THIS LICENSE AGREEMENT is made and entered into this ___________ day of
_____________ , 19____ , by and between THE REGENTS OF THE UNIVERSITY
OF CALIFORNIA, a California corporation and
___________________________________________
____________________________ , a _____________________ having its
principal office at _____________________________________ , hereinafter
\fI WHEREAS, \fR AMERICAN TELEPHONE & TELEGRAPH CORPORATION and/or its
predecessor WESTERN ELECTRIC COMPANY, INCORPORATED (hereinafter jointly
known as ``AT&T'') is the proprietor and owner of the UNIX/32V Time
Sharing System, Version 1.0 (hereinafter ``UNIX/32V''), and UNIX System
III (hereinafter ``SYSTEM-III''); and
\fI WHEREAS, \fR The Regents of the University of California is the
proprietor and owner of enhancements and additions to UNIX/32V, which
together with parts of UNIX/32V comprise computer programs and
documentation entitled ``Fourth Berkeley Software Distribution;'' and
\fI WHEREAS, \fR The Regents of the University of California has been
authorized by AT&T to distribute the Fourth Berkeley Software
Distribution to licensees who are also AT&T's licensees for either
UNIX/32V or SYSTEM-III; and
\fI WHEREAS, \fR LICENSEE warrants and represents that it is an AT&T
licensee for UNIX/32V or SYSTEM-III; and
\fI WHEREAS, \fR LICENSEE desires to obtain from The Regents of the
University of California, and The Regents of the University of
California desires to grant to LICENSEE, a license to use the computer
programs and documentation comprising the Fourth Berkeley Software
\fI NOW, \fR THEREFORE, in consideration of the mutual covenants,
conditions and terms hereinafter set forth, and for other good and
valuable consideration, The Regents of the University of California
hereby grants to LICENSEE the nonexclusive right to use and to
sublicense the Fourth Berkeley Software Distribution, the components of
which are described on the attached Schedule A, subject to the terms
and conditions of this Agreement and LICENSEE hereby accepts such
license solely upon such terms and conditions.
\01.\ \ \fBTerm. \fR The term of this Agreement shall commence on the
effective date hereof, and, unless sooner terminated as hereinafter set forth,
shall terminate when LICENSEE's UNIX/32V or SYSTEM-III License terminates.
LICENSEE may terminate this Agreement upon thirty (30) days written notice
to The Regents of the University of California.
This license shall terminate thirty (30) days after notice from The
Regents of the University of California to LICENSEE that LICENSEE
is in breach of this Agreement unless within that time LICENSEE gives
notice satisfactory to The Regents of the University of California
that such breach has been corrected.
Upon termination, LICENSEE shall immediately destroy the
Fourth Berkeley Software Distribution and all copies thereof including
any copies contained in any storage apparatus or medium
and shall cease use and sublicensing thereof.
\02.\ \ \fBFees. \fRThe distribution fee for this license and delivery
of one physical copy of the Fourth Berkeley Software Distribution is
six hundred dollars ($600.00). LICENSEE may obtain additional copies
of the Fourth Berkeley Software Distribution which The Regents of
the University of California may make available by paying an additional
distribution fee determined by The Regents of the University of
California. Distribution fees are due and payable in advance.
Distribution fees do not include local, state or federal taxes, and LICENSEE
hereby agrees to pay all such taxes as may be imposed upon LICENSEE or
The Regents of the University of California
with respect to the distribution, possession, use, or sublicensing
of the Fourth Berkeley Software Distribution pursuant to this Agreement.
\03.\ \ \fBTitle. \fR LICENSEE agrees that the Fourth Berkeley Software
Distribution is, and shall at all times remain the property of The
Regents of the University of California. LICENSEE shall have no right,
title or interest therein or thereto except as expressly set forth in
\04.\ \ \fBAT&T Proprietary Software. \fR LICENSEE and The Regents of
the University of California agree that the Fourth Berkeley Software
Distribution contains proprietary software belonging to AT&T and
licensed by AT&T as UNIX/32V. LICENSEE represents and warrants that it
has obtained and currently holds a valid license from AT&T to use
UNIX/32V and/or SYSTEM-III and has provided a copy of this license to
The Regents of the University of California attached as Schedule B.
LICENSEE agrees to treat AT&T's proprietary software included in the
Fourth Berkeley Software Distribution in the same manner as if such
included proprietary software had been received directly pursuant to
LICENSEE's license from AT&T. It is agreed that should the LICENSEE's
license from AT&T be modified, for example, to include additional CPU's
or to upgrade from a UNIX/32V license to a SYSTEM-III license, the
terms of the modified license will govern the use of the Fourth
Berkeley Software Distribution.
LICENSEE further agrees that the mark ``UNIX'' is a registered
Trademark of AT&T and that it may not be used in any fashion except by
the express written permission of AT&T.
\05.\ \ \fBDuplication. \fR LICENSEE has the right to duplicate the
Fourth Berkeley Software Distribution as required pursuant to its use
and sublicensing as allowed
by this Agreement provided that such duplication is acceptable to
\06.\ \ \fBSublicensing by Licensee. \fR LICENSEE may sublicense the
use of the Fourth Berkeley Software Distribution to third parties
LICENSEE is permitted by AT&T to sublicense UNIX/32V or SYSTEM-III
LICENSEE's sublicensing of the Fourth Berkeley Software Distribution is
under the same terms and conditions that AT&T requires be applied to
LICENSEE's sublicensing of UNIX/32V or SYSTEM-III, whichever is
LICENSEE identifies to such third party all components based on or
derived from the Fourth Berkeley Software Distribution; and
LICENSEE's sublicense contains the covenants and restrictions of
Material so sublicensed may be either modified or unmodified by
LICENSEE. LICENSEE may, but need not, charge a fee for such licenses.
\07.\ \ \fBProper Credit and Recognition. \fR
In the use of any part of the Fourth Berkeley Software Distribution,
appropriate credit to The Regents of the University of California
and the Electrical Engineering and Computer Sciences Department
at the Berkeley Campus of the University of California
for their roles in its development.
\08.\ \ \fBLack of Warranty. \fR
The Fourth Berkeley Software Distribution is provided by The Regents
of the University of California on an ``As Is'' basis.
The Regents of the University of California does not warrant that the
functions contained in the Fourth Berkeley Software Distribution will
meet LICENSEE's requirements or will operate in the combinations which
may be selected for use by the LICENSEE, or that the operation of the
Fourth Berkeley Software Distribution will be uninterrupted or error
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA MAKES
NO WARRANTIES, EITHER EXPRESS OR IMPLIED, AS TO ANY MATTER
WHATSOEVER, INCLUDING WITHOUT LIMITATION, THE CONDITION OF THE
FOURTH BERKELEY SOFTWARE DISTRIBUTION,
ITS MERCHANTABILITY OR ITS FITNESS FOR ANY PARTICULAR PURPOSE.
\09.\ \ \fBLack of Maintenance Services. \fR LICENSEE understands
and agrees that The Regents of the University of California is
under no obligation to provide either maintenance services,
update services, notices of latent defects, nor correction
of defects for the Fourth Berkeley Software Distribution.
10.\ \ \fBPatent, Trade Secret and Copyright Infringement. \fR
If The Regents of the University of California gives formal written
notice to LICENSEE that there has been a claim, or is likely to
be a claim, that the Fourth Berkeley Software Distribution infringes
a U.S. patent, trade secret, or copyright, LICENSEE agrees to either:
immediately cease use of, cease sublicensing of, and destroy
the original and all copies of that part of the Fourth Berkeley
Software Distribution which is, or is likely to become, subject
to the claim of infringement; or
procure from claimant, or potential claimant, of infringement the
continued right to use and sublicense that part of the Fourth
Berkeley Software Distribution which is, or is likely to become,
subject to the claim of infringement.
11.\ \ \fBLimitation of Liability. \fR LICENSEE agrees to
indemnify, defend, and hold harmless The Regents of the University
of California, its successors, agents,
officers, and employees, either in their individual capacities or
by reason of their relationship to The Regents of the University
of California, with respect to any expense, claim, liability, loss or
damage (including any incidental or consequential damages) either
direct or indirect, whether incurred, made or suffered by
LICENSEE or any of its sublicensees or by other third parties, in
connection with or in any way arising out of the furnishing,
sublicensing, performance or use of the Fourth Berkeley Software
Distribution in connection with this Agreement.
LICENSEE's obligations under this paragraph include, but are not
limited to, its obligation to indemnify, defend, and hold
The Regents of the University of California,
its agents, officers, and employees harmless in the
case of any claim of copyright, trade secret, or patent
infringement based in any manner on LICENSEE's use or sublicensing
of the Fourth Berkeley Software Distribution.
12.\ \ \fBLegal Expenses. \fR In case legal action is taken by
either party to enforce this Agreement, all costs and expenses,
including reasonable attorney's fees, incurred by the
prevailing party in exercising any of its rights or
remedies hereunder or in enforcing any of the terms,
conditions, or provisions hereof shall be paid by the other party.
13.\ \ \fBSeverability. \fR If any part, term or provision of
this Agreement shall be held illegal, unenforceable or in conflict
with any law of a federal, state or local government having
jurisdiction over this Agreement, the validity of the remaining
portions or provisions shall not be affected thereby.
14.\ \ \fBGoverning Law. \fR This Agreement shall be construed and
enforced according to the laws of California.
If LICENSEE is located outside
the United States of America, the parties hereto agree
that any dispute arising in connection with this
Agreement will be settled by the ICC Court of Arbitration.
15.\ \ \fBParagraph Headings. \fR The headings herein are inserted for
convenience only and shall not be construed to limit or modify
the scope of any provision of this Agreement.
16.\ \ \fBEntire Agreement. \fR This Agreement contains all the
agreements, representations, and understandings of the parties hereto
and supersedes any previous understandings, commitments or
agreements, oral or written.
17.\ \ \fBAuthority. \fR Each of the undersigned warrants that he/she
has the authority to bind to this Agreement the party which
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the day and year first above written.
By ___________________________________
___________________________________
Date:______________________________
_______________________________________
_______________________________________
_______________________________________
By ___________________________________
___________________________________
Date:______________________________
projects / unix-history / blob