This Zimbra Public License (this "Agreement") is a legal agreement that describes the terms under which VMware, Inc., a Delaware corporation having its principal place of business at 3401 Hillview Avenue, Palo Alto, California 94304 ("VMware") 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.
1.1 - Subject to the terms and conditions of this Agreement, VMware 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 VMware with respect to the Software. In other words, when You are distributing Modifications under this Agreement, You "stand in the shoes" of VMware 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 VMware, 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 California.
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 VMware, and that such license does not restrict recipients from exercising rights in the source code to the Software granted by VMware 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.
VMware has no obligation to provide technical support or updates to You. Nothing in this Agreement requires VMware to enter into any license with You for any other edition of the Software.
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.
THE SOFTWARE IS PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND. VMWARE MAKES NO WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY REGARDING OR RELATING TO THE SOFTWARE. SPECIFICALLY, VMWARE DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR FREE OR WILL PERFORM IN AN UNINTERRUPTED MANNER. TO THE GREATEST EXTENT ALLOWED BY LAW, VMWARE SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (EVEN IF VMWARE 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.
IN NO EVENT WILL VMWARE 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, 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 VMWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
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 VMware 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 VMware's liability (Sections 4 and 5), Termination (Section 6) or Miscellaneous (Section 7), which provisions will survive termination of this Agreement.
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 California 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 VMware or any of its subsidiaries shall be subject to the jurisdiction of the federal or state courts of northern California, with venue lying in Santa Clara County, California. 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 VMware, 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.
