if you fail to comply with the limitations described herein. Upon termination, you must (a) cease all use of ModuleFinder and destroy all copies of ModuleFinder in your possession and (b) cease all use of Derivatives and, at Brigham's election, assign your copyright interests in Derivatives.
VIII. INDEMNIFICATION AND DISCLAIMER OF WARRANTIES
Licensee agrees to indemnify and hold harmless Brigham and its directors, trustees, employees, and staff for any injury to persons or damage to property, and Licensee will hold harmless Brigham and its directors, trustees, employees, and staff against any and all actions, suits, claims, demands or prosecutions that may be brought or instituted against Brigham and/or its directors, trustees, employees and staff based on or arising out of the use of ModuleFinder.
ModuleFinder is provided free of charge on an "AS IS" basis, without any warranty of any kind, including without limitation the warranties of merchantability, fitness for a particular purpose and non-infringement. The entire risk as to the quality and performance of ModuleFinder is borne by you. Should ModuleFinder prove defective, you assume the entire cost of any service and repair. ModuleFinder is limited in purpose and should be considered experimental. ModuleFinder in not fault-tolerant and is not designed or intended for use requiring fail-safe performance in which the failure of ModuleFinder could lead directly to death, personal injury or severe physical or environmental damage ("High Risk Activities"). Brigham specifically disclaims any express or implied warranty of fitness for High Risk Activities.
BRIGHAM MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING ModuleFinder. BY WAY OF EXAMPLE, BUT NOT OF LIMITATION, BRIGHAM MAKES NO REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, OR THAT THE USE OF ModuleFinder WILL NOT INFRINGE UPON ANY THIRD PARTY RIGHTS INCLUDING PATENTS, COPYRIGHTS, OR TRADEMARKS. BRIGHAM DOES NOT WARRANT THAT YOUR USE OF THE PROGRAM WILL BE UUNINTERRUPTED OR THAT THE OPERATION OF THE PROGRAM WILL BE ERROR-FREE. YOU AGREE THAT BRIGHAM OR ANY OF ITS EMPLOYEES, AGENTS, OR CONTRACTORS SHALL NOT BE LIABLE UNDER ANY CLAIM, CHARGE, OR DEMAND, WHETHER IN CONTRACT, TORT, CRIMINAL LAW, OR OTHERWISE, FOR ANY AND ALL LOSS, COST, CHARGE, CLAIM, DEMAND, FEE, EXPENSE, OR DAMAGE OF EVERY NATURE AND KIND ARISING OUT OF, CONNECTED WITH, RESULTING FROM OR SUSTAINED AS A RESULT OF EXECUTING THIS AGREEMENT OR FOR PERFORMAING ALL OR ANY PART OF THIS AGREEMENT. IN NO EVENT SHALL BRIGHAM BE LIABLE FOR SPEACIAL, DIRECT, INDIRECT, OR CONSEQUENTIOAL DAMAMGES, LOSSES, COSTS, SHARGES, CLAIMS, DEMANDS, FEES OR EXPENSES OR ANY NATURE OR KIND.
IX. EXPORT CONTROLS
None of ModuleFinder or underlying information or technology may be downloaded or otherwise exported or re-exported (a) into (or to a national or resident of) Cuba, Iraq, Libya, Yugoslavia, North Korea, Iran, Syria or any other country to which the U.S. has embargoed goods, or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders. By downloading or using ModuleFinder, you are agreeing to the forgoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list.
X. MISCELLANEOUS
If any provision of this Agreement is help to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be governed by and interpreted in accordance with Massachusetts law, excluding the conflict of law rules.
XI. COMPLETE AGREEMENT
This Agreement represents the complete agreement concerning the grant of this license and can only be amended in writing, executed by both you and Brigham. In order to receive this software, you must click on the "Accept" button, which indicates your acceptance of the terms of this Agreement. It is recommended that you also print a copy of this Agreement for your records.