LICENSE

Updated: November 16, 2022

NEURAL MAGIC DEEPSPARSE COMMUNITY LICENSE AGREEMENT

Please read this Neural Magic DeepSparse Community License Agreement (“Agreement”) 
carefully before using Software for the first time. By using the Software, you agree 
to these terms. If you do not agree to the terms of this Agreement, the Software may 
not be installed on your computer systems. 

DeepSparse (“Software”) consists of a current version of: (a) machine 
executable (object) code, (b) DeepSparse-branded components, and (c) any existing user guide and release notes. The 
Software is copyrighted by Neuralmagic, Inc. (“Neural Magic”), a Delaware corporation 
with offices at 55 Davis Square STE 3, Somerville, MA 02144 United States, and is licensed and not 
sold. Licensing questions about this Software should be directed to 
license@neuralmagic.com.

    1. 	License. Subject to the terms of this Agreement, Neural Magic grants you a 
    non-exclusive, non-transferable license to use the Software solely for evaluation 
    use in development and testing environments, and not for production use. You will 
    ensure that anyone who obtains and uses the Software does so only in compliance 
    with the terms of this Agreement. No right to sublicense is granted. All other 
    rights in and to the Software are hereby reserved. We may terminate your right to 
    use the Software at any time upon notice to you.

    2. 	Restrictions. As the source code of the Software is confidential, you may not 
    decompile, reverse engineer, disassemble, or otherwise attempt to derive the source 
    code of the Software for any purpose. Except as permitted by applicable law and this 
    Agreement, you may not sublicense the Software. You may not use or otherwise export 
    the Software except as authorized by United States law. You may also not modify, 
    translate, or create derivative works of the Software or) sell, lease, license, 
    sublicense, market or distribute the Software or use the Software for any timesharing, 
    service bureau, subscription, rental or similar uses without the express prior written 
    consent of Neural Magic in each instance or use the Software on behalf of any third party. 

    3. 	No Warranty. The Software is provided to you "AS IS" and without warranty. You are not 
    entitled to any hard copy documentation, maintenance, support or updates for the Software 
    unless you have entered into a separate commercial agreement under which support 
    obligations are specified.

    WE EXPRESSLY DISCLAIM ALL WARRANTIES RELATED TO THE SOFTWARE, EXPRESS OR IMPLIED, 
    INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR 
    A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL 
    MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR 
    ERROR-FREE, OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. WE DO NOT WARRANT OR MAKE 
    ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE OR RELATED
    DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. SOME 
    JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO PORTIONS OF THE ABOVE 
    EXCLUSION MAY NOT APPLY TO YOU.

    4. 	Limitation of Liability. In no event shall we be liable to you for any damages with 
    respect to your use of the Software. Further:

    UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL WE BE LIABLE FOR ANY INCIDENTAL, 
    SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS LICENSE, 
    INCLUDING, BUT NOT LIMITED TO, DAMAGES RESULTING FROM ANY LOSS OF DATA CAUSED BY THE 
    SOFTWARE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF INCIDENTAL OR CONSEQUENTIAL 
    DAMAGES SO THIS LIMITATION MAY NOT APPLY TO YOU.

    5. 	Controlling Law and Severability. This Agreement shall be governed by the laws of the
    United States and those of the Commonwealth of Massachusetts. If for any reason a court of 
    competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the 
    remainder of this Agreement shall continue in full force and effect. Any dispute regarding 
    this Agreement shall be resolved in either the state or federal courts in Massachusetts. 
 
    6. 	Complete Agreement. This Agreement constitutes the entire agreement between us with 
    respect to the version of the Software license hereunder. No amendment to or modification 
    of this Agreement will be binding unless in writing. 
 
Your rights under this Agreement will terminate automatically without notice if you fail to 
comply with any term(s) of this Agreement.


Neuralmagic, Inc.’s Legal Policies https://www.neuralmagic.com/legal