SpreadsheetImporter Commercial License (Version 2.0.0+)
Effective Date: upon release of version 2.0.0
Licensor: Marian Zeis (“Licensor”)
1. Definitions
- “Software” – all code, documentation and other materials in this repository identified as versions 2.0.0 and above of “UI5-CC-SpreadsheetImporter”, as published by Licensor.
- “Non-Production Use” – use in development, test or evaluation environments. It explicitly excludes serving real end-users or processing live data.
- “Production Use” – any use that serves end-users, handles live data or runs as part of a live service.
- “Resale” / “Commercial Distribution” – embedding, bundling or otherwise including the Software in a product or service offered to third parties (paid or free).
- “Partner Plan” – a subscription purchased by a consulting, service or similar company that allows it to use and deploy the Software in solutions delivered to its own customers, as further described in Section 3a.
- “Partner” – a Licensee that has purchased a Partner Plan.
- “Partner Customer” – a customer of a Partner to whom the Partner delivers an application or solution that includes the Software.
- “Deployment” – an installation of the Software in a Partner Customer’s system landscape as part of one productive UI5/Fiori application.
2. Licence grant for Non-Production Use
Subject to compliance with this Licence, Licensor grants you a royalty-free, worldwide, non-exclusive right to use, modify and copy the Software solely for Non-Production Use. No other rights are granted.
3. Production or Commercial Use requires a paid licence
- Production Use – requires a paid commercial licence.
- Resale / Partner Use – if you are a service or consulting company and want to include the Software in solutions you deliver to your customers, you must purchase a Partner Plan as set out in Section 3a.
- How to obtain – visit https://spreadsheet-importer.com/ or e-mail marian@marianzeis.de.
3a. Partner / Resale Licence
- Grant. If Licensee purchases a Partner Plan, Licensor grants Licensee, for the term of the Partner Plan and subject to timely payment of all fees, a non-exclusive and non-transferable licence to (i) use the Software for Licensee’s own Non-Production and Production Use, and (ii) install and deploy the Software in Partner Customers’ systems as part of applications and solutions delivered by Licensee.
- Unlimited deployments. Partner Plans are unlimited in number of Deployments within the scope of the Partner Plan (for example, for the Partner legal entity or entities named in the order).
- Runtime right for Partner Customers. Each Partner Customer receives only a runtime right to use the Software as installed by the Partner in that Partner Customer’s system. Partner Customers may not copy, distribute or sub-license the Software separately from the delivered application and may not extract or reuse the Software outside of that application.
- Commercial relationship. Licensor’s commercial relationship is solely with the Partner. The Partner’s customers do not need to obtain a separate licence from Licensor for the Deployments performed by the Partner under its Partner Plan.
- Support. Partner shall provide first-line support to its Partner Customers. Licensor shall have no direct support or warranty obligations towards Partner Customers unless separately agreed in writing.
- Affiliates and subcontractors. Partner may permit its employees and, under Partner’s control, its affiliates and subcontractors to use the Software solely to deliver Partner’s projects to Partner Customers. Partner remains fully liable for their compliance with this Licence.
4. No implied support or maintenance
The Software is provided without maintenance, support or updates. Support may be purchased under a separate agreement. Partners are responsible for first-line support to their own customers as stated in Section 3a.
5. Disclaimer of warranty
THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED.
6. Termination
- Breach of this Licence automatically terminates your rights.
- Upon termination you must cease all use of the Software.
- Sections 4 and 5 survive termination.
7. Previous versions
All versions ≤ 1.x remain under the Apache 2.0 licence. This Commercial Licence applies only to versions 2.0.0 and above.
8. Miscellaneous
- No waiver – failure to enforce a provision is not a waiver.
- Severability – if any provision is held invalid, the remainder remains in effect.
9. Limitation of liability
Licensor’s total aggregate liability is limited to the licence fees actually paid by Licensee during the twelve (12) months preceding the event giving rise to liability. Licensor shall have no liability towards Partner Customers. Partner shall defend and hold Licensor harmless from any claim brought by a Partner Customer arising out of Partner’s delivery, installation or use of the Software.
10. Patent licence
Licensor grants Licensee a worldwide, royalty-free, non-exclusive patent licence for patent claims necessarily infringed by using the Software as permitted herein.
11. Governing law & venue
This Licence is governed by German law. Exclusive venue is Munich, Germany.
12. Export compliance
Licensee shall comply with applicable EU and U.S. export-control and sanctions regulations. The Software is not designed for use in nuclear, chemical or biological weapons.
13. Support Addendum
If Licensee purchases a Support Plan, the terms published at https://spreadsheet-importer.com/support/ are incorporated by reference.
14. Entire agreement
This Licence constitutes the entire agreement regarding the Software and supersedes all prior proposals or discussions. It may be modified only in writing signed by both parties.
15. Assignment
Licensee may not assign this Licence without Licensor’s prior written consent, except to a successor in connection with a merger or sale of substantially all assets.
16. Publicity
Unless Licensee notifies Licensor in writing, Licensor may list Licensee’s name and logo as a customer reference. If Licensee purchases a Partner Plan, Licensee agrees Licensor may list Licensee as a recommended or implementation partner and link to Licensee’s website.