diff --git a/LICENSE b/LICENSE new file mode 100644 index 0000000..1256086 --- /dev/null +++ b/LICENSE @@ -0,0 +1,327 @@ + LIMITED PROGRAM SOURCE CODE LICENSE + + This Limited Program Source Code License (the "Agreement") is between + Id Software, Inc., a Texas corporation, (hereinafter "Id Software") + and Licensee (as defined below) and is made effective beginning on + the date you, the Licensee, download the Code, as defined below, + (the "Effective Date"). BY DOWNLOADING THE CODE, AS DEFINED + BELOW, YOU, THE LICENSEE, AGREE TO ALL THE TERMS AND CONDITIONS OF + THIS AGREEMENT. YOU SHOULD READ THIS AGREEMENT CAREFULLY BEFORE + DOWNLOADING THE CODE. EVERY PERSON IN POSSESSION OF AN AUTHORIZED + COPY, AS DEFINED BELOW, OF THE CODE SHALL BE SUBJECT TO THE TERMS + AND CONDITIONS OF THIS AGREEMENT. + + R E C I T A L S + +WHEREAS, Id Software is the owner and developer of the computer software +program source code accompanied by this Agreement (the "Code"); + +WHEREAS, Id Software desires to license certain limited non-exclusive +rights regarding the Code to Licensee; and + +WHEREAS, Licensee desires to receive a limited license for such rights. + + T E R M S A N D C O N D I T I O N S + + NOW, THEREFORE, for and in consideration of the mutual premises + contained herein and for other good and valuable consideration, + the receipt and sufficiency of which is hereby acknowledged, the + undersigned parties do hereby agree as follows: + +1. Definitions. The parties hereto agree the following definitions +shall apply to this Agreement: + + a. "Authorized Copy" shall mean a copy of the Code obtained by + Authorized Means, as defined below. A copy of the Code is not + an "Authorized Copy" unless it is accompanied by a copy of this + Agreement and obtained by Authorized Means. A Modified Copy, + as defined below, is not an Authorized Copy; + + b. "Authorized Means" shall mean obtaining an Authorized Copy only + by downloading the Authorized Copy from Id Software's Internet web + site or from another web site authorized or approved by Id Software + for such purposes or by obtaining an Authorized Copy by electronic + means via the Internet; + + c. "Code" shall mean the computer software program source code + which accompanies this Agreement and includes Code included within + any Modified Copy and which is the code that constitutes the + Authorized Copy; + + d. "Game" shall mean QUAKE II; + + e. "Licensee" shall mean you, the person who is in possession of + an Authorized Copy by Authorized Means; and + + f. "Modified Copy" shall mean a copy of the Code first obtained + by Authorized Means which is subsequently modified by Licensee, + as provided in paragraph 2. below. + +2. Grant of Rights. Subject to the terms and provisions of this +Agreement, Id Software hereby grants to Licensee and Licensee hereby +accepts, a limited, world-wide (except as otherwise provided herein), +non-exclusive, non-transferable, and non-assignable license to: (i) +use the Authorized Copy and the Modified Copy, as defined above, for +the development by Licensee of extra levels operable with the Game (the +"Extra Levels"); (ii) incorporate all or a portion of the Authorized Copy +and the Modified Copy within the Extra Levels; (iii) distribute by way +of a sublicense limited by the terms of this Agreement, free of charge +and at no cost, the Authorized Copy and the Modified Copy to the extent +such Modified Copy and such Authorized Copy, or a portion thereof, is +included within the Extra Levels; (iv) distribute by way of a sublicense +limited by the terms of this Agreement, free of charge and at no cost, by +electronic transmission via the Internet only the Authorized Copy without +any alteration or modification along with a copy of this Agreement which +must always accompany the Authorized Copy; (v) modify the Authorized Copy +in order to create a Modified Copy, as defined above; and (vi) distribute +the Modified Copy by way of a sublicense limited by the terms of this +Agreement, free of charge and at no cost, by electronic transmission via +the Internet only. Each person or entity who/which receives a copy of +the Code shall be subject to the terms of this Agreement but, no rights +are granted to any person or entity who/which obtains, receives, or is +in possession of any copy of the Code by other than Authorized Means. + +3. Reservation of Rights and Prohibitions. Id Software expressly +reserves all rights not granted herein. Licensee shall not make any use +of the trademarks relating to the Game or Id Software (the "Trademarks"). +Any use by Licensee of the Authorized Copy or the Modified Copy not +expressly permitted in paragraph 2. above is expressly prohibited and +any such unauthorized use shall constitute a material breach of this +Agreement by Licensee. Any use of the Code, whether included within +a Modified Copy or otherwise, and/or the Authorized Copy not permitted +in this Agreement shall constitute an infringement or violation of Id +Software's copyright in the Code. Licensee shall not copy, reproduce, +manufacture or distribute (free of charge or otherwise) the Authorized +Copy or the Modified Copy in any tangible media, including, without +limitation, a CD ROM. Licensee shall not commercially exploit by sale, +lease, rental or otherwise the Authorized Copy or the Modified Copy +whether included within Extra Levels or otherwise. Licensee shall not +commercially exploit by sale, lease, rental or otherwise any Extra Levels +developed by the use of the Code, whether in whole or in part. Licensee +is not receiving any rights hereunder regarding the Game, the Trademarks +or any audio-visual elements, artwork, sound, music, images, characters, +or other element of the Game. Licensee may modify the Authorized Copy in +order to create a Modified Copy, as noted above, but all sublicensees who +receive the Modified Copy shall not receive any rights to commercially +exploit or to make any other use of the Code included therein except the +right to use such Code for such sublicensee's personal entertainment. By +way of example and not exclusion, a sublicensee for the Modified Copy +shall not further modify the Code within the Modified Copy. Only the +Licensee who obtains the Code by Authorized Means shall be permitted to +modify such Code on the terms as described in this Agreement. + +4. Additional Obligations. In addition to the obligations of Licensee +otherwise set forth in this Agreement, during the Term, and thereafter +where specified, Licensee agrees that: + + a. Licensee will not attack or challenge the ownership by Id + Software of the Code, the Authorized Copy, the Game, the Trademarks, + or any copyright, patent or trademark or other intellectual property + right related thereto and Licensee will not attack or challenge + the validity of the license granted hereunder during the Term or + thereafter; and + + b. Licensee will promptly inform Id Software of any unauthorized + use of the Code, the Authorized Copy, the Trademarks, or the Game, + or any portions thereof, and will reasonably assist Id Software + in the enforcement of all rights Id Software may have against such + unauthorized users. + +5. Ownership. Title to and all ownership rights in and to the Code, +whether included within the Modified Copy, the Authorized Copy or +otherwise, the Game, the Authorized Copy, and the Trademarks and the +copyrights, trade secrets, trademarks, patents and all other intellectual +property rights related thereto shall remain with Id Software which shall +have the exclusive right to protect the same by copyright or otherwise. +Licensee shall have no ownership rights in or to the Game, the Code, +the Authorized Copy or the Trademarks. Licensee acknowledges that +Licensee, by this Agreement, is only receiving a limited license to use +the Authorized Copy, as specified in paragraph 2. of this Agreement. + +6. Compliance with Applicable Laws. In exercising Licensee's +limited rights hereunder, Licensee shall comply with all applicable +laws, [including, without limitation, 22 U.S.C., section 2778 and 22 +U.S.C. C.F.R. Parts 120-130 (1995)] regulations, ordinances and statutes, +including, but not limited to, the import/export laws and regulations +of the United States and its governmental and regulatory agencies +(including, without limitation, the Bureau of Export Administration +and the U.S. Department of Commerce) and all applicable international +treaties and laws. + +7. Term and Termination. + + a. The term of this Agreement and the license granted herein + begins on the Effective Date and shall expire, without notice, + on a date one (1) calendar year from the Effective Date (the "Term"). + + b. Either party may terminate this Agreement, for any reason or + no reason, on thirty (30) days written notice to the other party. + Termination will be effective on the thirtieth (30th) day following + delivery of the notice of termination. Notwithstanding anything + to the contrary herein, this Agreement shall immediately terminate, + without the requirement of any notice from Id Software to Licensee, + upon the occurrence of any of the following "Terminating Events": + (i) if Licensee files a petition in bankruptcy; (ii) if Licensee + makes an assignment for the benefit of creditors; (iii) if any + bankruptcy proceeding or assignment for benefit of creditors is + commenced against Licensee and not dismissed within sixty (60) + days after the date of its commencement; (iv) the insolvency of + Licensee; or (v) a breach, whether material or otherwise, of this + Agreement by Licensee. Upon the occurrence of a Terminating Event, + this Agreement and any and all rights hereunder shall terminate + without prejudice to any rights or claims Id Software may have, + and all rights granted hereunder shall revert, without notice, + to and be vested in Id Software. + + c. Termination or expiration of this Agreement shall not create + any liability against Id Software and shall not relieve Licensee + from any liability which arises prior to termination or expiration. + Upon expiration or earlier termination of this Agreement, Licensee + shall have no further right to exercise the rights licensed hereunder + or otherwise acquired in relation to this Agreement. + +8. Licensee's Warranties. Licensee warrants and represents that: +(i) Licensee has full legal rights and authority to enter into and +become bound by the terms of this Agreement; (ii) Licensee has full +legal rights and authority to perform Licensee?s obligations hereunder; +(iii) Licensee will comply, at all times during the Term, with all +applicable laws, as set forth hereinabove; (iv) all modifications which +Licensee performs on the Code in order to create the Modified Copy and +all non-Id Software property included within Extra Levels shall not +infringe against or misappropriate any third party rights, including, +without limitation, copyrights and trade secrets; and (v) the use or +non-use of all modifications which Licensee performs on the Code in order +to create the Modified Copy and all non-Id Software property included +within Extra Levels shall not infringe against or misappropriate any third +party rights, including, without limitation, copyrights and trade secrets. + +9. Indemnification. Licensee hereby agrees to indemnify, hold +harmless and defend Id Software and Id Software's predecessors, +successors, assigns, officers, directors, shareholders, employees, +agents, representatives, licensees (but not including Licensee), +sublicensees, distributors, attorneys and accountants (collectively, +the "Id Related Parties") from and against any and all "Claims", which +shall mean all damages, claims, losses, causes of action, liabilities, +lawsuits, judgments and expenses (including, without limitation, +reasonable attorneys' fees and expenses) arising from, relating to or in +connection with (i) a breach of this Agreement by Licensee and/or (ii) +Licensee's use or non-use of the Code, whether the Authorized Copy or +whether a portion of the Code as may be included within the Modified +Copy or within Extra Levels. Id Software agrees to notify Licensee +of any such Claims within a reasonable time after Id Software learns +of same. Licensee, at its own expense, shall defend Id Software and the +Id Related Parties from and against any and all Claims. Id Software and +the Id Related Parties reserve the right to participate in any defense +of the Claims with counsel of their choice, and at their own expense. +In the event Licensee fails to provide a defense, then Licensee shall be +responsible for paying the attorneys' fees and expenses incurred by Id +Software and the Id Related Parties regarding the defense of the Claims. +Id Software and the Id Related Parties, as applicable, agree to reasonably +assist in the defense of the Claims. No settlement by Licensee of any +Claims shall be valid unless Licensee receives the prior written consent +of Id Software and the Id Related Parties, as applicable, to any such +settlement, with consent may be withheld in Id Software's and the Id +Related Parties' sole discretion. + +10. Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL ID SOFTWARE +BE LIABLE TO LICENSEE FOR ACTUAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL +OR PUNITIVE DAMAGES OR ANY OTHER DAMAGES, WHETHER OR NOT ID SOFTWARE +RECEIVES NOTICE OF ANY SUCH DAMAGES. + +11. Disclaimer of Warranties. ID SOFTWARE EXPRESSLY DISCLAIMS ALL +WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, +THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR +PURPOSE, WITH REGARD TO THE CODE, THE AUTHORIZED COPY AND OTHERWISE. + +12. Goodwill. Licensee recognizes the great value of the goodwill +associated with the Game and the Trademarks, and acknowledges that such +goodwill, now existing and hereafter created, exclusively belongs to Id +Software and that the Trademarks have acquired a secondary meaning in +the mind of the public. + +13. Remedies. In the event of a breach of this Agreement by Id Software, +Licensee's sole remedy shall be to terminate this Agreement by delivering +written notice of termination to Id Software. In the event of a breach +by Licensee of this Agreement, Id Software may pursue the remedies to +which Id Software is entitled under applicable law and this Agreement. +Licensee agrees that Licensee's unauthorized use of the Authorized +Copy would immediately and irreparably damage Id Software, and in the +event of such threatened or actual unauthorized use, Id Software shall +be entitled to an injunctive order appropriately restraining and/or +prohibiting such unauthorized use without the necessity of Id Software +posting bond or other security. Pursuit of any remedy by Id Software +shall not constitute a waiver of any other right or remedy of Id Software +under this Agreement or under applicable law. + +14. Choice of Law, Venue and Service of Process. This Agreement shall +be construed in accordance with the laws of the State of Texas and +applicable United States federal law and all claims and/or lawsuits +in connection with this Agreement must be brought in Dallas County, +Texas where exclusive venue shall lie. Licensee hereby agrees that +service of process by certified mail to the address set forth below, +with return receipt requested, shall constitute valid service of process +upon Licensee. If for any reason Licensee has moved or cannot be validly +served, then Licensee appoints the Secretary of State of the state of +Texas to accept service of process on Licensee's behalf. + +15. Delivery of Notices. Unless otherwise directed in writing by +the parties, all notices given hereunder shall be sent to the last +known address of addressee. All notices, requests, consents and other +communications under this Agreement shall be in writing and shall be +deemed to have been delivered on the date personally delivered or on the +date deposited in the United States Postal Service, postage prepaid, by +certified mail, return receipt requested, or telegraphed and confirmed, +or delivered by electronic facsimile and confirmed. Any notice to Id +Software shall also be sent to its counsel: D. Wade Cloud, Jr., Hiersche, +Martens, Hayward, Drakeley & Urbach, P.C., 15303 Dallas Parkway, Suite +700, LB 17, Dallas, Texas 75248. + +16. No Partnership, Etc. This Agreement does not constitute and shall +not be construed as constituting a partnership or joint venture between +Id Software and Licensee. Neither party shall have any right to obligate +or bind the other party in any manner whatsoever, and nothing herein +contained shall give, or is intended to give, any rights of any kind to +any third persons. + +17. Entire agreement. This Agreement constitutes the entire +understanding between Licensee and Id Software regarding the subject +matter hereof. Each and every clause of this Agreement is severable from +the whole and shall survive unless the entire Agreement is declared +unenforceable. No prior or present agreements or representations +between the parties hereto regarding the subject matter hereof shall be +binding upon the parties hereto unless incorporated in this Agreement. +No modification or change in this Agreement shall be valid or binding +upon the parties hereto unless in writing and executed by the parties +to be bound thereby. + +18. Assignment. This Agreement shall bind and inure to the benefit of +Id Software, its successors and assigns, and Id Software may assign its +rights hereunder, in Id Software's sole discretion. This Agreement +is personal to Licensee, and Licensee shall not assign, transfer, +convey nor franchise its rights granted hereunder. As provided above, +Licensee may sublicense Licensee's limited rights herein by transferring +the Authorized Copy by Authorized Means. As noted, each sublicensee +in possession of a copy of the Authorized Copy shall be subject to the +terms and conditions of this Agreement. + +19. Survival. The following provisions shall survive the expiration +or earlier termination of this Agreement: paragraphs 5., 8., 9., 10., +11., 12., 13., 14., 15., 16., 17., 19., 20.a. and 20.b. + +20. Miscellaneous. + + a. All captions in this Agreement are intended solely for the + convenience of the parties, and none shall effect the meaning or + construction of any provision. + + b. The terms and conditions of this Agreement have been negotiated + fully and freely among the parties. Accordingly, the preparation + of this Agreement by counsel for a given party will not be material + to the construction hereof, and the terms of this Agreement shall + not be strictly construed against such party. + +BY DOWNLOADING THE CODE, AS DEFINED ABOVE, YOU, THE LICENSEE, AGREE TO +ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. + + +February 12, 1998