Peter Jansen | PhD Candidate | Cognitive Science Laboratory | About SayWhen

SayWhen

VERSION 0.9 BETA ACADEMIC LICENCE



IMPORTANT - PLEASE READ CAREFULLY: This software licence (“Licence”) is a legally binding agreement between you (“You”) and McMaster University (“McMaster”) for the SayWhen version 1.0 software.

IF YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENCE, CLICK THE DOWNLOAD LINK AT THE BOTTOM OF THIS AGREEMENT TO DOWNLOAD THE SOFTWARE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, YOU ARE NOT AUTHORIZED TO USE THE SOFTWARE AND MUST NOT INSTALL, COPY, OR USE THE SOFTWARE.

TERMS OF USE

1. PARTIES
This is an agreement between McMaster and You personally. By agreeing to the terms of this Licence, You indicate that You agree to be bound by the terms of this Licence and You represent and warrant that You have the legal authority to enter into this Licence.

2. PRODUCT
This Licence is for the SayWhen version 1.0 software, including any related documentation (together, the ”Software”).

3. OWNERSHIP OF SOFTWARE
You acknowledge that McMaster owns all right, title and interest in the copyright and all other intellectual property rights in the Software. McMaster does not grant You any ownership interest in the Software and only licenses You to use the Software in accordance with the terms of this Licence. No rights, title or interest in or to any official mark, trade-mark, service mark, logo or trade name of McMaster is granted to You under this Licence.

4. AUTHORIZED USES
Provided You comply with all the terms and conditions of this Licence, McMaster grants You a permanent, non-exclusive, non-transferable, license for use of the Software in executable code for academic or research purposes. You may make one copy of the Software for backup purposes, provided You reproduce all copyright and other proprietary notices contained on or in the original copy of the Software and attach a copy of this Licence to the backup copy.

5. AUTHORIZED USERS
McMaster licenses the Software for use only by You and any faculty, students, employees and agents over whom You have direct control and who agree to be abide by the terms of this Licence (‘Authorized Users’). You are responsible for ensuring that the Authorized Users comply with the terms of this Licence and are directly liable for any infringement of the terms of this Licence by any Authorized User.

6. PROHIBITED USES
You must not:
1. sell, sublicense, rent, loan or otherwise distribute copies of the Software;
2. include the Software as a component of a commercial product (any such use requires McMaster’s prior written consent) or use it for any other commercial purposes;
3. publicly perform or display the Software, including making the Software available for download to anyone else on any computer system or network;
4. reverse engineer, translate, disassemble, decompile or otherwise modify the Software; or
5. remove or obscure any copyright, trade-mark or other proprietary notices from the Software.


7. DELIVERY OF SOFTWARE
McMaster will provide You with the Software via web delivery after You have executed this Agreement.

8. DISCLAIMER OF WARRANTIES
The Software has been developed as part of research conducted at McMaster and is experimental in nature. MCMASTER IS PROVIDING YOU WITH THE SOFTWARE “AS IS” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED.

MCMASTER EXPRESSLY DISCLAIMS AND EXCLUDES ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES THAT THE SOFTWARE IS MERCHANTABLE, ACCURATE OR FIT FOR A PARTICULAR PURPOSE. MCMASTER DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT USE OF THE SOFTWARE WILL PRODUCE A DESIRED RESULT, OR THAT THE SOFTWARE WILL OPERATE UNINTERRUPTED, OR ERROR FREE, OR THAT ANY DEFECTS IN THE SOFTWARE WILL BE CORRECTED. MCMASTER DOES NOT WARRANT THAT THE USE OF THE SOFTWARE WILL NOT INFRINGE ANY PATENT, COPYRIGHT, TRADE-MARK OR OTHER RIGHTS.

9. ASSUMPTION OF RISK
YOU ASSUME ALL RISK AND RESPONSIBILITY FOR THE SELECTION, INSTALLATION, USE, QUALITY, PERFORMANCE, AND RESULTS OBTAINED FROM THE SOFTWARE.

10. LIMITATION OF LIABILITY
IN NO EVENT WILL MCMASTER BE LIABLE TO YOU, OR ANY OTHER PERSON OR ENTITY, FOR ANY DAMAGES OF ANY KIND, INCLUDING LOST PROFITS, DATA, BUSINESS INTERRUPTION OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, IN ANY WAY ARISING OUT OF OR IN CONNECTION WITH THE SOFTWARE, ITS USE OR PERFORMANCE, OR THIS LICENCE, EVEN IF MCMASTER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11. INDEMNITY
IN CONSIDERATION FOR THE BENEFITS OBTAINED UNDER THIS LICENCE, YOU WILL INDEMNIFY AND HOLD HARMLESS MCMASTER AGAINST ANY CLAIMS, LIABILITY, LOSS, DAMAGE, COSTS OR EXPENSES, INCLUDING REASONABLE LEGAL COSTS, RESULTING FROM YOUR POSSESSION AND OR USE OF THE SOFTWARE.

12. THIRD PARTY RIGHTS
THE SOFTWARE MAY BE DEPENDENT ON PROGRAMS, OPERATING SYSTEMS OR OTHER INTELLECTUAL PROPERTY OF THIRD PARTIES WHICH MAY REQUIRE THIRD PARTY LICENCES. COMPLIANCE TO TERMS AND PAYMENT OF FEES ASSOCIATED WITH THESE THIRD PARTY LICENCES ARE THE SOLE RESPONSIBILITY OF YOU AND ARE NOT INCLUDED IN THIS LICENCE.

13. SUPPORT
McMaster will not provide any support in relation to Your use of the Software.

14. ACKNOWLEDGMENT OF MCMASTER
If You use or reference the Software in any publication (including scientific publications, electronic documents and websites) or derivative work You must include appropriate acknowledgment of McMaster and must acknowledge the authors of the Software by including the following acknowledgment: Jansen, P. A., & Watter, S. (2008). SayWhen: An automated method for high-accuracy speech onset detection. Behavior Research Methods, 40, 744-751.

15. AUDIT
During the term of this Licence, and for a term of one year after termination, McMaster may, upon reasonable notice, enter Your premises to perform reasonable audit and inspection procedures to confirm that You are complying with the terms and conditions of this Licence. You must cooperate in any such inquiry.

16. TERM AND TERMINATION
This Licence commences on the date is electronically or physically delivered to You and continues in effect unless it is terminated earlier by McMaster. It may be terminated by McMaster immediately without notice if You fail to comply with any of the terms and conditions of this Licence. Upon termination of this Licence, Your rights to use the Software terminate and You must immediately stop using the Software, uninstall and return to McMaster all copies of the Software and any user documentation in Your possession or control.

17. US GOVERNMENT END USERS
The Software may qualify as "commercial items," as that term is defined in the U.S. Federal Acquisition Regulation ("FAR") (48 C.F.R.) 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in FAR 12.212. Consistent with FAR 12.212 and DoD FAR Supp. 227.7202-1 through 227.7202-4, and notwithstanding any other FAR or other contractual clause to the contrary in any agreement into which this Licence may be incorporated, all Government end users will acquire the Software with only those rights provided for under this Licence. Use of the Software constitutes agreement by the Government that the Software is "commercial computer software" and "commercial computer software documentation," and constitutes acceptance of the rights and restrictions in this Licence.

18. REPRESENTATION OF AUTHORITY
You represent and warrant that you possess the legal authority to enter into this Licence and that You will be financially responsible for Your use of the Software. You agree to be responsible for all fees, costs, charges and taxes arising out of Your use of the Software. You are responsible for supplying any hardware or software necessary to use the Software.

19. NO ASSIGNMENT
You must not assign, sublicense or otherwise transfer this Licence or any rights granted by this Licence without the prior written consent of McMaster and any attempt to do so without the consent of McMaster will be void.

20. FORCE MAJEURE
Neither party to this Licence will be liable for delay or failure to perform their respective obligations this Licence if such delay or failure arises from any cause beyond the reasonable control of the party (‘Force Majeure’) provided such party gives the other party written notice of the Force Majeure. Force Majeure includes, without limitation: labour disputes, strikes, other labour or industrial disturbances and any act of God, fire, natural disaster, power failures, accidents, act of government, shortages of materials or supplies and failure of contractors to perform. If a party is temporarily excused from performing its obligations under this Licence because of Force Majeure, it must promptly resume performance when such Force Majeure is cured or removed.

21. COMPLETE AGREEMENT
This Licence contains the entire agreement between You and McMaster relating to the Software, and supersedes any prior understandings, arrangements, commitments, communications or agreements, oral or written, between You and McMaster with respect to the Software. No amendments or modifications to this Licence are effective unless in writing and signed by both parties. You should print out or download a copy of this Licence and retain it for Your records.

22. SEVERABILITY
If any provision of this Licence becomes void, invalid, illegal or unenforceable, the remaining provisions will not be affected and will continue in effect as though the unenforceable provision(s) were deleted.

23. WAIVER
If either party omits or delays to require the other party to punctually fulfill any of its obligations under this Licence, this omission or delay will not operate as a waiver by that party of its rights under this Agreement.

24. SURVIVAL
Clauses 3 (Ownership), 8 (Disclaimer of Warranties), 9 (Assumption of Risk), 10 (Limitation of Liability), 11 (Indemnity), 14 (Acknowledgment of McMaster), and 17 – 25 (General provisions) survive termination of this Licence.

25. GOVERNING LAW
This Agreement will be interpreted in accordance with the laws of the Province of Ontario, Canada. Any suit, action, or proceeding arising out of or relating to this Licence must be brought in Toronto, Ontario and You submit to the exclusive jurisdiction of the Courts of Toronto, Ontario. Use of this Software is prohibited in any jurisdiction which does not give effect to the terms of this Licence.


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