Software License Agreement (“AGREEMENT”)
Last date of change: 2018-04-23
BY INSTALLING OR USING THIS SOFTWARE, YOU ARE BECOMING A PARTY TO, AND ARE CONSENTING TO BE BOUND BY, THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT INSTALL OR USE THIS SOFTWARE.
* a version of the cross-platform source code explorer known as Sourcetrail in executable form. The version is defined by the two leading numbers of the version string (e.g. the version of Sourcetrail 2017.1.x is version 2017.1); and
* documentation for that version of Sourcetrail; and
* minor updates included in software maintenance which are indicated by an increase in the digits that follow the first two leading numbers of the version string (e.g. the update from Sourcetrail 2017.1.0 to Sourcetrail 2017.1.1 is a minor update).
* the permission to use and distribute the SOFTWARE as defined by the following sections of this document. The permissions granted especially depend on whether a SOFTWARE Non-Commercial License or a SOFTWARE Commercial License is agreed-upon.
* Coati Software KG, having a place of business at Jakob-Haringer-Straße 1/127, 5020 Salzburg, Austria.
* the individual who purchased a LICENSE(s) for the SOFTWARE;
* the individual who was granted a LICENSE(s) for the SOFTWARE by LICENSOR;
* the company, corporation, organization, or legal entity that purchased a LICENSE(s) for the SOFTWARE;
* the company, corporation, organization, or legal entity that was granted a LICENSE(s) for the SOFTWARE by LICENSOR.
* both LICENSOR and LICENSEE collectively.
"AUTHORIZED USER" means:
* the individual who is LICENSEE of the SOFTWARE. This individual is the only AUTHORIZED USER;
* an employee who is nameable on demand and might at any time use the SOFTWARE, of LICENSEE. Every AUTHORIZED USER known by name can be replaced by another user known by name only once in a month. From that time on, said first user must not use the SOFTWARE anymore and said second user may start to use the SOFTWARE. At no time may the simultaneous number of users known by name exceed the agreed-upon number of AUTHORIZED USER(s). For each LICENSE that has been acquired before May 23th 2018 every AUTHORIZED USER known by name can be replaced by another user known by name instantly.
"ACTIVATION KEY" means:
* a document issued by LICENSOR that defines all parameters of the SOFTWARE Commercial License. Said document specifies the name of the licensed SOFTWARE, the name of LICENSEE, the license type, the agreed-upon number of AUTHORIZED USERS, an upper limit for the licensed SOFTWARE version or an expiration date, and a hash-code. The combination of these values allows LICENSEE to unlock the full functionality of a genuine copy of the SOFTWARE for intended commercial use.
The SOFTWARE is handed over to LICENSEE for its intended use. The scope of the intended use permitted by this AGREEMENT depends on whether a SOFTWARE Non-Commercial License or a SOFTWARE Commercial License is agreed-upon. If a SOFTWARE Non-Commercial License is agreed-upon LICENSEE is allowed to use the SOFTWARE solely for non-commercial purposes. A purpose is non-commercial only if it is in no manner primarily intended for or directed toward commercial advantage or private monetary compensation.
Examples of non-commercial purposes:
* you are using the SOFTWARE to work on open-source projects for free;
* you are a student and you are using the SOFTWARE for your academic projects;
* you are using the SOFTWARE in your spare time to work on the desktop application of your local football club for free.
Examples of commercial purposes, i.e. when you will need a Commercial License:
* you are using the SOFTWARE to work on open-source as well as on your company's projects;
* you are a student and you are using the SOFTWARE for your work as a freelancer;
* you are using the SOFTWARE in your spare time to work on the desktop application of your local football club and you are getting paid for that.
Subject to the terms of this AGREEMENT, LICENSOR hereby grants LICENSEE a worldwide, non-transferable, non-exclusive, non-sub-licensable, limited LICENSE that allows:
* LICENSEE to distribute (an) ACTIVATION KEY(s) to AUTHORIZED USER(s);
* LICENSEE and AUTHORIZED USER(s) to install the SOFTWARE on any number of computer PCs where potential use of the full functionality of the SOFTWARE is restricted exclusively to AUTHORIZED USER(s);
* LICENSEE and AUTHORIZED USER(s) to use the command-line interface of the SOFTWARE without unlocking the full functionality of the SOFTWARE;
* LICENSEE and AUTHORIZED USER(s) to use an ACTIVATION KEY to unlock the full functionality of the SOFTWARE for intended commercial use;
* LICENSEE and AUTHORIZED USER(s) to truthfully declare their intend to solely use the SOFTWARE for non-commercial purposes to unlock the full functionality of the SOFTWARE for intended non-commercial use;
* AUTHORIZED USER(s) to apply any version of the unlocked SOFTWARE that specifies a version number less than or equal to the version number denoted in the ACTIVATION KEY to the permitted intended use. If the ACTIVATION KEY does not denote a version number, the AUTHORIZED USER is allowed to use any version of the SOFTWARE for a period of time that is limited by the expiration date specified in the ACTIVATION KEY;
* LICENSEE to make a copy of the SOFTWARE for archival purposes provided the copy contains all of the proprietary notices of the SOFTWARE.
LICENSEE and AUTHORIZED USER(s) will not, and will have no right to:
* modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), create derivative works based on, or otherwise attempt to discover the source code or underlying ideas or algorithms of the SOFTWARE;
* sell, rent, lease, distribute, or otherwise transfer rights to the SOFTWARE without prior written consent from LICENSOR;
* remove any proprietary notices or labels from the SOFTWARE;
* distribute, use, or transfer an ACTIVATION KEY(s) that has been superseded by an ACTIVATION KEY(s) provided with software maintenance.
The SOFTWARE contains a feature that will automatically connect to LICENSOR's servers to check for a new program version. The data sent in this process contains NO POTENTIALLY SENSITIVE INFORMATION. The user can opt-out from this feature.
Unless a valid non-disclosure agreement exists between the Parties, in which case the terms of that non-disclosure agreement shall apply, the following terms shall: Except as necessary for its performance under the AGREEMENT or required by law, LICENSOR shall not disclose to anyone any information furnished by LICENSEE that is marked as confidential or proprietary.
5. TITLE AND COPYRIGHT
Title, ownership rights, intellectual property rights, and copyright to the SOFTWARE, and any copies or portions thereof, shall remain in LICENSOR. The SOFTWARE is protected by European copyright directives, Austrian copyright laws as well as United States copyright laws and international treaty provisions.
6. DISCLAIMER OF WARRANTY
THE SOFTWARE IS PROVIDED AS IS, WITHOUT WARRANTY OF ANY KIND. LICENSOR HEREBY DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. SOME U.S. STATES DO NOT ALLOW EXCLUSIONS OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO LICENSEE. LICENSEE MAY HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE OR BY JURISDICTION.
7. LIMITATION OF LIABILITY
LICENSEE ASSUMES THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE. LICENSOR ASSUMES NO LIABILITY FOR THE COST OF ANY SERVICE OR REPAIR IF THE SOFTWARE IS DEFECTIVE. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE, SHALL LICENSOR, OR ITS LICENSORS, SUPPLIERS OR RESELLERS, BE LIABLE TO LICENSEE OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT WILL LICENSOR BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE MONEY PAID FOR THE SOFTWARE, EVEN IF LICENSOR SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME U.S. STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO LICENSEE.
The LICENSE granted herein shall be perpetual. If LICENSEE fails to comply with any of the terms of this AGREEMENT, this AGREEMENT and the rights granted herein will terminate immediately. As such the Non-Commercial LICENSE terminates automatically if the usage of SOFTWARE becomes commercial. LICENSOR may, at its sole discretion and at any time, terminate this AGREEMENT. On termination, LICENSEE must cease using and destroy all copies of the SOFTWARE.
9. EXPORT CONTROLS
LICENSEE shall comply with all export laws, restrictions and regulations of the United States, the Directive 2009/428/EC of the European Parliament and of the Council and the Austrian Außenwirtschaftsgesetz 2011, BGBl I No. 26/2011. LICENSEE shall not export, re-export or otherwise transfer the SOFTWARE to any country for which the United States or the European Union or Austria maintains an embargo, or to any person or entity on the U.S. Department of Treasury List of Specially Designated Nationals or the U.S. Department of Commerce Denied Persons List or Entity List. LICENSEE represents and warrants that LICENSEE is not located in, under the control of, or a national or resident of any restricted country or on any such list.
10. YOUR RESPONSIBILITIES.
LICENSEE agrees to immediately notify LICENSOR in writing of any misuse, misappropriation or unauthorized use, disclosure, display or copying of the SOFTWARE that may come to LICENSEE's attention. In addition, LICENSEE agrees to defend, indemnify and hold LICENSOR, its suppliers and any of its directors, officers, employees or affiliates of any of the foregoing harmless from any and all claims resulting from or arising out of LICENSEE's use of the Software or breach of this AGREEMENT.
11. THIRD PARTY CREDITS
Portions of the SOFTWARE utilize or include third party software and other copyrighted materials. Credits, licensing terms, and disclaimers for such materials are contained in the installation directory for the SOFTWARE, and are accessible via the “3rd Party Licenses” dialog for the SOFTWARE. LICENSEE agrees that use of such copyrighted materials is governed by their respective terms.
If a particular term of this AGREEMENT is not enforceable, the unenforceability of that term will not affect any other terms of this AGREEMENT.
The section headings used herein are for convenience only and do not affect the interpretation of this AGREEMENT.
14. NO WAIVER
LICENSOR's failure to enforce or exercise any part of this AGREEMENT is not a waiver of that part.
15. ENTIRE AGREEMENT
This AGREEMENT represents the complete agreement concerning this SOFTWARE between the PARTIES and supersedes all prior agreements and representations between them. It may be amended only in writing executed by both PARTIES. The inclusion of LICENSEE's own terms and conditions is contradicted, unless their validity has explicitly been agreed to. LICENSOR reserves the exclusive right to update this AGREEMENT for new SOFTWARE versions. By using these new SOFTWARE versions the new AGREEMENT supersedes any older one. Any action arising out of or relating to this AGREEMENT may be brought exclusively in Salzburg, Austria, and the PARTIES irrevocably consent to the jurisdiction of such courts and venue in Salzburg, Austria.
If you have questions regarding this AGREEMENT, contact:
Coati Software KG