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END USE LICENSE AGREEMENT FOR G-FORCE SOFTWARE, WHITECAP SOFTWARE, AND SOUNDSPECTRUM DARKROOM
SOFTWARE FOR INDIVIDUAL, NON-COMMERCIAL USE ONLY
(Last updated July 2004)
IMPORTANT: THIS SOFTWARE END USER LICENSE AGREEMENT (“EULA”)
IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL
OR A SINGLE ENTITY, “YOU”) AND SOUNDSPECTRUM,
INC. (“LICENSOR”), THE OWNER OF THE G-FORCE
SOFTWARE, WHITECAP SOFTWARE, AND SOUNDSPECTRUM DARKROOM
SOFTWARE AND AND ANY RELATED SOFTWARE OR ACCOMPANYING
DOCUMENTATION (“SOFTWARE”). READ THIS
AGREEMENT CAREFULLY BEFORE USING THE SOFTWARE. IT PROVIDES
A LICENSE TO USE THE SOFTWARE AND CONTAINS WARRANTY INFORMATION
AND LIABILITY DISCLAIMERS.
BY INSTALLING THE SOFTWARE OR USING EQUIPMENT THAT CONTAINS
THIS SOFTWARE, YOU AGREE WITH THE TERMS OF THIS G-FORCE
EULA AND YOU ARE CONSENTING TO BE BOUND BY THIS AGREEMENT.
YOU AGREE THAT YOUR USE OF THE SOFTWARE ACKNOWLEDGES THAT
YOU HAVE READ THIS LICENSE, UNDERSTAND IT, AND AGREE TO
BE BOUND BY ITS TERMS AND CONDITIONS. IF YOU DO NOT AGREE
TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT USE THE
SOFTWARE AND UNINSTALL THE SOFTWARE FROM YOUR COMPUTER.
1. License Grant. Licensor grants
You this personal, limited, non-exclusive, non-transferable,
non-assignable right to use the Software for your individual
and non-commercial usage, provided you adhere to all the
terms and conditions of this Agreement. You may not redistribute
the Software or its output in any form without Licensor's
prior written consent. The foregoing is an express limited
use license and not an assignment, sale, or other transfer
of the Licensed Software or any Intellectual Property
Rights of Licensor. In the event that You fail to comply
with this EULA, the license is terminated and You agree
to cease using the Software and uninstall the Software
from your computer. You may make copies of the Software
in machine-readable form solely for personal backup purposes.
You must reproduce on any such copy all copyright notices
and any other proprietary legends on the original copy
of the Software. You may export visualization output of
the Software in machine-readable video format solely for
personal display and use. No commercial
usage rights or rights of public display of visual output
of the Software in any form are granted under this EULA,
but may be available under a separate agreement provided
solely by Licensor. If You would like to
enter into a Commercial Software License Agreement, please
send email to sales(at)soundspectrum.com, or visit
the Licensor web site: http://www.soundspectrum.com.
2. License Restrictions. In the event
that You fail to comply with this EULA and the restrictions
hereunder, the license is terminated and You agree to
cease using the Software and uninstall the Software from
your computer. Other than as set forth in Section
1,
- You may not make or distribute copies of the Software,
or electronically transfer the Software in any manner
from one computer or device to another or over a network.
- You may not - alter, merge, modify, adapt, port, or
translate the Software, or decompile, reverse engineer,
disassemble, decipher, decrypt, or otherwise attempt
to reduce the Software to a human-perceivable form.
- You may not use the Software or export or display
its visual output in any way to provide, support, or
as part of any commercial service, application or enterprise.
You may not use the Software to export or display visual
output in any public or commercial venues (including
but not limited to night clubs, concert halls, sports
arenas, and live music performances) or use the Software
to generate visual output for public or commercial display
or distribution of any kind in any medium (including
but not limited to distribution over the internet (including
peer to peer), VHS, CD, DVD, laser disk, broadcast,
digital or cable television, wireless, or any computer
driven media).
- You may not sell, rent, lease, or sublicense the Software.
You may not, without Licensor's prior written agreement
(a) charge for any service that uses the Software or
its visual output, (b) charge for copies of the Software
or its visual output, or (c) charge for support services
associated with the Software or its visual output. You
may not rent, lease, lend, or in any way distribute
or transfer any rights in this EULA or the Software
to third parties without Licensor's written approval.
- You may not remove, alter, modify, deface, overprint
or otherwise obscure Licensor patent, trademark, service
marks, copyright notices, EULA, or any Licensor documentation
bundled with the Software.
- You may not modify the Software or create derivative
works based upon the Software. You may not publish or
distribute in any form of electronic or printed communication
any material within or exported visual output relating
to the Software, including but not limited to object
code, documentation, help files, read me files, installation
instructions, EULA, visual outputs, video exports, or
GUI without written approval from Licensor.
- You may not ship, transfer, or export the Software
into any country prohibited by the United States Export
Administration Act and the regulations thereunder or
use in any manner prohibited by any government agency
or any export laws, restrictions, or regulations.
.
3. Ownership. The foregoing license
gives You limited license to use the Software. Licensor
and/or its affiliates or assignees own and retain all
right, title and interest, including all copyright and
intellectual property rights, in and to, the Software,
any related documentation (including design, systems and
user), and any visual output or video export of the Software
and all copies thereof. All rights not specifically granted
in this EULA, including Federal and International Copyrights,
are reserved by Licensor. All user-contributed Software
configuration files (being files in a text-based language
that the Software is designed to interpret, hereafter
being referred to as the “Configs”) are considered
the sole ownership of Licensor upon submission to the
Licensor for inclusion into the Software. By submitting
Configs, You become a “Contributor” and are
agreeing to their ownership and use by Licensor, including
unlimited distribution and/or licensing (as part of the
Software) without permission or compensation. Any
Configs submitted to Licensor (by email or other form)
will be considered a "work made for hire" under
the United States Copyright Act.
4. Warranty Disclaimer. The Software
is being delivered to You "AS IS" and Licensor
makes no warranty as to its use or performance. LICENSOR
DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS, WHETHER
EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING THE WARRANTIES
OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
THERE IS NO WARRANTY OF NON-INFRINGEMENT AND TITLE.
LICENSOR DOES NOT WARRANT THAT THE SOFTWARE IS ERROR-FREE
OR WILL OPERATE WITHOUT INTERRUPTION. IF APPLICABLE LAW
REQUIRES ANY WARRANTIES WITH RESPECT TO THE SOFTWARE,
ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY
(90) DAYS FROM THE DATE OF DELIVERY. For USA residents,
some states do not allow the exclusion of implied warranties,
so the above exclusion may not apply to You. This warranty
gives You specific legal rights and You may also have
other legal rights that vary from state to state.
5. Limitation of Liability. LICENSOR
SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY
INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, COVER OR CONSEQUENTIAL
DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR THE
INABILITY TO USE EQUIPMENT OR ACCESS DATA, LOSS OF BUSINESS,
LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE), ARISING
OUT OF THE USE OF, OR INABILITY TO USE, THE SOFTWARE AND
BASED ON ANY THEORY OF LIABILITY INCLUDING BREACH OF CONTRACT,
BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT
LIABILITY OR OTHERWISE, EVEN IF LICENSOR OR ITS REPRESENTATIVES
HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND
EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED
OF ITS ESSENTIAL PURPOSE. THE FOREGOING LIMITATIONS ON
LIABILITY ARE INTENDED TO APPLY TO THE WARRANTIES AND
DISCLAIMERS ABOVE AND ALL OTHER ASPECTS OF THIS EULA.
6. Indemnification. You agree to indemnify
and hold Licensor, parents, subsidiaries, affiliates,
officers and employees, harmless from any claim or demand,
including reasonable attorneys' fees, made by any third
party due to or arising out of your use of the Software,
or the infringement by You, of any intellectual property
or other right of any person or entity. YOU EXPRESSLY
ACKNOWLEDGE AND AGREE THAT USE OF THE SOFTWARE IS AT YOUR
SOLE RISK. THE SOFTWARE AND DOCUMENTATION ARE PROVIDED
AS IS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, SOUNDSPECTRUM, INC., ITS
SUPPLIERS AND DISTRIBUTORS FURTHER DISCLAIM ALL WARRANTIES,
INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE
OR PERFORMANCE OF THE SOFTWARE AND DOCUMENTATION REMAINS
WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE
LAW, IN NO EVENT SHALL SOUNDSPECTRUM, INC., ITS SUPPLIERS
OR DISTRIBUTORS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL,
DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES
WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR
LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS
OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING
OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE
THE SOFTWARE, EVEN IF SOUNDSPECTRUM, INC., ITS SUPPLIERS
OR DISTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT
ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL
OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY
TO YOU.
7. Medical Disclaimer. The Licensor's
Software has been on the market for years and thousands
of users have experienced many hours of viewing with no
reported ill effects. However, any Software users that
are or believe they could be subject to any form of seizures,
epilepsy or visual photosensitivity, are using a pacemaker,
suffering cardiac arrhythmia or other heart disorders,
currently taking stimulants, tranquilizers or psychotropic
medication, specifically including illicit drugs and alcohol,
should NOT use or view the Software or any visualization
products without checking with their physician. Notwithstanding
the above, you assume any and all risks and waive any
claims against Licensor and it's distribution partners,
employees, officers or affiliated parties for any and
all injuries, be they mental or physical, in using or
viewing the Software. You also freely agree to assume
any and all liabilities when allowing any other persons
to use or view the Software.
8. Term and Termination. This Agreement
is effective until terminated. Either Licensor or You
may terminate this Agreement at any time. Without limiting
the foregoing, Licensor shall have the right to immediately
terminate this aAgreement at any time in the event of
any breach by You of this Agreement and in the event that
You knowingly breach this Agreement or that it becomes
known to You that You have breached this Agreement, then
You will immediately notify the Licensor of such breach
and this Agreement will immediately terminate. In the
event of terminationsuch event, You must uninstall the
Software and destroy all copies of the Software and any
accompanying documentation, any visual output or video
export files, and all other associated materials that
You have received or made pursuant to this Agreement.
9. General. This EULA will be governed
by the laws of the United States and the State of New
York, excluding the application of its conflicts of law
rules. You consent to the personal and exclusive jurisdiction
and venue of the state and federal courts located in New
York, United States. If any one or more provisions
contained in this Agreement are held by any court or tribunal
to be invalid, illegal, or otherwise unenforceable, each
and every other provision shall remain in full force and
effect. The failure or delay of Licensor to exercise
any of its rights under this EULA or upon any breach of
this EULA shall not be deemed a waiver of those rights
or of the breach.
10. Contact Information. If You have
any questions about this EULA, or if You want to contact
Licensor, please sendemail to legal(at)soundspectrum.com.
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