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End user license agreement

IMPORTANT:  PLEASE READ THIS END USER LICENSE AGREEMENT (“AGREEMENT”) CAREFULLY BEFORE DOWNLOADING, INSTALLING, OR USING THE SOFTWARE.

BY DOWNLOADING, INSTALLING, UPDATING, COPYING, OR USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD, INSTALL, UPDATE, COPY, OR USE THE SOFTWARE.

  1. Grant of License. Subject to the conditions and limitations set forth herein, PetaChem, LLC (PetaChem) hereby grants you a limited, nonexclusive, and nontransferable license to use in binary form one (1) copy of the Software and any updates, patches, enhancements, technical support, documentation, and any related materials provided by PetaChem (collectively, “Software”). You may install and use the Software on one computer with up to eight graphical processing unit cards (the “Licensed Computer”). The Licensed Computer may be a storage device, such as a network server, used only to install or access the Software from other computers over an internal network, provided that each separate computer which accesses or uses the Software is a Licensed Computer.

  2. License Termination. This license and Agreement is effective until terminated.  This Agreement will terminate with or without notice on any breach by you of this Agreement. You may terminate this Agreement at any time.  Promptly upon termination, you will cease using and destroy all copies of the Software in your possession or under your control. Sections 3-9 of this Agreement will survive any termination of this Agreement.

  3. Consent to Collection and Use of Data. You agree that PetaChem may collect technical data about the Licensed Computer and Software performance. PetaChem will not collect information about the identity or geometry of molecules being studied with Software. You further agree that PetaChem may use this information, so long as it is in a form that is not personally identifiable to you, to improve its Software or services to you.

  4. License Limitations. The Software is licensed and not sold. All rights not expressly granted herein are reserved by PetaChem. Except as expressly authorized in this Agreement, you will not:

    1. Sell, rent, lease, distribute, sublicense, assign, publish, or otherwise transfer (including by loan or gift) the Software, or any full or partial copies thereof;

    2. Copy, modify, or create derivative works of the Software in any way;

    3. Remove any copyright notice or licensing information contained in the Software;

    4. Use the Software for the benefit of third parties or as part of its own commercially licensed products or services;

    5. Disassemble or otherwise reverse compile or reverse engineer the Software; or

    6. Install the Software on any computer which is not a Licensed Computer.

  5. Copyright. All content included in the Software, including, without limitation, text, graphics, images, logos, audio or video clips, digital downloads, data compilations, is the property of PetaChem or licensors and protected by the laws of the United States and other countries and international treaties. All trademarks that are not owned by PetaChem that appear in the Software are the property of their respective owners, which may or may not be affiliated with or connected to PetaChem.

  6. Any reports or published results obtained with the Software will acknowledge its use by appropriate citation as follows:

    Any published work which utilizes TeraChem shall include the following reference:

    • “I. S. Ufimtsev and T. J. Martinez. Quantum Chemistry on Graphical Processing Units. 3. Analytical Energy Gradients and First Principles Molecular Dynamics, Journal of Chemical Theory and Computation, 5:2619-2628, 2009.”

    Electronic documents will include a direct link to the official TeraChem page at http://www.petachem.com.

  7. Feedback. All suggestions, comments, or other feedback concerning your experience with or use of the Software that may be given to PetaChem (Feedback) will be given voluntarily and without obligation or restriction of any kind. PetaChem may use such feedback for any purpose. Due to the nature of development work, PetaChem will not commit to correcting any reported errors or discrepancies. Feedback will not create any confidentiality obligation for PetaChem. You will not give Feedback that is subject to license terms that seek to require any product, technology, or service that incorporates or is derived from Feedback, or any intellectual property, to be licensed to or otherwise shared with you or any third party.

  8. Disclaimers of Warranty and Liability.

    1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PETACHEM PROVIDES THE SOFTWARE AS IS AND WITH ALL FAULTS.  PETACHEM HEREBY DISCLAIMS ALL EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES AND CONDITIONS REGARDING THE SOFTWARE, INCLUDING BUT NOT LIMITED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NONINFRINGEMENT. THE ENTIRE RISK AS TO THE QUALITY OF THE SOFTWARE, ITS USE OR PERFORMANCE, REMAINS WITH YOU.

    2. IN NO EVENT WILL PETACHEM BE LIABLE FOR ANY LOSS OR DAMAGE, INCLUDING WITHOUT LIMITATION ANY SPECIAL, INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL LOSS OR DAMAGE WHATSOEVER, WHETHER FOR BREACH OF CONTRACT, IN NEGLIGENCE OR ON ANY OTHER THEORY OF LIABILITY, ARISING OUT OF OR IN ANY WAY RELATED TO THE SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE TECHNICAL SUPPORT, OR OTHERWISE UNDER OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF PETACHEM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. YOU ACKNOWLEDGE THAT THIS ALLOCATION OF RISKS IS A PART OF THE BARGAIN OF THIS AGREEMENT.  Notwithstanding, PetaChem’s total liability under or in connection with this Agreement and your exclusive remedy for all of the foregoing, however arising, is limited to direct damages up to the cost of the Software to you. The foregoing limitations, exclusions, and disclaimers will apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may be inapplicable to you.

  9. Export.  You may not use or otherwise export or reexport the Software except as authorized by United States law and the laws of the jurisdiction in which the Software was obtained.  In particular, but without limitation, the Software may not be exported or reexported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Software, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Software for any purpose prohibited by United States law, including, without limitation, the development, design, manufacture or production of nuclear, missiles, or chemical or biological weapons.

  10. Miscellaneous.

    1. This Agreement will be governed by and construed in accordance with the laws of the State of California as if entered into and performed wholly within the state and without regard to the principles of conflicts of law. You consent to exclusive jurisdiction and venue in the courts within the Northern District of California.

    2. This Agreement constitutes the entire agreement between parties with respect to the Software and merges all prior and contemporaneous communications. If any provision of this Agreement is held to be void or unenforceable for any reason, that provision will be enforced to the maximum extent permissible so as to effect the economic benefits and intent of the parties, and the remaining provisions of this Agreement shall remain in full force and effect.

    3. Neither party’s failure or delay in exercising any of its rights will constitute a waiver of such rights.  Any waiver or amendment of any provision of this Agreement will be effective only if in writing and signed by authorized representatives of both parties.

    4. Neither party may represent or bind the other in any way and nothing in this Agreement shall be construed as creating of the relationships of joint venturers, partners, employer and employee, franchisor and franchisee, master and servant, or principal and agent.