|
| 1 | +Sitecore Corporation A/S - License Agreement |
| 2 | +============= |
| 3 | + |
| 4 | +1. **This Agreement.** Any use of the artifact package content provided by Sitecore ("Materials") |
| 5 | + shall be governed by this license ("Agreement"). This Agreement shall apply to any person or |
| 6 | + application for each access or any other use of the Materials with any device or in any form |
| 7 | + ("You" or "Your"). You may not and will immediately discontinue any use or access of |
| 8 | + the Materials if you do not acknowledge and fully agree with this License. |
| 9 | + |
| 10 | +2. **Materials.** Sitecore grants you a limited, temporary, non-exclusive, non-transferable, |
| 11 | + non-assignable, and non-sublicensable license to access and use the Materials in compliance with |
| 12 | + all applicable laws and this Agreement. Ownership of the Materials and all worldwide rights, |
| 13 | + title and interest in and to any intellectual property associated with the Materials shall |
| 14 | + remain solely and exclusively with Sitecore or the respective owners of such intellectual |
| 15 | + property. You acknowledge and agree no intellectual property rights of any kind, whether now |
| 16 | + known or later developed, are transferred under this Agreement to You. |
| 17 | + |
| 18 | +3. **Your Input.** You may transmit or publish content, suggestions, enhancement requests, |
| 19 | + recommendations or other feedback created by You ("User Content"). You do not transfer any |
| 20 | + ownership right in the User Content and you hereby grant Sitecore a non-exclusive, royalty-free, |
| 21 | + worldwide, transferable, sublicensable, irrevocable, perpetual license to use, copy (in whole or |
| 22 | + in part), modify, display in any form now known or hereinafter developed, distribute, and make |
| 23 | + derivative works of, including by incorporating into any product or service owned by Sitecore, |
| 24 | + any User Content provided by You relating to any product or service owned by Sitecore. You are |
| 25 | + solely responsible User Content and the consequences of its transmission or publication. |
| 26 | + |
| 27 | +4. **Restrictions.** You agree not to (a) reverse engineer or attempt to derive the source code from |
| 28 | + or create derivative works of the Materials, or any portion thereof; (b) use the Materials in a |
| 29 | + greater capacity than authorized under this Agreement; (c) sublicense, distribute or pledge |
| 30 | + the Materials, (d) access, use, or copy any portion of the Materials to directly or indirectly |
| 31 | + to develop, promote or support any product or service that is competitive with Sitecore, |
| 32 | + (e) lease, rent or commercially share or otherwise use the Materials for purposes of providing |
| 33 | + a service bureau or providing third party hosting, application service provider type services; |
| 34 | + (f) remove any identification, patent, trademark, copyright, or other notice from the Materials; |
| 35 | + (g) attempt to gain unauthorized access to the Materials or the related systems or networks; |
| 36 | + (h) use any name, mark, or designation of Sitecore, or any of its affiliates or licensors or |
| 37 | + their respective products or services, unless expressly permitted herein or by Sitecore in |
| 38 | + writing; (i) use the Materials in any manner that brings any Sitecore brands, trademarks, |
| 39 | + products or services into disrepute or (j) where Your use of the Materials is for a customer of |
| 40 | + Sitecore that has entered a separate license agreement, in any manner not authorized by Sitecore |
| 41 | + under such license agreement. |
| 42 | + |
| 43 | +5. **Modification of Terms.** Sitecore reserves the right to modify this Agreement at any time. |
| 44 | + Modifications to this Agreement are effective immediately and shall apply upon Your continued |
| 45 | + access or use of the Materials. |
| 46 | + |
| 47 | +6. **DISCLAIMER OF WARRANTY.** YOU EXPRESSLY UNDERSTAND AND AGREE THAT: |
| 48 | + |
| 49 | + a. YOUR USE OF THE MATERIALS IS AT YOUR SOLE RISK. THE MATERIALS PROVIDED ON AN "AS IS" AND |
| 50 | + "AS AVAILABLE" BASIS. SITECORE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER |
| 51 | + EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, |
| 52 | + FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. |
| 53 | + |
| 54 | + b. SITECORE WILL MAKE REASONABLE EFFORTS TO MAINTAIN THE MATERIALS, HOWEVER, SITECORE IS NOT |
| 55 | + RESPONSIBLE FOR ANY DAMAGE, LOSS OF DATA, INFORMATION, REVENUE, OR OTHER HARM TO BUSINESS |
| 56 | + ARISING OUT OF DELAYS, SITE INTERRUPTION, MISDELIVERY OR NONDELIVERY OF INFORMATION, |
| 57 | + RESTRICTION OR LOSS OF ACCESS, BUGS OR OTHER ERRORS, UNAUTHORIZED USE DUE TO YOUR SHARING OF |
| 58 | + ACCESS TO THE SERVICE, OR OTHER INTERACTION WITH THE SERVICE. YOU ARE RESPONSIBLE FOR |
| 59 | + MAINTAINING AND BACKING-UP YOUR DATA AND INFORMATION THAT MAY RESIDE ON THE SERVICE. |
| 60 | + SITECORE DOES NOT WARRANT THAT: |
| 61 | + |
| 62 | + i. THE MATERIALS WILL MEET YOUR SPECIFIC REQUIREMENTS; |
| 63 | + ii. ACCESS TO THE MATERIALS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR THAT |
| 64 | + THE MATERIALS WILL BE ERROR-FREE; |
| 65 | + iii. THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE MATERIALS WILL BE ACCURATE |
| 66 | + OR RELIABLE; |
| 67 | + iv. THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR |
| 68 | + OBTAINED BY YOU THROUGH THE MATERIALS WILL MEET YOUR EXPECTATIONS; OR |
| 69 | + v. ANY ERRORS IN THE MATERIALS WILL BE CORRECTED. |
| 70 | + |
| 71 | + c. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE MATERIALS IS DONE AT |
| 72 | + YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR |
| 73 | + COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. |
| 74 | + |
| 75 | + d. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM THE MATERIAL |
| 76 | + SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS, INCLUDING ANY STATEMENT BY |
| 77 | + A SITECORE EMPLOYEE, AFFILIATE, DIRECTOR, OFFICER, OR AGENT. |
| 78 | + |
| 79 | + e. THE DISCLAIMERS IN THIS SECTION OF ANY EXPRESS OR IMPLIED WARRANTY BY SITECORE SHALL INCLUDE |
| 80 | + WITHOUT LIMITATION SITECORE'S PARENTS, SUBSIDIARIES, AFFILIATES, DIRECTORS, EMPLOYEES, |
| 81 | + AND AGENTS. |
| 82 | + |
| 83 | +7. **LIMITATION OF LIABILITY.** YOU EXPRESSLY UNDERSTAND AND AGREE THAT SITECORE SHALL NOT BE LIABLE |
| 84 | + FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT |
| 85 | + NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES |
| 86 | + (EVEN IF SITECORE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: |
| 87 | + |
| 88 | + a. THE USE OR THE INABILITY TO USE THE MATERIALS; |
| 89 | + b. THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING |
| 90 | + FROM THE USE OF MATERIALS; OR |
| 91 | + c. UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA. |
| 92 | + |
| 93 | +8. **EXCLUSIONS AND LIMITATIONS.** SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN |
| 94 | + WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. |
| 95 | + ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU AND SHALL ONLY APPLY TO |
| 96 | + THE FULLEST EXTENT PERMITTED UNDER THE APPLICABLE LAW(S). |
| 97 | + |
| 98 | +9. **Export Control.** Sitecore's software, services, and content in the Materials may be subject to |
| 99 | + U.S. and international trade and export control laws. You agree to comply with all such laws. |
| 100 | + |
| 101 | +10. **Governing Law and Process.** The English version of this Agreement shall be used when |
| 102 | + interpreting and applying the provisions herein. If You reside in the U.S., You irrevocably |
| 103 | + consent to the exclusive jurisdiction and venue of the state and federal courts located in |
| 104 | + San Francisco County of California in accordance with the laws of the State of California. If |
| 105 | + You reside outside the U.S., You irrevocably consent to the exclusive jurisdiction and venue of |
| 106 | + the City Court of Copenhagen, Denmark in accordance with the laws of Denmark. This paragraph |
| 107 | + applies without reference to conflict of laws principles and excludes the UN Convention on |
| 108 | + Contracts for the International Sale of Goods and the Uniform Computer Information Transaction |
| 109 | + Act. In any action to enforce this Agreement, the prevailing party will be entitled to costs and |
| 110 | + attorneys' fees. |
| 111 | + |
| 112 | +11. **Agreement.** This Agreement constitutes the entire agreement between the parties hereto |
| 113 | + pertaining to the subject matter hereof, and any and all written or oral agreements heretofore |
| 114 | + existing between the parties hereto are expressly canceled. This Agreement is not assignable, |
| 115 | + transferable or sub-licensable by you except with prior written consent. Any heading, caption or |
| 116 | + section title contained in this Agreement is inserted only as a matter of convenience and in no |
| 117 | + way defines or explains any section or provision hereof. Sitecore reserves the right in its sole |
| 118 | + discretion to terminate the use of the Materials by a user at any time. |
| 119 | + |
| 120 | +© 2016-2022 Sitecore Corporation A/S. All rights reserved. |
0 commit comments