Additional Terms for Telerik Platform UI Components
(Last Updated January 20, 2015)
What the Agreement Covers:
Depending on your Subscription Level, You may be granted the ability to download, use and develop with select Telerik products containing the designation “UI” within the product name (the “Platform UI Components”). You are granted the following limited license rights while You have an active Subscription and only to the extent Your Subscription level offers access to such Platform UI Components.
IMPORTANT – PLEASE READ THIS END USER LICENSE AGREEMENT (THE “AGREEMENT”) CAREFULLY BEFORE ATTEMPTING TO DOWNLOAD OR USE ANY SOFTWARE, DOCUMENTATION, OR OTHER MATERIALS MADE AVAILABLE THROUGH THIS WEB SITE. THIS AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU OR THE COMPANY WHICH YOU REPRESENT AND ARE AUTHORIZED TO BIND (the “Licensee” or “You”), AND TELERIK AD (“Telerik” or “Licensor”). BY PURCHASING, DOWNLOADING, INSTALLING OR OTHERWISE USING THE SOFTWARE MADE AVAILABLE BY TELERIK THROUGH THIS WEB SITE, YOU ACKNOWLEDGE (1) THAT YOU HAVE READ THIS AGREEMENT, (2) THAT YOU UNDERSTAND IT, (3) THAT YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS, AND (4) TO THE EXTENT YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, YOU HAVE THE POWER AND AUTHORITY TO BIND THAT COMPANY.
This Agreement contains the Additional Terms for the Platform UI Components which are made a part of and are subject to the General Terms of Service for Telerik Platform available at: http://www.telerik.com/purchase/license-agreement/platform (the “General Terms”) and by agreeing to the terms of this Agreement You also agree to the General Terms. Any defined terms used but not defined in this Agreement have the meanings ascribed to them in the General Terms.
This is a license agreement and not an agreement for sale.
1. Certain Definitions.
“Authorized End Users” means Your own end-user licensees, each of whom is authorized to use the Software solely as part of Your Application pursuant to an end-user license that meets the requirements of this Agreement.
2. Software License.
2.1 While You have an active Subscription, and only to the extent and level of such Subscription, Telerik hereby grants to You the following limited, non–exclusive, non–transferable license (the “License”) to use the Platform UI Components and any updates, upgrades, modifications and error corrections thereto provided to You by Telerik (the “Programs”) and any accompanying documentation (the “Documentation” and, together with the Programs, the “Software”) subject to the terms of this Agreement.
2.2. License with Updates and Support. While You have an active Subscription, Your Licensed Developers may use the Software in the format(s) provided to You by Telerik (e.g. object, minified, and/or source code form (as applicable)) in accordance with Section 2.3 in the development of Your Application(s).
2.3. Source Code. In cases where the source code is provided, the Software’s source code is provided to You so that You can create modifications under the terms of this Agreement.
2.3.1. While Telerik does not claim any ownership rights in Your Applications, any modifications You develop to the Software source code will be the exclusive property of Telerik, and You agree to and hereby do assign all right, title and interest in and to such modifications and all rights associated therewith to Telerik.
2.3.2. You will be entitled to use such authorized modifications of the Software’s source code developed by You under the terms of this Agreement and Telerik hereby grants You a license to use such modifications pursuant to Section 2.2.
2.3.3. You acknowledge that the Software’s source code is confidential and contains valuable and proprietary trade secrets of Telerik. Under no circumstances may any portion of the Software’s source code or any modified version of the source code be distributed, disclosed or otherwise made available to any third party.
2.3.4. Telerik DOES NOT provide technical support for any source code that has been modified by any party other than Telerik.
2.3.5. The Software’s source code is provided “as is”, without warranty of any kind. Refunds are not available for any licenses that include a right to receive source code.
3. Redistribution License.
While You have an active Subscription, You may distribute the Programs only in machine readable form and only as embedded in Your Application(s) to Your Authorized End-Users only pursuant to an end-user license that meets the requirements of this Section. You are not permitted to distribute the Software pursuant to this Section: as a standalone product or as a part of any product other than Your Application. Your end-user license agreement must: prohibit distribution of the Software by Your Authorized End Users; limit the liability of Your licensors or suppliers to the maximum extent permitted by applicable law; and prohibit any attempt to disassemble, decompile or “unlock”, decode or otherwise reverse translate or engineer, or attempt in any manner to reconstruct or discover any source code or underlying algorithms of the Software. Provided Your Authorized End-Users are in compliance with their license agreements with You, any sublicenses to use the Software granted by You to Your Authorized End-Users will survive any termination of this Agreement or the License set forth herein between You and Telerik. You are not allowed to, and are expressly prohibited from granting Your Authorized End-Users any right to further sublicense the Software. For avoidance of doubt, Your Authorized End Users are not permitted to use the Programs, or any portions thereof, for software development or application development purposes.
4. Redistribution License Limitations.
4.2.1 You may not use the Telerik product names, logos or trademarks to market Your Application(s).
4.2.2 You must ensure that the Programs are not distributed in any form that allows them to be reused by any application other than Your Application. Technical guidelines are provided here: http://www.telerik.com/purchase/license-agreement/assembly-protection-guidelines.aspx. Please contact email@example.com for any additional questions.
4.2.3 You must include a valid copyright message in Your Application in a location viewable by Authorized End-Users (e.g. “About” box) that will serve to protect Telerik’s copyright and other intellectual property rights in the Software.
Telerik shall make a master copy of the Software available for access or download (as applicable) by Licensee in electronic files only.
6. Term and Termination.
This License is granted only while You have an active Subscription and shall last as long as You use the Software in compliance with the terms herein. Unless otherwise prohibited by law, and without prejudice to Telerik’s other rights or remedies, Telerik shall have the right to terminate this Agreement in accordance with the General Terms. Upon termination of this Agreement, all Licenses granted to You hereunder shall terminate automatically and You shall immediately cease use of the Software. You must also destroy (i) all locally installed copies of the Software and (ii) any product and company logos provided by Telerik in connection with this Agreement. Notwithstanding the foregoing, any sublicenses to the Software granted to Your end-users in accordance with Section 3 shall survive termination of this Agreement.
7. Product Discontinuance.
Telerik reserves the right to discontinue the Software or any component of the Software, whether offered as a standalone product or solely as a component, at any time.
8. Open Source.
Any Open Source Software that may be delivered by Telerik embedded in or in association with Telerik products is provided pursuant to the open source license applicable to the software and subject to the disclaimers and limitations on liability set forth in such license.
Any provisions of the Agreement containing license restrictions, warranties and warranty disclaimers, confidentiality obligations, limitations of liability and/or indemnity terms, and any provision of the Agreement which, by its nature, is intended to survive shall remain in effect following any termination or expiration of the Agreement.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY CONTINUING THE INSTALLATION OF THE SOFTWARE PRODUCT, BY LOADING OR RUNNING THE SOFTWARE PRODUCT, OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD DRIVE, YOU AGREE TO BE BOUND BY THIS AGREEMENT’S TERMS AND CONDITIONS. YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE AGREEMENTS BETWEEN TELERIK AND YOU, THIS AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES.