1EdTech Consortium, Inc. - SPECIFICATION DOCUMENT LICENSE
By using this document, or the 1EdTech document from which this statement is linked, you (the licensee) agree that you have read, understood, and will comply with the following terms and conditions:
This SPECIFICATION LICENSE AGREEMENT FOR THE 1EdTech Consortium, Inc. (“AGREEMENT”) is entered into by the 1EdTech Consortium, Inc. (“1EdTech”) and the Licensee.
RECITALS
a. 1EdTech is a nonprofit membership organization with global scope that develops standards, promotes innovation, and researches best practices for learning products and services in cooperation with its member organizations.
b. 1EdTech work products are developed in 1EdTech chartered work groups consisting of member representatives and invited experts under the auspices of an Intellectual Property Rights (IPR) Policy by which work group participants are asked to disclose any claims made on the 1EdTech work product.
c. 1EdTech specifications are published solely for the purpose of enabling interoperability among learning products and services used by the education and training communities served by 1EdTech members and are made available under license to Users solely to further that purpose.
d. 1EdTech is the sole arbitrator of compliance to the Specification(s) and the sole grantor of 1EdTech compliant designations of any kind. 1EdTech is the sole maintainer and evolver of the Specification(s).
e. Users of the Specification(s) are encouraged to engage directly with 1EdTech as 1EdTech members, including conformance certification of all applications of specifications, in order to enhance the level of interoperability in the education and training industries worldwide. Users may also provide feedback without being an 1EdTech member via the 1EdTech support site
LICENSE AGREEMENT
You, (the Licensee) and your organization (the Licensee organization) are legally bound by this agreement with respect to your usage of the 1EdTech Specification(s) designated in Section 5.
1. Definitions
In addition to the terms defined elsewhere in this Agreement, the following terms, when used herein, shall have the following meanings:
a. "Contributing Member" means any entity that has entered into and has in effect the standard agreement setting forth a Contributing Member’s rights and obligations in connection with 1EdTech.
b. "Affiliate Member" means the service provided by 1EdTech to subscriber organizations to support development of products and services based on the 1EdTech Specification(s).
c. "Development Partner(s)” are any and all organizations that work with the Licensee to develop interoperable or compatible products or services based on the Specification(s).
d. “1EdTech” means the 1EdTech Consortium, Inc., a Delaware corporation with a place of business at 801 International Parkway, 5th Floor, PMB #112, Lake Mary, FL 32746, USA.
e. "IPR" are intellectual property rights, including without limitation, copyrights, trade secrets, trademarks and patent claims.
f. "IPR Policy" means the specific policy agreed to by 1EdTech Contributing Members as described on the web page: IPR Policy
g. “Licensee” is the person or persons using the 1EdTech specification.
h. "Licensee organization" is the organization that the licensee represents at the time of registration.
i. "Materials" are any work product of the 1EdTech consortium.
j. "Related Party" is any entity that is directly or indirectly controlled by the Licensee. For this purpose, “control” means beneficial ownership or the right to exercise more than 50% of the voting power for the entity.
k. "Required Elements” are the elements of the Specification(s) identified as being Mandatory or Alternative (“Alternative” means that the Implementer is required to select one or more alternatives when implementing the Specification(s)).
m. "Specification(s)" means the specific specification or specifications from which this statement is linked.
2. Ownership and Attribution
a. Ownership Of Copyrights.
1EdTech owns the copyright on all 1EdTech produced Materials except as may be noted in the body of such Materials.
b. Intellectual Property Rights Claims.
1EdTech produced Materials are notated with potential IPR claims according to the 1EdTech IPR Policy. Users of the 1EdTech Specification(s) are advised to read the notations carefully. 1EdTech takes no position with respect to any IPR rights claimed. 1EdTech invites any interested party to bring to its attention any copyrights, patents or patent applications, or other proprietary rights, which may cover technology that may be required to implement the Specification(s).
c. Attribution.
Any use of the Specifications(s) or other Materials provided by 1EdTech must be accompanied by the copyright legends provided with full attribution given to 1EdTech.
3. Grant of License to Develop Products Based on the Specification(s)
1EdTech hereby grants the Licensee Organization, its Related Parties a worldwide, perpetual, royalty-free, nontransferable, nonexclusive, nonsublicenseable license to download and utilize the Specification(s) for the purpose of developing, making, having made, using, marketing, importing, offering to sell or license, and selling or licensing, and to otherwise distribute, products that implement this Specification(s), in all cases subject to the conditions set forth in this Agreement and IPR notices contained within the Specification(s).
Licensee agrees to publicly and visibly acknowledge and attribute to 1EdTech the Specification(s) upon which products are based to any and all Development Partner(s). Development Partner(s) or other parties desiring to distribute or make original use of the Specification(s) are encouraged to become a member of the 1EdTech member community so that 1EdTech can provide updates on the evolution of the specification and provide information on conformance certification.
4. Other Uses
No right to create modifications or derivatives of 1EdTech documents is granted pursuant to this license. However, if additional requirements (documented in the HYPERLINK "https://www.1edtech.org/policy/how-to-use-1edtech-documents"How to Use 1EdTech Documents) are satisfied, the right to create modifications or derivatives is sometimes granted by the 1EdTech to individuals or organizations complying with those requirements.
5. Specifications
This license pertains to the specification from which this statement is linked.
6. No Warranties
THE SPECIFICATION(S) IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS AND NONINFRINGEMENT OF THIRD PARTY RIGHTS. IN NO EVENT SHALL 1EDTECH CONSORTIUM, INC., ITS MEMBERS OR ITS CONTRIBUTORS BE LIABLE FOR ANY CLAIM, OR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SPECIFICATION.
7. Third Party Rights
WITHOUT LIMITING THE GENERALITY OF SECTION $, 1EDTECH ASSUMES NO RESPONSIBILITY TO COMPILE, CONFIRM, UPDATE OR MAKE PUBLIC ANY THIRD PARTY ASSERTIONS OF PATENT OR OTHER INTELLECTUAL PROPERTY RIGHTS THAT MIGHT BE INFRINGED BY AN IMPLEMENTATION OF THE SPECIFICATION. IF ANY SUCH RIGHTS ARE DESCRIBED ON THE SPECIFICATION, 1EDTECH TAKES NO POSITION AS TO THE VALIDITY OR INVALIDITY OF SUCH ASSERTIONS, OR THAT ALL SUCH ASSERTIONS THAT HAVE OR MAY BE MADE ARE SO LISTED.
8. Termination of License
a. Breach. In the event of a breach of this Agreement by Licensee or any of its Related Parties, 1EdTech shall give Licensee written notice and an opportunity to cure. If the breach is not cured within thirty (30) days after written notice, or if the breach is of a nature that cannot be cured, then 1EdTech may immediately or thereafter terminate the licenses granted in this Agreement; provided, however, that Licensee and its Related Parties shall be permitted to continue to use products created or obtained prior to such termination.
b. Notice. Licensee may immediately terminate the licenses granted in this Agreement upon written notice to 1EdTech.
9. Export Regulations
The technical data and technology inherent in the Specification may be subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. Licensee agrees to comply strictly with all such regulations and acknowledges that it has the responsibility to obtain licenses to export, re-export, or import the Specification and Compliant Products.
10. Restricted Rights
Use, duplication or disclosure of the Specification by the United States government is subject to the restrictions as set forth in the Rights in Technical Data and Computer Software Clauses in DFARS 252.227-7013© (1) (ii) and FAR 52.227-19(a) through (d) as applicable.
11. Miscellaneous
a. Notices. All notices required under this Agreement shall be in writing, and shall be deemed effective five days from deposit in the mails. Notices and correspondence to 1EdTech must be sent to the address shown above
b. Governing Law. This Agreement shall be construed and interpreted under the internal laws of the United States and the Commonwealth of Massachusetts, without giving effect to its principles of conflict of law.
c. Entire Agreement. This Agreement constitutes the entire agreement and understanding between 1EdTech and Licensee regarding the subject matter contained herein. No modification or waiver of this Agreement shall be binding unless it is in writing and signed by both parties. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal or unenforceable, such provision shall be omitted and the remaining terms shall remain in full force and effect. This Agreement supersedes any and all prior agreements between 1EdTech and Licensee regarding Licensee's right to use Specification(s).