Evaluation and Confidentiality agreement (LICENSE)
This Evaluation and Confidentiality Agreement (the
“Agreement”) is entered into between User (“Recipient”) and the Johannes
Kepler University (“Disclosing Party “). The parties contemplate Disclosing Party
will disclose Confidential Information (as defined below) to Recipient, and
they have entered into this Agreement to define the rights and duties of the
parties concerning such disclosure.
1
Definition of Confidential Information
As used in this Agreement, “Confidential
Information” shall mean:
1.1
Disclosing Party’s computer software program(s) known as the
UML13 Interface Tool including object code and/or source code, functionality,
concept, processes, internal structure, design, external elements, user
interface, technology, documentation, and information relating to markets,
costs, prices and all other aspects of business operations concerning such product(s).
1.2
Information disclosed by Disclosing Party to Recipient regarding
installation and use of the tool;
1.3
All other information that relates to Disclosing Party’s products,
designs, operations, plans, opportunities, finances, research, technology,
developments, know-how, personnel, or any third party confidential
information disclosed to Recipient; and
1.4
The terms and conditions of this Confidentiality Agreement, and the
existence and content of the discussions between Recipient and Disclosing
Party.
1.5
However, “Confidential Information” shall not include information (a)
already lawfully known to Recipient, (b) disclosed in published materials,
(c) generally known to the public or (d) lawfully obtained from any third
party.
2
Nondisclosure and Nonuse of Confidential Information
2.1
Recipient acknowledges that Confidential Information is proprietary
and trade secret information of the Disclosing Party.
2.2
Recipient shall not disclose Confidential Information to anyone other
than its employees who legitimately need access to it. Recipient shall
notify each of its employees who are given access to Confidential
Information that they have an obligation not to disclose Confidential
Information and shall take such steps as are reasonably necessary to insure
compliance with this obligation.
2.3
Recipient shall safeguard Confidential Information with reasonable
security means at least equivalent to measures that it uses to safeguard its
own proprietary information. Recipient shall store Confidential Information
in a safe and secure location.
2.4
Recipient may not remove copyright, trademark, trade secret,
confidentiality, and patent notices from Confidential Information.
2.5
Recipient may make copies of Confidential Information only as is
necessary for its evaluation process. Recipient shall duplicate on any copy
of Confidential Information all copyright, trademark, trade secret,
confidentiality, and patent notices found on Confidential Information.
3
No Rights in Confidential Information
3.1
Nothing herein grants the Recipient any right in Confidential
Information.
4
No Warranty
4.1
ALL CONFIDENTIAL INFORMATION IS PROVIDED “AS IS,” WITHOUT ANY EXPRESS
OR IMPLIED WARRANTY OF ANY KIND.
5
Return of Confidential Information
5.1
Within ten business days of receipt of Disclosing Party’s written
request or when negotiations between Disclosing Party and Recipient cease
(whichever is earlier), Recipient shall return to Disclosing Party all
documents containing Confidential Information. All copies of Confidential
Information made by Recipient shall be turned over to Disclosing Party or
destroyed. For purposes of this section, the term “documents” includes any
medium, including paper, disks, tape, CD-ROM and any other means of
recording information.
6
Equitable Relief
6.1
Recipient hereby acknowledges that unauthorized disclosure or use of
Confidential Information will cause immediate and irreparable harm to
Disclosing Party. Accordingly, Disclosing Party will have the right to seek
and obtain preliminary and final injunctive relief to enforce this Agreement
in case of any actual or threatened breach, in addition to other rights and
remedies that may be available to Disclosing Party.
7
General Provisions
7.1
This Agreement constitutes the entire agreement of the parties
concerning disclosure of Confidential Information and supersedes all prior
or contemporaneous oral or written agreements concerning this subject.
7.2
This Agreement may not be assigned by the Recipient and its
obligations under this agreement may not be delegated.
7.3
This Agreement is binding on the successors and assigns of the
Recipient and inures to the benefit of the Disclosing Party’s successors and
assigns.
7.4
This Agreement may be amended only by a writing signed by both
parties.
7.5
This Agreement will be governed by the substantive laws of the State
of California.
7.6
This Agreement is effective as of the date signed by the Recipient.
PREREQUISITE
The UML13
Interface requires IBM Rational Rose
Version 6 or 7 and
Microsoft's
.NET J#. Please download and install them prior
to installing this product.
INSTALLATION
If you agree with the license agreement above then
=>
download the tool here
This tool is a research tool. We thus would be delighted if you find a little bit of
time to let us know how you are using it and whether or not you find it
useful.
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