IMPORTANT-READ CAREFULLY: BY DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU (THE INDIVIDUAL OR LEGAL ENTITY) AGREE TO BE BOUND BY THE TERMS OF THIS VMWARE EVALUATION LICENSE AGREEMENT (“AGREEMENT”). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MUST NOT DOWNLOAD, INSTALL, OR USE THE SOFTWARE, AND YOU MUST DELETE OR RETURN THE UNUSED
1. GRANT AND USE RIGHTS FOR SOFTWARE.
1.1 License. This Agreement grants You a limited, non-transferable, non-exclusive, limited right to use one copy of the Software in object code form in a non-production environment and for a limited time period for the sole purpose of evaluating the Software for purchase. “Software” means software products that are licensed to you under this Agreement, including, but not limited to, any related components provided with the Software, application programming interfaces, associated media, printed materials, online or electronic 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 in the open_source_licenses.txt file, other materials accompanying the Software, the documentation or corresponding source files available at http://www.vmware.com/download/open_source.html.
1.2 License Limitations. You may not copy the Software or remove any titles, trademarks or trade names, copyright notices, legends, or other propri-etary markings on the Software. You are not granted any rights to any trademarks or service marks of VMware. VMware retains all rights not expressly granted to you in this Agreement.
1.3 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; or (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. If You wish to exercise any rights to reverse engineer to ensure interoperability in accordance with applicable law, You must first provide VMware with written notice and all reasonably requested information to firstname.lastname@example.org within 30 days and permit VMware to assess your claim and, at VMware’s sole discretion, to make an offer to provide alternatives that reduce any adverse impact on VMware’s intellectual property or other rights.
1.4 Licenses required for third-party software. You are responsible for separately obtaining and complying with any licenses necessary to operate third-party software, including but not limited to, Guest Operating Systems and application programs which the Software enables You to run.
2. TITLE. VMware 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.
3. SUPPORT AND SUBSCRIPTION SERVICES NOT INCLUDED
VMware will not provide any support services under this Agreement. This Agreement does not give you any rights to any updates or upgrades to the Software or to any extensions or enhancements to the Software developed by VMware at any time in the future. VMware may use any technical information you provide to VMware for any VMware business purposes without restriction, including for product support and development. VMware will not use information in a form that personally identifies you.
4. TERM AND TERMINATION
Unless earlier terminated in accordance with this Agreement, VMware may terminate this Agreement immediately upon notice if You fail to comply with any term of this Agreement. In the event of termination, You must 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.
5. EXCLUSION OF WARRANTY AND LIMITATION OF LIABILITY
5.1 EXCLUSION OF WARRANTY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE MANDATORY LAW, VMWARE 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 VMWARE AND ITS LICENSORS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
5.2 LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT MANDATED BY LAW, IN NO EVENT WILL VMWARE 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 CONSE¬QUEN¬TIAL 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. VMWARE’S AND ITS LICENSORS’ LIABILITY UNDER THIS AGREEMENT WILL NOT, IN ANY EVENT, EXCEED THE LICENSE FEES YOU PAID FOR THE SOFTWARE, IF ANY. THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF WHETHER VMWARE OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
6.1 Entire Agreement. This Agreement sets forth VMware’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 VMware 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 Headings. Headings under this Agreement are intended only for convenience and shall not affect the interpretation of this Agreement.
6.3 Waiver and Modification. 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.
6.4 Severability. 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. 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 VMware for any reason, please direct all correspondence to: VMware, Inc., 3401 Hillview Avenue, Palo Alto, CA 94304, United States of America or email email@example.com.