Software License Agreement

1. Introduction and Acceptance

This Software License Agreement (the "Agreement") is entered into between you (the "Licensee") and Rately, located in Berlin, Germany ("Licensor"), for the use of Rately's rate limiting platform, APIs, SDKs, and related software components (collectively, the "Software").

By installing, accessing, or using the Software, you agree to be bound by the terms of this Agreement. If you do not agree to these terms, do not install, access, or use the Software.

2. Grant of License

2.1 License Grant

Subject to the terms and conditions of this Agreement, Licensor hereby grants Licensee a non-exclusive, non-transferable, revocable license to:

• Use the Software to implement and manage rate limiting in your applications
• Access and use the Rately APIs according to your subscription plan limits
• Integrate the Software with your existing systems and applications
• Use the documentation and development tools provided by Licensor

2.2 Usage-Based Licensing

Your license rights and billing are determined by your actual usage on a per-request basis:

3. License Restrictions

Except as expressly permitted in this Agreement, Licensee shall not:

• Copy, modify, or create derivative works of the Software
• Reverse engineer, decompile, or disassemble the Software
• Remove, alter, or obscure any proprietary notices or labels on the Software
• Sublicense, sell, rent, lease, or otherwise transfer the Software to third parties
• Use the Software to develop competing rate limiting platforms
• Exceed the request limits specified in your subscription plan
• Use the Software for illegal, harmful, or malicious purposes
• Circumvent rate limiting protections or perform DDoS attacks
• Attempt to gain unauthorized access to Licensor's systems or networks

4. API Usage Rights and Limitations

4.1 API Access

The Software includes access to Rately's REST APIs. Your API usage is subject to:

• Monthly request limits as defined in your subscription plan
• Authentication requirements and API key management
• Compliance with API documentation and best practices
• Monitoring and logging of rate limiting operations for security and reliability

4.2 Performance and Reliability

The Software provides reliable rate limiting with target performance metrics:

• Real-time rate limiting enforcement and tracking
• 99.9% service availability
• Distributed rate limiting storage across multiple regions
• Real-time monitoring and analytics capabilities

5. Intellectual Property Rights

5.1 Licensor's Rights

The Software and all related intellectual property rights, including but not limited to copyrights, patents, trademarks, and trade secrets, are and shall remain the exclusive property of Licensor and its licensors. This Agreement does not transfer any ownership rights to Licensee.

5.2 Licensee's Data

Licensee retains ownership of all rate limiting data, metrics, and analytics generated through the Software. By using the Software, Licensee grants Licensor a limited, non-exclusive license to process such data solely for the purpose of providing the rate limiting services.

5.3 Feedback and Improvements

Any feedback, suggestions, or improvements provided by Licensee regarding the Software shall become the property of Licensor and may be incorporated into future versions of the Software without compensation to Licensee.

6. Data Processing and Privacy

The Software processes counter data and analytics in accordance with applicable data protection laws, including the General Data Protection Regulation (GDPR). Key provisions include:

• Licensee acts as data controller for any personal data processed in rate limiting
• Licensor acts as data processor and processes data only according to Licensee's instructions
• Data processing is governed by our Data Processing Agreement (DPA)
• All data processing complies with EU data protection standards
• Rate limiting data is stored in secure, isolated environments

7. Support and Maintenance

7.1 Support Services

Support services are provided according to your subscription plan:

• Starter Plan: Email support with 48-hour response time
• Pro Plan: Priority email support with 24-hour response time
• Business Plan: Priority support with dedicated account management

7.2 Updates and Maintenance

Licensor will provide regular updates, bug fixes, and security patches for the Software. Major version updates may require migration and could introduce breaking changes with advance notice.

8. Warranties and Disclaimers

8.1 Limited Warranty

Licensor warrants that the Software will perform substantially in accordance with the documentation for a period of thirty (30) days from the date of first use. This warranty is void if the failure results from misuse, modification, or damage by Licensee.

8.2 Disclaimer

EXCEPT FOR THE LIMITED WARRANTY ABOVE, THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. LICENSOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR USE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

LICENSOR'S TOTAL LIABILITY FOR ALL CLAIMS SHALL NOT EXCEED THE AMOUNT PAID BY LICENSEE FOR THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

10. Termination

10.1 Termination by Licensee

Licensee may terminate this Agreement at any time by discontinuing use of the Software and deleting all copies in its possession or control.

10.2 Termination by Licensor

Licensor may terminate this Agreement immediately if Licensee breaches any term of this Agreement. Upon termination, Licensee must cease all use of the Software and delete all copies.

10.3 Effect of Termination

Upon termination, all rights granted under this Agreement will immediately cease. Licensee's rate limiting data will be retained for 30 days to allow for data export, after which it will be permanently deleted.

11. Compliance and Export

Licensee agrees to comply with all applicable laws and regulations in using the Software, including:

• Export control laws and regulations
• Data protection and privacy laws (GDPR, etc.)
• Intellectual property laws
• Anti-spam and communications regulations
• Industry-specific compliance requirements

12. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Germany, without regard to its conflict of law provisions. Any disputes arising under this Agreement shall be subject to the exclusive jurisdiction of the courts in Berlin, Germany.

13. Modifications to Agreement

Licensor reserves the right to modify this Agreement at any time. Significant changes will be communicated to Licensee with at least 30 days' advance notice. Continued use of the Software after modifications constitutes acceptance of the updated Agreement.

14. Contact Information

For questions regarding this Software License Agreement, please contact:

15. Entire Agreement

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written.