End User License Agreement for SUSE Products
PLEASE READ THIS AGREEMENT CAREFULLY. BY PURCHASING, INSTALLING, 
DOWNLOADING OR OTHERWISE USING THE SOFTWARE (INCLUDING ITS 
COMPONENTS), YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT 
AGREE WITH THESE TERMS, YOU ARE NOT PERMITTED TO DOWNLOAD, INSTALL OR 
USE THE SOFTWARE AND YOU SHOULD NOTIFY THE PARTY FROM WHICH YOU 
PURCHASED THE SOFTWARE TO OBTAIN A REFUND. AN INDIVIDUAL ACTING ON 
BEHALF OF AN ENTITY REPRESENTS THAT HE OR SHE HAS THE AUTHORITY TO 
ENTER INTO THIS AGREEMENT ON BEHALF OF THAT ENTITY.

This End User License Agreement (“Agreement”) is a legal agreement 
between You (an entity or a person) and SUSE LLC (“Licensor”). SUSE 
(including Rancher) software products for which You have acquired 
licenses, any media or reproductions (physical or virtual) and 
accompanying documentation (collectively the “Software”) are 
protected by the copyright laws and treaties of the United States 
(“U.S.”) and other countries and is subject to the terms of this 
Agreement. If the laws of Your principal place of business require 
contracts to be in the local language to be enforceable, such local 
language version may be obtained from Licensor upon written request 
and shall be deemed to govern Your purchase of licenses to the 
Software. Any add-on, extension, update, mobile application, module, 
adapter or support release to the Software that You may download or 
receive that is not accompanied by a license agreement is Software 
and is governed by this Agreement. If the Software is an update or 
support release, then You must have validly licensed the version and 
quantity of the Software being updated or supported in order to 
install or use the update or support release.

Licensed Use
Open Source
Nothing in this Agreement shall restrict, limit or otherwise affect 
any rights or obligations You may have, or conditions to which You 
may be subject, under any applicable open source licenses to any open 
source code contained in the Software. The Software may include or be 
bundled with other software programs licensed under different terms 
and/or licensed by a third party other than Licensor. Use of any 
software programs accompanied by a separate license agreement is 
governed by that separate license agreement.

Subscription Services and Support
Licensor has no obligation to provide maintenance or support unless 
You purchase a subscription offering that expressly includes such 
services.  Licensor sells subscription offerings for the Software 
that entitles You to fee based technical support and/or internal use 
of Software updates provided on a specified annual period 
(“Subscription Offering”) and are subject to the SUSE’s product Terms 
and Conditions available at 
https://www.suse.com/products/terms_and_conditions.pdf (“Terms and 
Conditions”).

Marks
No right or license, express or implied, is granted under this 
Agreement with respect to any trademark, trade name or service mark 
of Licensor or its Affiliates or licensors (“Mark”). This Agreement 
does not permit you to distribute the Software or its components 
using Licensor's trademarks, regardless of whether the copy has been 
modified.  You may make a commercial redistribution of the Programs 
only if (a) permitted under a separate written agreement with 
Licensor authorizing such commercial redistribution, or (b) you 
remove and replace all occurrences of any Mark.

Ownership
No title to or ownership of the Software is transferred to You. 
Licensor and/or its third party licensors retain all right, title and 
interest in and to all intellectual property rights in the Software 
and Services, including any adaptations or copies thereof. The 
Software is not sold to You, You acquire only a conditional license 
to use the Software. Title, ownership rights and intellectual 
property rights in and to the content accessed through the Software 
are the property of the applicable content owner and may be protected 
by applicable copyright or other law. This Agreement gives You no 
rights to such content.

GENERAL LICENSE GRANT APPLICABLE UNLESS SPECIFIC PRODUCT LICENSE 
GRANT APPLIES (SEE BELOW)
The Software and each of its components are owned by Licensor or 
other licensors and are protected under copyright laws and other 
applicable laws. Subject to compliance with the terms and conditions 
of this Agreement, Licensor grants to You a perpetual, non-exclusive, 
non-transferable, worldwide license to reproduce and use copies of 
the Software within Your Organization.  
"Organization" means a legal entity and its Affiliates. “Affiliates” 
means entities that control, are controlled by, or are under common 
control with You. The above license is conditioned upon You being 
responsible and liable for any breach of the provisions of this 
Agreement by Your Affiliates.

LICENSE SPECIFIC TO SUSE Enterprise Storage Base Configuration
Subject to compliance with the terms and conditions of this 
Agreement, Licensor grants to You a perpetual, non-exclusive, 
non-transferable, worldwide license to reproduce and use within Your 
Organization (as defined above) up to four (4) copies of SUSE 
Enterprise Storage deployed on one (1) to two (2) CPU socket server 
nodes and up to four (4) copies of SUSE  Linux Enterprise Server 
deployed on the same one (1) to two (2) CPU socket server nodes for 
the sole purpose of running up to four (4) copies of the SES Object 
Storage Daemon (as defined in the Terms and 
Conditions) component on same server nodes within a specific 
storage cluster. With respect to the same storage cluster, Licensor 
grants to You a perpetual, non-exclusive, non-transferable, worldwide 
license to reproduce and use within Your Organization (as defined in 
the general license grant section above) up to six (6) copies of SUSE 
Enterprise Storage and up to six (6) copies of SUSE Linux Enterprise 
Server for the sole purpose of running up to six (6) SES 
Infrastructure Nodes (as defined in the Terms and Conditions) on the 
same storage cluster.

LICENSE SPECIFIC TO SUSE Enterprise Storage Expansion Node
Subject to compliance with the terms and conditions of this 
Agreement, Licensor grants to You a perpetual, non-exclusive, 
non-transferable, worldwide license to reproduce and use within Your 
Organization (as defined above) one (1) copy of SUSE Enterprise 
Storage deployed on a one (1) to two (2) CPU socket server node and 
one (1) copy of SUSE Linux Enterprise Server deployed on the same one 
(1) to two (2) CPU socket server node for the sole purpose of running 
one (1) copy  of the SES Object Storage Daemon (as defined in the 
Terms and Conditions) component on one (1) particular storage cluster 
provided that such storage cluster already has one (1) SUSE 
Enterprise Storage Base Configuration actively deployed.  With 
respect to the same storage cluster, Licensor grants to You a 
perpetual, non-exclusive, non-transferable, worldwide license to 
reproduce and use within Your Organization (as defined above) up to 
one (1) copy of SUSE Enterprise Storage and up to one (1) copy of 
SUSE Linux Enterprise Server for the sole purpose of running up to 
one (1) SES Infrastructure Node (as defined in the Terms and 
Conditions) on the same storage cluster.

LICENSE SPECIFIC TO SUSE LINUX Enterprise Point of Service
Subject to compliance with the terms and conditions of this 
Agreement, Licensor grants to You a perpetual, non-exclusive, 
non-transferable, worldwide license to reproduce and use copies of 
the Software within Your Organization (as defined above) solely in 
connection with, and for the duration of, your lawfully acquired 
licenses for SUSE Linux Enterprise Server, SUSE Linux Enterprise 
Desktop and associated products.  You agree to use SUSE Linux 
Enterprise Point of Service solely for the purpose of running a point 
of service infrastructure within Your Organization (as defined above) 
and not as a general purpose operating system.
 
LICENSE SPECIFIC TO SUSE LINUX Enterprise Micro
Subject to compliance with the terms and conditions of this 
Agreement, Licensor grants to You a perpetual, non-exclusive, 
non-transferable, worldwide license to reproduce and use copies of 
the Software within Your Organization (as defined above) solely in 
connection with, and for the duration of, your lawfully acquired 
licenses for SUSE Linux Enterprise Server, SUSE Linux Enterprise 
Desktop and associated products.  You agree to use SUSE Linux 
Enterprise Micro solely for the purpose of running within Edge and 
SUSE Embedded (appliance) deployments or as a hypervisor for SUSE 
Linux Enterprise Server within Your Organization (as defined above) 
and not as a general purpose operating system.

License Restrictions
The Software and each of its components are owned by Licensor and/or 
its licensors and are protected under copyright law and under other 
laws as applicable. Title to the Software and any component, or to 
any copy, modification, or merged portion shall remain with Licensor 
and other licensors, subject to the applicable license. Licensor 
reserves all rights not expressly granted to You. The Software is 
licensed for Your internal use only. Except as this Agreement 
expressly allows and without limiting any rights or obligations set 
forth in the “Open Source” section above, You may not (1) remove any 
patent, trademark, copyright, trade secret or other proprietary 
notices or labels on the Software or its documentation; (2) modify, 
alter, create derivative works, reverse engineer, decompile, or 
disassemble the Software except and only to the extent expressly 
permitted by applicable law; (3) transfer, assign, pledge, rent, 
timeshare, host or lease the Software, or sublicense any of Your 
license grants or rights under this Agreement; in whole or in part, 
without prior written permission of Licensor, (4) disclose the 
results of any performance, functional or other evaluation or 
benchmarking of the Software to any third party without the prior 
written permission of Licensor.

Outsourcing
Your license to use the Software may be used under the terms of this 
Agreement by a third party acting on Your behalf, such as a third 
party cloud provider or outsourcing vendor who manages or hosts 
(either remotely or virtually) the Software for You, subject to and 
conditioned upon Your adherence to the following: (1) You remain 
responsible for all of Your obligations under this Agreement and 
enter into an enforceable agreement with the third party that 
contains terms and conditions to protect Licensor's rights in the 
Software that are no less restrictive than those contained in this 
Agreement, including without limitation the Audits section below; (2) 
You prohibit use of the Software by the third party for any purpose 
other than Your sole benefit; (3) You are solely responsible to 
Licensor for any and all breaches of this Agreement by the third 
party; and (4) You are and will remain current on subscription 
purchases that cover all installations and deployments of the 
Software by the third party on Your behalf.

Appliance License
If, either directly from Licensor or from a third party, you have 
received a hardware, software or other appliance that uses the 
Software, You acknowledge and agree to use the Software solely for 
the purpose of running the appliance and not as a general purpose 
operating system.

Warranty and Liability
Limited Warranty
Licensor warrants that the media that the Software is delivered on 
will be free from defects in materials and manufacture under normal 
use for a period of sixty (60) days from the date of delivery to you. 
THE FOREGOING WARRANTY IS YOUR SOLE AND EXCLUSIVE REMEDY AND IS IN 
LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. SAVE FOR THE 
FOREGOING WARRANTY, THE SOFTWARE IS PROVIDED “AS IS” WITHOUT ANY 
WARRANTIES OF ANY KIND.

Services
Licensor warrants that any Services purchased will be supplied in a 
professional manner in accordance with generally accepted industry 
standards. This warranty will be effective for thirty (30) days 
following delivery of the Services. Upon any breach of this warranty, 
Licensor’s only obligation is to either correct the Services so that 
they comply with this warranty or at its option refund the amount You 
paid to Licensor for the portion of the Services that fail to comply 
with this warranty. You agree to take appropriate measures to isolate 
and back up Your systems.

THE SOFTWARE IS NOT DESIGNED, MANUFACTURED OR INTENDED FOR USE OR 
DISTRIBUTION WITH ON-LINE CONTROL EQUIPMENT IN HAZARDOUS ENVIRONMENTS 
REQUIRING FAIL-SAFE PERFORMANCE, SUCH AS IN THE OPERATION OF NUCLEAR 
FACILITIES, AIRCRAFT NAVIGATION, COMMUNICATION, OR CONTROL SYSTEMS, 
DIRECT LIFE SUPPORT MACHINES, WEAPONS SYSTEMS, OR OTHER USES IN WHICH 
FAILURE OF THE SOFTWARE COULD LEAD DIRECTLY TO DEATH, PERSONAL 
INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.

Non-Licensor Products
The Software may include or be bundled with hardware or other 
software programs or services licensed or sold by an entity other 
than Licensor. LICENSOR DOES NOT WARRANT NON-LICENSOR PRODUCTS OR 
SERVICES. ANY SUCH PRODUCTS OR SERVICES ARE PROVIDED ON AN “AS IS” 
BASIS. WARRANTY SERVICE IF ANY FOR NON-LICENSOR PRODUCTS IS PROVIDED 
BY THE PRODUCT LICENSOR IN ACCORDANCE WITH THEIR APPLICABLE WARRANTY.

EXCEPT AS OTHERWISE RESTRICTED BY LAW, LICENSOR DISCLAIMS AND 
EXCLUDES ANY AND ALL IMPLIED WARRANTIES INCLUDING ANY WARRANTIES OF 
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR 
NON-INFRINGEMENT NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF 
DEALING, COURSE OF PERFORMANCE OR TRADE USAGE. LICENSOR MAKES NO 
WARRANTY, REPRESENTATION OR PROMISE NOT EXPRESSLY SET FORTH IN THIS 
LIMITED WARRANTY. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE OR 
SERVICES WILL SATISFY YOUR REQUIREMENTS, BE COMPATIBLE WITH ALL 
OPERATING SYSTEMS, OR THAT THE OPERATION OF THE SOFTWARE OR SERVICES 
WILL BE UNINTERRUPTED OR ERROR-FREE. THE FOREGOING EXCLUSIONS AND 
DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORMED THE 
BASIS FOR DETERMINING THE PRICE CHARGED FOR THE PRODUCTS. Some 
jurisdictions do not allow certain disclaimers and limitations of 
warranties, so portions of the above limitations may not apply to 
You. This limited warranty gives You specific rights and You may also 
have other rights which vary by state or jurisdiction.
 
Consequential Losses
NEITHER LICENSOR NOR ANY OF ITS THIRD PARTY LICENSORS, SUBSIDIARIES, 
OR EMPLOYEES WILL IN ANY CASE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, 
CONSEQUENTIAL, INDIRECT, TORT, ECONOMIC OR PUNITIVE DAMAGES, WHETHER 
BASED ON CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER TORT, BREACH 
OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, INCLUDING WITHOUT 
LIMITATION LOSS OF PROFITS, BUSINESS OR DATA, EVEN IF ADVISED OF THE 
POSSIBILITY OF THOSE DAMAGES.

Direct Damages
IN NO EVENT WILL LICENSOR'S AGGREGATE LIABILITY FOR DIRECT DAMAGES TO 
PROPERTY OR PERSON (WHETHER IN ONE INSTANCE OR A SERIES OF INSTANCES) 
EXCEED 1.25 TIMES THE AMOUNT PAID BY YOU FOR THE SOFTWARE OR SERVICES 
OUT OF WHICH SUCH CLAIM AROSE (OR $50 (U.S.) IF YOU RECEIVED THE 
SOFTWARE FREE OF CHARGE).

The above exclusions and limitations will not apply to claims 
relating to death or personal injury caused by the negligence of 
Licensor or its employees, agents or contractors. In those 
jurisdictions that do not allow the exclusion or limitation of 
damages, including, without limitation, damages for breach of any 
implied terms as to title or quiet enjoyment of any Software obtained 
pursuant to this Agreement or for fraudulent misrepresentation, 
Licensor's liability shall be limited or excluded to the maximum 
extent allowed within those jurisdictions.

General Terms
Term
This Agreement becomes effective on the date You legally acquire the 
Software and will automatically terminate if You breach any of its 
terms.

Audits
Licensor or an Auditor (as defined below) has the right to verify 
Your compliance with this Agreement. You agree to:
    1. Recordkeeping. Keep, and upon Licensor's request, provide 
records, sufficient to certify Your compliance with this Agreement 
based on the applicable license metric, SUSE’s Compliance Charter 
located at https://www.suse.com/company/legal/compliance-charter and 
the Terms and Conditions   for the Software. This may include without 
limitation serial numbers, license keys, logs, the location, model 
(including quantity and type of processor) and serial number of all 
machines on which the Software is installed or accessed or from which 
the Software can be accessed, the names (including corporate entity) 
and number of users accessing or authorized to access the Software, 
metrics, reports, copies of the Software (by product and version), 
and network architecture diagrams as they may relate to Your 
licensing and deployment of the Software and associated support and 
maintenance;
    2. Questionnaire. Within seven (7) days of Licensor's request, 
You shall furnish Licensor or its designated independent auditor 
("Auditor") a completed questionnaire provided by Licensor or 
Auditor, accompanied with a written statement signed by a director of 
Your Organization certifying the accuracy of the information 
provided; and
    3. Access. Provide representatives of Licensor or Auditor any 
necessary assistance and access to records and computers to allow an 
inspection and audit of Your computers and records, during Your 
normal business hours, for compliance with the applicable Agreement 
and fully cooperate with such audit.
    4. Non-Compliance. In the event that You have, or at any time 
have had, unlicensed installation, use of, or access to the Software 
or have otherwise breached this Agreement (a "Non-Compliance"), 
without prejudice to any other rights or remedies Licensor may have, 
including, without limitation, injunctive relief, You shall, within 
thirty (30) days' notice of such Non-Compliance to You, purchase 
sufficient licenses and or subscriptions and associated support and 
maintenance to cure the Non-Compliance, by paying Licensor's current 
(as of the date of such additional purchase) list license fees and 
12-month support and maintenance fees to Licensor for such additional 
licenses, plus Licensor's current (as of the date of such additional 
purchase) list term license and support and maintenance fees and 
interest (compounded at 1.5% monthly or the maximum rate permitted by 
applicable law if lower) for such additional licenses for the time 
period from the commencement of the Non-Compliance until payment of 
the aforementioned fees, with interest payable even if an invoice was 
not issued at the time the Non-Compliance occurred. If Your 
Non-Compliance results in an underpayment of license fees of 5% or 
greater, You shall also reimburse Licensor for the reasonable cost of 
such audit in addition to other amounts due.

Transfer
This Agreement and the associated licenses purchased for use of the 
Software may not be transferred or assigned without the prior written 
approval of Licensor. Any such attempted transfer or assignment shall 
be void and of no effect.

Law
All matters arising out of or relating to this Agreement will be 
governed by the substantive laws of the United States and the State 
of Utah without regard to its choice of law provisions. Any suit, 
action or proceeding arising out of or relating to this Agreement may 
only be brought before a federal or state court of appropriate 
jurisdiction in Utah.  If a party initiates Agreement-related legal 
proceedings, the prevailing party will be entitled to recover 
reasonable attorneys' fees.  If, however, Your principal place of 
business is a member state of the European Union or the European Free 
Trade Association, (1) the courts of Ireland shall have exclusive 
jurisdiction over any action of law relating to this Agreement; and 
(2) where the laws of such country of Your principal place of 
business are required to be applied to any such action of law the 
laws of that country shall apply.  The application of the United 
Nations Convention of Contracts for the International Sale of Goods 
is expressly excluded.

Entire Agreement
This Agreement, together with any other purchase documents or other 
agreement between You and Licensor, sets forth the entire 
understanding and agreement between You and Licensor and may be 
amended or modified only by a written agreement agreed to by You and 
an authorized representative of Licensor. NO THIRD PARTY LICENSOR, 
DISTRIBUTOR, DEALER, RETAILER, RESELLER, SALES PERSON, OR EMPLOYEE IS 
AUTHORIZED TO MODIFY THIS AGREEMENT OR TO MAKE ANY REPRESENTATION OR 
PROMISE THAT IS DIFFERENT FROM, OR IN ADDITION TO, THE TERMS OF THIS 
AGREEMENT.

Waiver
No waiver of any right under this Agreement will be effective unless 
in writing, signed by a duly authorized representative of the party 
to be bound. No waiver of any past or present right arising from any 
breach or failure to perform will be deemed to be a waiver of any 
future right arising under this Agreement.

Severability
If any provision in this Agreement is invalid or unenforceable, that 
provision will be construed, limited, modified or, if necessary, 
severed, to the extent necessary, to eliminate its invalidity or 
unenforceability, and the other provisions of this Agreement will 
remain unaffected.

Export Compliance
You acknowledge that Licensor’s products and/or technology are 
subject to the U.S. Export Administration Regulations (the “EAR”) and 
You agree to comply with the EAR. You will not export or re-export 
Licensor’s products, directly or indirectly, to: (1) any countries 
that are subject to US export restrictions; (2) any end user who You 
know or have reason to know will utilize Licensor’s products in the 
design, development or production of nuclear, chemical or biological 
weapons, or rocket systems, space launch vehicles, and sounding 
rockets, or unmanned air vehicle systems, except as authorized by the 
relevant government agency by regulation or specific license; or (3) 
any end user who has been prohibited from participating in the US 
export transactions by any federal agency of the US government. By 
downloading or using the Software, You are agreeing to the foregoing 
and You are representing and warranting that You are not located in, 
under the control of, or a national or resident of any such country 
or on any such list. In addition, You are responsible for complying 
with any local laws in Your jurisdiction which may impact Your right 
to import, export or use Licensor’s products. Please consult the 
Bureau of Industry and Security web page https://www.bis.doc.gov 
before exporting items subject to the EAR. For more information on 
exporting Software, including the applicable Export Control 
Classification Number (ECCN) and associated license exception (as 
applicable), see https://www.suse.com/company/legal/. Upon request, 
Licensor’s International Trade Services Department can provide 
information regarding applicable export restrictions for Licensor 
products. Licensor assumes no responsibility for Your failure to 
obtain any necessary export approvals.

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