GATLING ENTERPRISE COMPONENT LICENSE


PLEASE READ THIS AGREEMENT CAREFULLY AS IT GOVERNS YOUR USE OF THE Component (AS
DEFINED BELOW), UNLESS WE HAVE EXECUTED A SEPARATE WRITTEN AGREEMENT WITH YOU
FOR THAT PURPOSE.


Thank you for using the Component developed by GATLING a French société par
actions simplifiée, whose registered office is at 152-160, avenue Aristide
Briand 92220 Bagneux, France, with a capital of 100 943, 60 Euros, incorporated
and registered in Nanterre (France), with company number 812 810 216.  (“GATLING
CORP”, “we” or “us”).

By downloading the Component, you agree to all the terms and conditions of this
Component License (“Agreement”).

If you are using the Component or related services on behalf of a company or
other entity, then “the User” or “you” means that entity, and you are binding
that entity to this Agreement. You represent that you have the legal power and
authority to enter into this Agreement and that, if the User is an entity, you
represent that you have the legal authority to bind that entity to this
Agreement.

Please note that we may modify this Agreement as further described in the
Amendment section below, so you should make sure to check this page from time to
time.

This Agreement applies to all the Components that explicitly mention this
license in their sources when published, in their pom.xml file when published in
a maven repository (for example the Maven Central infrastructure
https://central.sonatype.com/) and inside their jar package in the LICENSE file.
Please, note that the license is also explicitly stated in our documentation.


1. OVERVIEW OF THE Component

    GATLING CORP has developed a Component, which is its exclusive ownership.
    This Component is made available by downloading it from the Maven Central
    repository: https://central.sonatype.com/

    For a description of the Component, please check the documentation on our
    website: https://gatling.io where you can find the description of the
    Components.


2. PURPOSE OF THE AGREEMENT

    The Agreement defines the terms and conditions under which GATLING CORP
    grants the User a limited right to access and use the Component with GATLING
    CORP’s Open-Source Software.


3. DEFINITIONS

    The terms defined hereafter shall have the following meaning:

    “Component” means the product used in combination with the Open-Source
    Software, and any accompanying documentation provided by GATLING CORP, as
    and when necessary.

    “Amendment” means any change to the Agreement after the Effective Date in
    accordance with the terms of the Agreement.

    “Data” means all types of data and contents collected and/or produced by
    User as part of the use of the Component.

    “Effective Date” means the date on which the User accesses the Component
    downloading it.

    “Documentation” means any manual, documentation and other supporting
    materials related to the Component, as provided, from time to time, to User
    by GATLING CORP on the website gatling.io, as updated from time to time, by
    GATLING CORP.

    “License” means the right for User to access and use the Component in
    accordance with the terms of the Agreement

    “Enterprise Software” means GATLING CORP’s proprietary Enterprise software.

    “Open-Source Software” means GATLING CORP’s open-source software, licensed
    under the Apache 2.0 license.


4. Component LICENSE

    4.1 Scope

        The Component is made available to the User, subject to the terms and
        conditions provided herein, for free, but its use may be limited
        according to certain thresholds, defined by GATLING CORP and implemented
        in the Component’s source code. These thresholds may change over time,
        in nature and/or value, at GATLING CORP’s discretion.

        When any of the criteria/thresholds mentioned above have been reached,
        the License will automatically end and User will no longer have access
        to or be able to use the Plug-in in its free version.

        If you want to benefit from the features of the Component without any
        limitation, you should use GATLING CORP’s Enterprise Software, as
        described on our website gatling.io. Please note that the use of the
        Enterprise Software will be charged and subject to the Terms and
        Conditions of our Enterprise Software.

    4.2 Rights Granted

        Subject to the terms and conditions of this Agreement, GATLING CORP
        grants to the User a limited, non-exclusive, non-transferable,
        worldwide, no-charge, royalty-free, license to access and use the
        Component during a one-year period   unless the criteria/thresholds
        mentioned hereinabove have been reached before the end of this one-year
        period.

        The User is authorized to use the Component only for its internal needs
        in order to test its web applications, and in accordance with the terms
        and conditions of this Agreement. Any right that is not expressly
        granted to the User is reserved to GATLING CORP.

        Nothing contained in the Agreement shall be construed as conferring by
        implication or otherwise any right to User other than a License to
        access and use the Component only for the purposes expressly set forth
        above.

    4.3 Restrictions

        Except as permitted by law under article L.122-6-1 of the French
        Intellectual Property Code, the User must not and must not allow any
        third party to:
         (i)    Activate and/or use any Component functionality or module which
                is not covered by the License;
         (ii)   Attempt to harm or modify, in any way, any of the
                criteria/thresholds mentioned hereinabove to continue using the
                Component and/or activate additional functionalities, despite
                the restrictions implemented by GATLING CORP ;
         (iii)  Pledge, assign, sublicence, make available, sell, rent, lease,
                transfer, assign or redistribute the Component;
         (iv)   Make any other use or allow any other people to use the
                Component for the benefit of a third-party and/or provide any
                software-as-a service (SaaS), application service provider
                (ASP), outsourcing, third party application maintenance,
                marketing, training, audit, advice services and/or any other
                commercial services corresponding to the operation of the
                Component for the benefit of a third party;
         (v)    Host the Component for the benefit of third parties;
         (vi)   Disclose or permit any third party to access or use the
                Component;
         (vii)  Hack or alter, by any means, the Component;
         (viii) Modify or create derivative works of the Component, or merge the
                Component with other software; integrate or combine any element
                of the Software to any other software, or create any composite
                or derivative works based on the Software;
         (ix)   Reverse-engineer, decompile, disassemble, recreate the
                Component, even partially, or attempt to or enable third parties
                to perform such acts, except as otherwise permitted by French
                law. In the event that User wishes to access information in
                order to achieve the interoperability of the Component with
                other software and before performing any decompilation task,
                User shall first ask GATLING CORP whether such information is
                promptly and/or easily accessible. If so, User shall limit the
                reproduction of the code or the translation of the code only to
                the parts of the program which are required for the performance
                of the aforementioned interoperability;
         (x)    Modify, obscure, or delete any copyright identification,
                trademarks or any proprietary rights notices included in or on
                the Component or Documentation;
         (xi)   Otherwise use or copy the Component or Documentation in a manner
                not expressly permitted by this Agreement.
         (xii)  Translate, adapt, arrange or modify the Component in any way
                whatsoever;
         (xiii) Proceed with the correction of any Component errors – alone or
                with the assistance of a third party – to bring it into
                compliance with any given purpose; such right being reserved for
                GATLING CORP, in accordance with the French intellectual
                property Code. GATLING CORP shall correct the errors, if any,
                provided that such errors have been notified by User to GATLING
                CORP, are sufficiently documented by User and may be reproduced
                by GATLING CORP.


5. INTELLECTUAL PROPERTY

    GATLING CORP owns all right, title and interest, including all intellectual
    property rights, in and to the Component. GATLING CORP reserves all rights
    in the Component not expressly granted to the User under this Agreement.

    The Agreement does not include any license of use, nor trademarks and other
    distinctive signs of GATLING CORP and/or its licensors.

    User shall promptly inform GATLING CORP of any unlawful use of the Component
    or contrary to the Agreement as soon as User has become aware of it. If, as
    a result of such information, GATLING CORP decides to take legal action
    against any third-party, User shall provide all necessary assistance that
    GATLING CORP may reasonably require.


6. USER’S OBLIGATIONS

    User acknowledges to:
     (i)    Comply with the applicable Agreement when using the Component;
     (ii)   Use the Component in compliance with all applicable laws and third
            party rights.


7. WARRANTIES AND NON-INFRINGEMENT

    7.1 Warranties

        GATLING CORP warrants that it owns the necessary rights to conclude the
        Agreement, and notably it owns the intellectual property of the
        Component (to the exclusion of the rights on third-party software, if
        any) and the Documentation, for which the right of access and use is
        granted to User under the License.

        The Component is provided “as is” by GATLING CORP. GATLING CORP
        expressly disclaims any warranty, whether express or implied,
        non-expressly defined in the Agreement, notably (i) that the
        functionalities contained in the Component will meet User’s needs and/or
        that the performance will be uninterrupted or free from bugs or errors
        and/or to the results obtained from the use and/or the performance of
        the Component and/or (ii) relating to the damages that may occur to
        User’s computer equipment, in particular its local infrastructure.

        User acknowledges that the scientific and technical state-of-the-art
        when the Component was distributed did not enable all possible uses to
        be tested and verified, nor for the presence of possible defects to be
        detected. In this respect, User's attention has been drawn to the risks
        associated with the use of the Component.

        The User shall be responsible for verifying, by any or all means, the
        suitability of the Software with its requirements, its good working
        order, and for ensuring that it shall not cause damage to either persons
        or properties.

        User warrants that it owns the necessary rights for the conclusion and
        the performance of the Agreement.

    7.2 Non-infringement

        GATLING CORP warrants User against all third-party claims alleging that
        the use of the Component by User, in accordance with the Documentation
        and the provisions of the Agreement, infringes an intellectual property
        right belonging to said third-party, provided that User informs GATLING
        CORP without delay of such claim and collaborates actively and in good
        faith with GATLING CORP in seeking a solution to the dispute.

        GATLING CORP shall, at its own discretion and under its own control and
        management, seek to reach an amicable settlement with such third-party.
        In the event of the conclusion of an amicable settlement which amount
        will be agreed upon between GATLING CORP and such third-party, GATLING
        CORP shall pay the full amount to the third-party. If GATLING CORP fails
        to reach an amicable settlement, GATLING CORP shall, under its own
        control and management, ensure the defense of User with the active and
        good faith collaboration of the User. Under no circumstances, shall User
        conduct on its own the legal defense of the claim brought by the
        third-party against itself, and User undertakes to call GATLING CORP
        into warranty without delay.

        In the event of a final court decision having the force of res judicata,
        GATLING will indemnify User for the amount of the monetary remedies and
        any interest accrued, provided that User can provide evidence of payment
        of such sums to the third-party.

        The non-infringement warranty stated in this section shall not apply in
        the following cases:
          - the Component is combined with other software, hardware or
            third-party equipment, where the alleged infringement results from
            such a combination;
          - User continues the infringing activity despite the signing of a
            settlement or the notification of a final court decision having the
            force of res judicata;
          - User uses a version of the Component which is not the current
            version, or
          - infringement results from the failure of User to strictly comply
            with the Documentation and the provisions of the Agreement.

        In the event of any such claim from a third-party against User and/or
        GATLING CORP, or threat of action or if GATLING CORP deems it likely to
        happen, GATLING CORP may, at its sole discretion, and subject to the
        conditions referred to above try to attempt to obtain the right for User
        to continue to use the disputed part of the Component, or replace the
        Component.

        It is specified that the warranty stated in this section is restrictive.
        GATLING CORP expressly disclaims any express or implied warranty, which
        is not expressly defined in the Agreement.

        User warrants that it owns the necessary intellectual property rights
        and/or rights of use required by their respective owners, relating to
        any elements made available to GATLING CORP in the performance of the
        Agreement, in particular its web applications or any Data, and that the
        conclusion and the performance of the Agreement shall not infringe any
        agreement concluded by User with a third party or any third-party’s
        rights. Failing that, User shall bear all the consequences and
        liabilities thereof and guarantee GATLING CORP against all claims, upon
        request.


8. DATA

    User is the owner of the Data and in particular the test results obtained by
    using the Component.


9. FEEDBACK & REVIEWS

    User may provide Feedback to GATLING CORP regarding the Component. Feedback
    is voluntary and is not Confidential Information, even if designated as
    such. GATLING CORP may fully exercise and exploit such Feedback for the
    purpose of (i) improving the operation, functionality and use of GATLING
    CORP’s existing and future product offerings and commercializing such
    offerings; and (ii) publishing aggregated statistics about the quality of
    the Component, provided that no data in any such publication will be used to
    specifically identify User.

    User hereby grants GATLING CORP a worldwide, perpetual, non-revocable,
    sublicensable, royalty-free right and license to use, copy, disclose,
    license, distribute and exploit any such Feedback, in any manner without any
    obligation, payment, or restriction based on intellectual property rights or
    otherwise. Nothing in this Agreement limits GATLING CORP’s right to
    independently use, develop, evaluate, or market products, whether
    incorporating Feedback or otherwise.

    The User may also post reviews regarding the Component. When publishing
    reviews, User shall comply with following:
      - The terms of this Agreement;
      - Not make any false or misleading review;
      - Ensure that the review is honest and in good-faith;
      - Disclose any affiliation with a publisher or any conflict of interest
        (e.g. if you are a competitor).

    GATLING CORP does not claim ownership of the content of reviews or comments
    you post on the Component. However, you agree that this content is licensed
    to us just like “Feedback” and that we can use and publish this content and
    incorporate it into other works in any format or medium now known or later
    developed, and permit others to do so.


10. FEES

    10.1 Free of charge License

        The Component under this Agreement is provided to the User free of
        charge.

    10.2 Purchasing subscription licenses

        The User may purchase subscription licenses for the Enterprise Software
        by submitting a request through GATLING CORP’s website or via its sales
        team: sales@gatling.io.


11. LIABILITIES

    11.1 GATLING CORP’s liability

        Notwithstanding the nature and/or the cause for the action:
          - GATLING CORP shall only be liable for direct and foreseeable
            damages. Consequently, under no circumstances shall GATLING CORP be
            held liable for any indirect or unforeseeable, material or
            immaterial damages (and notably loss of profits, failure of security
            mechanisms, loss of customers, sales revenue or benefits, shortfall,
            any commercial disruption, interruption of business, loss of brand
            image, reputational harm, loss of opportunity, loss of, or
            inaccurate data, corruption to files or data and/or costs relating
            to a replacement solution), which may be suffered by User and/or any
            third party;
          - in the event that the liability of GATLING CORP is recognized,
            GATLING CORP’S aggregate liability – for all types of causes and
            damages whatsoever – shall not exceed EUR  100.

        Under no circumstances, shall GATLING CORP be liable in case of any use
        of the Component non-compliant with the Documentation and/or the
        Agreement and/or the instructions or guidelines of GATLING CORP.

        Such limitation of liability will remain in force, even in the event of
        termination or expiry of the Agreement.

        It is expressly agreed that, in any event, any claim for damages against
        GATLING CORP in connection with the Agreement will be time-barred one
        (1) year after the event that generated the claim.

    11.2 User’s liability

        User is solely responsible for:
          - the choice of the Component and its use;
          - the assessment and analysis of the results obtained with the
            Component; the use of the results being under User’s own and sole
            responsibility and risks;
          - its premises, its web applications, computer equipment and
            information system. User shall comply with all GATLING CORP’s
            instructions in this respect;
          - the information used for testing purposes.


12. FORCE MAJEURE

    Neither Party shall be liable to the other Party for any failure or delay in
    performing its obligations under the Agreement when such failure or delay is
    the exclusive result of the occurrence of the case of force majeure.

    The events provided for in article 1218 of the French Civil Code and
    recognized as such by French courts, constitute force majeure events.

    The force majeure event will suspend the performance of the Agreement.

    Each Party shall bear its own costs incurred due to a case of force majeure.


13. TERM AND TERMINATION

    13.1 Term

        The Agreement comes into force at the Effective Date and remains in
        effect until terminated as described in this Agreement.

    13.2 Termination for convenience

        Each Party may terminate the Agreement, without any default, by giving
        prior notice at least five (5) days to the other Party, by email
        (contact@gatling.io), of its election of termination.

    13.3 Termination for breach

        Each Party may automatically terminate as of right the Agreement, by
        email notice to the other Party, in the event that such Party is in
        material breach of its obligations, and such breach has not been
        remedied within thirty (30) days from receipt of notice to remedy,
        without prejudice to any damages that such Party might claim.

        It is expressly agreed that any infringement of GATLING CORP’s
        intellectual property rights of User constitute a material breach by
        User of its contractual obligations under the Agreement.

    13.4 Consequences upon termination of the Agreement

        Upon termination of the Agreement for any reason whatsoever, User agrees
        to immediately stop the access and use to the Component.

        Sections 5, 11, 14, 15 and 16 and all the provisions which should
        survive the expiration or termination of the Agreement by nature shall
        remain applicable, for the term necessary to give them full force.


14. CONFIDENTIALITY

    Each Party shall consider as strictly confidential any data, information or
    knowledge, whatever their form or nature, and on whatever media, disclosed
    to it by the other Party in performing the Agreement (hereinafter referred
    to as the “Confidential Information”), and agrees that it shall not disclose
    any Confidential Information to any third party.

    The Parties may disclose Confidential Information only to those persons
    allowed to receive such Confidential Information for the exclusive purpose
    of performing the Agreement and who agree to be bound by the provisions of
    the Agreement; each Party being responsible for such persons’ compliance
    with the aforementioned provisions.

    Confidential Information does not include information, documents and/or
    tools which:
      - was part of the public domain at the time of their disclosure or become
        part of the public domain without any breach to the provisions of this
        section;
      - result from independent development by one of the Parties without any
        breach to this obligation of confidentiality by the concerned Party, or
        has been obtained through a third party, not bound by an obligation of
        confidentiality;
      - has been explicitly considered as non-confidential by the disclosing
        Party for the purpose of the Agreement;
      - is required to be disclosed by applicable law or judicial or
        administrative Court order.

    The undertaking provided in this section shall come into force as from the
    period of negotiations between the Parties and shall survive during five (5)
    years after the termination of the Agreement for any reason whatsoever, it
    being agreed that in any event, such undertaking – when it relates to any
    Confidential Information relating to the intellectual property rights of
    GATLING CORP – shall remain valid during the term of the related
    intellectual property rights.


15. GENERAL PROVISIONS

    15.1 Assignment

        The User shall not assign – whether in whole or in part, free of charge
        or against payment, for any reason and under any form whatsoever – any
        of its rights and obligations under the Agreement to any third party,
        without the prior written consent of GATLING CORP. In addition, User
        shall expressly inform GATLING CORP in the event of change of control of
        its share-capital.

        GATLING CORP may transfer any of its rights and obligations under the
        Agreement to any third party; it being understood that as from the
        effective date of the transaction, GATLING CORP shall not be held liable
        under the Agreement.

        In case of assignment or transfer of the Agreement pursuant to the
        conditions defined in this section, the assignee or the successor will
        be automatically bound by the Agreement.

    15.2 Independent contractors

        The Parties are independent contractors, acting in their own name and on
        their own account. In no event shall the Agreement establish any
        mandate, franchise, employment relationship or any type of legal entity.
        Neither Party may bindingly commit the other Party with regard to any
        third party.

    15.3 Entire agreement

        Except as may be expressly agreed otherwise, the Agreement constitutes
        the entire agreement between the Parties. It cancels and replaces all
        prior or simultaneous agreements and understandings, whether oral or
        written, relating to the subject matter of this Agreement. The Agreement
        prevails over any User’s general terms and conditions.

    15.4 Notice

        Except as may be expressly agreed otherwise, all notices pertaining to
        the Agreement shall be in writing and either personally delivered or
        sent via e-mail or sent via postage prepaid certified mail which can be
        tracked, addressed to GATLING CORP’s representative at GATLING CORP’s
        address set forth in. All notices shall be effective upon the following
        business day of the first presentation of the notice to the recipient
        Party.

    15.5 Severability

        If any provision of the Agreement is held to be illegal, invalid or
        unenforceable, as a result of any statutory or regulatory provision or
        after the decision of a competent court, which has become final, all the
        other provisions of the Agreement shall continue in full force and
        effect, unless the purpose of the Agreement is consequently affected.
        In such an event, GATLING CORP may replace such provision by a solution
        which is in the spirit of the Agreement.

    15.6 Waiver

        The waiver or the failure by either Party to claim a breach by the other
        Party of any of its obligations under the Agreement shall not be
        construed as a waiver of such obligation for the future. Any waiver
        shall only be effective subject to a writing (which may not be a
        pre-printed form of contract or of terms and conditions) signed by a
        duly authorized representative of each Party.

    15.7 Contact

        For the purpose of the Agreement, GATLING CORP’s official address shall
        be the one set forth on top of this page or by e-mail to:
        contact@gatling.io

    15.8 Language

        The Agreement is in the English language only, which language shall be
        controlling in all respects. Furthermore, all communications and notices
        made or given pursuant to the Agreement shall be in English or French
        language.

    15.9 Amendment

        GATLING CORP may update or modify this Agreement (including any
        referenced policies and other documents as the case may be) from time to
        time. Any such amendments will take effect thirty (30) days from the
        date of posting by GATLING CORP. If the User does not accept the
        amendment, it may terminate the Agreement. User’s continued use of the
        Component after the effective date of the revised Agreement constitutes
        User’s acceptance of such revised terms.


16. GOVERNING LAW AND DISPUTE RESOLUTION

    The Agreement shall be governed by and construed in accordance with French
    Law.

    Except where a breach of the defaulting Party makes the contractual relation
    impossible to maintain, the Parties will try to reach an out-of-court
    settlement for any dispute arising out of or relating to the interpretation,
    the enforcement or the termination of the Agreement. In the event that the
    Parties cannot reach an amicable solution within fifteen (15) Business Days
    as from the delivery of the corresponding notice by a Party to the other
    Party, the Parties irrevocably agree that the Courts of Paris shall have
    exclusive jurisdiction to settle any dispute or claim that arises out of or
    in connection with the Agreement or its subject matter, notwithstanding the
    plurality of defendants, claim against guarantor, summary or conservatory
    proceeding.
