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| 1 | + SAP SAMPLE CODE LICENSE AGREEMENT |
| 2 | + |
| 3 | +Please scroll down and read the following SAP Sample Code License Agreement |
| 4 | +carefully ("Agreement"). By downloading, installing, or otherwise using the SAP |
| 5 | +sample code or any materials that accompany the sample code documentation |
| 6 | +(collectively, the "Sample Code"), You agree that this Agreement forms a legally |
| 7 | +binding agreement between You ("You" or "Your") and SAP SE, for and on behalf of |
| 8 | +itself and its subsidiaries and affiliates (as defined in Section 15 of the |
| 9 | +German Stock Corporation Act), and You agree to be bound by all of the terms and |
| 10 | +conditions stated in this Agreement. If You are trying to access or download the |
| 11 | +Sample Code on behalf of Your employer or as a consultant or agent of a third |
| 12 | +party (either "Your Company"), You represent and warrant that You have the |
| 13 | +authority to act on behalf of and bind Your Company to the terms of this |
| 14 | +Agreement and everywhere in this Agreement that refers to 'You' or 'Your' shall |
| 15 | +also include Your Company. If You do not agree to these terms, do not attempt to |
| 16 | +access or use the Sample Code. |
| 17 | + |
| 18 | +1. LICENSE: Subject to the terms of this Agreement, SAP grants You a |
| 19 | +non-exclusive, non-transferable, non-sublicensable, revocable, royalty-free, |
| 20 | +limited license to use, copy, and modify the Sample Code solely for Your |
| 21 | +internal business purposes. |
| 22 | + |
| 23 | +2. RESTRICTIONS: You must not use the Sample Code to: (a) impair, degrade or |
| 24 | +reduce the performance or security of any SAP products, services or related |
| 25 | +technology (collectively, "SAP Products"); (b) enable the bypassing or |
| 26 | +circumventing of SAP's license restrictions and/or provide users with access to |
| 27 | +the SAP Products to which such users are not licensed; or (c) permit mass data |
| 28 | +extraction from an SAP Product to a non-SAP Product, including use, |
| 29 | +modification, saving or other processing of such data in the non-SAP Product. |
| 30 | +Further, You must not: (i) provide or make the Sample Code available to any |
| 31 | +third party other than your authorized employees, contractors and agents |
| 32 | +(collectively, “Representatives”) and solely to be used by Your Representatives |
| 33 | +for Your own internal business purposes; ii) remove or modify any marks or |
| 34 | +proprietary notices from the Sample Code; iii) assign this Agreement, or any |
| 35 | +interest therein, to any third party; (iv) use any SAP name, trademark or logo |
| 36 | +without the prior written authorization of SAP; or (v) use the Sample Code to |
| 37 | +modify an SAP Product or decompile, disassemble or reverse engineer an SAP |
| 38 | +Product (except to the extent permitted by applicable law). You are responsible |
| 39 | +for any breach of the terms of this Agreement by You or Your Representatives. |
| 40 | + |
| 41 | +3. INTELLECTUAL PROPERTY: SAP or its licensors retain all ownership and |
| 42 | +intellectual property rights in and to the Sample Code and SAP Products. In |
| 43 | +exchange for the right to use, copy and modify the Sample Code provided under |
| 44 | +this Agreement, You covenant not to assert any intellectual property rights in |
| 45 | +or to any of Your products, services, or related technology that are based on or |
| 46 | +incorporate the Sample Code against any individual or entity in respect of any |
| 47 | +current or future SAP Products. |
| 48 | + |
| 49 | +4. SAP AND THIRD PARTY APIS: The Sample Code may include API (application |
| 50 | +programming interface) calls to SAP and third-party products or services. The |
| 51 | +access or use of the third-party products and services to which the API calls |
| 52 | +are directed may be subject to additional terms and conditions between you and |
| 53 | +SAP or such third parties. You (and not SAP) are solely responsible for |
| 54 | +understanding and complying with any additional terms and conditions that apply |
| 55 | +to the access or use of those APIs and/or third-party products and services. |
| 56 | +SAP does not grant You any rights in or to these APIs, products or services |
| 57 | +under this Agreement. |
| 58 | + |
| 59 | +5. FREE AND OPEN SOURCE COMPONENTS: The Sample Code may include third party free |
| 60 | +or open source components ("FOSS Components"). You may have additional rights in |
| 61 | +such FOSS Components that are provided by the third party licensors of those |
| 62 | +components. |
| 63 | + |
| 64 | +6. THIRD PARTY DEPENDENCIES: The Sample Code may require third party software |
| 65 | +dependencies ("Dependencies") for the use or operation of the Sample Code. These |
| 66 | +Dependencies may be identified by SAP in Maven POM files, documentation or by |
| 67 | +other means. SAP does not grant You any rights in or to such Dependencies under |
| 68 | +this Agreement. You are solely responsible for the acquisition, installation and |
| 69 | +use of such Dependencies. |
| 70 | + |
| 71 | +7. WARRANTY: |
| 72 | + |
| 73 | +a) If You are located outside the US or Canada: AS THE SAMPLE CODE IS PROVIDED |
| 74 | +TO YOU FREE OF CHARGE, SAP DOES NOT GUARANTEE OR WARRANT ANY FEATURES OR |
| 75 | +QUALITIES OF THE SAMPLE CODE OR GIVE ANY UNDERTAKING WITH REGARD TO ANY OTHER |
| 76 | +QUALITY. NO SUCH WARRANTY OR UNDERTAKING SHALL BE IMPLIED BY YOU FROM ANY |
| 77 | +DESCRIPTION IN THE SAMPLE CODE OR ANY OTHER MATERIALS, COMMUNICATION OR |
| 78 | +ADVERTISEMENT. IN PARTICULAR, SAP DOES NOT WARRANT THAT THE SAMPLE CODE WILL BE |
| 79 | +AVAILABLE UNINTERRUPTED, ERROR FREE, OR PERMANENTLY AVAILABLE. ALL WARRANTY |
| 80 | +CLAIMS RESPECTING THE SAMPLE CODE ARE SUBJECT TO THE LIMITATION OF LIABILITY |
| 81 | +STIPULATED IN SECTION 8 BELOW. |
| 82 | + |
| 83 | +b) If You are located in the US or Canada: THE SAMPLE CODE IS LICENSED TO YOU |
| 84 | +"AS IS", WITHOUT ANY WARRANTY, ESCROW, TRAINING, MAINTENANCE, OR SERVICE |
| 85 | +OBLIGATIONS WHATSOEVER ON THE PART OF SAP. SAP MAKES NO EXPRESS OR IMPLIED |
| 86 | +WARRANTIES OR CONDITIONS OF SALE OF ANY TYPE WHATSOEVER, INCLUDING BUT NOT |
| 87 | +LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR |
| 88 | +PURPOSE. IN PARTICULAR, SAP DOES NOT WARRANT THAT THE SAMPLE CODE WILL BE |
| 89 | +AVAILABLE UNINTERRUPTED, ERROR FREE, OR PERMANENTLY AVAILABLE. YOU ASSUME ALL |
| 90 | +RISKS ASSOCIATED WITH THE USE OF THE SAMPLE CODE, INCLUDING WITHOUT LIMITATION |
| 91 | +RISKS RELATING TO QUALITY, AVAILABILITY, PERFORMANCE, DATA LOSS, AND UTILITY IN |
| 92 | +A PRODUCTION ENVIRONMENT. |
| 93 | + |
| 94 | +c) For all locations: SAP DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES IN |
| 95 | +RESPECT OF THIRD PARTY DEPENDENCIES, APIS, PRODUCTS AND SERVICES, INCLUDING BUT |
| 96 | +NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND OF FITNESS FOR A |
| 97 | +PARTICULAR PURPOSE. IN PARTICULAR, SAP DOES NOT WARRANT THAT THIRD-PARTY |
| 98 | +DEPENDENCIES, APIS, PRODUCTS AND SERVICES WILL BE AVAILABLE, ERROR FREE, |
| 99 | +INTEROPERABLE WITH THE SAMPLE CODE, SUITABLE FOR ANY PARTICULAR PURPOSE OR |
| 100 | +NON-INFRINGING. YOU ASSUME ALL RISKS ASSOCIATED WITH THE USE OF THIRD PARTY |
| 101 | +DEPENDENCIES, APIS, PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION RISKS |
| 102 | +RELATING TO QUALITY, AVAILABILITY, PERFORMANCE, DATA LOSS, UTILITY IN A |
| 103 | +PRODUCTION ENVIRONMENT, AND NON-INFRINGEMENT. IN NO EVENT WILL SAP BE LIABLE |
| 104 | +DIRECTLY OR INDIRECTLY IN RESPECT OF ANY USE OF THIRD PARTY DEPENDENCIES, APIS, |
| 105 | +PRODUCTS AND SERVICES BY YOU. |
| 106 | + |
| 107 | +8. LIMITATION OF LIABILITY: |
| 108 | + |
| 109 | +a) If You are located outside the US or Canada: IRRESPECTIVE OF THE LEGAL |
| 110 | +REASONS, SAP SHALL ONLY BE LIABLE FOR DAMAGES UNDER THIS AGREEMENT IF SUCH |
| 111 | +DAMAGE (I) CAN BE CLAIMED UNDER THE GERMAN PRODUCT LIABILITY ACT OR (II) IS |
| 112 | +CAUSED BY INTENTIONAL MISCONDUCT OF SAP OR (III) CONSISTS OF PERSONAL INJURY. IN |
| 113 | +ALL OTHER CASES, NEITHER SAP NOR ITS EMPLOYEES, AGENTS AND SUBCONTRACTORS SHALL |
| 114 | +BE LIABLE FOR ANY KIND OF DAMAGE OR CLAIMS HEREUNDER. |
| 115 | + |
| 116 | +b) If You are located in the US or Canada: IN NO EVENT SHALL SAP BE LIABLE TO |
| 117 | +YOU, YOUR COMPANY OR TO ANY THIRD PARTY FOR ANY DAMAGES IN AN AMOUNT IN EXCESS |
| 118 | +OF $100 ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SAMPLE |
| 119 | +CODE OR IN CONNECTION WITH SAP'S PROVISION OF OR FAILURE TO PROVIDE SERVICES |
| 120 | +PERTAINING TO THE SAMPLE CODE, OR AS A RESULT OF ANY DEFECT IN THE SAMPLE COED. |
| 121 | +THIS DISCLAIMER OF LIABILITY SHALL APPLY REGARDLESS OF THE FORM OF ACTION THAT |
| 122 | +MAY BE BROUGHT AGAINST SAP, WHETHER IN CONTRACT OR TORT, INCLUDING WITHOUT |
| 123 | +LIMITATION ANY ACTION FOR NEGLIGENCE. YOUR SOLE REMEDY IN THE EVENT OF BREACH OF |
| 124 | +THIS AGREEMENT BY SAP OR FOR ANY OTHER CLAIM RELATED TO THE SAMPLE CODE SHALL BE |
| 125 | +TERMINATION OF THIS AGREEMENT. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, |
| 126 | +UNDER NO CIRCUMSTANCES SHALL SAP OR ITS LICENSORS BE LIABLE TO YOU OR ANY OTHER |
| 127 | +PERSON OR ENTITY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR INDIRECT |
| 128 | +DAMAGES, LOSS OF GOOD WILL OR BUSINESS PROFITS, WORK STOPPAGE, DATA LOSS, |
| 129 | +COMPUTER FAILURE OR MALFUNCTION, ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSS, |
| 130 | +OR EXEMPLARY OR PUNITIVE DAMAGES. |
| 131 | + |
| 132 | +9. INDEMNITY: You will fully indemnify, hold harmless and defend SAP against |
| 133 | +law suits based on any claim: (a) that any of Your products, services or related |
| 134 | +technology that are based on or incorporate the Sample Code infringes or |
| 135 | +misappropriates any patent, copyright, trademark, trade secrets, or other |
| 136 | +proprietary rights of a third party, or (b) related to Your alleged violation of |
| 137 | +the terms of this Agreement. |
| 138 | + |
| 139 | +10. EXPORT: The Sample Code is subject to German, EU and US export control |
| 140 | +regulations. You confirm that: |
| 141 | + |
| 142 | +a) You will not use the Sample Code for, and will not allow the Sample Code to |
| 143 | +be used for, any purposes prohibited by German, EU and US law, including, |
| 144 | +without limitation, for the development, design, manufacture or production of |
| 145 | +nuclear, chemical or biological weapons of mass destruction; |
| 146 | + |
| 147 | +b) You are not located in Cuba, Iran, Sudan, Iraq, North Korea, Syria, nor any |
| 148 | +other country to which the United States has prohibited export or that has been |
| 149 | +designated by the U.S. Government as a "terrorist supporting" country (any, an |
| 150 | +"US Embargoed Country"); c) You are not a citizen, national or resident of, and |
| 151 | +are not under the control of, a US Embargoed Country; d) You will not download |
| 152 | +or otherwise export or re-export the Sample Code, directly or indirectly, to a |
| 153 | +US Embargoed Country nor to citizens, nationals or residents of a US Embargoed |
| 154 | +Country; e) You are not listed on the United States Department of Treasury lists |
| 155 | +of Specially Designated Nationals, Specially Designated Terrorists, and |
| 156 | +Specially Designated Narcotic Traffickers, nor listed on the United States |
| 157 | +Department of Commerce Table of Denial Orders or any other U.S. government list |
| 158 | +of prohibited or restricted parties and f) You will not download or otherwise |
| 159 | +export or re-export the Sample Code, directly or indirectly, to persons on the |
| 160 | +above-mentioned lists. |
| 161 | + |
| 162 | +11. SUPPORT: SAP does not offer support for the Sample Code. |
| 163 | + |
| 164 | +12. TERM AND TERMINATION: You may terminate this Agreement by destroying all |
| 165 | +copies of the Sample Code in Your possession or control. SAP may terminate Your |
| 166 | +license to use the Sample Code immediately if You fail to comply with any of the |
| 167 | +terms of this Agreement, or, for SAP's convenience by providing you with ten |
| 168 | +(10) days written notice of termination. In case of termination or expiration of |
| 169 | +this Agreement, You must immediately destroy all copies of the Sample Code in |
| 170 | +your possession or control. In the event Your Company is acquired (by merger, |
| 171 | +purchase of stock, assets or intellectual property or exclusive license), or You |
| 172 | +become employed, by a direct competitor of SAP, then this Agreement and all |
| 173 | +licenses granted to You in this Agreement shall immediately terminate upon the |
| 174 | +date of such acquisition or change of employment. |
| 175 | + |
| 176 | +13. LAW/VENUE: |
| 177 | + |
| 178 | +a) If You are located outside the US or Canada: This Agreement is governed by |
| 179 | +and construed in accordance with the laws of Germany without reference to its |
| 180 | +conflicts of law principles. You and SAP agree to submit to the exclusive |
| 181 | +jurisdiction of, and venue in, the courts located in Karlsruhe, Germany in any |
| 182 | +dispute arising out of or relating to this Agreement or the Sample Code. The |
| 183 | +United Nations Convention on Contracts for the International Sale of Goods shall |
| 184 | +not apply to this Agreement. |
| 185 | + |
| 186 | +b) If You are located in the US or Canada: This Agreement shall be governed by |
| 187 | +and construed in accordance with the laws of the State of New York, USA without |
| 188 | +reference to its conflicts of law principles. You and SAP agree to submit to the |
| 189 | +exclusive jurisdiction of, and venue in, the courts located in New York, New |
| 190 | +York, USA in any dispute arising out of or relating to this Agreement or the |
| 191 | +Sample Code. The United Nations Convention on Contracts for the International |
| 192 | +Sale of Goods shall not apply to this Agreement. |
| 193 | + |
| 194 | +14. MISCELLANEOUS: This Agreement is the complete agreement between the parties |
| 195 | +respecting the Sample Code. This Agreement supersedes all prior or |
| 196 | +contemporaneous agreements or representations with regards to the Sample Code. |
| 197 | +If any term of this Agreement is found to be invalid or unenforceable, the |
| 198 | +surviving provisions shall remain effective. SAP's failure to enforce any right |
| 199 | +or provisions stipulated in this Agreement will not constitute a waiver of such |
| 200 | +provision, or any other provision of this Agreement. |
| 201 | + |
| 202 | + |
| 203 | +v1.0-071618 |
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