End User License Agreement of Soundigy – September 2013

I. GENERAL

The following information represents End-User License Agreement (“EULA”)  - the contractual conditions for the use of software manufactured by Soundigy Piotr Piatek (hereinafter „Soundigy“) by you, the final user (hereinafter „Licensee“). „Software" means (a) all of the contents of the files, disk(s), CD-ROM(s) or other media with which this Agreement is provided, including but not limited to ((i) registration information, i.e. License key which is unique for a registration name of the Licensee; (ii) related explanatory written materials or files („Documentation"); and (iii) Software setup files and code samples (if any); and (b) upgrades, modified versions, updates, additions, and copies of the Software, if any, licensed to you by the Licensor (collectively, "Updates"). „Use" or „Using" means to access, install, download, copy or otherwise benefit from using the functionality of the Software in accordance with the Documentation. „Computer" means an electronic device that accepts information in digital or similar form and manipulates it for a specific result based on a sequence of instructions. By installing and by registering the software on your computer, you declare yourself in agreement with these conditions, so please read the following text carefully. The software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The software is licensed, not sold. 

If you do not agree with these conditions, you must not install the software. In this event, please return the complete product (including all written matter, packaging and similar material) to the dealer from whom it was originally bought within 14 (fourteen) days after the day of purchase. For purchases from the Soundigy Online Shop, please return the complete product (including all written matter, packaging and similar material) either to Soundigy Piotr Piatek, os. Oswiecenia 37/11, 31636 Krakow, Poland. The price you paid will be refunded in full. Citizens of non-EU countries are eligible for VAT refund, while Soundigy should be notified by the customer of that fact after purchase. 

1. Updates / Upgrades

If you update, upgrade or crossgrade your Soundigy software products, the License Agreement for the products originally purchased is superseded by the new License Agreement. It is not possible or permitted to update, upgrade or crossgrade from a single product more than once. If you upgrade or crossgrade from a single product to a bundle, the License Agreement of the single product is superseded by the License Agreement of the bundle. If you upgrade or crossgrade from a single product to a product bundle, it is not possible or permitted to resell or transfer the original single product once the upgrade or crossgrade has been completed.

2. Bundles

Product bundles (software bundles) may be resold / transferred as a whole – the individual components of a bundle may not be resold separately. In case of resale, the conditions of this License Agreement apply.

4. NFR (Not-for-resale) Products

Notwithstanding other sections of this License Agreement, any products by Soundigy labeled or otherwise provided to you as NFR (Not For Resale) may be used for demonstration, testing and evaluation purposes only. NFR products may not be resold or transferred. NFR products are exempt from update, upgrade or crossgrade offers, and cannot be purchased with or exchanged for vouchers or coupons. Furthermore, as an owner of an NFR product, you are not entitled to any vouchers that ship with the standard version of the product.

5. EDU (Educational) Products

Notwithstanding other sections of this License Agreement, any products by Soundigy labeled or otherwise provided to you as an EDU (Educational) version may only be used by students or those working in educational institutions only. This definition includes students, faculty, staff and administration attending and / or working at an educational institutional facility: private / public schools, colleges, universities and similar. EDU products may not be used for commercial purposes, and may not be resold or transferred. EDU products are exempt from update, upgrade or crossgrade offers, and cannot be purchased with or exchanged for vouchers or coupons. Furthermore, as an owner of an EDU product, you are not entitled to any vouchers that ship with the standard version of the product.

If you are not sure which license type you own – (FULL / NFR / EDU) – please check the sticker on the bottom of your product box or contact our Support.

6. FREE (Freeware) Products

You are granted a non-exclusive License to Use the freeware software for any purposes for an unlimited period of time. The software product under this License is provided free of charge. Even though a license fee is not paid for the use of such software, it does not mean that there are no conditions for using such software. The Software may be installed and Used by the Licensee for any legal purpose. The Software may be installed and Used by the Licensee on any number of computers owned, leased or controlled by the Licensee. The Software can be copied and distributed under the condition that original copyright notice and disclaimer of warranty will stay intact and the Licensee will not charge money or fees for the Software product, except to cover distribution costs. The Licensee will not have any proprietary rights in and to the Software. The Licensee acknowledges and agrees that the Licensor retains all copyrights and other proprietary rights in and to the Software. Use within the scope of this License is free of charge and no royalty or licensing fees shall be paid by the Licensee.

7. Download Sales

Download sales are final. Soundigy does not issue product refunds once a) a download transaction has begun or b) cancel any contract for services connected to a download purchase once a download is initiated. Products purchased as downloads may not be resold or transferred.

8. Third-Party Content

Some content included in Soundigy software products, as well as any associated intellectual property rights and titles, belongs to third parties. This content may be protected by copyright or other intellectual property laws and treaties, and may be subject to terms and conditions from the third-party providing the content. Neither the Soundigy Software Licensing Agreement nor the Soundigy Sound License Agreement governs your rights to use such products – this is covered by the license agreement of the respective third-party. You will find these third party license agreements in the document called "Third-Party Content" in the ”Documentation” folder of the product.

9. Third-Party Software

Some software included in Soundigy products, as well as any associated intellectual property rights and titles, belongs to third parties. This software may be protected by copyright or other intellectual property laws and treaties, and may be subject to terms and conditions from the third-party providing the content. Neither the Soundigy Software Licensing Agreement nor the Soundigy Sound License Agreement governs your rights to use such products – this is covered by the license agreement of the respective third-party. You will find these third party license agreements in the document called "Third-Party Content" in the ”Documentation” folder of the product.

II. SOUNDIGY SOFTWARE LICENSING AGREEMENT 

1. Object of the Contract

The object of the contract consists of the computer programs, the relevant usage instructions and program descriptions. These are described hereinafter as "Licensed Software".

2. Registration / Activation

It is required that you register the Licensed Software in order to receive an activation license that enables you to use the Licensed Software on your computer. The serial number of your product will be delivered within 24 working hours after purchase is made and will be embedded in the activation information that is passed from your computer to our database.

You may install and use a copy of the software, or in its place, any prior version for the same operating system, on a single computer. The demo version of the software is not licensed for commercial use.

Using Soundigy products that are not activated in only possible in demo mode. The Soundigy activation uses information about essential system components of your computer, and encodes this information in the “Activation Code”. This information does not include any personal data. The “Activation Code” is used to create an activation license, which works only on the computer where the “Activation Code” has been generated. If you want to use your Soundigy product on a different computer, or if you make extensive changes to your computer, you may need to re-activate your Soundigy product. Re-activation is possible no more frequently than once a month.

If you purchased a third-party product bundled with a Soundigy product, you agree that Soundigy makes your registration data available to the third-party. Please submit any objections to this in writing.

You agree that Soundigy may use this information, in accordance with the Polish laws, as long as it is in a form that does not personally identify you, to improve its products or to provide services or technologies to you and unless you object to such usage in writing.

3. Scope of Use

Soundigy grants Licensee the non-exclusive right to use the Licensed Software on one single computer only (i.e. one CPU) at one single address. If this single computer is connected to a multi-user system, this License Agreement shall apply to all users of the system.

The proper use of the Licensed Software according to the terms of this Agreement is condition for Licensee's right to use it.

Licensee is authorized to transfer or resell the Licensed Software (for download sales see restrictions as described above) once to a third party, on the condition that this third party declares to Soundigy his or her acceptance of the contractual conditions of this Agreement. In doing so, Licensee cancels his registration towards Soundigy and must erase all copies of the Licensed Software prior to its delivery to the third party. Licensee is not entitled to grant any other third party rights of ownership of the Licensed Software.

Licensee may not, except as otherwise expressly provided herein, copy or have copied, decompile or have decompiled, reverse engineer or have reverse engineered the Licensed Software or parts of it.

4. Exclusivity of Licensed Software

You may not transfer, modify, rent, lease, loan, resell, distribute, network, electronically transmit or merge the software. You may not reverse engineer, decompile or disassemble the software, or otherwise attempt to discover the software source code. You are not permitted to copy the software or any of the accompanying documentation.

Licensee is to use the Licensed Software he receives from Soundigy, all copies thereof, and all pertinent documentation exclusively for his own purposes, and may not make it available to others. 

Licensee must ensure that third-parties, including own employees, unless authorized, may not have access to the Licensed Software, may not copy part or all of the Licensed Software, or be given opportunity to do so. Licensee bears legal liability towards Soundigy for any loss or damage – including any subsequent losses incurred by Soundigy – resulting from Licensee not keeping the programs for exclusive use, or not doing so with sufficient care.

Occasional use by a third party is permissible only if this is absolutely essential for Licensee's use. Renting or lending out the Licensed Software is expressly forbidden.

5. Intellectual property rights

This License does not transmit any intellectual rights on the Software. The Software and any copies that the Licensee is authorized by the Licensor to make are the intellectual property of and are owned by the Licensor and its suppliers. 

The Software is protected by copyright, including without limitation by Copyright Law and international treaty provisions. 

Any copies that the Licensee is permitted to make pursuant to this Agreement must contain the same copyright and other proprietary notices that appear on or in the Software. 

The structure, organization and code of the Software are the valuable trade secrets and confidential information of the Licensor and its suppliers. The Licensee agrees not to decompile, disassemble or otherwise attempt to discover the source code of the Software.

Any attempts to reverse-engineer, copy, clone, modify or alter in any way the installer program without the Licensor's specific approval are strictly prohibited. The Licensee is not authorized to use any plug-in or enhancement that permits to save modifications to a file with software licensed and distributed by the Licensor.

Any information supplied by the Licensor or obtained by the Licensee, as permitted hereunder, may only be used by the Licensee for the purpose described herein and may not be disclosed to any third party or used to create any software which is substantially similar to the expression of the Software.

Trademarks shall be used in accordance with accepted trademark practice, including identification of trademarks owners' names. Trademarks can only be used to identify printed output produced by the Software and such use of any trademark does not give the Licensee any rights of ownership in that trademark.

6. Warranty and Legal Liability

Soundigy and Licensee are aware that functional defects in the Licensed Software cannot be totally ruled out, despite the present state of technical knowledge, even if the very greatest care is taken. The unrestricted functionality of the Licensed Software and / or the rectification of all faults therefore cannot be totally ensured.

Soundigy legal liability for programming errors in the Licensed Software, or errors in the Licensed including later updates, is therefore restricted to any case of Soundigy acting with intent or gross negligence.

Soundigy ensures Licensee that at the point in time when the contract is concluded, the Licensed Software will be free of all material and technical defects under normal operating conditions.

For any warranty-related claims, it is a pre-condition that the Licensed Software has been used appropriately, in the configuration provided for, and under appropriate operating conditions. Soundigy does not guarantee uninterrupted and faultless operation.

All warranty claims on behalf of Licensee become invalid if he modifies the Licensed Software in any way whatsoever, regardless of the extent of such modifications. The translation of the Licensed Software into any other program language is also regarded as a modification.

In the event of a defect in the Licensed Software, for which Soundigy can be held reasonably responsible, the following shall apply: 
Licensee may choose to either have the defect rectified, or receive a substitute item. If each of these options cannot be realized, for whatever reasons, Licensee has the right to either reduce the purchase price or withdraw from the contract completely. Any claims beyond repair, substitution, price reduction or withdrawal from the contract are not permitted.

Even during the warranty period, Licensee is not permitted to make claims against Soundigy for any changes or modifications to the Licensed Software resulting from reasonable product development and updates (for example, if an update to the software requires more memory capacity).

Licensee has no rights over and above the aforementioned. Soundigy bears no liability for any loss or damage to the Licensed Software, or to other programs being used, for the loss of any data, working results, turnover, or profit, or for direct or indirect loss or damage suffered by Licensee or any third party, unless such loss or damage has been caused by Soundigy acting with intent or gross negligence. In particular, Soundigy provides no guarantee that the Licensed Software meets Licensee's requirements and purposes, or that it works in conjunction with other programs Licensee may already own. Licensee bears full responsibility for the correct configuration and use of the Licensed Software and any works created with it.

The software is provided “as is” and without warranty of any kind. The entire risk arising out of the use or performance of the software and documentation remains with user. To the maximum extent permitted by applicable law, Soundigy further disclaims all warranties, either express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose, with regard to the software. To the maximum extent permitted by applicable law, in no event shall Soundigy 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 EULA or the use of or inability to use the software, even if Soundigy has been advised of the possibility of such damages.

All title and copyrights in and to the software (including but not limited to any images, photographs, animations, video, audio, music, text, and “applets” incorporated into the software ), the accompanying printed materials, and any copies of the software are owned by Soundigy. The software is protected by copyright laws and international treaty provisions. Unauthorized reproduction or distribution of the software or documentation is subject to civil and criminal penalties.

7. Concluding Stipulations

The laws of the Poland govern this License Agreement. Your use of the product may also be subject to other laws.

If any stipulation of this License Agreement should be or become invalid, either completely or in part, this shall not affect the validity of the remaining stipulations. The parties undertake instead to replace the invalid stipulation with a valid regulation which comes as close as possible to the purpose originally intended.

The place of jurisdiction is Krakow, Poland, as far as legally allowed. 

Should you have any queries concerning this License Agreement, please write to this address:

Soundigy Piotr Piatek
os. Oswiecenia 37/11
31636 Krakow
Poland

III. SOUNDIGY SOUND LICENSE AGREEMENT

Please read the following Sound License Agreement carefully. When installing the sound library on your computer system, you are legally bound to the following License Agreement terms.

Soundigy Sound License Agreement

This License Agreement is an Agreement between you and Soundigy. It governs your use of the sound library / sound libraries incorporated in the product supplied to you by Soundigy. By downloading, installing or otherwise using the samples, ensembles, instruments, presets or any other included content, you agree to be legally bound by the terms of this Sound License Agreement. 

The provided samples, instruments and presets can be used for commercial or non-commercial music and audio productions without the prior permission from Soundigy under the terms of this Agreement. The usage of this product (in particular samples, instruments and presets) for the creation of a sound library or as a sound library for any kind of synthesizer, virtual instrument, sample library, sample-based product or other musical instrument is strictly prohibited. Individual samples, sound sets or audio loops may not be distributed (commercially or otherwise) standalone. Furthermore these samples, sound sets or audio may not be repackaged in whole or in part as audio samples, sound libraries or sound effects.

With the purchase of this sound library you have acquired a single license. You may make one copy of this sound library for backup purposes only. Any other use in whole or in parts (giving, trading, lending, renting, re-issuing, re-distribution or resale of this product or any of the contained samples) is expressly prohibited, without the prior written permission of Soundigy. 

This license will terminate automatically without notice by Soundigy if you fail to comply with any provision of this license. Upon termination you shall destroy all copies of the samples, ensembles, instruments, presets or other contents of the sound library / sound libraries. 

If this product contains sounds or sound libraries belonging to a third-party, the terms and conditions of the third-party apply. In the event that the third-party has not specified terms and conditions, the Soundigy Sound License Agreement applies.

Copyright September 2013 – SOUNDIGY.