ServiceStack License Agreement

IMPORTANT! READ CAREFULLY: THIS IS A LEGAL AGREEMENT. BY DOWNLOADING, INSTALLING, COPYING, SAVING ON YOUR COMPUTER, OR OTHERWISE USING THE SOFTWARE, YOU (LICENSEE, AS DEFINED BELOW) ARE BECOMING A PARTY TO THIS AGREEMENT AND YOU ARE CONSENTING TO BE BOUND BY ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.

IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU SHOULD NOT DOWNLOAD, INSTALL OR USE THE SOFTWARE. BY CLICKING TO ACCEPT, YOU HEREBY AGREE TO THE TERMS OF THIS AGREEMENT.

PURPOSE

ServiceStack, Inc. makes available software known as ServiceStack, including the ServiceStack releases, binaries, packages, websites, documentation and supporting content (collectively, the "Software") any third party software programs that are owned and licensed by parties other than Licensor and that either integrated with or made part of ServiceStack (collectively, "Third Party Software") under the terms of this ServiceStack License Agreement. If You do not agree to these terms, You may not access or use the Software.

PARTIES

(a) "Licensor" means ServiceStack Inc, having its principal place of business at 1405 Colonial Gardens Drive, Avenel, New Jersey, USA.

(b) "Licensee" means the legal entity specified in the License Certificate, exercising rights under, and complying with all of the terms of, this Agreement.

DEFINITIONS

The following terms have the meanings assigned to the below:

"Derivative Software" means the Binary code Software and/or Binary code that results from your compilation of modified or unmodified source code Software.

"Authorized User" means a single employee, independent contractor or other temporary worker authorized by Licensee to use Software while performing duties within the scope of their employment or assignment.

"License Certificate" means evidence of a license provided by Licensor to Licensee in electronic or printed form.

"License Key" means a unique key-code that enables Licensee to use Software by a single Authorized User. Only Licensor and/or its representatives are permitted to produce License Keys for Software.

"Developer Product" means your own software product that incorporates Derivative Software and substantially duplicates the capabilities or competes with the Software or Derivative Software.

"ServiceStack Public Services" means any public remote services or Internet websites hosted or operated by ServiceStack, Inc. including websites or services identified using the top-level servicestack.net domain.

USE OF THE SOFTWARE

Use of the Software and Documentation is subject to the restrictions contained in this Agreement. ServiceStack, Inc. grants you a non-exclusive, limited, non-transferable, freely revocable license to use the Software. ServiceStack, Inc. reserves all rights not expressly granted herein in the Software and the Content and may terminate this license at any time for any reason or no reason.

You agree that ServiceStack, Inc. or third parties own all legal right, title and interest in and to the Software, including any Intellectual Property Rights that subsist in the Software. "Intellectual Property Rights" means any and all rights under patent law, copyright law, trade secret law, trademark law, and any and all other proprietary rights. ServiceStack, Inc. reserves all rights not expressly granted to you. Nothing in this Agreement gives you a right to use the ServiceStack name or any of the ServiceStack trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding ServiceStack or the Software are entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

You may not use the Software for any purpose not expressly permitted by this License Agreement. Except to the extent required by applicable third party licenses, you may not: (a) copy (except for backup purposes), modify, adapt, redistribute, decompile, reverse engineer, disassemble, or (b) use, modify, and compile source code Software for the purpose of creating Developer Products; (c) reproduce and distribute Derivative Software as part of a Developer Product, and (d) share the same License Key to Unauthorized Users.

Use, reproduction and distribution of components of the Software licensed under an open source software license are governed solely by the terms of that open source software license and not this License Agreement.

You agree that you will not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the Software.

You agree that you are solely responsible for (and that ServiceStack, Inc. has no responsibility to you or to any third party for) any data, content, or resources that you create, transmit or display through the Software, and for the consequences of your actions (including any loss or damage which ServiceStack may suffer) by doing so.

You must protect the license key as Confidential Information of ServiceStack, Inc. You agree that you will not reproduce, publish, transmit, display, distribute or disclose your License Key.

We may, without prior notice, change the Software; stop providing the Software or features of the Software, to you, or to users generally; or we may create usage limits for the Software.

ServiceStack, Inc. may investigate and/or suspend your account if you violate any of the above policies. ServiceStack, Inc. reserves the right to immediately terminate your account without further notice in the event that, in its judgment, you violate this Agreement.

RESTRICTED FREE USAGE

Subject to the terms of this Agreement, Licensee is granted a right to use the Software for small projects and evaluation purposes without charge provided that use of the Software is within the "Free Usage Quota" published on Licensor's website at servicestack.net.

Upon exceeding the Free Usage Quota limits in production, Licensee must obtain License Key for continued use of the Software or cease using the Software. The Software contains a feature that will automatically disable the Software upon exceeding the free usage limits. Licensee may not disable, destroy, circumvent or remove this feature of the Software, and any attempt to do so will be in violation of this Agreement and will terminate Licensee's rights to use the Software.

LICENSE FEES AND PAYMENTS

Licensee agrees to the terms and conditions of Software purchase published on Licensor's website at servicestack.net. Licensee will pay to Licensor the license fee and other charges (if applicable) as set forth in the invoice or other purchase documentation. Licensor may charge Licensee interest for any payment that is more than thirty (30) days past due at the rate of one and one-half percent (1.5%) per month or the highest amount allowed by law, whichever is lower.

YOUR CONTENT

“Content” means any information, text, graphics, or other materials uploaded, downloaded or appearing on ServiceStack Public Services. You retain ownership of all Content you submit, post, display, or otherwise make available on ServiceStack Public Services.

By submitting, posting or displaying Content on or through ServiceStack Public Services, you grant, and you represent and warrant that you have a right to grant, to ServiceStack, Inc. a worldwide, non-exclusive, perpetual, royalty-free license (with the right to sublicense) to use, reproduce, adapt, modify, publish, transmit, perform, display, distribute, and make derivative works of such Content in any and all media or distribution methods (now known or later developed). You agree that this license includes the right for ServiceStack, Inc. to make your Content available to others for the publication, distribution, syndication, or broadcast of such Content on other media and services.

Your Content will be able to be viewed by other users of ServiceStack Public Services and through third party services and ServiceStack Public Services. You should only provide Content that you are comfortable sharing with others under the terms of this Agreement. All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via ServiceStack Public Services. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via ServiceStack Public Services nor does ServiceStack endorse any opinions expressed via ServiceStack Public Services. Any use or reliance on any Content or materials posted via ServiceStack Public Services or obtained by you through ServiceStack Public Services is at your own risk. You understand that by using ServiceStack Public Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or postings that have been mislabeled or are otherwise deceptive. Under no circumstances will ServiceStack be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via ServiceStack Public Services or broadcast elsewhere.

You are responsible for your use of ServiceStack Public Services, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and third party partners. You understand that your Content will be published on ServiceStack Public Services and may be republished, and if you do not have the right to submit Content for such use, it may subject you to liability. ServiceStack, Inc. will not be responsible or liable for any use of your Content by ServiceStack in accordance with this Agreement. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit and that ServiceStack’s use of your Content in accordance with this Agreement will not violate any law or infringe the rights of any third party.

We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on ServiceStack Public Services and to terminate your access. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce this Agreement, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to you support requests, or (v) protect the rights, property or safety of ServiceStack, Inc. its users and the public.

DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SOFTWARE IS AT YOUR SOLE RISK AND THAT THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND FROM ServiceStack, Inc.

YOUR USE OF THE SOFTWARE AND ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SOFTWARE IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH USE.

ServiceStack, Inc. FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT ServiceStack, Inc. ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY LOSS OF DATA, WHETHER OR NOT SERVICESTACK OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.

Third-Party Links The Software may contain links to third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by ServiceStack of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

INDEMNIFICATION

Your access to and use of the Software, third-party Products or any Content is at your own risk. You understand and agree that the Software is provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, COMPANY AND ITS PARTNERS DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless ServiceStack, Inc. its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a) your use of the Software, (b) any application you develop on the Software that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy, and (c) any non-compliance by you with this License Agreement.

GENERAL LEGAL TERMS

This License Agreement constitutes the whole legal agreement between you and ServiceStack, Inc. and governs your use of the Software (excluding any services which ServiceStack may provide to you under a separate written agreement), and completely replaces any prior agreements between you and ServiceStack in relation to the Software.

You agree that if ServiceStack, Inc. does not exercise or enforce any legal right or remedy which is contained in this License Agreement (or which ServiceStack, Inc. has the benefit of under any applicable law), this will not be taken to be a formal waiver of ServiceStack's rights and that those rights or remedies will still be available to ServiceStack, Inc.

If any court of law, having the jurisdiction to decide on this matter, rules that any provision of this License Agreement is invalid, then that provision will be removed from this License Agreement without affecting the rest of this License Agreement. The remaining provisions of this License Agreement will continue to be valid and enforceable.

You acknowledge and agree that each member of the group of companies of which ServiceStack, Inc. is the parent shall be third party beneficiaries to this License Agreement and that such other companies shall be entitled to directly enforce, and rely upon, any provision of this License Agreement that confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to this License Agreement.

EXPORT RESTRICTIONS. THE SOFTWARE IS SUBJECT TO UNITED STATES EXPORT LAWS AND REGULATIONS. YOU MUST COMPLY WITH ALL DOMESTIC AND INTERNATIONAL EXPORT LAWS AND REGULATIONS THAT APPLY TO THE SOFTWARE. THESE LAWS INCLUDE RESTRICTIONS ON DESTINATIONS, END USERS AND END USE.

The rights granted in this License Agreement may not be assigned or transferred by either you or ServiceStack, Inc. without the prior written approval of the other party. Neither you nor ServiceStack shall be permitted to delegate their responsibilities or obligations under this License Agreement without the prior written approval of the other party. Notwithstanding the foregoing, either party shall have the right to assign this Agreement in connection with the merger, reorganization or acquisition of such party or the sale of all or substantially all of its assets related to this Agreement, without such consent.

This License Agreement, and your relationship with ServiceStack, Inc. under this License Agreement, shall be governed by the laws of the State of Delaware without regard to its conflict of laws provisions. You and ServiceStack, Inc. agree to submit to the exclusive jurisdiction of the courts located within the county of New Castle County, Delaware to resolve any legal matter arising from this License Agreement. Notwithstanding this, you agree that ServiceStack, Inc. shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

ServiceStack may provide notices to you via email, written or hard copy notice, or through posting on the Software, as determined by ServiceStack, Inc. in our sole discretion. ServiceStack, Inc. reserves the right to determine the form and means of providing notice to you, provided that you may opt out of certain means of notice as described in this Agreement.

We may revise this Agreement from time to time. The most current version will always be on this page. If in our sole discretion the revision is material, we will notify you as provided in this Agreement at least thirty days before the revisions become effective. By continuing to access or use the Software after those revisions become effective, you agree to be bound by the revised Agreement.

The Software is operated and provided by ServiceStack, Inc., 1405 Colonial Gardens Drive, Avenel, NJ 07001. If you have questions about this Agreement, please contact us at team@servicestack.net.

July 24, 2017