Unity Certification Materials Additional terms

Last Updated: June 28, 2016

Your use of the Materials (as further described below) is subject to these Additional Terms (the “General Terms”), which supplement and incorporate the Unity Terms of Service. By downloading, installing or using the Materials in any manner, you represent and affirm that you have read, understand and agree to be legally bound by and comply with these General Terms. If you do not agree with these General Terms, you are not authorized to use the Materials in any manner.

1. Rights to use the Materials.

Subject to your purchase of access to the Materials, your compliance with the terms and conditions of the Agreement (including the Eligibility Criteria set forth in these General Terms), and payment of all applicable fees, Unity grants you a non-exclusive, revocable, non-transferable, non-sublicenseable, royalty-free license for the Term to install the executable form of the Materials under an Order on Authorized Machines for Permitted Uses; provided only that you may distribute those Materials to Authorized Users for Permitted Uses on Authorized Machines. You will be and remain primarily liable to Unity for any unauthorized use of the Materials by Authorized Users.
Unity reserves the right entirely at our discretion to terminate your access to Materials without refund or reimbursement and require you to cease using and permanently destroy all Materials, including assets or copies thereof whether in their original form or a modified state, in the event that Unity believes you to be in breach of these General Terms.
Materials are licensed not sold. Unity and/or its licensors retain ownership of all Materials, including all intellectual property rights therein. Materials are protected by copyright law and international treaties. Unity reserves all rights to Materials not expressly granted to you in these General Terms. You will not delete or in any manner alter any Unity, Unity’ licensors, or third-party copyright, trademark or other proprietary rights notices or markings appearing on or in any Materials.
Subject to early termination as otherwise provided for in these General Terms, your access right(s) to Materials will terminate upon completion of the Term.
Except as expressly specified in a separate agreement with Unity, you may not: (a) copy (except in the course of loading or installing) or modify or create derivative works of the Materials; (b) distribute, transfer, sublicense, lease, lend, rent or otherwise provide access to the Materials to any third party; (c) directly or indirectly make the functionality of the Materials available to multiple users or third parties through any means, including but not limited to by uploading the Materials to a network or file-sharing service or through any hosting, application services provider, service bureau, software-as-a-service (SaaS) or any other technology or service; (d) use the Materials for competitive analysis or to develop a competing product or service; or (e) do anything that could cause or result in the Materials being subject to any open source license (or similar license) that requires as a condition of use, modification or distribution that the Materials (including the runtime portion thereof) or other Materials combined or distributed with the Materials be: (i) disclosed or distributed in source code form; (ii) licensed for the purpose of making derivative works; or (iii) redistributable at no charge. You acknowledge and agree that portions of the Materials, including but not limited to the source code and the specific design and structure of individual modules or programs, are confidential and constitute or contain trade secrets of Unity and its licensors. Accordingly, you agree not to disassemble, decompile or reverse engineer the Materials, in whole or in part, or permit or authorize a third party to do so, except to the extent such activities are expressly permitted by these General Terms or by law notwithstanding this prohibition. Notwithstanding the restriction prohibiting decompiling in the immediately preceding sentence, you may decompile the Unity Common Language Infrastructure (CLI) assemblies solely to inspect their functionality for purposes of understanding or improving performance of Your Content or any editor extension to the Materials.
Subject to your purchase and these General Terms, Unity grants you the non-exclusive, revocable, non-transferable, non-sublicenseable, royalty-free license for the Term to use certain Unity Certification Logos and Appellations as may be separately notified to you by Unity appropriate to the purchase you have made and any other Unity authorizations you hold. In this connection, you will abide by any manner of use instructions or guidelines concerning the Unity Certification Logos and Appellations that Unity may provide to you separately, including whether by means of a posting on the Site or in a written communication (including email) to any address provided by you. Further, unless otherwise instructed or agreed in writing by Unity, you will not use the Unity Certification Logos and Appellations in a manner that is inconsistent with the “Unity Brand Usage Guidelines” at the Site or its successor guidelines. Any goodwill arising out of use of Unity Certification Logos and Appellations shall inure to the benefit of Unity, and not you.
Unity reserves the right entirely at our discretion to require you to cease using Unity Certification Logos and Appellations, without refund or reimbursement, in the event that Unity believes you to be in breach of these General Terms.
Neither your use, nor your right to use, Unity Certification Logos and Appellations provides or implies any guarantee whatsoever from Unity of the quality of any work you may perform. Nor is Unity liable in any way for any deficiencies in said work.
You understand and agree that (a) you are not an agent of Unity or its licensors, and will not hold yourself out as such; and (b) you are not permitted to make, and will not make, any representations, warranties or guarantees to third parties with respect to Unity or its licensors.

2. Term.

You understand and agree that Unity reserves the right to make changes to and/or discontinue or terminate its “Certification Program” and successor program(s) (collectively, “Certification Program”) at any time without prior notice and at its sole discretion.
General Terms will automatically terminate, with or without notice from Unity, if you breach any term of these General Terms or fail to pay all fees due. Upon termination, you must at Unity’s option either promptly delete and destroy or return to Unity all copies of the Materials in your possession or control. Unity may also disable the Materials upon expiration of the Term or in the event you breach these General Terms.

3. U.S. Government Rights.

The Materials and computer Materials documentation (“Documentation”) are “commercial items” as that term is defined in the Federal Acquisition Regulation (“FAR”) 2.101, consisting of “commercial computer Materials” and “commercial computer Materials documentation,” respectively, as such terms are used in FAR 12.212 and DFARS 227.7202.If acquired by or on behalf of a civilian agency, the U.S. Government acquires or will acquire the Materials and/or Documentation and other technical data subject to the terms of these General Terms as required in 48 C.F.R. 12.212 (Computer Materials) and 12.211 (Technical Data) of the FAR and its successors. If acquired by or on behalf of any agency within the Department of Defense (“DOD”), the U.S. Government acquires or will acquire the Materials and/or Documentation subject to the terms of these Certification Terms as specified in 48 C.F.R. 227.7202-3 of the DOD FAR Supplement (“DFARS”) and its successors. This U.S. Government Rights clause is in lieu of, and supersedes, any other FAR, DFARS, or other clause or provision that addresses Government rights in computer Materials or technical data.

4. Export Law.

You agree to comply fully with all export laws and regulations to ensure that neither the Materials nor any technical data related thereto nor any direct product thereof are exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations.

5. Definitions.

“Eligibility Criteria” means (a) being an individual of at least 13 years of age, and if you are between the ages of 13 and the age of legal majority where you access this site, you represent that your legal guardian has reviewed and agreed to these General Terms; (b) not being a citizen or resident of a country subject to any United States embargo; (c) not otherwise prevented from participating under applicable law; and (d) such other criteria as Unity may determine in its sole discretion from time to time.
“Authorized Machine” means (a) one (1) computer for each Authorized User (“Terminal”); and/or (b) any local display device physically located at and within an Authorized Site. For greater certainty, no Authorized Machine may cause or permit the display, broadcast, uploading/downloading, copying, transmission, communication, or performance of Materials, in whole or in part, to or at any other machine, device, thing, or place by any means anywhere at anytime.
“Authorized Site” means the physical location(s) authorized by Unity for certification-related activities pursuant to a separate agreement with Unity.
“Authorized User” means, for each single quantity of Materials under an Order, either (a) you, the individual who purchased the Order, or, if you accepted these General Terms and purchased the Order on behalf of an organization, a single employee of that organization; or (b) any Entitlement Holder.
“End User Terms” means the “Unity Certification Program Terms and Conditions” or their successor terms at the Site at any given time.
“Entitlement Holder” means one (1) individual to whom you provide Materials you purchased under your Order that have not been accessed by you or any other individual; provided that such Entitlement Holder is not your employee and meets the Eligibility Criteria. As the sole exception to the foregoing, an Entitlement Holder may be a person under 13 years of age ONLY where and for so long as you are a School that can and does authorize the limited collection of personal information from your students as described in the “Unity Educational Products for Schools Privacy Notice” at the Site.
“Materials” means examination materials, courseware, and instructional materials in connection with Unity’s Certification Program.
“Order” means the transaction concerning your purchase of and access to the Materials.
“Permitted Uses” means use of the Materials solely for the educational purposes for which it is intended and, if used on a Terminal, by an Authorized User in accordance with the End User Terms; provided, however, that Permitted Uses does not include proctoring, holding, permitting the taking of by others, or otherwise administering any examination of any kind, including any examination materials included in the Materials, in connection with Unity, Unity’s software, or the use of Unity’s software, including Unity’s Certification Program, unless you have entered into a separate agreement with Unity authorizing any such use. For greater certainty, any Authorized User may take any such examination from any person so authorized by Unity on a Terminal at an Authorized Site.
“School” means any secondary and below school or school district.
“Term” means the term indicated in the Order or in the Materials; where no term is specified, however, until terminated pursuant to the End User Terms or termination of Unity’s Certification Program.
“Unity Certification Logos and Appellations” means those titles or logos concerning Unity's Certification Program and/or Unity as separately identified by Unity.