memoQ

Proof of license: The proof of license is the physical or electronic copy of the invoice in the User’s possession In the absence of that, the User must either have a special license agreement or an academic program agreement, or fall in a valid trial period of the software In the latter case, the proof of license is the copy of the e-mail that the User receives from memoQ when signing up for the product trial

Valid without signature: This license agreement is valid without express signature by either party

A. GRANT OF LICENSE

• memoQ Ltd
• grants the User the license to use one computer program or several computer programs that belong to the memoQ product family (“Product”)
• The Product is computer software, consisting of program code and application programming interfaces, as well as any images, photographs, templates, animations, video, audio, music, text and add-ins incorporated into the software, and online or electronic documentation
• memoQ Ltd
• grants the User a license to use the Product in accordance with the terms of this License Agreement for an unlimited time or until the expiry of the User’s license
• License expiry: The license will expire if the User acquired the Product in one of the following manners: The User enrolls in a free trial period of the Product, and does not purchase a perpetual – non-expiring – license during or at the end of the trial period
• The length of the trial period depends on the type of product, and is indicated on the corresponding download page under https://www
• memoq
• com/en/downloads
• The expiry is always counted from the date of the first activation, i
• e
• the day the license for the Product was first requested from the central memoQ activation server over the internet; The User acquires the license through subscription or a lease
• In this case, the license expires on the last day of the current subscription or lease period unless the subscription fee is paid for one or more subsequent periods, or else if the lease is extended and the associated fees are paid; The User enters into a special, individual agreement with memoQ, and the agreement specifies an expiry date; The User borrows the license for a specific unit of work through another organization that uses a memoQ translation management system
• This license exists in the form of an Enterprise License Management (ELM) or Concurrent-Access Licensing (CAL) license
• In this case, the license expires when at deadline specified by the organization that the User receives the work from
• This organization can also revoke the license before the deadline
• The User is an educational institution or facility, and enters into an Academic Program Agreement with memoQ
• The Academic Program Agreement requires that the licenses be renewed once each academic year
• In this case, the User receives Academic Licenses which are valid from the beginning of an academic year till the day before the beginning of the next academic year
• The beginning of the academic year is defined by the User’s own rules or the law of the User’s territory
• The User enrolls in a free trial period of the Product, and does not purchase a perpetual – non-expiring – license during or at the end of the trial period
• The length of the trial period depends on the type of product, and is indicated on the corresponding download page under https://www
• memoq
• com/en/downloads
• The expiry is always counted from the date of the first activation, i
• e
• the day the license for the Product was first requested from the central memoQ activation server over the internet;
• The User acquires the license through subscription or a lease
• In this case, the license expires on the last day of the current subscription or lease period unless the subscription fee is paid for one or more subsequent periods, or else if the lease is extended and the associated fees are paid;
• The User enters into a special, individual agreement with memoQ, and the agreement specifies an expiry date;
• The User borrows the license for a specific unit of work through another organization that uses a memoQ translation management system
• This license exists in the form of an Enterprise License Management (ELM) or Concurrent-Access Licensing (CAL) license
• In this case, the license expires when at deadline specified by the organization that the User receives the work from
• This organization can also revoke the license before the deadline
• The User is an educational institution or facility, and enters into an Academic Program Agreement with memoQ
• The Academic Program Agreement requires that the licenses be renewed once each academic year
• In this case, the User receives Academic Licenses which are valid from the beginning of an academic year till the day before the beginning of the next academic year
• The beginning of the academic year is defined by the User’s own rules or the law of the User’s territory
• Different license types enable different functionality of the Product, and the User is only entitled to use the functionality that license type(s) allow
• If the User has multiple valid licenses for one computer, User will be able to use the functionality granted by the most permissive license

B. SCOPE OF AGREEMENT

• If the User has different types of licenses, for example, server and translator licenses, this license agreement covers all types
• All terms and conditions herein apply to all licenses in the User’s possession
• Any supplemental software code and supporting materials provided to the User by memoQ shall be considered part of the Product and subject to the terms and conditions of this License Agreement
• This End-User-License Agreement (‘Agreement’) applies to the Product that the User installs on a device in the exclusive use by the User or their organization, or on a physical or virtual device hosted by memoQ on behalf of the User for this purpose
• The Agreement shall not apply to any Products that the User uses in a Software-as-a-Service (SaaS) offering, hosted by memoQ, on a device that is not in User’s exclusive use, or hosted by memoQ on behalf of the User
• For SaaS services, please refer to the General Terms and Service, which describe the services offered by memoQ
• The General Terms of Service are available on the memoq
• com website, in the Legal section

C. INTELLECTUAL PROPERTY AND DECLARATION OF OWNERSHIP

• The Product is intellectual property protected by copyright and associated laws
• memoQ represents and warrants that it is lawfully in possession of the granted usage rights, and that no third parties have such rights or claims that would limit or prevent the usage rights granted herein
• Furthermore, if a third party claims to have any such restrictive demands, memoQ shall, directly or through an authorized agent, intervene in defense of the lawful rights of the User
• memoQ reserves all rights not expressly granted to the User in this Agreement
• In particular, memoQ retains the ownership or sublicense rights, as well as any other rights relating to intellectual property involved in the Product
• The product contains third-party software from several sources
• memoQ represents and warrants that it has obtained all necessary rights and licenses to incorporate, use, package, and redistribute each third-party software component
• The ownership and the right of authorship of the intellectual property remains at the respective owners or authors of each third-party component
• The third-party software components are listed in the Annex of this Agreement
• For non-server Products: The User may install and use the Product with the functionality of the most permissive active license on as many workstations as the number specified in the license purchase
• The User may use the Product with a specific license until the license expires (if it has an expiry date, see paragraph A
• 3
• b)
• If the User has exactly one translator’s license, they may install the Product on two workstations
• The User may store a copy of the installation file of the Product on a storage device, such as a network server, used only to install the Product on other computers over an internal network; however, the User must acquire a license for each separate computer on which the Product is installed from the storage device
• For each server license in the User’s possession, the User may install and use the Product on any single computer, including an internal or external web server in the User’s organization
• If the license is time-limited, the User may use the Product until the license expires
• The Product may consist of several components
• In this case, the User may install the components on separate computers, according to technical requirements
• The User may not install the same component on multiple computers
• In connection with a server license, the User may also have a so-called license pool
• A license pool is a set of Enterprise License Management (ELM) or Concurrent-Access Licensing (CAL) licenses to use non-server Products
• The User may use these licenses on their own workstations, or the User may lend these licenses to other individuals or organizations, to work on assignments to the User’s benefit
• The User may not charge the other individuals or organizations for lending these licenses
• The User may make one copy of the installation file of the Product for archive or backup purposes
• The User may transfer the Product to another organization or individual
• When this happens, the User must also transfer all usage and license rights under this License
• The User must cease to use the Product under the license, and report this event to memoQ
• The User must also ensure, and, at memoQ’s request, demonstrate, that the recipient, organization or individual, agrees to the terms of this License
• The Product may contain one or more Application Programming Interfaces (APIs), complete with a Software Developer’s Kit (SDK)
• User may use these APIs and the SDK to build program code and software components based on the Product
• The User may use the SDK, the sample files, and the derived code internally only, for productivity purposes within the User’s own organization
• The User may not distribute any code or software component built from the APIs and the SDK (see Paragraph 17) without the prior written consent of memoQ Ltd
• The User may not use the Product or make copies of it in any other manner than permitted in this Agreement