The following is a license to allow independent GNOME user groups to use the GNOME trademarks and copyrighted materials to promote GNOME. You can execute this license by, after reading it carefully, filling out the form that follows the license and clicking on “I agree.” You will get confirmation within a few days that the GNOME foundation has received your submission. If you have any questions about this license, please mail licensing@gnome.org.

GNOME FOUNDATION

LICENSE AGREEMENT

THE FOLLOWING IS A LEGAL AGREEMENT (“LICENSE”) BETWEEN GNOME FOUNDATION (“GNOME”) AND YOUR GNOME USER GROUP (“GROUP”). BY INDICATING YOUR ACCEPTANCE AND SUBMITTING THIS LICENSE TO GNOME, THE GROUP AGREES TO BE LEGALLY BOUND BY AND COMPLY WITH THE TERMS OF THIS LICENSE. COMPLIANCE WITH THIS LICENSE AND WITH GNOME’S USER GROUP GUIDELINES ARE CONDITIONS TO REMAINING IN GOOD STANDING AS A GNOME USER GROUP AND TO OBTAINING ANY BENEFITS WHICH MAY BE OFFERED BY GNOME TO RECOGNIZED USER GROUPS. THE GOAL OF THIS AGREEMENT IS TO BALANCE GNOME’S NEED TO PROTECT ITS IMPORTANT TRADEMARK RIGHTS WITH GNOME’S DESIRE TO ALLOW VALUED USER GROUPS TO USE CERTAIN GNOME TRADEMARKS IN CONNECTION WITH WORKING WITH ITS PRODUCTS AND SERVICES.

1. Trademark License
   1. Subject to the terms and conditions of this License, GNOME hereby grants the Group a limited, nonexclusive, non-transferable, non-sublicenseable license (i) to use the name “GNOME” as part of your user group name; (ii) to use a GNOME product name as part of your user group name, if the Group is focused on the use of such product; and (iii) to display the “GNOME” user group logo(s) posted at [http://www.gnome.org] in connection with the foregoing, in accordance with the terms of this License and GNOME’s then-current trademark guidelines applicable to user groups (“Trademark Guidelines”). The GNOME name, any permitted GNOME product names, and the GNOME logo(s) posted at [http://www.gnome.org] are referred to collectively as the “Licensed Marks”.
   2. The Group may not use the Licensed Marks for any commercial purpose whatsoever or in any manner other than as expressly permitted below. To preserve the value of the Licensed Marks, the Group’s operations and activities, and the manner in which they are conducted, shall be consistent with the high standards of quality traditionally associated with GNOME products and services. All uses of the Licensed Marks must be in accordance with the Trademark Guidelines. GNOME reserves the right to request a copy of all materials and items that contain the Licensed Marks to ensure compliance with the terms of this License and the Trademark Guidelines.
   3. The Group may use the Licensed Marks solely in connection with Group activities as described at [http://www.gnome.org] and in related promotional literature, newsletters, website content, and other non-commercial communications relating to official Group business.
   4. In using the Licensed Marks solely for the above-described purposes, without Gnome’s express written permission neither the Group nor its members shall:
      1. state or in any way imply that they speak for, act on behalf of, or represent GNOME;
      2. state or in any way imply that GNOME agrees with, endorses, approves, ascribes to, consents to, or recommends any views or opinions expressed by the Group or any of its members;
      3. use the trademark “GNOME” or any other trademark owned by GNOME in their URL or domain name; or
      4. use any trademark owned by GNOME other than the Licensed Marks.
      5. take any other action that might affect the distinctive quality of the Licensed Marks or adversely affect the reputation of GNOME or its products or services.
2. Copyright License
   1. Subject to the terms and conditions of this License, GNOME hereby grants the Group a limited, nonexclusive, non-transferable, non-sublicenseable license (i) to reproduce and distribute in print and electronic format the Licensed Works to members of the Group; (ii) to post the Licensed Works on the Group web site; and (iii) to display the Licensed Works at Group meetings and other events in which official business of the Group is conducted, or in which members of the Group represent the Group on official business.
   2. The “Licensed Works” includes any newsletters, marketing materials or other copyrightable works that GNOME may make available to the Group as part of GNOME’s user group program; provided, however, that computer software and documentation are expressly excluded. Any use or distribution of computer software and documentation require a separate written license agreement. In addition, in the event that GNOME notifies the Group of any additional terms or restrictions relating to the use of any Licensed Work, such additional terms or restrictions will be deemed to constitute part of this License.
   3. You may not modify, create derivative works or make any use of the Licensed Works other than as expressly permitted by this License; provided that you may modify any invitation materials or similar announcement templates solely as necessary to update them for use with Group activities, GNOME may withdraw your right to use any Licensed Work by notifying you that such work may no longer be used.
3. Legal Notices
   1. Trademark Notices. The following legal notices must appear in connection with all uses of the Licensed Marks:
      “GNOME and the GNOME logo(s) are trademarks or registered trademarks of GNOME Foundation in the U.S.A. or other countries.”
      “[Group name] is an independent user group that does not speak for, act on behalf of, or represent GNOME Foundation, nor are its views ascribed to or practices recommended by GNOME Foundation.”
   2. Copyright Notices. The copyright notices on the Licensed Works must be reproduced on all copies thereof and may not be altered, obfuscated or removed. In the event that no copyright notice appears on any of the Licensed Works, the following legal notices must be reproduced on all copies of the applicable Licensed Work: “© GNOME Foundation. All rights reserved.”
4. Ownership Rights . The Group acknowledges GNOME’s ownership of the Licensed Marks and Licensed Works, including all modifications and derivative works. The Group acquires no rights relating thereto, other than the license granted herein, and all uses shall inure to the sole benefit of GNOME. Absent Gnome’s express written permission, the Group may not use the Licensed Marks or Licensed Works, or any variations thereof, and may not register a trademark, company name, trade name, domain name or business identity incorporating the Licensed Marks or any other GNOME trademark or any mark confusingly similar thereto. In the event that the Group or any member of the Group applies for or registers a domain name containing any trademark owned by GNOME without Gnome’s permission, the Group will cause such domain name to be assigned to GNOME at no cost. All rights to any modifications to the Licensed Works shall be owned by GNOME and are hereby assigned to GNOME. GNOME grants the Group no other rights in the Licensed Works or Licensed Marks other than set forth herein, and any other use by the Group may be considered an infringement. All rights not expressly granted herein are reserved.
5. User Group Compliance . The rights granted under this License are conditioned upon the on-going compliance by the Group, and by each member of the Group, with GNOME’s rules and requirements for recognized user groups (“User Group Guidelines”). The Group agrees to comply, and will ensure compliance by each of its members, with this License and with the User Group Guidelines. GNOME’s User Group Guidelines, which may change from time to time, are posted on GNOME’s web site or may be otherwise made publicly available or communicated to the Group.
6. Termination. The License is effective upon acceptance and submission by the authorized representative of the Group, subject to GNOME’s right to verify the Group’s compliance with GNOME’s requirements for recognition as a user group. This License will continue until terminated. Either party may terminate this License at any time. Without limiting the foregoing, GNOME reserves the right to immediately terminate this License at any time if the Group, or any member of the Group, violates the terms of this License or GNOME’s User Group Guidelines. GNOME, at its sole option, may elect to provide the Group with notice of any noncompliance and guidance to permit the Group to cure such noncompliance; provided, however, that granting of any cure period or any waiver shall not restrict GNOME from electing to terminate this License at any time in its sole discretion. GNOME further reserves the right, in its sole discretion, to modify the terms of this License and/or the Trademark Guidelines, to withdraw license rights in certain jurisdictions or with respect to certain marks or works, or to modify or terminate the entire GNOME user group program or any aspect of it. The Group will have thirty (30) days after notice to conform to the new changes and/or guidelines unless GNOME notifies the Group of an expedited implementation period. If this License is terminated, the Group shall immediately cease all use of the Licensed Marks and Licensed Works and returning all embodiments thereof to GNOME.
7. Disclaimer; Limitation of Liability. THE LICENSE IS GRANTED ON AN “AS IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, FITNESS OR ACCURACY. IN NO EVENT WILL GNOME BE LIABLE TO THE GROUP OR ANY MEMBER FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THIS LICENSE, ON ANY LEGAL THEORY, EVEN IF GNOME HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8. Permitted Access. Upon acceptance of this License, the authorized representative of the Group may request a copy of the GNOME user group logo(s) and will be placed on any distribution list for any Licensed Works that may be made available by GNOME to the Group
9. Miscellaneous. This License is governed by the laws of the State of Massachusetts without reference to conflict of law principles, and the Group consents to exclusive jurisdiction and venue of the courts located in Middlesex County, Massachusetts, and hereby waives any objection to such forum. Any dispute arising out of or relating to this License will be submitted to final and binding arbitration in Middlesex County, Massachusetts under the rules of the American Arbitration Association. Notwithstanding the foregoing, GNOME reserves the right to take action as it may deem appropriate in any court of competent jurisdiction to protect its intellectual property rights and/or to enforce the terms of this License relating thereto. Each party waives trial by jury in any action, suit, proceeding, or counterclaim of any kind arising out of or related to this License. This License constitutes the entire agreement between the parties with respect to the subject matter hereof. There are no understandings, agreements or representations with respect to the subject matter hereof not specified herein. GNOME shall not be bound by any additional provisions that may appear in any communication from the Group or its members. This License may only be modified by mutual written agreement or by written notice from GNOME to the Group of any changes to GNOME’s licensing policies. The License granted hereunder is personal to the Group may not be assigned or transferred to any third party by any act of Licensee or by operation of law or otherwise. Subject to the foregoing, this License inures to the benefit of the parties and their permitted successors and assigns. If any provision of this License is invalid or unenforceable under applicable law, it shall not affect the validity or enforceability of the remainder of the terms of this License, and without further action by the parties hereto, such provision shall be reformed to the minimum extent necessary to make such provision valid and enforceable. No term or provision hereof shall be deemed waived and no breach consented to unless such waiver or consent shall be in writing and signed by the party to be charged with such waiver or consent.
10. Privacy Policy. GNOME collects personal information from members of GNOME User Groups. GNOME’s privacy policy, which can be found at [http://www.gnome.org], explains GNOME’s collection and use of such information. The terms of GNOME’s privacy policy, as it may be updated from time to time, are incorporated in and made part of this License.