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End User License Agreement

Demeanor for .NET — Version 2026-04-13

This End User License Agreement ("Agreement") is a legal contract between you (either an individual or a single legal entity, "Licensee") and Wise Owl Software ("Wise Owl", "we", "us"). By purchasing, downloading, installing, or using Demeanor for .NET (the "Software"), or by checking the acceptance box at checkout, Licensee agrees to be bound by the terms of this Agreement.

1. Grant of License

Subject to payment of applicable fees and compliance with this Agreement, Wise Owl grants Licensee a non-exclusive, non-transferable, revocable license to install and use the Software in accordance with the tier purchased (Community or Enterprise).

  • Community tier is provided free of charge for evaluation and limited production use, subject to the feature limitations described atwiseowlsoftware.com/pricing.
  • Enterprise tier is provided under a paid annual subscription and enables the full feature set described atwiseowlsoftware.com/pricing. The Enterprise license is issued to the named Licensee company and may be used by that company's employees and contractors for that company's own software development, including continuous integration and build automation systems operated by or on behalf of the Licensee.

2. Delivery and refunds

The Software and the associated license key are delivered electronically immediately upon successful payment. Once the license key has been generated and transmitted to Licensee's email address of record, the Software is considered delivered in full. Because the Software and license key are non-returnable digital goods, all sales are final and the Software is sold on a no-refund basis. Wise Owl may, in its sole discretion, issue a refund in exceptional circumstances; any such refund is a matter of grace and does not create a right to refund in other cases.

3. Chargebacks and payment disputes

Licensee agrees that initiating a chargeback, payment reversal, or bank dispute with respect to any fee paid for the Software — other than in the case of a payment demonstrably made by an unauthorized party using Licensee's payment instrument without Licensee's consent — constitutes a material breachof this Agreement. Upon such a breach:

  • The license is automatically terminated as of the date the chargeback is initiated. Any continued use of the Software under the affected license key is unauthorized and constitutes copyright infringement.
  • Wise Owl may, without further notice, add the affected license key's identifier to a revocation list distributed with future releases of the Software, causing those releases to refuse to honor the key.
  • Licensee remains liable for the original fee and any associated dispute fees, collection costs, and reasonable attorneys' fees incurred by Wise Owl in recovering amounts due.

4. License keys are personally identifying

License keys issued by Wise Owl are cryptographically bound to the named Licensee and contain identifying information about the purchasing company and the purchase transaction. License keys arepersonally identifying material. Licensee agrees that:

  • Publishing, posting, sharing, distributing, or otherwise making a license key available to any third party (other than employees or contractors of the Licensee company who need the key to operate the Software in the course of Licensee's business) is unauthorized use and constitutes copyright infringement of the Software.
  • Licensee is responsible for keeping the license key confidential within Licensee's organization, including treating it with at least the same degree of care as Licensee's own payment credentials.
  • If a license key is leaked, lost, or otherwise disclosed, Licensee will promptly notify Wise Owl at the contact address below so a replacement can be issued and the compromised key revoked.

5. Forensic attribution

The Software embeds a licensee-identifying watermark in the output assemblies it produces. This watermark is unique to Licensee's license key and allows Wise Owl to identify the originating license of any Software-protected binary that comes into Wise Owl's possession, including binaries distributed with end-user products or obfuscation reports posted publicly. Wise Owl reserves the right to use these watermarks, the information bound into Licensee's license key, and any other lawful forensic means to:

  • identify unauthorized use or distribution of the Software;
  • identify the source of a leaked license key for the purpose of enforcement action; and
  • pursue civil and, where applicable, criminal remedies.

6. Restrictions

Licensee shall not, and shall not permit any third party to:

  • reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software, except to the extent such restriction is expressly prohibited by applicable law;
  • remove, tamper with, or circumvent the Software's license validation, watermarking, anti-tamper, or other integrity and identification mechanisms;
  • modify, translate, or create derivative works of the Software;
  • rent, lease, sublicense, sell, redistribute, or otherwise transfer the Software or the license key, except as expressly permitted in Section 1;
  • use the Software in any manner that violates applicable law or infringes the rights of any third party.

6A. Export control and sanctions compliance

Licensee acknowledges that the Software is subject to United States export control laws and regulations, including the Export Administration Regulations (EAR, 15 C.F.R. Parts 730–774) administered by the U.S. Department of Commerce and the economic sanctions programs administered by the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC). Licensee shall not, directly or indirectly, export, re-export, transfer, release, or make the Software, any license key, or any technology derived from the Software available to:

  • any country, region, entity, or person subject to U.S. comprehensive sanctions (including, as of the date of this Agreement, Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine);
  • any person or entity identified on the U.S. Specially Designated Nationals and Blocked Persons List, the Entity List, the Denied Persons List, the Unverified List, or any other applicable restricted-party list maintained by the U.S. government or the government of any jurisdiction in which Licensee uses the Software; or
  • any end use prohibited by U.S. export control or sanctions law, including use related to weapons of mass destruction, missile technology, or unauthorized military end uses.

Licensee represents and warrants that Licensee is not located in, under the control of, or a national or resident of any such restricted country, and is not identified on any restricted-party list. Licensee is solely responsible for obtaining any export or re-export authorizations required for its activities. Licensee shall indemnify and hold Wise Owl harmless from any breach of this Section in accordance with Section 10A.

7. Ownership

The Software is licensed, not sold. Wise Owl and its licensors retain all right, title, and interest in and to the Software, including all intellectual property rights. No rights are granted to Licensee other than those expressly set forth in this Agreement.

8. Updates and support

An active Enterprise subscription entitles Licensee to receive updates and technical support during the subscription term. Upon expiration or termination of the subscription, Licensee may continue to use the version of the Software in use as of the expiration or termination date, subject to the other terms of this Agreement, but is not entitled to further updates or support.

8A. Automatic renewal (California Business & Professions Code § 17602)

Your Enterprise subscription will automatically renew annually at the then-current price unless cancelled before the renewal date. The renewal charge will be billed to the payment method on file approximately one year from the original purchase date and on each anniversary thereafter. You may cancel the automatic renewal at any time prior to the renewal date by emailing[email protected]or by contacting us through your account. Cancellation takes effect at the end of the then-current subscription term; you retain access to the Software through the end of that term. Wise Owl will provide renewal price-change notices as required by California Business & Professions Code § 17602.

9. Warranty disclaimer

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. WISE OWL DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WISE OWL DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS, OR THAT THE SOFTWARE WILL RENDER OBFUSCATED OUTPUT THAT IS IMMUNE TO REVERSE ENGINEERING OR TAMPERING.

10. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WISE OWL OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WISE OWL'S TOTAL CUMULATIVE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID BY LICENSEE TO WISE OWL FOR THE SOFTWARE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

10A. Indemnification

Licensee indemnification of Wise Owl. Licensee shall defend, indemnify, and hold harmless Wise Owl and its officers, directors, employees, contractors, affiliates, agents, licensors, and successors (together, the "Wise Owl Parties") from and against any and all claims, demands, actions, suits, proceedings, losses, damages, liabilities, settlements, judgments, fines, penalties, costs, and expenses (including reasonable attorneys' fees, expert fees, and court costs) arising out of or relating to, in whole or in part:

  • Licensee's access to, use of, or inability to use the Software, including any use in violation of this Agreement;
  • any breach by Licensee of any representation, warranty, covenant, or obligation under this Agreement;
  • any content, code, data, model, asset, or other material that Licensee processes with, embeds in, distributes through, or protects using the Software, including any claim that any such material infringes, misappropriates, or violates any intellectual property right, privacy right, right of publicity, contract right, or other right of any third party;
  • any software product, service, work product, or deliverable of Licensee (whether or not protected by the Software), and any distribution, sale, license, or support thereof, including any claim of infringement, misappropriation, product liability, defect, failure to warn, security breach, or consumer harm;
  • Licensee's violation of any applicable law, regulation, or order, including export control, sanctions, data-protection, privacy, tax, and consumer-protection laws;
  • any chargeback, payment dispute, reversal, or fraud associated with Licensee's payment as described in Section 3; and
  • any act or omission of Licensee's employees, contractors, agents, or permitted users.

The Wise Owl Parties will give Licensee prompt written notice of any claim for which indemnification is sought; provided that failure to provide prompt notice shall not relieve Licensee of its obligations except to the extent Licensee is materially prejudiced. Licensee shall have sole control over the defense and settlement of any such claim with counsel reasonably acceptable to Wise Owl; provided that Licensee shall not enter into any settlement that imposes any monetary obligation, admission of liability or wrongdoing, injunctive restriction, or other obligation on any Wise Owl Party without Wise Owl's prior written consent. Wise Owl may, at its own expense, participate in the defense of any such claim with counsel of its own choosing.

No indemnification by Wise Owl. The Software is licensed AS IS. Wise Owl does not and shall not indemnify, defend, or hold harmless Licensee, its affiliates, or any third party against any claim that the Software infringes, misappropriates, or otherwise violates any intellectual property right, privacy right, or other right of any third party, or against any other third-party claim of any kind. Licensee's sole remedy in the event of any claim that the Software infringes or misappropriates a third-party right is, at Wise Owl's sole option and expense, one of the following: (i) modification of the Software to avoid the alleged infringement, (ii) procurement of the right for Licensee to continue using the Software, or (iii) termination of this Agreement and refund of the fees paid by Licensee for the current subscription term, prorated for the unexpired portion of that term. This paragraph states Wise Owl's sole obligation and Licensee's sole and exclusive remedy with respect to any claim of infringement or misappropriation by the Software.

11. Termination

This Agreement terminates automatically upon any material breach by Licensee, including the chargeback event described in Section 3. Wise Owl may also terminate this Agreement on written notice if Licensee fails to cure any other breach within thirty (30) days of notice. Upon termination, Licensee shall cease all use of the Software and destroy all copies of the license key in Licensee's possession. Sections 3 through 7, 9, 10, 10A, 12, and 12A survive termination.

12. Governing law and venue

This Agreement is governed by and construed in accordance with the laws of the State of California, United States, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. Exclusive venue for any dispute arising out of or relating to this Agreement shall lie in the state and federal courts located in San Diego County, California, and the parties consent to personal jurisdiction in those courts.

Nothing in this Agreement limits any non-waivable rights Licensee may have as a consumer under California law, including the California Consumers Legal Remedies Act (Civil Code § 1750 et seq.) or other applicable consumer-protection statutes.

12A. Binding arbitration and class-action waiver

Mandatory binding arbitration. Except as expressly provided below, any dispute, claim, or controversy arising out of or relating to this Agreement, the Software, or the Services, including any question regarding the existence, scope, validity, breach, interpretation, or termination of this Agreement (a "Dispute"), shall be finally resolved by binding arbitration administered by JAMS under the JAMS Comprehensive Arbitration Rules and Procedures then in effect, as modified by this Section. The arbitration shall be conducted by a single arbitrator in San Diego County, California, in the English language. The arbitrator shall have exclusive authority to resolve any Dispute, including questions of arbitrability. The arbitrator's award shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction. Each party shall bear its own costs and attorneys' fees, except as required by applicable law or as otherwise awarded by the arbitrator pursuant to this Agreement.

Class-action and representative-action waiver.THE PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THE PARTY'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, MASS, REPRESENTATIVE, OR PRIVATE-ATTORNEY-GENERAL PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE THE CLAIMS OF MORE THAN ONE PERSON AND MAY NOT PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING. If this class-action waiver is found unenforceable as to any Dispute, that Dispute (and only that Dispute) shall be severed from arbitration and litigated in the courts identified in Section 12; all other Disputes shall remain subject to arbitration under this Section.

Exceptions. Either party may, notwithstanding this Section: (a) seek injunctive or other equitable relief in a court of competent jurisdiction located in San Diego County, California to prevent or enjoin any infringement or misappropriation of intellectual property rights, breach of confidentiality, breach of Sections 4, 5, 6, or 6A, or violation of export-control or sanctions law; (b) bring an individual action in small-claims court for a Dispute that falls within that court's jurisdictional limit; and (c) bring a proceeding to enforce an arbitration award.

Opt-out. Licensee may opt out of this Section 12A by sending written notice to Wise Owl at the address in Section 14 within thirty (30) days after the first acceptance of this Agreement. The opt-out notice must identify Licensee by name, company, and the email address on file, and must state unambiguously that Licensee wishes to opt out of binding arbitration and the class-action waiver. An opt-out is effective only as to the version of this Agreement accepted at the time of the opt-out; subsequent versions require a new opt-out.

13. Entire agreement

This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior or contemporaneous agreements, representations, and understandings, whether written or oral. No modification of this Agreement is effective unless in writing and signed by both parties, except that Wise Owl may update this Agreement for future purchases by posting an updated version at this URL; the version applicable to Licensee's purchase is the version identified in Licensee's issued license key (the eulaVersion field).

14. Contact

Wise Owl Software
2405 Vista Mountain Dr
Vista, CA 92084
[email protected]

EULA version 2026-04-13. This version is stamped into theeulaVersion field of license keys issued on or after this date.