End User License Agreement

BY DOWNLOADING, INSTALLING, COPYING, SAVING ON YOUR COMPUTER, OR OTHERWISE USING THIS SOFTWARE, YOU (LICENSEE, AS DEFINED BELOW) ARE BECOMING A PARTY TO THIS AGREEMENT AND YOU ARE CONSENTING TO BE BOUND BY ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU SHOULD NOT DOWNLOAD, INSTALL AND USE THE SOFTWARE.

PARTIES

  1. "Licensor" means Visual Docs, with registered seat at Groenenbeemd 30, B-2801 Mechelen, Belgium and registered with the Crossroad Bank for Enterprises under company number VAT BE 0635.725.033.
  2. "Licensee" means (i) the individual specified in the License Certificate, who acquired a Free License(s) for the Software, or (ii) the individual, company, corporation or organization specified in the License Certificate, that purchased a Premium License(s) for the Software.

DEFINITIONS

  1. "Authorized User" means (i) the individual who acquired a Free License; the individual is the only Authorized User, or (ii) the individual who purchased a Premium License; the individual is the only Authorized User, or (iii) an employee, independent contractor or other temporary worker, authorized by Licensee to use the Software, of the company, corporation of organization that purchased a Premium License(s) for the Software; an entity has one Authorized User for each Premium License purchased.
  2. "Software" means the software program known as Visual Docs in binary form, including its documentation, and updates included in software maintenance.
  3. "Software Instance" means Software executing on a single computer as a single process.
  4. "License Certificate" means evidence of a license provided by Licensor to Licensee in electronic or printed form.
  5. "License Key" means a unique key-code that enables a single Authorized User to use the Software. Only Licensor is permitted to produce License Keys for the Software.

OWNERSHIP

  1. The Software is the property of Licensor. The Software is licensed, not sold. Title, ownership rights, intellectual property rights, and copyright to the Software, and any copies or portions 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 Licensor.
  2. The Software is protected by European and international Copyright Laws and International Treaty provisions. Further, the structure, organization, look and feel, and code embodied in the Software are the valuable and confidential trade secrets of Licensor and are protected by intellectual property laws and treaties.

GRANT

Subject to the terms of this Agreement, Licensor hereby grants Licensee a non-transferable, non-exclusive, non-sub-licensable, limited license that allows:

  1. Licensee to distribute an Activation Key(s) to Authorized User(s).
  2. Authorized User(s) to install the licensed version of the Software on a computer PC or virtual machine, where potential use of the Software is restricted exclusively to Authorized User(s).
  3. Authorized User(s) to use the Software for the term of the license, on a computer PC or virtual machine, in multiple IDEs, and in multiple instances of an IDE.

TERM

The term of this license shall be a period of one year, unless specified otherwise, from when the Software is activated by means of the License Key. Once the license has expired, the Software will automatically become inoperative if it is not renewed. This EULA shall expire upon the expiry of the license.

RESTRICTIONS

Licensee will not, and will have no right to:

  1. modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), create derivative works based on, or otherwise attempt to discover the source code or underlying ideas or algorithms of the Software.
  2. sell, rent, lease, distribute, or otherwise transfer rights to the Software without prior written consent from Licensor.
  3. remove any proprietary notices or labels from the Software.

DISCLAIMER OF WARRANTY

THE SOFTWARE IS PROVIDED TO LICENSEE "AS IS", WITHOUT WARRANTIES OF ANY KIND. LICENSOR MAKES NO WARRANTY AS TO ITS USE OR PERFORMANCE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR HEREBY DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. SOME U.S. STATES DO NOT ALLOW EXCLUSIONS OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO LICENSEE.

LIMITATION OF LIABILITY

  1. LICENSEE ASSUMES THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE. LICENSOR ASSUMES NO LIABILITY FOR THE COST OF ANY SERVICE OR REPAIR IF THE SOFTWARE IS DEFECTIVE. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE, SHALL LICENSOR BE LIABLE TO LICENSEE OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES.
  2. IN ANY CASE, LICENSOR'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY LICENSEE FOR THE SOFTWARE. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, THE ABOVE LIMITATION MAY NOT APPLY TO LICENSEE.

TERMINATION

  1. If Licensee fails to comply with the terms and conditions of this Agreement, this Agreement and Licensee's right and license to use the Software will terminate immediately. Licensee may terminate this Agreement at any time by notifying Licensor. Upon the termination of this Agreement, Licensee must delete the Software from its computers and archives.
  2. Licensee agrees that upon termination of this agreement for any reason, Licensor may take actions so that the Software no longer operates.

GENERAL

  1. Licensor reserves the right at any time to cease the support of the Software and to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of the Software.
  2. This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them.

If you have questions regarding this agreement, please contact Visual Docs by email at licenses@visualdocs.net.

 

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