End-User License Agreement for MemorySharp (Commercial Edition)
IMPORTANT-READ CAREFULLY: This End User License Agreement (this "EULA") contains the terms and conditions that govern your use of the SOFTWARE (as defined below). You should read this EULA carefully and treat it as valuable property.
Licensing Overview.
1. THIS EULA.
This EULA governs your use of MemorySharp (individually and collectively, the "SOFTWARE"). The term "SOFTWARE" includes, to the extent provided by Binarysharp: 1) any revisions, updates and/or upgrades thereto; 2) any data, image or executable files, databases, data engines, computer software, or similar items customarily used or distributed with computer software products; 3) anything in any form whatsoever intended to be used with or in conjunction with the SOFTWARE; and 4) any associated media, documentation (including physical, electronic and online) and printed materials (the "Documentation").
This EULA is a Legally Binding Agreement Between You and Binarysharp. If you are acting as an agent of a company or another legal person, such as an officer or other employee acting for your employer, then "you" and "your" mean your principal, the entity or other legal person for whom you are acting. However, importantly, even if you are acting as an agent for another, you may still be personally liable for violation of federal and State laws, such as copyright infringement.
By signifying your acceptance of the terms of this EULA, you intend to be, and hereby are, legally bound to this EULA to the same extent as if Binarysharp and you physically signed this EULA. By installing, copying, or otherwise using the SOFTWARE, you agree to be bound by all the terms and conditions of this EULA. If you do not agree to all of such terms and conditions, you may not install or use the SOFTWARE.
2. YOUR LICENSE TO DEVELOP AND TO DISTRIBUTE.
As provided in more detail below, this EULA grants you two licenses: 1) a license to use the SOFTWARE to develop other software products (the "Development License"); and 2) a license to use and/or distribute the Developed Software (the "Distribution License"). These licenses (the "Licenses") are explained and defined in more detail below.
Definitions. The following terms have the respective meanings as used in this EULA:
"Developed Software" means those computer software products that are developed by or through the use of the SOFTWARE.
"Redistributable Files" means the SOFTWARE files or other portions of the SOFTWARE that are provided by Binarysharp and are identified as such in the Documentation for distribution by you with the Developed Software.
"Developer" means a human being or any other automated device using the SOFTWARE in accordance with the terms and conditions of this EULA.
"Developer Seat License" means that each Developer using or otherwise accessing the programmatic interface or the SOFTWARE must obtain the right to do so by purchasing a separate End User License.
Your Development License. You are hereby granted a limited, royalty-free, non-exclusive right to use the SOFTWARE to design, develop, and test Developed Software, on the express condition that, and only for so long as, you fully comply with all terms and conditions of this EULA.
The SOFTWARE is licensed to you on a Developer Seat License basis.
Developer Seat License basis means that you may perform an installation of the SOFTWARE for use in designing, testing and creating Developed Software by a single Developer on one or more computers, so long as 1) such computer/computers is/are used only by one single Developer at any given time and not concurrently and, 2) the user is the primary User to whom the license has been granted. Conversely, you may not install or use the SOFTWARE on a computer that is a network server or a computer at which the SOFTWARE is used by more than one Developer. You may not network the SOFTWARE or any component part of it, where it is or may be used by more than one Developer unless you purchase an additional Development License for each Developer. You must purchase another separate license to the SOFTWARE in order to add additional developer seats, whether the additional developers are accessing the SOFTWARE in a stand-alone environment or on a computer network.
You agree that Binarysharp may audit your use of the SOFTWARE for compliance with these terms at any time, upon reasonable notice. In the event that such audit reveals any use of the SOFTWARE other than in full compliance with the terms of this EULA, you shall reimburse Binarysharp for all reasonable expenses related to such audit in addition to any other liabilities you may incur as a result of such non-compliance.
In all cases, (a) you may not use Binarysharp’s name, logo, or trademarks to market your Developed Software without the express written consent of Binarysharp.
Your Distribution License.
License to Distribute Developed Software. Subject to the terms and conditions in this EULA, you are granted the license to use and to distribute Developed Software on a royalty-free basis, provided that the Developed Software incorporates the SOFTWARE as an integral part of the Developed Software in machine-language compiled format (customarily an ".exe", or ".dll", etc.). You may not distribute, bundle, wrap or subclass the SOFTWARE as Developed Software which, when used in a "design-time" development environment, exposes the programmatic interface of the SOFTWARE. You may distribute, on a royalty-free basis, Redistributable Files with Developed Software only. You may not add or transfer the SOFTWARE serial number to the computer where the Developed Software is installed. Users of the Developed Software may not use the SOFTWARE or the Redistributable Files, directly or indirectly, for development purposes.
Updates/Upgrades; Studio Subscription. Subject to the terms and conditions of this EULA, the Licenses are perpetual. Updates and upgrades to the SOFTWARE may be provided by Binarysharp from time-to-time, and, if so provided by Binarysharp, are provided upon the terms and conditions offered at that time by Binarysharp in its sole discretion. Binarysharp may provide updates and upgrades to the SOFTWARE for free or for any charge, at any time or never, and through its chosen manner of access and distribution, all in Binarysharp’s sole discretion.
Serial Number. With your license, you will be issued a unique serial number (the "Serial Number"). The Serial Number is subject to the restrictions set forth in this EULA and may not be disclosed or distributed either with your Developed Software or in any other way. The disclosure or distribution of the Serial Number constitutes a breach of this EULA, the effect of which shall be the immediate termination and revocation of all the rights granted herein.
3. INTELLECTUAL PROPERTY.
Copyright. You agree that all right, title, and interest in and to the SOFTWARE (including, but not limited to, any images, photographs, animations, video, audio, music, text, and "applets" incorporated into the SOFTWARE), and any copies of the SOFTWARE, and any copyrights and other intellectual properties therein or related thereto are owned exclusively by Binarysharp, except to the limited extent that Binarysharp may be the rightful license holder of certain third-party technologies incorporated into the SOFTWARE. The SOFTWARE is protected by copyright laws and international treaty provisions. The SOFTWARE is licensed to you, not sold to you. Binarysharp reserves all rights not otherwise expressly and specifically granted to you in this EULA.
General Limitations. You may not reverse engineer, decompile, or disassemble the SOFTWARE or any of its constituents, except and only to the extent that applicable law expressly permits such activity notwithstanding this limitation.
Software Transfers. You may not rent or lease the SOFTWARE. You cannot transfer your rights to a third party.
Termination. Without prejudice to any other rights it may have, Binarysharp may terminate this EULA and the Licenses if you fail to comply with the terms and conditions contained herein. In such an event, you must destroy all copies of the SOFTWARE and all of its component parts.
4. WARRANTIES
Limited Warranty. Except as expressly stated in writing, BinarySharp makes no representation or warranties in respect of this Software and expressly excludes all other warranties, expressed or implied, oral or written, including, without limitation, any implied warranties of merchantable quality or fitness for a particular purpose.
THIS SOFTWARE AND THE ACCOMPANYING FILES ARE SOLD "AS IS" AND WITHOUT WARRANTIES AS TO PERFORMANCE OR MERCHANTABILITY OR ANY OTHER WARRANTIES WHETHER EXPRESSED OR IMPLIED.
5. MISCELLANEOUS.
This is not the only agreement. This EULA is a complement to the Terms of Service displayed on the Binarysharp’s official website. Nevertheless, this EULA supersedes any prior and contemporaneous proposals, purchase orders, advertisements, and all other communications in relation to the subject matter of this EULA, whether oral or written.
Questions regarding the EULA. Any questions regarding this agreement can be directly addressed to Binarysharp through the Binarysharp’s client area available on the official website.
Licensing Overview.
- Licenses are per-developer. A developer may install his license on one or more computers.
- Licenses cannot be transferred from one developer to another.
- A license entitles you to build applications using MemorySharp. The applications you build can be distributed royalty free.
- A license entitles you to one year of free upgrades, including bug fixes and new features. After one year, you are no longer entitled to updates, but you may continue to use the products received with your MemorySharp subscription after your subscription has expired.
- Source code is not included with MemorySharp.
1. THIS EULA.
This EULA governs your use of MemorySharp (individually and collectively, the "SOFTWARE"). The term "SOFTWARE" includes, to the extent provided by Binarysharp: 1) any revisions, updates and/or upgrades thereto; 2) any data, image or executable files, databases, data engines, computer software, or similar items customarily used or distributed with computer software products; 3) anything in any form whatsoever intended to be used with or in conjunction with the SOFTWARE; and 4) any associated media, documentation (including physical, electronic and online) and printed materials (the "Documentation").
This EULA is a Legally Binding Agreement Between You and Binarysharp. If you are acting as an agent of a company or another legal person, such as an officer or other employee acting for your employer, then "you" and "your" mean your principal, the entity or other legal person for whom you are acting. However, importantly, even if you are acting as an agent for another, you may still be personally liable for violation of federal and State laws, such as copyright infringement.
By signifying your acceptance of the terms of this EULA, you intend to be, and hereby are, legally bound to this EULA to the same extent as if Binarysharp and you physically signed this EULA. By installing, copying, or otherwise using the SOFTWARE, you agree to be bound by all the terms and conditions of this EULA. If you do not agree to all of such terms and conditions, you may not install or use the SOFTWARE.
2. YOUR LICENSE TO DEVELOP AND TO DISTRIBUTE.
As provided in more detail below, this EULA grants you two licenses: 1) a license to use the SOFTWARE to develop other software products (the "Development License"); and 2) a license to use and/or distribute the Developed Software (the "Distribution License"). These licenses (the "Licenses") are explained and defined in more detail below.
Definitions. The following terms have the respective meanings as used in this EULA:
"Developed Software" means those computer software products that are developed by or through the use of the SOFTWARE.
"Redistributable Files" means the SOFTWARE files or other portions of the SOFTWARE that are provided by Binarysharp and are identified as such in the Documentation for distribution by you with the Developed Software.
"Developer" means a human being or any other automated device using the SOFTWARE in accordance with the terms and conditions of this EULA.
"Developer Seat License" means that each Developer using or otherwise accessing the programmatic interface or the SOFTWARE must obtain the right to do so by purchasing a separate End User License.
Your Development License. You are hereby granted a limited, royalty-free, non-exclusive right to use the SOFTWARE to design, develop, and test Developed Software, on the express condition that, and only for so long as, you fully comply with all terms and conditions of this EULA.
The SOFTWARE is licensed to you on a Developer Seat License basis.
Developer Seat License basis means that you may perform an installation of the SOFTWARE for use in designing, testing and creating Developed Software by a single Developer on one or more computers, so long as 1) such computer/computers is/are used only by one single Developer at any given time and not concurrently and, 2) the user is the primary User to whom the license has been granted. Conversely, you may not install or use the SOFTWARE on a computer that is a network server or a computer at which the SOFTWARE is used by more than one Developer. You may not network the SOFTWARE or any component part of it, where it is or may be used by more than one Developer unless you purchase an additional Development License for each Developer. You must purchase another separate license to the SOFTWARE in order to add additional developer seats, whether the additional developers are accessing the SOFTWARE in a stand-alone environment or on a computer network.
You agree that Binarysharp may audit your use of the SOFTWARE for compliance with these terms at any time, upon reasonable notice. In the event that such audit reveals any use of the SOFTWARE other than in full compliance with the terms of this EULA, you shall reimburse Binarysharp for all reasonable expenses related to such audit in addition to any other liabilities you may incur as a result of such non-compliance.
In all cases, (a) you may not use Binarysharp’s name, logo, or trademarks to market your Developed Software without the express written consent of Binarysharp.
Your Distribution License.
License to Distribute Developed Software. Subject to the terms and conditions in this EULA, you are granted the license to use and to distribute Developed Software on a royalty-free basis, provided that the Developed Software incorporates the SOFTWARE as an integral part of the Developed Software in machine-language compiled format (customarily an ".exe", or ".dll", etc.). You may not distribute, bundle, wrap or subclass the SOFTWARE as Developed Software which, when used in a "design-time" development environment, exposes the programmatic interface of the SOFTWARE. You may distribute, on a royalty-free basis, Redistributable Files with Developed Software only. You may not add or transfer the SOFTWARE serial number to the computer where the Developed Software is installed. Users of the Developed Software may not use the SOFTWARE or the Redistributable Files, directly or indirectly, for development purposes.
Updates/Upgrades; Studio Subscription. Subject to the terms and conditions of this EULA, the Licenses are perpetual. Updates and upgrades to the SOFTWARE may be provided by Binarysharp from time-to-time, and, if so provided by Binarysharp, are provided upon the terms and conditions offered at that time by Binarysharp in its sole discretion. Binarysharp may provide updates and upgrades to the SOFTWARE for free or for any charge, at any time or never, and through its chosen manner of access and distribution, all in Binarysharp’s sole discretion.
Serial Number. With your license, you will be issued a unique serial number (the "Serial Number"). The Serial Number is subject to the restrictions set forth in this EULA and may not be disclosed or distributed either with your Developed Software or in any other way. The disclosure or distribution of the Serial Number constitutes a breach of this EULA, the effect of which shall be the immediate termination and revocation of all the rights granted herein.
3. INTELLECTUAL PROPERTY.
Copyright. You agree that all right, title, and interest in and to the SOFTWARE (including, but not limited to, any images, photographs, animations, video, audio, music, text, and "applets" incorporated into the SOFTWARE), and any copies of the SOFTWARE, and any copyrights and other intellectual properties therein or related thereto are owned exclusively by Binarysharp, except to the limited extent that Binarysharp may be the rightful license holder of certain third-party technologies incorporated into the SOFTWARE. The SOFTWARE is protected by copyright laws and international treaty provisions. The SOFTWARE is licensed to you, not sold to you. Binarysharp reserves all rights not otherwise expressly and specifically granted to you in this EULA.
General Limitations. You may not reverse engineer, decompile, or disassemble the SOFTWARE or any of its constituents, except and only to the extent that applicable law expressly permits such activity notwithstanding this limitation.
Software Transfers. You may not rent or lease the SOFTWARE. You cannot transfer your rights to a third party.
Termination. Without prejudice to any other rights it may have, Binarysharp may terminate this EULA and the Licenses if you fail to comply with the terms and conditions contained herein. In such an event, you must destroy all copies of the SOFTWARE and all of its component parts.
4. WARRANTIES
Limited Warranty. Except as expressly stated in writing, BinarySharp makes no representation or warranties in respect of this Software and expressly excludes all other warranties, expressed or implied, oral or written, including, without limitation, any implied warranties of merchantable quality or fitness for a particular purpose.
THIS SOFTWARE AND THE ACCOMPANYING FILES ARE SOLD "AS IS" AND WITHOUT WARRANTIES AS TO PERFORMANCE OR MERCHANTABILITY OR ANY OTHER WARRANTIES WHETHER EXPRESSED OR IMPLIED.
5. MISCELLANEOUS.
This is not the only agreement. This EULA is a complement to the Terms of Service displayed on the Binarysharp’s official website. Nevertheless, this EULA supersedes any prior and contemporaneous proposals, purchase orders, advertisements, and all other communications in relation to the subject matter of this EULA, whether oral or written.
Questions regarding the EULA. Any questions regarding this agreement can be directly addressed to Binarysharp through the Binarysharp’s client area available on the official website.