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| 1 | +End User License Agreement |
| 2 | +for RavenDB Software (the “EULA”) |
| 3 | + |
| 4 | +THIS EULA IS A BINDING LEGAL AGREEMENT. PLEASE CAREFULLY |
| 5 | +READ THE FOLLOWING END USER LICENSE AGREEMENT BEFORE |
| 6 | +INSTALLING THIS SOFTWARE. BY INSTALLING, COPYING, OR |
| 7 | +OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY |
| 8 | +THE TERMS OF THIS EULA. |
| 9 | + |
| 10 | +The RavenDB software, and any files that are delivered to you by Hibernating |
| 11 | +Rhinos Ltd (via on-line transmission or otherwise) to "patch," update, or |
| 12 | +otherwise modify the Software, as well as any printed materials and any online |
| 13 | +or electronic documentation (the "Manual"), and any and all copies and |
| 14 | +derivative works of such software program and materials (collectively the |
| 15 | +"Software") are the copyrighted work of Hibernating Rhinos Ltd, or its |
| 16 | +suppliers and licensors (collectively referred to herein as "Licensor"). All use |
| 17 | +of the Software is governed by the terms of this EULA. The Software is |
| 18 | +distributed solely for use by authorized individuals or entities according to the |
| 19 | +terms of the License Agreement. Any use, reproduction or redistribution of the |
| 20 | +Software not expressly authorized by the terms of the EULA is expressly |
| 21 | +prohibited. |
| 22 | + |
| 23 | +1. License |
| 24 | + |
| 25 | +Subject to the terms and conditions of this Agreement, Licensor allows you to |
| 26 | +use the provided client library under the MIT open source license solely in |
| 27 | +order to communicate with the RavenDB application and allows you to use all |
| 28 | +other RavenDB server software publicly available on the RavenDB website |
| 29 | +under the terms of the AGPLv3 license, a copy of which is available at |
| 30 | +https://www.gnu.org/licenses/agpl-3.0.en.html. |
| 31 | + |
| 32 | +Notwithstanding the above, upon your receipt of a product license key for the |
| 33 | +RavenDB software as a result of your subscription through the RavenDB |
| 34 | +website then, during the term that such product license key is effective, your |
| 35 | +use of the Software shall no longer be governed by the AGPLv3 but shall |
| 36 | +instead be governed by the terms of this EULA, and the specific rights and |
| 37 | +scope of the license received will be determined based upon which license |
| 38 | +you select to purchase from the Raven DB buy page (the “Buy Page”). All |
| 39 | +such licenses grant you the non-exclusive, non-transferable, nonsublicensable |
| 40 | +right to use the provided Software and modify non-compiled |
| 41 | +source files of the provided Software, all for your own commercial purposes, |
| 42 | +and subject to the terms and conditions of this Agreement and any other |
| 43 | +restrictions and obligations set forth on the Buy Page. |
| 44 | + |
| 45 | +2. Ownership |
| 46 | + |
| 47 | +A. All title, ownership rights and intellectual property rights in and to the |
| 48 | +Software and all copies thereof (including, but not limited to, any titles, |
| 49 | +computer code, artwork, any related documentation, executable code, shared |
| 50 | +libraries, proprietary computer protocols and "applets" incorporated into the |
| 51 | +Software) are owned or expressly licensed by Licensor. The Software is |
| 52 | +protected by the copyright laws of Israel, international copyright treaties and |
| 53 | +conventions, and other laws. The Software may contain certain licensed |
| 54 | +materials, and the licensors of those materials may enforce their rights in the |
| 55 | +event of any violation of this EULA. |
| 56 | + |
| 57 | +B. Each license purchased for this Software allows you to use the Software |
| 58 | +for your own commercial purposes in accordance with the purchased number |
| 59 | +of hardware processing “cores” as indicated on the Buy Page. The Software |
| 60 | +may not execute on any cores exceeding the number of permitted cores. |
| 61 | + |
| 62 | +3. Responsibilities of End User |
| 63 | + |
| 64 | +You shall not sublicense or distribute the Software licensed under this EULA |
| 65 | +and shall not provide any license keys to any third party. Subject to the grant |
| 66 | +of license in this EULA, you may NOT, in whole or in part, copy, photocopy, |
| 67 | +reproduce, translate, reverse engineer, derive source code, modify, |
| 68 | +disassemble, decompile, or create derivative works based on the Software, or |
| 69 | +remove any proprietary notices or labels on the Software, with the exception |
| 70 | +of the non-compiled source files provided with the Software, including but not |
| 71 | +limited to template files and script files, which may be modified for your own |
| 72 | +use. Failure to comply with the restrictions and limitations contained in this |
| 73 | +Section 2 shall result in immediate, automatic termination of the EULA, |
| 74 | +including the license granted hereunder, and may subject you to civil and/or |
| 75 | +criminal liability. |
| 76 | + |
| 77 | +You are responsible for all hosting and operation of the Software. Licensor |
| 78 | +may also provide you with a subdomain for use with the Software, but such |
| 79 | +Licensor-provided subdomains are not required for the use of the Software. |
| 80 | +You should use the subdomain only to host nodes or servers of RavenDB and |
| 81 | +not any other servers or services. You are solely responsible for the |
| 82 | +subdomain, all content that you may make available under the subdomain, |
| 83 | +and all security of the subdomain, and shall indemnify and hold Licensor |
| 84 | +harmless for any claims against Licensor or damages incurred by Licensor in |
| 85 | +respect of any of the foregoing. You may use the subdomain only in |
| 86 | +compliance with applicable law. You shall not host any subdomain that (a) |
| 87 | +infringes third party intellectual property rights, (b) violates applicable law, (c) |
| 88 | +promotes any criminal actions or (d) contains any hateful, racist, obscene or |
| 89 | +otherwise offensive content. Licensor may delete all such subdomains without |
| 90 | +notice if Licensor in its reasonable commercial judgment believes that the |
| 91 | +subdomain is being used in breach of this Agreement or applicable law. |
| 92 | +Licensor may in addition delete any subdomains that are unused for a period |
| 93 | +of more than six months. The Software and subdomains are not designed or |
| 94 | +certified for use for the operation of, weapons, weapons systems, nuclear |
| 95 | +installations, means of mass transportation, aviation, life-support computers or |
| 96 | +equipment (including resuscitation equipment and surgical implants), pollution |
| 97 | +control, hazardous substances management, or for any other application in |
| 98 | +which the failure of the any product, service or system could create a situation |
| 99 | +where personal injury or death may occur. Licensor has no liability for any |
| 100 | +damages resulting from the use of the Software or subdomains in any of the |
| 101 | +foregoing. |
| 102 | + |
| 103 | +4. Payments |
| 104 | + |
| 105 | +You shall make payments as you have agreed on Buy Page. All payments |
| 106 | +shall be made without withholding or deduction, except as required by law. If |
| 107 | +you are required by law to withhold or deduct any amount from amounts due |
| 108 | +hereunder, you shall make payment of such additional amounts as are |
| 109 | +required to ensure that Licensor receives the full amount due hereunder as if |
| 110 | +no such withholding or deduction was made. Amounts set forth on the Buy |
| 111 | +Page do not include applicable taxes or government charges except as may |
| 112 | +be expressly set forth therein. Late payments shall bear interest at the lower |
| 113 | +of either 1.5% per month or the highest rate permitted under applicable law. |
| 114 | +All payments must be made according to instructions provided by Licensor |
| 115 | +from time to time. |
| 116 | + |
| 117 | +5. Termination |
| 118 | + |
| 119 | +This EULA shall be in effect commencing as of the date that you accept the |
| 120 | +terms and conditions hereof and, provided that you make all required |
| 121 | +payments, shall continue in effect until the expiration of the indicated term on |
| 122 | +the Buy Page (the “Initial Term”). Upon conclusion of the Initial Term, this |
| 123 | +EULA shall renew automatically for subsequent periods of one year each |
| 124 | +(each a “Renewal Term” and together with the Initial Term, the “Term”). |
| 125 | + |
| 126 | +You may terminate the EULA at any time by (i) removing the Software from |
| 127 | +your hard drive; and (ii) notifying Licensor of your intention to terminate this |
| 128 | +License Agreement. Licensor may, terminate this EULA immediately in the |
| 129 | +event that you fail to comply with the terms and conditions contained herein |
| 130 | +(including without limitation any required payment terms) and do not rectify |
| 131 | +such non-compliance within 30 days from being notified of such noncompliance. |
| 132 | +This EULA will terminate automatically if you fail to make |
| 133 | +payment of applicable amounts within 45 days of the due date, and renewal of |
| 134 | +this EULA will be subject to renegotiation of applicable pricing terms. Upon |
| 135 | +termination of the EULA for any reason, all licenses granted herein shall |
| 136 | +immediately terminate, provided that you may continue to use all Software |
| 137 | +under the terms of the MIT license (for client libraries) AGPLv3 (for server |
| 138 | +software) as set forth in the first paragraph of Section 1 of this EULA, and all |
| 139 | +use of the Software following expiration or termination of this Agreement will |
| 140 | +be deemed to be under the foregoing terms of the MIT license (for client |
| 141 | +libraries) AGPLv3 for server software). No refunds will be provided upon |
| 142 | +termination of this EULA for any reason. |
| 143 | + |
| 144 | +6. Limitation of Liability |
| 145 | + |
| 146 | +NEITHER LICENSOR NOR ITS PARENT, SUBSIDIARIES OR AFFILIATES |
| 147 | +SHALL BE LIABLE IN ANY WAY FOR LOSS OR DAMAGE OF ANY KIND |
| 148 | +RESULTING FROM THE USE OF THE SOFTWARE, INCLUDING, BUT NOT |
| 149 | +LIMITED TO, LOSS OF DATA, LOSS OF GOODWILL, INACCRUATE DATA, |
| 150 | +WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY |
| 151 | +AND ALL OTHER DAMAGES OR LOSSES. FURTHER, LICENSOR SHALL |
| 152 | +NOT BE LIABLE IN ANY WAY FOR THE LOSS OR DAMAGE TO PRODUCT |
| 153 | +DATA, LAYOUTS, TEMPLATES, ARTWORK, PRICING AND OTHER |
| 154 | +INFORMATION STORED BY THE SOFTWARE. LICENSOR SHALL NOT BE |
| 155 | +RESPONSIBLE FOR ANY INTERRUPTIONS OF SERVICE, INCLUDING, |
| 156 | +BUT NOT LIMITED TO, ISP DISRUPTIONS, SOFTWARE OR HARDWARE |
| 157 | +FAILURES OR ANY OTHER EVENT WHICH MAY RESULT IN A LOSS OF |
| 158 | +DATA OR DISRUPTION OF SERVICE. IN NO EVENT WILL LICENSOR BE |
| 159 | +LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, |
| 160 | +EXEMPLARY OR CONSEQUENTIAL DAMAGES. The above disclaimers of |
| 161 | +liability shall apply to the extent permissible under applicable law. Licensor |
| 162 | +has no liability or responsibility for any version of the Software that you have |
| 163 | +modified. |
| 164 | + |
| 165 | +7. Equitable Remedies |
| 166 | + |
| 167 | +You hereby agree that Licensor would be irreparably damaged if the terms of |
| 168 | +this EULA were not specifically enforced, and therefore you agree that |
| 169 | +Licensor shall be entitled, without bond, other security, or proof of damages, |
| 170 | +to appropriate equitable remedies with respect to breaches of this EULA, in |
| 171 | +addition to such other remedies as Licensor may otherwise have available to |
| 172 | +it under applicable laws. In the event any litigation is brought by either party in |
| 173 | +connection with this EULA, the prevailing party in such litigation shall be |
| 174 | +entitled to recover from the other party all the costs, attorneys' fees and other |
| 175 | +expenses incurred by such prevailing party in the litigation. |
| 176 | + |
| 177 | +8. Support |
| 178 | + |
| 179 | +This EULA does not address support issues. Support, if any, will be provided |
| 180 | +only pursuant to a separate mutual written support agreement between the |
| 181 | +parties. |
| 182 | + |
| 183 | +9. Changes to the Agreement |
| 184 | + |
| 185 | +Hibernating Rhinos Ltd reserves the right, at its sole discretion, to change, |
| 186 | +modify, add to, supplement or delete any of the terms and conditions of this |
| 187 | +EULA when Hibernating Rhinos Ltd upgrades the Software, effective upon |
| 188 | +prior notice as follows: Hibernating Rhinos Ltd will post notification of any |
| 189 | +such changes to this EULA on the HibernateRhinos.com website and will post |
| 190 | +the revised version of this EULA in this location, and may provide such other |
| 191 | +notice as Hibernating Rhinos Ltd may elect in its sole discretion, which may |
| 192 | +include by email, postal mail or pop-up screen. If any future changes to this |
| 193 | +EULA are unacceptable to you or cause you to no longer be in compliance |
| 194 | +with this EULA, you may terminate this EULA in accordance with Section 5 |
| 195 | +herein. Your installation and use of any updated or modifications to the |
| 196 | +Software following notice of changes to this EULA as described above will |
| 197 | +mean you accept any and all such changes. Hibernating Rhinos Ltd may |
| 198 | +change, modify, suspend, or discontinue any aspect of the Software at any |
| 199 | +time. Hibernating Rhinos Ltd may also impose limits on certain features or |
| 200 | +restrict your access to parts or all of the Software without notice or liability. |
| 201 | +You have no interest, monetary or otherwise, in any feature or content |
| 202 | +contained in the Software. |
| 203 | + |
| 204 | +10. Miscellaneous |
| 205 | + |
| 206 | +This EULA shall be deemed to have been made and executed in Israel |
| 207 | +without regard to conflicts of law provisions, and any dispute arising |
| 208 | +hereunder shall be resolved in accordance with the laws of the State of Israel |
| 209 | +in the competent courts of Tel Aviv, Israel. Notwithstanding the foregoing, |
| 210 | +Licensor may seek an injunction or other interim equitable relief in any court of |
| 211 | +competent jurisdiction. You agree that any claim asserted in any legal |
| 212 | +proceeding by one of the parties against the other shall be commenced and |
| 213 | +maintained in Israel, having subject matter jurisdiction with respect to the |
| 214 | +dispute between the parties. In the event that any provision of this EULA shall |
| 215 | +be held by a court or other tribunal of competent jurisdiction to be |
| 216 | +unenforceable, such provision will be enforced to the maximum extent |
| 217 | +permissible, and the remaining portions of this EULA shall remain in full force |
| 218 | +and effect. This EULA constitutes and contains the entire agreement between |
| 219 | +the parties with respect to the subject matter hereof and supersedes any prior |
| 220 | +oral or written agreements. Licensor may assign its rights hereunder to any |
| 221 | +third party upon notice to you. You may not assign all of your rights and |
| 222 | +obligations hereunder to any third party without Licensor’s prior written |
| 223 | +consent, except that such consent shall not be required for the assignment of |
| 224 | +all of your rights and obligations hereunder to a purchaser of all or |
| 225 | +substantially all of your assets or share capital, or which is otherwise a |
| 226 | +successor to your business, provided that a senior officer of the successor |
| 227 | +entity provides Licensor with notice of the assignment, appropriate billing |
| 228 | +information, and a written commitment to satisfy all obligations hereunder |
| 229 | +including all payment obligations. Assignments in violation of the foregoing |
| 230 | +shall be void. |
| 231 | + |
| 232 | +11. U.S. Government Restricted Rights |
| 233 | + |
| 234 | +If the Software is acquired by or on behalf of any Executive Agency (other |
| 235 | +than an agency within the Department of Defense (DoD), the Government |
| 236 | +acquires, in accordance with FAR 12.211 (Technical Data) and FAR 12.212 |
| 237 | +(Computer Software), only those rights in technical data and software |
| 238 | +customarily provided to the public as set forth in this Agreement. If acquired |
| 239 | +by or on behalf of any Executive Agency within the DoD, the Government |
| 240 | +acquires, in accordance with DFARS 227.7202-3 (Rights in commercial |
| 241 | +computer software or commercial computer software documentation), only |
| 242 | +those rights in technical data and software customarily provided in this |
| 243 | +Agreement. In addition, DFARS 252.227-7015 (Technical Data – Commercial |
| 244 | +Items) applies to technical data acquired by DoD agencies. Any Federal |
| 245 | +Legislative or Judicial Agency will obtain only those rights in technical data |
| 246 | +and software customarily provided to the public as defined in this EULA. |
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