mirror of
https://github.com/bitwarden/browser.git
synced 2024-11-27 12:36:14 +01:00
183 lines
10 KiB
Plaintext
183 lines
10 KiB
Plaintext
BITWARDEN LICENSE AGREEMENT
|
|
Version 1, 4 September 2020
|
|
|
|
PLEASE CAREFULLY READ THIS BITWARDEN LICENSE AGREEMENT ("AGREEMENT"). THIS
|
|
AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU AND BITWARDEN,
|
|
INC. ("BITWARDEN") AND GOVERNS YOUR USE OF THE COMMERCIAL MODULES (DEFINED
|
|
BELOW). BY COPYING OR USING THE COMMERCIAL MODULES, YOU AGREE TO THIS AGREEMENT.
|
|
IF YOU DO NOT AGREE WITH THIS AGREEMENT, YOU MAY NOT COPY OR USE THE COMMERCIAL
|
|
MODULES. IF YOU ARE COPYING OR USING THE COMMERCIAL MODULES ON BEHALF OF A LEGAL
|
|
ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE AUTHORITY TO AGREE TO THIS
|
|
AGREEMENT ON BEHALF OF SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, DO NOT
|
|
COPY OR USE THE COMMERCIAL MODULES IN ANY MANNER.
|
|
|
|
This Agreement is entered into by and between Bitwarden and you, or the legal
|
|
entity on behalf of whom you are acting (as applicable, "You" or "Your").
|
|
|
|
1. DEFINITIONS
|
|
|
|
"Bitwarden Software" means the Bitwarden server software, libraries, and
|
|
Commercial Modules.
|
|
|
|
"Commercial Modules" means the modules designed to work with and enhance the
|
|
Bitwarden Software to which this Agreement is linked, referenced, or appended.
|
|
|
|
2. LICENSES, RESTRICTIONS AND THIRD PARTY CODE
|
|
|
|
2.1 Commercial Module License. Subject to Your compliance with this Agreement,
|
|
Bitwarden hereby grants to You a limited, non-exclusive, non-transferable,
|
|
royalty-free license to use the Commercial Modules for the sole purposes of
|
|
internal development and internal testing, and only in a non-production
|
|
environment.
|
|
|
|
2.2 Reservation of Rights. As between Bitwarden and You, Bitwarden owns all
|
|
right, title and interest in and to the Bitwarden Software, and except as
|
|
expressly set forth in Sections 2.1, no other license to the Bitwarden Software
|
|
is granted to You under this Agreement, by implication, estoppel, or otherwise.
|
|
|
|
2.3 Restrictions. You agree not to: (i) except as expressly permitted in
|
|
Section 2.1, sell, rent, lease, distribute, sublicense, loan or otherwise
|
|
transfer the Commercial Modules to any third party; (ii) alter or remove any
|
|
trademarks, service mark, and logo included with the Commercial Modules, or
|
|
(iii) use the Commercial Modules to create a competing product or service.
|
|
Bitwarden is not obligated to provide maintenance and support services for the
|
|
Bitwarden Software licensed under this Agreement.
|
|
|
|
2.4 Third Party Software. The Commercial Modules may contain or be provided
|
|
with third party open source libraries, components, utilities and other open
|
|
source software (collectively, "Open Source Software"). Notwithstanding anything
|
|
to the contrary herein, use of the Open Source Software will be subject to the
|
|
license terms and conditions applicable to such Open Source Software. To the
|
|
extent any condition of this Agreement conflicts with any license to the Open
|
|
Source Software, the Open Source Software license will govern with respect to
|
|
such Open Source Software only.
|
|
|
|
2.5 This Agreement does not grant any rights in the trademarks, service marks, or
|
|
logos of any Contributor (except as may be necessary to comply with the notice
|
|
requirements in Section 2.3), and use of any Bitwarden trademarks must comply with
|
|
Bitwarden Trademark Guidelines
|
|
<https://github.com/bitwarden/server/blob/master/TRADEMARK_GUIDELINES.md>.
|
|
|
|
3. TERMINATION
|
|
|
|
3.1 Termination. This Agreement will automatically terminate upon notice from
|
|
Bitwarden, which notice may be by email or posting in the location where the
|
|
Commercial Modules are made available.
|
|
|
|
3.2 Effect of Termination. Upon any termination of this Agreement, for any
|
|
reason, You will promptly cease use of the Commercial Modules and destroy any
|
|
copies thereof. For the avoidance of doubt, termination of this Agreement will
|
|
not affect Your right to Bitwarden Software, other than the Commercial Modules,
|
|
made available pursuant to an Open Source Software license.
|
|
|
|
3.3 Survival. Sections 1, 2.2 -2.4, 3.2, 3.3, 4, and 5 will survive any
|
|
termination of this Agreement.
|
|
|
|
4. DISCLAIMER AND LIMITATION OF LIABILITY
|
|
|
|
4.1 Disclaimer of Warranties. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE
|
|
LAW, THE BITWARDEN SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND,
|
|
EXPRESS OR IMPLIED REGARDING OR RELATING TO THE BITWARDEN SOFTWARE, INCLUDING
|
|
ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
|
|
TITLE, AND NON-INFRINGEMENT. FURTHER, BITWARDEN DOES NOT WARRANT RESULTS OF USE
|
|
OR THAT THE BITWARDEN SOFTWARE WILL BE ERROR FREE OR THAT THE USE OF THE
|
|
BITWARDEN SOFTWARE WILL BE UNINTERRUPTED.
|
|
|
|
4.2 Limitation of Liability. IN NO EVENT WILL BITWARDEN OR ITS LICENSORS BE
|
|
LIABLE TO YOU OR ANY THIRD PARTY UNDER THIS AGREEMENT FOR (I) ANY AMOUNTS IN
|
|
EXCESS OF US $25 OR (II) FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF
|
|
ANY KIND, INCLUDING FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION,
|
|
LOSS OF DATA, COST OF SUBSTITUTE GOODS OR SERVICES, WHETHER ALLEGED AS A BREACH
|
|
OF CONTRACT OR TORTIOUS CONDUCT, INCLUDING NEGLIGENCE, EVEN IF BITWARDEN HAS
|
|
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
|
|
|
|
5. MISCELLANEOUS
|
|
|
|
5.1 Assignment. You may not assign or otherwise transfer this Agreement or any
|
|
rights or obligations hereunder, in whole or in part, whether by operation of
|
|
law or otherwise, to any third party without Bitwarden's prior written consent.
|
|
Any purported transfer, assignment or delegation without such prior written
|
|
consent will be null and void and of no force or effect. Bitwarden may assign
|
|
this Agreement to any successor to its business or assets to which this
|
|
Agreement relates, whether by merger, sale of assets, sale of stock,
|
|
reorganization or otherwise. Subject to this Section 5.1, this Agreement will be
|
|
binding upon and inure to the benefit of the parties hereto, and their
|
|
respective successors and permitted assigns.
|
|
|
|
5.2 Entire Agreement; Modification; Waiver. This Agreement represents the
|
|
entire agreement between the parties, and supersedes all prior agreements and
|
|
understandings, written or oral, with respect to the matters covered by this
|
|
Agreement, and is not intended to confer upon any third party any rights or
|
|
remedies hereunder. You acknowledge that You have not entered in this Agreement
|
|
based on any representations other than those contained herein. No modification
|
|
of or amendment to this Agreement, nor any waiver of any rights under this
|
|
Agreement, will be effective unless in writing and signed by both parties. The
|
|
waiver of one breach or default or any delay in exercising any rights will not
|
|
constitute a waiver of any subsequent breach or default.
|
|
|
|
5.3 Governing Law. This Agreement will in all respects be governed by the laws
|
|
of the State of California without reference to its principles of conflicts of
|
|
laws. The parties hereby agree that all disputes arising out of this Agreement
|
|
will be subject to the exclusive jurisdiction of and venue in the federal and
|
|
state courts within Los Angeles County, California. You hereby consent to the
|
|
personal and exclusive jurisdiction and venue of these courts. The parties
|
|
hereby disclaim and exclude the application hereto of the United Nations
|
|
Convention on Contracts for the International Sale of Goods.
|
|
|
|
5.4 Severability. If any provision of this Agreement is held invalid or
|
|
unenforceable under applicable law by a court of competent jurisdiction, it will
|
|
be replaced with the valid provision that most closely reflects the intent of
|
|
the parties and the remaining provisions of the Agreement will remain in full
|
|
force and effect.
|
|
|
|
5.5 Relationship of the Parties. Nothing in this Agreement is to be construed
|
|
as creating an agency, partnership, or joint venture relationship between the
|
|
parties hereto. Neither party will have any right or authority to assume or
|
|
create any obligations or to make any representations or warranties on behalf of
|
|
any other party, whether express or implied, or to bind the other party in any
|
|
respect whatsoever.
|
|
|
|
5.6 Notices. All notices permitted or required under this Agreement will be in
|
|
writing and will be deemed to have been given when delivered in person
|
|
(including by overnight courier), or three (3) business days after being mailed
|
|
by first class, registered or certified mail, postage prepaid, to the address of
|
|
the party specified in this Agreement or such other address as either party may
|
|
specify in writing.
|
|
|
|
5.7 U.S. Government Restricted Rights. If Commercial Modules is being licensed
|
|
by the U.S. Government, the Commercial Modules is deemed to be "commercial
|
|
computer software" and "commercial computer documentation" developed exclusively
|
|
at private expense, and (a) if acquired by or on behalf of a civilian agency,
|
|
will be subject solely to the terms of this computer software license as
|
|
specified in 48 C.F.R. 12.212 of the Federal Acquisition Regulations and its
|
|
successors; and (b) if acquired by or on behalf of units of the Department of
|
|
Defense ("DOD") will be subject to the terms of this commercial computer
|
|
software license as specified in 48 C.F.R. 227.7202-2, DOD FAR Supplement and
|
|
its successors.
|
|
|
|
5.8 Injunctive Relief. A breach or threatened breach by You of Section 2 may
|
|
cause irreparable harm for which damages at law may not provide adequate relief,
|
|
and therefore Bitwarden will be entitled to seek injunctive relief in any
|
|
applicable jurisdiction without being required to post a bond.
|
|
|
|
5.9 Export Law Assurances. You understand that the Commercial Modules is
|
|
subject to export control laws and regulations. You may not download or
|
|
otherwise export or re-export the Commercial Modules or any underlying
|
|
information or technology except in full compliance with all applicable laws and
|
|
regulations, in particular, but without limitation, United States export control
|
|
laws. None of the Commercial Modules or any underlying information or technology
|
|
may be downloaded or otherwise exported or re- exported: (a) into (or to a
|
|
national or resident of) any country to which the United States has embargoed
|
|
goods; or (b) to anyone on the U.S. Treasury Department's list of specially
|
|
designated nationals or the U.S. Commerce Department's list of prohibited
|
|
countries or debarred or denied persons or entities. You hereby agree to the
|
|
foregoing and represents and warrants that You are not located in, under control
|
|
of, or a national or resident of any such country or on any such list.
|
|
|
|
5.10 Construction. The titles and section headings used in this Agreement are
|
|
for ease of reference only and will not be used in the interpretation or
|
|
construction of this Agreement. No rule of construction resolving any ambiguity
|
|
in favor of the non-drafting party will be applied hereto. The word "including",
|
|
when used herein, is illustrative rather than exclusive and means "including,
|
|
without limitation."
|