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PATENTS
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Additional Grant of Patent Rights Version 2
"Software" means the Open Parse software distributed by Startup Makers, Inc.
Startup Makers, Inc. ("Startup Makers") hereby grants to each recipient of
the Software ("you") a perpetual, worldwide, royalty-free, non-exclusive,
irrevocable (subject to the termination provision below) license under any
Necessary Claims, to make, have made, use, sell, offer to sell, import, and
otherwise transfer the Software. For avoidance of doubt, no license is granted
under Startup Makers's rights in any patent claims that are infringed by (i)
modifications to the Software made by you or any third party or (ii) the Software
in combination with any software or other technology.
The license granted hereunder will terminate, automatically and without notice,
if you (or any of your subsidiaries, corporate affiliates or agents) initiate
directly or indirectly, or take a direct financial interest in, any Patent
Assertion: (i) against Startup Makers or any of its subsidiaries or corporate
affiliates, (ii) against any party if such Patent Assertion arises in whole or
in part from any software, technology, product or service of Startup Makers or
any of its subsidiaries or corporate affiliates, or (iii) against any party
relating to the Software. Notwithstanding the foregoing, if Startup Makers or
any of its subsidiaries or corporate affiliates files a lawsuit alleging patent
infringement against you in the first instance, and you respond by filing a
patent infringement counterclaim in that lawsuit against that party that is
unrelated to the Software, the license granted hereunder will not terminate
under section (i) of this paragraph due to such counterclaim.
A "Necessary Claim" is a claim of a patent owned by Startup Makers that is
necessarily infringed by the Software standing alone.
A "Patent Assertion" is any lawsuit or other action alleging direct, indirect,
or contributory infringement or inducement to infringe any patent, including a
cross-claim or counterclaim.