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118 changes: 118 additions & 0 deletions LICENSE
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SOLACE COMMUNITY LICENSE AGREEMENT

Version 1.0

This Solace Community License Agreement Version 1.0 (the "Agreement") sets forth the terms
on which Solace Corporation ("Solace") makes available certain software made available by
Solace under this Agreement (the "Software").

BY INSTALLING, DOWNLOADING, ACCESSING, USING OR DISTRIBUTING ANY OF THE SOFTWARE,
YOU AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO
SUCH TERMS AND CONDITIONS, YOU MUST NOT USE THE SOFTWARE. IF YOU ARE RECEIVING
THE SOFTWARE ON BEHALF OF A LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU
HAVE THE ACTUAL AUTHORITY TO AGREE TO THE TERMS AND CONDITIONS OF THIS
AGREEMENT ON BEHALF OF SUCH ENTITY.

"Licensee" means you, an individual, or the entity on whose behalf you are receiving the
Software.

1 LICENSE GRANT AND CONDITIONS.

1.1. License. Subject to the terms and conditions of this Agreement, Solace hereby grants to
Licensee a non-exclusive, royalty-free, worldwide, non-transferable, non-sublicensable
license during the term of this Agreement to: (a) use the Software; (b) prepare
modifications and derivative works of the Software; (c) distribute the Software
(including without limitation in source code or object code form); and (d) reproduce
copies of the Software (the "License"). Licensee is not granted the right to, and Licensee
shall not, exercise the License for an Excluded Purpose. For purposes of this Agreement,
"Excluded Purpose" means making available any software-as-a-service, platform-as-a-
service, infrastructure-as-a-service or other similar online service that competes with
Solace products or services that provide the Software.

1.2. Conditions. In consideration of the License, Licensee's distribution of the Software is
subject to the following conditions:

1.2.1. Licensee must cause any Software modified by Licensee to carry prominent
notices stating that Licensee modified the Software.

1.2.2. On each Software copy, Licensee shall reproduce and not remove or alter all
Solace or third-party copyright or other proprietary notices contained in the
Software, and Licensee must provide the notice below with each copy.

"This software is made available by Solace Corporation, under the terms of the
Solace Community License Agreement, Version 1.0 located at
https://solace.com/license-community/. BY INSTALLING, DOWNLOADING,
ACCESSING, USING OR DISTRIBUTING ANY OF THE SOFTWARE, YOU AGREE TO THE
TERMS OF SUCH LICENSE AGREEMENT."

1.3. Licensee Modifications. Licensee may add its own copyright notices to modifications
made by Licensee and may provide additional or different license terms and conditions
for use, reproduction, or distribution of Licensee's modifications. While redistributing
the Software or modifications thereof, Licensee may choose to offer, for a fee or free of
charge, support, warranty, indemnity, or other obligations. Licensee, and not Solace,
will be responsible for any such obligations.

1.4. No Sublicensing. The License does not include the right to sublicense the Software.
However, each recipient to which Licensee provides the Software may exercise the
Licenses so long as such recipient agrees to the terms and conditions of this
Agreement.

2. TERM AND TERMINATION.

This Agreement will continue unless and until earlier terminated as set forth herein. If
Licensee breaches any of its conditions or obligations under this Agreement, this Agreement
will terminate automatically and the License will terminate automatically and permanently.

3. INTELLECTUAL PROPERTY.

As between the parties, Solace will retain all right, title, and interest in the Software, and all
intellectual property rights therein. Solace hereby reserves all rights not expressly granted
to Licensee in this Agreement. Solace hereby reserves all rights in its trademarks and service
marks, and no licenses therein are granted in this Agreement.

4. DISCLAIMER.

SOLACE HEREBY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS, EXPRESS,
IMPLIED, STATUTORY, OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE
SOFTWARE.

5. LIMITATION OF LIABILITY.

SOLACE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING BUT NOT
LIMITED TO, LOST PROFITS OR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, OR
DIRECT DAMAGES, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, ARISING OUT OF
THIS AGREEMENT. THE FOREGOING SHALL APPLY TO THE EXTENT PERMITTED BY
APPLICABLE LAW.

6. GENERAL.

6.1. Governing Law. This Agreement will be governed by and interpreted in accordance
with the laws of the Province of Ontario, without reference to its conflict of laws
principles. If Licensee is located within Canada, all disputes arising out of this
Agreement are subject to the exclusive jurisdiction of courts located in Ottawa,
Ontario, Canada. If Licensee is located outside of Canada, any dispute, controversy or
claim arising out of or relating to this Agreement will be referred to and finally
determined by arbitration in accordance with the JAMS International Arbitration Rules.
The tribunal will consist of one arbitrator. The place of arbitration will be Ottawa,
Ontario, Canada. The language to be used in the arbitral proceedings will be English.
Judgment upon the award rendered by the arbitrator may be entered in any court
having jurisdiction thereof.

6.2. Assignment. Licensee is not authorized to assign its rights under this Agreement to any
third party. Solace may freely assign its rights under this Agreement to any third party.

6.3. Other. This Agreement is the entire agreement between the parties regarding the
subject matter hereof. No amendment or modification of this Agreement will be valid
or binding upon the parties unless made in writing and signed by the duly authorized
representatives of both parties. If any provision, including without limitation any
condition, of this Agreement is held to be unenforceable, this Agreement and all
licenses and rights granted hereunder will immediately terminate. Waiver by Solace of
a breach of any provision of this Agreement or the failure by Solace to exercise any
right hereunder will not be construed as a waiver of any subsequent breach of that
right or as a waiver of any other right.

- End -

Version 1.0
January 1, 2023
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