GOODDATA NON-PRODUCTION LICENSE AGREEMENT

GOODDATA NON-PRODUCTION LICENSE AGREEMENT

IMPORTANT, READ CAREFULLY: BY DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, OR CLICKING OR TYPING THAT YOU AGREE OR ACCEPT THIS AGREEMENT, YOU (THE INDIVIDUAL OR LEGAL ENTITY) AGREE TO BE BOUND BY THE TERMS OF THIS GOODDATA NON-PRODUCTION LICENSE AGREEMENT (“AGREEMENT”). IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT, IN WHICH CASE THE TERMS “YOU,” OR “YOUR” SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SOFTWARE.

  1. GRANT AND USE RIGHTS FOR SOFTWARE.

1.1 License. This Agreement grants You a limited, non-transferable, non-exclusive right to use the Software in object code form internally in a non-production environment for the sole purpose of testing, evaluating, demonstrating, and developing. “Software” means software products that are licensed to you under this Agreement, including, but not limited to, any related application programming interfaces, documentation, and any updates and maintenance releases thereto. Open source software components provided with the Software are licensed to you under the terms of the applicable license agreements included with such open source software components. The open source software licenses can be found at: https://support.gooddata.com/hc/en-us/articles/1500005149321.

1.2 Restrictions. Except as expressly permitted by this Agreement or by applicable law, You may not (i) sell, lease, assign, license, sublicense, distribute or otherwise transfer in whole or in part the Software; (ii) permit any use of or access to the Software by any third party, or operate the Software on behalf of or for the benefit of any third party, including the operation of any service that is accessed by a third party; (iii) decompile, disassemble, reverse engineer, or otherwise attempt to derive source code from the Software; (iv) modify or create derivative works based upon the Software; (v) create, develop, license, install, use, or deploy any software or services to circumvent, enable, modify or provide access, permissions or rights which violate the technical restrictions in the Software, (iv) remove, obscure, or alter any notice of intellectual property rights present on or in the Software or any component thereof; or (v) publish or otherwise distribute the results of any benchmarking studies to third parties as follows unless You provide a copy of Your study to support@gooddata.com  prior to distribution. If You wish to exercise any rights to reverse engineer to ensure interoperability in accordance with applicable law, You must first provide GoodData with written notice and all reasonably requested information to support@gooddata.com within 30 days and permit GoodData to assess your claim and, at GoodData’s sole discretion, to make an offer to provide alternatives that reduce any adverse impact on GoodData’s intellectual property or other rights.

  1. TITLE. GoodData retains all right, title, and interest in and to the Software and in all related copyrights, trade secrets, patents, trademarks, and any other intellectual and industrial property and proprietary rights, including registrations, applications, renewals, and extensions of such rights. GoodData retains all rights not expressly granted to you in this Agreement.
  2. SUPPORT NOT INCLUDED.

Additional information regarding the Software may be available from the GoodData Community, at https://community.gooddata.com/, which is designed to create and support an online community where GoodData users, customers or partners can share their experiences about GoodData products and services, easily receive information about GoodData products and services, and get peer-to-peer support and thought leadership on best practices. GoodData has no obligation to provide You with any bug fixes, patches, updates, upgrades, new versions or new releases, or technical support of any kind. If any are provided, they are considered part of the Software and licensed to You under this Agreement.  

  1. DATA PRIVACY

You agree that GoodData and its subsidiaries may process technical and related information about Your use of the Software which may include an artificial user identifier, partial IP address (first two octets only), information about Your environment (such as browser, device type, operating system), and non-personally identifiable Software usage statistics (like the use of a particular feature), (collectively, “Usage Data”) in order to improve Our products and services, better understand the needs of Our customers, and enforce the rights and obligations in this Agreement. Usage Data does not include any other personally identifiable information such as name or email address or any user-inputted data. To the extent this information constitutes personal information, GoodData will be the controller of such personal data. To the extent that it acts as a controller, each party shall comply at all times with its obligations under applicable data protection legislation. For more information relating to your rights and Our obligations with respect to Usage Data, please see Our Privacy Policy available at www.gooddata.com/privacy-policy/, which is incorporated herein by reference. 

  1. TERM AND TERMINATION

This license will automatically terminate if You fail to comply with any term of this Agreement. In the event of termination, You must cease all use of the Software and take commercially reasonable steps to remove and destroy all copies of the Software, including all backup copies, from the server and all computers and terminals You own, possess or control and on which the Software is installed. The provisions regarding title, exclusion of warranty, and limitation of liability will survive termination or expiration of this Agreement.

  1. EXCLUSION OF WARRANTY AND LIMITATION OF LIABILITY

5.1 EXCLUSION OF WARRANTY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE MANDATORY LAW, GOODDATA AND ITS LICENSORS PROVIDE THE SOFTWARE WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR IN ANY OTHER PROVISION OF THIS AGREEMENT OR COMMUNICATION WITH YOU, AND GOODDATA AND ITS LICENSORS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. You may have additional consumer rights under your local laws that this agreement cannot change.

5.2 LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT MANDATED BY LAW, IN NO EVENT WILL GOODDATA AND ITS LICENSORS BE LIABLE FOR ANY LOST PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE PRECEDING LIMITATION MAY NOT APPLY TO YOU. GOODDATA’S AND ITS LICENSORS’ LIABILITY UNDER THIS AGREEMENT WILL NOT, IN ANY EVENT, EXCEED $5.00 USD. THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF WHETHER GOODDATA OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. The above limitation or exclusion may not apply to you because your state or country may not allow the exclusion or limitation of incidental, consequential, or other damages.

  1. GENERAL

6.1 Entire Agreement. This Agreement sets forth GoodData’s entire liability and your exclusive remedy with respect to the Software and supersedes the terms of any communications or advertising with respect to the Software. You acknowledge that this Agreement is a complete statement of the agreement between you and GoodData with respect to the Software, and that there are no other prior or contemporaneous understandings, promises, representations, or descriptions with respect to the Software.

6.2 Miscellaneous. Headings under this Agreement are intended only for convenience and shall not affect the interpretation of this Agreement. No failure of either party to exercise or enforce any of its rights under this Agreement will act as a waiver of those rights. This Agreement may only be modified, or any rights under it waived, by a written document executed by the party against which it is asserted. If any provision of this Agreement is found illegal or unenforceable, it will be enforced to the maximum extent permissible, and the legality and enforceability of the other provisions of this Agreement will not be affected.

6.5 Governing Law. This Agreement will be governed by California law and the United States of America, without regard to its choice of law principles. Unless otherwise required by applicable law, any dispute arising out of this Agreement shall be resolved in the State or Federal courts located in San Francisco, California and each party consents to the jurisdiction and exclusive venue of such forum; provided that any party may seek injunctive relief in any jurisdiction. The United Nations Convention for the International Sale of Goods shall not apply.

6.6 Government Restrictions. The Software and accompanying documentation are deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212(b), as applicable. Any use, modification, reproduction, release, performing, displaying, or disclosing of the Software by the U.S. Government shall be governed solely by the terms of this Agreement.

6.7 Export Controls. The Software is of United States origin and is provided subject to the U.S. Export Administration Regulations. Diversion contrary to U.S. law is prohibited. Without limiting the foregoing, you agree that (1) you are not, and are not acting on behalf of, any person who is a citizen, national, or resident of, or who is controlled by the government of, Cuba, Iran, North Korea, Sudan, or Syria, or any other country to which the United States has prohibited export transactions; (2) you are not, and are not acting on behalf of, any person or entity listed on the U.S. Treasury Department list of Specially Designated Nationals and Blocked Persons, or the U.S. Commerce Department Denied Persons List or Entity List; and (3) you will not use the Software for, and will not permit the Software to be used for, any purposes prohibited by law, including, without limitation, for any prohibited development, design, manufacture or production of missiles or nuclear, chemical or biological weapons.

6.8 Contact Information. If you have any questions about this Agreement, or if you want to contact GoodData for any reason, please direct all correspondence to: GoodData Corporation, 1 Post Street, Suite 400, San Francisco, CA 94104, United States of America or email support@gooddata.com.

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