MooseFS Pro End User License Agreement

THIS SOFTWARE (DEFINED BELOW) and THE MANUAL (DEFINED BELOW) IS LICENSED, NOT SOLD. PLEASE NOTE, THAT BY INSTALLING, COPYING OR OTHERWISE USING THE SOFTWARE AND DOCUMENTATION, YOU AND THE COMPANY OR THE ENTITY YOU REPRESENT ("You"), AGREE TO BE BOUND BY THE TERMS OF THIS MOOSEFS PROFESSIONAL EDITION LICENSE AGREEMENT ("this Agreement"). PLEASE BE AWARE THAT THIS LICENSE CONTAINS LIMITED WARRANTY AND LIMITATION OF LIABILITY. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU ARE NOT PERMITTED TO INSTALL, COPY OR OTHERWISE USE THE SOFTWARE AND THE MANUAL.

PREAMBLE

MooseFS Pro hereinafter referred to as ("the Software") and all files, that are provided to You by Saglabs SA ("Saglabs") or are made available by any third party, in particular via on-line transmission, as well as all printed materials and electronic documentation, which refers to the Software ("the Manual"), together with any and all copies and derivative works of the Software, is the copyright work of Saglabs. Any use, reproduction, modification or distribution of the Software not expressly authorised by the terms of this Agreement is prohibited.

SOFTWARE

The Software is the network distributed file system. It spreads data over several physical servers which are visible to the user as one resource. The Software’s components include runtime environment distributed in binary form for:

• at least one managing server which is a machine (either virtual or physical) managing the whole file system, storing metadata for every file (information on size, attributes and file location(s), including all information about non-regular files, i.e. directories, sockets, pipes and devices),
• three or more data servers (either virtual or physical) for storing actual user data,
• client access component,
• metadata backup machine.

GENERAL SCOPE OF LICENSE

Saglabs grants You a non-transferable, non-exclusive, non-sublicensable, worldwide, license to use the Software and The Manual, for your purposes only, without the right to modifications or derivative work creation and without the right to distribution to any third parties. This license is an express agreement to be bound by these conditions to all extents permitted under any State or Federal law.

DETAILED CONDITIONS

You may download, install and use the Software and the Manual only after payment for its use. You will not, nor will You permit anyone else to distribute the Software and/or the Manual. You may run and use the unmodified Software and the Manual for your purpose exclusively. You will not permit anyone else to modify or cause to be modified the Software and/or the Manual; except and SOLELY to the extent that an applicable Statute expressly and specifically prohibits Saglabs from restricting such modifications by You. You may not in any case, or for any reason, combine or distribute the Software with open source software or with software developed using open source software in a manner that subjects the Software to any license obligations of such open source software. You will maintain and not remove any proprietary notices on the Software or/and the Manual You may copy the Software for archival purposes, provided any copy must contain all of the original Software's proprietary notices.

LIMITED WARRANTY

The Software is provided on an "AS IS" basis. You assume all responsibility for choosing, installing and using the Software. To the maximum extent permitted by applicable law, Saglabs disclaims all other warranties, not explicitly granted, either express or implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. Some states or countries do not allow the warranty exclusion or limitations. In such instances and as long as You obtained the Software directly from Saglabs, Saglabs may remedy substantial defects of the Software at its reasonable discretion. If You alter or modify the Software in any way without being authorised by Saglabs, Saglabs will not remedy any defects. You are responsible for obtaining and maintaining any equipment or services needed to use the Software, including, without limitation, internet connection, network infrastructure, DNS service or hardware.

LIMITATION OF LIABILITY

Saglabs will not be liable for any indirect, incidental, special or consequential damages, loss of use, profits, revenue, data, or business interruption, however caused and on any theory of liability, whether in contract, strict liability, or tort (including negligence or otherwise) arising in any way out of the user of this Software, even if advised of the possibility of such damage. Saglabs does not warrant that the Software or any equipment, system or network on which the Software is used will be free of vulnerability to intrusion or attack. Saglabs assumes no responsibility for the compatibility and function of any servers, internet connection and other equipment not provided by Saglabs when using the Software.

You hereby agree to defend, indemnify and hold harmless Saglabs, from and against any and all losses, damages, liabilities, costs, expenses (including costs and reasonable fees of attorneys and other professionals), judgments or settlement amounts arising out of or in connection with a claim regarding any use You make of the Software. Furthermore, Saglabs will not be liable for any infringement claim which results from: unauthorized modifications to the Software; or, use of other than the versions of the Software most recently available for download, if such infringement would have been avoided by use of the latest version purchased.

Some states or countries do not allow the exclusion or limitation of liability for consequential or incidental damages. In such instances, and as long as You obtained the Software from Saglabs, this limitation and exclusion may only apply to the full permitted extent of the law.

GOVERNING LAW

The Software and the Manual are protected by the United States intellectual property laws, in particular the Copyright law of United States including but not limited to 17 USC section 101, et seq. and the Digital Millennium Copyright Act. This Agreement shall be governed by and construed in accordance with the laws of the United States of America and the law of the State of New York, without regard to conflict of law provisions, and the parties submit to the exclusive jurisdiction of the state and federal courts located in the Southern District of New York.

COPY RESTRICTIONS

The Software and the Manual, as well as derivative works thereof under 17 USC 103(a) if any, are copyrighted by Saglabs and protected under US Copyright law, specifically including 17 USC section 101, et seq. and the Digital Millennium Copyright Act. Unauthorised copying of the Software, including modifications of the Software or programs in which the Software has been merged or included with other Software products is expressly forbidden. You may be held legally responsible for any copyright infringement that is caused or encouraged by your failure to comply with the terms of this Agreement.

TITLE

Title, ownership rights and intellectual property rights in the Software and the Manual shall remain with Saglabs. The Software is protected by copyright and other intellectual property laws and by international treaties. Title and related rights in the content accessed through the Software is the property of the applicable content owner and is protected by applicable law. The License granted under this Agreement gives You no rights to such content.

TERMINATION

This Agreement and the license granted hereunder will terminate automatically if You fails to comply with the limitations described herein. Upon termination, You must destroy all copies of the Software. In the event of termination by reason of your failure to comply with any part of this Agreement, or upon any act which shall give rise to Saglabs's right to terminate, Saglabs shall have the right, at any time, to terminate this Agreement and take immediate possession or confirm destruction of the Software and the Manual and all copies wherever located, without demand or notice. Within five (5) days after termination of this Agreement, You will return to Saglabs the Software in the form provided by Saglabs or as modified by You, or upon request by Saglabs destroy the Software and all copies, and certify in writing that they have been destroyed. Termination under this paragraph shall not relieve You of yours obligations regarding confidentiality of the Software. Termination of this Agreement shall be in addition to and not in lieu of any equitable remedies available to Saglabs.

CONFIDENTIALITY AND LICENSEE OBLIGATIONS

You agree to secure and protect the Software, the Manual and copies thereof in a manner consistent with the maintenance of Saglabs's rights therein and to take appropriate action by instruction or agreement with its employees or consultants who are permitted access to the Software and the Manual to satisfy its obligations hereunder.

NO TRADEMARK LICENSE

The Software and the Manual are being licensed to You, as END-USER by this Agreement. Notwithstanding anything to the contrary in this Agreement, You as END-USER are not licensed to use the Software trade names or any other intellectual property rights held by Saglabs or subsidiary, including the Saglabs name and logo, except as expressly provided in this Agreement.

INJUNCTION

In the event Saglabs reasonably believes that the use or distribution of any Software or Saglabs Trademarks is likely to be enjoined, Saglabs may, among other things, take back such infringing item or items and terminate the license associated with respect to such item or items. Saglabs may also seek judicial intervention including, without limitation, an injunction in the State Courts of New Jersey, to which injunctive relief You or END-USER expressly consents hereby and agrees not to oppose.

EXPORT LAW ASSURANCES

You agree and certifies that neither the Software nor other technical data received from Saglabs, nor the direct product thereof, will be exported out of the United States except as authorised and permitted by the laws and regulations of the United States. If the Software has been rightfully obtained by You outside of the United States, You agree that You will not re-export the Software nor any other technical data received from Saglabs nor the direct product thereof, except as permitted by the laws and regulations of the United States and the laws and regulations of the jurisdiction in which You obtained the Software.

HIGH RISK ACTIVITIES

The Software is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines or weapon systems in which the failure of the Software could lead directly to death, personal injury or severe physical or environmental damage ("High Risk Activities"). Accordingly, Saglabs and its suppliers specifically disclaim any express or implied warranties of fitness for High Risk Activities.

NOTICES

If You have any questions about this agreement, or if You wish to contact Saglabs for any reason, please write to Saglabs at the following address:

MISCELLANEOUS

This Agreement represents the complete agreement concerning the license granted hereunder and may be amended only by a writing executed by both parties. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect as intended by the parties and evidenced by its express terms.

You grant Saglabs the right to include your name, logo, trademark in a list of clients on Saglabs website and in any other promotional material in relation to the Software.