VistaDB 3 3.5

EULA - End User License Agreement

VISTADB SOFTWARE INC END-USER LICENSE AGREEMENT
REV 1.8
Oct 29, 2008
VISTADB SOFTWARE, INC. LICENSE AND SUPPORT AGREEMENT THIS IS A LEGAL BINDING AGREEMENT. PLEASE READ IT CAREFULLY.

YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA BY INSTALLING, COPYING, OR OTHERWISE USING THE PRODUCT. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE PRODUCT; YOU MAY RETURN IT TO YOUR PLACE OF PURCHASE FOR A FULL REFUND PRIOR TO INSTALLATION.

This End-User License Agreement ("EULA") pertains to all software ("Software") developed and sold by VistaDB Software, Inc. made available by electronic download, in any package containing CD-ROMs, diskettes, associated media, printed materials or electronic documentation. Read the terms and conditions of this EULA before installing, copying, or otherwise using Software. This EULA is a legal agreement between you, either individual or entity, ("Customer" or "you"), and VistaDB Software, Inc., a Florida corporation ("VistaDB "). By clicking "I agree," installing, copying, or otherwise using any part of the Software or any associated media, any printed materials, or any on-line or electronic documentation, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, promptly return the Software prior to installation and within 30 days of purchase for a full refund.

Once the software has been installed you have already accepted the EULA and may not return it. FRAUD is not covered under this clause – if you didn’t purchase or install the software then you obviously are not held responsible for the party who committed the fraud.

1. DEFINITIONS
Software shall be defined as the computer program electronically obtained and/or contained in the disks or CD ROMs in this package, together with any updates subsequently provided by VistaDB. Server Software shall be defined specifically as Software that is accessed or connected to by other Software via TCP/IP or other transport protocols. Server Software includes but is not limited to, VistaDB Server. Documentation shall be defined as all printed materials provided in this package or later supplied by VistaDB. Media shall be defined as computer diskettes, CD ROMs and any other such magnetic media containing Software. Service shall be defined as any technical or non-technical service provided by VistaDB, including but not limited to providing technical support in person, by telephone, or via any form of electronic correspondence. Copies shall be defined as actual copies of all or any portion of Software and shall include updates and backups of Software. Licensee shall be defined as person, corporation or entity that has purchased Software or Service Developed Software shall be defined as software programs applications or web services developed using, and/or containing, and/or distributed with, Software by Licensee. User shall be defined as any person that creates Developed Software.

2. LICENSE
VistaDB agrees to grant the User a non-exclusive and non-transferable license to use the Software sold to Licensee for an unlimited duration. The rights granted herein are limited to use of the Software, Software Copies and Documentation as defined within this EULA. All rights not specifically granted in this EULA are reserved by VistaDB. The Software is protected by copyright and other intellectual property laws and treaties. VistaDB or its suppliers own the title, copyright, and other intellectual property rights in the Product. The Software is licensed, not sold.

2.1 Source Editions of Software
The Source Edition of Software includes 1 full Retail Subscription license (for a single developer) for the duration of the Source Edition license. This is not a site license. Each developer must own a developer license, although all within an organization may share the code for debugging purposes.

3. PERMITTED USES
3.1 Retail Editions of Software
Licensee may freely distribute Developed Software, however, no portion of the Software source code in whole or in part, nor decompiled Software, nor documentation, may be redistributed without prior written consent from VistaDB, as outlined under Section 5: Deployment and Distribution.

3.2 Trial Editions of Software
Licensee may allow a reasonable number of additional individuals within Licensee’s organization to install Developed Software solely for the purpose of testing or publicly demonstrating Developed Software. Separate licenses for each individual that uses Developed Software for testing or demonstration purposes are not required.

3.3 Source Editions of Software
Licensee may freely distribute Developed Software, however, no portion of the VistaDB source code in whole or in part, nor decompiled Software, nor documentation, may be redistributed without prior written consent from VistaDB, as outlined under Section 5: Deployment and Distribution. All Software source code is to be treated as Company Confidential material. Source Editions are subject to same deployment restrictions as any Retail Edition license. The Source Edition includes a single developer full Retail Edition license.

3.4 Express Editions of Software
By using the free non-commercial EXPRESS edition of VistaDB, You agree to the following:
Licensee may freely distribute Developed Software and the VistaDB runtime engine, however, no portion of the Software source code in whole or in part, nor decompiled Software, nor documentation, may be redistributed without prior written consent from VistaDB, as outlined under Section 5: Deployment and Distribution.

3.4.1 To display a Powered by VistaDB text or logo along with your project. The text or logo must link to http://www.vistadb.net – Graphics are located in the install pathicons folder.

3.4.2 To not modify the Runtime to workaround limitations or to attempt to hide any copyright or trademark notices from the Runtime.

3.4.3 Database names must end with VDB3, no attempts to rename or modify code to rename them.

3.4.4 You may not develop Visual Studio plugins for DDEX or data binding in an attempt to circumvent the need for a full license of VistaDB.

3.4.5 If you are a commercial entity, individual, group or association that has business, commercial, or revenue generating goals and or objectives, either direct or indirect, then you may not use the Express edition. You must download the VistaDB Trial edition, and then convert to a full license.

3.4.6 If you are a service provider (You are not the end user of the product) you must license VistaDB to a Commercial Provider License, and may not use or redistribute the Express edition without express written consent. This license does not cover Commercial Providers; please contact us for more information.

4. PROHIBITED USES
Licensee may not: share the Software on any computer network including a local area network (LAN), Intranet or Internet; distribute copies of Software or Documentation; under any circumstances attempt to rewrite, decompile, disassemble or reverse-engineer any of the Software or Software Copies; reproduce, transfer, transcribe, store in a retrieval system or translate into any language the Documentation in any form by any means without the written consent VistaDB. Licensee may not install the Software into a VM with the purpose of allowing multiple developers to use the VM. Each developer requires a license per installation.

PUBLIC DISCLOSURE OF BENCHMARKS OR PEFORMANCE NUMBERS:

You may not disclose the results of any benchmark or performance test related to data access or data manipulation using Software to any third party, including but not limited to posting results on the web, without VistaDB’s prior written approval.

We hold that such comparisons are not valid comparisons of systems based on totally different technology platforms.

4.1 Retail Editions of Software
Licensee may not: distribute Developed Software source code (your code) in whole or in part without acquiring additional licenses of Retail Editions of Software for each copy of Developed Software distributed, if Developed Software source code relies on Software for compilation or runtime execution.
If the Licensee distributes or offers the source code to their Developed Application they must not include the VistaDB runtime. Each developer using Developed Application must acquire a developer license in order to develop against VistaDB runtimes.

4.2 Trial Editions of Software
Licensee may not distribute, sell or rent applications or web services in whole or in part, for commercial, shareware, freeware or government use.

4.3 Source Editions of Software
Licensee may not distribute VistaDB Software source code in whole or in part. Licensee may not incorporate any GPL or LGPL (or any other similar license) within the VistaDB Software source code. Licensee may not open source their product or components without each copy of Licensee product obtaining a valid VistaDB license. Incorporating GPL or other forced Open Source code into VistaDB Software will expose the VistaDB Software source code to the viral effect of forcing release of the code, and parties will be held responsible for damages to VistaDB.

4.4 Express Editions of Software
Licensee may distribute Developed Software source code (your code) in whole or in part without acquiring additional licenses, if Developed Software source code relies on Software for compilation or runtime execution.

4.4.1 If the Licensee distributes or offers the source code to their Developed Application they must only include the VistaDB runtime (not the complete setup). Each developer using and compiling Developed Application must be given instructions on how to acquire the VistaDB Express product for themselves.

4.4.1.1 If you release the source code to your application it MUST NOT BE GNU PUBLIC LICENSE (GPL). Any license that attempts to force the release of VistaDB intellectual property will result in your remaining culpable to VistaDB for damages caused by your actions. VistaDB is not free or open source software. The Express Edition is a granted license for non-commercial usage.
5. DEPLOYMENT AND DISTRIBUTION

5.1 Retail Editions of Software
Developed Software designed for use by non-programmers that includes non-Trial Editions of Software binary files only may be freely distributed and require no additional licensing. Distribution of Developed Software that includes Software source code in whole or in part, requires each end-user of Developed Software own a license of VistaDB Software. Users of Developed Software may not re-distribute VistaDB Software without owning a Retail Edition license of VistaDB Software. Developed Software that is designed in whole or in part for use by programmers, may not distribute the Visual Studio plugins or tools without express written consent.

Data Migration Wizard: Any licensed developer may distribute the Data Migration Wizard freely with their application and run it in either silent or interactive modes.

5.2 Trial Editions of Software
Trial versions of Software are intended for personal use only and any software developed using Trial Editions may not be distributed, or hosted on web servers not owned directly by User. Distributing software binaries or source code in whole or in part, for purposes other than limited demonstration or testing, requires User to own license of Retail Edition of Software and then abide by sections of this EULA marked as Retail Editions of Software. The Data Migration Wizard may not be included with Trial Edition test programs.

5.3 Source Editions of Software
The Source of Software may not be licensed, sold, rented or distributed to any third party without prior written consent from VistaDB. This includes consulting agreements where Licensee must deliver source of third party controls. Licensee must obtain a separate Source Edition license for each client who shall receive copies of the Source Edition, and file a Non Disclosure Agreement with VistaDB showing Licensee and client are mutually bound for confidentiality. All disclosure of Source for Software to a third party must include this EULA license as a term of the license. The third party must agree to hold VistaDB intellectual property as company confidential and ensure its protection.

5.4 Express Editions of Software
Developed Software designed to be given away freely and used as binary files only may be freely distributed and require no additional licensing.

The VistaDB Runtime may be included with your application freely, but instructions must be provided to the users on how to acquire their own VistaDB Express download. All software built with the Express Edition must include a Powered by VistaDB.Net statement that is publicly visible in some manner.
5.4.1 Distribution of Developed Software that includes source code in whole or in part, requires each end-user of Developed Software download and agree to the terms of the VistaDB Express Edition.

5.4.2 Users of Developed Software may not re-distribute VistaDB Software without owning a Retail Edition license of VistaDB Software.

5.5 BETA Releases of Software
Beta releases of Software are released AS IS for customer internal testing only and may not be shipped with customer products. All Software releases tagged as Beta are internally bound to expire at the end of a six (6) month window from the day of the build.
6. NON COMPETE
Licensee may not use Software to create products, technologies, software applications, web services in whole or in part, that directly compete with the VistaDB database engine or VistaDB Server. Competes is defined as creating or distributing software or services that provide similar or same functionality as any Software or technology developed by VistaDB. This includes writing software that exposes all or part of the Software API. VistaDB reserves the right to revoke all rights and license privileges of Licensee immediately upon any such infringement. Upon notice of infringement, Licensee agrees to immediately destroy all copies of Software and remove Software and references to Software from all products, technologies and software applications.

7. SERVER SOFTWARE
VistaDB Server is not included with any developer licenses. VistaDB Server requires a separate Distribution agreement with VistaDB. Re-distribution and/or use of Server Software by anyone other than Licensee or by any software other than wholly-owned Licensee software and applications, is absolutely forbidden. Forbidden uses include but are not limited to, distributing any form of software that connects to Server Software that is not owned by Licensee. Remedy includes but is not limited to, Licensee purchasing one license of Server Software directly from VistaDB for each infringement within 24 hours of notice based on current pricing listed on the VistaDB website.

VistaDB Express may not be used with, or to build, client / server systems. VistaDB Express does not include the ability to communicate with the VistaDB Server.

8. SUPPORT
VistaDB reserves the right to terminate customer support plans without cause and without warning. Support plans are sold on an as-is basis and all sales are final and non-refundable. Purchasing a support plan does not guarantee Software fixes and/or updates. Abuse of support privileges, including, but not limited to, frequent contact, frivolous contact, rude behavior and/or customer incompetence, harassment, failure to follow instructions, may result in the immediate termination of support plans without refund.

9. UPDATES AND REVISIONS
VistaDB reserves the right to modify, and/or enhance Software and/or Documentation without obligation to notify any person or organization of such changes. Licensee is responsible for making a backup copy of the Software. VistaDB may remove any specific build at any time, at its own discretion. Downloads are not archived by VistaDB.

9.1 Retail Subscribers
Subscribers have access to download development and experimental builds of software at VistaDB’s sole discretion.

9.2 Source Subscribers
VistaDB shall maintain a publication schedule for Source Subscribers and publish the code on a periodic basis to all current Licensees. Licensee is not required to return any Software enhancements or customizations of the Software Source to VistaDB.

10. LIMITED WARRANTY
All Software and Service Plans are sold on an "as is" basis. VistaDB will not grant refunds of any kind for any reason after customer installation. VistaDB’s entire liability and your exclusive remedy shall be replacement of any defective Media provided a copy of your dated receipt or invoice is submitted to VistaDB. The remedy includes provisions to grant access to download Software from the Internet if the Internet was the only form of Software distribution by VistaDB to the Licensee for a period of 30 (thirty) days without a subscription, and 1 (one) year with a current subscription from the date of purchase. VistaDB shall not be liable to the Licensee or any other person for any special, consequential, indirect or other similar damages or claims including loss of profits or any other commercial damage caused or imaged to have been caused directly or indirectly by the use of the Software. VistaDB specifically disclaims all other warranties, expressed or implied. VistaDB makes no representations or warranties with respect to the merchantability or fitness of Software for any particular purpose, business or application. Implied warranties of merchantability are expressly and specifically disclaimed. In no event shall VistaDB have liability for damages to you or any other person exceed the price paid for the license to use the Software regardless of the form of any claim.

10.1 FRAUD
Obviously FRAUD is not covered by this license. If you didn’t install the software or make the purchase you cannot legally be held bound to the terms of this agreement. We take credit card fraud very seriously and will work with you to refund and then prosecute the party who used your credit card illegally. All requests for refund due to fraud must be submitted in writing with a notary signature as a witness.

11. LIMITATIONS
This license grants the User limited rights to use the Software, Software Copies and Documentation as expressly provided in this License. VistaDB retains title to all the Software, Software Copies and Documentation. The Licensee agrees to protect the Software, Software Copies and Documentation from unauthorized publication, use, reproduction or distribution.

11.1 INSTALLATION LIMITATIONS
Each developer is required have a valid license for Software. Each valid license includes the ability to install on two concurrent machines that are both owned and operated by the developer. This clause has the intent to cover the Desktop and Laptop for a single developer, not to be installed on multiple machines shared by developers using the same SerialNumber. Multiple OS installations on a single machine must also be activated per install, as long as the machine is named the same and uses the same network cards it will not count as a new install and should use the same license file.

11.1.1 VIRTUAL PCS
Virtual PCs (Virtual Machines, VMWare, Microsoft Virtual PC) are now covered by this license. Each Virtual PC image requires a license file for activation. If two developers are using the same VM they must each possess a valid license.

We know of many companies who use this strategy to buy a single copy of a tool and then copy the Virtual PC to all developers machine for working. This is obviously an attempt to circumvent licensing and is against the terms of this EULA. VistaDB may add technology to detect this and deactivate users licenses due to abuse at their sole discretion.

You do not need to install the full setup in a Virtual Machine to debug your application - only the runtime needs to be deployed. Many developers are not aware of this, but it is the recommended solution. Deploy the runtime to your target VM environment and connect as a remote debugger using Visual Studio.

11.2 ACTIVATION
Installations must be activated over the Internet to VistaDB. If a license is found to have been activated frequently, or from multiple IP addresses, the license may be revoked at VistaDB sole discretion. VistaDB Software should be uninstalled from machines to deactivate the license on that machine.

Email activation is also supported. Contact support with the hardware ID, account login and serial number. The account holder will be notified of the license request and emailed the license file.

The VistaDB Runtime does not include any runtime license restriction. Each developer may deploy the runtime on an unlimited number of machines to be used by End Users of Developed Software and does not require activation.

11.3 BUILD MACHINES
Build machines and other non-human interaction used to build Developed Software do not require the full installation. Only the runtime need be included on build machines and they do not require a separate license unless the machine is used for debugging in Visual Studio. If the machine requires Visual Studio installation then it must have a license activated for that purpose.

11.2 Source Editions of Software
The Source Edition license is non-transferable. Each party wishing to obtain a Source Edition license must purchase a license from VistaDB. Software source code may be placed into Escrow under contact to third parties with the clause that in the event of Escrow release the third party must purchase a license to the Source Edition directly from VistaDB.

12. TERM
This License is effective from the date you receive the Software and/or Copies of the Software and/or Documentation, and continues until you destroy the entire contents of this package and any Software Copies. This license will terminate if the Licensee fails to comply with any term or condition of this EULA. Upon such breach, VistaDB reserves the right to terminate the license and seek any remedies which may be available to the company. Upon notice of termination, the Licensee will be required to return all copies of the Software and Documentation to VistaDB and is required to recall all Developed Software immediately and remove Software from Developed Software contents and/or packaging. In these circumstances, the Licensee will not be entitled to a refund of amount paid for the License to use the Software and Documentation, nor will Licensee be entitled to reimbursement of any costs associated with recalling Developed Software.

12.1 Subscription Terms
All subscriptions are for a one (1) year period unless noted otherwise. 1 year is taken to mean 365 days from the date of purchase. Users who purchased a non subscription version are not entitled to bug fixes or updates beyond their initial build. The customer license file does not expire and may continue to be used after the terms of the subscription, but no versions built after their license expiration will run with that license file.

13. Publicity Rights
The Licensee grants VistaDB the right to include the Licensee as a customer in Software promotional material. Inclusion of Licensee name in promotional material is in no way an endorsement for Software or Company.

13.1 Licensee can deny this right by submitting a written request via the customer support ticketing system, stating the request to be excluded from Product promotional material. Confirmation of such denial (via reply email) must be received prior to purchasing for this exclusion to be effective.

13.2 If the Licensee is already included in Software promotional material, the Licensee can at any point in time submit a written request to have VistaDB remove the Licensee's name from Software promotional materials. Upon receipt of such request, VistaDB will remove any reference to the Licensee from such promotional material within 30 days and make no further reference to the Licensee.

14. APPLICABLE LAW
This EULA is governed by the laws of the State of Florida, Lake County, United States of America.

15. ENTIRE AGREEMENT
You acknowledge that you have read this EULA, understand it and agree to be bound by its terms and conditions. Furthermore, you agree that this is the complete and exclusive statement of agreement between us and supersedes all prior agreements, verbal or written, any proposals and other communications between us relating to the subject matter in this EULA.

END OF AGREEMENT.

©2008 VistaDB Software, Inc. All rights reserved. All trademarks and registered Trademarks are the property of their respective owners.