AMD Open Platform Management Architecture Specification. [rev.1.30].[2008-01-31] free download

File name Open Platform Management Architecture Specification. [rev.1.30].[2008-01-31].pdf

OPEN PLATFORM MANAGEMENT ARCHITECTURE SPECIFICATION LICENSE AGREEMENT This Open Platform Management Architecture Specification License Agreement ("Agreement") is made by Advanced Micro Devices, Inc., a Delaware corporation, having its principal place of business at One AMD Place, Sunnyvale, California, 94088 ("AMD"), and the entity named on the signature page of this Agreement ("Adopter"). This Agreement is effective as of the date a fully executed original has been received by AMD ("Effective Date"). BACKGROUND A. AMD has developed a platform architecture which is designed to modularize the platform hardware manageability subsystem for servers, the Open Platform Management Architecture. AMD desires to provide the OPMA (defined below) specification to various vendors and suppliers in a manner that enables compatibility between different vendors' hardware and software designs implementing OPMA. B. AMD is the owner or licensee of certain intellectual property rights covering OPMA and the OPMA Specification and is willing to license such rights to Adopter under the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound hereby, the parties hereto agree as follows: AGREEMENT Article 1. Ownership and License Grants 1.1 Ownership. Adopter hereby acknowledges and agrees that AMD, AMD Affiliates, and AMD's licensors shall retain ownership of all worldwide rights, titles, and interests in and to OPMA and the OPMA Specification, and all related intellectual property rights embodied therein, subject to the licenses granted to Adopter in Section 1.2 below. 1.2 Licenses. As of the Effective Date, the following licenses are granted by Adopter to AMD and all Fellow Adopters (as provided in Section 1.2.2), and the grants of AMD and all Fellow Adopters shall extend to Adopter. In each case, the party (AMD, Adopter, or Fellow Adopter) granting the license is referred to as the "Grantor," and the party (AMD, Adopter, or Fellow Adopter) receiving the license is referred to as the "Grantee." "Fellow Adopters" are all other entities which have executed, at any time, an agreement substantially similar to this Agreement and delivered it to AMD. 1.2.1 OPMA. Subject to the terms and conditions of this Agreement, Grantor hereby grants to Grantees a worldwide, non-exclusive, royalty free, non-transferable license under Grantor's Necessary Claims, to make, have made, use, import, sell, offer to sell, lease, and otherwise dispose of Compliant Portions, provided that such license shall not extend to any part or function