Terms and Conditions of Use for the Google Tensor Compiler
This is the Google Tensor Compiler Software Terms and Conditions of Use (the "License Agreement"). Google may, in its sole discretion, make the Google Tensor Compiler Software available to You. Your agreement to this License Agreement by clicking "I Agree" (or similar) does not obligate Google to provide such access or ensure the availability of the Google Tensor Compiler Software. Google reserves the right to refuse, suspend, or terminate access to the Google Tensor Compiler Software at any time, for any reason, without notice or liability.
1. Introduction
1.1 The Google Tensor Compiler Software (referred to in the License Agreement as the "Compiler Software" and specifically including compilation tools, such as executables, linkers, and associated binaries and any other products provided to You under this "License Agreement" by Google) is licensed to You subject to the terms of the License Agreement. The License Agreement forms a legally binding contract between Google LLC ("Google") and You (as an individual) or where applicable, the legal entity You represent ("You" or "Your") in relation to Your use of the Compiler Software.
1.2 Compiler Software. The Compiler Software is Google Confidential Information and is provided for the Purpose (as defined below).
1.3 Outreach. Google may contact You (or Your personnel or users, if applicable) by phone or email as part of Your participation in using the Google Tensor Compiler Software.
2. Governing Terms
2.1 This License Agreement incorporates by reference: (1) any terms of service that You accept in connection with the Compiler Software; (2) the Android Software Development Kit, as applicable ("Android Compiler Software"); and (3) Google Cloud Terms of Service, as applicable (the "Terms of Service"); and (4) Prohibited Use Policy.
2.2 Order of Precedence. The License Agreement governs to the extent of any conflict with the Android Compiler Software, and the Terms of Service.
2.3 Google is willing to license the Compiler Software to You only on the condition that You accept and agree to all of the terms and conditions in this License Agreement. By downloading and/or using the Compiler Software, You acknowledge that You have read this License Agreement, understand it and agree to be bound by its terms and conditions. If You do not agree with the terms and conditions in this License Agreement, Google is unwilling to and does not license the Compiler Software to You. If You do not agree to the License Agreement, You must discontinue the download process and You will not use the Compiler Software or retain any copies of the Compiler Software. Any use or possession of the Compiler Software by You is subject to the terms and conditions set forth in this License Agreement.
2.4 You acknowledge that the Compiler Software is a separate component intended to be used in conjunction with the Google Tensor Software Development Kit. This License Agreement governs only the Compiler Software. Use of the Google Tensor Software Development Kit remains governed by the separate License Agreement accepted by You upon download or otherwise using it.
3. Definitions
3.1 "Authorized Personnel" means employees of Your employer or the entity You represent that: (A) have agreed in writing to confidentiality terms that are no less restrictive than those in the Agreement; and (B) have a need to access the Compiler Software for the Purpose;
3.2 "Confidential Information" means information that Google discloses to You under this License Agreement, and that is marked as confidential or would normally be considered confidential information under the circumstances, including the Compiler Software and related information such as documentation. Confidential Information does not include information that is independently developed by You, is rightfully given to You by a third party without confidentiality obligations, or becomes public through no fault of Your own.
3.4 "Google Tensor" means a system-on-chip processor(s) designed by Google for its Pixel devices and any other Google-approved devices.
3.5 "Intellectual Property Rights" means any and all rights under patent law, copyright law, trade secret law, trademark law, and any and all other proprietary rights. Google reserves all rights not expressly granted to You.
3.6 "Personal Information" has the meaning given to it in that Partner Information Protection Addendum.
3.7 "Purpose" means (i) to help Google improve its products for You and other Google users and (ii) to use the Compiler Software to develop and optimize on-device machine learning for Google-approved use cases of Your application for Pixel devices and any other Google-approved devices using Google Tensor.
4. Accepting this License Agreement
4.1 In order to use the Compiler Software, You must first agree to the License Agreement. You may not use the Compiler Software if You do not accept the License Agreement.
4.2 By clicking to accept and/or using the Compiler Software, You hereby agree to the terms of the License Agreement.
4.3 You may not use the Compiler Software and may not accept the License Agreement if You are a person barred from receiving the Compiler Software under the laws of the United States or other countries, including the country in which You are resident or from which You use the Compiler Software.
4.4 If You are agreeing to be bound by the License Agreement on behalf of Your employer or other entity, You represent and warrant that You have full legal authority to bind Your employer or such entity to the License Agreement. If You do not have the requisite authority, You may not accept the License Agreement or use the Compiler Software on behalf of Your employer or other entity.
5. Compiler Software License from Google
5.1 Subject to the terms of the License Agreement, Google grants You a limited, worldwide, royalty-free, non-assignable, non-exclusive, and non-sublicensable license to use the Compiler Software solely to develop applications solely for the Purpose.
5.2 You may not use the Compiler Software to develop applications for other platforms or to develop another compiler software program. You are free to develop applications for other platforms, provided that the Compiler Software is not used for that purpose.
5.3 You may not use the Compiler Software to support any patent infringement claim against Google.
5.4 You may not translate, decompile or reverse-engineer the Compiler Software, or engage in any other activity designed to identify the algorithms.
5.5 You may not use the Compiler Software to run any advertisement or marketing testing.
5.6 You agree that Google or third parties own all legal rights, title and interest in and to the Compiler Software, including any Intellectual Property Rights that subsist in the Compiler Software.
5.7 You may not use the Compiler Software for any purpose not expressly permitted by the License Agreement. Except to the extent required by applicable third party licenses, You may not copy (except for backup purposes), modify, adapt, redistribute, disassemble, or create derivative works of the Compiler Software or any part of the Compiler Software.
5.8 The use, reproduction or distribution of components of the Compiler Software licensed under an open source software license are governed solely by the terms of that open source software license and not the License Agreement.
5.9 You agree that the form and nature of the Compiler Software that Google provides may change without prior notice to You and that future versions of the Compiler Software may be incompatible with applications developed on previous versions of the Compiler Software. You agree that Google may stop (permanently or temporarily) providing the Compiler Software (or any features within the Compiler Software) to You or to users generally at Google's sole discretion, without prior notice to You.
5.10 Nothing in the License Agreement gives You a right to use any of Google's trade names, trademarks, service marks, logos, domain names, or other distinctive brand features.
5.11 You agree that You will not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the Compiler Software.
5.12 You may not copy, reproduce, adapt, alter, or create any derivative works of the Compiler Software or any component thereof, except as authorized under this License Agreement and as necessary for the Purpose.
5.14 You may not circumvent, compromise, or otherwise adversely impact any access protections of the Compiler Software, or access or attempt to access or use the Compiler Software in any way other than as allowed under this License Agreement or authorized by Google.
5.15 You may not use the Compiler Software to develop standalone technology or to block or otherwise adversely impact the functionality of any devices (including the Pixel branded mobile devices), servers, networks, or other properties or services of any third party including, but not limited to, Google or any mobile communications carrier.
5.16 You may not distribute any software, hardware, product, or service created using the Compiler Software to any third party without Google's prior written authorization.
5.17 You may not conduct any benchmarking of Google Tensor with any other devices.
5.18 You may not share or publish performance data based on or related to the Google Tensor, except with Authorized Personnel.
5.19 You and all Authorized Personnel may not (unless authorized by Google in writing) distribute or loan, sell, sublicense, or transfer the Compiler Software in any form to any third party, except in accordance with this License Agreement.
6. Use of the Compiler Software by You
6.1 Google agrees that it obtains no right, title or interest from You (or Your licensors) under the License Agreement in or to any software applications that You develop using the Compiler Software, including any intellectual property rights that subsist in those applications.
6.2 You agree to use the Compiler Software and write applications only for purposes that are permitted by (a) the License Agreement and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries).
6.3 You agree that You are solely responsible for (and that Google has no responsibility to You or to any third party for) any data, content, or resources that You create, transmit or display through Your application, and for the consequences of Your actions (including any loss or damage which Google may suffer) by doing so.
6.4 You agree that You are solely responsible for (and that Google has no responsibility to You or to any third party for) any breach of Your obligations under the License Agreement, any applicable third party contract or Terms of Service, or any applicable law or regulation, and for the consequences (including any loss or damage which Google or any third party may suffer) of any such breach.
6.5 You agree that if You use the Compiler Software to develop applications for general public users, You will protect the privacy and legal rights of those users. If the users provide You with user names, passwords, or other login information or personal information, You must make the users aware that the information will be available to Your application, and You must provide legally adequate privacy notice and protection for those users. If Your application stores personal or sensitive information provided by users, it must do so securely. If the user provides Your application with Google Account information, Your application may only use that information to access the user's Google Account when, and for the limited purposes for which, the user has given You permission to do so.
6.6 You agree that You will not engage in any activity with the Compiler Software, including the development or distribution of an application, that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, or other properties or services of any third party including, but not limited to, Google or any mobile communications carrier.
6.7 You agree that You are responsible for maintaining the confidentiality of any developer credentials that may be issued to You by Google or which You may choose Yourself and that You will be solely responsible for all applications that are developed under Your developer credentials.
7. Feedback
7.1 If You provide any suggestions or feedback regarding the Compiler Software or other Google products or services ("Feedback"): (i) it must be truthful and not contain any third party's confidential information or intellectual property; and (ii) You grant to Google a perpetual, irrevocable, royalty-free, non-exclusive, worldwide, and sublicensable license to reproduce, create derivative works based on, distribute, publicly display, publicly perform, and otherwise use the Feedback without restriction, payments, intellectual property rights, confidentiality or obligation to You. Any Feedback You provide is entirely voluntary on Your part.
8. Data Privacy
8.1 Partner Information Protection Addendum. For organizations that provide Google with Personal Information in connection with the Compiler Software, the parties will comply with the Partner Information Protection Addendum.
8.2 In order to continually innovate and improve the Compiler Software, Google may collect certain usage statistics from the software including but not limited to a unique identifier, associated IP address, version number of the software, and information on which tools and/or services in the Compiler Software are being used and how they are being used. Before any of this information is collected, the Compiler Software will notify You and seek Your consent. If You withhold consent, the information will not be collected.
8.3 The data collected is examined in the aggregate to improve the Compiler Software and is maintained in accordance with Google's Privacy Policy, which is located at the following URL: https://policies.google.com/privacy
8.4 Anonymized and aggregated sets of the data may be shared with Google partners to improve the Compiler Software.
9. Third Party Applications
9.1 If You use the Compiler Software to run applications developed by a third party or that access data, content or resources provided by a third party, You agree that Google is not responsible for those applications, data, content, or resources. You understand that all data, content or resources which You may access through such third party applications are the sole responsibility of the person from which they originated and that Google is not liable for any loss or damage that You may experience as a result of the use or access of any of those third party applications, data, content, or resources.
9.2 You should be aware that the data, content, and resources presented to You through such a third party application may be protected by intellectual property rights which are owned by the providers (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on these data, content, or resources (either in whole or in part) unless You have been specifically given permission to do so by the relevant owners.
9.3 You acknowledge that Your use of such third party applications, data, content, or resources may be subject to separate terms between You and the relevant third party. In that case, the License Agreement does not affect Your legal relationship with these third parties.
10. Using Android APIs
10.1 Google Data APIs
10.1.1 If You use any API to retrieve data from Google, You acknowledge that the data may be protected by intellectual property rights which are owned by Google or those parties that provide the data (or by other persons or companies on their behalf). Your use of any such API may be subject to additional Terms of Service. You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this data (either in whole or in part) unless allowed by the relevant Terms of Service.
10.1.2 If You use any API to retrieve a user's data from Google, You acknowledge and agree that You will retrieve data only with the user's explicit consent and only when, and for the limited purposes for which, the user has given You permission to do so. If You use the Android Recognition Service API, documented at the following URL: https://developer.android.com/reference/android/speech/RecognitionService, as updated from time to time, You acknowledge that the use of the API is subject to the Data Processing Addendum for Products where Google is a Data Processor, which is located at the following URL: https://privacy.google.com/businesses/gdprprocessorterms/, as updated from time to time. By clicking to accept, You hereby agree to the terms of the Data Processing Addendum for Products where Google is a Data Processor.
11. Terminating this License Agreement
11.1 This License Agreement will start when You click to accept it (or otherwise agree to its terms) and continue until the public release of the Compiler Software, unless terminated by either You or Google as set out below.
11.2 If You want to terminate the License Agreement, You may do so by ceasing Your use of the Compiler Software and any relevant developer credentials.
11.3 Google may at any time, terminate the License Agreement with You if: (A) You have breached any provision of the License Agreement; or (B) Google is required to do so by law; or (C) the partner with whom Google offered certain parts of Compiler Software (such as APIs) to You has terminated its relationship with Google or ceased to offer certain parts of the Compiler Software to You; or (D) Google decides to no longer provide the Compiler Software or certain parts of the Compiler Software to users in the country in which You are resident or from which You use the service, or the provision of the Compiler Software or certain Compiler Software services to You by Google is, in Google's sole discretion, no longer commercially viable.
11.4 When the License Agreement comes to an end, all of the legal rights, obligations and liabilities that You and Google have benefited from, been subject to (or which have accrued over time while the License Agreement has been in force) or which are expressed to continue indefinitely, will be unaffected by this cessation, and the provisions of Section 17.8 will continue to apply to such rights, obligations and liabilities indefinitely. Upon termination, You must immediately delete the Compiler Software.
12. DISCLAIMER OF WARRANTIES
12.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE COMPILER SOFTWARE IS AT YOUR SOLE RISK AND THAT THE COMPILER SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND FROM GOOGLE.
12.2 YOUR USE OF THE COMPILER SOFTWARE AND ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE COMPILER SOFTWARE IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH USE.
12.3 GOOGLE FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
12.4 THE COMPILER SOFTWARE IS NOT ERROR FREE. USE OF IT WITH CAUTION AND DO NOT RELY ON IT FOR CRITICAL USE CASES, INCLUDING MEDICAL, LEGAL, FINANCIAL AND OTHER PROFESSIONAL ADVICE.
13. LIMITATION OF LIABILITY
13.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT GOOGLE, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY LOSS OF DATA, WHETHER OR NOT GOOGLE OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
13.2 IF YOU ARE DISSATISFIED WITH THE COMPILER SOFTWARE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO CEASE USING THE COMPILER SOFTWARE.
14. Indemnification
14.1 To the maximum extent permitted by law, You agree to defend, indemnify and hold harmless Google, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a) Your use of the Compiler Software, (b) any application You develop on the Compiler Software that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy, and (c) any non-compliance by You with the License Agreement.
15. Confidentiality; Publicity
15.1 Confidentiality Obligations. You will not disclose Google's Confidential Information except to Your employees, affiliates, agents, professional advisors, or third-party contractors ("Delegates") who need to know it and who have a legal obligation to keep it confidential. You will use Google's Confidential Information only to exercise rights and fulfill obligations under this Agreement while using reasonable care to protect the Confidential Information. You will ensure that Your Delegates are also subject to the same non-disclosure and use obligations. You may disclose Confidential Information when required by law after giving reasonable notice to Google, if permitted by law.
15.2 Publicity. You may not make any public statement regarding this Agreement without Google's written approval.
16. Changes to the License Agreement
16.1 Google may make changes to the License Agreement as it distributes new versions of the Compiler Software. When these changes are made, Google will make a new version of the License Agreement available on the website where the Compiler Software is made available.
17. General Legal Terms
17.1 Unless specified in a separate written agreement, Google will not provide any compensation for Your use of the Compiler Software. You confirm that Your participation in the use of the Compiler Software will not: (A) violate any applicable ethics/gifts rules; or (B) negatively impact Google's current or future ability to do business with a government entity.
17.2 The License Agreement constitutes the whole legal agreement between You and Google and governs Your use of the Compiler Software (excluding any services which Google may provide to You under a separate written agreement), and completely replaces any prior agreements between You and Google in relation to the Compiler Software.
17.3 You agree that if Google does not exercise or enforce any legal right or remedy which is contained in the License Agreement (or which Google has the benefit of under any applicable law), this will not be taken to be a formal waiver of Google's rights and that those rights or remedies will still be available to Google.
17.4 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of the License Agreement is invalid, then that provision will be removed from the License Agreement without affecting the rest of the License Agreement. The remaining provisions of the License Agreement will continue to be valid and enforceable.
17.5 You acknowledge and agree that each member of the group of companies of which Google is the parent will be third party beneficiaries to the License Agreement and that such other companies will be entitled to directly enforce, and rely upon, any provision of the License Agreement that confers a benefit on (or rights in favor of) them. Other than this, no other person or company will be third party beneficiaries to the License Agreement.
17.6 EXPORT RESTRICTIONS. THE COMPILER SOFTWARE IS SUBJECT TO UNITED STATES EXPORT LAWS AND REGULATIONS. YOU MUST COMPLY WITH ALL DOMESTIC AND INTERNATIONAL EXPORT LAWS AND REGULATIONS THAT APPLY TO THE COMPILER SOFTWARE. THESE LAWS INCLUDE RESTRICTIONS ON DESTINATIONS, END USERS AND END USE.
17.7 The rights granted in the License Agreement may not be assigned or transferred by either You or Google without the prior written approval of the other party. Neither You nor Google will be permitted to delegate their responsibilities or obligations under the License Agreement without the prior written approval of the other party.
17.8 The License Agreement, and Your relationship with Google under the License Agreement, will be governed by the laws of the State of California without regard to its conflict of laws provisions. You and Google agree to submit to the exclusive jurisdiction of the courts located within the county of Santa Clara, California to resolve any legal matter arising from the License Agreement. Notwithstanding this, You agree that Google will still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
BY DOWNLOADING AND/OR USING THE COMPILER SOFTWARE, YOU REPRESENT, WARRANT AND CERTIFY THAT: YOU ARE OVER EIGHTEEN YEARS OLD, AN AUTHORIZED REPRESENTATIVE OF THE LEGAL ENTITY YOU REPRESENT; YOU HAVE READ THIS LICENSE AGREEMENT AND UNDERSTAND IT; AND YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
Terms and Conditions of Use for the Google Tensor SDK
THIS GOOGLE TENSOR SOFTWARE DEVELOPMENT KIT DOES NOT INCLUDE THE COMPILER AND ASSOCIATED COMPONENTS (WHICH ARE GOVERNED BY A SEPARATE LICENSE AGREEMENT).
THIS GOOGLE TENSOR SOFTWARE DEVELOPMENT KIT TERMS AND CONDITIONS (THE "LICENSE AGREEMENT") IS A LEGALLY BINDING AGREEMENT BETWEEN GOOGLE LLC ("GOOGLE") AND THE LEGAL ENTITY YOU REPRESENT ("YOU" OR "You"). GOOGLE IS WILLING TO LICENSE THE GOOGLE TENSOR SOFTWARE DEVELOPMENT KIT DESCRIBED BELOW, HEREINAFTER REFERRED TO AS THE "SDK," TO YOU ONLY ON THE CONDITION THAT YOU ACCEPT AND AGREE TO ALL OF THE TERMS AND CONDITIONS IN THIS LICENSE AGREEMENT. BY DOWNLOADING, INSTALLING, COPYING OR OTHERWISE USING THE SDK YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT. THE SDK SPECIFICALLY INCLUDES THE SOFTWARE LIBRARIES, SAMPLE CODE (INCLUDING RELATED CLOUD SERVICES, IF APPLICABLE), ASSOCIATED MEDIA, PRINTED MATERIALS, AND "ONLINE" OR ELECTRONIC DOCUMENTATION, SYSTEM FILES, PACKAGED APIS, AND GOOGLE APIS ADD-ONS AND ANY OTHER DEVELOPER DOCUMENTATION OR APIS PROVIDED TO YOU UNDER THIS LICENSE AGREEMENT BY GOOGLE, BUT EXCLUDES THE COMPILER AND ASSOCIATED COMPONENTS. IF YOU DO NOT AGREE TO THE TERMS IN THE LICENSE AGREEMENT, GOOGLE IS UNWILLING TO AND DOES NOT LICENSE THE SDK TO YOU. ANY USE OF THE SDK BY YOU IS SUBJECT TO THE TERMS AND CONDITIONS SET FORTH HEREIN. GOOGLE RESERVES THE RIGHT TO REFUSE, SUSPEND, OR TERMINATE ACCESS TO THE SDK AT ANY TIME, FOR ANY REASON, WITHOUT NOTICE OR LIABILITY.
1. Governing Terms
1.1 This License Agreement incorporates by reference: (1) any terms of service that You accept in connection with the SDK; (2) the Android Software Development Kit, as applicable ("Android SDK"); (3) Google Cloud Terms of Service, as applicable (the "Terms of Service"); and (4) Prohibited Use Policy.
1.2 Order of Precedence. The License Agreement governs to the extent of any conflict with the Android SDK, and the Terms of Service.
2. Definition
2.1 "Google Tensor" means a system-on-chip processor(s) designed by Google for its Pixel devices and any other Google-approved devices.
2.2 "Intellectual Property Rights" means any and all rights under patent law, copyright law, trade secret law, trademark law, and any and all other proprietary rights. Google reserves all rights not expressly granted to You.
2.3 "Personal Information" has the meaning given to it in that Partner Information Protection Addendum.
3. Accepting this License Agreement
3.1 If You are agreeing to be bound by the License Agreement on behalf of Your employer or other entity, You represent and warrant that You have full legal authority to bind Your employer or such entity to the License Agreement. If You do not have the requisite authority, You may not accept the License Agreement or use the SDK on behalf of Your employer or other entity.
3.2 Google may contact You (or Your personnel or users, if applicable) by phone or email as part of Your participation in using the SDK.
4. SDK License from Google
4.1 Subject to the terms of the License Agreement, Google grants You a limited, worldwide, royalty-free, non-assignable, non-exclusive, and non-sublicensable license to use the SDK solely to develop applications, build machine learning experiences, and build Android applications.
4.2 You may not use the SDK to develop applications for other platforms or to develop another software development kit. You are free to develop applications for other platforms, provided that the SDK is not used for that purpose.
4.3 You may not use the SDK to support any patent infringement claim against Google.
4.4 You may not use the SDK if You are a person barred from receiving the SDK under the laws of the United States or other countries, including the country in which You are resident or from which You use the SDK.
4.5 You may not use the SDK to run any advertisement or marketing testing.
4.6 You agree that Google or third parties own all legal rights, title and interest in and to the SDK, including any Intellectual Property Rights that subsist in the SDK.
4.7 You may not use the SDK for any purpose not expressly permitted by the License Agreement. Except to the extent required by applicable third party licenses, You may not copy (except for backup purposes), modify, adapt, redistribute, disassemble, or create derivative works of the SDK or any part of the SDK.
4.8 You may not translate, decompile or reverse-engineer the SDK, or engage in any other activity designed to identify the algorithms.
4.9 The use, reproduction or distribution of components of the SDK licensed under an open source software license are governed solely by the terms of that open source software license and not the License Agreement.
4.10 You agree that the form and nature of the SDK that Google provides may change without prior notice to You and that future versions of the SDK may be incompatible with applications developed on previous versions of the SDK. You agree that Google may stop (permanently or temporarily) providing the SDK (or any features within the SDK) to You or to users generally at Google's sole discretion, without prior notice to You.
4.11 Nothing in the License Agreement gives You a right to use any of Google's trade names, trademarks, service marks, logos, domain names, or other distinctive brand features.
4.12 You agree that You will not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the SDK.
4.13 You may not copy, reproduce, adapt, alter, or create any derivative works of the SDK or any component thereof, except as authorized under this License Agreement.
4.14 You may not circumvent, compromise, or otherwise adversely impact any access protections of the SDK, or access or attempt to access or use the SDK in any way other than as allowed under this License Agreement or authorized by Google.
4.15 You may not use the SDK to develop standalone technology or to block or otherwise adversely impact the functionality of any devices (including the Pixel branded mobile devices), servers, networks, or other properties or services of any third party including, but not limited to, Google or any mobile communications carrier.
4.16 You may not distribute any software, hardware, product, or service created using the SDK to any third party without Google's prior written authorization.
4.17 You may not conduct any benchmarking of Google Tensor with any other devices.
4.18 You may not share or publish performance data based on or related to the Google Tensor.
4.19 You may not (unless authorized by Google in writing) distribute or loan, sell, sublicense, or transfer the SDK in any form to any third party, except in accordance with this License Agreement.
5. Use of the SDK by You
5.1 Google agrees that it obtains no right, title or interest from You (or Your licensors) under the License Agreement in or to any software applications that You develop using the SDK, including any intellectual property rights that subsist in those applications.
5.2 You agree to use the SDK and write applications only for purposes that are permitted by (a) the License Agreement and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries).
5.3 You agree that You are solely responsible for (and that Google has no responsibility to You or to any third party for) any data, content, or resources that You create, transmit or display through Your application, and for the consequences of Your actions (including any loss or damage which Google may suffer) by doing so.
5.4 You agree that You are solely responsible for (and that Google has no responsibility to You or to any third party for) any breach of Your obligations under the License Agreement, any applicable third party contract or Terms of Service, or any applicable law or regulation, and for the consequences (including any loss or damage which Google or any third party may suffer) of any such breach.
5.5 You agree that if You use the SDK to develop applications for general public users, You will protect the privacy and legal rights of those users. If the users provide You with user names, passwords, or other login information or personal information, You must make the users aware that the information will be available to Your application, and You must provide legally adequate privacy notice and protection for those users. If Your application stores personal or sensitive information provided by users, it must do so securely. If the user provides Your application with Google Account information, Your application may only use that information to access the user's Google Account when, and for the limited purposes for which, the user has given You permission to do so.
5.6 You agree that You will not engage in any activity with the SDK, including the development or distribution of an application, that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, or other properties or services of any third party including, but not limited to, Google or any mobile communications carrier.
5.7 You agree that You are responsible for maintaining the confidentiality of any developer credentials that may be issued to You by Google or which You may choose Yourself and that You will be solely responsible for all applications that are developed under Your developer credentials.
6. Feedback
6.1 If You provide any suggestions or feedback regarding the SDK or other Google products or services ("Feedback"): (i) it must be truthful and not contain any third party's confidential information or intellectual property; and (ii) You grant to Google a perpetual, irrevocable, royalty-free, non-exclusive, worldwide, and sublicensable license to reproduce, create derivative works based on, distribute, publicly display, publicly perform, and otherwise use the Feedback without restriction, payments, intellectual property rights, confidentiality or obligation to You. Any Feedback You provide is entirely voluntary on Your part.
8. Data Privacy
7.1 Partner Information Protection Addendum. For organizations that provide Google with Personal Information in connection with the SDK, the parties will comply with the Partner Information Protection Addendum.
7.2 In order to continually innovate and improve the SDK, Google may collect certain usage statistics from the software including but not limited to a unique identifier, associated IP address, version number of the software, and information on which tools and/or services in the SDK are being used and how they are being used. Before any of this information is collected, the SDK will notify You and seek Your consent. If You withhold consent, the information will not be collected.
7.3 The data collected is examined in the aggregate to improve the SDK and is maintained in accordance with Google's Privacy Policy, which is located at the following URL: https://policies.google.com/privacy
7.4 Anonymized and aggregated sets of the data may be shared with Google partners to improve the SDK.
8. Third Party Applications
8.1 If You use the SDK to run applications developed by a third party or that access data, content or resources provided by a third party, You agree that Google is not responsible for those applications, data, content, or resources. You understand that all data, content or resources which You may access through such third party applications are the sole responsibility of the person from which they originated and that Google is not liable for any loss or damage that You may experience as a result of the use or access of any of those third party applications, data, content, or resources.
8.2 You should be aware that the data, content, and resources presented to You through such a third party application may be protected by intellectual property rights which are owned by the providers (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on these data, content, or resources (either in whole or in part) unless You have been specifically given permission to do so by the relevant owners.
8.3 You acknowledge that Your use of such third party applications, data, content, or resources may be subject to separate terms between You and the relevant third party. In that case, the License Agreement does not affect Your legal relationship with these third parties.
9. Using Android APIs
9.1 Google Data APIs
9.1.1 If You use any API to retrieve data from Google, You acknowledge that the data may be protected by intellectual property rights which are owned by Google or those parties that provide the data (or by other persons or companies on their behalf). Your use of any such API may be subject to additional Terms of Service. You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this data (either in whole or in part) unless allowed by the relevant Terms of Service.
9.1.2 If You use any API to retrieve a user's data from Google, You acknowledge and agree that You will retrieve data only with the user's explicit consent and only when, and for the limited purposes for which, the user has given You permission to do so. If You use the Android Recognition Service API, documented at the following URL: https://developer.android.com/reference/android/speech/RecognitionService, as updated from time to time, You acknowledge that the use of the API is subject to the Data Processing Addendum for Products where Google is a Data Processor, which is located at the following URL: https://privacy.google.com/businesses/gdprprocessorterms/, as updated from time to time. By clicking to accept, You hereby agree to the terms of the Data Processing Addendum for Products where Google is a Data Processor.
10. Terminating this License Agreement
10.1 This License Agreement will continue to apply, unless terminated by either You or Google as set out below.
10.2 If You want to terminate the License Agreement, You may do so by ceasing Your use of the SDK and any relevant developer credentials.
10.3 Google may at any time, terminate the License Agreement with You if: (A) You have breached any provision of the License Agreement; or (B) Google is required to do so by law; or (C) the partner with whom Google offered certain parts of SDK (such as APIs) to You has terminated its relationship with Google or ceased to offer certain parts of the SDK to You; or (D) Google decides to no longer provide the SDK or certain parts of the SDK to users in the country in which You are resident or from which You use the service, or the provision of the SDK or certain SDK services to You by Google is, in Google's sole discretion, no longer commercially viable.
10.4 When the License Agreement comes to an end, all of the legal rights, obligations and liabilities that You and Google have benefited from, been subject to (or which have accrued over time while the License Agreement has been in force) or which are expressed to continue indefinitely, will be unaffected by this cessation, and the provisions of Section 15.8 will continue to apply to such rights, obligations and liabilities indefinitely. Upon termination, You must immediately delete the SDK.
11. DISCLAIMER OF WARRANTIES
11.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SDK IS AT YOUR SOLE RISK AND THAT THE SDK IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND FROM GOOGLE.
11.2 YOUR USE OF THE SDK AND ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SDK IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH USE.
11.3 GOOGLE FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
11.4 THE SDK IS NOT ERROR FREE. USE OF IT WITH CAUTION AND DO NOT RELY ON IT FOR CRITICAL USE CASES, INCLUDING MEDICAL, LEGAL, FINANCIAL AND OTHER PROFESSIONAL ADVICE.
12. LIMITATION OF LIABILITY
12.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT GOOGLE, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY LOSS OF DATA, WHETHER OR NOT GOOGLE OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
12.2 IF YOU ARE DISSATISFIED WITH THE SDK, YOUR SOLE AND EXCLUSIVE REMEDY IS TO CEASE USING THE SDK.
13. Indemnification
13.1 To the maximum extent permitted by law, You agree to defend, indemnify and hold harmless Google, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a) Your use of the SDK, (b) any application You develop on the SDK that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy, and (c) any non-compliance by You with the License Agreement.
14. Changes to the License Agreement
14.1 Google may make changes to the License Agreement as it distributes new versions of the SDK. When these changes are made, Google will make a new version of the License Agreement available on the website where the SDK is made available.
15. General Legal Terms
15.1 Unless specified in a separate written agreement, Google will not provide any compensation for Your use of the SDK. You confirm that Your participation in the use of the SDK will not: (A) violate any applicable ethics/gifts rules; or (B) negatively impact Google's current or future ability to do business with a government entity.
15.2 The License Agreement constitutes the whole legal agreement between You and Google and governs Your use of the SDK (excluding any services which Google may provide to You under a separate written agreement), and completely replaces any prior agreements between You and Google in relation to the SDK.
15.3 You agree that if Google does not exercise or enforce any legal right or remedy which is contained in the License Agreement (or which Google has the benefit of under any applicable law), this will not be taken to be a formal waiver of Google's rights and that those rights or remedies will still be available to Google.
15.4 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of the License Agreement is invalid, then that provision will be removed from the License Agreement without affecting the rest of the License Agreement. The remaining provisions of the License Agreement will continue to be valid and enforceable.
15.5 You acknowledge and agree that each member of the group of companies of which Google is the parent will be third party beneficiaries to the License Agreement and that such other companies will be entitled to directly enforce, and rely upon, any provision of the License Agreement that confers a benefit on (or rights in favor of) them. Other than this, no other person or company will be third party beneficiaries to the License Agreement.
15.6 EXPORT RESTRICTIONS. THE SDK IS SUBJECT TO UNITED STATES EXPORT LAWS AND REGULATIONS. YOU MUST COMPLY WITH ALL DOMESTIC AND INTERNATIONAL EXPORT LAWS AND REGULATIONS THAT APPLY TO THE SDK. THESE LAWS INCLUDE RESTRICTIONS ON DESTINATIONS, END USERS AND END USE.
15.7 The rights granted in the License Agreement may not be assigned or transferred by either You or Google without the prior written approval of the other party. Neither You nor Google will be permitted to delegate their responsibilities or obligations under the License Agreement without the prior written approval of the other party.
15.8 The License Agreement, and Your relationship with Google under the License Agreement, will be governed by the laws of the State of California without regard to its conflict of laws provisions. You and Google agree to submit to the exclusive jurisdiction of the courts located within the county of Santa Clara, California to resolve any legal matter arising from the License Agreement. Notwithstanding this, You agree that Google will still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
BY DOWNLOADING AND/OR USING THE SDK, YOU REPRESENT, WARRANT AND CERTIFY THAT: YOU ARE OVER EIGHTEEN YEARS OLD, AN AUTHORIZED REPRESENTATIVE OF THE LEGAL ENTITY YOU REPRESENT; YOU HAVE READ THIS LICENSE AGREEMENT AND UNDERSTAND IT; AND YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.