|author||Ultrabug <email@example.com>||2018-04-11 21:05:52 +0200|
|committer||Ultrabug <firstname.lastname@example.org>||2018-04-11 22:30:40 +0200|
|parent||scylla: version bump to 2.1.1 (diff)|
app-admin/scylla-manager: new ebuild for enterprise edition
Diffstat (limited to 'licenses/SCYLLADB-PROPRIETARY')
1 files changed, 180 insertions, 0 deletions
diff --git a/licenses/SCYLLADB-PROPRIETARY b/licenses/SCYLLADB-PROPRIETARY
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+Software License Agreement v. 1.0
+The ScyllaDB database (the “Software”) is licensed to you under the following terms and conditions:
+Subject to and conditioned upon compliance with the terms and conditions of this Agreement, including
+the limitations, conditions, restrictions and obligations set forth below:
+For the Software designated as provided under an Evaluation License, ScyllaDB Inc.
+) grants you a non-exclusive, non-transferable, non-sublicensable, revocable, limited right
+to install and use the Software for 90 days period commencing as of the Effective Date, subject to the
+parameters contained in the applicable purchase order, for the sole purpose of evaluating the Software
+and determining whether you wish to purchase an Enterprise License (the “
+ For the Software designated as provided under a Development License, ScyllaDB
+grants you a non-exclusive, non-transferable, non-sublicensable, revocable, limited right to install and use
+the Software, subject to the parameters contained in the applicable purchase order, for the sole purpose
+of developing and testing the Software in order to determine its the compatibility to your internal systems
+”). For the avoidance of doubt, in case you wish to use the Software for any
+purpose other than as permitted under this Development License, you must first contact ScyllaDB and
+purchase an Enterprise License.
+ For the Software designated as provided under an Enterprise License, ScyllaDB grants
+you a non-exclusive, non-transferable, non-sublicensable, revocable, limited right to install and use the
+Software, subject to the parameters contained in the applicable purchase order (the “
+Under any of the licenses granted herein, you shall not: (a) transfer the Software or any
+portions of the Software to any other party except as expressly provided herein; (b) copy the Software or
+any portion thereof, except that you may make one copy of the Software for backup purposes, in object
+code form only, provided that the backup copy must include all copyright or other proprietary notices
+contained on the original; (c) reverse engineer, disassemble, or decompile the Software in any form or
+by any means; (d) modify or create derivative works of the Software; (e) incorporate the Software into
+the structure, machinery or controls of any aircraft, other aerial device, military vehicle, hovercraft,
+waterborne craft or any medical equipment; or (f) distribute, sell, sublicense or otherwise transfer or
+provide access to the Software to any third party, including, without limitation, provision of database
+management services through the Software.
+ScyllaDB retains ownership of all rights, interests and title in the Software and in the copies thereof and
+Customer acknowledges that all rights, title and interest in and to the Software and any and all trademarks,
+trade names, copyrights, patents, patentable inventions, and any and all other intellectual property rights
+used or embodied in or in connection therewith, are and shall remain in the sole and exclusive ownership
+of ScyllaDB, subject only to the rights and licenses expressly granted by ScyllaDB hereunder. Customer
+shall make no claim of right to any Software to be supplied by ScyllaDB hereunder and acknowledges
+that as between ScyllaDB and Customer, such Software is proprietary to ScyllaDB.
+All prices for the Software and any services provided in connection therewith as stated in applicable order
+are exclusive of all federal, state and local excise, sales, use, value-added, occupational, levies, assessments,
+import duties and like taxes which may be imposed by any governmental entity in connection with any
+transaction contemplated by this Agreement and/or the purchase order (excluding any taxes assessed
+against ScyllaDB’s net income).
+During the term of this Agreement and thereafter, the Parties (i) shall treat as confidential and proprietary
+all information which is identified as confidential or proprietary, or which can be reasonably deemed to
+be such, and which is disclosed by one Party to the other; (ii) shall not disclose such information to any
+third party, except for such party’s employees and consultants which have a specific need to know such
+information for the purpose of this Agreement and only if such employees or consultants executed a
+confidentiality agreement protecting such information by terms no less stringent than those contained
+in this Section. The foregoing shall not apply to any information that the Party receiving such information
+can prove by reasonable written and dated records: (a) is already in the Party’s possession, prior to the
+disclosure thereof, other than as a result of the breach of a legal or contractual obligation on the part of
+the receiving Party; (b) was lawfully received by such Party from a third party having rights to disclose,
+and under no confidentiality obligations known to such Party with respect to such information; (c) is
+or becomes a part of the public knowledge through no wrongful act of either Party; (d) is approved for
+release in writing by the Party to whom the confidential or proprietary information belongs; or (e) is or was
+developed independently by the receiving Party without reliance on, reference to or use of any information
+of the other Party, and without any breach of this Agreement, as evidenced by contemporaneous written
+DISCLAIMER OF WARRANTIES
+YOU AGREE THAT SCYLLADB HAS MADE NO EXPRESS WARRANTIES TO YOU REGARDING
+THE SOFTWARE AND THAT THE SOFTWARE IS BEING PROVIDED TO YOU “AS IS” WITHOUT
+WARRANTY OF ANY KIND. SCYLLADB DISCLAIMS ALL WARRANTIES WITH REGARD
+TO THE SOFTWARE; EXPRESS OR IMPLIED; INCLUDING; WITHOUT LIMITATION; ANY
+IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE; MERCHANTABILITY;
+MERCHANTABLE QUALITY OR NONINFRINGEMENT OF THIRD PARTY RIGHTS.
+LIMITATION OF LIABILITY
+TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IN NO EVENT WILL SCYLLADB
+BE LIABLE TO YOU FOR ANY LOSS OF USE; INTERRUPTION OF BUSINESS; OR ANY
+DIRECT; INDIRECT; SPECIAL; INCIDENTAL; OR CONSEQUENTIAL DAMAGES OF ANY
+KIND (INCLUDING LOST PROFITS) REGARDLESS OF THE FORM OF ACTION WHETHER
+IN CONTRACT; TORT (INCLUDING NEGLIGENCE); STRICT PRODUCT LIABILITY OR
+OTHERWISE; EVEN IF SCYLLADB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
+In no event shall the total cumulative liability of ScyllaDB, for all claims arising out of or relating to this
+Agreement, exceed the total amounts paid and due by Customer to ScyllaDB during the period of the
+12 months preceding the date of the claim. The foregoing provision limiting the liability of ScyllaDB shall
+apply regardless of the form or cause of action, whether in contract or tort, or a breach of a fundamental
+term or condition.
+INTELLECTUAL PROPERTY INFRINGEMENT
+Indemnity Obligation and Conditions.
+In the event that a legal action is brought against Customer to
+the extent that it is based on a claim that the Software infringes a U.S. patent or copyright of a third party,
+ScyllaDB shall provide Customer with legal defense at its own expense and pay for costs and damages
+awarded against Customer in such action or agreed to under a settlement, provided that: (i) Customer
+promptly provides ScyllaDB with a written notice of such legal action; (ii) Customer grants ScyllaDB
+complete authority over the legal defense and settlement negotiations; (iii) Customer fully cooperates with
+ScyllaDB with respect to such legal action; and (iv) no settlement with respect to such legal action shall be
+made without ScyllaDB’s prior written approval.
+Notwithstanding the above, ScyllaDB shall have no liability to defend and pay for any action pertaining to
+an infringement of intellectual property rights to the extent that the action: (i) is based on a modification
+of the Software modified not by ScyllaDB; (ii) results from Customer’s failure to use an updated version
+of the Software; (iii) is based on a combination or use of the Software with any software, program or
+device, including without limitation software licensed under the terms of applicable open source licenses,
+not provided or approved by ScyllaDB; (iv) results from Customer’s use of the Software following the
+termination of the Agreement.
+THIS SECTION STATES SCYLLADB’S SOLE AND EXCLUSIVE LIABILITY, AND CUSTOMER’S
+SOLE AND EXCLUSIVE REMEDY, WITH RESPECT TO AN INFRINGEMENT OF INTELLECTUAL
+PROPERTY RIGHTS OF ANY KIND.
+As required by the laws of the United States and other countries, you represent and warrant that you:
+(a) understand that the Software may be subject to export controls under the U.S. Commerce
+Department’s Export Administration Regulations (“
+”); (b) are not located in a prohibited destination
+country under the EAR or U.S. sanctions regulations; (c) will not export, re-export, or transfer the
+Software to any prohibited destination or persons or entities on the U.S. Bureau of Industry and Security
+Denied Parties List or Entity List, or the U.S. Office of Foreign Assets Control list of Specially Designated
+Nationals and Blocked Persons, or any similar lists maintained by other countries, without the necessary
+export license(s) or authorization(s); (d) will not use or transfer the Software for use in connection with
+any nuclear, chemical or biological weapons, missile technology, or military end-uses where prohibited by
+an applicable arms embargo, unless authorized by the relevant government agency by regulation or specific
+license; (e) understand and agree that if you are in the United States and export or transfers the Software to
+United States Headquarters
+1900 Embarcadero Rd
+Palo Alto, CA 94303 U.S.A.
+Phone: +1 (650) 332-9582
+11 Galgalei Haplada
+eligible end users, you will, to the extent required by EAR Section 740.17(e), submit semi-annual reports
+to the Commerce Department’s Bureau of Industry and Security, which include the name and address
+(including country) of each transferee; and (f) understand that countries including the United States
+may restrict the import, use, or export of encryption products (which may include the Software and the
+components) and agree that you shall be solely responsible for compliance with any such import, use,
+or export restrictions.
+TERMINATION OF THIS AGREEMENT
+You may terminate this Agreement by destroying all copies of the Software. Your right to use the Software
+shall end immediately if you fail to comply with any of the terms set forth in this Agreement, in which
+case you shall destroy all copies of the Software. This Agreement shall immediately terminate upon the
+termination or expiration of the Support Services Agreement between Customer and ScyllaDB.
+ The Customer may not assign, transfer, or otherwise dispose of this Agreement or any of its
+rights, interest, or obligations hereunder without the prior written consent of ScyllaDB. ScyllaDB may
+transfer or assign this agreement to: (a) an affiliate of the Company; or (b) an acquirer of all or substantially
+all of the shares or assets of such party through change of control event. Any assignment of this Agreement
+in violation of this provision shall be null and void.
+All notices and demands hereunder shall be in writing and shall be served by at least one of the
+following: (1) personal service; (2) registered or certified mail at the address of the receiving party set forth
+in this Agreement (or at such different address as may be designated by such Party by written notice to the
+other Party); (3) electronic mail with electronic confirmation and followed immediately by (1) and/or (2).
+Governing Law and Jurisdiction.
+ This Agreement shall be governed and construed in accordance with the
+laws of Israel, without giving effect to its conflicts of laws provisions, and the Courts situated in Tel Aviv,
+Israel shall have sole and exclusive jurisdiction over the Parties and any conflict and/or dispute arising out
+of, or in connection to, this Agreement.
+ This Agreement sets forth the entire agreement between the parties on the subject hereof
+and supersedes any and all previously or currently existing oral or written agreements, understandings,
+memoranda, letters of intent, or representations on the subject matter hereof, as of the Effective Date. This
+Agreement may be amended only by a writing signed by the duly empowered representatives of the Parties.
+ If any one or more of the terms of this Agreement shall for any reason be held to be invalid
+or unenforceable, such term shall be construed in a manner to enable it to be enforced to the extent
+compatible with applicable law. Any determination of the invalidity or unenforceability of any provision
+of the Agreement shall not affect the remaining provisions hereof unless the business purpose of this
+Agreement is substantially frustrated thereby.
+ The titles and headings of the various sections and paragraphs in this Agreement are intended
+solely for reference and are not intended for any other purpose whatsoever or to explain, modify, or place
+any construction on any of the provisions of this Agreement.