I work at a university and want to get some FPGA development boards sponsored by Xilinx for labs. They have a donation program, so I filled a request. But after the final submission I've been presented with the following license agreement, which I find quite reasonable, except the two following points.
I couldn't find this agreement publicly accessible on their website, so see my gist for full text. Also, "XUP" stands for "Xilinx University Program".
7) Recipient institution grants a worldwide, royalty-free, transferable, sub-licensable, perpetual license to Xilinx, Inc. on any intellectual property rights, including but not limited to rights under patents, copyrights, mask works, and trade secrets, derived from, or related to, Xilinx products, technology, or confidential information to which the recipient institution obtains access in to under the XUP (the “Derivatives”); provided however, that institution shall have no obligation to disclose or provide such Derivatives to Xilinx.
After removing all visual noise, I got that Xilinx wants to have a license to everything I'm going to develop using their boards. I especially fear here words "perpetual" and "trade secrets". Which implications may this point have? And how wide they can be? May they involve someone besides me, my students or someone actually working with the donated FPGAs?
For example, if my students are designing a microprocessor for their coursework, does Xilinx get the right to use the design to manufacture and sell the chips? Or what if I develop some device using their FPGA, use it to obtain some result, and then write a paper; which rights Xilinx gets then?
8) If requested, the School Representative agrees to share relevant teaching materials with XUP. If deemed appropriate, XUP may disseminate materials to other XUP member institutes.
Does it mean that if I have written a textbook for my FPGA course, I must share it to Xilinx if they wants so? What if I used third-party materials for my book, or wrote it in co-authorship?
Are these terms okay to accept at all? I would appreciate if someone clarify this points for me. And, by the way, I'm in Russia while Xilinx resides in the US.