OAAź Research Community License

Versions 2.3

1.      DEFINITIONS

1.1.   "Community" means the Initial Developer and each and every one of You.

1.2.   "Contributor" means each individual or legal entity that creates or contributes to the creation of Modifications.

1.3.   "Contributor Code" means, collectively, (a) the Original Source Code, (b) the Modifications created by that particular Contributor, and (c) all other Modifications used by the Contributor in creating its own Modifications.

1.4.   "Contributor IP" means all patent claims, copyright, and trade secrets owned or licensable by a Contributor that are embodied in or necessarily practiced by the Contributor Code of that particular Contributor.

1.5.   "Distribute" means to transfer, publish, or otherwise provide or make available a copy of software to any third party.

1.6.   "Distributor" means each individual or legal entity exercising a right to Distribute Licensed Software under this License.

1.7.   "Distributor Code" means, collectively, (a) the Original Source Code and (b) the Licensed Software that is Distributed by a particular Distributor.

1.8.   "Distributor IP" means all patent claims, copyright, and trade secrets owned or licensable by a Distributor that are embodied in or necessarily practiced by the Distributor Code of that particular Distributor.

1.9.   "Electronic Distribution Mechanism" means a mechanism generally accepted in the software development community for the electronic transfer of data.

1.10.   "Executable" means software in any form other than Source Code.

1.11.   "Facilitator" means that version of the Executable code files (PC: "fac.exe", UNIX: "fac") for the facilitator agent created by the Initial Developer and made available for download from http://www.ai.sri.com/~oaa as of October 1999.

1.12.   "Initial Developer" means SRI International ("SRI"), a California nonprofit public benefit corporation having offices in Menlo Park, California.

1.13.   "Initial Developer IP" means all patent claims, copyright, and trade secrets owned or licensable by the Initial Developer which are embodied in or necessarily practiced by the unmodified Original Source Code.

1.14.  "License" means this agreement, the OAAź Research Community License Version 2.1.

1.15.  "Licensed Purpose" means the exercise of rights under this License: (a) by an official governmental agency, strictly for non-commercial, public benefit purposes, or (b) solely for non-commercial research purposes in exchange for which no financially valuable consideration (including but not limited to sales or license revenue, service revenue, and advertising revenue, and further including but not limited to monetary, equity, and in-kind forms of consideration) is received, except for research funding received from an official government agency sponsor.

1.16.  "Licensed Software" means any copy of the Original Source Code, the Modifications, and/or the Facilitator (the latter in its original, unmodified, Executable form only), as to which You are exercising any rights under this License.

1.17.  "Modifications" means any derivative work of either the Original Source Code or of existing Modifications.  Including header files or calls to Licensed Software library functions in an application program shall not in and of itself cause that application program to be deemed a Modification, provided that the Licensed Software so included shall in any case remain subject to the terms of this License.

1.18.  "Original Source Code" means the Source Code for the OAAź agent libraries version 2.1 as made available for download by SRI International from http://www.ai.sri.com/~oaa as of October 1999.

1.19.  "Source Code" means the preferred form of software for making modifications to it, including all modules it contains, plus any associated interface definition files, scripts used to control compilation and installation of an Executable, or a list of source code differential comparisons against either the Original Source Code or another well known, available Modification of the Contributor's choice. The Source Code can be in a compressed or archival form, provided the appropriate decompression or de-archiving software is widely available for no charge.

1.20.  "You" means an individual or a legal entity exercising rights under this License. For legal entities, "You" includes any entity that controls, is controlled by, or is under common control with You. For purposes of this definition, "control" means (a) the power, direct or indirect, to cause the direction or management of such entity, whether by contract or otherwise, or (b) ownership of fifty percent (50%) or more of the outstanding shares or beneficial ownership of such entity.

2.      SOFTWARE LICENSE GRANTS

2.1.   The Initial Developer Grant
The Initial Developer hereby grants the Community worldwide, royalty-free, non-exclusive rights, solely for the Licensed Purpose and subject to the terms and conditions of this License  (including without limitation the Contributor and Distributor grants set forth in Section 2 and the Distribution Obligations set forth in Section 3), as follows:

(a)                A license under the Initial Developer IP to modify, copy, use, and Distribute the Original Source Code and Modifications.

(b)               A license to copy, use and Distribute the Facilitator in its original, unmodified, Executable form only.

2.2.   Contributor Grant
If You are a Contributor, You hereby grant the Community a worldwide, royalty-free, non-exclusive license under the Contributor IP, solely for the Licensed Purpose and subject to the terms and conditions of this License, to modify, copy, use, and Distribute the Contributor Code and Modifications.

2.3.   Distributor Grant
If You are a Distributor, You hereby grant the Community a worldwide, royalty-free, non-exclusive license under the Distributor IP, solely for the Licensed Purpose and subject to the terms and conditions of this License, to modify copy, use, and Distribute the Distributor Code and Modifications.

2.4.   Sublicenses
The license rights that are granted under this Section 2 may be sublicensed only by Distributing Licensed Software in compliance with all applicable terms and conditions of this License. No other sublicensing of intellectual property rights granted under this License is permitted.

2.5.   No Other Rights

Except as expressly set forth in this section 2, no other license rights are implied or otherwise granted under this License.  By way of illustration and not limitation, You may not Modify the Facilitator, de-compile or disassemble or otherwise copy the Facilitator in modified form, or exercise any rights under this License for any purpose other than the Licensed Purpose as defined herein.

3.      DISTRIBUTION OBLIGATIONS

The right to Distribute Licensed Software set forth above, whether to a government sponsor or to any other recipient, is subject to the following obligations:

3.1.   Notice of License to Recipients.  Any publication or other Distribution of Licensed Software must be made expressly subject to this License.  You must include a prominent copy of the notice set forth in Exhibit A with all Licensed Software that you Distribute: (a) in all notices or documentation in which You describe the origin or ownership of the software or the recipient's rights thereto, and (b) in each Source Code file.  Except as expressly authorized by this License, no right is granted to use the name of SRI in any advertising, news release, other publication, or product documentation, without the prior express written consent of SRI.  You hereby agree to indemnify the Initial Developer and every Contributor to the Licensed Software for any and all liability or damages they may incur if caused by Your violation of this Section.

3.2.   Required Availability of Source Code. If You Distribute Licensed Software for which you are a Contributor, You must make the Source Code for all Modifications to which you contribute publicly available to the Community, under the terms of this License and at no additional restriction or cost, via an accepted Electronic Distribution Mechanism for a period of at least twelve (12) months following the date You first Distribute the Licensed Software.  You must also include with the Source Code a file documenting any changes You made to create each Modification, and the dates of such changes.

3.3.   Licensee Registration.
Before You Distribute any Licensed Software under this License, You must first register by sending email to the Initial Developer addressed to register-oaa@ai.sri.com, including a statement confirming that you accept the terms and conditions of this License and describing the specific Electronic Distribution Mechanism you are using (e.g., identify the URL) to make Source Code available under Section 3.2 where applicable.

4.      DISCLAIMER OF WARRANTY

LICENSED SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES THAT THE LICENSED SOFTWARE IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE LICENSED SOFTWARE IS WITH YOU. SHOULD ANY LICENSED SOFTWARE PROVE DEFECTIVE IN ANY RESPECT, YOU (NOT THE INITIAL DEVELOPER OR ANY OTHER CONTRIBUTOR) ASSUME THE COST OF ANY NECESSARY SERVICING, REPAIR OR CORRECTION. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE. NO USE OF ANY LICENSED SOFTWARE IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.

5.      LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER TORT (INCLUDING NEGLIGENCE), CONTRACT, OR OTHERWISE, SHALL THE INITIAL DEVELOPER, ANY OTHER CONTRIBUTOR, OR ANY DISTRIBUTOR OF LICENSED SOFTWARE, OR ANY SUPPLIER OF ANY OF SUCH PARTIES, BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF SUCH PARTY SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM SUCH PARTY'S NEGLIGENCE TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THAT EXCLUSION AND LIMITATION MAY NOT APPLY TO YOU.

6.      RESPONSIBILITY FOR CLAIMS.

You are responsible for damages arising, directly or indirectly, out of Your exercise of rights under this License, based on the number of copies of Licensed Software you made available, the revenues you received from utilizing such rights, and other relevant factors. You agree to work with affected parties to distribute responsibility on an equitable basis.

7.      U.S. GOVERNMENT END USERS.

The Licensed Software is a "commercial item," as that term is defined in 48 C.F.R. 2.101 (Oct. 1995), consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S. Government End Users acquire Licensed Software with only those rights set forth herein.

8.      MISCELLANEOUS.

This License represents the complete agreement concerning subject matter hereof. If any provision of this License is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This License shall be governed by California law provisions (except to the extent applicable law, if any, provides otherwise), excluding its conflict-of-law provisions. With respect to disputes in which at least one party is a citizen of, or an entity chartered or registered to do business in, the United States of America any litigation relating to this Agreement shall be subject to personal jurisdiction and venue in the Federal Courts of the Northern District of California, and in the California state courts of San Mateo County, California, with the losing party responsible for costs, including without limitation, court costs and reasonable attorneys fees and expenses. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. Any law or regulation which provides that the language of a contract shall be construed against the drafter shall not apply to this License.

EXHIBIT A.

The contents of this file are subject to the OAAź Community Research License Version 2.1 (the "License"); you may not use this file except in compliance with the License. You may obtain a copy of the License at http://www.ai.sri.com/~oaa/.  Software distributed under the License is distributed on an "AS IS" basis, WITHOUT WARRANTY OF ANY KIND, either express or implied. See the License for the specific language governing rights and limitations under the License.  Portions of the software are Copyright (c) SRI International, 1999.  All rights reserved.  "OAA" is a registered trademark, and "Open Agent Architecture" is a trademark, of SRI International, a California nonprofit public benefit corporation.