Downloading ICM __ICMLASTMAJ__ for Linux

Commercial License (Updated August 2011)

SOFTWARE LICENSE AGREEMENT (Commercial)

The following Agreement ("Agreement") is made between MolSoft, LLC, 3366 North Torrey Pines Court, Suite 300, La Jolla, CA 92037 (hereinafter "Licensor") and the following person or organization (hereinafter “Licensee “): Licensee Name: Address: City, State, Zip: This agreement concerns MolSoft software products, related documentation and modifications or derivative works listed on the Software Configuration Attachment (hereinafter “Attachment”) and referred to collectively as the "Software." License, Payment and Title. In consideration of the license fee set forth in the Attachment, the Licensor grants to the Licensee a limited, nonexclusive, non-transferable license(s) to use the Software described in the attachment. Additional restrictions and limitations may be listed in the Attachment. The Licensee shall pay the amount set forth in the Attachment within thirty (30) days of invoice. The Licensee shall provide a tax exemption certificate, if applicable, and agrees to indemnify the Licensor for taxes, penalties and interest arising from claimed exemptions that are disallowed by the government. The Licensee may use the Software only on computers originally designated for installation and specified in the Attachment. The Licensee agrees not to sell any portion of the Software system to a third party for profit. The title or ownership rights to the Software shall remain with the Licensor and are not transferred to the Licensee by this Agreement. Licensee acknowledges that the Software is not free. Licensor may issue Software licenses for a limited term for trial purposes. Licensees using the Software pursuant to a trial license are specifically prohibited, without the express written consent of Licensor, from using the Software during the trial period for any purpose other than internal testing and evaluation. Internal testing and evaluation is expressly limited to uses of the Software having no commercial value, such as where the Licensee knows the research results prior to using Licensor’s Software, and specifically excludes using the Software to derive novel results. Commercial License (Updated August 2011) 2 Non-disclosure and Confidentiality. The Licensee will maintain the confidentiality of the Software. No portion of the Software may be disclosed, transferred or made available to another party. The Licensee shall not reverse engineer or create derivative works from the Software without the Licensor's written consent. Licensee may make one (1) copy of the Software for backup purposes. In no event does the copying permitted under this Agreement include the right to decompile, disassemble, or electronically transfer the Software, or to translate the Software into another computer language. Licensee may not copy any written materials provided with the Software. Licensee agrees to hold all parts of the Software in confidence for Licensor. Licensee further agrees not to make any disclosure of Software (including methods or concepts utilized therein) to anyone, except to employees of Licensee to whom such disclosure is necessary to the use for which rights are granted hereunder. Licensee's obligations under this section shall not apply to any information relating to the Software (including any method or concept utilized therein) that: (i) is or becomes available without restriction to the general public by acts not attributable to Licensee or Licensee’s employees; (ii) was rightfully in Licensee's possession without limitation on disclosure before disclosure hereunder to Licensee. Protection and Security. Licensee agree to use Licensee's best efforts and take all reasonable steps to safeguard the Software to ensure that no unauthorized person shall have access thereto and that no unauthorized copy, publication, disclosure or distribution, in whole or in part, in any form shall be made. Licensee acknowledges that the Software contains valuable, confidential information and trade secrets and that unauthorized use and/or copying are harmful to Licensor. Termination. This License terminates automatically without notice from the Licensor if either party fails to comply with any provision of the License. Upon termination Licensee shall destroy the written materials and all copies of the software files, including modified copies, if any. Upon demand, the Licensee shall supply a written statement to the Licensor certifying that it no longer possesses any files or materials related to the Software. No refunds or credits will be due. Upgrades, Technical Support, and Other Services. Licensor provides no maintenance, installation, upgrades, or other services unless expressly provided for in the Attachment. When included in the Attachment, upgrades include corrections, improvements and new versions of the Software but do not include new products. When included, Licensee can download upgrades free of charge from the Molsoft web site during the term of the Agreement. When included, limited technical support is available by contacting MolSoft via email to support@molsoft.com. Limited Warranty. The Licensor warrants that the Software will substantially conform to the description in the Manual and will perform in accordance with such specifications for a period of one year from the date of delivery as evidenced by a copy of the receipt. Warranty Disclaimers; Liability Limitations. LICENSOR MAKES NO WARRANTY OR REPRESENTATION WITH RESPECT TO THE USEFULNESS OF THE SOFTWARE, AND IT IS LICENSED "AS IS." THE WARRANTY AND REMEDY PROVIDED ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR Commercial License (Updated August 2011) 3 IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY STATEMENTS OR REPRESENTATIONS MADE BY ANY OTHER PERSON OR FIRM ARE VOID. LICENSEE AGREES NOT TO USE THE LICENSED SOFTWARE IN ANY SITUATION WHERE SIGNIFICANT DAMAGE TO PERSONS, PROPERTY OR BUSINESS COULD OCCUR FROM A SOFTWARE ERROR. LICENSEE ASSUMES ALL RISK AS TO THE SELECTION, USE, PERFORMANCE AND QUALITY OF THE LICENSED MATERIALS. IN NO EVENT WILL LICENSOR OR ANY OTHER PARTY WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION OR DELIVERY OF THE LICENSED MATERIALS BE LIABLE FOR SPECIAL, DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS OR INABILITY TO USE THE LICENSED MATERIALS, EVEN IF LICENSOR OR SUCH OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL LICENSOR'S OR SUCH OTHER PARTY'S LIABILITY FOR ANY DAMAGES OR LOSS TO LICENSEE OR ANY OTHER PARTY EXCEED THE PURCHASE PRICE PAID FOR THE LICENSED MATERIALS. Non-Use of Names; Acknowledgement of Use. Licensee shall not use the names of Licensor; nor its units, employees, officers, or agents; nor images produced using its software; nor any adaptation thereof, in any advertising or promotional literature without prior written consent obtained from Licensor in each case. Licensor shall not use the names of Licensee nor any adaptation thereof without prior written consent obtained from Licensee except that Licensor may state in advertising or promotional literature that Licensee is, during the term of this license, a user of Licensor’s software. General. If any provision or portion of a provision of this Agreement is determined to be invalid or unenforceable, it shall be deemed omitted and the remaining provisions of this Agreement shall remain in full force and effect. This Agreement is governed by and construed in accordance with the laws of the State of California. Any disagreement arising under this Agreement shall be resolved by binding arbitration. Use of Free Library. Molsoft ICM Version 3.49-d and higher uses selected functions from free libraries called FFmpeg for building its video conversion tools. The FFmpeg libraries are found in the files “avcpdec-51.dll, avformat-51.dll, and avutil-49.dll” in the distribution and are available under the GNU Lesser General Public License, which is available at http://www.gnu.org/copyleft/lesser.html. According to the terms of the GNU Lesser General Public License for the use of FFmpeg, Licensees are free to modify the source code for FFmpeg, which can be found at http://sourceforge.net/projects/ffmpeg. You are free to modify the content of the FFmpeg library and recompile the library, but you are prohibited from changing the content of the definition file. The following disclaimer applies to the FFmpeg library: Commercial License (Updated August 2011) 4 This library is free software; you can redistribute it and/or modify it under the terms of the GNU Lesser General Public License as published by the Free Software Foundation; either version 2 of the License, or (at your option) any later version. This library is distributed in the hope that it will be useful, but WITHOUT ANY WARRANTY; without even the implied warranty of MERCHANTABILITY or FITNESS FOR A PARTICULAR PURPOSE. See the GNU Lesser General Public License for more details. You should have received a copy of the GNU Lesser General Public License along with this library; if not, write to the Free Software Foundation, Inc., 59 Temple Place, Suite 330, Boston, MA 02111-1307 USA Molsoft LLC hereby disclaims all copyright interest in the “libavcodec” (containing audio/video encoders and decoders) and “libavformat” (containing parsers and generators of common audio/video formats) libraries contained in “FFmpeg” written by Fabrice Bellard. However, the remainder of ICM Version 3.0 and higher are protected by Copyright © 1989-2011 Molsoft LLC. Licenses Including the Molsoft XPDB Database. Molsoft LLC’s XPDB and the Mini-XPDB databases contain all known proteins annotated in a form designed for rapid and accurate use with Molsoft ICM Software. Molsoft XPDB and Mini-XPDB are derived from data freely available from the Protein Data Bank and found at www.rcsb.org/pdb. Molsoft wishes to acknowledge the source of the PDB data files: H.M. Berman, J. Westbrook, Z. Feng, G. Gilliland, T.N. Bhat, H. Weissig, I.N. Shindyalov, P.E. Bourne: The Protein Data Bank. Nucleic Acids Research, 28 pp. 235-242 (2000). Users of Molsoft XPDB and Mini-XPDB assume all responsibility for insuring that intellectual property claims associated with any data set appearing in the Molsoft XPDB are honored. Molsoft’s XPDB and Mini-XPDB data files do not contain any information on intellectual property claims with the exception in some cases of a reference for a patent involving the structure. Molsoft XPDB and Mini-XPDB files are provided on an "as is" basis, and Molsoft cannot be held liable to any party for direct, indirect, special, incidental, or consequential damages, including lost profits, arising from the use of the materials. The resources provided by Molsoft XPDB and Mini-XPDB are provided WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED. THIS INCLUDES BUT IS NOT LIMITED TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. MOLSOFT LLC MAKES NO REPRESENTATION THAT ITS XPDB RESOURCES WILL NOT INFRINGE ANY PATENT OR OTHER PROPRIETARY RIGHT. Commercial License (Updated August 2011) 5 This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and all prior agreements, representations, statements and undertakings are hereby expressly cancelled. IN WITNESS THEREOF, the parties have signed this Agreement: Licensor: Licensee: Molsoft LLC [insert name] By: __________________________ By: _________________________ Margarita Abagyan Name: ______________________ Director of Operations Title: _______________________ Date: _________________________ Date: ________________________ Acknowledgment by Responsible Scientist: I hereby acknowledge that I have read and agree to abide by the terms of the License Agreement and Software Configuration Attachment. By:_________________________________ [insert name and title] Date Signed: __________________ Commercial License (Updated August 2011) 6 SOFTWARE CONFIGURATION ATTACHMENT (Commercial Trial License) Person or Organization: License Term: Two Weeks (14 days) Please note that trial licenses are issued for testing and evaluation purposes only. The Software may not be used for any other purpose during the trial period without the express, written consent of Molsoft LLC. Internal testing and evaluation is expressly limited to uses of the Software having no commercial value, such as where the Licensee knows the research results prior to using Licensor’s Software, and specifically excludes using the Software to derive novel results. Trial licenses issued for Molsoft’s Docking and/or VLS modules require that the programs be used solely for the purpose of testing on compounds where the binding to the receptor understudy has already been experimentally characterized or is publicly known. The purchase, synthesis, or any other experimental follow-up on any compounds or compound derivatives based on the binding or scoring predictions made by the Molsoft docking and/or VLS calculations are expressly prohibited under the trial license. For Software Configurations including the ICM Homology Module, the Licensee is expressly prohibited, unless Molsoft’s written consent is first obtained, (1) from compiling a database of homology models for distribution to any other party; and (2) from distributing by any means, including but not limited to internet delivery, a database of homology models to any other party. License keys are issued for use on the hardware system designated by the Licensee for the entire term of the license. Licenses cannot be transferred to another system unless the Licensee notifies Molsoft in advance and arrangements for the transfer are made before Molsoft issues the license keys. _______________________________________________________________________________________ Qty Software Description _______________________________________________________________________________________ 1 Molsoft ICM-Pro/VLS/Chemistry/Homology for _________________ (insert desired platform) (for use with up to 2 processors) Total Amount Due Within 30 days of invoice: $ -0- (trial license only) Licensor: Licensee: Molsoft LLC By: ______________________ By: _____________________________ Margarita Abagyan Name: __________________________ Director of Operations Title: ___________________________ Date: ____________________ Date: ____________________________