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LICENSE
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SPRYKER SYSTEMS GMBH – SPRYKER MIDDLEWARE LICENSE AGREEMENT
SPRYKER SYSTEMS GMBH, REGISTERED WITH THE COMMERCIAL REGISTER OF THE
LOWER COURT OF HAMBURG UNDER HRB 134310 (“WE” OR ”SPRYKER”) GRANTS YOU (THE
“LICENSEE”) THE RIGHT TO USE THE SPRYKER MIDDLEWARE (AS DEFINED BELOW) UNDER
THE PROVISIONS OF THIS SPRYKER MIDDLEWARE LICENSE AGREEMENT (THE “AGREEMENT”).
The “SPRYKER MIDDLEWARE” includes any software owned and distributed by Spryker under this
Agreement. The SPRYKER MIDDLEWARE contains elements of open source components, to which
different license terms apply respectively. These open source components are needed to be installed
separately. Spryker will grant to Licensee a license based on the general Software License Agreement
of the Spryker Commerce OS, which is mandatory to be signed between Spryker and Licensee prior
to Licensee’s use of the SPRYKER MIDDLEWARE. For referrence of the terms and conditions of
Spryker’s general Software License Agreement, please get in contact with [email protected] or
Licensee shall not (i) use the SPRYKER MIDDLEWARE to set up a productive live system,
for development purposes or any other purposes; (ii) copy any part of the SPRYKER MIDDLEWARE (iii)
distribute, disclose, market, rent, lease, or transfer the SPRYKER MIDDLEWARE or act as a service
bureau with respect to the SPRYKER MIDDLEWARE; (iv) export the SPRYKER MIDDLEWARE or
install it in multiple locations; (v) disclose any confidential information provided by Spryker; (vi) modify
or make derivative works of the SPRYKER MIDDLEWARE; or (vii) allow others to make or obtain
copies of the SPRYKER MIDDLEWARE, unless it is permitted in the general Software License
Agreement, which has been concluded between Spryker and the Licensee.
This Agreement shall be governed by the laws of Germany to the exclusion of IPR (International Law)
and the United Nations Conventionon Contracts for the International Sale of Goods (CISG). The
Parties consent to the jurisdiction of the courts in Berlin (Germany). This Agreement is not assignable
or transferable by Licensee and any attempt to do so is null and void. This Agreement and the general
Software License Agreement of the Spryker Commerce OS constitutes the entire agreement between
the Parties concerning Licensee’s use of SPRYKER MIDDLEWARE. This Agreement supersedes any
prior verbal understanding between the Parties and any Licensee purchase order or other ordering
document, regardless of whether such document is received by Spryker before or after execution of
this Agreement. This Agreement may be amended only in a writing signed by an authorized officer
of Spryker.