MICROSOFT SOFTWARE LICENSE TERMS
MICROSOFT SQL SERVER 2008 R2 STANDARD
These license terms are an agreement you and
	the server manufacturer that distributes the software with the server; or
	the software installer that distributes the software with the server.
Please read them. They apply to the software named above, which includes the media on which you received it, if any. Printed paper license terms, which may come with the software, take the place of any on-screen license terms. The terms also apply to any Microsoft
•	updates,
•	supplements,
•	Internet-based services, and
•	support services
for this software, unless other terms accompany those items. If so, those terms apply. If you obtain updates or supplements directly from Microsoft, Microsoft, and not the manufacturer or installer, licenses those to you.
BY USING THE SOFTWARE, YOU ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THEM, DO NOT USE THE SOFTWARE. INSTEAD, CONTACT THE MANUFACTURER OR INSTALLER TO DETERMINE ITS RETURN POLICY FOR A REFUND OR CREDIT.
IMPORTANT NOTICE:  AUTOMATIC UPDATES TO SQL SERVER 2008, SQL SERVER 2005 AND SQL SERVER 2000.  If this software is installed on servers or devices running any editions of SQL Server 2008, SQL Server 2005, or SQL Server 2000 (or components of any of them) this software will automatically update and replace certain files or features within those editions with files from this software.  This feature cannot be switched off.  The updated files cannot be removed and the original files may not be recoverable.  By installing this software on a server or device that is running any edition of SQL Server 2008, SQL Server 2005, or SQL Server 2000 you consent to these updates in all editions and copies of SQL Server (including components of any of them) running on that server or device.  
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IF YOU COMPLY WITH THESE LICENSE TERMS, YOU HAVE THE RIGHTS BELOW FOR EACH SERVER YOU PROPERLY LICENSE.
1.	OVERVIEW.
a.	Software. The software includes
•	server software; and
•	additional software that may only be used with the server software directly, or indirectly through other additional software.
b.	License Model. The software is licensed based on either the:
•	Server + Client Access License Model - number of instances of server software that you run, the number of devices and users that access instances of server software, and the server functionality accessed; or
•	Per Processor License Model - number of physical and virtual processors used by operating system environments in which you run instances of server software.
c.	Licensing Terminology.
•	Instance. You create an “instance” of software by executing the software’s setup or install procedure. You also create an instance of software by duplicating an existing instance. References to software in this agreement include “instances” of the software.
•	Run an Instance. You “run an instance” of software by loading it into memory and executing one or more of its instructions. Once running, an instance is considered to be running (whether or not its instructions continue to execute) until it is removed from memory.
•	Operating System Environment. An “operating system environment” is 
•	all or part of an operating system instance, or all or part of a virtual (or otherwise emulated) operating system instance which enables separate machine identity (primary computer name or similar unique identifier) or separate administrative rights, and 
•	instances of applications, if any, configured to run on the operating system instance or parts identified above. 
There are two types of operating system environments, physical and virtual. A physical operating system environment is configured to run directly on a physical hardware system. The operating system instance used to run hardware virtualization software (e.g. Microsoft Virtual Server or similar technologies) or to provide hardware virtualization services (e.g. Microsoft virtualization technology or similar technologies) is considered part of the physical operating system environment. A virtual operating system environment is configured to run on a virtual (or otherwise emulated) hardware system. A physical hardware system can have either or both of the following:
•	one physical operating system environment
•	one or more virtual operating system environments.
•	Server. A server is a physical hardware system capable of running server software. A hardware partition or blade is considered to be a separate physical hardware system.
•	Physical and Virtual Processors. A physical processor is a processor in a physical hardware system. Physical operating system environments use physical processors. A virtual processor is a processor in a virtual (or otherwise emulated) hardware system. Virtual operating system environments use virtual processors. A virtual processor is considered to have the same number of threads and cores as each physical processor on the underlying physical hardware system.
•	Assigning a License. To assign a license means simply to designate that license to one server, device or user.
2.	TERMS SPECIFIC TO SERVER + CLIENT ACCESS LICENSE MODEL
a.	Assignment of the License to the Server. The software license is permanently assigned to the server with which you acquired the software.  If you run the software on a hardware partition, that partition is the server to which the license must be assigned. That server is the licensed server for that particular license. You may assign other software licenses to the same server, but you may not assign the same license to more than one server.  A hardware partition or blade is considered to be a separate server. 
b.	Running Instances of the Server Software. You may run any number of instances of the server software in one physical or virtual operating system environment on the licensed server at a time.
c.	Running Instances of the Additional Software. You may run or otherwise use any number of instances of additional software listed below in physical or virtual operating system environments on any number of devices. You may use additional software only with the server software directly, or indirectly through other additional software.
•	Business Intelligence Development Studio
•	Client Tools Backward Compatibility
•	Client Tools Connectivity
•	Client Tools SDK 
•	Management Tools - Basic
•	Management Tools - Complete
•	SQL Client Connectivity SDK
•	Microsoft Sync Framework 
•	SQL Server 2008 R2 Books Online
d.	Creating and Storing Instances on Your Servers or Storage Media. You have the additional rights below for each software license you acquire.
•	You may create any number of instances of the server software and additional software.
•	You may store instances of the server software and additional software on any of your servers or storage media.
•	You may create and store instances of the server software and additional software solely to exercise your right to run instances of the server software under any of your software licenses as described (e.g., you may not distribute instances to third parties).
e.	Client Access Licenses (CALs).
i.	You must acquire and assign a SQL Server 2008 R2 CAL to each device or user that accesses your instances of the server software directly or indirectly. A hardware partition or blade is considered to be a separate device.
•	You do not need CALs for any of your servers licensed to run instances of the server software.
•	You do not need CALs for up to two devices or users to access your instances of the server software only to administer those instances.
•	Your CALs permit access to your instances of earlier versions, but not later versions, of the server software.  If you are accessing instances of an earlier version, you may also use CALs corresponding to that version.
ii.	Types of CALs. There are two types of CALs: one for devices and one for users. Each device CAL permits one device, used by any user, to access instances of the server software on your licensed servers. Each user CAL permits one user, using any device, to access instances of the server software on your licensed servers. You may use a combination of device and user CALs.
iii.	Reassignment of CALs. You may
•	permanently reassign your device CAL from one device to another, or your user CAL from one user to another; or
•	temporarily reassign your device CAL to a loaner device while the first device is out of service, or your user CAL to a temporary worker while the user is absent.
3.	TERMS SPECIFIC TO PER PROCESSOR LICENSE MODEL.
a.	Licensing a Server. The manufacturer or installer has determined the required number of software licenses and assigned those licenses to the server with which the software was distributed as described below. 
i.	Determining the Number of Licenses Required. The total number of software licenses required for a server equals the sum of the software licenses required under (A) and (B) below.
•	(A) To run instances of the server software in the physical operating system environment on a server, you need a software license for each physical processor that the physical operating system environment uses.
•	(B) To run instances of the server software in virtual operating system environments on a server, you need a software license for each virtual processor that each of those virtual operating system environments uses. If a virtual operating system environment uses a fraction of a virtual processor, the fraction counts as a full virtual processor.
b.	Assignment of the Required Number of Licenses to the Server.  The software license(s) are permanently assigned to the server with which you acquired the software. If you run the software on a hardware partition, that partition is the server to which the license must be assigned.  That server is the licensed server for all of those licenses. You may not assign the same license to more than one server. A hardware partition or blade is considered to be a separate server. 
c.	Running Instances of the Server Software. For each server that has been assigned the required number of software licenses, you may run, at any one time, any number of instances of the server software in physical and virtual operating system environments on the licensed server. However, the total number of physical and virtual processors used by those operating system environments cannot exceed the number of software licenses assigned to that server.
d.	Running Instances of the Additional Software. You may run or otherwise use any number of instances of additional software listed below in physical or virtual operating system environments on any number of devices. You may use additional software only with the server software directly, or indirectly through other additional software.
•	Business Intelligence Development Studio
•	Client Tools Backward Compatibility
•	Client Tools Connectivity
•	Client Tools SDK
•	Management Tools - Basic
•	Management Tools - Complete
•	SQL Client Connectivity SDK
•	Microsoft Sync Framework
•	SQL Server 2008 R2 Books Online
e.	Creating and Storing Instances on Your Servers or Storage Media. You have the additional rights below for each software license you acquire.
•	You may create any number of instances of the server software and additional software.
•	You may store instances of the server software and additional software on any of your servers or storage media.
•	You may create and store instances of the server software and additional software solely to exercise your right to run instances of the server software under any of your software licenses as described (e.g., you may not distribute instances to third parties).
f.	No Client Access Licenses (CALs) Required for Access. Under this Per Processor License Model, you do not need CALs for other devices to access your instances of the server software.
4.	ADDITIONAL LICENSING REQUIREMENTS AND/OR USE RIGHTS.
a.	Maximum Instances. The software or hardware may limit the number of instances of the server software that can run in physical or virtual operating system environments on the server.
b.	Multiplexing. Hardware or software you use to
•	pool connections,
•	reroute information, or
•	reduce the number of devices or users that directly access or use the software
(sometimes referred to as “multiplexing” or “pooling”), does not reduce the number of licenses of any type that you need.
c.	No Separation of Server Software. You may not separate the server software for use in more than one operating system environment under a single license, unless expressly permitted. This applies even if the operating system environments are on the same physical hardware system.
d.	Fail-over Server. For any operating system environment in which you run instances of the server software, you may run up to the same number of passive fail-over instances in a separate operating system environment for temporary support. If you have licensed the server software under the Per Processor licensing model, the number of processors used in that separate operating system environment must not exceed the number of processors used in the corresponding operating system environment in which the active instances are running. You may run the passive fail-over instances on a server other than the licensed server.
e.	Additional Functionality. Microsoft may provide additional functionality for the software. Other license terms and fees may apply.
f.	SQL SERVER REPORTING SERVICES MAP REPORT ITEM. The software may include features that retrieve content such as maps, images and other data through the Bing Maps (or successor branded) application programming interface (the “Bing Maps API”) to create reports displaying data on top of maps, aerial and hybrid imagery. If these features are included, you may use these features to create and view dynamic or static documents only in conjunction with and through methods and means of access integrated in the software. You may not otherwise copy, store, archive, or create a database of the content available through the Bing Maps API. You may not use the Bing Maps API to provide sensor based guidance/routing, nor use any Road Traffic Data or Bird’s Eye Imagery (or associated metadata) even if available through the Bing Maps API for any purpose. Your use of the Bing Maps API and associated content is also subject to the additional terms and conditions at go.microsoft.com/fwlink/?LinkId=21969.
g.	Included Microsoft Programs.  The software contains other Microsoft programs. In some cases, those programs and the license terms that apply to your use of them are addressed specifically in these license terms. For all other included Microsoft programs, the license terms with those programs govern your use.
5.	PRODUCT KEYS.  The software requires a key to install or access it.  You are responsible for use of the keys assigned to you.  You may not share the keys with third parties.  You may not use keys assigned to third parties.
6.	INTERNET-BASED SERVICES. Microsoft provides Internet-based services with the software. It may change or cancel them at any time.
7.	BENCHMARK TESTING. You must obtain Microsoft's prior written approval to disclose to a third party the results of any benchmark test of the software. However, this does not apply to the Microsoft .NET Framework (see below).
8.	MICROSOFT .NET FRAMEWORK BENCHMARK TESTING. The software includes one or more components of the .NET Framework (“.NET Components”). You may conduct internal benchmark testing of those components. You may disclose the results of any benchmark test of those components, provided that you comply with the conditions set forth at go.microsoft.com/fwlink/?LinkID=66406. Notwithstanding any other agreement you may have with Microsoft, if you disclose such benchmark test results, Microsoft shall have the right to disclose the results of benchmark tests it conducts of your products that compete with the applicable .NET Component, provided it complies with the same conditions set forth at go.microsoft.com/fwlink/?LinkID=66406.
9.	SCOPE OF LICENSE. The software is licensed, not sold. This agreement only gives you some rights to use the software. The manufacturer or installer and Microsoft reserve all other rights. Unless applicable law gives you more rights despite this limitation, you may use the software only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the software that only allow you to use it in certain ways. For more information, see the software documentation. You may not
•	work around any technical limitations in the software;
•	reverse engineer, decompile or disassemble the software, except and only to the extent that applicable law expressly permits, despite this limitation;
•	remove, minimize, block or modify any logos, trademarks, copyright, digital watermarks, or other notices of Microsoft or its suppliers that are included in the software, including any content made available to you through the software;
•	make more copies of the software than specified in this agreement or allowed by applicable law, despite this limitation;
•	publish the software, including any application programming interfaces included in the software, for others to copy;
•	share or otherwise distribute documents, text or images created using the software Data Mapping Services features;
•	rent, lease or lend the software; or
•	use the software for commercial software hosting services.
Rights to access the software on any device do not give you any right to implement Microsoft patents or other Microsoft intellectual property in software or devices that access that device.
10.	BACKUP COPY. You may make one backup copy of the software media. You may use it only to create instances of the software.
11.	DOCUMENTATION. Any person that has valid access to your computer or internal network may copy and use the documentation for your internal, reference purposes.
12.	NOT FOR RESALE SOFTWARE. You may not sell software marked as “NFR” or “Not for Resale.”
13.	ACADEMIC EDITION SOFTWARE. You must be a “Qualified Educational User” to use software marked as “Academic Edition” or “AE.” If you do not know whether you are a Qualified Educational User, visit www.microsoft.com/education or contact the Microsoft affiliate serving your country.
14.	DOWNGRADE. Instead of creating, storing and using the software, for each permitted instance, you may create, store and use an instance of an earlier version. This agreement applies to your use of the earlier version. If the earlier version includes different components, any terms for those components in the agreement that comes with the earlier version apply to your use of them. Neither the manufacturer or installer, nor Microsoft are obligated to supply earlier versions to you. At any time, you may replace an earlier version with this version of the software.
15.	PROOF OF LICENSE. If you acquired the software on the server, or on a disc or other media, a genuine Certificate of Authenticity label with a genuine copy of the software identifies licensed software. To be valid, this label must be affixed to the server or appear on the manufacturer’s or installer’s software packaging and may not be transferred separately. If you receive the label separately, it is invalid. You should keep the label on the server or packaging to prove that you are licensed to use the software. To identify genuine Microsoft software, see www.howtotell.com.
16.	TRANSFER TO A THIRD PARTY. You may transfer the software only with the licensed server, the Certificate of Authenticity label, this agreement, and CALs, directly to a third party. Before any permitted transfer, the other party must agree that this agreement applies to the transfer and use of the software. You may not retain any instances of the software unless you also retain another license for the software.
17.	EXPORT RESTRICTIONS. The software is subject to United States export laws and regulations. You must comply with all domestic and international export laws and regulations that apply to the software. These laws include restrictions on destinations, end users and end use. For additional information, see www.microsoft.com/exporting.
18.	SUPPORT SERVICES. SUPPORT SERVICES. For the software generally, contact the manufacturer or installer for support options. Refer to the support number provided with the software. For updates and supplements obtained directly from Microsoft. Microsoft provides support services for the software as described at www.support.microsoft.com/common/international.aspx.
19.	ENTIRE AGREEMENT. This agreement (including the warranty below), and the terms for supplements, updates, Internet-based services and support services that you use, are the entire agreement for the software and support services.
20.	APPLICABLE LAW.
a.	United States. If you acquired the software in the United States, Washington state law governs the interpretation of this agreement and applies to claims for breach of it, regardless of conflict of laws principles. The laws of the state where you live govern all other claims, including claims under state consumer protection laws, unfair competition laws, and in tort.
b.	Outside the United States. If you acquired the software in any other country, the laws of that country apply.
21.	LEGAL EFFECT. This agreement describes certain legal rights. You may have other rights under the laws of your state or country. You may also have rights with respect to the party from whom you acquired the software. This agreement does not change your rights under the laws of your state or country if the laws of your state or country do not permit it to do so.
22.	LIMITATION ON AND EXCLUSION OF DAMAGES. EXCEPT FOR ANY REFUND THE MANUFACTURER OR INSTALLER MAY PROVIDE, YOU CANNOT RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES.
This limitation applies to
•	anything related to the software, services, content (including code) on third party Internet sites, or third party programs; and
•	claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other tort to the extent permitted by applicable law.
It also applies even if
•	repair, replacement or a refund for the software does not fully compensate you for any losses; or
•	the manufacturer or installer, or Microsoft knew or should have known about the possibility of the damages.
Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. They also may not apply to you because your country may not allow the exclusion or limitation of incidental, consequential or other damages.
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LIMITED WARRANTY
A.	LIMITED WARRANTY. If you follow the instructions, the software will perform substantially as described in the Microsoft materials that you receive in or with the software.
B.	TERM OF WARRANTY; WARRANTY RECIPIENT; LENGTH OF ANY IMPLIED WARRANTIES. The limited warranty covers the software for 90 days after acquired by the first user. If you receive supplements, updates, or replacement software during those 90 days, they will be covered for the remainder of the warranty or 30 days, whichever is longer. If you transfer the software, the remainder of the warranty will apply to the recipient.
To the extent permitted by law, any implied warranties, guarantees or conditions last only during the term of the limited warranty. Some states do not allow limitations on how long an implied warranty lasts, so these limitations may not apply to you. They also might not apply to you because some countries may not allow limitations on how long an implied warranty, guarantee or condition lasts.
C.	EXCLUSIONS FROM WARRANTY. This warranty does not cover problems caused by your acts (or failures to act), the acts of others, or events beyond the reasonable control of the manufacturer or installer, or Microsoft.
D.	REMEDY FOR BREACH OF WARRANTY. The manufacturer or installer will, at its election, either (i) repair or replace the software at no charge, or (ii) accept return of the product(s) for a refund of the amount paid, if any. The manufacturer or installer may also repair or replace supplements, updates and replacement software or provide a refund of the amount you paid for them, if any. Contact the manufacturer or installer about its policy. These are your only remedies for breach of the limited warranty.
E.	CONSUMER RIGHTS NOT AFFECTED. You may have additional consumer rights under your local laws, which this agreement cannot change.
F.	WARRANTY PROCEDURES. Contact the manufacturer or installer to find out how to obtain warranty service for the software. For a refund, you must comply with the manufacturer’s or installer’s return policies.
G.	NO OTHER WARRANTIES. The limited warranty is the only direct warranty from the manufacturer or installer, or Microsoft. The manufacturer, or installer and Microsoft give no other express warranties, guarantees or conditions. Where allowed by your local laws, the manufacturer or installer and Microsoft exclude implied warranties of merchantability, fitness for a particular purpose and non-infringement. If your local laws give you any implied warranties, guarantees or conditions, despite this exclusion, your remedies are described in the Remedy for Breach of Warranty clause above, to the extent permitted by your local laws.
H.	LIMITATION ON AND EXCLUSION OF DAMAGES FOR BREACH OF WARRANTY. The Limitation on and Exclusion of Damages clause above applies to breaches of this limited warranty.
This warranty gives you specific legal rights, and you may also have other rights which vary from state to state. You may also have other rights which vary from country to country.
12/03/09