| Intel Research Use License Agreement | |
| By using or distributing any portion or element of the Material, You agree to be | |
| bound by this Agreement. | |
| 1.Definitions. | |
| “Agreement” means the terms and conditions for use, reproduction and | |
| distribution of the Material set forth herein. “Material” means model weights or | |
| other software Intel makes available to you under this Agreement. “You” or | |
| “Your” means you, or your employer or any other person or entity (if you are | |
| entering into this Agreement on such person or entity’s behalf), of the age | |
| required under applicable laws, rules or regulations to provide legal consent | |
| and that has legal authority to bind your employer or such other person or | |
| entity if you are entering in this Agreement on their behalf. | |
| 2. License. | |
| Intel grants to You, a limited, non-transferable, non-sublicensable, | |
| non-exclusive, worldwide, royalty-free, license under Intel’s copyrights in the | |
| Material, to use, reproduce, display, and distribute the Material solely for | |
| research purposes. | |
| 2.1 Restrictions. | |
| Except as authorized above, You will not: (a) use Material in any other way; (b) | |
| reverse engineer, decompile, or disassemble the Material, or (c) use Material to | |
| violate or aid in the violation of any international human right. | |
| 2.2 No Implied License. | |
| Except for the express license in Section 2, Intel does not grant You any | |
| express or implied license under any legal theory. Any other licenses from Intel | |
| require additional consideration. Nothing in this Agreement requires Intel to | |
| grant any additional license. | |
| 3. Third party programs. | |
| Your use of certain third-party software with or within the Material is subject | |
| to your compliance with licensing you obtain directly from that third-party. A | |
| listing of any such third-party software may accompany the Material. | |
| 4. No Warranty. | |
| The Material is provided “as is,” without any express or implied warranty of any | |
| kind including warranties of merchantability, non-infringement, title, or | |
| fitness for a particular purpose. The Material may be pre-release and may not be | |
| fully functional. Intel is not required to maintain, update, or support any | |
| Material. You are solely responsible for determining the appropriateness of | |
| using or distributing the Material and assume any risks associated with Your use | |
| of the Material. | |
| 5. Limitation on Liability. | |
| IN NO EVENT WILL INTEL BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY | |
| LOST PROFITS OR DAMAGES (INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, | |
| SPECULATIVE, SPECIAL OR CONSEQUENTIAL DAMAGES) WHATSOEVER ARISING OUT OF OR IN | |
| CONNECTION WITH THIS AGREEMENT (EVEN IF INTEL HAS BEEN ADVISED OF THE | |
| POSSIBILITY OF SUCH LOSSES OR DAMAGES). | |
| 6. Term and Termination. | |
| The term of this Agreement will commence upon Your acceptance of this Agreement | |
| or access to the Material and will continue in full force and effect until | |
| terminated in accordance with the terms and conditions herein. Intel may | |
| terminate this Agreement if You are in breach of any term or condition of this | |
| Agreement. Upon termination of this Agreement, You shall delete and cease use of | |
| the Material. Sections 4, 5 and 7 will survive the termination of this | |
| Agreement. | |
| 7. Governing Law and Jurisdiction. | |
| All disputes will be governed by the laws of the United States of America and | |
| the State of Delaware without reference to conflict of law principles and | |
| subject to the exclusive jurisdiction of the state or federal courts sitting in | |
| the State of Delaware, and each party agrees that it submits to the personal | |
| jurisdiction and venue of those courts and waives any objections. | |