[Notice: Please note that this License is intended solely for the
purpose of governing the use, reproduction, Distribution,
modification or creation of derivative works from Licensed
Materials (as defined herein), and should not be used for any
other purposes. Licensees that intend to provide Derivative
Materials for use by third parties (such as end users) should
ensure that they put in place a set of suitable terms and
conditions to govern their relationship with such third parties
and the use of such Derivative Materials by such third parties.]
By using, reproducing, Distributing, modifying and creating
derivative works of the Licensed Materials (as defined below), You
acknowledge and agree that You have read, understood, and agree to
be bound by the terms and conditions of this License. If You do
not agree to any terms and/or conditions of this License, then no
rights are granted to You under this License and You shall have no
right to use, reproduce, Distribute, modify or create derivate
works from the Licensed Materials.By using, reproducing,
Distributing, modifying and creating derivative works of the
Licensed Materials (as defined below), You acknowledge and agree
that You have read, understood, and agree to be bound by the terms
and conditions of this License. If You do not agree to any terms
and/or conditions of this License, then no rights are granted to
You under this License and You shall have no right to use,
reproduce, Distribute, modify or create derivate works from the
Licensed Materials.
1. DEFINITIONS
1.1 In this License, the following terms shall have the
meanings set forth:
-
“Intellectual Property Rights” means all inventions,
innovations, improvements, developments, methods, patents,
rights to inventions, copyright and related rights, moral
rights, trademarks and service marks, trade names and domain
names, rights in industrial designs, drawings and plans,
rights in computer software or source code, database rights,
rights in confidential information (including know-how and
trade secrets) and any other intellectual property rights,
in each case whether registrable, registered or unregistered
and including all applications (or rights to apply) for, and
renewals or extensions of, such rights and all similar or
equivalent rights or forms of protection which subsist or
will subsist now or in the future in any part of the world.
-
“Complementary Materials” means the source code and scripts
used to define, run, load, benchmark and/or evaluate the
Model, and prepare data for the purpose of training,
pretraining, fine-tuning and/or evaluation of the Model, and
any tutorials, operating manuals, user guides and/or
documentation that guide users in using, operating,
implementing and/or customising the Model.
-
"Derivative Materials" means all improvements, modifications
or derivative works to the Licensed Material or any part
thereof, which are created or developed by You (either by
Yourself or jointly with other third parties), including any
new model developed by transferring patterns of weights,
parameters, activations and/or Output from the Model, such
as through distillation methods or synthetic data generation
techniques.
-
“Distribution” (or “Distribute”) means any transmission,
publication, public performance, communication, sharing and
other methods of distribution of the Licensed Materials,
Derivative Materials and/or Output (as applicable),
including provision of the Licensed Materials or any part
thereof as a hosted service, which can be accessible through
electronic or other remote means, including but not limited
to API-based access or web access.
-
“License” means the terms and conditions for use,
reproduction and distribution as set out in [Sections 1 to 8
and the annexes] of this License.
-
“Licensed Materials” means, collectively, the Model and/or
Complementary Materials Distributed made available by the
Licensor under this License. For avoidance of doubt, the
Licensed Materials do not include any data used for the
purpose of training, pretraining and/or evaluating the
Model.
-
“Model” means the machine-learning constructs and/or
assemblies licensed by the Licensor under this License,
including any checkpoints, learned weights, parameters
(including optimizer states) and the model architecture (if
applicable).
-
“Licensor” means the rights owner or entity authorised by
the rights owner that is granting the License.
-
“Output” means any informational content (including any
image, text, text effect, audio file and/or video file)
generated through operation of the Model and/or any new
model developed by transferring patterns of weights,
parameters, activations and/or Output from the Model.
-
“Open-Source Software” means any computer program owned by a
third party and distributed under a license approved by the
Open-Source Initiative.
-
"You" (or "Your") means you, or any other person or entity
(if you are entering into this license on behalf of such
person or entity and provided you have the legal authority
to bind such person or entity).
2. LICENSE RIGHTS
2.1 Grant of Rights to Licensed Materials
(a) Subject to
the terms and conditions of this License, the Licensor hereby
grants to You a non-exclusive, non-transferable,
sublicensable, irrevocable, royalty-free, worldwide right and
license (including the relevant copyrights and patent rights)
to:
(i) use, reproduce and Distribute the Licensed Materials; and
(ii) use the Licensed Materials to create Derivative
Materials.
2.2 Grant of Rights to Derivative Materials
(a) Subject to Your compliance with all Your obligations under
this License and without prejudice to any other terms under
this License, all rights (including Intellectual Property
Rights) in any Derivative Materials shall automatically vest
in and be owned by You.
2.3 Restrictive Covenants
(a) You shall use, reproduce, Distribute, modify and
create derivative works of the Licensed Materials, Derivative
Materials (where authorised under this License) and/or Output
(where authorised under this License) in compliance with:
(i) all applicable laws.
(b) If You Distribute any of the Licensed Materials and/or
Derivative Materials (where authorised to under this License)
to a third party, You shall:
(i) provide a copy of this License to such third party;
2.4 Output
(a) You acknowledge and agree that You shall be solely
responsible for reviewing the Output before using or relying
on it, and for any breaches or violations of laws arising from
Your use of the Output.
(b) You may Distribute the
Output to third parties provided that You indicate as part of
the Distribution that any Output generated through the use of
the Licensed Materials and/or Derivative Materials may contain
AI-generated content. For the avoidance of doubt, the
foregoing shall not constitute or be construed as any
statement, representation or warranty by the Licensor that
there are or will be rights (including Intellectual Property
Rights) capable of subsisting in and to any Output.
2.5 Reservation of Rights
(a) Nothing in this License shall be construed to be an
assignment or transfer of the Intellectual Property Rights in
the Licensed Materials to You. Other than the limited license
and use rights to the Licensed Materials provided under this
License, no other right or license is granted by the Licensor
to You, either express or implied, with respect to any other
trademark, trade name, service mark, databases, database
rights or other Intellectual Property Rights owned, possessed
or licensed by or to the Licensor.
(b) Without prejudice
to the generality of the foregoing, You shall not refer to the
Licensor or use the Licensor’s trademarks, trade names, and
service marks, for any publicity, advertising or marketing
purposes, without the Licensor’s prior written consent.
3. DISCLAIMER.
3.1 To the maximum extent permissible under applicable law,
except as expressly and specifically provided in this License,
the Licensed Materials are provided on an “as is” and “as
available” basis without any representation, warranty,
condition, or term of any kind (whether express, implied,
statutory or otherwise), which are expressly disclaimed by the
Licensor.
3.2 Without prejudice to the generality of the foregoing, the
Licensor expressly disclaims all representations, warranties
and undertakings of any kind in relation to the Licensed
Materials, Derivative Materials and/or Output, including
without limitation to their merchantability, satisfactory
quality, fitness for a particular purpose, title,
non-infringement of third-party rights (including Intellectual
Property Rights), accuracy, correctness, absence of error,
reliability, timeliness, non-infringement of or compliance
with any laws, regulations and/or third-party rights.
3.3 You are solely responsible for determining the
appropriateness of using, reproducing, Distributing, modifying
and creating derivative works of the Licensed Materials and
assume any risks associated with use of the Licensed
Materials, Derivative Materials and/or Output.
4. LIMITATION OF LIABILITY
4.1 To the maximum extent permissible under applicable law, in
no event shall the Licensor be liable to You or any other
persons for:
(a) any lost profits, revenue or
anticipated savings;
(b) any loss of goodwill or damage
to reputation;
(c) any loss or corruption of data
(including costs to recover the data); or
(d) any
incidental, indirect, special, exemplary, punitive, multiple
or consequential damages,
in any way arising out of or in connection with the Licensed
Materials, Derivative Materials and/or Output (including Your
use, reproduction, Distribution, modification or creation of
derivate works from the Licensed Materials and/or Derivate
Materials), whether on an action or claim in contract, tort
(including negligence), breach of statutory duty or otherwise,
even if the Licensor had been informed or advised of the
possibility thereof.
5. TERM AND TERMINATION
5.1 The term of this License will commence upon Your use,
reproduction, Distribution, modification and creation of
derivative works of the Licensed Materials and will continue
in full force and effect until terminated in accordance with
the terms and conditions under this License.,
5.2 The Licensor may terminate this License if: ,
(a) You
are in breach of any term and/or condition of this License;
and/or ,
(b) You commence any legal action against the
Licensor alleging that the Licensed Materials and/or
Derivative Materials infringe any Intellectual Property Rights
in the world.,
5.3 Upon termination of this License, You shall delete and
cease use of the Licensed Materials and Derivative Materials
(where applicable). Sections 3, 4 and 7 shall survive the
termination of this License.
6. THIRD-PARTY MATERIALS
6.1 You acknowledge and agree that the Licensed Materials may
use or embody rights (including Intellectual Property Rights)
of third parties (“Third-Party Materials”), including
Open-Source Software and other free-content works.
6.2 Without prejudice to the foregoing, You acknowledge
and agree that:
(a) the Licensor shall not have any
obligation to review any Third-Party Materials, and shall not
be responsible for such Third-Party Materials, including their
accuracy, completeness, timeliness, currency, validity,
copyright compliance, legality, decency quality or any other
aspect thereof;
(b) the Licensor is not a party to any
arrangement, transaction or contractual relationship between
You and any third party in respect of the Third-Party
Materials; and
(c) the Licensor makes no representations
or warranties whatsoever, and shall not be liable for any
damage, liabilities, losses (including any loss of data or
profits), or any other consequences that You may incur arising
out of or in relation to Your use of Third-Party Materials.
7. GOVERNING LAW AND DISPUTE RESOLUTION
7.1 Any legal action or proceeding arising out of or in
connection with this License may be initiated only in the
courts of the jurisdiction where the Licensor resides or
conducts its primary business, and this License will be
governed by the laws of that jurisdiction, excluding its
conflict-of-law rules.
8. MODIFICATION OF THIS LICENSE
8.1 This License is Copyright © 2024 National University of
Singapore. Permission is granted to copy, distribute, or
communicate this License without modification. Nothing in this
License permits You to modify this License as applied to the
Licensed Materials or to Derivative Materials. However, You
may modify the text of this License and copy, distribute or
communicate Your modified version and apply it to other
original works of authorship, provided that You furnish a
readable notice describing Your modifications to this license.