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Update to dual MIT/StrongLoop license

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1 parent 3771e6c commit f4c5e783afd2c73a7b547a020c4dcef0a2ae32b2 @raymondfeng raymondfeng committed Feb 18, 2014
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  1. +293 −1 LICENSE
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294 LICENSE
@@ -1,4 +1,10 @@
-Copyright (c) 2013 StrongLoop, Inc.
+Copyright (c) 2013-2014 StrongLoop, Inc.
+
+loopback-connector-mongodb uses a 'dual license' model. Users may use
+loopback-connector-mongodb under the terms of the MIT license, or under the
+StrongLoop License. The text of both is included below.
+
+MIT license
Permission is hereby granted, free of charge, to any person obtaining a copy
of this software and associated documentation files (the "Software"), to deal
@@ -17,3 +23,289 @@ AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER
LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM,
OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN
THE SOFTWARE.
+
+StrongLoop License
+
+STRONGLOOP SUBSCRIPTION AGREEMENT
+PLEASE READ THIS AGREEMENT CAREFULLY BEFORE YOU AGREE TO THESE TERMS. IF YOU
+ARE ACTING ON BEHALF OF AN ENTITY, THEN YOU REPRESENT THAT YOU HAVE THE
+AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THAT ENTITY. IF YOU DO NOT
+AGREE TO THESE TERMS, YOU SHOULD NOT AGREE TO THE TERMS OF THIS AGREEMENT OR
+INSTALL OR USE THE SOFTWARE.
+This StrongLoop Subscription Agreement ("Agreement") is made by and between
+StrongLoop, Inc. ("StrongLoop") with its principal place of business at 107 S.
+B St, Suite 220, San Mateo, CA 94401 and the person or entity entering into this
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+is the date Customer agrees to these terms or installs or uses the Software (as
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+1. Subscriptions and Licenses.
+1.1 Subscriptions. StrongLoop offers five different subscription levels to its
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+not Customer upgrades or downgrades its Subscription. StrongLoop hereby agrees
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+1.4 Third-Party Software. The Software may include individual certain software
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+materials accompanying the Software, except that Sections 5 (Warranty
+Disclaimer) and 6 (Limitation of Liability) also govern Customer's use of the
+third-party software. Customer agrees to comply with the terms and conditions
+of the relevant third-party software licenses.
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+the Software other than the support services specifically described on the
+StrongLoop Site for the Subscription level procured by Customer. However,
+StrongLoop has endeavored to establish a community of users of the Software who
+have provided their own feedback, hints and advice regarding their experiences
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+means any and all information or proprietary materials (in every form and media)
+not generally known in the relevant trade or industry and which has been or is
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+five (5) years from the date of disclosure of the applicable Confidential
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+may disclose Confidential Information as required to comply with binding orders
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+gives StrongLoop reasonable written notice to allow StrongLoop to seek a
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+generalized ideas, concepts, know-how, methods, techniques or skills gained or
+learned during the Term or thereafter.
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+rights in the Software, Documentation, and related works, including but not
+limited to any derivative work of the foregoing and StrongLoop's licensors shall
+retain all intellectual property and proprietary rights in any Third-Party
+Software that may be provided with or as a part of the Software. Customer shall
+do nothing inconsistent with StrongLoop's or its licensors' title to the
+Software and the intellectual property rights embodied therein, including, but
+not limited to, transferring, loaning, selling, assigning, pledging, or
+otherwise disposing, encumbering, or suffering a lien or encumbrance upon or
+against any interest in the Software. The Software (including any Third-Party
+Software) contain copyrighted material, trade secrets and other proprietary
+material of StrongLoop and/or its licensors.
+5. Warranty Disclaimer. THE SOFTWARE (INCLUDING ANY THIRD-PARTY SOFTWARE) AND
+DOCUMENTATION MADE AVAILABLE TO CUSTOMER ARE PROVIDED "AS-IS" AND STRONGLOOP,
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+NOT WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR
+ERROR-FREE, THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED OR THAT THE SOFTWARE
+WILL PROVIDE OR ENSURE ANY PARTICULAR RESULTS OR OUTCOME. NO ORAL OR WRITTEN
+INFORMATION OR ADVICE GIVEN BY STRONGLOOP OR ITS AUTHORIZED REPRESENTATIVES
+SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY.
+STRONGLOOP IS NOT OBLIGATED TO PROVIDE CUSTOMER WITH UPGRADES TO THE SOFTWARE,
+BUT MAY ELECT TO DO SO IN ITS SOLE DISCRETION. SOME JURISDICTIONS DO NOT ALLOW
+THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO
+CUSTOMER.WITHOUT LIMITING THE GENERALITY OF THE FOREGOING DISCLAIMER, THE
+SOFTWARE AND DOCUMENTATION ARE NOT DESIGNED, MANUFACTURED OR INTENDED FOR USE IN
+THE PLANNING, CONSTRUCTION, MAINTENANCE, CONTROL, OR DIRECT OPERATION OF NUCLEAR
+FACILITIES, AIRCRAFT NAVIGATION, CONTROL OR COMMUNICATION SYSTEMS, WEAPONS
+SYSTEMS, OR DIRECT LIFE SUPPORT SYSTEMS.
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+ 6.1 Exclusion of Liability. IN NO EVENT WILL STRONGLOOP OR ITS LICENSORS
+ BE LIABLE UNDER THIS AGREEMENT FOR ANY INDIRECT, RELIANCE, PUNITIVE,
+ CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR INCIDENTAL DAMAGES OF ANY KIND AND
+ HOWEVER CAUSED (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF
+ BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION AND
+ THE LIKE), EVEN IF STRONGLOOP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
+ DAMAGES. CUSTOMER BEARS FULL RESPONSIBILITY FOR USE OF THE SOFTWARE AND
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+ SOFTWARE AND SUBSCRIPTION WILL ENSURE THAT CUSTOMER'S NETWORK WILL BE
+ AVAILABLE, SECURE, MONITORED OR PROTECTED AGAINST ANY DOWNTIME, DENIAL OF
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+ STRONGLOOP'S CUMULATIVE LIABILITY FOR ANY DAMAGES, LOSSES AND CAUSES OF
+ ACTION (WHETHER IN CONTRACT, TORT, INCLUDING NEGLIGENCE, OR OTHERWISE)
+ ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE GREATER OF ONE
+ HUNDRED DOLLARS (US$100) OR THE TOTAL SUBSCRIPTION FEES PAID BY CUSTOMER
+ TO STRONGLOOP IN THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM
+ ARISES.
+ 6.2 Limitation of Damages. IN NO EVENT WILL STRONGLOOP'S LICENSORS HAVE
+ ANY LIABILITY FOR ANY CLAIM ARISING IN CONNECTION WITH THIS AGREEMENT.
+ THE PROVISIONS OF THIS SECTION 6 ALLOCATE RISKS UNDER THIS AGREEMENT
+ BETWEEN CUSTOMER, STRONGLOOP AND STRONGLOOP'S SUPPLIERS. THE FOREGOING
+ LIMITATIONS, EXCLUSIONS AND DISCLAIMERS APPLY TO THE MAXIMUM EXTENT
+ PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS IN ITS ESSENTIAL
+ PURPOSE.
+ 6.3 Failure of Essential Purpose. THE PARTIES AGREE THAT THESE
+ LIMITATIONS SHALL APPLY EVEN IF THIS AGREEMENT OR ANY LIMITED REMEDY
+ SPECIFIED HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
+ 6.4 Allocation of Risk. The sections on limitation of liability and
+ disclaimer of warranties allocate the risks in the Agreement between the
+ parties. This allocation is an essential element of the basis of the
+ bargain between the parties.
+7. Term and Termination.
+7.1 This Agreement shall commence on the Effective Date and continue for so long
+as Customer has a valid Subscription and is current on the payment of any
+Subscription Fees required to be paid for that Subscription (the "Subscription
+Term"). Either party may terminate this Agreement immediately upon written
+notice to the other party, and the Subscription and licenses granted hereunder
+automatically terminate upon the termination of this Agreement. This Agreement
+will terminate immediately without notice from StrongLoop if Customer fails to
+comply with or otherwise breaches any provision of this Agreement.
+7.2 All Sections other than Section 1.1 (Subscriptions) and 1.2 (Licenses) shall
+survive the expiration or termination of this Agreement.
+8. Subscription Fees and Payments. StrongLoop, Customer agrees to pay
+StrongLoop the Subscription Fees as described on the StrongLoop Site for the
+Subscription purchased unless a different amount has been agreed to in a
+separate agreement between Customer and StrongLoop. In addition, Customer shall
+pay all sales, use, value added, withholding, excise taxes and other tax, duty,
+custom and similar fees levied upon the delivery or use of the Software and the
+Subscriptions described in this Agreement. Fees shall be invoiced in full upon
+StrongLoop's acceptance of Customer's purchase order for the Subscription. All
+invoices shall be paid in US dollars and are due upon receipt and shall be paid
+within thirty (30) days. Payments shall be made without right of set-off or
+chargeback. If Customer does not pay the invoices when due, StrongLoop may
+charge interest at one percent (1%) per month or the highest rate permitted by
+law, whichever is lower, on the unpaid balance from the original due date. If
+Customer fails to pay fees in accordance with this Section, StrongLoop may
+suspend fulfilling its obligations under this Agreement (including but not
+limited to suspending the services under the Subscription) until payment is
+received by StrongLoop. If any applicable law requires Customer to withhold
+amounts from any payments to StrongLoop under this Agreement, (a) Customer shall
+effect such withholding, remit such amounts to the appropriate taxing
+authorities and promptly furnish StrongLoop with tax receipts evidencing the
+payments of such amounts and (b) the sum payable by Customer upon which the
+deduction or withholding is based shall be increased to the extent necessary to
+ensure that, after such deduction or withholding, StrongLoop receives and
+retains, free from liability for such deduction or withholding, a net amount
+equal to the amount StrongLoop would have received and retained absent the
+required deduction or withholding.
+9. General.
+9.1 Compliance with Laws. Customer shall abide by all local, state, federal and
+international laws, rules, regulations and orders applying to Customer's use of
+the Software, including, without limitation, the laws and regulations of the
+United States that may restrict the export and re-export of certain commodities
+and technical data of United States origin, including the Software. Customer
+agrees that it will not export or re-export the Software without the appropriate
+United States or foreign government licenses.
+9.2 Entire Agreement. This Agreement constitutes the entire agreement between
+the parties concerning the subject matter hereof. This Agreement supersedes all
+prior or contemporaneous discussions, proposals and agreements between the
+parties relating to the subject matter hereof. No amendment, modification or
+waiver of any provision of this Agreement shall be effective unless in writing
+and signed by both parties. Any additional or different terms on any purchase
+orders issued by Customer to StrongLoop shall not be binding on either party,
+are hereby rejected by StrongLoop and void.
+9.3 Severability. If any provision of this Agreement is held to be invalid or
+unenforceable, the remaining portions shall remain in full force and effect and
+such provision shall be enforced to the maximum extent possible so as to effect
+the intent of the parties and shall be reformed to the extent necessary to make
+such provision valid and enforceable.
+9.4 Waiver. No waiver of rights by either party may be implied from any actions
+or failures to enforce rights under this Agreement.
+9.5 Force Majeure. Neither party shall be liable to the other for any delay or
+failure to perform due to causes beyond its reasonable control (excluding
+payment of monies due).
+9.6 No Third Party Beneficiaries. Unless otherwise specifically stated, the
+terms of this Agreement are intended to be and are solely for the benefit of
+StrongLoop and Customer and do not create any right in favor of any third party.
+9.7 Governing Law and Jurisdiction. This Agreement shall be governed by the
+laws of the State of California, without reference to the principles of
+conflicts of law. The provisions of the Uniform Computerized Information
+Transaction Act and United Nations Convention on Contracts for the International
+Sale of Goods shall not apply to this Agreement. The parties shall attempt to
+resolve any dispute related to this Agreement informally, initially through
+their respective management, and then by non-binding mediation in San Francisco
+County, California. Any litigation related to this Agreement shall be brought
+in the state or federal courts located in San Francisco County, California, and
+only in those courts and each party irrevocably waives any objections to such
+venue.
+9.8 Notices. All notices must be in writing and shall be effective three (3)
+days after the date sent to the other party's headquarters, Attention Chief
+Financial Officer.
View
5 package.json
@@ -23,5 +23,8 @@
"type": "git",
"url": "https://github.com/strongloop/loopback-connector-mongodb"
},
- "license": "MIT"
+ "license": {
+ "name": "Dual MIT/StrongLoop",
+ "url": "https://github.com/strongloop/loopback-connector-mongodb/blob/master/LICENSE"
+ }
}

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