FreeSurfer / CorTechs Software License Agreement ("Agreement")

NOTE: The 'CorTechs' license only applies to the 'tktools' (tkmedit, tksurfer and tkregister2)

1. Downloading, copying and/or use of the software and accompanying documentation, if any, that is the subject of this Agreement (the "Software") constitutes acceptance of all of the terms and conditions of this Agreement. If you do not accept and agree to such terms and conditions, you have no right to download, copy or use the Software.

2. Licensor hereby grants you (as used herein "you" shall mean the individual downloading and/or using this Software and the institution or other entity which employs or is otherwise affiliated with such individual in connection with his or her use of the Software) with respect to Licensor's rights in the Software a royalty-free, non-exclusive license to use, reproduce, make derivative works of, display and distribute the Software, provided that:

(a) you accept and adhere to all of the terms and conditions of this Agreement;

(b) the above copyright notice(s), the acknowledgment "This product includes Freesurfer developed by CorTechs Labs, Inc. and The General Hospital Corporation" and the six numbered paragraphs of this Agreement appear on and shall apply to all copies of complete or substantial portions of the Software, including without limitation all source and executable forms, and on any user documentation;

(c) modified versions of the Software must be clearly identified and marked as such, and must not be misrepresented as being the original Software; and

(d) such use, reproduction, making of derivative works, display and distribution of the software is limited to non-commercial internal research and educational purposes by not-for-profit entities;

(e) you may not use Freesurfer in research that is sponsored by a commercial entity;

(f) you make the source code to any modifications to the Software freely available under terms consistent with and no more restrictive than those in this Agreement;

(g) you agree that this License Agreement may be terminated at any time by notice posted on Licensor applicable website if any contributor to Freesurfer with the legal right to do so demands that or compels Licensor to terminate this license.

The license granted in this Agreement includes without limitation the right to (i) incorporate the Software into your proprietary programs and into any third party proprietary programs, (ii) add your own copyright statement to your modifications of the Software, and (iii) provide additional or different license terms and conditions in your sublicenses of modifications of the Software; provided that your use, reproduction and distribution of such modifications otherwise complies with the conditions stated in this Agreement. This Agreement does not grant any rights with respect to third party programs, therefore, you agree that you are solely responsible for obtaining any permission from third parties that are required to incorporate the Software into third party proprietary programs and for informing your sublicensees, including without limitation your end-users, of their obligations to secure any such required permissions. Except to the extent prohibited by law, you further agree to and shall indemnify Licensor for any claims against Licensor by any such third parties resulting from your failure to obtain such permissions.

3. The Software has been designed for research purposes only and has not been reviewed, market cleared, or approved by the Food and Drug Administration or by any other agency, and does not meet existing Federal QSR requirements. YOU ACKNOWLEDGE AND AGREE THAT YOU WILL NOT USE OR PERMIT USE OF THIS SOFTWARE IN THE EVALUATION AND/OR TREATMENT OF A PATIENT UNDER THE SUPERVISION OF A LICENSED PHYSICIAN.

4. The software is provided "AS IS" and neither licensor nor any contributor to the software (a "Contributor") shall have any obligation to provide maintenance, support, updates, enhancements or modifications thereto. LICENSOR AND ALL CONTRIBUTORS SPECIFICALLY DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES OF ANY KIND including, but not limited to, any warranties of merchantability, fitness for a particular purpose, and non-infringement. IN NO EVENT SHALL LICENSOR OR ANY CONTRIBUTOR BE LIABLE TO ANY PARTY FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES however caused and on any theory of liability arising in any way out of the use of the Software, even if Licensor or any Contributor has been advised of the possibility of such damages. To the maximum extent not prohibited by law or regulation, YOU FURTHER ASSUME ALL LIABILITY FOR YOUR USE, REPRODUCTION, MAKING OF DERIVATIVE WORKS OF, DISPLAY AND DISTRIBUTION OF THE SOFTWARE AND AGREE TO INDEMNIFY LICENSORAND CONTRIBUTORS FOR ANY AND ALL CLAIMS, SUITS, ACTIONS, DEMANDS AND JUDGMENTS ARISING THEREFROM.

5. None of the names or logos of any Licensor or any of Licensor's affiliates or any of the Contributors may be used to endorse or promote products produced in whole or in part by operation of the Software or derived from or based on the Software without specific prior written permission from the applicable party.

6. Any use, modification, reproduction or distribution of the Software or any part thereof which is not in accordance with this Agreement shall automatically revoke all rights granted to you under this Agreement and render this Agreement null and void. This Agreement does not grant any rights in or to any intellectual property owned by Licensor or any Contributor except those rights expressly granted hereunder. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without regard to principles of conflicts of law.