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- Zimbra Public License, Version 1.4 (ZPL)
-
- This Zimbra Public License (this "Agreement") is a legal agreement that describes
- the terms under which Zimbra, Inc., a Texas corporation ("Zimbra") will provide
- software to you via download or otherwise ("Software"). By using the Software,
- you, an individual or an entity ("You") agree to the terms of this Agreement.
-
- In consideration of the mutual promises and upon the terms and conditions
- set forth below, the parties agree as follows:
-
- 1. Grant of Copyright License
-
- 1.1 - Subject to the terms and conditions of this Agreement, Zimbra hereby
- grants to You, under any and all of its copyright interest in and to the Software,
- a royalty-free, non-exclusive, non-transferable license to copy, modify, compile,
- execute, and distribute the Software and Modifications. For the purposes of
- this Agreement, any change to, addition to, or abridgement of the Software
- made by You is a "Modification;" however, any file You add to the Software
- that does not contain any part of the Software is not a "Modification."
-
- 1.2 - If You are an individual acting on behalf of a corporation or other
- entity, Your use of the Software or any Modification is subject to Your having
- the authority to bind such corporation or entity to this Agreement. Providing
- copies to persons within such corporation or entity is not considered distribution
- for purposes of this Agreement.
-
- 1.3 - For the Software or any Modification You distribute in source code format,
- You must do so only under the terms of this Agreement, and You must include
- a complete copy of this Agreement with Your distribution. With respect to
- any Modification You distribute in source code format, the terms of this Agreement
- will apply to You in the same way those terms apply to Zimbra with respect
- to the Software. In other words, when You are distributing Modifications under
- this Agreement, You "stand in the shoes" of Zimbra in terms of the rights
- You grant and how the terms and conditions apply to You and the licensees
- of Your Modifications. Notwithstanding the foregoing, when You "stand in the
- shoes" of Zimbra, You are not subject to the jurisdiction provision under
- Section 7, which requires all disputes under this Agreement to be subject
- to the jurisdiction of federal or state courts of Northern Texas.
-
- 1.4 - For the Software or any Modification You distribute in compiled or object
- code format, You must also provide recipients with access to the Software
- or Modification in source code format along with a complete copy of this Agreement.
- The distribution of the Software or Modifications in compiled or object code
- format may be under a license of Your choice, provided that You are in compliance
- with the terms of this Agreement. In addition, You must make absolutely clear
- that any license terms applying to such Software or Modification that differ
- from this Agreement are offered by You alone and not by Zimbra, and that such
- license does not restrict recipients from exercising rights in the source
- code to the Software granted by Zimbra under this Agreement or rights in the
- source code to any Modification granted by You as described in Section 1.3.
-
- 1.5 - This Agreement does not limit Your right to distribute files that are
- entirely Your own work (i.e., which do not incorporate any portion of the
- Software and are not Modifications) under any terms You choose.
-
- 2. Support
-
- Zimbra has no obligation to provide technical support or updates to You. Nothing
- in this Agreement requires Zimbra to enter into any license with You for any
- other edition of the Software.
-
- 3. Intellectual Property Rights
-
- 3.1 - Except for the license expressly granted under copyright in Section
- 1.1, no rights, licenses or forbearances are granted or may arise in relation
- to this Agreement whether expressly, by implication, exhaustion, estoppel
- or otherwise. All rights, including all intellectual property rights, that
- are not expressly granted under this Agreement are hereby reserved.
-
- 3.2 - In any copy of the Software or in any Modification you create, You must
- retain and reproduce any and all copyright, patent, trademark, and attribution
- notices that are included in the Software in the same form as they appear
- in the Software. This includes the preservation of attribution notices in
- the form of trademarks or logos that exist within a user interface of the
- Software.
-
- 3.3 - This license does not grant You rights to use any party's name, logo,
- or trademarks, except solely as necessary to comply with Section 3.2.
-
- 4. Disclaimer of Warranties
-
- THE SOFTWARE IS PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND. ZIMBRA
- MAKES NO WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, REGARDING OR
- RELATING TO THE SOFTWARE. SPECIFICALLY, ZIMBRA DOES NOT WARRANT THAT THE SOFTWARE
- WILL BE ERROR FREE OR WILL PERFORM IN AN UNINTERRUPTED MANNER. TO THE GREATEST
- EXTENT ALLOWED BY LAW, ZIMBRA SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES
- OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (EVEN IF ZIMBRA HAD BEEN
- INFORMED OF SUCH PURPOSE), AND NONINFRINGEMENT WITH RESPECT TO THE SOFTWARE,
- ANY MODIFICATIONS THERETO, AND WITH RESPECT TO THE USE OF THE FOREGOING.
-
- 5. Limitation of Liability
-
- IN NO EVENT WILL ZIMBRA BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,
- EXEMPLARY, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION
- LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, AND COST
- OF COVER) IN CONNECTION WITH OR ARISING OUT OF OR RELATING TO THE FURNISHING,
- PERFORMANCE, OR USE OF THE SOFTWARE OR ANY OTHER RIGHTS GRANTED HEREUNDER,
- WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORTIOUS CONDUCT, INCLUDING NEGLIGENCE,
- AND EVEN IF ZIMBRA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
-
- 6. Term and Termination
-
- 6.1 - This Agreement will continue in effect unless and until terminated earlier
- pursuant to this Section 6.
-
- 6.2 - In the event You violate the terms of this Agreement, Zimbra may terminate
- this Agreement.
-
- 6.3 - All licenses granted hereunder shall terminate upon the termination
- of this Agreement. Termination will be in addition to any rights and remedies
- available to Zimbra at law or equity or under this Agreement.
-
- 6.4 - Termination of this Agreement will not affect the provisions regarding
- reservation of rights (Section 3.1), provisions disclaiming or limiting Zimbra's
- liability (Sections 4 and 5), Termination (Section 6), or Miscellaneous (Section
- 7), which provisions will survive termination of this Agreement.
-
- 7. Miscellaneous
-
- This Agreement contains the entire agreement of the parties with respect to
- the subject matter of this Agreement and supersedes all previous communications,
- representations, understandings, and agreements, either oral or written, between
- the parties with respect to said subject matter. The relationship of the parties
- hereunder is that of independent contractors, and this Agreement will not
- be construed as creating an agency, partnership, joint venture, or any other
- form of legal association between the parties. If any term, condition, or
- provision in this Agreement is found to be invalid, unlawful, or unenforceable
- to any extent, this Agreement will be construed in a manner that most closely
- effectuates the intent of this Agreement. Such invalid term, condition or
- provision will be severed from the remaining terms, conditions, and provisions,
- which will continue to be valid and enforceable to the fullest extent permitted
- by law. This Agreement will be interpreted and construed in accordance with
- the laws of the State of Delaware and the United States of America, without
- regard to conflict of law principles. The U.N. Convention on Contracts for
- the International Sale of Goods shall not apply to this Agreement. All disputes
- arising out of this Agreement involving Zimbra or any of its parents or subsidiaries
- shall be subject to the jurisdiction of the federal or state courts of Northern
- Texas, with venue lying in Dallas County, Texas. No rights may be assigned,
- no obligations may be delegated, and this Agreement may not be transferred
- by You, in whole or in part, whether voluntary or by operation of law, including
- by way of sale of assets, merger, or consolidation, without the prior written
- consent of Zimbra, and any purported assignment, delegation, or transfer without
- such consent shall be void ab initio. Any waiver of the provisions of this
- Agreement or of a party's rights or remedies under this Agreement must be
- in writing to be effective. Failure, neglect, or delay by a party to enforce
- the provisions of this Agreement or its rights or remedies at any time will
- not be construed or be deemed to be a waiver of such party's rights under
- this Agreement and will not in any way affect the validity of the whole or
- any part of this Agreement or prejudice such party's right to take subsequent
- action.
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