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LICENSE.txt

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+NEW YORK GENOME CENTER
+SOFTWARE LICENSE AGREEMENT
+SINGLE USER LICENSE FOR NOT-FOR-PROFIT ENTITIES 
+FOR ACADEMIC AND NON-COMMERCIAL RESEARCH PURPOSES ONLY 
+
+This Agreement is made between the New York Genome Center, Inc. with a principal
+address at 101 Avenue of the Americas, New York, NY 10013 (“NYGC”) and the user
+of tiger (“LICENSEE”) and is effective at the date the downloading of tiger
+(the “PROGRAM”) is completed. Downloading this software constitutes acceptance
+of these conditions.
+
+[NOTE:  If the any entity (1) is a for-profit entity and/or (ii) wishes to use
+the PROGRAM, in whole or in part, commercially, including but not limited to
+incorporating the PROGRAM, in whole or in part, into any product or service to
+be sold or licensed to a third party or from which such entity may receive any
+revenue or other form of consideration, such entity may not use the PROGRAM
+without contacting NYGC to negotiate an appropriate license for the use of the
+PROGRAM.]
+
+WHEREAS, LICENSEE desires to license the PROGRAM, as defined hereinafter, and
+NYGC wishes to have this PROGRAM utilized in the public interest, subject only
+to the royalty-free, nonexclusive, nontransferable license rights of the United
+States Government pursuant to 48 CFR 52.227-14; and
+
+WHEREAS, LICENSEE desires to license the PROGRAM and NYGC desires to grant a
+license on the following terms and conditions.
+
+NOW, THEREFORE, in consideration of the promises and covenants made herein, the
+parties hereto agree as follows:
+
+
+
+1. DEFINITIONS
+
+1.1 “BUG FIX(ES)” shall mean LICENSEE-created code that repairs a NYGC
+identified function of the PROGRAM.
+
+1.2 “PROGRAM” shall mean copyright in the object code and source code known as
+tiger and related documentation, if any, as they exist on the EFFECTIVE DATE
+and can be downloaded from https://github.com/daklab/tiger on the EFFECTIVE
+DATE.
+
+
+
+2. LICENSE
+
+2.1 Grant. Subject to the terms of this Agreement, NYGC hereby grants to
+LICENSEE, solely for a single user and solely for academic and noncommercial
+research purposes, a non-exclusive, non-transferable license to: (a) download,
+execute and display the PROGRAM, and (b) create BUG FIXES and modify the
+PROGRAM as necessary.
+
+2.2 No Sublicensing or Additional Rights. In no event shall LICENSEE sublicense
+or distribute the PROGRAM, in whole or in part, without prior written permission
+from NYGC. LICENSEE agrees not to put the PROGRAM, in whole or in part, on a
+network, server, or other similar technology that may be accessed by any
+individual other than the LICENSEE.
+
+2.3 License Limitations. Nothing in this Agreement shall be construed to
+confer any rights upon LICENSEE by implication, estoppel, or otherwise to any
+computer software, trademark, intellectual property, or patent rights of NYGC,
+or of any other entity, except as expressly granted herein. LICENSEE agrees
+that the PROGRAM, in whole or in part, shall not be used for any commercial
+purpose, including without limitation, as the basis of a commercial software or
+hardware product. LICENSEE further agrees that the PROGRAM shall not be
+rewritten in another computer language or otherwise adapted to circumvent the
+need for obtaining a license for use of the PROGRAM. LICENSEE further agrees not
+to reverse engineer or disassemble the PROGRAM code.
+
+
+
+3. CONSIDERATION
+
+In consideration of the licenses granted herein, LICENSEE agrees to provide a
+written evaluation of any problems, areas for further improvement in the
+PROGRAM, and accurate registration information. LICENSEE hereby automatically
+grants to NYGC a non-exclusive, royalty-free, irrevocable worldwide license to
+any LICENSEE BUG FIXES or modifications to the PROGRAM with unlimited,
+royalty-free rights to sublicense and/or distribute. Such modifications and BUG
+FIXES shall be provided to NYGC promptly upon their creation. LICENSEE further
+agrees to cite its use of the PROGRAM in any publication as follows:
+
+Andrew Stirn, tiger. New York Genome Center
+(https://github.com/daklab/tiger)
+
+
+
+4. OWNERSHIP OF INTELLECTUAL PROPERTY
+
+LICENSEE acknowledges that title to the PROGRAM shall remain with NYGC.
+
+The PROGRAM is marked with the following NYGC copyright notice and notice of
+attribution to contributors. LICENSEE shall retain such notice on all copies,
+and on modifications and BUG FIXES where applicable. LICENSEE shall be entitled
+to establish all proprietary rights for itself in the modifications or BUG FIXES
+created pursuant to Section 2.1, whether in the nature of trade secrets or
+copyrights, provided that all such rights are subject to NYGC copyright and that
+any copyright registration by LICENSEE gives full attribution to NYGC copyright.
+
+LICENSEE agrees to include appropriate attribution if any results obtained from
+use of the PROGRAM are included in any publication.
+
+Copyright 2023 New York Genome Center
+Notice of attribution: The tiger program was made available through the
+generosity of the New York Genome Center
+
+LICENSEE shall not use any trademark or trade name of NYGC, or any variation,
+adaptation, or abbreviation, of such marks or trade names, or any names of
+officers, faculty, students, employees, or agents of NYGC except as stated
+above for attribution purposes, or as agreed to in writing by NYGC.
+
+
+
+5. INDEMNIFICATION
+
+LICENSEE shall indemnify, defend, and hold harmless NYGC, and their respective
+officers, directors, faculty, students, employees, associated investigators and
+agents, and their respective successors, heirs and assigns, (“Indemnitees”),
+against any liability, damage, loss, or expense (including reasonable attorneys
+fees and expenses) incurred by or imposed upon any of the Indemnitees in
+connection with any claims, suits, actions, demands or judgments arising out of
+any theory of liability (including, without limitation, actions in the form of
+tort, warranty, or strict liability and regardless of whether such action has
+any factual basis) pursuant to any right or license granted under this
+Agreement.
+
+
+
+6. NO REPRESENTATIONS OR WARRANTIES
+
+THE PROGRAM IS DELIVERED “AS IS.” NYGC MAKES NO REPRESENTATIONS OR WARRANTIES OF
+ANY KIND CONCERNING THE PROGRAM OR THE COPYRIGHT, EXPRESS OR IMPLIED, INCLUDING,
+WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
+PURPOSE, NONINFRINGEMENT, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR
+NOT DISCOVERABLE. NYGC EXTENDS NO WARRANTIES OF ANY KIND AS TO PROGRAM
+CONFORMITY WITH WHATEVER USER MANUALS OR OTHER LITERATURE MAY BE ISSUED FROM
+TIME TO TIME.
+
+IN NO EVENT SHALL NYGC OR ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES,
+AFFILIATED INVESTIGATORS AND AFFILIATES BE LIABLE FOR INCIDENTAL OR
+CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ECONOMIC
+DAMAGES OR INJURY TO PROPERTY AND LOST PROFITS, REGARDLESS OF WHETHER NYGC SHALL
+BE ADVISED, SHALL HAVE OTHER REASON TO KNOW, OR IN FACT SHALL KNOW OF THE
+POSSIBILITY OF THE FOREGOING.
+
+
+
+7. ASSIGNMENT
+
+This Agreement is personal to LICENSEE and any rights or obligations assigned by
+LICENSEE without the prior written consent of NYGC shall be null and void.
+
+
+
+8. MISCELLANEOUS
+
+8.1 Export Control. LICENSEE gives assurance that it will comply with all United
+States export control laws and regulations controlling the export of the
+PROGRAM, including, without limitation, all Export Administration Regulations of
+the United States Department of Commerce. Among other things, these laws and
+regulations prohibit, or require a license for, the export of certain types of
+software to specified countries.
+
+8.2 Termination. LICENSOR shall have the right to terminate this Agreement for
+any reason upon prior written notice to LICENSEE. Upon termination, LICENSEE
+shall provide NYGC with written assurance that the original and all copies of
+the PROGRAM have been destroyed, except that, upon prior written authorization
+from NYGC, LICENSEE may retain a copy for archive purposes.
+
+8.3 Survival. The following provisions shall survive the expiration or
+termination of this Agreement: Articles 1, 4, 5, 6 and Sections 2.2, 2.3, 8.3,
+and 8.4.
+
+8.4 Notice. Any notices under this Agreement shall be in writing, shall
+specifically refer to this Agreement, and shall be sent by hand, recognized
+national overnight courier or registered or certified mail, postage prepaid,
+return receipt requested. All notices under this Agreement shall be deemed
+effective upon receipt.
+
+8.5 Amendment and Waiver; Entire Agreement. This Agreement may be amended,
+supplemented, or otherwise modified only by means of a written instrument signed
+by all parties. Any waiver of any rights or failure to act in a specific
+instance shall relate only to such instance and shall not be construed as an
+agreement to waive any rights or fail to act in any other instance, whether or
+not similar. This Agreement constitutes the entire agreement among the parties
+with respect to its subject matter and supersedes prior agreements or
+understandings between the parties relating to its subject matter.
+
+8.6 Binding Effect; Headings. This Agreement shall be binding upon and inure to
+the benefit of the parties and their respective permitted successors and
+assigns. All headings are for convenience only and shall not affect the meaning
+of any provision of this Agreement.
+
+8.7 Governing Law. This Agreement shall be construed, governed, interpreted and
+applied in accordance with the internal laws of the state of New York, U.S.A.,
+without regard to conflict of laws principles.