JETBRAINS LICENSE AGREEMENT FOR EDUCATION
Version 1, Effective as of September 23, 2014
IMPORTANT! READ CAREFULLY: THIS IS A LEGAL AGREEMENT. BY
DOWNLOADING, INSTALLING, COPYING, SAVING ON YOUR COMPUTER, OR OTHERWISE
USING THIS
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 AND
USE THE
SOFTWARE.
1. PARTIES
(a) "Licensor" means JetBrains s.r.o., having
its principal place of business at Na hrebenech II 1718/10, Prague,
14700, Czech
Republic, registered with Commercial Register kept by the
Municipal Court of Prague, Section C, file 86211, ID.Nr.: 265 02 275.
(b) "Licensee" means a student or an instructor.
For the purpose of this Agreement, a student is an individual who is
enrolled
at a recognized tertiary educational institution (university or
college) that grants degrees requiring not less than the equivalent of
two
years of full-time study, and upon request by Licensor is able
to provide proof of such enrollment. For the purpose of this Agreement,
an
instructor is an individual who conducts lectures and/or
seminars at a recognized tertiary educational institution (university or
college),
and upon request by Licensor is able to provide proof of such
involvement.
2. DEFINITIONS
(a) "Client" means a computer device used by Licensee for running Software.
(b) "Software" means any software program included in JetBrains Educational Program at https://www.jetbrains.com/student
and any third party software programs that are owned and
licensed pursuant to Section 5 of this Agreement by parties other than
Licensor and
that are either integrated with or made part of Software
(collectively, "Third Party Software").
(c) "JetBrains Account" means profile record on https://account.jetbrains.com,
which identifies
Licensee and licenses for the Software provided by Licensor to
Licensee. Sharing credentials for a JetBrains Account with any other
person is
not permitted.
3. OWNERSHIP
(a) Software is the property of Licensor or its suppliers.
Software is licensed, not sold. Title and copyrights to Software, in
whole and in
part and all copies thereof, and all modifications,
enhancements, derivatives and other alterations of Software regardless
of who made any
modifications, if any, are, and will remain, the sole and
exclusive property of Licensor and its suppliers.
(b) Software is protected by United States Copyright Law and
International Treaty provisions. Further, the structure, organization,
and code
embodied in Software are the valuable and confidential trade
secrets of Licensor and its suppliers and are protected by intellectual
property
laws and treaties. Licensee agrees to abide by the copyright law
and all other applicable laws of the United States including, but not
limited
to, export control laws.
4. GRANT OF LICENSE
Subject to the terms, conditions, and limitations set forth in
this Agreement, Licensor hereby grants to Licensee a limited,
non-exclusive,
non-transferable license to use Software for non-commercial,
educational purposes only (including conducting academic research or
providing
educational services) as follows:
(a) Licensee may:
(i) (i) install, register with JetBrains Account, and use the licensed edition and version of Software listed at https://www.jetbrains.com/student on any number of Clients and on any operating system supported by Software;
(ii) use Software for non-commercial, educational purposes only, including conducting academic research or providing educational services; and
(i) (i) install, register with JetBrains Account, and use the licensed edition and version of Software listed at https://www.jetbrains.com/student on any number of Clients and on any operating system supported by Software;
(ii) use Software for non-commercial, educational purposes only, including conducting academic research or providing educational services; and
(iii) make one back-up copy of Software solely for archival purposes.
(b) Licensee may not:
(i) sell, redistribute, encumber, give, lend, rent, lease, sublicense, or otherwise transfer Software, or any portions of Software, to anyone without the prior written consent of Licensor;
(ii) reverse engineer, decompile, disassemble, modify, translate, make any attempt to discover the source code of Software, or create derivative works from Software; or
(iii) use Software for any commercial purpose.
(i) sell, redistribute, encumber, give, lend, rent, lease, sublicense, or otherwise transfer Software, or any portions of Software, to anyone without the prior written consent of Licensor;
(ii) reverse engineer, decompile, disassemble, modify, translate, make any attempt to discover the source code of Software, or create derivative works from Software; or
(iii) use Software for any commercial purpose.
6. THIRD-PARTY SOFTWARE LICENSE
Software includes certain Third-Party Software. Licensee agrees
to comply with the terms and conditions contained in Third-Party
Software
license agreements. List of such Third-Party Software is
available on Licensor's website at www.jetbrains.com. Licensee agrees
and
acknowledges that Sections 8 and 9 of this Agreement shall also
govern Licensee's use of the Third-Party Software. Licensor will have no
responsibility with respect to any Third-Party Software, and
Licensee will look solely to the licensor(s) of the Third-Party Software
for any
remedy. Licensor claims no right in the Third-Party Software,
and the same is owned exclusively by the licensor(s) of the Third-Party
Software.
LICENSOR PROVIDES NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT
NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, WITH RESPECT TO
ANY THIRD-PARTY SOFTWARE.
7. RESTRICTED USE DURING EVALUATION PERIOD
(a) Licensee is granted a right to use Software for evaluation
purposes without charge, subject to the evaluation terms and conditions
with
respect to particular Software available at www.jetbrains.com
("Evaluation Period").
(b) Upon expiration of Evaluation Period, Licensee must obtain
License for perpetual use of Software or cease using Software. Software
contains
a feature that will automatically disable Software upon
expiration of Evaluation Period. Licensee may not disable, destroy, or
remove this
feature of Software, and any attempt to do so will be in
violation of this Agreement and will terminate Licensee's rights to use
Software.
7. UPGRADES
(a) During the term of this Agreement (as defined in Section
11(a) below), Licensor will provide generally available new versions of
Software
to Licensee free of charge and pursuant to the optional upgrade
terms published on Licensor's website at www.jetbrains.com.
(b) If not agreed otherwise in writing between Licensor and
Licensee, upon upgrading to new version of Software the relationship
between
parties shall be governed and amended (if applicable) by the
terms and conditions of Licensor's License Agreement for Education
related to
Software available at www.jetbrains.com on the day of upgrade
purchase or download.
8. LIMITED WARRANTY
SOFTWARE IS PROVIDED TO LICENSEE "AS IS" AND WITHOUT WARRANTIES.
LICENSOR MAKES NO WARRANTY AS TO ITS USE OR PERFORMANCE. TO THE MAXIMUM
EXTENT
PERMITTED BY APPLICABLE LAW, LICENSOR, AND ITS AFFILIATES,
SUPPLIERS AND RESELLERS, DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS,
EITHER
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE,
AND
NON-INFRINGEMENT, WITH REGARD TO SOFTWARE, AND THE PROVISION OF
OR FAILURE TO PROVIDE SUPPORT SERVICES.
9. DISCLAIMER OF DAMAGES
(a) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO
EVENT WILL LICENSOR OR ITS AFFILIATES, LICENSORS, SUPPLIERS OR RESELLERS
BE LIABLE
TO LICENSEE UNDER ANY THEORY FOR ANY DAMAGES SUFFERED BY
LICENSEE OR ANY USER OF SOFTWARE, OR FOR ANY SPECIAL, INCIDENTAL,
INDIRECT,
CONSEQUENTIAL, OR SIMILAR DAMAGES (INCLUDING, BUT NOT LIMITED
TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION,
FOR
BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY,
FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE
CARE,
FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS
WHATSOEVER) ARISING OUT OF THE USE OR INABILITY TO USE SOFTWARE, OR THE
PROVISION OF
OR FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF LICENSOR HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE
LEGAL OR
EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE
CLAIM IS BASED.
(b) IN ANY CASE, LICENSOR'S ENTIRE LIABILITY UNDER ANY PROVISION
OF THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT OF FIVE (5) US DOLLARS.
10. EXPORT REGULATIONS
Licensee agrees and accepts that Software may be subject to
import and export laws of any country, including those of the European
Union and
the United States (specifically the Export Administration
Regulations (EAR)). Licensee acknowledges that it is not a citizen,
national, or
resident of, and is not under control of the governments of
Cuba, Iran, North Korea, Sudan or Syria and is not otherwise a
restricted end-user
as defined by applicable export control laws. Further, Licensee
acknowledges that it will not download or otherwise export or re-export
Software or any related technical data directly or indirectly to
the above-mentioned countries or to citizens, nationals, or residents
of
those countries, or to any other restricted end user or for any
restricted end-use.
11. TERM AND TERMINATION
The license is granted for a period of one (1) year. To maintain a
license, Licensee may submit to Licensor renewal application for
another one
(1) year. Licensor reserves the right to reject such application
without cause.
(b) If Licensee fails to comply with the terms and conditions of
this Agreement, this Agreement and Licensee's right and license to use
Software will terminate immediately. Licensee may terminate this
Agreement at any time by notifying Licensor. Upon the termination of
this
Agreement, Licensee must delete Software from its Clients and
archives.
(c) LICENSEE AGREES THAT UPON TERMINATION OF THIS AGREEMENT FOR
ANY REASON, LICENSOR MAY TAKE ACTIONS SO THAT SOFTWARE NO LONGER
OPERATES.
12. MARKETING
Licensee agrees to be identified as a customer of Licensor and
agrees that Licensor may refer to Licensee by name, trade name and
trademark, if
applicable, and may briefly describe Licensee's business in
Licensor's marketing materials, on Licensor's website, in public or
legal
documents. Licensee hereby grants Licensor a license to use
Licensee's name and any of Licensee's trade names and trademarks solely
pursuant
to this marketing section.
13. GENERAL
(a) Licensor reserves the right at any time to cease the support
of Software and to alter prices, features, specifications, capabilities,
functions, licensing terms, release dates, general availability
or other characteristics of Software.
(b) This Agreement, including the Third-Party Software license
agreements, constitutes the entire agreement between the parties
concerning
Licensee's use of Software, and supersedes any and all prior or
contemporaneous oral or written representations, communications, or
advertising with respect to Software. No purchase order, other
ordering document or any hand written or typewritten text which purports
to
modify or supplement the printed text of this Agreement or any
schedule will add to or vary the terms of this Agreement unless signed
by both
Licensee and Licensor.
(c) A waiver by either party of any term or condition of this
Agreement or any breach thereof, in any one instance, will not waive
such term or
condition or any subsequent breach. The provisions of this
Agreement which require or contemplate performance after the expiration
or
termination of this Agreement will be enforceable
notwithstanding said expiration or termination.
(d) This Agreement will be governed by the laws of Czech
Republic, without reference to conflict of laws principles. Licensee
agrees that any
litigation relating to this Agreement may only be brought in,
and will be subject to the jurisdiction of, any Court of Czech Republic.
(e) Titles are inserted for convenience only and will not affect
in any way the meaning or interpretation of this Agreement. If any
provision
of this Agreement is held invalid, the remainder of this
Agreement will continue in full force and effect. Either Licensor or
Licensee may
assign this Agreement in the case of a merger or sale of
substantially all of its respective assets to another entity. This
Agreement will be
binding upon and will inure to the benefit of the parties, their
successors and assigns.
For exceptions or modifications to this Agreement, please contact Licensor at:
Address: Na hrebenech II 1718/10, Prague, 14700, Czech Republic
Fax: +420 241 722 540
E-mail: sales@jetbrains.com
Fax: +420 241 722 540
E-mail: sales@jetbrains.com
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