44 lines
12 KiB
Plaintext
44 lines
12 KiB
Plaintext
This software is subject to the terms and conditions of the Microsoft License and NonDisclosure Agreement for Microsoft DirectX 8.0 Pre-Release Code, a copy of which is provided below for your convenience. If you have not signed a Microsoft License and NonDisclosure Agreement for this software, you are not authorized to install, copy or otherwise use this software.
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MICROSOFT CORPORATION NON-DISCLOSURE AGREEMENT
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(PRE-RELEASE VERSION OF DIRECTX 8.0)
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This is a legal agreement between you, either an individual or an entity, ("Recipient"), and Microsoft Corporation ("Microsoft"). If you do not agree to the terms of this Agreement, promptly return this CD-ROM and the accompanying itms, including written materials and binders or other containers, (collectively the "Software") to Microsoft.
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1. GRANT OF LICENSE.
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(a) Microsoft grants Recipient a limited, non-exclusive, non-assignable nontransferable, royalty-free license to: install and use up to three (3) copies of the executable code of the Software on CPU(s) residing on Recipient’s premises of which Recipient has a valid licensed copy of Microsoft Windows 95 or 98, solely to test the compatibility of Recipient’s application or other product(s) which operate in conjunction with the Software and to evaluate the Software for the purpose of providing feedback thereon to Microsoft. All other rights are reserved to Microsoft. Recipient shall not rent, lease, sell, sublicense, assign, or otherwise transfer the Software, including any accompanying printed materials. Recipient may not reverse engineer, decompile or disassemble the Software except to the extent that this restriction is expressly prohibited by applicable law. Microsoft and its suppliers shall retain title and all ownership rights to the Software, and this Agreement shall not be construed in any manner as transferring any rights of ownership or license to the Software or to the features or information therein, except as specifically stated herein.
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(b) Recipient agrees to provide reasonable feedback to Microsoft as described in the materials provided by Microsoft, including but not limited to usability, bug reports and test results, with respect to the testing of the Software. Recipient will use reasonable efforts to review and comment on all documentation supplied. All bug reports, test results and other feedback made by Recipient shall be the property of Microsoft and may be used by Microsoft for any purpose it sees fit. Due to the nature of the development work, Microsoft is not certain if errors or discrepancies in the Software may be corrected.
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(c) Recipient may disclose the Software only to its employees who have a need to know and have access to the Software in order to assist in Recipient’s testing of the Software, provided that (1) such employee’s use of the Software takes place solely at Recipient’s site, and (2) Recipient has executed appropriate written agreements with such employees sufficient to enable it to comply with the terms of this Agreement. Upon Microsoft’s request, Recipient shall provide to Microsoft a list of all employees granted access to the Software hereunder.
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(d) Recipient may not disclose the results of any benchmark test of the Software to any third party without Microsoft’s prior written approval. Recipient may not use the Software in a live operating environment where it may be relied upon to perform in the same manner as commercially release software or with data that has not been sufficiently backed up.
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2. TERM OF AGREEMENT. The term of this Agreement shall commence on Recipient’s installation of the Software and shall continue until terminated by Microsoft, with or without cause. This Agreement will terminate without notice upon the commercial release of the Software. Upon the termination of this Agreement, Recipient shall promptly return to Microsoft, or certify destruction of, all full or partial copies of the Software and related materials provided by Microsoft. Section 5 shall survive termination or expiration of this Agreement with respect to any information that has not been made public by Microsoft as of the commercial release of the Software.
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3. COST OF TESTING. There is no charge to Recipient for testing of the Software. Microsoft shall bear all direct freight expenses relating to the shipment of the Software to Recipient’s place of business. If Recipient returns the Software, Recipient will pay any return freight expenses.
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4. PRODUCT MAINTENANCE/UPDATES. Microsoft is not obligated to provide maintenance, technical support or updates to Recipient for Software licensed pursuant to this Agreement. However, Microsoft may, in its sole discretion, provide further pre-release versions, technical support, updates and/or supplements of any Software and/or related information ("Updates") to Recipient hereunder, in which case such Updates shall also be deemed to be included in the Software, and therefore governed by this Agreement, unless other terms of use are provided by Microsoft with such Updates. In no event shall Microsoft be obligated to provide Recipient, free of charge, a copy of the commercial release version of the Software in connection with Recipient’s participation in the testing program. Microsoft is not obligated to make any Software commercially available.
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5. CONFIDENTIALITY. The Software, including its existence and features, and related information are proprietary and confidential information to Microsoft and its suppliers. Recipient agrees not to disclose or provide the Software, documentation, or any information relating to the Software (including the Software features or the results of use or testing) to any third party , or to use the Software for any purpose other than as provided in this Agreement. However, Recipient may disclose Confidential Information in accordance with judicial or other governmental order, provided Recipient shall give Microsoft reasonable notice prior to such disclosure and shall comply with any applicable protective order or equivalent. Recipient shall not be liable to Microsoft for such information which Recipient can prove (1) is already known to Recipient; (2) becomes publicly known through no wrongful act of Recipient; (3) is rightfully received from a third party without similar restriction and without breach of this Agreement; or (4) is independently developed by Recipient. This provision shall survive the termination or expiration of this Agreement with respect to any information that has not been made public by Microsoft as of the commercial release of the Software.
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6. INTELLECTUAL PROPERTY RIGHTS. All title and intellectual property rights in and to the Software (including but not limited to any images, photographs, animations, video, audio, music, text and "applets" incorporated into the Software), and any copies Recipient is permitted to make herein are owned by Microsoft or its suppliers. All title and intellectual property rights in and to the content which may be accessed through use of the Software are the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This Agreement grants Recipient no rights to use such content. If this Software contains documentation which is provided only in electronic form, Recipient may print one copy of such electronic documentation. Recipient may not copy the printed materials accompanying the Software. All rights not expressly granted are reserved by Microsoft.
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7. DISCLAIMER OF WARRANTIES. The Software is deemed accepted by Recipient. The Software constitutes pre-release code and may be changed substantially before commercial release. To the maximum extent permitted by applicable law, Microsoft and its suppliers provide the Software and any (if any) support services related to the Software ("Support Services") AS IS AND WITH ALL FAULTS, and hereby disclaim all warranties and conditions, either express, implied or statutory, including, but not limited to, any (if any) implied warranties or conditions of merchantability, of fitness for a particular purpose, of lack of viruses, of accuracy or completeness of responses, of results, and of lack of negligence or lack of workmanlike effort, all with regard to the Software, and the provision of or failure to provide Support Services. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE. The entire risk as to the quality of or arising out of use or performance of the Software and documentation remains with Recipient.
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8. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL, AND CERTAIN OTHER DAMAGES. To the maximum extent permitted by applicable law, in no event shall Microsoft or its suppliers be liable for any special,incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits or confidential or other information, for business interruption, for personal injury, for loss of privacy, for failure to meet any duty including of good faith or of reasonable care, for negligence, and for any other pecuniary or other loss whatsoever) arising out of or in any way related to the use of or inability to use the Software, the provision of or failure to provide Support Services, or otherwise under or in connection with any provision of Agreement, even in the event of the fault, tort (including negligence), strict liability, breach of contract or breach of warranty of Microsoft or any supplier, and even if Microsoft or any supplier has been advised of the possibility of such damages. Because some states/jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to Recipient.
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9. LIMITATION OF LIABILITY AND REMEDIES. Notwithstanding any damages that Recipient might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of Microsoft and any of its suppliers under any provision of this Agreement and Recipient’s exclusive remedy for all of the foregoing shall be limited to the greater of the amount actually paid by Recipient for the Software or Five Dollars (US$5.00). The foregoing limitations, exclusions and disclaimers (including Section 7 and 8 above) shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
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10. GOVERNING LAW/JURISDICTION/ATTORNEYS’ FEES. This Agreement shall be construed and controlled by the laws of the State of Washington, and Recipient consents to exclusive jurisdiction and venue in the federal courts sitting in King County, Washington, unless no federal jurisdiction exists, in which case Recipient consents to exclusive jurisdiction and venue in the Superior Court of King County, Washington. Recipient waives all defenses of lack of personal jurisdiction and forum non conveniens. Process may be served on either party in the manner authorized by applicable law or court rule. If either party employs attorneys to enforce any rights arising out of or relating to this Agreement, the prevailing party shall be entitled to recover its reasonable attorneys' fees, costs and other expenses.
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11. U.S. GOVERNMENT RESTRICTED RIGHTS. This Software is provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of The Rights in Technical Data and Computer Software clause of DFARS 252.227-7013 or subparagraphs (c)(i) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is Microsoft Corporation, One Microsoft Way, Redmond, WA 98052-6399.
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12. EXPORT RESTRICTIONS. Recipient acknowledges that Software is of U.S.-origin. Recipient agrees to comply with all applicable international and national laws that apply to these products, including the U.S. Export Administration Regulations, as well as end-user, end-use and country destination restrictions issued by U.S. and other governments. For additional information on exporting Microsoft products, see http://www.microsoft.com/exporting/.
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Should you have any questions concerning this Agreement, or if you desire to contact Microsoft for anyreason, please write: Microsoft Corporation, Attn: DirectX Team, One Microsoft Way, Redmond, WA 98052.6399.
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