﻿SUSE(r) Linux Enterprise Desktop 11 Service Pack 4

SUSE End User License Agreement

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").  The 
software product identified in the title of this Agreement for which 
You have acquired licenses, any media or reproductions (physical or 
virtual)   and accompanying documentation (collectively the 
"Software") is 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, 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 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

LICENSES.  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 (as defined 
below).  

"Organization" means a legal entity, excluding subsidiaries and 
affiliates with a separate existence for tax purposes or for legal 
personality purposes. An example of an Organization in the private 
sector would be a corporation, partnership, or trust, excluding any 
subsidiaries or affiliates of the organization with a separate tax 
identification number or company registration number. A public 
sector example of an Organization would be a specific government 
body or local government authority.

THIRD PARTY/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.  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 terms of the Subscription Offering Terms and Conditions 
available https://www.suse.com/products/terms_and_conditions.pdf. 
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.
  
RESTRICTIONS
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 "Third 
Party/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 Requirements. 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 Verification 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.  

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.

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.  

LIMITATION OF LIABILITY
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, 
STRICTLIABILITY 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.  

Verification. Licensor has the right to verify Your compliance with 
this Agreement. You agree to: (1)  Implement internal safeguards to 
prevent any unauthorized copying, distribution, installation, use 
of, or access to, the Software or Subscription Offerings; (2)  Keep 
records sufficient to certify Your compliance with this Agreement, 
and, upon request of Licensor, provide and certify metrics and/or 
reports based upon such records and account for both numbers of 
copies (by product and version) and network architectures as they 
may reasonably relate to Your licensing and deployment of the 
Software or Subscription Offerings; and  (3)  Allow a Licensor 
representative or an independent auditor ("Auditor") to inspect and 
audit Your (including any subsidiaries or affiliates or contractors 
with access), computers and records, during Your normal business 
hours, for compliance with the licensing terms for Licensor's 
software products and/or Subscription Offerings. Upon Licensor's and 
Auditor's presentation of their signed written confidentiality 
statement form to safeguard Your confidential information, You shall 
fully cooperate with such audit and provide any necessary assistance 
and access to records and computers. If an audit reveals that You 
have or at any time have had unlicensed installation, use of, or 
access to the Software or Subscription Offerings, You will, within 
30 days, purchase sufficient licenses or Subscription Offerings to 
cover any shortfall without benefit of any otherwise applicable 
discount and subject to fees reflecting the duration of the 
shortfall. If a shortfall of 5% or more is found, You must reimburse 
Licensor for the costs incurred in the audit. 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.  Please contact 
CRC@suse.com to request the transfer of licenses and assignment of 
this Agreement. 

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 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 
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.

U.S. Government Restricted Rights.  Use, duplication, or disclosure 
of any Deliverables by the U.S. Government is subject to the 
restrictions in FAR 52.227-14 (Dec 2007) Alternate III (Dec 2007), 
FAR  52.227-19 (Dec 2007), or DFARS 252.227-7013(b)(3) (Nov 1995), 
or applicable successor clauses.

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