| JGO 5.1 IN NETBEANS 6.0 |
| |
| Sun Microsystems, Inc. ("Sun") ENTITLEMENT for SOFTWARE |
| |
| Licensee/Company: Entity receiving Software. |
| |
| Effective Date: Date Sun delivers the Software to You. |
| |
| Software: JGo 5.1 |
| |
| License Term: Perpetual (subject to termination under the SLA). |
| |
| Licensed Unit: Software Copy. |
| |
| Licensed unit Count: Unlimited. |
| |
| Permitted Uses: You may reproduce and use the Software for Individual, |
| Commercial, Research and Instructional and Service Provider Use, subject |
| to and conditioned on Your compliance with the Additional Terms below. |
| |
| Additional Terms: |
| |
| 1. Software includes only the versions of the above products that are |
| made initially available to You. |
| |
| 2. Notwithstanding anything to the contrary in any Master Terms between |
| the parties or in the SLA, Master Terms do not apply to Software under |
| this Agreement. |
| |
| 3. You may only use the Software in binary form and only in conjunction |
| with NetBeans. |
| |
| Sun Microsystems, Inc. ("Sun") SOFTWARE LICENSE AGREEMENT |
| |
| READ THE TERMS OF THIS AGREEMENT ("AGREEMENT") CAREFULLY BEFORE OPENING |
| SOFTWARE MEDIA PACKAGE. BY OPENING SOFTWARE MEDIA PACKAGE, YOU AGREE TO |
| THE TERMS OF THIS AGREEMENT. IF YOU ARE ACCESSING SOFTWARE ELECTRONICALLY, |
| INDICATE YOUR ACCEPTANCE OF THESE TERMS BY SELECTING THE "ACCEPT" BUTTON |
| AT THE END OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS, |
| PROMPTLY RETURN THE UNUSED SOFTWARE TO YOUR PLACE OF PURCHASE FOR A REFUND |
| OR, IF SOFTWARE IS ACCESSED ELECTRONICALLY, SELECT THE "DECLINE" (OR |
| "EXIT") BUTTON AT THE END OF THIS AGREEMENT. IF YOU HAVE SEPARATELY AGREED |
| TO LICENSE TERMS ("MASTER TERMS") FOR YOUR LICENSE TO THIS SOFTWARE, |
| THEN SECTIONS 1-6 OF THIS AGREEMENT ("SUPPLEMENTAL LICENSE TERMS") SHALL |
| SUPPLEMENT AND SUPERSEDE THE MASTER TERMS IN RELATION TO THIS SOFTWARE. |
| |
| 1. Definitions. |
| |
| (a) "Entitlement" means the collective set of applicable documents |
| authorized by Sun evidencing your obligation to pay associated fees (if |
| any) for the license, associated Services, and the authorized scope of |
| use of Software under this Agreement. |
| |
| (b) "Licensed Unit" means the unit of measure by which your use of |
| Software and/or Service is licensed, as described in your Entitlement. |
| |
| (c) "Permitted Use" means the licensed Software use(s) authorized in |
| this Agreement as specified in your Entitlement. The Permitted Use |
| for any bundled Sun software not specified in your Entitlement will be |
| evaluation use as provided in Section 3. |
| |
| (d) "Service" means the service(s) that Sun or its delegate will |
| provide, if any, as selected in your Entitlement and as further described |
| in the applicable service listings at www.sun.com/service/servicelist. |
| |
| (e) "Software" means the Sun software described in your |
| Entitlement. Also, certain software may be included for evaluation use |
| under Section 3. |
| |
| (f) "You" and "Your" means the individual or legal entity specified |
| in the Entitlement, or for evaluation purposes, the entity performing |
| the evaluation. |
| |
| 2. License Grant and Entitlement. |
| |
| Subject to the terms of your Entitlement, Sun grants you a nonexclusive, |
| nontransferable limited license to use Software for its Permitted Use for |
| the license term. Your Entitlement will specify (a) Software licensed, |
| (b) the Permitted Use, (c) the license term, and (d) the Licensed Units. |
| |
| Additionally, if your Entitlement includes Services, then it will also |
| specify the (e) Service and (f) service term. |
| |
| If your rights to Software or Services are limited in duration and the |
| date such rights begin is other than the purchase date, your Entitlement |
| will provide that beginning date(s). |
| |
| The Entitlement may be delivered to you in various ways depending on |
| the manner in which you obtain Software and Services, for example, the |
| Entitlement may be provided in your receipt, invoice or your contract |
| with Sun or authorized Sun reseller. It may also be in electronic format |
| if you download Software. |
| |
| 3. Permitted Use. |
| |
| As selected in your Entitlement, one or more of the following Permitted |
| Uses will apply to your use of Software. Unless you have an Entitlement |
| that expressly permits it, you may not use Software for any of the other |
| Permitted Uses. If you don't have an Entitlement, or if your Entitlement |
| doesn't cover additional software delivered to you, then such software |
| is for your Evaluation Use. |
| |
| (a) Evaluation Use. You may evaluate Software internally for a period |
| of 90 days from your first use. |
| |
| (b) Research and Instructional Use. You may use Software internally to |
| design, develop and test, and also to provide instruction on such uses. |
| |
| (c) Individual Use. You may use Software internally for personal, |
| individual use. |
| |
| (d) Commercial Use. You may use Software internally for your own |
| commercial purposes. |
| |
| (e) Service Provider Use. You may make Software functionality accessible |
| (but not by providing Software itself or through outsourcing services) |
| to your end users in an extranet deployment, but not to your affiliated |
| companies or to government agencies. |
| |
| 4. Licensed Units. |
| |
| Your Permitted Use is limited to the number of Licensed Units stated |
| in your Entitlement. If you require additional Licensed Units, you will |
| need additional Entitlement(s). |
| |
| 5. Restrictions. |
| |
| (a) The copies of Software provided to you under this Agreement |
| are licensed, not sold, to you by Sun. Sun reserves all rights not |
| expressly granted. (b) You may make a single archival copy of Software, |
| but otherwise may not copy, modify, or distribute Software. However if |
| the Sun documentation accompanying Software lists specific portions of |
| Software, such as header files, class libraries, reference source code, |
| and/or redistributable files, that may be handled differently, you may |
| do so only as provided in the Sun documentation. (c) You may not rent, |
| lease, lend or encumber Software. (d) Unless enforcement is prohibited by |
| applicable law, you may not decompile, or reverse engineer Software. (e) |
| The terms and conditions of this Agreement will apply to any Software |
| updates, provided to you at Sun's discretion, that replace and/or |
| supplement the original Software, unless such update contains a separate |
| license. (f) You may not publish or provide the results of any benchmark |
| or comparison tests run on Software to any third party without the prior |
| written consent of Sun. (g) Software is confidential and copyrighted. (h) |
| Unless otherwise specified, if Software is delivered with embedded or |
| bundled software that enables functionality of Software, you may not |
| use such software on a stand-alone basis or use any portion of such |
| software to interoperate with any program(s) other than Software. (i) |
| Software may contain programs that perform automated collection of |
| system data and/or automated software updating services. System data |
| collected through such programs may be used by Sun, its subcontractors, |
| and its service delivery partners for the purpose of providing you with |
| remote system services and/or improving Sun's software and systems. (j) |
| Software is not designed, licensed or intended for use in the design, |
| construction, operation or maintenance of any nuclear facility and Sun |
| and its licensors disclaim any express or implied warranty of fitness |
| for such uses. (k) No right, title or interest in or to any trademark, |
| service mark, logo or trade name of Sun or its licensors is granted |
| under this Agreement. |
| |
| 6. Term and Termination. |
| |
| The license and service term are set forth in your Entitlement(s). Your |
| rights under this Agreement will terminate immediately without notice from |
| Sun if you materially breach it or take any action in derogation of Sun's |
| and/or its licensors' rights to Software. Sun may terminate this Agreement |
| should any Software become, or in Sun's reasonable opinion likely to |
| become, the subject of a claim of intellectual property infringement or |
| trade secret misappropriation. Upon termination, you will cease use of, |
| and destroy, Software and confirm compliance in writing to Sun. Sections |
| 1, 5, 6, 7, and 9-15 will survive termination of the Agreement. |
| |
| 7. Java Compatibility and Open Source. |
| |
| Software may contain Java technology. You may not create additional |
| classes to, or modifications of, the Java technology, except under |
| compatibility requirements available under a separate agreement available |
| at www.java.net. |
| |
| Sun supports and benefits from the global community of open source |
| developers, and thanks the community for its important contributions |
| and open standards-based technology, which Sun has adopted into many of |
| its products. |
| |
| Please note that portions of Software may be provided with notices and |
| open source licenses from such communities and third parties that govern |
| the use of those portions, and any licenses granted hereunder do not alter |
| any rights and obligations you may have under such open source licenses, |
| however, the disclaimer of warranty and limitation of liability provisions |
| in this Agreement will apply to all Software in this distribution. |
| |
| 8. Limited Warranty. |
| |
| Sun warrants to you that for a period of 90 days from the date of |
| purchase, as evidenced by a copy of the receipt, the media on which |
| Software is furnished (if any) will be free of defects in materials and |
| workmanship under normal use. Except for the foregoing, Software is |
| provided "AS IS". Your exclusive remedy and Sun's entire liability under |
| this limited warranty will be at Sun's option to replace Software media |
| or refund the fee paid for Software. Some states do not allow limitations |
| on certain implied warranties, so the above may not apply to you. This |
| limited warranty gives you specific legal rights. You may have others, |
| which vary from state to state. |
| |
| 9. Disclaimer of Warranty. |
| |
| UNLESS SPECIFIED IN THIS AGREEMENT, ALL EXPRESS OR IMPLIED CONDITIONS, |
| REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF |
| MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT |
| ARE DISCLAIMED, EXCEPT TO THE EXTENT THAT THESE DISCLAIMERS ARE HELD TO |
| BE LEGALLY INVALID. |
| |
| 10. Limitation of Liability. |
| |
| TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL SUN OR ITS LICENSORS |
| BE LIABLE FOR ANY LOST REVENUE, PROFIT OR DATA, OR FOR SPECIAL, INDIRECT, |
| CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, HOWEVER CAUSED REGARDLESS |
| OF THE THEORY OF LIABILITY, ARISING OUT OF OR RELATED TO THE USE OF |
| OR INABILITY TO USE SOFTWARE, EVEN IF SUN HAS BEEN ADVISED OF THE |
| POSSIBILITY OF SUCH DAMAGES. In no event will Sun's liability to you, |
| whether in contract, tort (including negligence), or otherwise, exceed |
| the amount paid by you for Software under this Agreement. The foregoing |
| limitations will apply even if the above stated warranty fails of its |
| essential purpose. Some states do not allow the exclusion of incidental |
| or consequential damages, so some of the terms above may not be applicable |
| to you. |
| |
| 11. Export Regulations. |
| |
| All Software, documents, technical data, and any other materials delivered |
| under this Agreement are subject to U.S. export control laws and may be |
| subject to export or import regulations in other countries. You agree |
| to comply strictly with these laws and regulations and acknowledge that |
| you have the responsibility to obtain any licenses to export, re-export, |
| or import as may be required after delivery to you. |
| |
| 12. U.S. Government Restricted Rights. |
| |
| If Software is being acquired by or on behalf of the U.S. Government or |
| by a U.S. Government prime contractor or subcontractor (at any tier), |
| then the Government's rights in Software and accompanying documentation |
| will be only as set forth in this Agreement; this is in accordance with |
| 48 CFR 227.7201 through 227.7202-4 (for Department of Defense (DOD) |
| acquisitions) and with 48 CFR 2.101 and 12.212 (for non-DOD acquisitions). |
| |
| 13. Governing Law. |
| |
| Any action related to this Agreement will be governed by California |
| law and controlling U.S. federal law. No choice of law rules of any |
| jurisdiction will apply. |
| |
| 14. Severability. |
| |
| If any provision of this Agreement is held to be unenforceable, this |
| Agreement will remain in effect with the provision omitted, unless |
| omission would frustrate the intent of the parties, in which case this |
| Agreement will immediately terminate. |
| |
| 15. Integration. |
| |
| This Agreement, including any terms contained in your Entitlement, is the |
| entire agreement between you and Sun relating to its subject matter. It |
| supersedes all prior or contemporaneous oral or written communications, |
| proposals, representations and warranties and prevails over any |
| conflicting or additional terms of any quote, order, acknowledgment, or |
| other communication between the parties relating to its subject matter |
| during the term of this Agreement. No modification of this Agreement will |
| be binding, unless in writing and signed by an authorized representative |
| of each party. |
| |
| Please contact Sun Microsystems, Inc. 4150 Network Circle, Santa Clara, |
| California 95054 if you have questions. |
| |
| |
| LICENSE #3 |
| |
| |
| Pre-Release Software Evaluation Agreement |
| |
| SUN MICROSYSTEMS, INC. ("SUN") IS WILLING TO LICENSE THE SUN JAVA |
| APPLICATION SERVER 9.1 BETA PRE-RELEASE SOFTWARE TO LICENSEE ONLY |
| UPON THE CONDITION THAT LICENSEE ACCEPTS ALL OF THE TERMS CONTAINED |
| IN THIS LICENSE AGREEMENT ("AGREEMENT"). PLEASE READ THE TERMS AND |
| CONDITIONS OF THIS AGREEMENT CAREFULLY. BY DOWNLOADING OR INSTALLING |
| THIS SOFTWARE, LICENSEE ACCEPTS THE TERMS AND CONDITIONS OF THIS LICENSE |
| AGREEMENT. INDICATE ACCEPTANCE BY SELECTING THE "ACCEPT" BUTTON AT THE |
| BOTTOM OF THIS AGREEMENT. IF LICENSEE IS NOT WILLING TO BE BOUND BY ALL |
| THE TERMS, SELECT THE "DECLINE" BUTTON AT THE BOTTOM OF THE AGREEMENT |
| AND THE DOWNLOAD OR INSTALL PROCESS WILL NOT CONTINUE. |
| |
| 1.0 DEFINITIONS |
| |
| "Licensed Software" means the Sun Java Application Server 9.1 pre-release |
| software in binary and/or source code forms, any other machine readable |
| materials (including, but not limited to, libraries, source files, |
| header files, and data files) and any user manuals, programming guides |
| and other documentation provided to Licensee by Sun under this Agreement. |
| |
| 2.0 LIMITED LICENSE |
| |
| 2.1 Source Code. Sun grants to Licensee, a non-exclusive, |
| non-transferable, royalty-free and limited license to view the source |
| code portions of the Licensed Software internally for the purposes of |
| evaluation only. |
| |
| 2.2 Binary Code. Sun grants to Licensee, a non-exclusive, |
| non-transferable, royalty-free and limited license to use the binary |
| code portions of the Licensed Software internally for the purposes of |
| evaluation only. |
| |
| 2.3 No licenses are granted to Licensee for any other purposes, Licensee |
| may not sell, rent, loan or otherwise encumber or transfer Licensed |
| Software in whole or in part, to any third party. |
| |
| 3.0 LICENSE RESTRICTIONS |
| |
| 3.1 Licensee may not duplicate Licensed Software other than for a single |
| copy of Licensed Software for archival purposes only. Licensee agrees |
| to reproduce any copyright and other proprietary right notices on any |
| such copy. |
| |
| 3.2 Except as otherwise provided by law, Licensee may not modify or |
| create derivative works of the Licensed Software, or reverse engineer, |
| disassemble or decompile binary portions of the Licensed Software, |
| or otherwise attempt to derive the source code from such portions. |
| |
| 3.3 No right, title, or interest in or to Licensed Software, any |
| trademarks, service marks, or trade names of Sun or Sun's licensors is |
| granted under this Agreement. |
| |
| 3.4 Licensee shall have no right to use the Licensed Software for |
| productive or commercial use. |
| |
| 4.0 NO SUPPORT |
| |
| Sun is under no obligation to support Licensed Software or to provide |
| Licensee with updates or error corrections (collectively "Software |
| Updates"). If Sun, at its sole option, supplies Software Updates to |
| Licensee, the Software Updates will be considered part of Licensed |
| Software, and subject to the terms of this Agreement. |
| |
| 5.0 LICENSEE DUTIES |
| |
| Licensee agrees to evaluate and test the Software for use in Licensee's |
| software environment and provide feedback to Sun in a manner reasonably |
| requested by Sun. Any and all test results, error data, reports or other |
| information, feedback or materials made or provided by Licensee relating |
| to Software (collectively, "Feedback") are the exclusive property of Sun |
| and Licensee hereby assigns all Feedback to Sun at no cost to Sun. Sun may |
| use such Feedback in any manner and for any purpose, without limitation, |
| liability or obligation to Licensee. |
| |
| 6.0 TERM AND TERMINATION OF AGREEMENT |
| |
| 6.1 This Agreement will commence on the date on which Licensee receives |
| Licensed Software (the "Effective Date") and will expire ninety (90) days |
| from the Effective Date, unless terminated earlier as provided herein. |
| |
| 6.2 Either party may terminate this Agreement upon ten (10) days' written |
| notice to the other party. However, Sun may terminate this Agreement |
| immediately should any Licensed Software become, or in Sun's opinion be |
| likely to become, the subject of a claim of infringement of a patent, |
| trade secret or copyright. |
| |
| 6.3 Sun may terminate this Agreement immediately should Licensee |
| materially breach any of its provisions or take any action in derogation |
| of Sun's rights to the Confidential Information licensed to Licensee. |
| |
| 6.4 Upon termination or expiration of this Agreement, Licensee will |
| immediately cease use of and destroy Licensed Software, any copies |
| thereof and provide to Sun a written statement certifying that Licensee |
| has complied with the foregoing obligations. |
| |
| 6.5 Rights and obligations under this Agreement which by their nature |
| should survive, will remain in effect after termination or expiration |
| hereof. |
| |
| 7.0 CONFIDENTIAL INFORMATION |
| |
| 7.1 For purposes of this Agreement, "Confidential Information" means: |
| (i) business and technical information and any source code or binary |
| code, which Sun discloses to Licensee related to Licensed Software; (ii) |
| Licensee's feedback based on Licensed Software; and (iii) the terms, |
| conditions, and existence of this Agreement. Licensee may not disclose |
| or use Confidential Information, except for the purposes specified in |
| this Agreement. Licensee will protect the Confidential Information with |
| the same degree of care, but not less than a reasonable degree of care, |
| as Licensee uses to protect its own Confidential Information. Licensee's |
| obligations regarding Confidential Information will expire no less than |
| five (5) years from the date of receipt of the Confidential Information, |
| except for Sun source code which will be protected in perpetuity. |
| Licensee agrees that Licensed Software contains Sun trade secrets. |
| |
| 7.2 Notwithstanding any provisions contained in this Agreement |
| concerning nondisclosure and non-use of the Confidential Information, |
| the nondisclosure obligations of Section 7.1 will not apply to any portion |
| of Confidential Information that Licensee can demonstrate in writing is: |
| (i) now, or hereafter through no act or failure to act on the part of |
| Licensee becomes, generally known to the general public; (ii) known to |
| Licensee at the time of receiving the Confidential Information without |
| an obligation of confidentiality; (iii) hereafter rightfully furnished |
| to Licensee by a third party without restriction on disclosure; or (iv) |
| independently developed by Licensee without any use of the Confidential |
| Information. |
| |
| 7.3 Licensee must restrict access to Confidential Information to its |
| employees or contractors with a need for this access to perform their |
| employment or contractual obligations and who have agreed in writing |
| to be bound by a confidentiality obligation, which incorporates the |
| protections and restrictions substantially as set forth in this Agreement. |
| |
| 8.0 DISCLAIMER OF WARRANTY |
| |
| 8.1 Licensee acknowledges that Licensed Software may contain errors |
| and is not designed, licensed, or intended for use in the design, |
| construction, operation or maintenance of any nuclear facility ("High Risk |
| Activities"). Sun disclaims any express or implied warranty of fitness |
| for such uses. Licensee represents and warrants to Sun that it will not |
| use, distribute or license the Licensed Software for High Risk Activities. |
| |
| 8.2 LICENSED SOFTWARE IS PROVIDED "AS IS". ALL EXPRESS OR IMPLIED |
| CONDITIONS, REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED |
| WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A |
| PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE DISCLAIMED, EXCEPT TO THE |
| EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID. |
| |
| 9.0 LIMITATION OF LIABILITY |
| |
| 9.1 Licensee acknowledges that the Licensed Software may be experimental |
| and that the Licensed Software may have defects or deficiencies, which |
| cannot or will not be corrected by Sun. Licensee will hold Sun harmless |
| from any claims based on Licensee's use of the Licensed Software for any |
| purposes other than those of internal evaluation, and from any claims |
| that later versions or releases of any Licensed Software furnished to |
| Licensee are incompatible with the Licensed Software provided to Licensee |
| under this Agreement. |
| |
| 9.2 To the extent not prohibited by law, in no event will Sun be liable |
| for any indirect, punitive, special, incidental or consequential damage |
| in connection with or arising out of this Agreement (including loss |
| of business, revenue, profits, use, data or other economic advantage), |
| however it arises, whether for breach or in tort, even if Sun has been |
| previously advised of the possibility of such damage. |
| |
| 10.0 U.S. GOVERNMENT RESTRICTED RIGHTS |
| |
| If this Software is being acquired by or on behalf of the U.S. |
| Government or by a U.S. Government prime contractor or subcontractor (at |
| any tier), then the Government's rights in the Software and accompanying |
| documentation shall be only as set forth in this license; this is |
| in accordance with 48 C.F.R. 227.7202-4 (for Department of Defense |
| (DOD) acquisitions) and with 48 C.F.R. 2.101 and 12.212 (for non-DOD |
| acquisitions). |
| |
| 11.0 GENERAL TERMS |
| |
| 11.1 Any action relating to or arising out of this Agreement will be |
| governed by California law and controlling U.S. federal law. The U.N. |
| Convention for the International Sale of Goods and the choice of law |
| rules of any jurisdiction will not apply. |
| |
| 11.2 Licensed Software and technical data delivered under this Agreement |
| are subject to U.S. export control laws and may be subject to export |
| or import regulations in other countries. Licensee agrees to comply |
| strictly with all such laws and regulations and acknowledges that it |
| has the responsibility to obtain such licenses to export, re-export or |
| import as may be required after delivery to Licensee. |
| |
| 11.3 It is understood and agreed that, notwithstanding any other provision |
| of this Agreement, Licensee's breach of the provisions of Section 7 of |
| this Agreement will cause Sun irreparable damage for which recovery |
| of money damages would be inadequate, and that Sun will therefore be |
| entitled to seek timely injunctive relief to protect Sun's rights under |
| this Agreement in addition to any and all remedies available at law. |
| |
| 11.4 Neither party may assign or otherwise transfer any of its rights |
| or obligations under this Agreement, without the prior written consent |
| of the other party, except that Sun may assign this Agreement to an |
| affiliated company. |
| |
| 11.5 This Agreement is the parties' entire agreement relating to its |
| subject matter. It supersedes all prior or contemporaneous oral or written |
| communications, proposals, conditions, representations and warranties and |
| prevails over any conflicting or additional terms of any quote, order, |
| acknowledgment, or other communication between the parties relating to its |
| subject matter, including any Binary Code Licenses, Supplemental Terms, |
| or other licenses contained within Licensed Software. No modification |
| to this Agreement will be binding, unless in writing and signed by an |
| authorized representative of each party. |
| |
| |
| |
| Pre-Release Software Evaluation Agreement |
| |
| SUN MICROSYSTEMS, INC. ("SUN") IS WILLING TO LICENSE THE SUN JAVA SYSTEM |
| OPEN ESB 2.0 PRE-RELEASE SOFTWARE TO LICENSEE ONLY UPON THE CONDITION THAT |
| LICENSEE ACCEPTS ALL OF THE TERMS CONTAINED IN THIS LICENSE AGREEMENT |
| ("AGREEMENT"). PLEASE READ THE TERMS AND CONDITIONS OF THIS AGREEMENT |
| CAREFULLY. BY DOWNLOADING OR INSTALLING THIS SOFTWARE, LICENSEE ACCEPTS |
| THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT. INDICATE ACCEPTANCE |
| BY SELECTING THE "ACCEPT" BUTTON AT THE BOTTOM OF THIS AGREEMENT. IF |
| LICENSEE IS NOT WILLING TO BE BOUND BY ALL THE TERMS, SELECT THE "DECLINE" |
| BUTTON AT THE BOTTOM OF THE AGREEMENT AND THE DOWNLOAD OR INSTALL PROCESS |
| WILL NOT CONTINUE. |
| |
| 1.0 DEFINITIONS |
| |
| "Licensed Software" means the Sun Java System Open ESB 2.0 pre-release |
| software in binary and/or source code forms, any other machine readable |
| materials (including, but not limited to, libraries, source files, |
| header files, and data files) and any user manuals, programming guides |
| and other documentation provided to Licensee by Sun under this Agreement. |
| |
| 2.0 LIMITED LICENSE |
| |
| 2.1 Source Code. Sun grants to Licensee, a non-exclusive, |
| non-transferable, royalty-free and limited license to view the source |
| code portions of the Licensed Software internally for the purposes of |
| evaluation only. |
| |
| 2.2 Binary Code. Sun grants to Licensee, a non-exclusive, |
| non-transferable, royalty-free and limited license to use the binary |
| code portions of the Licensed Software internally for the purposes of |
| evaluation only. |
| |
| 2.3 No licenses are granted to Licensee for any other purposes, Licensee |
| may not sell, rent, loan or otherwise encumber or transfer Licensed |
| Software in whole or in part, to any third party. |
| |
| 3.0 LICENSE RESTRICTIONS |
| |
| 3.1 Licensee may not duplicate Licensed Software other than for a single |
| copy of Licensed Software for archival purposes only. Licensee agrees |
| to reproduce any copyright and other proprietary right notices on any |
| such copy. |
| |
| 3.2 Except as otherwise provided by law, Licensee may not modify or |
| create derivative works of the Licensed Software, or reverse engineer, |
| disassemble or decompile binary portions of the Licensed Software, |
| or otherwise attempt to derive the source code from such portions. |
| |
| 3.3 No right, title, or interest in or to Licensed Software, any |
| trademarks, service marks, or trade names of Sun or Sun's licensors is |
| granted under this Agreement. |
| |
| 3.4 Licensee shall have no right to use the Licensed Software for |
| productive or commercial use. |
| |
| 4.0 NO SUPPORT |
| |
| Sun is under no obligation to support Licensed Software or to provide |
| Licensee with updates or error corrections (collectively "Software |
| Updates"). If Sun, at its sole option, supplies Software Updates to |
| Licensee, the Software Updates will be considered part of Licensed |
| Software, and subject to the terms of this Agreement. |
| |
| 5.0 LICENSEE DUTIES |
| |
| Licensee agrees to evaluate and test the Software for use in Licensee's |
| software environment and provide feedback to Sun in a manner reasonably |
| requested by Sun. Any and all test results, error data, reports or other |
| information, feedback or materials made or provided by Licensee relating |
| to Software (collectively, "Feedback") are the exclusive property of Sun |
| and Licensee hereby assigns all Feedback to Sun at no cost to Sun. Sun may |
| use such Feedback in any manner and for any purpose, without limitation, |
| liability or obligation to Licensee. |
| |
| 6.0 TERM AND TERMINATION OF AGREEMENT |
| |
| 6.1 This Agreement will commence on the date on which Licensee receives |
| Licensed Software (the "Effective Date") and will expire ninety (90) days |
| from the Effective Date, unless terminated earlier as provided herein. |
| |
| 6.2 Either party may terminate this Agreement upon ten (10) days' written |
| notice to the other party. However, Sun may terminate this Agreement |
| immediately should any Licensed Software become, or in Sun's opinion be |
| likely to become, the subject of a claim of infringement of a patent, |
| trade secret or copyright. |
| |
| 6.3 Sun may terminate this Agreement immediately should Licensee |
| materially breach any of its provisions or take any action in derogation |
| of Sun's rights to the Confidential Information licensed to Licensee. |
| |
| 6.4 Upon termination or expiration of this Agreement, Licensee will |
| immediately cease use of and destroy Licensed Software, any copies |
| thereof and provide to Sun a written statement certifying that Licensee |
| has complied with the foregoing obligations. |
| |
| 6.5 Rights and obligations under this Agreement which by their nature |
| should survive, will remain in effect after termination or expiration |
| hereof. |
| |
| 7.0 CONFIDENTIAL INFORMATION |
| |
| 7.1 For purposes of this Agreement, "Confidential Information" means: |
| (i) business and technical information and any source code or binary |
| code, which Sun discloses to Licensee related to Licensed Software; (ii) |
| Licensee's feedback based on Licensed Software; and (iii) the terms, |
| conditions, and existence of this Agreement. Licensee may not disclose |
| or use Confidential Information, except for the purposes specified in |
| this Agreement. Licensee will protect the Confidential Information with |
| the same degree of care, but not less than a reasonable degree of care, |
| as Licensee uses to protect its own Confidential Information. Licensee's |
| obligations regarding Confidential Information will expire no less than |
| five (5) years from the date of receipt of the Confidential Information, |
| except for Sun source code which will be protected in perpetuity. |
| Licensee agrees that Licensed Software contains Sun trade secrets. |
| |
| 7.2 Notwithstanding any provisions contained in this Agreement |
| concerning nondisclosure and non-use of the Confidential Information, |
| the nondisclosure obligations of Section 7.1 will not apply to any portion |
| of Confidential Information that Licensee can demonstrate in writing is: |
| (i) now, or hereafter through no act or failure to act on the part of |
| Licensee becomes, generally known to the general public; (ii) known to |
| Licensee at the time of receiving the Confidential Information without |
| an obligation of confidentiality; (iii) hereafter rightfully furnished |
| to Licensee by a third party without restriction on disclosure; or (iv) |
| independently developed by Licensee without any use of the Confidential |
| Information. |
| |
| 7.3 Licensee must restrict access to Confidential Information to its |
| employees or contractors with a need for this access to perform their |
| employment or contractual obligations and who have agreed in writing |
| to be bound by a confidentiality obligation, which incorporates the |
| protections and restrictions substantially as set forth in this Agreement. |
| |
| 8.0 DISCLAIMER OF WARRANTY |
| |
| 8.1 Licensee acknowledges that Licensed Software may contain errors |
| and is not designed, licensed, or intended for use in the design, |
| construction, operation or maintenance of any nuclear facility ("High Risk |
| Activities"). Sun disclaims any express or implied warranty of fitness |
| for such uses. Licensee represents and warrants to Sun that it will not |
| use, distribute or license the Licensed Software for High Risk Activities. |
| |
| 8.2 LICENSED SOFTWARE IS PROVIDED "AS IS". ALL EXPRESS OR IMPLIED |
| CONDITIONS, REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED |
| WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A |
| PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE DISCLAIMED, EXCEPT TO THE |
| EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID. |
| |
| 9.0 LIMITATION OF LIABILITY |
| |
| 9.1 Licensee acknowledges that the Licensed Software may be experimental |
| and that the Licensed Software may have defects or deficiencies, which |
| cannot or will not be corrected by Sun. Licensee will hold Sun harmless |
| from any claims based on Licensee's use of the Licensed Software for any |
| purposes other than those of internal evaluation, and from any claims |
| that later versions or releases of any Licensed Software furnished to |
| Licensee are incompatible with the Licensed Software provided to Licensee |
| under this Agreement. |
| |
| 9.2 To the extent not prohibited by law, in no event will Sun be liable |
| for any indirect, punitive, special, incidental or consequential damage |
| in connection with or arising out of this Agreement (including loss |
| of business, revenue, profits, use, data or other economic advantage), |
| however it arises, whether for breach or in tort, even if Sun has been |
| previously advised of the possibility of such damage. |
| |
| 10.0 U.S. GOVERNMENT RESTRICTED RIGHTS |
| |
| If this Software is being acquired by or on behalf of the U.S. |
| Government or by a U.S. Government prime contractor or subcontractor (at |
| any tier), then the Government's rights in the Software and accompanying |
| documentation shall be only as set forth in this license; this is |
| in accordance with 48 C.F.R. 227.7202-4 (for Department of Defense |
| (DOD) acquisitions) and with 48 C.F.R. 2.101 and 12.212 (for non-DOD |
| acquisitions). |
| |
| 11.0 GENERAL TERMS |
| |
| 11.1 Any action relating to or arising out of this Agreement will be |
| governed by California law and controlling U.S. federal law. The U.N. |
| Convention for the International Sale of Goods and the choice of law |
| rules of any jurisdiction will not apply. |
| |
| 11.2 Licensed Software and technical data delivered under this Agreement |
| are subject to U.S. export control laws and may be subject to export |
| or import regulations in other countries. Licensee agrees to comply |
| strictly with all such laws and regulations and acknowledges that it |
| has the responsibility to obtain such licenses to export, re-export or |
| import as may be required after delivery to Licensee. |
| |
| 11.3 It is understood and agreed that, notwithstanding any other provision |
| of this Agreement, Licensee's breach of the provisions of Section 7 of |
| this Agreement will cause Sun irreparable damage for which recovery |
| of money damages would be inadequate, and that Sun will therefore be |
| entitled to seek timely injunctive relief to protect Sun's rights under |
| this Agreement in addition to any and all remedies available at law. |
| |
| 11.4 Neither party may assign or otherwise transfer any of its rights |
| or obligations under this Agreement, without the prior written consent |
| of the other party, except that Sun may assign this Agreement to an |
| affiliated company. |
| |
| 11.5 This Agreement is the parties' entire agreement relating to its |
| subject matter. It supersedes all prior or contemporaneous oral or written |
| communications, proposals, conditions, representations and warranties and |
| prevails over any conflicting or additional terms of any quote, order, |
| acknowledgment, or other communication between the parties relating to its |
| subject matter, including any Binary Code Licenses, Supplemental Terms, |
| or other licenses contained within Licensed Software. No modification |
| to this Agreement will be binding, unless in writing and signed by an |
| authorized representative of each party. |