MinnowBoard UEFI Firmware - EULA
The MinnowBoard EDKII Firmware kit is not available as a full open source release (BSD license). The CPU and chipset initialization code is currently provided as a binary module. The binary module is incorporated into the final firmware image as part of the build process.
Please read the End User License Agreement. If you agree to the terms of the License, please click on the "ACCEPT" button to view the download page. Otherwise, click on "DECLINE" to return to the MinnowBoard Home Page.
MinnowBoard UEFI Development Kit (MB-UDK)
PRODUCTION LICENSE AGREEMENT
IMPORTANT - READ BEFORE COPYING, INSTALLING OR USING.
General Terms and Conditions
This agreement ("Agreement") is by and between Licensee and Intel Corporation, a Delaware corporation, having its principal place of business at 2200 Mission College Boulevard, Santa Clara, California 95054 ("Intel") and is effective as of the first date Licensee copies, installs, uses or loads the software identified in this Agreement or any associated materials ("Effective Date").
1.1 "ASL Code" means code written in the 'ACPI source language' and designed and delivered to Licensee by Intel and designed to be compatible with Intel products. Such ASL Code remains ASL Code regardless of any legends in header files of the ASL Code.
1.2 "Assembly Code" means code written in the 'assembly source language' and designed and delivered to Licensee by Intel under this Agreement.
1.3 "MB-UDK" means the MinnowBoard UEFI Development Kit, which is an Intel implementation of the UEFI specification, and is based on the Intel® UEFI Development Kit 2010 (Intel® UDK2010), consisting of MB-UDK Libraries, ASL Code, DXE Driver, DXE Foundation Code, PEI Foundation Code, Peripheral Drivers, PEI Modules, Assembly Code, C Code and Reference Drivers together, as well as any and all documentation and tools, provided by Intel for the purposes of implementation.
1.4 "MB-UDK Libraries" means the core library services offered in the MinnowBoard UEFI Development Kit.
1.5 "BSD License" means the Berkeley Software Distribution License, which is a family of permissive free software licenses created for the original Berkeley Software Distribution operating system.
1.6 "C Code" means code written in the 'C source language' and designed and delivered to Licensee by Intel under this Agreement.
1.7 "Customer" means Original Equipment Manufacturer (a company that makes computer systems for sale under its own brand name), Independent Authorized Developer (a company that performs services for Licensee in the development of Licensee's products), or Original Design Manufacturer (a company that designs and manufactures computer systems for Independent Authorized Developers and Original Equipment Manufacturers) but excluding End Users.
1.8 "Derived Object Code" means the subset of Derivative Works that is the Object Code derived from Source Code or Derived Source Code.
1.9 "Derived Source Code" means the subset of Derivative Works that is the source code derived from Source Code by modifying the Source Code in any way.
1.10 "Derivative Works" means those bodies of work defined in 17 U.S.C. §101 as "derivative works" of existing copyrighted material. For purposes of this Agreement, Derivative Works include both Derived Source Code and Derived Object Code.
1.11 "DXE Driver" means Driver Execution Environment driver, which is a hardware device driver compliant with the execution environment as defined in the UEFI specification.
1.12 "DXE Foundation Code" means the foundational Driver Execution Environment code that provides the standard function and services that are available to the DXE Drivers.
1.13 "End User" means a purchaser or recipient or user of Licensee's computer products who does not resell Licensee's products in the normal course of the End User's business.
1.14 "Firmware" means the programming code that is inserted into the programmable read-only memory of a computer system, thus becoming a permanent part of a particular computing device.
1.15 "Intel Processor" means processors designed by Intel and released by or on behalf of Intel and marketed under Intel's (or Intel licensed) trademarks.
1.16 "Licensee" means the individual accepting these terms or, if the individual is accepting these terms on behalf of a legal entity (such as a corporation, partnership, agency, etc.), "Licensee" means the legal entity.
1.17 "Object Code" means the binary version of the Source Code, including all computer programming code, entirely in binary form, which is directly executable by a computer and includes those help, message, overlay, and other files necessary for supporting the intended use of the executable code.
1.18 "PEI Foundation Code" means Pre-extensible firmware interface ("PEFI") initialization foundation code, which performs basic hardware initialization in order to load and execute the DXE Foundation Code.
1.19 "PEI Modules" means PEFI initialization modules, which are code modules that perform basic environmental set up prior to initialization of DXE Foundation Code.
1.20 "Peripheral Drivers" means code that initializes and operates hardware devices that are peripheral to the Intel Processor.
1.21 "Reference Drivers" means those drivers supplied as part of the Source Code that are marked or tagged by Intel as 'reference drivers'.
1.22 "Source Code" means the source code of the MB-UDK Libraries and Reference Drivers delivered to Licensee by Intel under this Agreement, along with all Intel-delivered tools, documentation, specifications, and schematics related thereto.
1.23 "Subsidiaries" means, with respect to any legally recognizable entity, any entity Controlling, Controlled by, or under common Control with the entity. "Control" means (i) ownership of fifty percent (50%) or more of the outstanding shares representing the right to vote for members of the directors or other managing officers of the entity, or (ii) for an entity which does not have outstanding shares, fifty percent (50%) or more of the ownership interest representing the right to make decisions for the entity. An entity will be deemed a Subsidiary only so long as the Control exists.
1.24 "UDK2010" means the Intel® UEFI Development Kit 2010 (Intel® UDK2010), which is an openly available implementation of the UEFI framework provided by Intel under BSD License terms.
1.25 "UEFI" means the Unified Extensible Firmware Interface, which is an industry standard detailing an interface that helps hand off control of the system for the pre-boot environment (i.e., after the system is powered on, but before the operating system starts) to an operating system.
2.0 LICENSE RIGHTS AND CONDITIONS
2.1 LICENSE: Subject to the limitations set forth in Section 2.1, Intel hereby grants to You, during the term of this Agreement, a non-transferable, non-exclusive, limited right and license:
a. under Intel's copyrights, to:
(1) copy all or any portion of the Source Code and Object Code solely for Your internal use to design, develop, modify or debug Derivative Works that operate in or in conjunction only with Intel Chipsets or Intel Processors as specified in Exhibit A; provided, however, that this license does not include the right to sublicense, and may be exercised only by Your employees and only within Your facilities;
(2) distribute the Object Code and Derived Object Code, but only for use with Intel Chipsets or Intel Processors as specified in Exhibit A.. This license includes the right to sublicense, but only the rights to [execute], perform and display, without the right to grant further sublicenses;
(3) prepare Derivative Works, however, that this license may be exercised only by Your employees and only within Your facilities;
b. under Intel's Lice3nsed Patent Claims, to:
(1) make copies of the Source Code and Object Code internally only, but this right does not include the right to sublicense;
(2) use the Source Code and Object Code internally only, but this right does not include the right to sublicense; and
(3) offer to distribute, and distribute, but not sell, the Object Code or Derived Object Code under the license under Intel's copyrights granted in Section 2.1(a), but only under the terms of that license under Intel's copyrights and not as a sale, but this right does not include the right to sublicense;
(i) provided, however, that You may only distribute the Object Code and Derived Object Code and only under the terms of a written license with the minimum terms specified in Exhibit B; and
(ii) provided, further, that the license under the Licensed Patent Claims does not and will not apply to any modifications to, or Derivative Works of, the Object Code or Source Code, whether made by You, Your Customer (which, for all purposes under this Agreement, will mean either a customer or a distributor), or any third party even if the modification and Derivative Works are permitted under 2.1(a)(3).
2.2 ADDITIONAL CONDITIONS: The rights granted under this Agreement are also subject to the following limitations:
a. Licensee will not make any statement that the Derivative Works are "certified," or that performance is guaranteed, by Intel;.
b. Licensee will not disassemble, reverse engineer, or decompile any Object Code provided to Licensee.
c. Licensee will not use Intel's name or trademarks without prior written permission; and
d. Licensee may not disclose, distribute or make commercial use of the MB-UDK as a stand-alone product.
2.3 The consideration under this Agreement is only for the licenses that Intel expressly grants to You in Section 2.1. Any other rights including, but not limited to, additional patent rights, will require an additional license and additional consideration. Nothing in this Agreement requires or will be treated to require Intel to grant any additional license. You acknowledge that an essential basis of the bargain in this Agreement is that Intel grants You no licenses or other rights including, but not limited to, patent, copyright, trademark, trade name, service mark or other intellectual property licenses or rights with respect to the MB-UDK, by implication, estoppel or otherwise, except for the licenses expressly granted in Section 2.1. Specifically, except for the licenses that Intel expressly granted You in Section 2.1, Intel grants no licenses or other rights, expressly or by implication, estoppel or otherwise, to:
a. make, use, sell, offer for sale, or import modifications of the MB-UDK;
b. sell or offer to sell the MB-UDK;
c. combine the MB-UDK or modified versions of the MB-UDK with other items or to use any such combination; or
d. any claims of any patents, patent applications, or other patent rights of Intel other than the Licensed Patent Claims.
2.4 You acknowledge that there are significant uses of the MB-UDK in its original, unmodified and uncombined form. The consideration for the license in this Agreement reflects Intel's continuing right to assert patent claims against any modifications or Derivative Works (including, without limitation, error corrections and bug fixes) of, or combinations with, the MB-UDK that You or third parties make that infringe any Intel patent claim.
2.5 Except as expressly permitted under Section 2.1, You will not allow the MB-UDK to be accessed or used by third parties [or anyone other than Your employees whose duties require access or use].
2.6 Copies. In addition to the number of copies permissible under Section 2.1(a), You may make a reasonable number of copies of the MB-UDK for archival purposes or for use as a back-up when the MB-UDK is not operational. You must copy all copyright legends, trademarks, trade names and other legends and identification when You copy the MB-UDK. You will maintain records of the number of copies currently in Your possession or control, and the location of each copy of the Source Code and Derivative Works and will provide copies of those records to Intel upon request.
2.7 Open Source Software. If the MB-UDK includes Open Source Software, that Open Source Software is licensed under the applicable Open Source Software license agreement identified in the Open Source Software comments in the applicable source code file(s) and File Header provided with the MB-UDK. Where applicable, the documentation accompanying the MB-UDK may contain additional detail. With respect to the Open Source Software, nothing in this Agreement limits any rights under, or grants rights that supersede, the terms of the applicable Open Source Software license agreement. You will not subject the MB-UDK, in whole or in part, to any license obligations associated with Open Source Software, including combining the MB-UDK with Open Source Software in a manner that subjects Intel, or any portion of the MB-UDK, to any license obligations of the Open Source Software.
2.8 Licensee is not obligated to provide Intel with comments or suggestions regarding Derived Source Code or the MB-UDK received under this Agreement. Should Licensee, however, provide Intel with designs, comments or suggestions for the modification, correction, improvement or enhancement of the MB-UDK or Intel products which may embody the MB-UDK (collectively, "Feedback"), then Licensee grants to Intel a non-exclusive, irrevocable, worldwide, royalty-free license, including the right to sublicense Intel licensees and customers, under Licensee's intellectual property rights in the Feedback, and the rights to use and disclose the Feedback in any manner Intel chooses and to display, perform, copy, have copied, make, have made, use, sell, offer to sell, and otherwise dispose of Intel's and its sublicenses’ products embodying the Feedback in any manner and via any media Intel chooses, but without reference to the source of the Feedback.
3.0 DISCLAIMER OF WARRANTY
Neither Intel nor its suppliers make any representation or warranty or condition of any kind whether written, oral, implied or statutory, respect to the MB-UDK, any support, advice or assistance furnished under this Agreement including warranties of merchantability or fitness for a particular purpose, non-infringement or arising from course of dealing or usage in trade. Intel and its suppliers do not warrant that the MB-UDK is error-free or that operation of the MB-UDK will be secure or uninterrupted and hereby disclaim any and all liability on account thereof. MB-UDK is licensed on an "as is" basis and neither Intel nor its suppliers will provide any support, assistance, installation, training or other services. Intel and its suppliers may provide any updates, enhancements or extensions at their sole discretion.
4.0 LIMITATION OF LIABILITY
In no event will Intel or its suppliers be liable for: (a) any representation or warranty made to any third party by Licensee, any agent of Licensee or distributor; (b) failure of the MB-UDK to perform as expected; (c) failure of the MB-UDK to provide security; or (d) any use of the MB-UDK or the results or information obtained or decisions made by licensee's use of the MB-UDK.
Intel and its suppliers will not be liable for any direct, indirect, special, incidental or consequential damages of any kind, even if advised of the possibility of these damages.
Intel will not be liable for costs of procurement of substitutes, loss of profits, loss of use, interruption of business, or for any other special, consequential, punitive or incidental damages, however caused, whether for breach of warranty, contract, tort, negligence, strict liability or otherwise, irrespective of whether Intel has advance notice of the possibility of such damages.
5.0 PROTECTION AND SECURITY
Licensee acknowledges that information and materials disclosed or provided to Licensee pursuant to this Agreement may contain Intel trade secrets. Such trade secrets are protected by the provisions of the applicable nondisclosure agreement(s) between the parties. Licensee will not make MB-UDK or Derivative Works available in whole or in part or in any form, to any person other than Licensee's employees who are designated to work on Licensee's development effort authorized hereunder and who have a specific need for access to MB-UDK. Licensee agrees to instruct these employees of his or her obligations with respect to use, copying, protection, and security of MB-UDK and associated documentation. Notwithstanding the earlier termination of this Agreement, the obligations of this section are to remain in effect until the time as MB-UDK becomes publicly known, through no act or failure to act on Licensee's or Subsidiary's part.
6.0 ASSIGNMENT, SALE OR TRANSFER
Licensee will not assign, sublicense, or otherwise transfer this Agreement or any right or obligation hereunder without Intel's prior written consent, which consent will not be unreasonably withheld in the event Licensee is acquired by an entity that is not a competitor of Intel. Any attempt to do so will be null and void.
7.1 Licensee may terminate this Agreement and the licenses granted in the Agreement at any time upon Intel's receipt of written notice.
7.2 Intel may terminate this Agreement and any licenses granted in the Agreement at any time if Licensee fails to cure any material breach of this Agreement within thirty (30) days after notice of the breach. Such termination will not prejudice Intel's right to damages or any other remedy available at law or in equity.
7.3 Upon termination of the Agreement or any license granted hereunder for any reason whatsoever, Licensee will completely remove MB-UDK from all Derived Source Code. In the event of any termination, Licensee will, at Intel's option, either return to Intel or destroy the original and all full or partial copies of MB-UDK, including those portions in Derived Source Code, and certify to Intel that they have been destroyed.
7.4 The following sections will survive expiration or termination of this Agreement: sections 2.2, 2.3, 2.4, 3, 4, 5, 7, 8, 9 and 10.
8.1 All rights, title and interest in and to the MB-UDK and all copies, and any updates provided by Intel, in whole or in part, are and will remain the exclusive property of Intel or its suppliers. Unless expressly permitted under Section 2.1, You will not, and will not allow any third party to:
a. use, copy or distribute the MB-UDK;
b. modify, adapt, enhance, disassemble, decompile, reverse engineer, change or create Derivative Works from the MB-UDK; or
8.2 Title in and to the Derived Source Code will be held by Licensee or Licensee’s suppliers as appropriate, subject to Intel's underlying ownership of the MB-UDK.
9.0 EXPORT CONTROL
You acknowledge that the MB-UDK is subject to export controls under the laws and regulations of the United States and any other applicable governments. You agree to comply with these laws and regulations governing export, re-export, import, transfer, distribution, and use of the MB-UDK. In particular, but without limitation, the MB-UDK may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to any person or entity listed on a denial order published by the U.S. government or any other applicable governments. By using the MB-UDK, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the MB-UDK for any purposes prohibited by the U.S. government or other applicable governments' laws, including, without limitation, the development, design, manufacture or production of nuclear, missile, chemical or biological weapons. You confirm that the MB- UDK, will not be re-exported or sold to a third party who is known or suspected to be involved in activities including, without limitation, the development, design, manufacture, or production of nuclear, missile, chemical or biological weapons. You agree that MB-UDK subject to control under defense laws and regulations (e.g., the International Traffic in Arms Regulations (ITAR) must not be transferred to non-U.S. persons, whether located in the U.S. or abroad, without a government license. You will indemnify Intel against any loss related to Your failure to conform to these requirements..
10.1 Any dispute arising directly under the express terms of this Agreement or the grounds for termination of any rights granted under this Agreement will be resolved as follows: First, within forty five (45) days from one party's written request to the other, senior executives of both parties will meet to attempt to resolve the dispute. If the senior executives cannot resolve the dispute, either party may then make a written demand for formal dispute resolution by tendering to the other party notice of the dispute and its intent to invoke the terms of this Section 10.1. The parties agree to meet within ninety (90) days of the demand with an impartial mediator selected by mutual agreement to participate in a one-day, non-binding mediation. In the event the parties cannot agree on a mediator, they will each select one nominator, who will not at that time be employed by either party, and the two nominators will agree on and appoint the mediator. If the parties have not resolved the dispute or claim within thirty (30) days after the one-day, non-binding mediation, either party may begin litigation proceedings..
10.2 U.S. Government Contract Provisions. This Agreement is for Your temporary license of MB-UDK. No Government procurement regulation or contract clauses or provision will be considered a part of any transaction between the Parties under this Agreement unless its inclusion is required by statute, or mutually agreed upon in writing by the Parties in connection with a specific transaction. The technical data and computer software covered by this license is a "Commercial Item," as that term is defined by the FAR 2.101 (48 C.F.R. 2.101) and is "commercial computer software" and "commercial computer software documentation" as specified under FAR 12.212 (48 C.F.R. 12.212) or DFARS 227.7202 (48 C.F.R. 227.7202), as applicable. This commercial computer software and related documentation is provided to end users for use by and on behalf of the U.S. Government, with only those rights as are granted to all other end users under the terms and conditions in this Agreement. Use for or on behalf of the U.S. Government is permitted only if the party acquiring or using this MB-UDK is properly authorized by an appropriate U.S. Government official. This use by or for the U.S. Government clause is in lieu of, and supersedes, any other FAR, DFARS, or other provision that addresses Government rights in the computer MB-UDK or documentation covered by this license. All copyright licenses granted to the U.S. Government are coextensive with the technical data and computer MB-UDK licenses granted in this Agreement. The U.S. Government will only have the right to reproduce, distribute, perform, display, and prepare Derivative Works as needed to implement those rights.
10.3 Waiver and Severability. If either Party fails to enforce at any time any of the provisions of this Agreement, or to exercise any election of options provided in this Agreement, that failure will not constitute a waiver of that provision or option, or affect the validity of this Agreement or any part of this Agreement, or the right of the waiving Party to enforce subsequently each and every provision. If any provision of this Agreement is held invalid or unenforceable, the remainder of the Agreement will continue in full force and effect.
10.4 Governing Law; Jurisdiction.
a. The procedural and substantive laws of the State of Delaware, U.S.A., without regard to its conflicts of laws principles, will govern this Agreement. This Agreement is prepared and executed and will be interpreted in the English language only, and no translation of the Agreement into another language will have any effect. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods (1980) is specifically excluded from and will not apply to this Agreement.
b. The state and federal courts located in the State of Delaware will have exclusive jurisdiction of all disputes and litigation arising out of or related to this Agreement including, without limitation, matters connected with its performance. Each Party irrevocably submits to the personal jurisdiction of those courts and irrevocably waives all objections to such venue. Any claim arising under or relating to this Agreement, will be governed by the laws of the State of Delaware, excluding its conflicts of laws provisions. The parties agree that all disputes and litigation regarding the above defined claims will be subject to the exclusive jurisdiction of the courts of the State of Delaware or of the Federal courts sitting in Delaware.
10.5 All notices required or permitted to be given under this Agreement must be in writing, make reference to this Agreement, and be delivered by hand, or dispatched by prepaid air courier or by registered or certified airmail, postage prepaid, addressed as follows:
If to Intel:
2200 Mission College Blvd.
Santa Clara, CA 95052
Attention: General Counsel
Reference ID: Theresa Ravelo, SSG Legal
\With a copy to:
Post Contract Management
1900 Prairie City Rd.
Folsom, CA 95630
Attn: Cathie McCall FM3-78
Notices will be considered served when received by addressee or, if delivery is not accomplished by reason of some fault of the addressee, when tendered for delivery. Either Party may give written notice of a change of address and, after notice of such change has been received, any notice or request will be given to that Party at the changed address.
10.6 No Sublicensing, Assignment or Transfer. You may not delegate, assign or transfer this Agreement, or any of Your rights and obligations under this Agreement, whether by contract, operation of law, acquisition, merger, consolidation, sale of all or substantially all of Your outstanding shares or assets, other changes in control, or any other event, and any attempt to do so will be a material breach of this Agreement and will be null and void. In addition, You may not sublicense, assign or transfer any MB-UDK or any part of the MB- UDK, or any right in this Agreement, whether by contract, operation of law, acquisition, merger, consolidation, sale of all or substantially all of a party’s outstanding shares or assets, other changes in control, or any other event, to any third party temporarily (such as loaning, rental, licensing or timeshare) or permanently, except as expressly permitted under Section 2.1 or 2.2, without the prior written consent of Intel in each instance which consent Intel may withhold in its sole discretion. Any attempted sublicense, assignment or transfer that is not expressly permitted under Section 2 or is without consent will be a material breach of this Agreement and will be null and void. Subject to the other provisions of this Section 11.4, this Agreement will bind and inure to the benefit of the Parties and their permitted successors and assigns whether by contract, operation of law, acquisition, merger, consolidation, sale of all or substantially all of a party’s outstanding shares or assets, other changes in control, or any other event.
10.7 You agree that this Agreement binds You and each of Your affiliates and the employees, agents, representatives and persons associated with any of them.
10.8 Entire Agreement. This Agreement, the Attachments, Exhibits, Appendix and Non Disclosure Agreement(s) contain the complete and exclusive statement of the agreement between the Parties and supersede all proposals, oral or written, and all other communications between the Parties relating to the subject matter of this Agreement. Only a written instrument duly executed by authorized representatives of Intel and You may modify this Agreement.
List of supported platforms with which the MB-UDK may be used:
Intel® Atom™ Processor E640 (1GHz, 32-bit)
MINIMUM OBJECT CODE
END-USER LICENSING TERMS
Licensee will ensure that terms at least as restrictive and protective of Intel's interests as the following minimum terms, as described below, are included in all End User Licenses. These minimum terms apply to distribution of the Pbject Code and Derived Object Code..
An End User may:
Copy the Object Code and Derived Code and accompanying materials ("Software") onto the End User's computers for End User's internal use solely for development and maintenance of the End User's products supporting Intel Chipsets or Intel Processors.
An End User may not:
1. Sublicense or further distribute the Software, or permit simultaneous use of the Software by more than one user.
2. Reverse engineer, decompile, or disassemble the Software.
3. Use, copy, modify, sell or transfer the Software except as provided in this Exhibit B.
4. Remove any copyright notices from the Software or any copies thereof.
5. Export or import Software in violation of any law, regulation, order or other restriction of the United States government and its agencies, or any foreign government.
An End User will also be made aware of and agree that:
1. Title to the Software and all copies thereof remain with Licensee or its suppliers, as applicable, and the Software is copyrighted and protected by United States and international copyright laws.
2. Except as expressly provided in this Exhibit B, End User is not granted any express or implied right under Intel patents, copyrights, trademarks or trade secret information.
3. The Software is provided "AS IS" without any express or implied warranty of any kind, including warranties of merchantability, noninfringement of third-party intellectual property or fitness for any particular purpose.
4. Liability to End User is completely disclaimed to the extent allowed by law, including without limitation all indirect, special, incidental, and consequential damages of any kind.
5. The technical data and Software covered by this license is a "Commercial Item," as the term is defined by the FAR 2.101 (48 C.F.R. 2.101) and is "commercial computer software" and "commercial computer software documentation" as specified under FAR 12.212 (48 C.F.R. 12.212) or DFARS 227.7202 (48 C.F.R. 227.7202), as applicable. This commercial computer software and related documentation is provided to End Users for use by and on behalf of the U.S. Government, with only those rights as are granted to all other End Users pursuant to the terms and conditions of the End User License. Use for or on behalf of the U.S. Government is permitted only if the party acquiring or using this software is properly authorized by an appropriate U.S. Government official. This use by or for the U.S. Government clause is in lieu of, and supersedes, any other FAR, DFARS, or other provision that addresses Government rights in the computer software or documentation covered by this license.
6. The End User License may be terminated at any time if the End User is in breach of any of its terms and conditions. Upon termination, the End User must immediately destroy the Software or return all copies.