READ BEFORE USING UNITED STATES DISEASE OUTBREAK SIMULATION MODEL

License

This Beta Testing End User License Agreement (EULA) is a legal agreement between ___________ (either an individual or an entity (“Licensee”)) for the beta version of United States Disease Outbreak Simulation Software (USDOS) and the Board of Governors of the Colorado State University acting by and through Colorado State University, an entity under the Laws of the State of Colorado, having an address at 1062 Campus Delivery; Fort Collins, CO 80523-1062 (“Licensor”). Collectively the Licensee and Licensor may be referred to as the Parties. Subject to the terms and conditions herein, Licensor grants Licensee a personal, nonexclusive and nontransferable license to use USDOS, any output of USDOS, and any documentation that supports or describes USDOS regardless of format (e.g., physical, electronic version) for testing and evaluation purposes (beta testing) during the term of this EULA unless this EULA is terminated. This EULA is only for beta testing. Although USDOS and any output may be used by Licensee during beta testing, the primary purpose of beta testing is to evaluate whether USDOS functions for its intended purpose. No rights under this EULA can be transferred or assigned by Licensee absent prior written agreement of the Licensor. By using USDOS, you agree to be bound by the terms of this EULA and acknowledge that you have read and understand it. If use of USDOS is done on behalf of a non-person entity, such as corporation, educational institution, or non-government organization, you represent that you are an authorized representative who has the authority to legally bind the entity to this EULA. Except as expressly authorized Licensee shall not: copy, in whole or in part, USDOS or any documentation; modify USDOS; reverse engineer compile or assemble all or any portion of USDOS; rent, lease, distribute, sell USDOS; remove or alter any notices or marks; attempt to influence a 3rd Party into a belief that any entity, other than Licensor, is the source of USDOS; or create derivative works of USDOS.

General

USDOS is a Bayesian Model based software for estimating disease transmission through both long range and local routes between affected premises. USDOS only provides estimations and visualization functionality, it does not provide actual or historical data. While extensive effort has been made to ensure accuracy, USDOS is not a substitute for the commonsense, knowledge, and experience of a trained professional and should not be taken as such. USDOS was developed by Licensor with support from the United States Department of Homeland Security (“DHS”) and the United States Department of Agriculture (“USDA”). The Government of the United States of America (the “Government”) has certain rights in the USDOS. Nothing in USDOS, any documentation, or this EULA shall be taken or otherwise interpreted as endorsement or representing the position or policies of DHS, USDA, or the Government with respect to USDOS or the Licensor. Licensor is solely responsible for the content of the USDOS, any accompanying documentation, or this EULA. Nothing in USDOS, any accompanying documentation, or this EULA shall be taken as authorization or consent by DHS, USDA, or the Government under 28 U.S.C. §1498. The foregoing does not exclude or prevent the Government from exercising or providing its authorization or consent under 28 U.S.C. §1498 at its sole discretion.

Term and Termination

This EULA is effective until terminated. Licensee may terminate this EULA at any time by providing thirty (30) days prior written notice to Licensor, discontinue use of the USDOS and ceasing to use/destroying any output of USDOS and any documentation. Notwithstanding the Term and Termination provision above, this EULA will terminate immediately without notice from Licensor if Licensee fails to comply with any provision of this EULA. Upon termination, Licensee will cease all use of the USDOS, and cease use/destroy any output and/or documentation that supports or describes USDOS regardless of format (e.g., physical, electronic version).

Disclaimer of Warranty

USDOS IS PROVIDED “AS IS” AND MAY BE UNDERGOING BETA TESTING WHEN ACCESSED OR USED. LICENSOR MAKES NO WARRANTIES, EITHER EXPRESS OR IMPLIED, REGARDING USDOS OF ANY KIND WHETHER ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE USDOS. THIS INCLUDES ANY IMPLIED WARRANTY OF USEABILITY, MERCHANTABILITY, SUITABILITY, FITNESS FOR A PARTICULAR PURPOSE, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, OR THAT USDOS IS ERROR FREE. LICENSOR MAKE NO GUARANTEE REGARDING THE LOSS OF DATA OR ACCESSIBILITY TO USDOS OR ANY DATA WHETHER PROVIDED BY THE LICENSEE OR NOT. LICENSEE BEARS THE ENTIRE RISK FOR USE AND/OR RELIANCE ON USDOS EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING INCLUDES ANY AND ALL LIABILITY TO 3RD PARTIES BASED ON THE ACTS OR OMISSIONS OF LICENSEE. LICENSOR DOES NOT WARRANT THAT USE OF USDOS WILL NOT IMPACT HARDWARE USED TO ACCESS USDOS OR OTHER SOFTWARE INCLUDED ON SUCH HARDWARE.

Liability Waiver

In no event will Licensor be liable for any lost revenue, profit, or data, or for special, indirect, consequential, incidental, or punitive damages however caused and regardless of the theory of liability arising out of the use of or inability to use USDOS even if Licensor has been advised of the possibility of such damages.

Beta Testing/Data Loss Waiver

USDOS is undergoing beta testing. USDOS, during beta testing, may be changed, evaluated, updated, modified, tested, or made unavailable at any point without warning or notification. This includes during a user (Licensee) session. As a result, USDOS may become unavailable or its functionality or performance may change or be diminished from time to time during the term of this EULA. Licensor is not responsible for any missing or lost data that may occur during beta testing or any other loss to Licensee or a third party as a result of Licensee’s actions. Although notice of a pending or planned change or unavailability may be provided in instances, this does not imply that such notices will always be made. Licensee agrees to cooperate with Licensor in any beta testing. This includes reporting any errors or failures to the point of contact listed herein and complying with notifications provided via the website supporting USDOS. Licensee’s right to use USDOS, accompanying documentation, and any output data will terminate upon the earlier of termination of the beta testing, whether announced or unannounced, or upon notice from the Licensor. Licensee shall have no claim of ownership or rights in USDOS or any improvement or modifications therefrom as a result of its activities in beta testing. This includes, but is not limited to feedback, comments, recommendations, observations, suggestions, or other information provided by Licensee during beta testing.

Indemnification

By accepting the EULA, you agree to indemnify and otherwise hold harmless Licensor, its officers, employee, agents, subsidiaries, affiliates, and other partners from any direct, indirect, incidental, special, consequential or exemplary damages arising out of, relating to, or resulting from your use of USDOS or any other matter relating to USDOS except to the extent caused by the negligence of Licensor.

Updates

Any updates or changes made to USDOS during beta testing are made pursuant to this EULA and by using, accessing USDOS or any data output therefrom Licensee agrees to be bound to this EULA. Licensee may continue to use data output from a previous version of USDOS for the duration of the beta testing presuming the license granted under this EULA has not been terminated by Licensor. Licensor has no duty to support or maintain any particular version of USDOS or ensure backward compatibility.

Beta Feedback

Licensee is expected to use, evaluate, test and/or perform other activities with USDOS during beta testing. While the foregoing activities may offer ancillary benefits or uses for the Licensee, Licensee is expected to report any issues, comments, recommendations, observations regarding USDOS, any documentation, or its output to Licensor during beta testing.

Flow Down

To the extent necessary to use USDOS, Licensee agrees to be bound by any licenses to underlying software. The foregoing includes, but is not limited to, Shiny Visualization as described directly below. The USDOS Shiny Visualization is based on Shiny Visualization (Underlying Software) from RStudio, Incorporated, 250 Northern Ave, Boston, MA 02210. Nothing in this EULA shall be taken as providing any rights or license to Shiny Visualization or any portion thereof. Licensee agrees, to the extent necessary to effectuate use of USDOS, it shall obtain and maintain a valid a license to Shiny Visualization Tool. Nothing in this EULA should be taken as an endorsement of RStudio, Inc. or the Shiny Visualization Tool by Licensor or the Government of the United States of America.

Jurisdiction/Venue

For disputes solely involving Licensor, this EULA shall be governed by and construed in accordance with the laws of the State of Colorado without regard to conflict of laws principles, as if performed wholly within Colorado. All disputes solely involving Licensor, shall be brought in the Courts of Larimer Colorado. For the elimination of doubt, none of the foregoing provisions relating to jurisdiction, venue, choice of law and/or conflict of law provisions shall apply in any action involving the Government of the United States of America (Government) or in which the Government may wish to participate or (at its sole discretion) invoke its authorization and consent authority under 28 U.S.C. §1498 or any other rights it may have. If any portion hereof is found to be void or unenforceable, the remaining provisions of this EULA shall remain in full force and effect. This EULA constitutes the entire agreement between the Parties with respect to the use of USDOS, any documentation or output of the USDOS.

Intellectual Property

Licensee acknowledges that USDOS and any documentation is owned by Licensor or the Government of the United States of America. Additionally, the software may contain open source third party code to which Licensor makes no claim of ownership. Licensee agrees that aspects of the software and documentation constitutes proprietary information, trade secrets and/or copyrighted material (collectively “Intellectual Property”) of Licensor and the owner of the Underlying Software. Licensee agrees not to disclose, provide, or otherwise make available such Intellectual Property in any form to any third party without the prior written consent of Licensor and the owner of Underlying Software as applicable. Licensee agrees to only use USDOS as intended for estimation and visualization purposes. Licensee agrees to cease using and/or delete any output of USDOS if it or use of it would constitute infringement or otherwise could be enjoined. Title to USDOS and documentation shall remain with Licensor. Licensee hereby assigns to Licensor it entire right, title and interest in any modification or improvement that Licensee may make during beta testing either individually or jointly with Licensor. The foregoing includes without limitation, all patent and design rights, copyrights, trade secrets, and know-how.

Entire Agreement

This EULA constitutes the entire agreement between the Parties with respect to USDOS, any documentation or output of USDOS. There are no conditions, understandings, agreements, warranties, representations that are not specified herein on which Licensee can rely.

Point of Contact

Inquiries of a technical nature should be addressed to:

Colleen Webb, Ph.D.
Professor
Dept. Of Biology
Colorado State University
Ft. Collins, CO 80523
970-491-4289
Colleen.Webb@ColoState.EDU

Inquiries of a legal or business nature should be addressed to:

Linda Schutjer
Senior Legal Counsel
Board of Governors of the
Colorado State University System
01 Administration Building
0006 Campus Delivery
Fort Collins, Colorado 80523-0006

Phone: (970) 491-6270
Fax: (970) 491-2118
Email: Linda.Schutjer@Colostate.edu

Colorado State University operates according to Mountain Time Zone (UTC-7).

Product Support

At its sole discretion and to the extent it decides, Licensor will provide Licensee technical assistance during beta testing subject to the condition that Licensee fully cooperate with Licensor in identifying, addressing, remediating, issues related to operation and function of USDOS and/or improvements thereto.

License Updates/Termination/Waiver

Export Control

It has not been determined at this time whether the USDOS is subject to export controls. No United States of America export administration regulation (EAR) license has been obtained for USDOS. Licensee hereby agrees to comply with all applicable export regulations relating to USDOS if any.

Headings

Any headings provided herein are provided solely for the reader’s convenience and should not be consider when construing this EULA.