| //** github.com/1lann/cockroach@v0.0.0-20170211033204-1db9d1afa7f1 **// |
| |
| {{Types "Apache-2.0"}} |
| |
| CockroachDB Community License Agreement |
| |
| Please read this CockroachDB Community License Agreement (the "Agreement") |
| carefully before using CockroachDB (as defined below), which is offered by |
| Cockroach Labs, Inc. or its affiliated Legal Entities ("Cockroach Labs"). |
| |
| By downloading CockroachDB or using it in any manner, You agree that You have |
| read and agree to be bound by the terms of this Agreement. If You are |
| accessing CockroachDB on behalf of a Legal Entity, You represent and warrant |
| that You have the authority to agree to these terms on its behalf and the |
| right to bind that Legal Entity to this Agreement. Use of CockroachDB is |
| expressly conditioned upon Your assent to all the terms of this Agreement, to |
| the exclusion of all other terms. |
| |
| 1. Definitions. In addition to other terms defined elsewhere in this |
| Agreement, the terms below have the following meanings. |
| |
| (a) "CockroachDB" shall mean the SQL database software provided by Cockroach |
| Labs, including both CockroachDB |
| ((Community || Core)) |
| and CockroachDB Enterprise |
| editions, as defined below. |
| |
| (b) |
| (("CockroachDB Community Edition" || "CockroachDB Core")) |
| shall mean the open source version of |
| CockroachDB, available free of charge at |
| |
| https://github.com/cockroachdb/cockroach |
| |
| (c) |
| ((Cockroach || CockroachDB)) |
| Enterprise Edition" shall mean the additional features made |
| available by Cockroach Labs, the use of which is subject to additional |
| terms set out below. |
| |
| (d) "Contribution" shall mean any work of authorship, including the original |
| version of the Work and any modifications or additions to that Work or |
| Derivative Works thereof, that is intentionally submitted Cockroach Labs |
| for inclusion in the Work by the copyright owner or by an individual or |
| Legal Entity authorized to submit on behalf of the copyright owner. For |
| the purposes of this definition, "submitted" means any form of |
| electronic, verbal, or written communication sent to Cockroach Labs or |
| its representatives, including but not limited to communication on |
| electronic mailing lists, source code control systems, and issue |
| tracking systems that are managed by, or on behalf of, Cockroach Labs |
| for the purpose of discussing and improving the Work, but excluding |
| communication that is conspicuously marked or otherwise designated in |
| writing by the copyright owner as "Not a Contribution." |
| |
| (e) "Contributor" shall mean any copyright owner or individual or Legal |
| Entity authorized by the copyright owner, other than Cockroach Labs, |
| from whom Cockroach Labs receives a Contribution that Cockroach Labs |
| subsequently incorporates within the Work. |
| |
| (f) "Derivative Works" shall mean any work, whether in Source or Object |
| form, that is based on (or derived from) the Work, such as a |
| translation, abridgement, condensation, or any other recasting, |
| transformation, or adaptation for which the editorial revisions, |
| annotations, elaborations, or other modifications represent, as a whole, |
| an original work of authorship. For the purposes of this License, |
| Derivative Works shall not include works that remain separable from, or |
| merely link (or bind by name) to the interfaces of, the Work and |
| Derivative Works thereof. |
| |
| (g) "Legal Entity" shall mean the union of the acting entity and all other |
| entities that control, are controlled by, or are under common control |
| with that entity. For the purposes of this definition, "control" means |
| (i) the power, direct or indirect, to cause the direction or management |
| of such entity, whether by contract or otherwise, or (ii) ownership of |
| fifty percent (50%) or more of the outstanding shares, or (iii) |
| beneficial ownership of such entity. |
| |
| (h) "License" shall mean the terms and conditions for use, reproduction, and |
| distribution of a Work as defined by this Agreement. |
| |
| (i) "Licensor" shall mean Cockroach Labs or a Contributor, as applicable. |
| |
| (j) "Object" form shall mean any form resulting from mechanical |
| transformation or translation of a Source form, including but not |
| limited to compiled object code, generated documentation, and |
| conversions to other media types. |
| |
| (k) "Source" form shall mean the preferred form for making modifications, |
| including but not limited to software source code, documentation source, |
| and configuration files. |
| |
| (l) "Third Party Works" shall mean Works, including Contributions, and other |
| technology owned by a person or Legal Entity other than Cockroach Labs, |
| as indicated by a copyright notice that is included in or attached to |
| such Works or technology. |
| |
| (m) "Work" shall mean the work of authorship, whether in Source or Object |
| form, made available under a License, as indicated by a copyright notice |
| that is included in or attached to the work. |
| |
| (n) "You" (or "Your") shall mean an individual or Legal Entity exercising |
| permissions granted by this License. |
| |
| 2. Licenses. |
| |
| (a) License to CockroachDB |
| ((Community Edition. || Core.)) |
| The License for CockroachDB |
| ((Community Edition || Core)) |
| is the Apache License, Version 2.0 ("Apache License"). |
| The Apache License includes a grant of patent license, as well as |
| redistribution rights that are contingent on several requirements. |
| Please see |
| |
| http://www.apache.org/licenses/LICENSE-2.0 |
| |
| for full terms. CockroachDB |
| ((Community Edition || Core)) |
| is a no-cost, entry-level |
| license and as such, contains the following disclaimers: NOTWITHSTANDING |
| ANYTHING TO THE CONTRARY HEREIN, COCKROACHDB |
| ((COMMUNITY EDITION || CORE)) |
| IS |
| PROVIDED "AS IS" AND "AS AVAILABLE", AND ALL EXPRESS OR IMPLIED |
| WARRANTIES ARE EXCLUDED AND DISCLAIMED, INCLUDING WITHOUT LIMITATION THE |
| IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, |
| NON-INFRINGEMENT, AND ANY WARRANTIES ARISING BY STATUTE OR OTHERWISE IN |
| LAW OR FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USE IN TRADE. |
| For clarity, the terms of this Agreement, other than the relevant |
| definitions in Section 1 and this Section 2(a) do not apply to |
| CockroachDB |
| ((Community Edition || Core)) |
| |
| (b) License to CockroachDB Enterprise Edition. |
| |
| i Grant of Copyright License: Subject to the terms of this Agreement, |
| Licensor hereby grants to You a worldwide, non-exclusive, |
| non-transferable limited license to reproduce, prepare Enterprise |
| Derivative Works (as defined below) of, publicly display, publicly |
| perform, sublicense, and distribute CockroachDB Enterprise Edition |
| for Your business purposes, for so long as You are not in violation |
| of this Section 2(b) and are current on all payments required by |
| Section 4 below. |
| |
| ii Grant of Patent License: Subject to the terms of this Agreement, |
| Licensor hereby grants to You a worldwide, non-exclusive, |
| non-transferable limited patent license to make, have made, use, |
| offer to sell, sell, import, and otherwise transfer CockroachDB |
| Enterprise Edition, where such license applies only to those patent |
| claims licensable by Licensor that are necessarily infringed by |
| their Contribution(s) alone or by combination of their |
| Contribution(s) with the Work to which such Contribution(s) was |
| submitted. If You institute patent litigation against any entity |
| (including a cross-claim or counterclaim in a lawsuit) alleging that |
| the Work or a Contribution incorporated within the Work constitutes |
| direct or contributory patent infringement, then any patent licenses |
| granted to You under this License for that Work shall terminate as |
| of the date such litigation is filed. |
| |
| iii License to Third Party Works: From time to time Cockroach Labs may |
| use, or provide You access to, Third Party Works in connection |
| CockroachDB Enterprise Edition. You acknowledge and agree that in |
| addition to this Agreement, Your use of Third Party Works is subject |
| to all other terms and conditions set forth in the License provided |
| with or contained in such Third Party Works. Some Third Party Works |
| may be licensed to You solely for use with CockroachDB Enterprise |
| Edition under the terms of a third party License, or as otherwise |
| notified by Cockroach Labs, and not under the terms of this |
| Agreement. You agree that the owners and third party licensors of |
| Third Party Works are intended third party beneficiaries to this |
| Agreement. |
| |
| 3. Support. From time to time, in its sole discretion, Cockroach Labs may |
| offer professional services or support for CockroachDB, which may now or in |
| the future be subject to additional fees. |
| |
| 4. Fees for CockroachDB Enterprise Edition or CockroachDB Support. |
| |
| (a) Fees. The License to CockroachDB Enterprise Edition is conditioned upon |
| Your payment of the fees specified on |
| |
| https://cockroachlabs.com/pricing |
| |
| which You agree to pay to Cockroach Labs in accordance with the payment |
| terms set out on that page. Any professional services or support for |
| CockroachDB may also be subject to Your payment of fees, which will be |
| specified by Cockroach Labs when you sign up to receive such |
| professional services or support. Cockroach Labs reserves the right to |
| change the fees at any time with prior written notice; for recurring |
| fees, any such adjustments will take effect as of the next pay period. |
| |
| (b) Overdue Payments and Taxes. Overdue payments are subject to a service |
| charge equal to the lesser of 1.5% per month or the maximum legal |
| interest rate allowed by law, and You shall pay all Cockroach Labs’ |
| reasonable costs of collection, including court costs and attorneys’ |
| fees. Fees are stated and payable in U.S. dollars and are exclusive of |
| all sales, use, value added and similar taxes, duties, withholdings and |
| other governmental assessments (but excluding taxes based on Cockroach |
| Labs’ income) that may be levied on the transactions contemplated by |
| this Agreement in any jurisdiction, all of which are Your responsibility |
| unless you have provided Cockroach Labs with a valid tax-exempt |
| certificate. |
| |
| (c) Record-keeping and Audit. If fees for CockroachDB Enterprise Edition |
| are based on the number of cores or servers running on CockroachDB |
| Enterprise Edition or another use-based unit of measurement, You must |
| maintain complete and accurate records with respect to Your use of |
| CockroachDB Enterprise Edition and will provide such records to |
| Cockroach Labs for inspection or audit upon Cockroach Labs’ reasonable |
| request. If an inspection or audit uncovers additional usage by You for |
| which fees are owed under this Agreement, then You shall pay for such |
| additional usage at Cockroach Labs’ then-current rates. |
| |
| 5. Trial License. If You have signed up for a trial or evaluation of |
| CockroachDB Enterprise Edition, Your License to CockroachDB Enterprise |
| Edition is granted without charge for the trial or evaluation period |
| specified when You signed up, or if no term was specified, for thirty (30) |
| calendar days, provided that Your License is granted solely for purposes of |
| Your internal evaluation of |
| ((Cockroach || CockroachDB)) |
| Enterprise Edition during the trial |
| or evaluation period (a "Trial License"). You may not use CockroachDB |
| Enterprise Edition under a Trial License more than once in any twelve (12) |
| month period. Cockroach Labs may revoke a Trial License at any time and |
| for any reason. Sections 3, 4, 9 and 11 of this Agreement do not apply to |
| Trial Licenses. |
| |
| 6. Redistribution. You may reproduce and distribute copies of the Work or |
| Derivative Works thereof in any medium, with or without modifications, and |
| in Source or Object form, provided that You meet the following conditions: |
| |
| (a) You must give any other recipients of the Work or Derivative Works a |
| copy of this License; and |
| |
| (b) You must cause any modified files to carry prominent notices stating |
| that You changed the files; and |
| |
| (c) You must retain, in the Source form of any Derivative Works that You |
| distribute, all copyright, patent, trademark, and attribution notices |
| from the Source form of the Work, excluding those notices that do not |
| pertain to any part of the Derivative Works; and |
| |
| (d) If the Work includes a "NOTICE" text file as part of its distribution, |
| then any Derivative Works that You distribute must include a readable |
| copy of the attribution notices contained within such NOTICE file, |
| excluding those notices that do not pertain to any part of the |
| Derivative Works, in at least one of the following places: within a |
| NOTICE text file distributed as part of the Derivative Works; within the |
| Source form or documentation, if provided along with the Derivative |
| Works; or, within a display generated by the Derivative Works, if and |
| wherever such third-party notices normally appear. The contents of the |
| NOTICE file are for informational purposes only and do not modify the |
| License. You may add Your own attribution notices within Derivative |
| Works that You distribute, alongside or as an addendum to the NOTICE |
| text from the Work, provided that such additional attribution notices |
| cannot be construed as modifying the License. |
| |
| You may add Your own copyright statement to Your modifications and may |
| provide additional or different license terms and conditions for use, |
| reproduction, or distribution of Your modifications, or for any such |
| Derivative Works as a whole, provided Your use, reproduction, and |
| distribution of the Work otherwise complies with the conditions stated |
| in this License. |
| |
| (e) Enterprise Derivative Works: Derivative Works of CockroachDB Enterprise |
| Edition ("Enterprise Derivative Works") may be made, reproduced and |
| distributed in any medium, with or without modifications, in Source or |
| Object form, provided that each Enterprise Derivative Work will be |
| considered to include a License to CockroachDB Enterprise Edition and |
| thus will be subject to the payment of fees to Cockroach Labs by any |
| user of the Enterprise Derivative Work. |
| |
| 7. Submission of Contributions. Unless You explicitly state otherwise, any |
| Contribution intentionally submitted for inclusion in CockroachDB by You to |
| Cockroach Labs shall be under the terms and conditions of |
| |
| https://cla-assistant.io/cockroachdb/cockroach |
| |
| (which is based off of the Apache License), without any additional terms or |
| conditions, payments of royalties or otherwise to Your benefit. |
| Notwithstanding the above, nothing herein shall supersede or modify the |
| terms of any separate license agreement You may have executed with |
| Cockroach Labs regarding such Contributions. |
| |
| 8. Trademarks. This License does not grant permission to use the trade names, |
| trademarks, service marks, or product names of Licensor, except as required |
| for reasonable and customary use in describing the origin of the Work and |
| reproducing the content of the NOTICE file. |
| |
| 9. Limited Warranty. |
| |
| (a) Warranties. Cockroach Labs warrants to You that: (i) CockroachDB |
| Enterprise Edition will materially perform in accordance with the |
| applicable documentation for ninety (90) days after initial delivery to |
| You; and (ii) any professional services performed by Cockroach Labs |
| under this Agreement will be performed in a workmanlike manner, in |
| accordance with general industry standards. |
| |
| (b) Exclusions. Cockroach Labs’ warranties in this Section 9 do not extend |
| to problems that result from: (i) Your failure to implement updates |
| issued by Cockroach Labs during the warranty period; (ii) any |
| alterations or additions (including Enterprise Derivative Works and |
| Contributions) to CockroachDB not performed by or at the direction of |
| Cockroach Labs; (iii) failures that are not reproducible by Cockroach |
| Labs; (iv) operation of CockroachDB Enterprise Edition in violation of |
| this Agreement or not in accordance with its documentation; (v) failures |
| caused by software, hardware or products not licensed or provided by |
| Cockroach Labs hereunder; or (vi) Third Party Works. |
| |
| (c) Remedies. In the event of a breach of a warranty under this Section 9, |
| Cockroach Labs will, at its discretion and cost, either repair, replace |
| or re-perform the applicable Works or services or refund a portion of |
| fees previously paid to Cockroach Labs that are associated with the |
| defective Works or services. This is Your exclusive remedy, and |
| Cockroach Labs’ sole liability, arising in connection with the limited |
| warranties herein. |
| |
| 10. Disclaimer of Warranty. Except as set out in Section 9, unless required |
| by applicable law, Licensor provides the Work (and each Contributor |
| provides its Contributions) on an "AS IS" BASIS, WITHOUT WARRANTIES OR |
| CONDITIONS OF ANY KIND, either express or implied, arising out of course |
| of dealing, course of performance, or usage in trade, including, without |
| limitation, any warranties or conditions of TITLE, NON-INFRINGEMENT, |
| MERCHANTABILITY, CORRECTNESS, RELIABILITY, or FITNESS FOR A PARTICULAR |
| PURPOSE, all of which are hereby disclaimed. You are solely responsible |
| for determining the appropriateness of using or redistributing Works and |
| assume any risks associated with Your exercise of permissions under the |
| applicable License for such Works. |
| |
| 11. Limited Indemnity. |
| |
| (a) Indemnity. Cockroach Labs will defend, indemnify and hold You harmless |
| against any third party claims, liabilities or expenses incurred |
| (including reasonable attorneys’ fees), as well as amounts finally |
| awarded in a settlement or a non-appealable judgement by a court |
| ("Losses"), to the extent arising from any claim or allegation by a |
| third party that CockroachDB Enterprise Edition infringes or |
| misappropriates a valid United States patent, copyright or trade secret |
| right of a third party; provided that You give Cockroach Labs: (i) |
| prompt written notice of any such claim or allegation; (ii) sole control |
| of the defense and settlement thereof; and (iii) reasonable cooperation |
| and assistance in such defense or settlement. If any Work within |
| CockroachDB Enterprise Edition becomes or, in Cockroach Labs’ opinion, |
| is likely to become, the subject of an injunction, Cockroach Labs may, |
| at its option, (A) procure for You the right to continue using such |
| Work, (B) replace or modify such Work so that it becomes non-infringing |
| without substantially compromising its functionality, or, if (A) and (B) |
| are not commercially practicable, then (C) terminate Your license to the |
| allegedly infringing Work and refund to You a prorated portion of the |
| prepaid and unearned fees for such infringing Work. The foregoing |
| states the entire liability of Cockroach Labs with respect to |
| infringement of patents, copyrights, trade secrets or other intellectual |
| property rights. |
| |
| (b) Exclusions. The foregoing obligations shall not apply to: (i) Works |
| modified by any party other than Cockroach Labs (including Enterprise |
| Derivative Works and Contributions), if the alleged infringement relates |
| to such modification, (ii) Works combined or bundled with any products, |
| processes or materials not provided by Cockroach Labs where the alleged |
| infringement relates to such combination, (iii) use of a version of |
| CockroachDB Enterprise Edition other than the version that was current |
| at the time of such use, as long as a non-infringing version had been |
| released, (iv) any Works created to Your specifications, (v) |
| infringement or misappropriation of any proprietary right in which You |
| have an interest, or (vi) Third Party Works. You will defend, indemnify |
| and hold Cockroach Labs harmless against any Losses arising from any |
| such claim or allegation, subject to conditions reciprocal to those in |
| Section 11(a). |
| |
| 12. Limitation of Liability. In no event and under no legal or equitable |
| theory, whether in tort (including negligence), contract, or otherwise, |
| unless required by applicable law (such as deliberate and grossly |
| negligent acts), and notwithstanding anything in this Agreement to the |
| contrary, shall Licensor or any Contributor be liable to You for (i) any |
| amounts in excess, in the aggregate, of the fees paid by You to Cockroach |
| Labs under this Agreement in the twelve (12) months preceding the date the |
| first cause of liability arose), or (ii) any indirect, special, |
| incidental, punitive, exemplary, reliance, or consequential damages of any |
| character arising as a result of this Agreement or out of the use or |
| inability to use the Work (including but not limited to damages for loss |
| of goodwill, profits, data or data use, work stoppage, computer failure or |
| malfunction, cost of procurement of substitute goods, technology or |
| services, or any and all other commercial damages or losses), even if such |
| Licensor or Contributor has been advised of the possibility of such |
| damages. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE |
| ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. |
| |
| 13. Accepting Warranty or Additional Liability. While redistributing Works or |
| Derivative Works thereof, and without limiting your obligations under |
| Section 6, You may choose to offer, and charge a fee for, acceptance of |
| support, warranty, indemnity, or other liability obligations and/or rights |
| consistent with this License. However, in accepting such obligations, You |
| may act only on Your own behalf and on Your sole responsibility, not on |
| behalf of any other Contributor, and only if You agree to indemnify, |
| defend, and hold Cockroach Labs and each other Contributor harmless for |
| any liability incurred by, or claims asserted against, such Contributor by |
| reason of your accepting any such warranty or additional liability. |
| |
| 14. General. |
| |
| (a) Relationship of Parties. You and Cockroach Labs are independent |
| contractors, and nothing herein shall be deemed to constitute either |
| party as the agent or representative of the other or both parties as |
| joint venturers or partners for any purpose. |
| |
| (b) Export Control. You shall comply with the U.S. Foreign Corrupt |
| Practices Act and all applicable export laws, restrictions and |
| regulations of the U.S. Department of Commerce, and any other applicable |
| U.S. and foreign authority. |
| |
| (c) Assignment. This Agreement and the rights and obligations herein may |
| not be assigned or transferred, in whole or in part, by You without the |
| prior written consent of Cockroach Labs. Any assignment in violation of |
| this provision is void. This Agreement shall be binding upon, and inure |
| to the benefit of, the successors and permitted assigns of the parties. |
| |
| (d) Governing Law. This Agreement shall be governed by and construed under |
| the laws of the State of New York and the United States without regard |
| to conflicts of laws provisions thereof, and without regard to the |
| Uniform Computer Information Transactions Act. |
| |
| (e) Attorneys’ Fees. In any action or proceeding to enforce rights under |
| this Agreement, the prevailing party shall be entitled to recover its |
| costs, expenses and attorneys’ fees. |
| |
| (f) Severability. If any provision of this Agreement is held to be invalid, |
| illegal or unenforceable in any respect, that provision shall be limited |
| or eliminated to the minimum extent necessary so that this Agreement |
| otherwise remains in full force and effect and enforceable. |
| |
| (g) Entire Agreement; Waivers; Modification. This Agreement constitutes the |
| entire agreement between the parties relating to the subject matter |
| hereof and supersedes all proposals, understandings, or discussions, |
| whether written or oral, relating to the subject matter of this |
| Agreement and all past dealing or industry custom. The failure of either |
| party to enforce its rights under this Agreement at any time for any |
| period shall not be construed as a waiver of such rights. No changes, |
| modifications or waivers to this Agreement will be effective unless in |
| writing and signed by both parties. |
