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-ELASTIC LICENSE AGREEMENT
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+Elastic License 2.0
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-PLEASE READ CAREFULLY THIS ELASTIC LICENSE AGREEMENT (THIS "AGREEMENT"), WHICH
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-CONSTITUTES A LEGALLY BINDING AGREEMENT AND GOVERNS ALL OF YOUR USE OF ALL OF
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-THE ELASTIC SOFTWARE WITH WHICH THIS AGREEMENT IS INCLUDED ("ELASTIC SOFTWARE")
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-THAT IS PROVIDED IN OBJECT CODE FORMAT, AND, IN ACCORDANCE WITH SECTION 2 BELOW,
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-CERTAIN OF THE ELASTIC SOFTWARE THAT IS PROVIDED IN SOURCE CODE FORMAT. BY
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-INSTALLING OR USING ANY OF THE ELASTIC SOFTWARE GOVERNED BY THIS AGREEMENT, YOU
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-ARE ASSENTING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE
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-WITH SUCH TERMS AND CONDITIONS, YOU MAY NOT INSTALL OR USE THE ELASTIC SOFTWARE
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-GOVERNED BY THIS AGREEMENT. IF YOU ARE INSTALLING OR USING THE SOFTWARE ON
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-BEHALF OF A LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE ACTUAL
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-AUTHORITY TO AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT ON BEHALF OF
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-SUCH ENTITY.
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+URL: https://www.elastic.co/licensing/elastic-license
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-Posted Date: April 20, 2018
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+## Acceptance
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-This Agreement is entered into by and between Elasticsearch BV ("Elastic") and
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-You, or the legal entity on behalf of whom You are acting (as applicable,
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-"You").
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+By using the software, you agree to all of the terms and conditions below.
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-1. OBJECT CODE END USER LICENSES, RESTRICTIONS AND THIRD PARTY OPEN SOURCE
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-SOFTWARE
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+## Copyright License
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- 1.1 Object Code End User License. Subject to the terms and conditions of
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- Section 1.2 of this Agreement, Elastic hereby grants to You, AT NO CHARGE and
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- for so long as you are not in breach of any provision of this Agreement, a
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- License to the Basic Features and Functions of the Elastic Software.
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+The licensor grants you a non-exclusive, royalty-free, worldwide,
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+non-sublicensable, non-transferable license to use, copy, distribute, make
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+available, and prepare derivative works of the software, in each case subject to
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+the limitations and conditions below.
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- 1.2 Reservation of Rights; Restrictions. As between Elastic and You, Elastic
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- and its licensors own all right, title and interest in and to the Elastic
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- Software, and except as expressly set forth in Sections 1.1, and 2.1 of this
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- Agreement, no other license to the Elastic Software is granted to You under
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- this Agreement, by implication, estoppel or otherwise. You agree not to: (i)
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- reverse engineer or decompile, decrypt, disassemble or otherwise reduce any
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- Elastic Software provided to You in Object Code, or any portion thereof, to
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- Source Code, except and only to the extent any such restriction is prohibited
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- by applicable law, (ii) except as expressly permitted in this Agreement,
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- prepare derivative works from, modify, copy or use the Elastic Software Object
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- Code or the Commercial Software Source Code in any manner; (iii) except as
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- expressly permitted in Section 1.1 above, transfer, sell, rent, lease,
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- distribute, sublicense, loan or otherwise transfer, Elastic Software Object
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- Code, in whole or in part, to any third party; (iv) use Elastic Software
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- Object Code for providing time-sharing services, any software-as-a-service,
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- service bureau services or as part of an application services provider or
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- other service offering (collectively, "SaaS Offering") where obtaining access
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- to the Elastic Software or the features and functions of the Elastic Software
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- is a primary reason or substantial motivation for users of the SaaS Offering
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- to access and/or use the SaaS Offering ("Prohibited SaaS Offering"); (v)
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- circumvent the limitations on use of Elastic Software provided to You in
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- Object Code format that are imposed or preserved by any License Key, or (vi)
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- alter or remove any Marks and Notices in the Elastic Software. If You have any
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- question as to whether a specific SaaS Offering constitutes a Prohibited SaaS
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- Offering, or are interested in obtaining Elastic's permission to engage in
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- commercial or non-commercial distribution of the Elastic Software, please
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- contact elastic_license@elastic.co.
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+## Limitations
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- 1.3 Third Party Open Source Software. The Commercial Software may contain or
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- be provided with third party open source libraries, components, utilities and
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- other open source software (collectively, "Open Source Software"), which Open
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- Source Software may have applicable license terms as identified on a website
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- designated by Elastic. Notwithstanding anything to the contrary herein, use of
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- the Open Source Software shall be subject to the license terms and conditions
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- applicable to such Open Source Software, to the extent required by the
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- applicable licensor (which terms shall not restrict the license rights granted
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- to You hereunder, but may contain additional rights). To the extent any
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- condition of this Agreement conflicts with any license to the Open Source
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- Software, the Open Source Software license will govern with respect to such
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- Open Source Software only. Elastic may also separately provide you with
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- certain open source software that is licensed by Elastic. Your use of such
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- Elastic open source software will not be governed by this Agreement, but by
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- the applicable open source license terms.
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+You may not provide the software to third parties as a hosted or managed
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+service, where the service provides users with access to any substantial set of
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+the features or functionality of the software.
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-2. COMMERCIAL SOFTWARE SOURCE CODE
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+You may not move, change, disable, or circumvent the license key functionality
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+in the software, and you may not remove or obscure any functionality in the
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+software that is protected by the license key.
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- 2.1 Limited License. Subject to the terms and conditions of Section 2.2 of
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- this Agreement, Elastic hereby grants to You, AT NO CHARGE and for so long as
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- you are not in breach of any provision of this Agreement, a limited,
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- non-exclusive, non-transferable, fully paid up royalty free right and license
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- to the Commercial Software in Source Code format, without the right to grant
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- or authorize sublicenses, to prepare Derivative Works of the Commercial
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- Software, provided You (i) do not hack the licensing mechanism, or otherwise
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- circumvent the intended limitations on the use of Elastic Software to enable
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- features other than Basic Features and Functions or those features You are
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- entitled to as part of a Subscription, and (ii) use the resulting object code
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- only for reasonable testing purposes.
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+You may not alter, remove, or obscure any licensing, copyright, or other notices
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+of the licensor in the software. Any use of the licensor’s trademarks is subject
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+to applicable law.
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- 2.2 Restrictions. Nothing in Section 2.1 grants You the right to (i) use the
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- Commercial Software Source Code other than in accordance with Section 2.1
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- above, (ii) use a Derivative Work of the Commercial Software outside of a
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- Non-production Environment, in any production capacity, on a temporary or
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- permanent basis, or (iii) transfer, sell, rent, lease, distribute, sublicense,
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- loan or otherwise make available the Commercial Software Source Code, in whole
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- or in part, to any third party. Notwithstanding the foregoing, You may
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- maintain a copy of the repository in which the Source Code of the Commercial
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- Software resides and that copy may be publicly accessible, provided that you
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- include this Agreement with Your copy of the repository.
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+## Patents
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-3. TERMINATION
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+The licensor grants you a license, under any patent claims the licensor can
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+license, or becomes able to license, to make, have made, use, sell, offer for
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+sale, import and have imported the software, in each case subject to the
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+limitations and conditions in this license. This license does not cover any
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+patent claims that you cause to be infringed by modifications or additions to
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+the software. If you or your company make any written claim that the software
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+infringes or contributes to infringement of any patent, your patent license for
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+the software granted under these terms ends immediately. If your company makes
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+such a claim, your patent license ends immediately for work on behalf of your
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+company.
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- 3.1 Termination. This Agreement will automatically terminate, whether or not
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- You receive notice of such Termination from Elastic, if You breach any of its
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- provisions.
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+## Notices
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- 3.2 Post Termination. Upon any termination of this Agreement, for any reason,
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- You shall promptly cease the use of the Elastic Software in Object Code format
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- and cease use of the Commercial Software in Source Code format. For the
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- avoidance of doubt, termination of this Agreement will not affect Your right
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- to use Elastic Software, in either Object Code or Source Code formats, made
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- available under the Apache License Version 2.0.
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+You must ensure that anyone who gets a copy of any part of the software from you
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+also gets a copy of these terms.
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- 3.3 Survival. Sections 1.2, 2.2. 3.3, 4 and 5 shall survive any termination or
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- expiration of this Agreement.
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+If you modify the software, you must include in any modified copies of the
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+software prominent notices stating that you have modified the software.
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-4. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
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+## No Other Rights
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- 4.1 Disclaimer of Warranties. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE
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- LAW, THE ELASTIC SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND,
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- AND ELASTIC AND ITS LICENSORS MAKE NO WARRANTIES WHETHER EXPRESSED, IMPLIED OR
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- STATUTORY REGARDING OR RELATING TO THE ELASTIC SOFTWARE. TO THE MAXIMUM EXTENT
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- PERMITTED UNDER APPLICABLE LAW, ELASTIC AND ITS LICENSORS SPECIFICALLY
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- DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
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- PURPOSE AND NON-INFRINGEMENT WITH RESPECT TO THE ELASTIC SOFTWARE, AND WITH
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- RESPECT TO THE USE OF THE FOREGOING. FURTHER, ELASTIC DOES NOT WARRANT RESULTS
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- OF USE OR THAT THE ELASTIC SOFTWARE WILL BE ERROR FREE OR THAT THE USE OF THE
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- ELASTIC SOFTWARE WILL BE UNINTERRUPTED.
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+These terms do not imply any licenses other than those expressly granted in
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+these terms.
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- 4.2 Limitation of Liability. IN NO EVENT SHALL ELASTIC OR ITS LICENSORS BE
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- LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT OR INDIRECT DAMAGES,
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- INCLUDING, WITHOUT LIMITATION, FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS
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- INTERRUPTION, LOSS OF DATA, COST OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY
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- SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, IN CONNECTION WITH
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- OR ARISING OUT OF THE USE OR INABILITY TO USE THE ELASTIC SOFTWARE, OR THE
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- PERFORMANCE OF OR FAILURE TO PERFORM THIS AGREEMENT, WHETHER ALLEGED AS A
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- BREACH OF CONTRACT OR TORTIOUS CONDUCT, INCLUDING NEGLIGENCE, EVEN IF ELASTIC
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- HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
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+## Termination
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-5. MISCELLANEOUS
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+If you use the software in violation of these terms, such use is not licensed,
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+and your licenses will automatically terminate. If the licensor provides you
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+with a notice of your violation, and you cease all violation of this license no
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+later than 30 days after you receive that notice, your licenses will be
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+reinstated retroactively. However, if you violate these terms after such
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+reinstatement, any additional violation of these terms will cause your licenses
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+to terminate automatically and permanently.
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- This Agreement completely and exclusively states the entire agreement of the
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- parties regarding the subject matter herein, and it supersedes, and its terms
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- govern, all prior proposals, agreements, or other communications between the
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- parties, oral or written, regarding such subject matter. This Agreement may be
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- modified by Elastic from time to time, and any such modifications will be
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- effective upon the "Posted Date" set forth at the top of the modified
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- Agreement. If any provision hereof is held unenforceable, this Agreement will
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- continue without said provision and be interpreted to reflect the original
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- intent of the parties. This Agreement and any non-contractual obligation
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- arising out of or in connection with it, is governed exclusively by Dutch law.
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- This Agreement shall not be governed by the 1980 UN Convention on Contracts
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- for the International Sale of Goods. All disputes arising out of or in
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- connection with this Agreement, including its existence and validity, shall be
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- resolved by the courts with jurisdiction in Amsterdam, The Netherlands, except
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- where mandatory law provides for the courts at another location in The
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- Netherlands to have jurisdiction. The parties hereby irrevocably waive any and
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- all claims and defenses either might otherwise have in any such action or
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- proceeding in any of such courts based upon any alleged lack of personal
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- jurisdiction, improper venue, forum non conveniens or any similar claim or
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- defense. A breach or threatened breach, by You of Section 2 may cause
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- irreparable harm for which damages at law may not provide adequate relief, and
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- therefore Elastic shall be entitled to seek injunctive relief without being
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- required to post a bond. You may not assign this Agreement (including by
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- operation of law in connection with a merger or acquisition), in whole or in
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- part to any third party without the prior written consent of Elastic, which
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- may be withheld or granted by Elastic in its sole and absolute discretion.
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- Any assignment in violation of the preceding sentence is void. Notices to
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- Elastic may also be sent to legal@elastic.co.
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+## No Liability
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-6. DEFINITIONS
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+*As far as the law allows, the software comes as is, without any warranty or
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+condition, and the licensor will not be liable to you for any damages arising
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+out of these terms or the use or nature of the software, under any kind of
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+legal claim.*
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- The following terms have the meanings ascribed:
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+## Definitions
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- 6.1 "Affiliate" means, with respect to a party, any entity that controls, is
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- controlled by, or which is under common control with, such party, where
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- "control" means ownership of at least fifty percent (50%) of the outstanding
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- voting shares of the entity, or the contractual right to establish policy for,
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- and manage the operations of, the entity.
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+The **licensor** is the entity offering these terms, and the **software** is the
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+software the licensor makes available under these terms, including any portion
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+of it.
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- 6.2 "Basic Features and Functions" means those features and functions of the
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- Elastic Software that are eligible for use under a Basic license, as set forth
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- at https://www.elastic.co/subscriptions, as may be modified by Elastic from
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- time to time.
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+**you** refers to the individual or entity agreeing to these terms.
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- 6.3 "Commercial Software" means the Elastic Software Source Code in any file
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- containing a header stating the contents are subject to the Elastic License or
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- which is contained in the repository folder labeled "x-pack", unless a LICENSE
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- file present in the directory subtree declares a different license.
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+**your company** is any legal entity, sole proprietorship, or other kind of
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+organization that you work for, plus all organizations that have control over,
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+are under the control of, or are under common control with that
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+organization. **control** means ownership of substantially all the assets of an
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+entity, or the power to direct its management and policies by vote, contract, or
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+otherwise. Control can be direct or indirect.
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- 6.4 "Derivative Work of the Commercial Software" means, for purposes of this
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- Agreement, any modification(s) or enhancement(s) to the Commercial Software,
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- which represent, as a whole, an original work of authorship.
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+**your licenses** are all the licenses granted to you for the software under
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+these terms.
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- 6.5 "License" means a limited, non-exclusive, non-transferable, fully paid up,
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- royalty free, right and license, without the right to grant or authorize
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- sublicenses, solely for Your internal business operations to (i) install and
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- use the applicable Features and Functions of the Elastic Software in Object
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- Code, and (ii) permit Contractors and Your Affiliates to use the Elastic
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- software as set forth in (i) above, provided that such use by Contractors must
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- be solely for Your benefit and/or the benefit of Your Affiliates, and You
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- shall be responsible for all acts and omissions of such Contractors and
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- Affiliates in connection with their use of the Elastic software that are
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- contrary to the terms and conditions of this Agreement.
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+**use** means anything you do with the software requiring one of your licenses.
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- 6.6 "License Key" means a sequence of bytes, including but not limited to a
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- JSON blob, that is used to enable certain features and functions of the
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- Elastic Software.
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-
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- 6.7 "Marks and Notices" means all Elastic trademarks, trade names, logos and
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- notices present on the Documentation as originally provided by Elastic.
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-
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- 6.8 "Non-production Environment" means an environment for development, testing
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- or quality assurance, where software is not used for production purposes.
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-
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- 6.9 "Object Code" means any form resulting from mechanical transformation or
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- translation of Source Code form, including but not limited to compiled object
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- code, generated documentation, and conversions to other media types.
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-
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- 6.10 "Source Code" means the preferred form of computer software for making
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- modifications, including but not limited to software source code,
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- documentation source, and configuration files.
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-
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- 6.11 "Subscription" means the right to receive Support Services and a License
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- to the Commercial Software.
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-
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-
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-GOVERNMENT END USER ADDENDUM TO THE ELASTIC LICENSE AGREEMENT
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-
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- This ADDENDUM TO THE ELASTIC LICENSE AGREEMENT (this "Addendum") applies
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-only to U.S. Federal Government, State Government, and Local Government
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-entities ("Government End Users") of the Elastic Software. This Addendum is
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-subject to, and hereby incorporated into, the Elastic License Agreement,
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-which is being entered into as of even date herewith, by Elastic and You (the
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-"Agreement"). This Addendum sets forth additional terms and conditions
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-related to Your use of the Elastic Software. Capitalized terms not defined in
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-this Addendum have the meaning set forth in the Agreement.
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-
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- 1. LIMITED LICENSE TO DISTRIBUTE (DSOP ONLY). Subject to the terms and
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-conditions of the Agreement (including this Addendum), Elastic grants the
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-Department of Defense Enterprise DevSecOps Initiative (DSOP) a royalty-free,
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-non-exclusive, non-transferable, limited license to reproduce and distribute
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-the Elastic Software solely through a software distribution repository
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-controlled and managed by DSOP, provided that DSOP: (i) distributes the
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-Elastic Software complete and unmodified, inclusive of the Agreement
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-(including this Addendum) and (ii) does not remove or alter any proprietary
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-legends or notices contained in the Elastic Software.
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-
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- 2. CHOICE OF LAW. The choice of law and venue provisions set forth shall
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-prevail over those set forth in Section 5 of the Agreement.
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-
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- "For U.S. Federal Government Entity End Users. This Agreement and any
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- non-contractual obligation arising out of or in connection with it, is
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- governed exclusively by U.S. Federal law. To the extent permitted by
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- federal law, the laws of the State of Delaware (excluding Delaware choice
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- of law rules) will apply in the absence of applicable federal law.
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-
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- For State and Local Government Entity End Users. This Agreement and any
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- non-contractual obligation arising out of or in connection with it, is
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- governed exclusively by the laws of the state in which you are located
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- without reference to conflict of laws. Furthermore, the Parties agree that
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- the Uniform Computer Information Transactions Act or any version thereof,
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- adopted by any state in any form ('UCITA'), shall not apply to this
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- Agreement and, to the extent that UCITA is applicable, the Parties agree to
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- opt out of the applicability of UCITA pursuant to the opt-out provision(s)
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- contained therein."
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-
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- 3. ELASTIC LICENSE MODIFICATION. Section 5 of the Agreement is hereby
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-amended to replace
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-
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- "This Agreement may be modified by Elastic from time to time, and any
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- such modifications will be effective upon the "Posted Date" set forth at
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- the top of the modified Agreement."
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-
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- with:
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-
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- "This Agreement may be modified by Elastic from time to time; provided,
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- however, that any such modifications shall apply only to Elastic Software
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- that is installed after the "Posted Date" set forth at the top of the
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- modified Agreement."
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-
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-V100820.0
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+**trademark** means trademarks, service marks, and similar rights.
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