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LICENSE
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Copyright (c) 2014-2022, MiLaboratories Inc. All Rights Reserved
By exercising the Licensed Rights, the User accepts and agrees to be bound by
the terms and conditions of this international public end-user license
(the "License"). To the extent this License may be interpreted as a contract,
the User is granted the Licensed Rights in consideration of the User's
acceptance of these terms and conditions, and the Licensor grants the User such
rights in consideration of benefits the Licensor receives from making the
Software available under this License.
By downloading the Software, the User represents and warrants to the Licensor
that the User is an Individual User or a Non-Profit Organization and will only
use the Software for Non-Commercial Use in accordance with the terms of this
License.
Section 1 - Definitions.
In this License:
"Copyright and Similar Rights" means copyright and/or similar rights closely
related to copyright, without regard to how the rights are labeled or
categorized.
"Individual User” means a private individual who uses the Software on his or her
own behalf and for his or her own purposes (and not on behalf of, or for the
purposes of, any government agency, legal person or other organization).
"Licensed Rights" means the rights granted to the User subject to the terms and
conditions of this License, which are limited to all Copyright and Similar
Rights that apply to the User's use of the Software and that the Licensor has
authority to license.
"Licensor" means MiLaboratories Inc., a Delaware corporation.
"Non-Commercial Use" means use by an Individual User or a Non-Profit
Organization that is not intended for or directed towards commercial advantage
or monetary compensation and is not conducted using funds from any external
source.
"Non-Profit Organization" means an organization that does not, and is not
intended to, earn profits for its owners or shareholders and which operates in
order to provide a public service.
"Software" means MiXCR, the Licensor's proprietary software for comprehensive,
adaptive immunity profiling for immunoglobulin (IG) and T-cell receptor
extraction of T- and B- cell receptor repertoires from any type of sequencing
data. All title and copyrights for and to the Software, including but not
limited to any copywritten images, demos, source code, and intermediate files
incorporated into the Software, the accompanying materials, and any copies of
the Software are the intellectual property of and are owned by the Licensor.
"User" means the Individual User or Non-Profit Organization exercising the
Licensed Rights under this License.
"Academic License" means license issued for solely educational or public
research purposes to an Individual User that has been identified by as an
Academic Institution or Student or Non-Profit Organization.
"Business License" means license issued for a commercial company or entity of a
For-Profit Organization that grants the rights for the company to download and
run and operate Software without violating Copyright and Similar Rights.
Section 2 - License Grant.
Subject to the terms and conditions of this License, the Licensor hereby grants
the User a worldwide, non-exclusive, royalty-free, non-sublicensable,
non-transferable license to exercise the Licensed Rights in the Software to
download, install and use of the Software for Non-Commercial Use only.
The User is not authorized by this License to modify, distribute or make
derivatives of the Software.
The User is not authorized by this License to assert or claim that the User or
its use of the Software is, connected with, or sponsored, endorsed, or granted
official status by, the Licensor.
Patent and trademark rights are not licensed under this License.
Those desiring to incorporate the Software into commercial products or use the
Software or any derivatives from the Software for any commercial purposes
should contact MiLaboratories Inc., which owns exclusive licensing and
distribution rights for the Software, using the following email address:
licensing@milaboratories.com.
Section 3 - License Conditions.
A User's exercise of the Licensed Rights is expressly made subject to the
following conditions:
(1) If requested by the Licensor, the User must remove the Software.
(2) The User shall not
(and shall not allow any other person to):
• distribute the software for third parties;
• provide the access to the software for third parties;
• decompile, disassemble, or otherwise reverse engineer the Software or attempt
to discover any source code or underlying ideas or algorithms of the
Software;
• remove any product identification, copyright or other notices embedded within
the Software;
• modify or create a derivative work of the Software;
• export any Software in violation of applicable laws or regulations;
• copy the Software or any portion thereof except as provided in this License;
• disclose any performance information or analysis (including, without
limitation, benchmarks) from any source relating to the Software; or
• rent, lease, loan, sale or assign the Software or derivative works based on
the whole or any part of the Software.(4) The User acknowledges that
third-party software may be embedded or otherwise delivered with the
Software. The User may only use such third-party software as integrated with
and part of the Software. The licensors of the third-party software are
intended beneficiaries of this License as it pertains to the User’s rights to
use such software.
Any collaboration between Non-Commercial or Non-Profit User and For-Profit Company
requires Business License.
Any result obtained in collaboration between Non-Commercial or Non-Profit User and
For-Profit Company without obtaining Business License is a breach of this License
Agreement.
Section 4 - Disclaimer of Warranties and Limitation of Liability.
THE SOFTWARE PROVIDED HEREIN IS ON AN "AS IS" BASIS, AND THE LICENSOR HAS NO
OBLIGATION TO PROVIDE MAINTENANCE, SUPPORT, UPDATES, ENHANCEMENTS, OR
MODIFICATIONS. THE LICENSOR MAKES NO REPRESENTATIONS AND EXTENDS NO WARRANTIES
OF ANY KIND, EITHER IMPLIED OR EXPRESS, INCLUDING, BUT NOT LIMITED TO, THE
IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR
THAT THE USE OF THE SOFTWARE WILL NOT INFRINGE ANY PATENT, TRADEMARK OR OTHER
RIGHTS.
LICENSOR DOES NOT GUARANTEE THAT LICENSED MATERIALS WILL MEET YOUR EXPECTATIONS
OR REQUIREMENTS. LICENSOR DOES NOT GUARANTEE THAT THE LICENSED MATERIALS ARE
ERROR-FREE. LICENSOR DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS
REGARDING THE USE, OR THE RESULTS OF THE USE, OF THE LICENSED MATERIALS IN
TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THE ENTIRE RISK
ARISING OUT OF USE OR PERFORMANCE OF THE LICENSED MATERIALS REMAINS WITH YOU.
NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LICENSOR SHALL CREATE A
WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY.
IN NO EVENT SHALL THE LICENSOR BE LIABLE TO ANY PARTY FOR DIRECT, INDIRECT,
SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, ARISING
OUT OF THE USE OF THIS SOFTWARE, EVEN IF THE LICENSOR HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGE.
Section 5 - Term and Termination.
This License applies for the term of the Copyright and Similar Rights licensed
herein. However, if the User fails to comply with this License, then the User's
rights under this License terminate automatically.
Where the User's right to use the Software has terminated under the preceding
paragraph, it reinstates: (a) automatically as of the date the violation is
cured, provided it is cured within thirty (30) days of the User's discovery of
the violation; or (b) upon express reinstatement by the Licensor.
For the avoidance of doubt, nothing in this Section 5 affects any right the
Licensor may have to seek remedies for the User's violation of this License.
Sections 1 (Definitions), 4 (Disclaimer of Warranties and Limitation of
Liability), 5 (Term and Termination), 8 (Other Terms and Conditions), 9
(Interpretation) and 10 (Governing Law / Forum and Venue) survive termination
of this License.
Section 6 - Collection of Statistics and Data
Through the Software, the Licensor may collect anonymized statistics and other
information, including the User's IP address and the size of raw data files
processed by the User (rounded to the nearest hundred megabytes). The User
hereby consents to the collection and processing of such data by the Licensor.
Section 7 – Marketing
The User grants the Licensor a limited, non-exclusive right to place the User’s
trademarks and logos on the Licensor’s web site and marketing materials solely
for the purpose of identifying the User as a user of the Software.
Section 8 - Other Terms and Conditions.
The Licensor shall not be bound by any additional or different terms or
conditions communicated by the User unless expressly agreed.
Any arrangements, understandings, or agreements regarding the Software not
stated herein are separate from and independent of the terms and conditions of
this License.
Section 9 - Interpretation.
For the avoidance of doubt, this License does not, and shall not be interpreted
to, reduce, limit, restrict, or impose conditions on any use of the Software
that could lawfully be made without permission under this License.
To the extent possible, if any provision of this License is deemed
unenforceable, it shall be automatically reformed to the minimum extent
necessary to make it enforceable. If the provision cannot be reformed, it shall
be severed from this License without affecting the enforceability of the
remaining terms and conditions.
No term or condition of this License will be waived and no failure to comply
consented to unless expressly agreed to by the Licensor.
Nothing in this License constitutes or may be interpreted as a limitation upon,
or waiver of, any privileges and immunities that apply to the Licensor or the
User, including from the legal processes of any jurisdiction or authority.
Section 10 - Governing Law / Forum and Venue.
This License shall be governed by, and construed and enforced in accordance
with, the laws of the State of New York, without giving effect to any choice of
law rule that would cause the application of the laws of any jurisdiction other
than the internal laws of the State of New York to the rights and duties of the
Licensor and the User.
Any judicial action or proceeding arising hereunder or relating hereto shall be
brought in, and the User hereby consent to the exclusive, personal jurisdiction
of, the Courts of New York.
Section 11 – Changes.
From time to time, Licensor may change the terms and provisions of this License.
When these changes are made, Licensor will make a new version of the License
publicly available.
You understand and agree that if you use the Software after the date on which
the License has been changed, the Licensor will treat your use as acceptance of
the updated License.
Section 12 – Contacts.
If you have any questions, concerns, or complaints regarding this License or the
Software, please contact us using the details below:
https://milaboratories.com/contacts
licensing@milaboratories.com
This document was last updated on August 30, 2022