Checkmarx End User Terms and Conditions (“Checkmarx T&Cs”)
- Checkmarx hereby grants JetBrains end user (“End User”) a non-exclusive, non-transferable, non-sublicensable license to access and use content extracts from the CxSCA Database made available through the JetBrains IDE Product (“CxSCA Database”), for End User’s internal business purposes, subject to the following: (i) End User’s compliance with Checkmarx T&Cs herein; and (ii) End User obtaining a license to use JetBrains IDE Product (in which the CxSCA Database is incorporated).This End User license to use the CxSCA Database shall remain valid during the term of End User’s license to use JetBrains’ IDE Product, unless earlier terminated by Checkmarx or JetBrains, at their sole discretion (“License Period”).
- Title to and ownership of all right, title and interest in and to the CxSCA Database will at all times be and remain with Checkmarx and its licensors. All rights not expressly granted herein are reserved by Checkmarx. At the end of the License Period, End User will promptly cease use of the CxSCA Database and shall, as applicable, destroy all copies of the CxSCA Database, its content and any related documentation. The license granted herein does not grant any rights whatsoever to the source code of the CxSCA Database.
- End User shall not and shall not permit any third party to: (i) reverse engineer, decompile, disassemble, or distribute the CxSCA Database, attempt to derive the source code of the CxSCA Database or any content included in the CxSCA Database, or remove or destroy any proprietary markings or proprietary legends placed upon or contained within the CxSCA Database and related materials; (ii) copy, reproduce, scrape rent, lease or lend the CxSCA Database or use the CxSCA Database for commercial services, use the CxSCA Database for the benefit of any third party, or for the provision of services to any third party; (iii) transfer, assign or otherwise provide third party with access to the CxSCA Database or any related materials; (iv) modify, enhance or alter any content included in the CxSCA Database, or publish any such content; (v) use the CxSCA Database for the purpose of competitive analysis, competitive benchmarking or to build a competitive software product or service; (vi) create derivative works or take any action in connection with the CxSCA Database that will affect Checkmarx’s intellectual property rights in any way;
- The CxSCA Database offered under these terms and conditions is offered to the End User on an “AS-IS” and “AS-AVAILABLE” basis, and CHECKMARX MAKES NO WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, AS TO ANY MATTER WHATSOEVER. IN PARTICULAR, AND WITHOUT LIMITING THE FOREGOING, ANY AND ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND OF NON-INFRINGEMENT ARE HEREBY EXPRESSLY DISCLAIMED. CHECKMARX DOES NOT WARRANT THAT THE CXSCA DATABASE WILL MEET THE REQUIREMENTS OF THE END USER, OR THAT THE CONTENT OF THE CXSCA DATABASE WILL BE ERROR FREE. END USER ACKNOWLEDGES AND AGREES THAT END USER’S USE OF THE CXSCA DATABASE DURING THE LICENSE PERIOD IS AT END USER’S SOLE RISK.
- CHECKMARX SHALL NOT BE LIABLE OR OBLIGATED IN ANY MANNER FOR ANY LOSSES, COSTS OR DAMAGES OF ANY KIND ARISING OUT OF OR RELATING TO THE CXSCA DATABASE, END USER’S USE OF THE CXSCA DATABASE, OR ANY SOFTWARE, SERVICE, DOCUMENTATION OR OTHER MATERIAL PROVIDED TO THE END USER UNDER THESE TERMS AND CONDITIONS, INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. EXCEPT FOR LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED AS A MATTER OF LAW, THE AGGREGATE LIABILITY OF CHECKMARX AND ITS LICENSORS UNDER OR FOR BREACH OF THESE TERMS AND CONDITIONS FOR ANY CAUSE WHATSOEVER SHALL NOT EXCEED THE LICENSE FEES PAID TO CHECKMARX BY THE END USER.
- Checkmarx T&Cs herein shall govern End User’s use of the CxSCA Database incorporated within JetBrains IDE Product. In case of any conflict between these Checkmarx T&Cs and JetBrains end user license agreement relating solely to the CxSCA Database, these Checkmarx T&Cs shall prevail.