TERMS AND CONDITIONS
Unless otherwise specified, the Services are for your personal and non-commercial use. You may not commercially distribute, publish, license, or sell any information or services obtained from the JCC website or its Services.
A. Terms Related to the JCC LogMiner Loader software (“Software” or “Loader”)
YOU MAY NOT USE THE JCC LOGMINER LOADER SOFTWARE IF YOU DO NOT AGREE TO THE FOLLOWING TERMS AND CONDITIONS.
The Software or Loader programs and related explanatory materials are also referred to as “the software” or “the Loader”. If you do not accept or agree with these terms, you may not install or use the JCC LogMiner Loader software and must delete the license key, if one has been provided to you.
Except as provided in this Policy, no license under any patents, copyrights, trademarks, trade secrets, or any other intellectual property rights, express or implied are granted by JCC to you under this Policy.
By using the JCC LogMiner Loader software you agree to be bound by the terms of this Policy.
Licensed User or Licensee means (i) if Licensee is an individual, solely Licensee; (ii) if Licensee is a legal entity, any employee, independent contractor, third-party and other temporary worker authorized by Licensee to use the software while performing duties within the scope of their employment or assignment.
License Key is the key provided to Licensee for the Loader software.
Source Database means the database where data changes occur that are processed by the LogMiner. Source databases is the plural.
Units are the number of CPU cores that access the source database(s). The unit count is not the count of CPU cores of computers running the Loader, but the total count of the CPU cores among all computers accessing the source database. If the computer is providing virtual computer resources, the number of units is the number of “virtual” cores presented to OpenVMS. If there is a combination of resources that access the Source database(s), the total will be the number of license units required.
Licensed Units is the number of for which a license has been purchased by Licensee and granted by JCC. The Licensee is responsible for accurately reporting to JCC the number of Licensed Units required at any time.
The Software refers to the JCC LogMiner Loader which publishes changes made to a source database to one or more targets. The source database must be one that utilizes Oracle Rdb, as the Loader relies on Oracle Rdb’s After Image Journaling (AIJ) and LogMiner to provide the updates.
Target is the software, whether database or other, that receives the JCC LogMiner Loader output. The Loader can publish the data changes made to the Source Database to a number of targets.
Documentation, as referenced here, refers to the documentation provided with the Loader product, including the document that is updated with each major release and the release notes that accompany each release.
Affiliate means an entity that controls, is controlled by, or is under common control with a party, where “control” means the direct or indirect holding of more than 50% of equity ownership or voting rights.
1. ESTABLISHING THE NUMBER OF LICENSED UNITS
You are responsible for working with JCC to establish the initial number of Units required on the license. Additionally, you shall notify JCC when hardware and software configurations increase the number of Units that access the Source Database or add Source Databases that are accessed by additional units regardless of whether Support is active or not.
If an audit reveals that the number of Units accessing the source database is greater than the number of Licensed Units paid by you, you shall be invoiced for such underpaid fees based upon JCC current rate per Unit in effect at the time the audit is completed with late fees applied. You shall pay JCC an additional fee of 25% of the applicable unpaid fee disclosed by the audit.
The Loader kit includes the Loader software, the documentation, examples and supporting routines. The current kit and other material may be downloaded by contacting JCC directly. The documentation for the Loader is in PDF format. The documentation is distributed without needing a license key to read it. The Loader software requires a license key in order to install and/or use the Loader software.
3. TERMINATION OF THE LICENSE
The License will terminate automatically upon any breach by you of the terms of this Policy.
You shall not use the Loader software for any purpose beyond publication of data changes from the source to the approved target(s), as specified in the Documentation, within your own company without explicit, written approval from JCC.
4. LIMITED WARRANTY
JCC confirms that for a period of one hundred and twenty (120) days after the receipt by you, the software, will operate in substantial conformance with the documentation.
JCC disclaims implied warranties of merchantability and fitness for a particular purpose, with respect to the software and any accompanying written materials.
If any component of the Software fails to conform materially to the functions contained in the Documentation, JCC’s sole obligation shall be, at JCC’s option, to correct the defect by bringing the performance of the Software into substantial compliance with the functions contained in the Documentation or to replace the defective component. JCC shall have a reasonable opportunity to make corrections and shall submit corrections to you within a reasonable period of time.
JCC disclaims any warranty where the Software is not defective and the defect is contained on the Source Database, your software, third-party software, networking, operating systems used, and/or hardware.
JCC does not warrant that the Software will operate uninterrupted, that it will be free from minor defects or errors that do not materially affect such performance, or that the functionality contained in the Software is designed to meet all of your business requirements.
B. Terms Related to the Loader software and all other Services and Products offered by JCC
1. LIMITATIONS OF LIABILITY
EXCEPT AS OTHERWISE NOTED IN THIS POLICY, UNDER NO CIRCUMSTANCES SHALL JCC BE LIABLE TO YOU OR ANY ENTITY FOR SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR FOR ANY AMOUNT IN EXCESS OF THE LICENSE FEE OR FOR INDIRECT DAMAGES, LOSS OF GOOD WILL OR BUSINESS PROFITS, WORK STOPPAGE, DATA LOSS, COMPUTER FAILURE OR MALFUNCTION, ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSS, OR EXEMPLARY OR PUNITIVE DAMAGES, EXCEPT WITH RESPECT TO INDEMNITIES ARISING OUT OF IP CLAIMS, UNDER NO CIRCUMSTANCES, SHALL JCC’S AGGREGATE LIABILITY ARISING FROM OR OUT OF OR RELATING TO THIS POLICY EXCEED THE FEES PAID UNDER THIS POLICY.
2. OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS
All software is the property of JCC. JCC’s software is licensed, not sold. Title, patents, copyrights, trade secrets, and other proprietary rights to JCC’s software, in whole and in part and all copies thereof, and all modifications, enhancements, derivatives and other alterations of the software regardless of who made any modifications, if any, are, and will remain, the sole and exclusive property of JCC.
You shall not take any action that jeopardizes JCC’s proprietary rights or acquire any right in any of the software.
JCC’s software may not be transferred, sold, assigned, sublicensed or otherwise conveyed to another party without JCC’s prior written consent. You shall not redistribute license key(s) provided, either on paper or electronically unless you are explicitly authorized to do so in writing from JCC. You shall not permit your employees, affiliates, or any third party to reverse engineer, decompile, recompile, update, modify, or disassemble JCC’s software, except to the extent that the foregoing restriction is expressly prohibited by applicable law.
You shall not assign or transfer JCC’s interests, rights or obligations under this Policy or any order by merger, consolidation, operation of law or otherwise, without the prior written consent of an authorized executive officer of JCC. Any attempt to assign this Policy by you shall be null and void.
Use of JCC’s software is restricted according to the terms as specified herein. JCC’s software is protected by United States of America copyright laws including international treaty provisions, but not limited to, export control laws. All Intellectual Property Rights (IPR) remain the property of JCC.
Further, the structure, organization, and code embodied in JCC’s software are the valuable and confidential trade secrets of JCC and are protected by intellectual property laws and treaties.
JCC warrants that it has the necessary rights, title and interest in all Intellectual Property Rights subsisting in its software and the documentation to enable it to grant the permanent license and otherwise perform its obligations under this Policy.
You recognize that, from time to time, you may come into contact with information that JCC considers confidential. Confidential Information is defined for this Policy as all information (whether written or oral) that comes into your possession under or in connection with this Policy that is reasonably considered by JCC to be confidential and is clearly identified as confidential. You shall keep all Confidential Information in strict confidence.
You will use a reasonable standard of care in protecting Confidential Information, which will not be less than the standard of care that you use to protect your own Confidential Information; only use Confidential Information to perform your obligations and exercise its rights under this Policy; not disclose Confidential Information to any third party; when requested by JCC, return or destroy the Confidential Information.
Information is not "Confidential Information" if it is:
- in or enters the public domain other than by breach of this non-disclosure Policy;
- already in the your lawful possession or is obtained by you through a third party who is free to disclose it without confidentiality restrictions;
- authorized for release by JCC’s written consent; or
- required to be disclosed by law or by a competent court or regulatory body, provided that reasonable advance notice is provided to the owner of Confidential Information.
4. TERMINATION OF THE LICENSE
The License will terminate automatically upon any breach by you of the terms of this Policy.
The following shall also apply:
- Any amendments to this Policy must be in writing and signed by JCC.
- If any provision of this Policy is held by a court to be unenforceable, then, that provision will be deemed to be amended to the extent necessary. The unenforceability of any provision of this Policy will not affect the remaining provisions.
- A failure by JCC to enforce any of its rights under this Policy is not a waiver of those rights or any other rights JCC has under this Policy.
- This Policy shall not be superseded by any other terms and conditions contained in a purchase order, statement of work order or any other document. This Policy may only be superseded or changed by an amendment and signed by JCC.
- This Policy shall be construed in accordance with and all disputes hereunder shall be governed by the laws of the United States of America and the State of Ohio. You irrevocably submit to the exclusive jurisdiction of the courts of the State of Ohio.