End-User Software License Agreement (EULA)

Cognitone End-User Software License Agreement (EULA)

This is the standard EULA used for all our current software products.

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This End-User License Agreement is a legal agreement between you (either an individual or a single entity) and Cognitone GmbH, 22159 Hamburg, Germany ("Cognitone") for the Product "Harmony Navigator" or "Synfire", which includes computer software, associated media, electronic documentation and printed materials ("Software").

For free demo versions, slightly different terms apply. This is noted individually where applicable. When the general term "Software" is used, this always includes both the demo and the commercial product.

You agree to be bound by the terms of this License Agreement by installing, copying or otherwise using the software. If you do not agree, do not install, copy or use the software.

The Software is protected by copyright and other intellectual property laws and international treaties. Cognitone owns the title, copyright, and other intellectual property rights in the Software. The Software is licensed, not sold. You obtain the right to use the software according to the terms of this contract, not the ownership.

Summary

The most important points are: You may install and run the software on up to two of your own computers at any one time. Never hand over the downloaded or otherwise obtained installation files, or installed copies of the commercial product to anyone else. Keep your user account password a secret. Keep your original installation files, and backup copies in a safe place which is not accessible to third parties.

1. Grants of License

Cognitone grants to you as an individual, a personal, non-exclusive and non-transferable license to use the Software, provided that you comply with the terms of this contract. You may install and run a copy of the Software on one computer. You may install and run another copy of the software on your portable computer (but not on the computer of someone else).

Products licensed as NFR („Not For Resale“) may exclusively be used for demonstrational, testing and evaluation purposes. The license may not be sold or transferred to third parties. NFR licenses are not eligible for upgrades or replacements.

2. Updates

In case the Software is an update to another product, you are required to own an appropriate license for the original product the update belongs to. An update improves and/or extends the original product. You may not separate the update from its original product in order to run it on more than one computer.

3. Personalization

Prior to shipping, the Software is tagged with a serial number that was issued to you upon purchase of the license. The serial number proves your legal ownership of a license. By means of this tag, you can comfortably access online updates and other services directly without additional requirements.

4. Confidentiality

Your are required to protect your installation files, the installed Software and your password for the Cognitone user account with reasonable diligence from being abused by third parties. That is, any of the items listed above must not be deposited at publicly accessible places or be made available to third parties, either directly or indirectly through negligence by giving others the opportunity to get hold of them.

Should your serial occur on the Internet or on public file sharing networks, this would immediately terminate this license. For security reasons, all services and features associated with the license will be disabled or locked until the facts are clarified. In the interest of all honorable customers, Cognitone reserves the right to take legal action against any form of software piracy

5. Transfer

This license is personal and not transferable. Therefore, if you want to sell it or give it away, please let us know once you found a buyer and we will terminate this license and the buyer will obtain a new license from Cognitone. For products that require the shipment of a new DVD to the buyer, Cognitone might charge a small fee to cover the costs. For downloadable products, the service is free. Please refer to the FAQ on our website for details (www.cognitone.com). The same license can not be resold more than two times. After the second resale, the license receives NFR status (not for resale).

 

 

6. Copyright

Cognitone owns the title, copyright and other intellectual property rights in the Software, including its associated documents, images and other media, if not stated otherwise. You may print a physical copy of the electronic documentation for your personal use only. You may not make copies of printed or electronic materials accompanying the Software.

After installing the Software in compliance with these license terms, you should keep the original media you have received from Cognitone, or the downloaded installation files in a safe place. You are allowed to make a single copy for your personal backup purposes only. If not expressly permitted by Cognitone, you may not create or distribute any further copies of the Software or its accompanying printed and electronic materials.

7. Termination

Without prejudice to any other rights, Cognitone may terminate this contract if you fail to comply with the terms and conditions of this License. In such event, you must destroy all installations and copies of the Software and all of its component parts.

8. Miscellaneous

You may not reverse engineer, decompile, or disassemble the Software. You may not rent, lease, lend, or provide commercial services with the Software. This license does not grant to you any rights regarding Cognitone's brand names and trademarks. Cognitone reserves all rights not expressly granted to you in this contract.

9. Disclaimer of Warranties

THE SOFTWARE AND ITS ASSOCIATED FILES AND DOCUMENTS ARE PROVIDED "AS IS" WITHOUT ANY WARRANTIES. ALSO, THERE IS NO WARRANTY OF COMPLETENESS, ACCURACY, RELIABILITY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

10. Limitation of Liability

YOU AGREE THAT YOUR USE OF THE SOFTWARE IS SOLELY AT YOUR OWN RISK. IN NO EVENT SHALL COGNITONE OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF THE DELIVERY, PERFORMANCE, OR USE OF THE SOFTWARE. EVEN IF COGNITONE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL COGNITONE'S LIABILITY FOR ANY CLAIM, WHETHER IN CONTRACT, TORT, OR ANY OTHER THEORY OF LIABILITY, EXCEED THE LICENSE FEE PAID BY YOU, IF ANY.

11. Final provisions

This contract is governed under the law of the Federal Republic of Germany and any dispute shall be subject to the exclusive jurisdiction of the local courts. The place of performance is the place of business of Cognitone GmbH, 22159 Hamburg, Germany.

Any amendments or supplements to, and terminations of this contract must be made in writing (or by e-mail, expect for legally formative declarations).

This contract supersedes all oral agreements, if any. Should one or more of the individual provisions of this contract be or become invalid, this will have no effect on the validity of the remaining provisions. The invalid provision will be replaced by a regulation that matches as closely as possible the intended purpose of the invalid provision; the same applies in the case of an omission.

January 2010