END USER LICENSE AGREEMENTThis End User License Agreement ("LICENSE") is an agreement between you and Acidgrooves GmbH ("ACIDGROOVES"). This LICENSE governs your use of the Acidgrooves Audio Plug-Ins and all related documentation, as well as update and upgrades that replace or supplement the software and that are not distributed with a separate license (herein referred to as "SOFTWARE").
BY INSTALLING OR USING THE SOFTWARE, YOU CONSENT TO BE BOUND BY THIS LICENSE. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS LICENSE, THEN DO NOT INSTALL OR USE THE SOFTWARE. IF YOU INSTALL THE SOFTWARE, THE TERMS AND CONDITIONS OF THIS LICENSE ARE FULLY ACCEPTED BY YOU.
1. Limited Use License.This SOFTWARE is licensed, and not sold, to you for use only under the terms of this LICENSE. Except as expressly licensed to you herein, ACIDGROOVES reserves all rights, titles and interest in the SOFTWARE (including, but not limited to, all program code, models, data processing schemes, illustrations, images, photographs, video, audio, text), and all associated copyrights, trademarks, and other intellectual property rights related thereto. The LICENSE is limited to the intellectual property rights of ACIDGROOVES and its licensors in the SOFTWARE and does not include any rights to patents or other intellectual property. To the maximum extent that may be permitted under the applicable law, you are not permitted to decompile, disassemble, or reverse engineer the SOFTWARE by any means whatsoever, or to alter, modify, enhance, or create a derivative work of the SOFTWARE. Further, you are not permitted to remove, alter, or obscure any product identification, copyright, or other intellectual property notices in the SOFTWARE. (i) Title. The Software is owned by Acidgrooves or its Suppliers as applicable, and is protected by copyright laws and international treaty provisions, as well as other intellectual property laws and treaties. Acidgrooves (or its Suppliers, as applicable) retains title to and ownership of the Software and all copies, as well as any rights not specifically granted. This Agreement only gives you certain rights to use the Software and related documentation, which may be revoked if you do not follow these terms (ii) Reverse engineering and copying limitations. You may make one copy of the Software for backup purposes only (and replacement backup copies in the event of loss of or damage to a backup copy), provided you include all copyright notices contained on the original media on the backup copy. You may not modify, translate, adapt, reverse engineer, decompile, create other works from, or disassemble the Software or any portions thereof (except and to the extent that applicable law expressly permits reverse engineering, decompilation or disassembly). Similarly, you may not copy, modify, adapt, transfer, or create other works based upon the printed materials and "online" or electronic documentation accompanying or published for use with the Software (the "Documentation").
3. Limited Rights to Install and Use the Software.(i) Permitted use and restrictions. You may install the Software into the memory of a single computer for your internal business use or your own personal enjoyment, but may not redistribute or electronically transfer the Software to someone else's computer or operate it in a time-sharing or service-bureau operation. (ii) Technical limitations. The Software may include technological measures, whether in the Software or in bundled hardware or both, that are designed to prevent or detect unlicensed use of the Software. Circumvention of these technological measures is prohibited, except and only to the extent that applicable law expressly permits, despite this limitation. Any attempt to circumvent technical limitations may render the Software or certain features unusable or unstable, and may prevent you from updating or upgrading the Software. (iii) No reconfiguration. The Software is licensed for installation and use only in the manner it was provided to you, as configured by an automated installation program provided with the Software, or as described in Acidgrooves's Documentation. You may not separate the components contained in the Software or otherwise reconfigure the Software to circumvent technical limitations on the use of the Software or to otherwise exceed the scope of your license.
4. Transfer.Under the condition that the new user registers with ACIDGROOVES, you may make a permanent transfer of all your rights to install and use the SOFTWARE to another individual or legal entity provided that: (a) you also transfer this LICENSE and all copies of the SOFTWARE; (b) you retain no copies of the SOFTWARE, upgrades, updates or prior versions; and (c) the receiving party accepts the terms and conditions of this LICENSE.
5. Termination.This LICENSE is effective until terminated. Your rights under this LICENSE will terminate immediately and automatically without any notice from ACIDGROOVES if you fail to comply with any of the terms and conditions of this LICENSE. Promptly upon termination, you must cease all use of the SOFTWARE and destroy all copies of the SOFTWARE in your possession or control. ACIDGROOVES’s termination will not limit any of ACIDGROOVES’s other rights or remedies at law or in equity. Sections 2-10 of this LICENSE shall survive termination or expiration of this LICENSE for any reason.
6. Disclaimer of Warranties.NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS LICENSE AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED UNDER THE APPLICABLE COMPULSORY LAW, THE SOFTWARE IS PROVIDED TO YOU “AS IS,” WITH ALL FAULTS, WITHOUT WARRANTY OF ANY KIND, AND YOUR USE IS AT YOUR SOLE RISK. THE ENTIRE RISK OF SATISFACTORY QUALITY AND PERFORMANCE RESIDES WITH YOU. ACIDGROOVES AND ACIDGROOVES’S LICENSORS (COLLECTIVELY ACIDGROOVES FOR PURPOSES OF THIS SECTION AND SECTION 6) DO NOT MAKE, AND HEREBY DISCLAIM, ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON INFRINGEMENT OF THIRD PARTY RIGHTS, AND/OR WARRANTIES (IF ANY) ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. ACIDGROOVES DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SOFTWARE; THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS; THAT OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SOFTWARE WILL BE COMPATIBLE WITH THIRD PARTY SOFTWARE OR THAT ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. NO ORAL OR WRITTEN ADVICE PROVIDED BY ACIDGROOVES OR ANY AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
7. Limitation of Liability. ACIDGROOVES AND ITS SUPPLIERS SHALL HAVE NO LIABILITY TO YOU WHETHER IN CONTRACT, TORT, NEGLIGENCE OR PRODUCTS LIABILITY, FOR ANY CLAIM, LOSS, OR DAMAGE, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOST DATA, OR LOST FILES, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SOFTWARE OR DOCUMENTATION, OR THE PERFORMANCE OR OPERATION OF THE SOFTWARE, EVEN IF ACIDGROOVES OR ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL ACIDGROOVES'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU FOR THE SOFTWARE. 8. LIMITATION OF LIABILITY AND DISCLAIMER OF WARRANTIES ARE MATERIAL TERMS OF THIS LICENSE. YOU AGREE THAT THE PROVISIONS IN THIS LICENSE THAT LIMIT LIABILITY ARE ESSENTIAL TERMS OF THIS LICENSE.
9. Severability and Survival.If any provision of this LICENSE should be illegal or unenforceable under the applicable law, the remainder of the provision shall be amended to achieve as closely as possible the effect of the original term and all other provisions shall continue in full force and effect.
10. Injunctive Relief.You agree that a breach of this LICENSE adversely affecting ACIDGROOVES’s proprietary rights in the SOFTWARE may cause irreparable harm to ACIDGROOVES for which monetary damages would not be an adequate remedy and ACIDGROOVES shall be entitled to seek equitable relief in addition to any remedies it may have hereunder or at law.
11. Governing Law.This LICENSE shall be governed by and construed (without regard to conflicts or choice of law principles) under the laws of Switzerland. Unless expressly waived by ACIDGROOVES in writing for the particular instance or contrary to compulsory local law, the sole and exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the Commercial Court of Zurich (Handelsgericht Zürich), Switzerland. You consent to the jurisdiction of this court. The parties agree that the UN Convention on Contracts for the International Sale of Goods (Vienna, 1980) shall not apply to this LICENSE nor to any dispute or transaction arising out of this LICENSE.
12. Export.You agree to abide by Swiss and other applicable export control laws and agree not to transfer the SOFTWARE to a foreign national destination, which is prohibited by such laws, without first obtaining, and then complying with, any requisite government authorization. You certify that you are not a person with whom ACIDGROOVES is prohibited from transacting business under applicable law.
13. Entire Agreement.This LICENSE constitutes the entire agreement between you and ACIDGROOVES with respect to the SOFTWARE and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this LICENSE will be binding unless made in writing and signed by ACIDGROOVES. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of any other right hereunder. In the event of a conflict between this LICENSE and any applicable purchase or other terms, the terms of this LICENSE shall prevail. Copyright (c) 2013 Acidgrooves, GmbH. All rights reserved. This manual and any associated software, artwork, product designs, and design concepts are subject to copyright protection. No part of this document may be reproduced, in any form, without prior written permission of Acidgrooves. Your rights to the Software are governed by the accompanying End-User license agreement. Trademarks All product and company names are property of their respective owners. Windows XP is a trademark of Microsoft Corporation. Mac and the Mac logo are trademarks of Apple Computer, Inc., registered in the U.S. and other countries. The Audio Units logo is a trademark of Apple Computer, Inc. VST is a trademark of Steinberg Media Technologies GmbH. All other trademarks that may be contained in the Acidgrooves products, website and subdomains are property of their respective owners.
Last updated on: 03/03/2013