| 1 | ----------------------------------------------------------------------------- |
| 2 | OpenSAPRC T2 Binary Software License Agreements |
| 3 | ----------------------------------------------------------------------------- |
| 4 | |
| 5 | OpenSPARC T2 includes the following binary Software License Agreements: |
| 6 | |
| 7 | 1. SAM : |
| 8 | |
| 9 | Use of SAM software is governed by SAM binary Software License |
| 10 | Agreement, please see below. |
| 11 | |
| 12 | 2. Solaris 10 : |
| 13 | |
| 14 | Use of Solaris 10 software is governed by Solaris binary Software |
| 15 | License Agreement, please see below. |
| 16 | |
| 17 | ----------------------------------------------------------------------------- |
| 18 | 1. SAM binary Software License Agreement |
| 19 | ----------------------------------------------------------------------------- |
| 20 | |
| 21 | Sun Microsystems, Inc. ("Sun") ENTITLEMENT for SOFTWARE |
| 22 | |
| 23 | Licensee/Company: Entity receiving Software. |
| 24 | |
| 25 | Effective Date: Date of delivery of the Software to You. |
| 26 | |
| 27 | Software: Binaries found in the following directories: |
| 28 | legion |
| 29 | |
| 30 | License Term: Perpetual (subject to termination under the SLA). |
| 31 | |
| 32 | Licensed Unit: Software Copy. |
| 33 | |
| 34 | Licensed unit Count: Unlimited. |
| 35 | |
| 36 | Permitted Uses: You may reproduce and use the Software for Evaluation Use, |
| 37 | Research and Instructional Use, Individual Use, and Commercial Use subject |
| 38 | to and conditioned on Your compliance with the Additional Terms below. |
| 39 | |
| 40 | |
| 41 | Additional Terms: |
| 42 | 1. Software includes only the versions of the above products that are |
| 43 | made initially available to You. |
| 44 | |
| 45 | 2. Notwithstanding anything to the contrary in any Master Terms between |
| 46 | the parties or in the SLA, Master Terms do not apply to Software under |
| 47 | this Agreement. |
| 48 | |
| 49 | |
| 50 | Sun Microsystems, Inc. ("Sun") |
| 51 | SOFTWARE LICENSE AGREEMENT |
| 52 | |
| 53 | READ THE TERMS OF THIS AGREEMENT ("AGREEMENT") CAREFULLY BEFORE OPENING |
| 54 | SOFTWARE MEDIA PACKAGE. BY OPENING SOFTWARE MEDIA PACKAGE, YOU AGREE |
| 55 | TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ACCESSING SOFTWARE |
| 56 | ELECTRONICALLY, INDICATE YOUR ACCEPTANCE OF THESE TERMS BY SELECTING |
| 57 | THE "ACCEPT" BUTTON AT THE END OF THIS AGREEMENT. IF YOU DO NOT AGREE |
| 58 | TO ALL OF THE TERMS, PROMPTLY RETURN THE UNUSED SOFTWARE TO YOUR PLACE |
| 59 | OF PURCHASE FOR A REFUND OR, IF SOFTWARE IS ACCESSED ELECTRONICALLY, |
| 60 | SELECT THE "DECLINE" (OR "EXIT") BUTTON AT THE END OF THIS AGREEMENT. |
| 61 | IF YOU HAVE SEPARATELY AGREED TO LICENSE TERMS ("MASTER TERMS") |
| 62 | FOR YOUR LICENSE TO THIS SOFTWARE, THEN SECTIONS 1-5 OF THIS |
| 63 | AGREEMENT ("SUPPLEMENTAL LICENSE TERMS") SHALL SUPPLEMENT AND |
| 64 | SUPERSEDE THE MASTER TERMS IN RELATION TO THIS SOFTWARE. |
| 65 | |
| 66 | 1. Definitions. |
| 67 | |
| 68 | (a) "Entitlement" means the collective set of applicable documents |
| 69 | authorized by Sun evidencing your obligation to pay associated |
| 70 | fees (if any) for the license, associated Services, and the authorized |
| 71 | scope of use of Software under this Agreement. |
| 72 | |
| 73 | (b) "Licensed Unit" means the unit of measure by which your use |
| 74 | of Software and/or Service is licensed, as described in your Entitlement. |
| 75 | |
| 76 | (c) "Permitted Use" means the licensed Software use(s) authorized |
| 77 | in this Agreement as specified in your Entitlement. The Permitted Use |
| 78 | for any bundled Sun software not specified in your Entitlement will |
| 79 | be evaluation use as provided in Section 3. |
| 80 | |
| 81 | (d) "Service" means the service(s) that Sun or its delegate will |
| 82 | provide, if any, as selected in your Entitlement and as further described |
| 83 | in the applicable service listings at www.sun.com/service/servicelist. |
| 84 | |
| 85 | (e) "Software" means the Sun software described in your Entitlement. |
| 86 | Also, certain software may be included for evaluation use under Section 3. |
| 87 | |
| 88 | (f) "You" and "Your" means the individual or legal entity specified |
| 89 | in the Entitlement, or for evaluation purposes, the entity performing |
| 90 | the evaluation. |
| 91 | |
| 92 | 2. License Grant and Entitlement. |
| 93 | |
| 94 | Subject to the terms of your Entitlement, Sun grants you a nonexclusive, |
| 95 | nontransferable limited license to use Software for its Permitted Use |
| 96 | for the license term. Your Entitlement will specify (a) Software |
| 97 | licensed, (b) the Permitted Use, (c) the license term, and (d) the |
| 98 | Licensed Units. |
| 99 | |
| 100 | Additionally, if your Entitlement includes Services, then it will |
| 101 | also specify the (e) Service and (f) service term. |
| 102 | |
| 103 | If your rights to Software or Services are limited in duration and the |
| 104 | date such rights begin is other than the purchase date, your Entitlement |
| 105 | will provide that beginning date(s). |
| 106 | |
| 107 | The Entitlement may be delivered to you in various ways depending on |
| 108 | the manner in which you obtain Software and Services, for example, |
| 109 | the Entitlement may be provided in your receipt, invoice or your |
| 110 | contract with Sun or authorized Sun reseller. It may also be in |
| 111 | electronic format if you download Software. |
| 112 | |
| 113 | 3. Permitted Use. |
| 114 | |
| 115 | As selected in your Entitlement, one or more of the following Permitted |
| 116 | Uses will apply to your use of Software. Unless you have an Entitlement |
| 117 | that expressly permits it, you may not use Software for any of the |
| 118 | other Permitted Uses. If you don't have an Entitlement, or if your |
| 119 | Entitlement doesn't cover additional software delivered to you, then |
| 120 | such software is for your Evaluation Use. |
| 121 | |
| 122 | (a) Evaluation Use. You may evaluate Software internally for a period |
| 123 | of 90 days from your first use. |
| 124 | |
| 125 | (b) Research and Instructional Use. You may use Software internally |
| 126 | to design, develop and test, and also to provide instruction on such uses. |
| 127 | |
| 128 | (c) Individual Use. You may use Software internally for personal, |
| 129 | individual use. |
| 130 | |
| 131 | (d) Commercial Use. You may use Software internally for your own |
| 132 | commercial purposes. |
| 133 | |
| 134 | (e) Service Provider Use. You may make Software functionality |
| 135 | accessible (but not by providing Software itself or through |
| 136 | outsourcing services) to your end users in an extranet deployment, |
| 137 | but not to your affiliated companies or to government agencies. |
| 138 | |
| 139 | 4. Licensed Units. |
| 140 | |
| 141 | Your Permitted Use is limited to the number of Licensed Units stated |
| 142 | in your Entitlement. If you require additional Licensed Units, you |
| 143 | will need additional Entitlement(s). |
| 144 | |
| 145 | 5. Restrictions. |
| 146 | |
| 147 | (a) The copies of Software provided to you under this Agreement |
| 148 | are licensed, not sold, to you by Sun. Sun reserves all rights |
| 149 | not expressly granted. (b) You may make a single archival copy of |
| 150 | Software, but otherwise may not copy, modify, or distribute Software. |
| 151 | However if the Sun documentation accompanying Software lists specific |
| 152 | portions of Software, such as header files, class libraries, reference |
| 153 | source code, and/or redistributable files, that may be handled |
| 154 | differently, you may do so only as provided in the Sun documentation. |
| 155 | (c) You may not rent, lease, lend or encumber Software. |
| 156 | (d) Unless enforcement is prohibited by applicable law, you may not |
| 157 | decompile, or reverse engineer Software. (e) The terms and conditions |
| 158 | of this Agreement will apply to any Software updates, provided to you |
| 159 | at Sun's discretion, that replace and/or supplement the original |
| 160 | Software, unless such update contains a separate license. |
| 161 | (f) You may not publish or provide the results of any benchmark or |
| 162 | comparison tests run on Software to any third party without the prior |
| 163 | written consent of Sun. (g) Software is confidential and copyrighted. |
| 164 | (h) Unless otherwise specified, if Software is delivered with embedded |
| 165 | or bundled software that enables functionality of Software, you may |
| 166 | not use such software on a stand-alone basis or use any portion of |
| 167 | such software to interoperate with any program(s) other than Software. |
| 168 | (i) Software may contain programs that perform automated collection of |
| 169 | system data and/or automated software updating services. System data |
| 170 | collected through such programs may be used by Sun, its subcontractors, |
| 171 | and its service delivery partners for the purpose of providing you with |
| 172 | remote system services and/or improving Sun's software and systems. |
| 173 | (j) Software is not designed, licensed or intended for use in the |
| 174 | design, construction, operation or maintenance of any nuclear facility |
| 175 | and Sun and its licensors disclaim any express or implied warranty of |
| 176 | fitness for such uses. (k) No right, title or interest in or to any |
| 177 | trademark, service mark, logo or trade name of Sun or its licensors |
| 178 | is granted under this Agreement. |
| 179 | |
| 180 | 6. Term and Termination. |
| 181 | |
| 182 | The license and service term are set forth in your Entitlement(s). |
| 183 | Your rights under this Agreement will terminate immediately without |
| 184 | notice from Sun if you materially breach it or take any action in |
| 185 | derogation of Sun's and/or its licensors' rights to Software. Sun |
| 186 | may terminate this Agreement should any Software become, or in Sun's |
| 187 | reasonable opinion likely to become, the subject of a claim of |
| 188 | intellectual property infringement or trade secret misappropriation. |
| 189 | Upon termination, you will cease use of, and destroy, Software and |
| 190 | confirm compliance in writing to Sun. Sections 1, 5, 6, 7, and |
| 191 | 9-15 will survive termination of the Agreement. |
| 192 | |
| 193 | 7. Java Compatibility and Open Source. |
| 194 | |
| 195 | Software may contain Java technology. You may not create additional |
| 196 | classes to, or modifications of, the Java technology, except under |
| 197 | compatibility requirements available under a separate agreement |
| 198 | available at www.java.net. |
| 199 | |
| 200 | Sun supports and benefits from the global community of open source |
| 201 | developers, and thanks the community for its important contributions |
| 202 | and open standards-based technology, which Sun has adopted into |
| 203 | many of its products. |
| 204 | |
| 205 | Please note that portions of Software may be provided with notices |
| 206 | and open source licenses from such communities and third parties |
| 207 | that govern the use of those portions, and any licenses granted |
| 208 | hereunder do not alter any rights and obligations you may have |
| 209 | under such open source licenses, however, the disclaimer of warranty |
| 210 | and limitation of liability provisions in this Agreement will apply |
| 211 | to all Software in this distribution. |
| 212 | |
| 213 | 8. Limited Warranty. |
| 214 | |
| 215 | Sun warrants to you that for a period of 90 days from the date of |
| 216 | purchase, as evidenced by a copy of the receipt, the media on which |
| 217 | Software is furnished (if any) will be free of defects in materials |
| 218 | and workmanship under normal use. Except for the foregoing, Software |
| 219 | is provided "AS IS". Your exclusive remedy and Sun's entire liability |
| 220 | under this limited warranty will be at Sun's option to replace |
| 221 | Software media or refund the fee paid for Software. Some states |
| 222 | do not allow limitations on certain implied warranties, so the above |
| 223 | may not apply to you. This limited warranty gives you specific legal |
| 224 | rights. You may have others, which vary from state to state. |
| 225 | |
| 226 | 9. Disclaimer of Warranty. |
| 227 | |
| 228 | UNLESS SPECIFIED IN THIS AGREEMENT, ALL EXPRESS OR IMPLIED CONDITIONS, |
| 229 | REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF |
| 230 | MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT |
| 231 | ARE DISCLAIMED, EXCEPT TO THE EXTENT THAT THESE DISCLAIMERS ARE |
| 232 | HELD TO BE LEGALLY INVALID. |
| 233 | |
| 234 | 10. Limitation of Liability. |
| 235 | |
| 236 | TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL SUN OR ITS |
| 237 | LICENSORS BE LIABLE FOR ANY LOST REVENUE, PROFIT OR DATA, OR FOR |
| 238 | SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, |
| 239 | HOWEVER CAUSED REGARDLESS OF THE THEORY OF LIABILITY, ARISING OUT OF |
| 240 | OR RELATED TO THE USE OF OR INABILITY TO USE SOFTWARE, EVEN IF SUN |
| 241 | HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event will |
| 242 | Sun's liability to you, whether in contract, tort (including negligence), |
| 243 | or otherwise, exceed the amount paid by you for Software under this |
| 244 | Agreement. The foregoing limitations will apply even if the above |
| 245 | stated warranty fails of its essential purpose. Some states do not |
| 246 | allow the exclusion of incidental or consequential damages, so some |
| 247 | of the terms above may not be applicable to you. |
| 248 | |
| 249 | 11. Export Regulations. |
| 250 | |
| 251 | All Software, documents, technical data, and any other materials |
| 252 | delivered under this Agreement are subject to U.S. export control |
| 253 | laws and may be subject to export or import regulations in other |
| 254 | countries. You agree to comply strictly with these laws and |
| 255 | regulations and acknowledge that you have the responsibility to |
| 256 | obtain any licenses to export, re-export, or import as may be |
| 257 | required after delivery to you. |
| 258 | |
| 259 | 12. U.S. Government Restricted Rights. |
| 260 | |
| 261 | If Software is being acquired by or on behalf of the U.S. Government |
| 262 | or by a U.S. Government prime contractor or subcontractor |
| 263 | (at any tier), then the Government's rights in Software and |
| 264 | accompanying documentation will be only as set forth in this |
| 265 | Agreement; this is in accordance with 48 CFR 227.7201 through |
| 266 | 227.7202-4 (for Department of Defense (DOD) acquisitions) and |
| 267 | with 48 CFR 2.101 and 12.212 (for non-DOD acquisitions). |
| 268 | |
| 269 | 13. Governing Law. |
| 270 | |
| 271 | Any action related to this Agreement will be governed by |
| 272 | California law and controlling U.S. federal law. No choice |
| 273 | of law rules of any jurisdiction will apply. |
| 274 | |
| 275 | 14. Severability. |
| 276 | |
| 277 | If any provision of this Agreement is held to be unenforceable, |
| 278 | this Agreement will remain in effect with the provision omitted, |
| 279 | unless omission would frustrate the intent of the parties, in which |
| 280 | case this Agreement will immediately terminate. |
| 281 | |
| 282 | 15. Integration. |
| 283 | |
| 284 | This Agreement, including any terms contained in your Entitlement, |
| 285 | is the entire agreement between you and Sun relating to its |
| 286 | subject matter. It supersedes all prior or contemporaneous |
| 287 | oral or written communications, proposals, representations |
| 288 | and warranties and prevails over any conflicting or additional |
| 289 | terms of any quote, order, acknowledgment, or other communication |
| 290 | between the parties relating to its subject matter during the term |
| 291 | of this Agreement. No modification of this Agreement will be binding, |
| 292 | unless in writing and signed by an authorized representative of each party. |
| 293 | |
| 294 | Please contact Sun Microsystems, Inc. 4150 Network Circle, Santa |
| 295 | Clara, California 95054 if you have questions. |
| 296 | |
| 297 | ----------------------------------------------------------------------------- |
| 298 | 2. Solaris binary Software License Agreement |
| 299 | ----------------------------------------------------------------------------- |
| 300 | |
| 301 | Sun Microsystems, Inc. |
| 302 | SolarisTM Express Software License Agreement FOR NON-PRODUCTION USE |
| 303 | |
| 304 | READ THE TERMS OF THIS AGREEMENT (THE "AGREEMENT") CAREFULLY BEFORE |
| 305 | DOWNLOADING OR INSTALLING THIS SOFTWARE. BY DOWNLOADING OR INSTALLING |
| 306 | THIS SOFTWARE, YOU ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT. |
| 307 | INDICATE ACCEPTANCE BY SELECTING THE "ACCEPT" BUTTON AT THE BOTTOM |
| 308 | OF THIS AGREEMENT. IF YOU ARE NOT WILLING TO BE BOUND BY ALL THE |
| 309 | TERMS, SELECT THE "DECLINE" BUTTON AT THE BOTTOM OF THE AGREEMENT |
| 310 | AND THE DOWNLOAD OR INSTALL PROCESS WILL NOT CONTINUE. |
| 311 | |
| 312 | 1.0 DEFINITIONS |
| 313 | 1.1 "Confidential Information" means: (i) any business and technical |
| 314 | information and any source code or binary code which Sun discloses |
| 315 | to You related to Software; (ii) any test results, error data, or |
| 316 | other reports prepared made by You in connection with the use and |
| 317 | evaluation of Software; (iii) any and all other information which |
| 318 | is disclosed by Sun to You orally, electronically, visually, or |
| 319 | in a document or other tangible form, which is either identified |
| 320 | as or should be reasonably understood to be confidential and/or |
| 321 | proprietary, (iv) any notes, extracts, analyses, or materials |
| 322 | prepared by You which are copies of or derivative works of the |
| 323 | Confidential Information or from which the substance of the |
| 324 | Confidential Information can be inferred or otherwise understood; |
| 325 | and (v) the terms, conditions, and existence of this Agreement. |
| 326 | 1.2 "Effective Date" means the date on which Sun publicly releases |
| 327 | Software to its website for general availability. |
| 328 | 1.3 "Feedback" means any test results, error data, reports or other |
| 329 | information, or materials provided to Sun relating to Software. |
| 330 | 1.4 "Software" means the Solaris Express software in binary form, |
| 331 | Software Updates, any other machine readable materials (including, but |
| 332 | not limited to, libraries, source files, header files, and data files) |
| 333 | and any user manuals, programming guides and other documentation |
| 334 | provided to You by Sun under this Agreement. |
| 335 | 1.5 "Software Updates" means any updates or error corrections |
| 336 | provided to You. |
| 337 | 1.6 "Sun" means Sun Microsystems, Inc. |
| 338 | 1.7 "You" means an individual accepting this Agreement, and if |
| 339 | you are accepting the Agreement on behalf of a corporation, partnership |
| 340 | or other legal entity, means the entity on whose behalf an individual |
| 341 | is accepting this Agreement. |
| 342 | |
| 343 | 2.0 LIMITED LICENSE |
| 344 | Sun grants You a non-exclusive and non-transferable license to |
| 345 | internally reproduce and use Software solely for purpose of evaluation |
| 346 | in a test environment. Software shall not be used in a production |
| 347 | environment. (Refer to Section 5.2 for reporting requirements) |
| 348 | |
| 349 | 3.0 LICENSE RESTRICTIONS |
| 350 | 3.1 You agree to reproduce any copyright and other proprietary right |
| 351 | notices on any copy of Software. Except as otherwise provided by law, |
| 352 | You may not modify or create derivative works of Software, or reverse |
| 353 | engineer, disassemble or decompile binary portions of Software, or |
| 354 | otherwise attempt to derive the source code from such portions. |
| 355 | 3.2 No right, title, or interest in or to Software, any trademarks, |
| 356 | service marks, or trade names of Sun or Sun's licensors is granted |
| 357 | under this Agreement. Some portions of Software are provided with |
| 358 | notices and/or licenses from other parties which govern the use of |
| 359 | those portions. |
| 360 | |
| 361 | 4.0 SUPPORT |
| 362 | Sun is under no obligation to support Software or to provide |
| 363 | Software Updates. If Sun, at its sole option, supplies Software |
| 364 | Updates to You, You acknowledge that downloading or installing |
| 365 | Software Updates may require You to accept updated terms and conditions |
| 366 | for installation. If additional terms and conditions are not presented |
| 367 | on installation, Software Updates will be considered part of Software |
| 368 | and subject to the terms and conditions of the Agreement. |
| 369 | |
| 370 | 5.0 YOUR DUTIES |
| 371 | 5.1 Software is experimental and is constantly being developed. As such, |
| 372 | You agree to evaluate and test Software for use with your products and |
| 373 | provide Feedback to Sun; the Feedback should be sent to the following |
| 374 | e-mail address: SX-feedback@sun.com. The Feedback is the exclusive |
| 375 | property and Confidential Information of Sun. You hereby assign all |
| 376 | Feedback to Sun at no cost to Sun. Sun may use Feedback in any manner |
| 377 | and for any purpose, without limitation, liability or obligation to You. |
| 378 | 5.2 You agree to report at least on a monthly basis the number of |
| 379 | additional copies of Software that You have installed at the Solaris |
| 380 | Express registration page. |
| 381 | |
| 382 | 6.0 TERM AND TERMINATION OF AGREEMENT |
| 383 | 6.1 This Agreement will commence on the Effective Date and will |
| 384 | expire six (6) months from the Effective Date, unless terminated |
| 385 | earlier as provided below. Either party may terminate this Agreement |
| 386 | upon ten (10) days written notice to the other party. However, Sun |
| 387 | may terminate this Agreement immediately should any Software become, |
| 388 | or in Sun's opinion be likely to become, the subject of a claim of |
| 389 | infringement of a patent, trade secret or copyright. Sun may |
| 390 | terminate this Agreement immediately should You materially breach |
| 391 | any of its provisions or take any action in derogation of Sun's |
| 392 | rights to the Confidential Information licensed to You. |
| 393 | 6.2 Upon termination or expiration of this Agreement, You will |
| 394 | immediately cease use of and destroy Software and any copies thereof |
| 395 | and provide Sun a written statement certifying that You have complied |
| 396 | with the foregoing obligations. Rights and obligations under this |
| 397 | Agreement which by their nature should survive, will remain in effect |
| 398 | after termination or expiration hereof. |
| 399 | |
| 400 | 7.0 CONFIDENTIAL INFORMATION |
| 401 | 7.1 You may not disclose Confidential Information or use it except |
| 402 | for the purposes specified in this Agreement. You will protect the |
| 403 | confidentiality of Confidential Information to the same degree of |
| 404 | care, but no less than reasonable care, as You use to protect your |
| 405 | own Confidential Information. Your obligations regarding Confidential |
| 406 | Information will expire five (5) years from the date of receipt of the |
| 407 | Confidential Information, except for Sun source code which will be |
| 408 | protected in perpetuity. You agree that Software contains trade |
| 409 | secrets of Sun. |
| 410 | 7.2 Notwithstanding any provisions contained in this Agreement |
| 411 | concerning nondisclosure and non-use of the Confidential Information, |
| 412 | the nondisclosure obligations will not apply to any portion of |
| 413 | Confidential Information that a You can demonstrate in writing is: |
| 414 | (i) now, or hereafter through no act or failure to act on your part |
| 415 | becomes, generally known to the general public; (ii) known to You at |
| 416 | the time of receiving the Confidential Information without an |
| 417 | obligation of confidentiality; (iii) hereafter rightfully furnished |
| 418 | to You by a third party without restriction on disclosure; or |
| 419 | (iv) independently developed by You without any use of the |
| 420 | Confidential Information. |
| 421 | 7.3 You must restrict access to Confidential Information to your |
| 422 | employees or contractors who have a need to know to perform their |
| 423 | employment or contractual obligations and who have agreed in writing |
| 424 | to be bound by a confidentiality obligation which incorporates the |
| 425 | protections and restrictions substantially as set forth in this Agreement. |
| 426 | |
| 427 | 8.0 WARRANTY |
| 428 | If You are accepting the Agreement on behalf of a corporation, |
| 429 | partnership or other legal entity, You represent and warrant that |
| 430 | You have received the appropriate approvals and have the proper |
| 431 | authority to enter into the Agreement on behalf of the corporation, |
| 432 | partnership or other legal entity. |
| 433 | |
| 434 | 9.0 DISCLAIMER OF WARRANTY |
| 435 | 9.1 You acknowledge that Software may contain errors and is not |
| 436 | designed or intended for use in the design, construction, operation |
| 437 | or maintenance of any nuclear facility or any other safety critical |
| 438 | systems ("High Risk Activities"). Sun disclaims any express or |
| 439 | implied warranty of fitness for such uses. |
| 440 | 9.2 SOFTWARE IS PROVIDED "AS IS". ALL EXPRESS OR IMPLIED CONDITIONS, |
| 441 | REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF |
| 442 | MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR |
| 443 | PURPOSE, OR NON-INFRINGEMENT, ARE DISCLAIMED, EXCEPT TO THE EXTENT |
| 444 | THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID. |
| 445 | |
| 446 | 10.0 LIMITATION OF LIABILITY |
| 447 | 10.1 You acknowledge that Software is in a constant developmental stage. |
| 448 | You acknowledge that Software may have defects or deficiencies which |
| 449 | cannot or will not be corrected by Sun. You will hold Sun harmless |
| 450 | from any claims based on your use of Software for any purposes other |
| 451 | than those of internal evaluation, and from any claims that later versions |
| 452 | or releases of any Software furnished to You are incompatible with |
| 453 | Software provided to You under this Agreement. You shall have the |
| 454 | sole responsibility to protect adequately and backup your data and/or |
| 455 | equipment used in connection with Software. You shall not claim against |
| 456 | Sun for lost data, re-run time, inaccurate output, work delays or lost |
| 457 | profits resulting from Your use of Software. You acknowledge that |
| 458 | Sun is under no obligation to release Software as a product of Sun. |
| 459 | 10.2 Neither Sun nor any of Sun's licensors will be liable for any |
| 460 | indirect, punitive, special, incidental or consequential damages in |
| 461 | connection with or arising out of this Agreement (including loss of |
| 462 | business, revenue, profits, use, data or other economic advantage), |
| 463 | however it arises, whether for breach or in tort, even if Sun or |
| 464 | Sun's Licensors have been previously advised of the possibility of |
| 465 | such damage. In no event will Sun's liability to You, whether in |
| 466 | contract, tort (including negligence), or otherwise, exceed the |
| 467 | amount paid by You for Software under this Agreement. The foregoing |
| 468 | limitations will apply even if even if any exclusive remedy fails of |
| 469 | its essential purpose. |
| 470 | |
| 471 | 11.0 U.S. GOVERNMENT RIGHTS |
| 472 | If this Software is being acquired by or on behalf of the U.S. Government |
| 473 | or by a U.S. Government prime contractor or subcontractor (at any tier), |
| 474 | then the Government's rights in Software and accompanying documentation |
| 475 | shall be only as set forth in this license; this is in accordance with |
| 476 | 48 C.F.R. 227.7201 through 227.7202-4 (for Department of Defense (DoD) |
| 477 | acquisitions) and with 48 C.F.R. 2.101 and 12.212 (for non-DoD |
| 478 | acquisitions). |
| 479 | |
| 480 | 12.0 GENERAL TERMS |
| 481 | 12.1 Any action related to this Agreement will be governed by |
| 482 | California law and controlling U.S. federal law. The U.N. |
| 483 | Convention for the International Sale of Goods and the choice |
| 484 | of law rules of any jurisdiction will not apply. |
| 485 | 12.2 Software and technical data delivered under this Agreement |
| 486 | are subject to U.S. export control laws and may be subject to |
| 487 | export or import regulations in other countries. You agree to |
| 488 | comply strictly with all such laws and regulations and acknowledge |
| 489 | that You have the responsibility to obtain such licenses to export, |
| 490 | re-export or import as may be required after delivery to You. |
| 491 | 12.3 It is understood and agreed that, notwithstanding any other |
| 492 | provision of this Agreement, any breach of this Agreement may cause |
| 493 | Sun irreparable damage for which recovery of money damages would be |
| 494 | inadequate, and that Sun will therefore be entitled to seek timely |
| 495 | injunctive relief to protect Sun's rights under this Agreement in |
| 496 | addition to any and all remedies available at law. |
| 497 | 12.4 Neither party may assign or otherwise transfer any of its rights |
| 498 | or obligations under this Agreement, without the prior written consent |
| 499 | of the other party, except that Sun may assign this Agreement to an |
| 500 | affiliated company. |
| 501 | 12.5 This Agreement is the parties' entire agreement relating to its |
| 502 | subject matter. It supersedes all prior or contemporaneous oral or |
| 503 | written communications, proposals, conditions, representations and |
| 504 | warranties and prevails over any conflicting or additional terms of |
| 505 | any quote, order, acknowledgment, or other communication between the |
| 506 | parties relating to its subject matter, including any Binary Code |
| 507 | Licenses, Supplemental Terms, or other licenses contained within |
| 508 | Software. No modification to this Agreement will be binding, unless |
| 509 | in writing and signed by an authorized representative of each party. |
| 510 | |
| 511 | (LFI#XXXXXX/Form ID#011801) |
| 512 | ----------------------------------------------------------------------------- |