NVIDIA TensorRT Engine License Agreement: https://docs.nvidia.com/deeplearning/tensorrt-cloud/latest/reference/eula.html#nvidia-tensorrt-engine-license-agreement

IMPORTANT NOTICE – PLEASE READ AND AGREE BEFORE USING THE NVIDIA TensorRT ENGINE.

This license agreement (“Agreement”) is a legal agreement between you, whether an individual or entity (“you”) and NVIDIA Corporation (“NVIDIA”) and governs the use of the NVIDIA TensorRT Engine, consisting of models including software, checkpoints, learnt weights, algorithms, parameters, configuration files, datasets and documentation, if and when available (collectively, “NVIDIA TensorRT Engine”) and the NVIDIA TensorRT Cloud software development kit (the “TensorRT Cloud SDK”). The NVIDIA TensorRT Engine and NVIDIA TensorRT Cloud SDK are together referred to as the “Licensed Materials”.
This Agreement can be accepted only by an adult of legal age of majority in the country in which the Licensed Materials are used.
If you don’t have the required age or authority to accept this Agreement, or if you don’t accept all the terms and conditions of this Agreement, do not use the Licensed Materials.
1. License Grants.
1.1 Grant for NVIDIA TensorRT Engine: Subject to the terms of this Agreement, NVIDIA grants you a limited, non-exclusive, revocable, non-transferable, non-sublicensable (except as expressly granted in this Agreement), license to install, use copies, deploy, distribute, disclose, or display the NVIDIA TensorRT Engine as part of your products or services that have additional material functionality, in systems with NVIDIA GPUs.
1.2 Grant for NVIDIA TensorRT Cloud SDK: Subject to the terms of this Agreement, NVIDIA grants you a limited, non-exclusive, revocable, non-transferable, non-sublicensable (except as expressly granted in this Agreement), license to:
(a) Access, install and use copies of the NVIDIA TensorRT Cloud SDK,
(b) configure the NVIDIA TensorRT Cloud SDK using configuration files provided (if applicable), and
(c) modify and create derivative works of any sample or example source code NVIDIA delivers to you as part of the NVIDIA TensorRT Cloud SDK (“Derivatives”) (if applicable).
All the foregoing (a) through (c) are only for use with the NVIDIA TensorRT Cloud SDK only for your internal use in systems with NVIDIA GPUs.
1.3 Grant to NVIDIA. Subject to the terms of this Agreement, you grant NVIDIA a non-exclusive, perpetual, irrevocable, sublicensable, worldwide, royalty-free, fully paid-up and transferable license, under your intellectual property rights, to publicly perform, publicly display, reproduce, use, make, have made, sell, offer for sale, distribute (through multiple tiers of distribution), import, create derivative works of and otherwise commercialize and exploit at NVIDIA’s discretion any Derivatives created by or for you. You may, but is not required to, deliver any Derivatives to NVIDIA.
2. Use and Distribution Limitations. The following terms apply to the use or distribution of the Licensed Materials and Derivatives that you develop as authorized in Section 1:
2.1 You may not modify, create derivative works, distribute, deploy, disclose, perform or display the Licensed Materials, except as expressly granted in Section 1. For clarity, you may not distribute the NVIDIA TensorRT Engine on a stand-alone basis and you may not distribute the NVIDIA TensorRT Cloud SDK under any circumstances.
2.2 If you deploy or distribute NVIDIA TRT Engine, or make available a product or service that uses an NVIDIA TRT Engine, you will provide a copy of this Agreement.
2.3 Licensed Materials and Derivatives must only be used or distributed for purposes that are: permitted by this Agreement, consistent with the rights of others, and do not violate any applicable laws or regulations.
2.4 You may not use the Licensed Materials, Derivatives or any output or results of them to develop or improve any other large language or generative AI models (excluding NVIDIA TensorRT Engines or Derivative).
2.5 You may not change or remove copyright or other proprietary notices in the Licensed Materials or misrepresent the authorship of the Licensed Materials and you must cause any modified files to carry prominent notices stating that you changed the files such that modifications are not misrepresented as original Licensed Materials. Except as necessary to give attribution to works as described in this section, you are not granted any trademark license under this Agreement.
2.6 You may not use the Licensed Materials in any manner that would cause them to become subject to an open source software license; subject to the terms in the “Components Under Other Licenses” section below.
2.7 You may not bypass, disable, or circumvent any technical aspect of the Licensed Materials, including, but not limited to, encryption, security, digital rights management, authorization or authentication mechanism.
2.8 You are solely responsible for and must have sufficient rights or licenses for content used with an Licensed Materials and agree that your use will not infringe any third-party rights.
2.9 You agree that due to the nature of machine learning, your output may not be unique, could be generated by other licensees using the Licensed Materials, and outputs created by other licensees are not yours.
2.10 You agree to indemnify and hold harmless, and at NVIDIA’s election defend, NVIDIA and its affiliates, and their respective employees, contractors, agents, officers and directors, from and against any and all third-party claims, damages, obligations, losses, liabilities, costs or debt, fines, restitutions and expenses (including but not limited to attorney’s fees and costs incident to establishing the right of indemnification) arising out of: (a) products or services that have been developed or deployed with or use the Licensed Materials or Derivative (including results or data generated from such use), or claims that they violate laws, or infringe, violate, or misappropriate any third party rights; or (b) a violation of the terms and conditions of this Agreement.
3. Your Privacy: Collection and Use of Information.
3.1 Privacy Policy. Please review the NVIDIA Privacy Policy, located at NVIDIA Privacy Policy, which explains NVIDIA’s policy for collecting and using data, as well as visit the NVIDIA Privacy Center, located at Privacy Center | NVIDIA, to manage your consent and privacy preferences.
3.2 Collection Purposes. NVIDIA may require certain personal information such as name, email address or entitlement information to provide you access to the Licensed Materials.
3.3 Third Party Privacy Practices. The Licensed Materials may contain links to third party websites and services. NVIDIA encourages you to review the privacy statements on those sites and services that you choose to visit to understand how they may collect, use and share your data. NVIDIA is not responsible for the privacy statements or practices of third party sites or services.
4. Trustworthy AI.
4.1 Ethical Use. NVIDIA is committed to safety, trust and transparency in AI development. NVIDIA encourages you to (a) ensure that the product or service you develop, use, offer as a service or distribute meets the legal and ethical requirements of the relevant industry or use case, (b) take reasonable measures to address unintended bias and to mitigate harm to others, including underrepresented or vulnerable groups, and (c) inform users of the nature and limitations of the product or service.
4.2 Prohibited Uses. NVIDIA expressly prohibits the use of its products or services for any purpose in violation of applicable law or regulation, including but not limited to (a) illegal surveillance, (b) illegal collection or processing of biometric information without the consent of the subject where required under applicable law, or (c) illegal harassment, abuse, threatening or bullying of individuals or groups of individuals or intentionally misleading or deceiving others.
5. Components Under Other Licenses. The Licensed Materials may include or be distributed with components provided with separate legal notices or terms that accompany the components, such as an Open Source Software Licenses or a third-party license. The components are subject to the applicable other licenses, including any proprietary notices, disclaimers, requirements and extended use rights; except that this Agreement will prevail regarding the use of third-party open source software, unless a third-party Open Source Software License requires
its license terms to prevail. “Open Source Software License” means any software, data or documentation subject to any license identified as an open source license by the Open Source Initiative (http://opensource.org), Free Software Foundation (http://www.fsf.org) or other similar open source organization or listed by the Software Package Data Exchange (SPDX) Workgroup under the Linux Foundation (http://www.spdx.org).
6. Termination. The term of this Agreement will commence upon your acceptance of this Agreement or access to the Licensed Materials. This Agreement will automatically terminate without notice from NVIDIA if you fail to comply with any of the terms in this Agreement or if you commence or participate in any legal proceeding against NVIDIA with respect to the Licensed Materials, Derivatives or any output or results of them. Additionally, NVIDIA may terminate this Agreement with prior written notice to you if, in NVIDIA’s sole discretion, the continued use of the Licensed Materials is no longer commercially viable or creates liabilities for NVIDIA. Upon any termination, you must stop using and destroy all copies of the Licensed Materials and Derivatives. Upon written request, you will certify in writing that you have complied with your commitments under this Section 6. Section 9, 10 and 11 of this Agreement will survive termination.
7. Ownership.
7.1 NVIDIA Ownership. The Licensed Materials, including all intellectual property rights, is and will remain the sole and exclusive property of NVIDIA or its licensors. Except as expressly granted in this Agreement, (i) NVIDIA reserves all rights, interests and remedies in connection with the Licensed Materials, and (ii) no other license or right is granted to you by implication, estoppel or otherwise.
7.2 Your Ownership. Subject to the rights of NVIDIA and its suppliers in the Licensed Materials and to the extent permitted by applicable law, as between you and NVIDIA you hold all rights, title and interest in and to: (i) Derivatives that you develop as permitted in this Agreement including their respective intellectual property rights, and (ii) outputs of the Licensed Materials, subject to the limitations in Section 2.7.
8. Feedback. You may, but are not obligated to, provide suggestions, requests, fixes, modifications, enhancements, or other feedback regarding or in connection with Licensed Materials (“Feedback”). Feedback, even if designated as confidential by you, will not create any confidentiality obligation for NVIDIA or its affiliates. If you provide Feedback, you hereby grant NVIDIA, its affiliates and its designees a non-exclusive, perpetual, irrevocable, sublicensable, worldwide, royalty-free, fully paid-up and transferable license, under your intellectual property rights, to publicly perform, publicly display, reproduce, use, make, have made, sell, offer for sale, distribute (through multiple tiers of distribution), import, create derivative works of and otherwise commercialize and exploit the Feedback at NVIDIA’s discretion.
9. Disclaimer of Warranties. THE LICENSED MATERIALS, OUTPUT OR RESULTS ARE PROVIDED “AS IS”. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NVIDIA DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, RELATING TO OR ARISING UNDER THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, USAGE OF TRADE AND COURSE OF DEALING. WITHOUT LIMITING THE FOREGOING, NVIDIA DOES NOT WARRANT THAT THE LICENSED MATERIALS, OUTPUT OR RESULTS WILL MEET YOUR REQUIREMENTS OR THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED. YOU ARE SOLELY RESPONSIBLE FOR DETERMINING THE APPROPRIATENESS OF USING THE LICENSED MATERIALS, OUTPUTS OR RESULTS AND ASSUME ANY RISKS ASSOCIATED WITH YOUR USE OF THE LICENSED MATERIALS, OUTPUTS OR RESULTS.
10. Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NVIDIA BE LIABLE FOR ANY (A) INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR (B) DAMAGES FOR THE (I) COST OF PROCURING SUBSTITUTE GOODS OR (II) LOSS OF PROFITS, REVENUES, USE, DATA OR GOODWILL ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND EVEN IF NVIDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A PARTY'S REMEDIES FAIL THEIR ESSENTIAL PURPOSE. ADDITIONALLY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NVIDIA’S TOTAL
CUMULATIVE AGGREGATE LIABILITY FOR ANY AND ALL LIABILITIES, OBLIGATIONS OR CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED ONE-HUNDRED U.S. DOLLARS (US$100).
11. Governing Law and Jurisdiction. This Agreement will be governed in all respects by the laws of the United States and the laws of the State of Delaware, without regard to conflict of laws principles or the United Nations Convention on Contracts for the International Sale of Goods. The state and federal courts residing in Santa Clara County, California will have exclusive jurisdiction over any dispute or claim arising out of or related to this Agreement, and the parties irrevocably consent to personal jurisdiction and venue in those courts; except that either party may apply for injunctive remedies or an equivalent type of urgent legal relief in any jurisdiction.
12. Trade and Compliance. You agree to comply with all applicable export, import, trade and economic sanctions laws and regulations, as amended, including without limitation U.S. Export Administration Regulations and Office of Foreign Assets Control regulations. You confirm (a) your understanding that export or reexport of certain NVIDIA products or technologies may require a license or other approval from appropriate authorities and (b) that you will not export or reexport any products or technology, directly or indirectly, without first obtaining any required license or other approval from appropriate authorities, (i) to any countries that are subject to any U.S. or local export restrictions (currently including, but not necessarily limited to, Belarus, Cuba, Iran, North Korea, Russia, Syria, the Region of Crimea, Donetsk People’s Republic Region and Luhansk People’s Republic Region); (ii) to any end-user who it knows or has reason to know will utilize them in the design, development or production of nuclear, chemical or biological weapons, missiles, rocket systems, unmanned air vehicles capable of a maximum range of at least 300 kilometers, regardless of payload, or intended for military end-use, or any weapons of mass destruction; (iii) to any end-user who has been prohibited from participating in the U.S. or local export transactions by any governing authority; or (iv) to any known military or military-intelligence end-user or for any known military or military-intelligence end-use in accordance with U.S. trade compliance laws and regulations. Use of the Licensed Materials provided under this Agreement will be consistent with NVIDIA’s Human Rights Policy.
