Terms & Conditions

Krotos Studio

This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8FY (“Licensor, us” or “we”) for the Krotos Studio & Krotos Studio Pro software (“Software”); and documents relating to the Software (“Documents”).

We licence use of the Software and Documents to you on the basis of this Licence. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times.

Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system macOS 11, or later.

Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 10 or above.

An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:

BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION 5 AND CONDITION 6.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS.

HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS.

THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

Grant and scope of licence

1. In consideration of payment by you of the agreed licence fee and you agreeing to abide by the terms of this Licence, we hereby grant to you a non-exclusive, non-transferable licence to use the Software, sound library and the documents in accordance with the terms of this Licence including, without limitation, strictly for the Permitted Use and in accordance with the License scope (as set out in clause 3 below).

The Licence to use the software, sound library and documentation is granted to a single user only. You cannot transfer ownership of the software, sound Library and documentation; the software, sound Library and documentation is licensed not sold to you.

2. You may:

1. download, install and use the software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:
   1.1      on one CPU if the Licence is a single-user licence or the Software is for single use; or
   1.2      if the Licence is a multi-user or network licence, by the number of concurrent users agreed in writing between you and us;
2. provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;
   2.1      receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and
   2.2      use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

Permitted use

License Scope by Subscription Tier

Your ability to use the Software and Sound Library in various types of projects depends on your active subscription tier. The rights granted under this Agreement are limited as follows:

Important: If your project is intended for television, cinema, game distribution, or broadcast, you must subscribe to Krotos Studio Pro or Max. The Krotos Studio tier does not include rights for these uses.

Legacy Rights: If you subscribed before April 17^th 2025, you retain the rights granted under your original subscription, including commercial and broadcast use, so long as your subscription remains active and uninterrupted.

1. Payment

1. The length of your billing cycle will depend on the payment terms you selected when you signed up for the Licence and will be charged on either a monthly or annual basis.

2. We may change the price of this Licence from time to time; however, any price changes will apply no earlier than 30 days following notice to you. If you do not wish to accept the price change, you can cancel this Licence before the change takes effect.

2. Restrictions

1. Except as expressly set out in this Licence or as permitted by any local law, you undertake:

1. not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2. not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

3. not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

4. not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2. is used only for the purpose of achieving inter- operability of the Software with another software program; and

3. is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

4. is not used to create any software which is substantially similar to the Software;

5. to keep all copies of the Software secure and to maintain accurate and up-to- date records of the number and locations of all copies of the Software;

6. where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence; to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

7. not to provide, distribute or otherwise make available the

Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

8. not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this condition 2.1.

3. Intellectual property rights

1. You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.

2. You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3. The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4. Limited warranty

1. We warrant that:

1. the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

2. that the Documents correctly describe the operation of the Software in all material respects,

for a period of 90 days from the date of installation of the Software (“Warranty Period”).

2. If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

3. The warranties set out in condition 4.1 do not apply:

1. if the defect or fault in the Software results from you having amended the Software; and

2. if the defect or fault in the Software results from you having used the Software in contravention of the terms of this Licence.
3. If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5. Limitation of liability if you are a business user

1. You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

2. If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re- sale purposes.

3. We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

1. loss of profits, sales, business, or revenue;

2. business interruption;

3. loss of anticipated savings;

4. loss or corruption of data or information;

5. loss of business opportunity, goodwill or reputation; or

6. any indirect or consequential loss or damage.

4. Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability (and the maximum aggregate liability of any distributor or third party through which you may have purchased this Licence) under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5. Nothing in this Licence shall limit or exclude our liability for:

1. death or personal injury resulting from our negligence;

2. fraud or fraudulent misrepresentation; or

3. any other liability that cannot be excluded or limited by Scottish law.

6. This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6. Limitation of liability if you are a consumer user

1. You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

2. We have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity

3. Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty- five percent (125%) of the licence fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

4. Nothing in this Licence shall limit or exclude our liability for:

1. death or personal injury resulting from our negligence;

2. fraud or fraudulent misrepresentation; or

3. any other liability that cannot be excluded or limited by Scottish law.

7. Termination

1. We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

2. Upon termination for any reason:

1. all rights granted to you under this Licence shall cease;

2. you must immediately cease all activities authorised by this Licence; and

3. you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.
4. All paid-for licences/subscriptions will auto-renew at the end of their agreed trial and term, unless cancelled by the user. To avoid unwanted payments, users must cancel their licence/subscription prior to the renewal date by logging into their account and manually cancelling their plan.

8. Communications between us

1. If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can send this to us by e-mail to info@krotosaudio.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

2. If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

3. If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served

immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9. Events outside our control

1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

2. An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

3. If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

1. our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

2. we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

10. Other important terms

1. We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

2. You may only transfer your rights or your obligations under this Licence to another person if we agree in writing in advance of any such transfer.

3. If you are a business customer, this Licence and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Licence or any document expressly referred to in it.

4. If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

5. Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.
6. If you are a consumer, please note that this Licence, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.
7. If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.
8. We accept no responsibility and shall have no liability for any user’s sharing of copyrighted content or 3rd party library content without the appropriate permission when using the Preset Export feature. If you export a preset using assets that you have not recorded, and do not own the rights to, you bear full responsibility for any copyright infringement or consequences!

OTHER LICENSES

1. This product uses FFTConvolver by HiFi-LoFi under an MIT license, provided with the following terms

1. Copyright (c) 2017 HiFi-LoFi

2. Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

2. The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

This product uses OpenSSL, provided with the following terms Copyright (c) 1998-2008 The OpenSSL Project. All rights reserved.

Redistribution and use in source and binary forms, with or without modification, are permitted provided that the following conditions are met:

1. Redistributions of source code must retain the above copyright notice, this list of conditions and the following disclaimer.
2. Redistributions in binary form must reproduce the above copyright notice, this list of conditions and the following disclaimer in the documentation and/or other materials provided with the distribution.
3. All advertising materials mentioning features or use of this software must display the following acknowledgment: “This product includes software developed by the OpenSSL Project for use in the OpenSSL Toolkit. (http://www.openssl.org/)”
4. The names “OpenSSL Toolkit” and “OpenSSL Project” must not be used to endorse or promote products derived from this software without prior written permission. For written permission, please contact openssl-core@openssl.org.
5. Products derived from this software may not be called “OpenSSL” nor may “OpenSSL” appear in their names without prior written permission of the OpenSSL
6. Redistributions of any form whatsoever must retain the following acknowledgment: “This product includes software developed by the OpenSSL Project for use in the OpenSSL Toolkit (http://www.openssl.org/)”

THIS SOFTWARE IS PROVIDED BY THE OpenSSL PROJECT “AS IS” AND ANY EXPRESSED OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE OpenSSL PROJECT OR ITS CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,

EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

This product includes cryptographic software written by Eric Young (eay@cryptsoft.com). This product includes software written by Tim Hudson (tjh@cryptsoft.com).

Original SSLeay License

Copyright (C) 1995-1998 Eric Young (eay@cryptsoft.com)

All rights reserved.

This package is an SSL implementation written by Eric Young (eay@cryptsoft.com). The implementation was written so as to conform with Netscapes SSL.

This library is free for commercial and non-commercial use as long as the following conditions are aheared to. The following conditions apply to all code found in this distribution, be it the RC4, RSA, lhash, DES, etc., code; not just the SSL code. The SSL documentation included with this distribution is covered by the same copyright terms except that the holder is Tim Hudson (tjh@cryptsoft.com).

to be removed. If this package is used in a product, Eric Young should be given attribution as the author of the parts of the library used. This can be in the form of a textual message at program startup or in documentation (online or textual) provided with the package.

Redistribution and use in source and binary forms, with or without modification, are permitted provided that the following conditions are met:

1. Redistributions of source code must retain the copyright notice, this list of conditions and the following disclaimer.
2. Redistributions in binary form must reproduce the above copyright notice, this list of conditions and the following disclaimer in the documentation and/or other materials provided with the distribution.
3. All advertising materials mentioning features or use of this software must display the following acknowledgement: ”This product includes cryptographic software written by Eric Young (eay@cryptsoft.com)” The word ‘cryptographic’ can be left out if the rouines from the library being used are not cryptographic related :-).
4. If you include any Windows specific code (or a derivative thereof) from the apps directory (application code) you must include an acknowledgement: “This product includes software written by Tim Hudson (tjh@cryptsoft.com)”

THIS SOFTWARE IS PROVIDED BY ERIC YOUNG “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES  OF  MERCHANTABILITY  AND  FITNESS  FOR  A  PARTICULAR

PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE AUTHOR OR CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

The licence and distribution terms for any publicly available version or derivative of this code cannot be changed. i.e. this code cannot simply be copied and put under another distribution licence [including the GNU Public Licence.]

This product uses bert.cpp, provided with the following terms

MIT License

Copyright (c) 2022 Georgi Gerganov

Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

5. This product uses ggml, provided with the following terms

MIT License

Copyright (c) 2022 Georgi Gerganov

Permission is hereby granted, free of charge, to any person obtaining a copy of this

software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

THIRD-PARTY SERVICES

This product may enable or rely on third-party services provided by external vendors(including, without limitation, Google Gemini AI, Cloudflare R2 and Anthropic Claude AI).Use of such services through this product is subject to the applicable third-party terms of service, which are incorporated herein by reference. By using this product, you agree to comply with any such third-party terms in addition to this Agreement. The Company makes no representations or warranties with respect to, and shall not be liable for, the availability, performance, security, or compliance of any third-party services. The third-party providers may update or discontinue their services at any time, and continued access is not guaranteed.

6. This product uses Google Gemini AI (Google LLC), provided subject to the following terms: Use of Google Gemini AI is subject to Google’s APITerms of Service (https://developers.google.com/terms)

7. This product uses Cloudflare R2 Storage (Cloudflare, Inc.),provided subject to the following terms: Use of Cloudflare R2 is subject to Cloudflare’s Self-Serve Subscription Agreement (https://www.cloudflare.com/terms/)

8. This product uses Anthropic Claude AI (Anthropic PBC), provided subject to the following terms: Use of Anthropic Claude is subject to Anthropic’s APITerms of Service (https://www.anthropic.com/legal/api-terms)

Krotos Studio Refund Policy

Krotos Studio Refund Policy

We want every Krotos Studio user to feel confident in their purchase.

Whether you’re subscribing for the first time or your subscription has renewed, you may be eligible for a refund — as long as you haven’t used the software or any of its content.

You qualify for a refund if:

• Your payment was made within the last 7 days

• You have not downloaded the software

• You have not generated, exported, or downloaded any sounds or assets

• You have not used any assets in a personal or commercial project

This applies to new subscriptions, provided the above conditions are met.

Refunds for Subscription Renewals

We understand that sometimes renewals catch you by surprise.

If your subscription renewed automatically and you haven’t used the software since the renewal, you may be eligible for a refund.

You qualify for a renewal refund if:

• The payment was made within the last 7 days

• You have not downloaded or opened the software since the renewal

• You have not generated, exported, or downloaded any assets since the renewal

• You have not used any assets in a personal or commercial project since the renewal

How to request a refund:

Contact our support team at krotosaudio.com/contact/sales and include:

• The email address linked to your Krotos account

• Your order number

• A brief explanation of your request

Our team will review your request within 3 business days. If approved, your refund will be processed within 5–7 business days, depending on your payment provider.

Refunds are not available if:

• You’ve downloaded or opened the software

• You’ve exported or downloaded any sounds or assets

• You’ve used any generated assets in a project

• More than 7 days have passed since your payment

• You purchased through a third-party platform (their policies apply)

Canceling Your Subscription

You can cancel your subscription any time via your Krotos account dashboard. You’ll retain access until the end of your current billing period and won’t be charged again.

Still have questions?
Reach out to us at krotosaudio.com/contact/sales — we’re happy to help.

All Sound Libraries

Sound Libraries: End User License Agreement

This End User Licence Agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd., a company registered in Scotland with registered number SC458616 and registered address at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor”, “we” or “us”) for (i) use of any sound library or sound libraries created or licensed by the Licensor (the “Sound Library” which term shall be a reference to each and any sound library of the Licensor and collectively to all of the sound libraries made available by the Licensor from time to time) and (ii) any documentation supplied in relation to the Sound Library (“Documentation”).

IMPORTANT NOTICE TO ALL USERS:

BY DOWNLOADING THE SOUND LIBRARY OR CLICKING ON THE “ACCEPT” BUTTON BELOW YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU AND YOUR EMPLOYEES, WHERE APPLICABLE. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CLAUSE 5 (IF YOU ARE A BUSINESS) AND CLAUSE 6 (IF YOU ARE A CONSUMER).

BY ACCESSING AND/OR USING THE SOUND LIBRARY YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BE A BINDING CONTRACT BETWEEN YOU AND US. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE ARE UNWILLING TO LICENCE THE SOUND LIBRARY TO YOU AND YOU MUST CEASE TO ACCESS AND/OR USE THE SOUND LIBRARY IMMEDIATELY.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON WITHING 14 DAYS BEFORE DOWNLOADING THE SOUND LIBRARY. HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOUND LIBRARY. THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOUND LIBRARY.

You should print a copy of this Licence for future reference.

1. GRANT AND SCOPE OF LICENCE

1.1 In consideration of you agreeing to abide by the terms of this Licence and paying the applicable licence fee to the Licensor, the Licensor hereby grants to you a non-exclusive licence to use the Sound Library and Documentation in accordance with the terms of this Licence including, without limitation, strictly for the Permitted Use (as defined in clause 1.4 below) and in accordance with the Licensee’s Undertakings (as set out in clause 2 below).

1.2 The Licence to use the Sound Library and Documentation is granted to a single user You cannot transfer ownership of the Sound Library and Documentation; the Sound Library and Documentation is licensed not sold to you.

1.3 The Licence does not include the right to any upgrades, additions, new versions or improvements to the Sound Library which may be made from time to time (“Upgrades”) and we reserve the right to release these, and to charge further fees in respect of such Upgrades at our sole discretion.

1.4 “Permitted Use” means the right to:

a. use of the Sound Library to create sound effects for use in any film, television program or computer game, but this does not include the right to resell the Sound Library as a standalone product in whole or in parts;

b. use the Sound Library as a soundtrack “synced” with visual images, or sounds as part of your product/production;

c. use the Sound Library as part of the public viewing or broadcast of your product/production, including but not limited to videos, DVDs, web sites, podcasts, multimedia presentations, films, television, and radio.

2. LICENSEE’S UNDERTAKINGS

1. Except as expressly set out in this Licence in relation to the Permitted Use, you undertake not to:

a. distribute (commercially or otherwise) or re-package in whole or in part the Sound Library;

b. electronically transfer samples from the Sound Library to another person or group of people over the Internet, or place them in a computer network to be accessed by multiple people;

c. include the Sound Library in any library (e.g. sample instrument, sound effects library, etc.) online or offline.

2. All unauthorized copying, trading, giving, lending, renting, redistributing, trading, sharing or reselling of the Sound Library, or any part thereof, is expressly prohibited.

3. INTELLECTUAL PROPERTY RIGHTS

You acknowledge that all intellectual property rights in the Sound Library and Documentation are licensed (not sold) to you, and that you have no rights in, or to, the Sound Library and Documentation other than the right to use it in accordance with the terms of this Licence, including without limitation, the Permitted Use. To the extent that the Licensor is the owner of the intellectual property rights in the Sound Library and Documentation, then the Licensor shall remain so notwithstanding the grant of this Licence.

4. LIMITED WARRANTY

1. We warrant that:

a. the Sound Library is (at the time it is supplied) free from defects under normal use; and

b. the Sound Library will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documentation for a period of 90 days from the date of installation of the Sound Library (Warranty Period).

2. If, within the Warranty Period, you notify us in writing of any defect or fault in the Sound Library as a result of which it fails to perform substantially in accordance with the Documentation, we will either repair or replace the Sound Library.

3. The warranty does not apply:

a. if the defect or fault in the Sound Library results from you having altered or modified the Sound Library;

b. if the defect or fault in the Sound Library results from you having used the Sound Library in breach of the terms of this Licence;

4. If you are a consumer, this warranty is in addition to your legal rights in relation to the Sound Library that is faulty or not as Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5. LICENSOR’S LIABILITY IF YOU ARE A BUSINESS USER

1. This clause 5 sets out the entire financial liability of the parties (including any liability for the acts or omissions of their respective employees, agents and subcontractors) to each other in respect of:

a. any breach of this Licence however arising

b. any use made of the Sound Library by you, or of any product or service incorporating any of the Sound Library; and

c. any representation, statement or delictual act or omission (including negligence) arising under or in connection with this Licence.

2. Nothing in this Licence shall exclude or in any way limit the Licensor’s liability for fraud, or for death and personal injury caused by its negligence, or any other liability to the extent that it cannot be excluded or limited as a matter of law.

3. Subject to clause 2, the Licensor shall not be liable under or in connection with this Licence or any collateral contract for:

a. Loss of income

b. loss of business profits or contracts;

c. business interruption;

d. loss of the use of money or anticipated savings;

e. loss of information;

f. loss of opportunity, goodwill or reputation;

g. loss of, damage to or corruption of data; or

h. any indirect or consequential loss or damage of any kind howsoever arising and whether caused by negligence, breach of contract or otherwise;

4. Subject to clause 5.2 and clause 5.3, the Licensor’s maximum aggregate liability liability (and the maximum aggregate liability of any distributor or third party through which you may have purchased this Licence) under or in connection with this Licence, or any collateral contract, whether in contract, negligence or otherwise, shall be limited to a sum equal to 100% of the applicable licence fee paid by you.

5. This Licence sets out the full extent of the Licensor’s obligations and liabilities in respect of the supply of the Sound Library. In particular, there are no clauses, warranties, representations or other terms, express or implied, that are binding on the Licensor except as specifically stated in this Licence. Any clause, warranty, representation or other term concerning the supply of the Sound Library which might otherwise be implied into, or incorporated in, this Licence, or any collateral contract, whether by statute, common law or otherwise, is hereby excluded to the fullest extent permitted by law.

6. LICENSOR’S LIABILITY IF YOU ARE A CONSUMER

1. You acknowledge that the Sound Library has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

2. We have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity

3. Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

4. Nothing in this Licence shall limit or exclude our liability for:

1. death or personal injury resulting from our negligence;

2. fraud or fraudulent misrepresentation; or

3. any other liability that cannot be excluded or limited by Scottish law.

7. TERMINATION

1. The Licensor may terminate this Licence immediately by written notice to you if:

a. you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service on you of written notice requiring you to do so; or

b. a petition for a bankruptcy order to be made against you has been presented to the court; or

c. the Licensee (where it is a company) becomes insolvent or unable to pay its debts (within the meaning of section 123 of the Insolvency Act 1986), enters into liquidation, whether voluntary or compulsory (other than for reasons of bona fide amalgamation or reconstruction), passes a resolution for its winding-up, has a receiver or administrator manager, trustee, liquidator or similar officer appointed over the whole or any part of its assets, makes any composition or arrangement with its creditors or takes or suffers any similar action in consequence of its debt, or becomes unable to pay its debts (within the meaning of section 123 of the Insolvency Act 1986).

2. Upon termination for any reason:

1. all rights granted to you under this Licence shall cease;
2. you must cease all activities authorised by this Licence;
3. you must immediately pay to us any sums due (if any) under this Licence; and
4. you must immediately delete or remove the Sound Library from all computer equipment in your possession and immediately destroy or return to the Licensor (at the Licensor’s option) all copies of the Sound Library then in your possession, custody or control and, in the case of destruction, certify to the Licensor that you have done so.

8. GENERAL

1. Entire Agreement. This Licence and any document expressly referred to in it represents the entire agreement between us in relation to the licensing of the Sound Library and Documentation and supersedes any prior agreement, understanding or arrangement between us, whether oral or in writing. We each acknowledge that, in entering into this Licence, neither of us has relied on any representation, undertaking or promise given by the other or implied from anything said or written in negotiations between us before entering into this Licence except as expressly stated in this Licence.
2. No variation of or amendment to this Agreement shall bind either Party unless made in writing and signed by both Parties.

3. In the event that any clause of this Licence is held to be invalid by an authority having jurisdiction over this Licence, that clause may be deleted from this Licence and the remaining clauses shall continue to be, to the extent that they are unaffected by the deletion, valid and binding on the Parties.

4. No Waiver. No delay, omission or failure by the Licensor to exercise any right or remedy shall operate as a Any partial exercise of a right or remedy shall not preclude any other or further exercise of any such right of action.

5. All notices given by you to the Licensor must be given to Krotos Ltd. at the address stated above. The Licensor may give notice to you at either the e-mail or postal address you provided to it when registering with us. Notice will be deemed received and properly served 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

6. This Licence is binding on you and us and on our respective successors and assigns. You may not transfer, assign, charge or otherwise dispose of this Licence, or any of your rights or obligations arising under it, without our prior written consent. The Licensor may transfer, assign, charge, sub-contract or otherwise dispose of this Licence, or any of his rights or obligations arising under it, at any time during the term of the Licence.

7. Force Majeure. The Licensor shall not be liable for any failure to perform, or delay in the performance of, any of the Licensor’s obligations under this Licence that is caused by an event outside the Licensor’s reasonable control.

9. LAW AND JURISDICTION

This Licence is governed by Scots law. Any dispute arising from, or related to, any term of this Licence shall be subject to the non-exclusive jurisdiction of the courts of Scotland.

Concept

SINGLE USER

Concept: End User License Agreement

This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor, us” or “we”) for the Concept software (“Software”); and documents relating to the Software (“Documents”). We licence use of the Software and Documents to you on the basis of this Licence. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times. Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system OS X 10.9, or later. Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 7 (64-bit) or above. An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:
BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION5 AND CONDITION 6.
IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:
AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE
DOWNLOADING THE SOFTWARE/DOCUMENTS. HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS. THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

1. Grant and scope of licence

1.1 In consideration of payment by you of the agreed licence fee and you agreeing to abide by the terms of this Licence, we hereby grant to you a non-exclusive, non-transferable licence to use the Software and the Documents on the terms of this Licence.

1.2 You may:

1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1 on one CPU if the Licence is a single-user licence or the Software is for single use; or

1.2.1.2 if the Licence is a multi-user or network licence, by the number of concurrent users agreed in writing between you and us;

1.2.2 provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3 receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4 use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

2. Restrictions

2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:

2.1.1 not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2 not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3 not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4 not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1 is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2 is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3 is not used to create any software which is substantially similar to the Software;

2.1.5 to keep all copies of the Software secure and to maintain accurate and up-to date records of the number and locations of all copies of the Software;

2.1.6 where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence;

2.1.7 to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8 not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9 not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this condition 2.1.

3. Intellectual property rights

3.1 You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2 You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3 The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4. Limited warranty

4.1 We warrant that:

4.1.1 the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2 that the Documents correctly describe the operation of the Software in all material respects, for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2 If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3 The warranties set out in condition 4.1 do not apply:

4.3.1 if the defect or fault in the Software results from you having amended the Software; and

4.3.2 if the defect or fault in the Software results from you having used the Software in contravention of the terms of this Licence.

4.4 If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5. Limitation of liability if you are a business user

5.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2 If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any resale purposes.

5.3 We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

5.3.1 loss of profits, sales, business, or revenue;

5.3.2 business interruption;

5.3.3 loss of anticipated savings;

5.3.4 loss or corruption of data or information;

5.3.5 loss of business opportunity, goodwill or reputation; or

5.3.6 any indirect or consequential loss or damage.

5.4 Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.5 Nothing in this Licence shall limit or exclude our liability for

5.5.1 death or personal injury resulting from our negligence;

5.5.2 fraud or fraudulent misrepresentation; or

5.5.3 any other liability that cannot be excluded or limited by Scottish law.

5.6 This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6. Limitation of liability if you are a consumer user

6.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2 If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3 Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

6.4 Nothing in this Licence shall limit or exclude our liability for:

6.4.1 death or personal injury resulting from our negligence;

6.4.2 fraud or fraudulent misrepresentation; or

6.4.3 any other liability that cannot be excluded or limited by Scottish law.

7. Termination

7.1 We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2 Upon termination for any reason:

7.2.1 all rights granted to you under this Licence shall cease;

7.2.2 you must immediately cease all activities authorised by this Licence; and

7.2.3 you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8. Communications between us

8.1 If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can send this to us by e-mail to info@krotosaudio.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3 If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9. Events outside our control

9.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

9.2 An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3 If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

9.3.1 our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2 we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

10. Other important terms

10.1 We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

10.2 You may only transfer your rights or your obligations under this Licence to another person if we agree in writing in advance of any such transfer.

10.3 If you are a business customer, this Licence and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Licence or any document expressly referred to in it.

10.4 If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5 Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6 If you are a consumer, please note that this Licence, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

11. OTHER LICENSES

11.1 This product uses the Intel IPP library, under terms of the Intel Simplified Software License

11.1.1 Copyright (c) 2018 Intel Corporation.

11.1.2 Use and Redistribution. You may use and redistribute the software (the “Software”), without modification, provided the following conditions are met:

11.1.3 * Redistributions must reproduce the above copyright notice and the following terms of use in the Software and in the documentation and/or other materials provided with the distribution.

11.1.4 * Neither the name of Intel nor the names of its suppliers may be used to endorse or promote products derived from this Software without specific prior written permission.

11.1.5 * No reverse engineering, decompilation, or disassembly of this Software is permitted.

11.1.6 Limited patent license. Intel grants you a world-wide, royalty-free, non-exclusive license under patents it now or hereafter owns or controls to make, have made, use, import, offer to sell and sell (“Utilize”) this Software, but solely to the extent that any such patent is necessary to Utilize the Software alone. The patent license shall not apply to any combinations which include this software. No hardware per se is licensed hereunder.

11.1.7 Third party and other Intel programs. “Third Party Programs” are the files listed in the “third-party-programs.txt” text file that is included with the Software and may include Intel programs under separate license terms. Third Party Programs, even if included with the distribution of the Materials, are governed by separate license terms and those license terms solely govern your use of those programs.

11.1.8 DISCLAIMER. THIS SOFTWARE IS PROVIDED “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE DISCLAIMED. THIS SOFTWARE IS NOT INTENDED FOR USE IN SYSTEMS OR APPLICATIONS WHERE FAILURE OF THE SOFTWARE MAY CAUSE PERSONAL INJURY OR DEATH AND YOU AGREE THAT YOU ARE FULLY RESPONSIBLE FOR ANY CLAIMS, COSTS, DAMAGES, EXPENSES, AND ATTORNEYS’ FEES ARISING OUT OF ANY SUCH USE, EVEN IF ANY CLAIM ALLEGES THAT INTEL WAS NEGLIGENT REGARDING THE DESIGN OR MANUFACTURE OF THE MATERIALS.
LIMITATION OF LIABILITY. IN NO EVENT WILL INTEL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOU AGREE TO INDEMNIFY AND HOLD INTEL HARMLESS AGAINST ANY CLAIMS AND EXPENSES RESULTING FROM YOUR USE OR UNAUTHORIZED USE OF THE SOFTWARE.

11.1.9 No support. Intel may make changes to the Software, at any time without notice, and is not obligated to support, update or provide training for the Software.

11.1.10 Termination. Intel may terminate your right to use the Software in the event of your breach of this Agreement and you fail to cure the breach within a reasonable period of time.

11.1.11 Feedback. Should you provide Intel with comments, modifications, corrections, enhancements or other input (“Feedback”) related to the Software Intel will be free to use, disclose, reproduce, license or otherwise distribute or exploit the Feedback in its sole discretion without any obligations or restrictions of any kind, including without limitation, intellectual property rights or licensing obligations.

11.1.12 Compliance with laws. You agree to comply with all relevant laws and regulations governing your use, transfer, import or export (or prohibition thereof) of the Software.

11.1.13 Governing law. All disputes will be governed by the laws of the United States of America and the State of Delaware without reference to conflict of law principles and subject to the exclusive jurisdiction of the state or federal courts sitting in the State of Delaware, and each party agrees that it submits to the personal jurisdiction and venue of those courts and waives any objections. The United Nations Convention on Contracts for the International Sale of Goods (1980) is specifically excluded and will not apply to the Software.

11.2 This product includes the RCH::Oscillators Library, including code written by Rob Clifton-Harvey. This code is written by Rob Clifton-Harvey under the MIT License (MIT).

11.2.1 Copyright (c) 2019 Rob Clifton-Harvey

11.2.2 Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

11.2.3 The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

11.2.4 THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS  OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

11.3 This product includes a Formant Filter from SquinkyLabs. This code is written by SquinkyLabs under the MIT License (MIT).

11.3.1 Copyright (c) 2018 squinkylabs

11.3.2 Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

11.3.3 The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

11.3.4 THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

11.4 This product includes code from ‘Wavetable Oscillator’, created by Nigel Redmon, EarLevel Engineering: earlevel.com, and is distributed with the following notice:

11.4.1 Copyright 2012 Nigel Redmon

11.4.2 This source code is provided as is, without warranty.

11.4.3 You may copy and distribute verbatim copies of this document.

11.4.4 You may modify and use this source code to create binary code for your own purposes, free or commercial.

Simple Concept

SINGLE USER

Simple Concept: End User License Agreement

This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor, us” or “we”) for the Simple Concept software (“Software”); and documents relating to the Software (“Documents”). We licence use of the Software and Documents to you on the basis of this Licence. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times. Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system OS X 10.9, or later. Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 7 (64-bit) or above. An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:
BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION5 AND CONDITION 6. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:
AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS. HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS. THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

1. Grant and scope of licence

1.1 In consideration of payment by you of the agreed licence fee and you agreeing to abide by the terms of this Licence, we hereby grant to you a non-exclusive, non-transferable licence to use the Software and the Documents on the terms of this Licence.

1.2 You may:

1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1 on one CPU if the Licence is a single-user licence or the Software is for single use; or

1.2.1.2 if the Licence is a multi-user or network licence, by the number of concurrent users agreed in writing between you and us;

1.2.2 provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3 receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4 use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

2. Restrictions

2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:

2.1.1 not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2 not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3 not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4 not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1 is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2 is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3 is not used to create any software which is substantially similar to the Software;

2.1.5 to keep all copies of the Software secure and to maintain accurate and up-to date records of the number and locations of all copies of the Software;

2.1.6 where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence;

2.1.7 to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8 not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9 not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this condition 2.1.

3. Intellectual property rights

3.1 You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2 You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3 The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4. Limited warranty

4.1 We warrant that:

4.1.1 the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2 that the Documents correctly describe the operation of the Software in all material respects, for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2 If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3 The warranties set out in condition 4.1 do not apply:

4.3.1 if the defect or fault in the Software results from you having amended the Software; and

4.3.2 if the defect or fault in the Software results from you having used the Software in contravention of the terms of this Licence.

4.4 If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5. Limitation of liability if you are a business user

5.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2 If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any resale purposes.

5.3 We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

5.3.1 loss of profits, sales, business, or revenue;

5.3.2 business interruption;

5.3.3 loss of anticipated savings;

5.3.4 loss or corruption of data or information;

5.3.5 loss of business opportunity, goodwill or reputation; or

5.3.6 any indirect or consequential loss or damage.

5.4 Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.5 Nothing in this Licence shall limit or exclude our liability for:

5.5.1 death or personal injury resulting from our negligence;

5.5.2 fraud or fraudulent misrepresentation; or

5.5.3 any other liability that cannot be excluded or limited by Scottish law.

5.6 This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded  to the fullest extent permitted by law.

6. Limitation of liability if you are a consumer user

6.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2 If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3 Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

6.4 Nothing in this Licence shall limit or exclude our liability for:

6.4.1 death or personal injury resulting from our negligence;

6.4.2 fraud or fraudulent misrepresentation; or

6.4.3 any other liability that cannot be excluded or limited by Scottish law.

7. Termination

7.1 We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2 Upon termination for any reason:

7.2.1 all rights granted to you under this Licence shall cease;

7.2.2 you must immediately cease all activities authorised by this Licence; and

7.2.3 you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8. Communications between us

8.1 If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can send this to us by e-mail to info@krotosaudio.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3 If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9. Events outside our control

9.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

9.2 An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3 If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

9.3.1 our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2 we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

10. Other important terms

10.1 We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

10.2 You may only transfer your rights or your obligations under this Licence to another person if we agree in writing in advance of any such transfer.

10.3 If you are a business customer, this Licence and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Licence or any document expressly referred to in it.

10.4 If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5 Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6 If you are a consumer, please note that this Licence, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

11. OTHER LICENSES

11.1 This product uses the Intel IPP library, under terms of the Intel Simplified Software License

11.1.1 Copyright (c) 2018 Intel Corporation.

11.1.2 Use and Redistribution. You may use and redistribute the software (the “Software”), without modification, provided the following conditions are met:

11.1.3 * Redistributions must reproduce the above copyright notice and the following terms of use in the Software and in the documentation and/or other materials provided with the distribution.

11.1.4 * Neither the name of Intel nor the names of its suppliers may be used to endorse or promote products derived from this Software without specific prior written permission.

11.1.5 * No reverse engineering, decompilation, or disassembly of this Software is permitted.

11.1.6 Limited patent license. Intel grants you a world-wide, royalty-free, non-exclusive license under patents it now or hereafter owns or controls to make, have made, use, import, offer to sell and sell (“Utilize”) this Software, but solely to the extent that any such patent is necessary to Utilize the Software alone. The patent license shall not apply to any combinations which include this software. No hardware per se is licensed hereunder.

11.1.7 Third party and other Intel programs. “Third Party Programs” are the files listed in the “third-party-programs.txt” text file that is included with the Software and may include Intel programs under separate license terms. Third Party Programs, even if included with the distribution of the Materials, are governed by separate license terms and those license terms solely govern your use of those programs.

11.1.8 DISCLAIMER. THIS SOFTWARE IS PROVIDED “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE DISCLAIMED. THIS SOFTWARE IS NOT INTENDED FOR USE IN SYSTEMS OR APPLICATIONS WHERE FAILURE OF THE SOFTWARE MAY CAUSE PERSONAL INJURY OR DEATH AND YOU AGREE THAT YOU ARE FULLY RESPONSIBLE FOR ANY CLAIMS, COSTS, DAMAGES, EXPENSES, AND ATTORNEYS’ FEES ARISING OUT OF ANY SUCH USE, EVEN IF ANY CLAIM ALLEGES THAT INTEL WAS NEGLIGENT REGARDING THE DESIGN OR MANUFACTURE OF THE MATERIALS. LIMITATION OF LIABILITY. IN NO EVENT WILL INTEL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOU AGREE TO INDEMNIFY AND HOLD INTEL HARMLESS AGAINST ANY CLAIMS AND EXPENSES RESULTING FROM YOUR USE OR UNAUTHORIZED USE OF THE SOFTWARE.

11.1.9 No support. Intel may make changes to the Software, at any time without notice, and is not obligated to support, update or provide training for the Software.

11.1.10 Termination. Intel may terminate your right to use the Software in the event of your breach of this Agreement and you fail to cure the breach within a reasonable period of time.

11.1.11 Feedback. Should you provide Intel with comments, modifications, corrections, enhancements or other input (“Feedback”) related to the Software Intel will be free to use, disclose, reproduce, license or otherwise distribute or exploit the Feedback in its sole discretion without any obligations or restrictions of any kind, including without limitation, intellectual property rights or licensing obligations.

11.1.12 Compliance with laws. You agree to comply with all relevant laws and regulations governing your use, transfer, import or export (or prohibition thereof) of the Software.

11.1.13 Governing law. All disputes will be governed by the laws of the United States of America and the State of Delaware without reference to conflict of law principles and subject to the exclusive jurisdiction of the state or federal courts sitting in the State of Delaware, and each party agrees that it submits to the personal jurisdiction and venue of those courts and waives any objections. The United Nations Convention on Contracts for the International Sale of Goods (1980) is specifically excluded and will not apply to the Software.

11.2 This product includes the RCH::Oscillators Library, including code written by Rob Clifton-Harvey. This code is written by Rob Clifton-Harvey under the MIT License (MIT).

11.2.1 Copyright (c) 2019 Rob Clifton-Harvey

11.2.2 Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

11.2.3 The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

11.2.4 THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

11.3 This product includes a Formant Filter from SquinkyLabs. This code is written by SquinkyLabs under the MIT License (MIT).

11.3.1 Copyright (c) 2018 squinkylabs

11.3.2 Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

11.3.3 The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

11.3.4 THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

11.4 This product includes code from ‘Wavetable Oscillator’, created by Nigel Redmon, EarLevel Engineering: earlevel.com, and is distributed with the following notice:

11.4.1 Copyright 2012 Nigel Redmon

11.4.2 This source code is provided as is, without warranty.

11.4.3 You may copy and distribute verbatim copies of this document.

11.4.4 You may modify and use this source code to create binary code for your own purposes, free or commercial.

Reformer Pro

SINGLE USER

Reformer Pro: End User License Agreement

This License agreement (“License”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor”, “us” or “we”) for Reformer Pro, (“Software”); and documents relating to the Software (“Documents”).

We License use of the Software and Documents to you on the basis of this License. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times.

This software incorporates technology patented as US Patent 10,606,548.

SYSTEM REQUIREMENTS:

Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system OS X 10.13, or later.

Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 10 or later.

An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:

BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENSE WHICH WILL BIND YOU. THE TERMS OF THIS LICENSE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION 5 AND CONDITION 6.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE, YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS.

HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS.

THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this License for future reference.

1. Grant and Scope of License

1.1 The License to use the Software is offered on both a perpetual and subscription basis. In consideration of payment by you of the agreed License fee and you agreeing to abide by the terms of this License, we hereby grant to you a non-exclusive, non-transferable License to use the Software and the Documents on the terms of this License.

1.2 You may:

1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1 on one CPU if the License is a single-user License or the Software is for single use; or

1.2.1.2 if the License is a multi-user or network License, by the number of concurrent users agreed in writing between you and us;

1.2.2 provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3 receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4 use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

1.3 The License to use the Software is offered on both a perpetual and subscription basis. If you have acquired the License to use the Software on a subscription basis, you may install and use the most current version of the Software during the term of your subscription.

1.3.1 Monthly subscriptions for Krotos products will start when Krotos confirms your payment and will continue for a period of thirty days. When you purchase a monthly subscription, auto-renew is automatically selected in your Krotos account. At the end of the monthly subscription period, you will automatically be signed up and billed for an additional subscription term of 30 days. If you do not wish your subscription to auto-renew, then prior to the end of your current subscription term, you may (a) go to www.krotosaudio.com/my-account, (b) log in and select Subscriptions, (c) find the subscription you would like to cancel, (d) then click View and click Cancel.

1.3.2 Annual subscription for Krotos will start when Krotos confirms your payment and will continue for a period of one year. Annual subscriptions purchased on the Krotos online store (krotosaudio.com) are billed monthly in twelve equal payments or on a one-time, paid-in-full basis. Annual subscriptions purchased from authorized Krotos resellers are paid in full in advance. When you purchase an annual subscription, auto-renew is automatically selected in your Krotos account. At the end of the annual subscription period, you will automatically be signed up and billed for an additional subscription term of one year. If you do not wish your subscription to auto-renew, then prior to the end of your current subscription term, you may (a) go to www.krotosaudio.com/my-account, (b) log in and select Subscriptions, (c) find the subscription you would like to cancel, (d) then click View and click Cancel.

2. Restrictions

2.1 Except as expressly set out in this License or as permitted by any local law, you undertake:

2.1.1 not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2 not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3 not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4 not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1 is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2 is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3 is not used to create any software which is substantially similar to the Software;

2.1.5 to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;

2.1.6 where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this License;

2.1.7 to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8 not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9 not to use the Software via any communications network or by means of remote access, save where you are acting as a business and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this condition 2.1.

2.2 If you have acquired the License to use the Software on a subscription basis, the purchased Software is designated as a time-limited subscription and the rights granted to you by us expire at the end of the time period. The software may contain technical measures that automatically disable the software at the end of the time period. If you allow your subscription to lapse, the Software will no longer run.

2.2.1 Subscriptions are non-cancelable and non-returnable. You may change your auto-renewal preferences in your Krotos account, but no refunds will be paid on any remaining subscription period.

2.2.2 Subscription software requires an internet connection for activation, validation, and renewal of the Software. The Software may become inactive without notice in the event the Software cannot access the internet or payment is not received and will not be reactivated until we receive payment, or a new subscription is purchased.

2.2.3 Subscription pricing is subject to change. New pricing takes effect upon renewal of your subscription.

3.Intellectual Property Rights

3.1 You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this License.

3.2 You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3 The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4. Limited Warranty

4.1 We warrant that:

4.1.1 the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2 that the Documents correctly describe the operation of the Software in all material respects, for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2 If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3 The warranties set out in condition 4.1 do not apply:

4.3.1 if the defect or fault in the Software results from you having amended the Software; and

4.3.2 if the defect or fault in the Software results from you having used the Software in contravention of the terms of this License.

4.4 If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5. Limitation of Liability If You Are a Business User

5.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2 If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re-sale purposes.

5.3 We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the License for:

5.3.1 loss of profits, sales, business, or revenue;

5.3.2 business interruption;

5.3.3 loss of anticipated savings;

5.3.4 loss or corruption of data or information;

5.3.5 loss of business opportunity, goodwill or reputation; or

5.3.6 any indirect or consequential loss or damage.

5.4 Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this License whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the License fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.5 Nothing in this License shall limit or exclude our liability for:

5.5.1 death or personal injury resulting from our negligence;

5.5.2 fraud or fraudulent misrepresentation; or

5.5.3 any other liability that cannot be excluded or limited by Scottish law.

5.6 This License sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this License, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this License whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6. Limitation of Liability If You Are a Consumer User

6.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2 If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3 Our maximum aggregate liability under or in connection with this License whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the License fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

6.4 Nothing in this License shall limit or exclude our liability for:

6.4.1 death or personal injury resulting from our negligence;

6.4.2 fraud or fraudulent misrepresentation; or

6.4.3 any other liability that cannot be excluded or limited by Scottish law.

7. Termination

7.1 We may terminate this License immediately by written notice to you if you commit a material or persistent breach of this License which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2 Upon termination for any reason:

7.2.1 all rights granted to you under this License shall cease;

7.2.2 you must immediately cease all activities authorised by this License; and

7.2.3 you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8. Communications Between Us

8.1 If you are a consumer, if you wish to contact us in writing, or if any condition in this License requires you to give us notice in writing, you can send this to us by e-mail to info@krotosaudio.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3 If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9. Events Outside Our Control

9.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this License that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

9.2 An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3 If an Event Outside Our Control takes place that affects the performance of our obligations under this License:

9.3.1 our obligations under this License will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2 we will use our reasonable endeavours to find a solution by which our obligations under this License may be performed despite the Event Outside Our Control.

10. Other Important Terms

10.1 We may transfer our rights and obligations under this License to another organisation, but this will not affect your rights or our obligations under this License.

10.2 You may only transfer your rights or your obligations under this License to another person if we agree in writing in advance of any such transfer.

10.3 If you are a business customer, this License and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this License or any document expressly referred to in it.

10.4 If we fail to insist that you perform any of your obligations under this License, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5 Each of the conditions of this License operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6 If you are a consumer, please note that this License, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

Igniter

SINGLE USER

Igniter: End User License Agreement

This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor, us” or “we”) for the Igniter software (“Software”); and documents relating to the Software (“Documents”).

We licence use of the Software and Documents to you on the basis of this Licence. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times.

Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system OS X 10.13, or later.

Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 10 (64-bit) or above.

An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:

BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION5 AND CONDITION 6.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS.
HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS.

THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

1 Grant and scope of licence

1.1  In consideration of payment by you of the agreed licence fee and you agreeing to abide by the terms of this Licence, we hereby grant to you a non-exclusive, non-transferable licence to use the Software and the Documents on the terms of this Licence.

1.2  You may:

1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1 on one CPU if the Licence is a single-user licence or the Software is for single use; or

1.2.1.2 if the Licence is a multi-user or network licence, by the number of concurrent users agreed in writing between you and us;

1.2.2  provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3  receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4  use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

2 Restrictions

2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:

2.1.1  not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2  not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3  not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4  not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1  is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2  is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3  is not used to create any software which is substantially similar to the Software;

2.1.5  to keep all copies of the Software secure and to maintain accurate and up-to- date records of the number and locations of all copies of the Software;

2.1.6  where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence;

2.1.7  to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8  not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9  not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this cnodition 2.1.

2.2 Sales coupons issued by Krotos Audio during sales periods cannot be used in conjunction with any other sales coupons on the Krotos Audio website

3 Intellectual property rights

3.1  You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2  You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3  The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4 Limited warranty

4.1  We warrant that:

4.1.1  the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2  that the Documents correctly describe the operation of the Software in all material respects, for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2  If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3  The warranties set out in condition 4.1 do not apply:

4.3.1 if the defect or fault in the Software results from you having amended the Software; and

4.3.2 if the defect or fault in the Software results from you having used the Software in contravention of the terms of this Licence.

4.4 If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5 Limitation of liability if you are a business user

5.1  You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2  If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re- sale purposes.

5.3  We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

5.3.1  loss of profits, sales, business, or revenue;

5.3.2  business interruption;

5.3.3  loss of anticipated savings;

5.3.4  loss or corruption of data or information;

5.3.5  loss of business opportunity, goodwill or reputation; or

5.3.6  any indirect or consequential loss or damage.

5.4  Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.5  Nothing in this Licence shall limit or exclude our liability for:

5.5.1  death or personal injury resulting from our negligence;

5.5.2  fraud or fraudulent misrepresentation; or

5.5.3  any other liability that cannot be excluded or limited by Scottish law.

5.6  This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6 Limitation of liability if you are a consumer user

6.1  You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2  If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3  Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

6.4  Nothing in this Licence shall limit or exclude our liability for:

6.4.1  death or personal injury resulting from our negligence;

6.4.2  fraud or fraudulent misrepresentation; or

6.4.3  any other liability that cannot be excluded or limited by Scottish law.

7 Termination

7.1  We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2  Upon termination for any reason:

7.2.1  all rights granted to you under this Licence shall cease;

7.2.2  you must immediately cease all activities authorised by this Licence; and

7.2.3  you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8 Communications between us

8.1  If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can send this to us by e-mail toinfo@krotosaudio.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2  If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3  If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9 Events outside our control

9.1  We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

9.2  An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3  If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

9.3.1  our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2  we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

10 Other important terms

10.1  We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

10.2  You may only transfer your rights or your obligations under this Licence to another person if we agree in writing in advance of any such transfer.

10.3  If you are a business customer, this Licence and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Licence or any document expressly referred to in it.

10.4  If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5  Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6  If you are a consumer, please note that this Licence, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

11 OTHER LICENSES

This product uses the Intel IPP library, under terms of the Intel Simplified Software License

Copyright (c) 2018 Intel Corporation.

Use and Redistribution. You may use and redistribute the software (the “Software”), without modification, provided the following conditions are met:

* Redistributions must reproduce the above copyright notice and the following terms of use in the Software and in the documentation and/or other materials provided with the distribution.

* Neither the name of Intel nor the names of its suppliers may be used to endorse or promote products derived from this Software without specific prior written permission.

* No reverse engineering, decompilation, or disassembly of this Software is permitted.

Limited patent license. Intel grants you a world-wide, royalty-free, non-exclusive license under patents it now or hereafter owns or controls to make, have made, use, import, offer to sell and sell (“Utilize”) this Software, but solely to the extent that any such patent is necessary to Utilize the Software alone. The patent license shall not apply to any combinations which include this software. No hardware per se is licensed hereunder.

Third party and other Intel programs. “Third Party Programs” are the files listed in the “third-party-programs.txt” text file that is included with the Software and may include Intel programs under separate license terms. Third Party Programs, even if included with the distribution of the Materials, are governed by separate license terms and those license terms solely govern your use of those programs.

DISCLAIMER. THIS SOFTWARE IS PROVIDED “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE DISCLAIMED. THIS SOFTWARE IS NOT INTENDED FOR USE IN SYSTEMS OR APPLICATIONS WHERE FAILURE OF THE SOFTWARE MAY CAUSE PERSONAL INJURY OR DEATH AND YOU AGREE THAT YOU ARE FULLY RESPONSIBLE FOR ANY CLAIMS, COSTS, DAMAGES, EXPENSES, AND ATTORNEYS’ FEES ARISING OUT OF ANY SUCH USE, EVEN IF ANY CLAIM ALLEGES THAT INTEL WAS NEGLIGENT REGARDING THE DESIGN OR MANUFACTURE OF THE MATERIALS.

LIMITATION OF LIABILITY. IN NO EVENT WILL INTEL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOU AGREE TO INDEMNIFY AND HOLD INTEL HARMLESS AGAINST ANY CLAIMS AND EXPENSES RESULTING FROM YOUR USE OR UNAUTHORIZED USE OF THE SOFTWARE.

No support. Intel may make changes to the Software, at any time without notice, and is not obligated to support, update or provide training for the Software.

Termination. Intel may terminate your right to use the Software in the event of your breach of this Agreement and you fail to cure the breach within a reasonable period of time.

Feedback. Should you provide Intel with comments, modifications, corrections, enhancements or other input (“Feedback”) related to the Software Intel will be free to use, disclose, reproduce, license or otherwise distribute or exploit the Feedback in its sole discretion without any obligations or restrictions of any kind, including without limitation, intellectual property rights or licensing obligations.

Compliance with laws. You agree to comply with all relevant laws and regulations governing your use, transfer, import or export (or prohibition thereof) of the Software.

Governing law. All disputes will be governed by the laws of the United States of America and the State of Delaware without reference to conflict of law principles and subject to the exclusive jurisdiction of the state or federal courts sitting in the State of Delaware, and each party agrees that it submits to the personal jurisdiction and venue of those courts and waives any objections. The United Nations Convention on Contracts for the International Sale of Goods (1980) is specifically excluded and will not apply to the Software.

*Other names and brands may be claimed as the property of others.

Sound Libraries included in software: End User License Agreement

This End User Licence Agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd., a company registered in Scotland with registered number SC458616 and registered address at 1 Exchange Crescent, Conference Square, Edinburgh, EH3 8UL (“Licensor”, “we” or “us”) for (i) use of any sound library or sound libraries created by the Licensor (the “Sound Library” which term shall be a reference to each and any sound library of the Licensor and collectively to all of the sound libraries made available by the Licensor from time to time) and (ii) any documentation supplied in relation to the Sound Library (“Documentation”).

We only process personal data in accordance with our privacy policy. This policy can be viewed at https://www.krotosaudio.com/privacy-policy/

IMPORTANT NOTICE TO ALL USERS:

BY DOWNLOADING THE SOUND LIBRARY OR CLICKING ON THE “ACCEPT” BUTTON BELOW YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU AND YOUR EMPLOYEES, WHERE APPLICABLE. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CLAUSE 5 (IF YOU ARE A BUSINESS) AND CLAUSE 6 (IF YOU ARE A CONSUMER).

BY ACCESSING AND/OR USING THE SOUND LIBRARY YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BE A BINDING CONTRACT BETWEEN YOU AND US. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE ARE UNWILLING TO LICENCE THE SOUND LIBRARY TO YOU AND YOU MUST CEASE TO ACCESS AND/OR USE THE SOUND LIBRARY IMMEDIATELY.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON 14 DAYS BEFORE DOWNLOADING THE SOUND LIBRARY. HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOUND LIBRARY. THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOUND LIBRARY.

You should print a copy of this Licence for future reference.

1. Grant and Scope of License

1.1 In consideration of you agreeing to abide by the terms of this Licence and paying the applicable licence fee to the Licensor, the Licensor hereby grants to you a non-exclusive licence to use the Sound Library and Documentation in accordance with the terms of this Licence including, without limitation, strictly for the Permitted Use (as defined in clause 1.4 below) and in accordance with the Licensee’s Undertakings (as set out in clause 2 below).

1.2 The Licence to use the Sound Library and Documentation is granted to a single user only. You cannot transfer ownership of the Sound Library and Documentation; the Sound Library and Documentation is licensed not sold to you.

1.3 The Licence does not include the right to any upgrades, additions, new versions or improvements to the Sound Library which may be made from time to time (“Upgrades”) and we reserve the right to release these, and to charge further fees in respect of such Upgrades at our sole discretion.

1.4 “Permitted Use” means the right to:

a. use of the Sound Library to create sound effects for use in any film, music, television program or computer game, but this does not include the right to resell the Sound Library as a standalone product in whole or in parts;

b. use the Sound Library as a soundtrack “synced” with visual images, or sounds as part of your product/production;

c. use the Sound Library as part of the public viewing or broadcast of your product/production, including but not limited to videos, DVDs, web sites, podcasts, multimedia presentations, films, television, and radio.

2. Licensee’s Undertakings

2.1 Except as expressly set out in this Licence in relation to the Permitted Use, you undertake not to:

a. distribute (commercially or otherwise) or re-package in whole or in part the Sound Library or alterations of and modifications to the Sound Library;

b. electronically transfer samples from the Sound Library or alterations of and modifications to the Sound Library to another person or group of people over the Internet, or place them in a computer network to be accessed by multiple people;

c. include the Sound Library or alterations of and modifications to the Sound Library in any library (e.g. sample instrument, sound effects library, etc.) online or offline.

d. bundle sounds in physical products such as toys, automotive products or wearable tech;

e. sell as ringtones or incorporate raw sound effects files as part of a web or app-based soundboard.

2.2 All unauthorized copying, trading, giving, lending, renting, redistributing, trading, sharing or reselling of the Sound Library, or any part thereof, is expressly prohibited.

3. Intellectual Property Rights

3.1 You acknowledge that all intellectual property rights in the Sound Library and Documentation are licensed (not sold) to you, and that you have no rights in, or to, the Sound Library and Documentation other than the right to use it in accordance with the terms of this Licence, including without limitation, the Permitted Use. To the extent that the Licensor is the owner of the intellectual property rights in the Sound Library and Documentation, then the Licensor shall remain so notwithstanding the grant of this Licence.

4. Limited Warranty

4.1 We warrant that:

a. the Sound Library is (at the time it is supplied) free from defects under normal use; and

b. the Sound Library will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documentation for a period of 90 days from the date of installation of the Sound Library (Warranty Period).

4.2 If, within the Warranty Period, you notify us in writing of any defect or fault in the Sound Library as a result of which it fails to perform substantially in accordance with the Documentation, we will either repair or replace the Sound Library.

4.3 The warranty does not apply:

a. if the defect or fault in the Sound Library results from you having altered or modified the Sound Library;

b. if the defect or fault in the Sound Library results from you having used the Sound Library in breach of the terms of this Licence;

4.4 If you are a consumer, this warranty is in addition to your legal rights in relation to the Sound Library that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5. Licensor’s Liability If You Are A Business User

5.1 This clause 5 sets out the entire financial liability of the parties (including any liability for the acts or omissions of their respective employees, agents and subcontractors) to each other in respect of:

a. any breach of this Licence however arising

b. any use made of the Sound Library by you, or of any product or service incorporating any of the Sound Library; and

c. any representation, statement or delictual act or omission (including negligence) arising under or in connection with this Licence.

5.2 Nothing in this Licence shall exclude or in any way limit the Licensor’s liability for fraud, or for death and personal injury caused by its negligence, or any other liability to the extent that it cannot be excluded or limited as a matter of law.

5.3 Subject to clause 5.2, the Licensor shall not be liable under or in connection with this Licence or any collateral contract for:

a. loss of income;
b. loss of business profits or contracts;
c. business interruption;
d. loss of the use of money or anticipated savings;
e. loss of information;
f. loss of opportunity, goodwill or reputation;
g. loss of, damage to or corruption of data; or
h. any indirect or consequential loss or damage of any kind howsoever arising and whether caused by negligence, breach of contract or otherwise;

5.4 Subject to clause 5.2 and clause 5.3, the Licensor’s maximum aggregate liability under or in connection with this Licence, or any collateral contract, whether in contract, negligence or otherwise, shall be limited to a sum equal to 100% of the applicable licence fee paid by you.

5.5 This Licence sets out the full extent of the Licensor’s obligations and liabilities in respect of the supply of the Sound Library. In particular, there are no clauses, warranties, representations or other terms, express or implied, that are binding on the Licensor except as specifically stated in this Licence. Any clause, warranty, representation or other term concerning the supply of the Sound Library which might otherwise be implied into, or incorporated in, this Licence, or any collateral contract, whether by statute, common law or otherwise, is hereby excluded to the fullest extent permitted by law.

6. Licensor’s Liability If You Are A Consumer

6.1 You acknowledge that the Sound Library has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Sound Library meet your requirements.

6.2 If you are a consumer, we only supply the Sound Library for domestic and private use. You agree not to use the Sound Library for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3 We are only responsible for loss or damage you suffer that is a foreseeable result of our breach of this Licence or our negligence up to the amount specified in clause 6.4 below, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of our breach or if they were contemplated by you and us at the time we granted you the Licence.

6.4 Our maximum aggregate liability under or in connection with this Licence whether in contract, negligence or otherwise, shall in all circumstances be limited to a sum equal to 100% of the applicable licence fee paid by you. This does not apply to the types of loss set out in clause 6.5.

6.5 Nothing in this Licence shall limit or exclude our liability for:

a. death or personal injury resulting from our negligence;
b. fraud or fraudulent misrepresentation; or
c. any other liability that cannot be excluded or limited by law.

7. Termination

7.1 The Licensor may terminate this Licence immediately by written notice to you if:

a. you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service on you of written notice requiring you to do so; or

b. a petition for a bankruptcy order to be made against you has been presented to the court; or

c. the Licensee (where it is a company) becomes insolvent or unable to pay its debts (within the meaning of section 123 of the Insolvency Act 1986), enters into liquidation, whether voluntary or compulsory (other than for reasons of bona fide amalgamation or reconstruction), passes a resolution for its winding-up, has a receiver or administrator manager, trustee, liquidator or similar officer appointed over the whole or any part of its assets, makes any composition or arrangement with its creditors or takes or suffers any similar action in consequence of its debt, or becomes unable to pay its debts (within the meaning of section 123 of the Insolvency Act 1986).

7.2 Upon termination for any reason:

a. all rights granted to you under this Licence shall cease;
b. you must cease all activities authorised by this Licence;
c. you must immediately pay to us any sums due (if any) under this Licence; and

d. you must immediately delete or remove the Sound Library from all computer equipment in your possession and immediately destroy or return to the Licensor (at the Licensor’s option) all copies of the Sound Library then in your possession, custody or control and, in the case of destruction, certify to the Licensor that you have done so.

8. General

8.1 Entire Agreement. This Licence and any document expressly referred to in it represents the entire agreement between us in relation to the licensing of the Sound Library and Documentation and supersedes any prior agreement, understanding or arrangement between us, whether oral or in writing. We each acknowledge that, in entering into this Licence, neither of us has relied on any representation, undertaking or promise given by the other or implied from anything said or written in negotiations between us before entering into this Licence except as expressly stated in this Licence.

8.2 Modification. No variation of or amendment to this Agreement shall bind either Party unless made in writing and signed by both Parties.

8.3 Severability. In the event that any clause of this Licence is held to be invalid by an authority having jurisdiction over this Licence, that clause may be deleted from this Licence and the remaining clauses shall continue to be, to the extent that they are unaffected by the deletion, valid and binding on the Parties.

8.4 No Waiver. No delay, omission or failure by the Licensor to exercise any right or remedy shall operate as a waiver. Any partial exercise of a right or remedy shall not preclude any other or further exercise of any such right of action.

8.5 Notices. All notices given by you to the Licensor must be given to Krotos Ltd. at the address stated above. The Licensor may give notice to you at either the e-mail or postal address you provided to it when registering with us. Notice will be deemed received and properly served 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

8.6 Assignment. This Licence is binding on you and us and on our respective successors and assigns. You may not transfer, assign, charge or otherwise dispose of this Licence, or any of your rights or obligations arising under it, without our prior written consent. The Licensor may transfer, assign, charge, sub-contract or otherwise dispose of this Licence, or any of his rights or obligations arising under it, at any time during the term of the Licence.

8.7 Force Majeure. The Licensor shall not be liable for any failure to perform, or delay in the performance of, any of the Licensor’s obligations under this Licence that is caused by an event outside the Licensor’s reasonable control.

9. Law and Jurisdiction

This Licence is governed by Scots law. Any dispute arising from, or related to, any term of this Licence shall be subject to the non-exclusive jurisdiction of the courts of Scotland.

Reformer

SINGLE USER

Reformer: End User License Agreement

This License agreement (“License”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor, us” or “we”) for the Reformer, (“Software”); and documents relating to the Software (“Documents”).

We License use of the Software and Documents to you on the basis of this License. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times.

We only process personal data in accordance with our privacy policy. This policy can be viewed at https://www.krotosaudio.com/privacy-policy/

SYSTEM REQUIREMENTS:

Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system OS X 10.10, or later.

Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 7 or later.

An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:

BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENSE WHICH WILL BIND YOU. THE TERMS OF THIS LICENSE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION 5 AND CONDITION 6.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE, YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS.

HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS.

THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

1. Grant and Scope of License

1.1. In consideration of payment by you of the agreed License fee and you agreeing to abide by the terms of this License, we hereby grant to you a non-exclusive, non-transferable License to use the Software and the Documents on the terms of this License.

1.2. You may:

1.2.1. download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1. on one CPU if the License is a single-user License or the Software is for single use; or

1.2.1.2. if the License is a multi-user or network License, by the number of concurrent users agreed in writing between you and us;

1.2.2. provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3. receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4. use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

2. Restrictions

2.1. Except as expressly set out in this License or as permitted by any local law, you undertake:

2.1.1. not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2. not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3. not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4. not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1. is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2. is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3. is not used to create any software which is substantially similar to the Software;

2.1.5. to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;

2.1.6. where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this License;

2.1.7. to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8. not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9. not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this condition 2.1.

2.2 Sales coupons issued by Krotos Audio during sales periods cannot be used in conjunction with any other sales coupons on the Krotos Audio website

3. Intellectual Property Rights

3.1. You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this License.

3.2. You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3. The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4. Limited Warranty

4.1. We warrant that:

4.1.1. the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2. that the Documents correctly describe the operation of the Software in all material respects,
for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2. If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3. The warranties set out in condition 4.1 do not apply:

4.3.1. if the defect or fault in the Software results from you having amended the Software; and

4.3.2. if the defect or fault in the Software results from you having used the Software in contravention of the terms of this License.

4.4. If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5. Limitation of Liability If You Are a Business User

5.1. You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2. If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re-sale purposes.

5.3. We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the License for:

5.3.1. loss of profits, sales, business, or revenue;

5.3.2. business interruption;

5.3.3. loss of anticipated savings;

5.3.4. loss or corruption of data or information;

5.3.5. loss of business opportunity, goodwill or reputation; or

5.3.6. any indirect or consequential loss or damage.

5.4. Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this License whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the License fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.5. Nothing in this License shall limit or exclude our liability for:

5.5.1. death or personal injury resulting from our negligence;

5.5.2. fraud or fraudulent misrepresentation; or

5.5.3. any other liability that cannot be excluded or limited by Scottish law.

5.6. This License sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this License, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this License whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6. Limitation of Liability If You Are a Consumer User

6.1. You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2. If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3. Our maximum aggregate liability under or in connection with this License whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the License fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

6.4. Nothing in this License shall limit or exclude our liability for:

6.4.1. death or personal injury resulting from our negligence;

6.4.2. fraud or fraudulent misrepresentation; or

6.4.3. any other liability that cannot be excluded or limited by Scottish law.

7. Termination

7.1. We may terminate this License immediately by written notice to you if you commit a material or persistent breach of this License which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2. Upon termination for any reason:

7.2.1. all rights granted to you under this License shall cease;

7.2.2. you must immediately cease all activities authorised by this License; and

7.2.3. you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8. Communications Between Us

8.1. If you are a consumer, if you wish to contact us in writing, or if any condition in this License requires you to give us notice in writing, you can send this to us by e-mail to info@krotosaudio.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2. If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3. If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9. Events Outside Our Control

9.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this License that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

9.2. An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3. If an Event Outside Our Control takes place that affects the performance of our obligations under this License:

9.3.1. our obligations under this License will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2. we will use our reasonable endeavours to find a solution by which our obligations under this License may be performed despite the Event Outside Our Control.

10. Other Important Terms

10.1. We may transfer our rights and obligations under this License to another organisation, but this will not affect your rights or our obligations under this License.

10.2. You may only transfer your rights or your obligations under this License to another person if we agree in writing in advance of any such transfer.

10.3. If you are a business customer, this License and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this License or any document expressly referred to in it.

10.4. If we fail to insist that you perform any of your obligations under this License, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5. Each of the conditions of this License operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6. If you are a consumer, please note that this License, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

WEAPONISER

SINGLE USER

Weaponiser: End User License Agreement

This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor, us” or “we”) for the Weaponiser software (“Software”); and documents relating to the Software (“Documents”).

We licence use of the Software and Documents to you on the basis of this Licence. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times.

Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system OS X 10.13, or later.

Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 10 (64-bit) or above.

An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:

BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION5 AND CONDITION 6.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS.
HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS.

THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

1 Grant and scope of licence

1.1  In consideration of payment by you of the agreed licence fee and you agreeing to abide by the terms of this Licence, we hereby grant to you a non-exclusive, non-transferable licence to use the Software and the Documents on the terms of this Licence.

1.2  You may:

1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1 on one CPU if the Licence is a single-user licence or the Software is for single use; or

1.2.1.2 if the Licence is a multi-user or network licence, by the number of concurrent users agreed in writing between you and us;

1.2.2  provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3  receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4  use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

2 Restrictions

2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:

2.1.1  not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2  not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3  not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4  not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1  is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2  is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3  is not used to create any software which is substantially similar to the Software;

2.1.5  to keep all copies of the Software secure and to maintain accurate and up-to- date records of the number and locations of all copies of the Software;

2.1.6  where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence;

2.1.7  to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8  not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9  not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this cnodition 2.1.

2.2 Sales coupons issued by Krotos Audio during sales periods cannot be used in conjunction with any other sales coupons on the Krotos Audio website

3 Intellectual property rights

3.1  You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2  You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3  The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4 Limited warranty

4.1  We warrant that:

4.1.1  the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2  that the Documents correctly describe the operation of the Software in all material respects, for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2  If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3  The warranties set out in condition 4.1 do not apply:

4.3.1 if the defect or fault in the Software results from you having amended the Software; and

4.3.2 if the defect or fault in the Software results from you having used the Software in contravention of the terms of this Licence.

4.4 If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5 Limitation of liability if you are a business user

5.1  You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2  If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re-sale purposes.

5.3  We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

5.3.1 loss of profits, sales, business, or revenue;

5.3.2 business interruption;

5.3.3 loss of anticipated savings;

5.3.4 loss or corruption of data or information;

5.3.5 loss of business opportunity, goodwill or reputation; or

5.3.6 any indirect or consequential loss or damage.

5.4  Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.5  Nothing in this Licence shall limit or exclude our liability for:

5.5.1 death or personal injury resulting from our negligence;

5.5.2 fraud or fraudulent misrepresentation; or

5.5.3 any other liability that cannot be excluded or limited by Scottish law.

5.6  This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6 Limitation of liability if you are a consumer user

6.1  You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2  If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3  Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

6.4  Nothing in this Licence shall limit or exclude our liability for:

6.4.1  death or personal injury resulting from our negligence;

6.4.2  fraud or fraudulent misrepresentation; or

6.4.3  any other liability that cannot be excluded or limited by Scottish law.

7 Termination

7.1  We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2  Upon termination for any reason:

7.2.1  all rights granted to you under this Licence shall cease;

7.2.2  you must immediately cease all activities authorised by this Licence; and

7.2.3  you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8 Communications between us

8.1  If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can send this to us by e-mail toinfo@krotosaudio.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2  If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3  If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9 Events outside our control

9.1  We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

9.2  An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3  If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

9.3.1  our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2  we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

10 Other important terms

10.1  We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

10.2  You may only transfer your rights or your obligations under this Licence to another person if we agree in writing in advance of any such transfer.

10.3  If you are a business customer, this Licence and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Licence or any document expressly referred to in it.

10.4  If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5  Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6  If you are a consumer, please note that this Licence, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

11 OTHER LICENSES

This product includes the AudioFFT library, includes code written by HiFi-LoFi. This code is written by HiFi-LoFi under The MIT license (MIT).

11.1 AudioFFT Library, https://github.com/HiFi-LoFi/AudioFFT

11.1.1 Copyright (c) 2013 HiFi-LoFi

11.1.2 Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the right to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

11.1.3 The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

11.1.4 THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON INFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

11.2 Additional library code provided by Credland Audio.

11.3 Kiss FFT, https://sourceforge.net/projects/kissfft/

11.3.1 Copyright © 2003-2010 Mark Borgerding

11.3.2 All rights reserved.

11.3.3 Redistribution and use in source and binary forms, with or without modification, are permitted provided that the following conditions are met.

11.3.4 Redistributions of source code must retain the above copyright notice, this list of conditions and the following disclaimer.

11.3.5 Redistributions in binary form must reproduce the above copyright notice, this list of conditions and the following disclaimer in the documentation and/ or other materials provided with the distribution. Neither the author nor the names of any contributors may be used to endorse or promote products derived from this software without specific prior written permission.

11.3.6 THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

11.4. This product uses the Intel IPP library, under terms of the Intel Simplified Software License

Copyright (c) 2018 Intel Corporation.

Use and Redistribution. You may use and redistribute the software (the “Software”), without modification, provided the following conditions are met:

* Redistributions must reproduce the above copyright notice and the following terms of use in the Software and in the documentation and/or other materials provided with the distribution.

* Neither the name of Intel nor the names of its suppliers may be used to endorse or promote products derived from this Software without specific prior written permission.

* No reverse engineering, decompilation, or disassembly of this Software is permitted.

Limited patent license. Intel grants you a world-wide, royalty-free, non- exclusive license under patents it now or hereafter owns or controls to make, have made, use, import, offer to sell and sell (“Utilize”) this Software, but solely to the extent that any such patent is necessary to Utilize the Software alone. The patent license shall not apply to any combinations which include this software. No hardware per se is licensed hereunder.

Third party and other Intel programs. “Third Party Programs” are the files listed in the “third-party-programs.txt” text file that is included with the Software and may include Intel programs under separate license terms. Third Party Programs, even if included with the distribution of the Materials, are governed by separate license terms and those license terms solely govern your use of those programs.

DISCLAIMER. THIS SOFTWARE IS PROVIDED “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE DISCLAIMED. THIS SOFTWARE IS NOT INTENDED FOR USE IN SYSTEMS OR APPLICATIONS WHERE FAILURE OF THE SOFTWARE MAY CAUSE PERSONAL INJURY OR DEATH AND YOU AGREE THAT YOU ARE FULLY RESPONSIBLE FOR ANY CLAIMS, COSTS, DAMAGES, EXPENSES, AND ATTORNEYS’ FEES ARISING OUT OF ANY SUCH USE, EVEN IF ANY CLAIM ALLEGES THAT INTEL WAS NEGLIGENT REGARDING THE DESIGN OR MANUFACTURE OF THE MATERIALS.

LIMITATION OF LIABILITY. IN NO EVENT WILL INTEL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOU AGREE TO INDEMNIFY AND HOLD INTEL HARMLESS AGAINST ANY CLAIMS AND EXPENSES RESULTING FROM YOUR USE OR UNAUTHORIZED USE OF THE SOFTWARE.

No support. Intel may make changes to the Software, at any time without notice, and is not obligated to support, update or provide training for the Software.

Termination. Intel may terminate your right to use the Software in the event of your breach of this Agreement and you fail to cure the breach within a reasonable period of time.

Feedback. Should you provide Intel with comments, modifications, corrections, enhancements or other input (“Feedback”) related to the Software Intel will be free to use, disclose, reproduce, license or otherwise distribute or exploit the Feedback in its sole discretion without any obligations or restrictions of any kind, including without limitation, intellectual property rights or licensing obligations.

Compliance with laws. You agree to comply with all relevant laws and regulations governing your use, transfer, import or export (or prohibition thereof) of the Software.

Governing law. All disputes will be governed by the laws of the United States of America and the State of Delaware without reference to conflict of law principles and subject to the exclusive jurisdiction of the state or federal courts sitting in the State of Delaware, and each party agrees that it submits to the personal jurisdiction and venue of those courts and waives any objections. The United Nations Convention on Contracts for the International Sale of Goods (1980) is specifically excluded and will not apply to the Software.

*Other names and brands may be claimed as the property of others.

Dehumaniser 2

SINGLE USER

Dehumaniser 2: End User License Agreement

This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd  a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor, us” or “we”), for the Dehumaniser 2 software (“Software”); and documents relating to the Software (“Documents”).

We licence use of the Software and Documents to you on the basis of this Licence.  We do not sell the Software or Documents to you.  We remain the owners of the Software and Documents at all times.

We only process personal data in accordance with our privacy policy. This policy can be viewed at https://www.krotosaudio.com/privacy-policy/

SYSTEM REQUIREMENTS:

THIS SOFTWARE REQUIRES A COMPUTER RUNNING OS X 10.13 OR WINDOWS 10. AN INTERNET CONNECTION IS REQUIRED AT THE TIME OF ACTIVATION.

IMPORTANT NOTICE TO ALL USERS:

BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION5 AND CONDITION 6.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS.

HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS.

THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

1 Grant and scope of licence

1.1 In consideration of payment by you of the agreed licence fee and you agreeing to abide by the terms of this Licence, we hereby grant to you a non-exclusive, non-transferable licence to use the Software and the Documents on the terms of this Licence.

1.2 You may:

1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1 on one CPU if the Licence is a single-user licence or the Software is for single use; or

1.2.1.2 if the Licence is a multi-user or network licence, by the number of concurrent users agreed in writing between you and us;

1.2.2 provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3 receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4 use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

2 Restrictions

2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:

2.1.1 not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2 not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3 not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4 not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1 is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2 is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3 is not used to create any software which is substantially similar to the Software;

2.1.5 to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;

2.1.6 where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence;

2.1.7 to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8 not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9 not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this condition 2.1.

2.2 Sales coupons issued by Krotos Audio during sales periods cannot be used in conjunction with any other sales coupons on the Krotos Audio website

3 Intellectual property rights

3.1 You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2 You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3 The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4 Limited warranty

4.1 We warrant that:

4.1.1 the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2 that the Documents correctly describe the operation of the Software in all material respects,
for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2 If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3 The warranties set out in condition 4.1 do not apply:

4.3.1 if the defect or fault in the Software results from you having amended the Software; and

4.3.2 if the defect or fault in the Software results from you having used the Software in contravention of the terms of this Licence.

4.4 If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5 Limitation of liability if you are a business user

5.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2 If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re-sale purposes.

5.3 We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

5.3.1 loss of profits, sales, business, or revenue;

5.3.2 business interruption;

5.3.3 loss of anticipated savings;

5.3.4 loss or corruption of data or information;

5.3.5 loss of business opportunity, goodwill or reputation; or

5.3.6 any indirect or consequential loss or damage.

5.4 Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.5 Nothing in this Licence shall limit or exclude our liability for:

5.5.1 death or personal injury resulting from our negligence;

5.5.2 fraud or fraudulent misrepresentation; or

5.5.3 any other liability that cannot be excluded or limited by Scottish law.

5.6 This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6 Limitation of liability if you are a consumer user

6.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2 If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3 Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

6.4 Nothing in this Licence shall limit or exclude our liability for:

6.4.1 death or personal injury resulting from our negligence;

6.4.2 fraud or fraudulent misrepresentation; or

6.4.3 any other liability that cannot be excluded or limited by Scottish law.

7 Termination

7.1 We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2 Upon termination for any reason:

7.2.1 all rights granted to you under this Licence shall cease;

7.2.2 you must immediately cease all activities authorised by this Licence; and

7.2.3 you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8 Communications between us

8.1 If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can contact us. We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3 If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9 Events outside our control

9.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

9.2 An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3 If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

9.3.1 our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2 we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

10 Other important terms

10.1 We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

10.2 You may only transfer your rights or your obligations under this Licence to another person if we agree in writing in advance of any such transfer.

10.3 If you are a business customer, this Licence and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Licence or any document expressly referred to in it.

10.4 If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5 Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6 If you are a consumer, please note that this Licence, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

11 OTHER LICENSES

This product includes the AudioFFT library, includes code written by HiFi-LoFi. This code is written by HiFi-LoFi under The MIT license (MIT).

11.1 AudioFFT Library, https://github.com/HiFi-LoFi/AudioFFT

11.2 Copyright (c) 2013 HiFi-LoFi

11.3 Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the right to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

11.4 The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

11.5 THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON INFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

11.6 This product includes Library code from Credland Technical Limited. This code is written by Jim Credland.

11.7 Credland Audio LIBRARY SOURCE CODE LICENSE

11.8 We grant you a non-exclusive license:

11.8.1 To use, develop and modify the source code;

11.8.2 To sell, sub-license or otherwise distribute the software in binary form for use in your end products (i.e. as a closed source product).

11.8.3 The transfer of the license to another party requires agreement from Credland Technical Limited. Such agreement will not be unreasonably withheld.

11.9 This product includes the code ‘Fast_math.h’, by Paul Mineiro

11.10 Copyright (C) 2012 Paul Mineiro .

11.11 All rights reserved.

11.12 Redistribution and use in source and binary forms, with or without modification, are permitted provided that the following conditions are met:

11.13 Redistributions of source code must retain the above copyright notice, this list of conditions and the following disclaimer.

11.14 Redistributions in binary form must reproduce the above copyright notice, this list of conditions and the following disclaimer in the documentation and/or other materials provided with the distribution. Neither the name of Paul Mineiro nor the names of other contributors may be used to endorse or promote products derived from this software without specific prior written permission.

11.15 THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE * GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. CONTACT: Paul Mineiro

Dehumaniser Simple Monsters

SINGLE USER

Dehumaniser Simple Monsters: End User License Agreement

This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd, a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY (“Licensor, us” or “we”) for the Simple Monsters (“Software”); and documents relating to the Software (“Documents”).

We licence use of the Software and Documents to you on the basis of this Licence. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times.

We only process personal data in accordance with our privacy policy. This policy can be viewed at https://www.krotosaudio.com/privacy-policy/

Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system OS X 10.13, or later.

Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 10 or above.

An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:

By ticking the box indicating that you accept these terms you agree to the terms of this licence which will bind you. The terms of this licence include, in particular, limitations on liability in condition 5 and condition 6.

If you do not agree to the terms of this licence, we will not license the software and documents to you and you must discontinue the ordering or downloading process now. In this case you may not download or order the software.

IMPORTANT NOTICE TO CONSUMERS:

As a consumer, you have the right to withdraw from your transaction without charge and without any reason before downloading the software/documents.

However, you will lose the right to cancel the transaction once you begin to download the software or documents.

This does not affect your consumer rights for defective downloaded software or documents.

You should print a copy of this Licence for future reference.

1 Grant and Scope of Licence

1.1 In consideration of payment by you of the agreed licence fee and you agreeing to abide by the terms of this Licence, we hereby grant to you a non-exclusive, non-transferable licence to use the Software and the Documents on the terms of this Licence.

1.2 You may:1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:
1.2.1.1 on one CPU if the Licence is a single-user licence or the Software is for single use; or
1.2.1.2 if the Licence is a multi-user or network licence, by the number of concurrent users agreed in writing between you and us;1.2.2 provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.2 provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;
1.2.3 receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and
1.2.4 use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

2 Restrictions

2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:

2.1.1 not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;
2.1.2 not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;
2.1.3 not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;
2.1.4 not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1 is used only for the purpose of achieving inter-operability of the Software with another software program; and
2.1.4.2 is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
2.1.4.3 is not used to create any software which is substantially similar to the Software;

2.1.5 to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;
2.1.6 where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence;
2.1.7 to include our copyright notice on all entire and partial copies you make of the Software on any medium; and
2.1.8 not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and
2.1.9 not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this cnodition 2.1.

2.2 Sales coupons issued by Krotos Audio during sales periods cannot be used in conjunction with any other sales coupons on the Krotos Audio website

3 Intellectual Property Rights

3.1 You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.
3.2 You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.
3.3 The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4 Limited Warranty

4.1 We warrant that:

4.1.1 the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and
4.1.2 that the Documents correctly describe the operation of the Software in all material respects,
for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2 If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.
4.3 The warranties set out in condition 4.1 do not apply:

4.3.1 if the defect or fault in the Software results from you having amended the Software; and
4.3.2 if the defect or fault in the Software results from you having used the Software in contravention of the terms of this Licence.

4.4 If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5 Limitation of Liability if you are a Business User

5.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.
5.2 If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re-sale purposes.
5.3 We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

5.3.1 loss of profits, sales, business, or revenue;
5.3.2 business interruption;
5.3.3 loss of anticipated savings;
5.3.4 loss or corruption of data or information;
5.3.5 loss of business opportunity, goodwill or reputation; or
5.3.6 any indirect or consequential loss or damage.5.4 Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.4 Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This maximum cap does not apply to condition 5.5.
5.5 Nothing in this Licence shall limit or exclude our liability for:5.5.1 death or personal injury resulting from our negligence;

5.5.1 death or personal injury resulting from our negligence;
5.5.2 fraud or fraudulent misrepresentation; or
5.5.3 any other liability that cannot be excluded or limited by Scottish law.

5.6 This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6 Limitation of Liability if you are a Consumer User

6.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.
6.2 If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
6.3 Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.
6.4 Nothing in this Licence shall limit or exclude our liability for:

6.4.1 death or personal injury resulting from our negligence;
6.4.2 fraud or fraudulent misrepresentation; or
6.4.3 any other liability that cannot be excluded or limited by Scottish law.

7 Termination

7.1 We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.
7.2 Upon termination for any reason:

7.2.1 all rights granted to you under this Licence shall cease;
7.2.2 you must immediately cease all activities authorised by this Licence; and
7.2.3 you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8 Communications between us

8.1 If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can send this to us by e-mail. We will confirm receipt of this by contacting you in writing, normally by e-mail.
8.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.
8.3 If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9 Events Outside our Control

9.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.
9.2 An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.
9.3 If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

9.3.1 our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and
9.3.2 we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

10 Other Important Terms

10.1 We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.
10.2 You may only transfer your rights or your obligations under this Licence to another person if we agree in writing in advance of any such transfer.
10.3 If you are a business customer, this Licence and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Licence or any document expressly referred to in it.
10.4 If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
10.5 Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.
10.6 If you are a consumer, please note that this Licence, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.
10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

11 Other Licenses

This product includes the AudioFFT library, includes code written by HiFi-LoFi. This code is written by HiFi-LoFi under The MIT license (MIT).

11.1 AudioFFT Library, https://github.com/HiFi-LoFi/AudioFFT
11.2 Copyright (c) 2013 HiFi-LoFi
11.3 Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the right to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:
11.4 The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.
11.5 THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON INFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.
11.6 This product includes Library code from Credland Technical Limited. This code is written by Jim Credland.
11.7 Credland Audio LIBRARY SOURCE CODE LICENSE
11.8 We grant you a non-exclusive license:

11.8.1 To use, develop and modify the source code;
11.8.2 To sell, sub-license or otherwise distribute the software in binary form for use in your end products (i.e. as a closed source product).
11.8.3 The transfer of the license to another party requires agreement from Credland Technical Limited. Such agreement will not be unreasonably withheld.

11.9 This product includes the code ‘Fast_math.h’, by Paul Mineiro
11.10 Copyright (C) 2012 Paul Mineiro .
11.11 All rights reserved.
11.12 Redistribution and use in source and binary forms, with or without modification, are permitted provided that the following conditions are met:
11.13 Redistributions of source code must retain the above copyright notice, this list of conditions and the following disclaimer.
11.14 Redistributions in binary form must reproduce the above copyright notice, this list of conditions and the following disclaimer in the documentation and/or other materials provided with the distribution. Neither the name of Paul Mineiro nor the names of other contributors may be used to endorse or promote products derived from this software without specific prior written permission.
11.15 THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE * GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. CONTACT: PAUL MINEIRO <PAUL@MINEIRO.COM>

Standalones

SINGLE USER

Standalone Software: End User License Agreement

This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd  a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor, us” or “we”) for the Dehumaniser Pro Standalone or Dehumaniser Pro Extended Standalone or Dehumaniser Lite Standalone (“Software”); and documents relating to the Software (“Documents”).

We licence use of the Software and Documents to you on the basis of this Licence.  We do not sell the Software or Documents to you.  We remain the owners of the Software and Documents at all times.

We only process personal data in accordance with our privacy policy. This policy can be viewed at https://www.krotosaudio.com/privacy-policy/

MAC OPERATING SYSTEM REQUIREMENTS: THIS SOFTWARE REQUIRES A MAC INTEL COMPUTER WITH A MINIMUM OF 1GB OF RAM AND THE OPERATING SYSTEM OS X 10.6.6, OR LATER.

WINDOWS OPERATING SYSTEM REQUIREMENTS: THIS SOFTWARE REQUIRES A COMPUTER WITH A MINIMUM OF 1GB OF RAM AND THE OPERATING SYSTEM WINDOWS VISTA, OR WINDOWS 7, WITH A PENTIUM 4® OR CELERON®  PROCESSOR OR HIGHER.

IMPORTANT NOTICE TO ALL USERS:

BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION5 AND CONDITION 6.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS.

HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS.

THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this Licence for future reference.

1   Grant and scope of licence

1.1 In consideration of payment by you of the agreed licence fee and you agreeing to abide by the terms of this Licence, we hereby grant to you a non-exclusive, non-transferable licence to use the Software and the Documents on the terms of this Licence.

1.2   You may:

1.2.1   download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1   on one CPU if the Licence is a single-user licence or the Software is for single use; or

1.2.1.2   if the Licence is a multi-user or network licence, by the number of concurrent users agreed in writing between you and us;

1.2.2   provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3   receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4   use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

2   Restrictions

2.1   Except as expressly set out in this Licence or as permitted by any local law, you undertake:

2.1.1   not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2   not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3   not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4   not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1   is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2   is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3   is not used to create any software which is substantially similar to the Software;

2.1.5   to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;

2.1.6   where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence;

2.1.7   to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8   not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9   not to use the Software via any communications network or by means of remote access, save where you are acting as a business to and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this cnodition 2.1.

2.2 Sales coupons issued by Krotos Audio during sales periods cannot be used in conjunction with any other sales coupons on the Krotos Audio website

3   Intellectual property rights

3.1   You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2   You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3   The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated.   You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4   Limited warranty

4.1   We warrant that:

4.1.1   the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2   that the Documents correctly describe the operation of the Software in all material respects,

for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2   If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3   The warranties set out in condition 4.1 do not apply:

4.3.1   if the defect or fault in the Software results from you having amended the Software; and

4.3.2   if the defect or fault in the Software results from you having used the Software in contravention of the terms of this Licence.

4.4   If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described.  Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5   Limitation of liability if you are a business user

5.1   You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2   If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re-sale purposes.

5.3   We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:

5.3.1   loss of profits, sales, business, or revenue;

5.3.2   business interruption;

5.3.3   loss of anticipated savings;

5.3.4   loss or corruption of data or information;

5.3.5   loss of business opportunity, goodwill or reputation; or

5.3.6   any indirect or consequential loss or damage.

5.4   Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software.  This maximum cap does not apply to condition 5.5.

5.5   Nothing in this Licence shall limit or exclude our liability for:

5.5.1   death or personal injury resulting from our negligence;

5.5.2   fraud or fraudulent misrepresentation; or

5.5.3   any other liability that cannot be excluded or limited by Scottish law.

5.6   This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents.  Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us.   Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6   Limitation of liability if you are a consumer user

6.1   You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2   If you are a consumer, we only supply the Software and Documents for domestic and private use.  You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3   Our maximum aggregate liability under or in connection with this Licence whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the licence fee payable by you for the Software.  This does not apply to the types of loss set out in condition 6.4.

6.4   Nothing in this Licence shall limit or exclude our liability for:

6.4.1   death or personal injury resulting from our negligence;

6.4.2   fraud or fraudulent misrepresentation; or

6.4.3   any other liability that cannot be excluded or limited by Scottish law.

7   Termination

7.1   We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2   Upon termination for any reason:

7.2.1   all rights granted to you under this Licence shall cease;

7.2.2   you must immediately cease all activities authorised by this Licence; and

7.2.3   you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8   Communications between us

8.1   If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can contact us.  We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2   If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3   If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter.  In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9   Events outside our control

9.1   We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control.  An Event Outside Our Control is defined below in condition 9.2.

9.2   An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3   If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

9.3.1   our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2   we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

10   Other important terms

10.1   We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

10.2   You may only transfer your rights or your obligations under this Licence to another person if we agree in writing in advance of any such transfer.

10.3   If you are a business customer, this Licence and any document expressly referred to in it constitutes the entire agreement between you and us.  You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this Licence or any document expressly referred to in it.

10.4   If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations.  If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5   Each of the conditions of this Licence operates separately.  If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6   If you are a consumer, please note that this Licence, its subject matter and its formation, are governed by Scottish law.  You and we both agree that the courts of Scotland will have non-exclusive jurisdiction.  However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

Demos

SINGLE USER

Demo Products: End User License Agreement

PLEASE READ CAREFULLY BEFORE ORDERING ANY SOFTWARE FROM THIS WEBSITE:

This User License Agreement is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd,  a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor, us” or “we”), for the products Weaponiser Demo, Dehumaniser 2 Demo, Dehumaniser Simple Monsters Demo, Dehumaniser Live Demo, Dehumaniser Live Game Demo, Dehumaniser Lite Demo and Dehumaniser Pro Extended Demo accompanying this document, which includes software and all associated media (“Software” and “Documents“). By installing, copying or using the Software, you agree to be bound by the terms of this license. If you do not agree with the terms of this license, you may not use the Software.

We only process personal data in accordance with our privacy policy. This policy can be viewed at https://www.krotosaudio.com/privacy-policy/

The Software is protected by copyright laws and international copyright treaties. The Software is licensed, not sold. You may not transfer, modify, rent, lease resell, distribute, network or transmit the Software (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code). You may not reverse engineer, decompile or disassemble the Software. You are not permitted to copy the Software.

All title and copyrights in and to the Software and any copies of the Software are owned by Krotos Ltd. The Software is protected by copyright laws and international treaty provisions. Unauthorised reproduction or distribution of the Software or documentation is subject to civil and criminal penalties.

Your use of the Software under this User Licence Agreement is non-exclusive and non-transferable, and is limited to the evaluation of the Software only. This means you are free to try the Software in relation to internal computer game development but you are not licensed to include the Software in any computer game (or any other software programme) which is commercially published or for any other commercial or external purpose.  All use of the Software within published computer games or for any other commercial purpose is only permitted via our commercial licence.

The Software is provided ‘as is’ and without warranty of any kind. The entire risk arising out of the use of the Software remains with the user. Krotos Ltd 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 extent permitted by Scots law,  Krotos Ltd shall not be liable for any damages whatsoever (whether direct or consequential) arising out of the use of or inability to use the Software.

The commercial use of this product is strictly forbidden.

© 2016 Krotos Ltd. All rights reserved.

1. OTHER LICENSES

This product includes the AudioFFT library, includes code written by HiFi-LoFi. This code is written by HiFi-LoFi under The MIT license (MIT).

1.1 AudioFFT Library

1.2 Copyright (c) 2013 HiFi-LoFi

1.3 Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the right to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

1.3.1 The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

1.3.2 THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON INFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

1.4 This product includes Library code from Credland Technical Limited. This code is written by Jim Credland.

1.5 Credland Audio LIBRARY SOURCE CODE LICENSE

1.6 We grant you a non-exclusive license:

1.6.1. To use, develop and modify the source code;
1.6.2. To sell, sub-license or otherwise distribute the software in binary form for use in your end products (i.e. as a closed source product);
1.6.3. The transfer of the license to another party requires agreement from Credland Technical Limited. Such agreement will not be unreasonably withheld.

1.7 This product includes the code ‘Fast_math.h’, by Paul Mineiro

1.8 Copyright (C) 2012 Paul Mineiro

1.9 All rights reserved.

1.10 Redistribution and use in source and binary forms, with or without modification, are permitted provided that the following conditions are met:

1.10.1 Redistributions of source code must retain the above copyright notice, this list of conditions and the following disclaimer.

1.10.2 Redistributions in binary form must reproduce the above copyright notice, this list of conditions and the following disclaimer in the documentation and/or other materials provided with the distribution. Neither the name of Paul Mineiro nor the names of other contributors may be used to endorse or promote products derived from this software without specific prior written permission.

1.10.3 THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE * GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. Contact: Paul Mineiro <paul@mineiro.com>

Krotos Collection

SINGLE USER

Krotos Collection: End User License Agreement

This License agreement (“License”) is a legal agreement between you (“Licensee” or “you”) and Krotos Ltd a company incorporated in Scotland (with company number SC458616) whose registered office is situated at 9 Haymarket Square, Edinburgh, EH3 8RY. (“Licensor”, “us” or “we”) for the Krotos Collection product consisting of Reformer Pro, Dehumaniser 2, Dehumaniser Simple Monsters, Weaponiser (Basic) and Igniter (“Software”); and documents relating to the Software (“Documents”).

We License use of the Software and Documents to you on the basis of this License. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times.

This software incorporates technology patented as US Patent 10,606,548.

SYSTEM REQUIREMENTS:

Mac Operating System Requirements: this software requires a Mac Intel computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM and the operating system OS X 10.13, or later.

Windows Operating System Requirements: this software requires a computer with a minimum of 2.4 GHz Intel Dual Core Processor, 4 GB of RAM, and the operating system Windows 10 or later.

An internet connection is required at the time of activation.

IMPORTANT NOTICE TO ALL USERS:

BY TICKING THE BOX INDICATING THAT YOU ACCEPT THESE TERMS YOU AGREE TO THE TERMS OF THIS LICENSE WHICH WILL BIND YOU. THE TERMS OF THIS LICENSE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION 5 AND CONDITION 6.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE ORDERING OR DOWNLOADING PROCESS NOW. IN THIS CASE, YOU MAY NOT DOWNLOAD OR ORDER THE SOFTWARE.

IMPORTANT NOTICE TO CONSUMERS:

AS A CONSUMER, YOU HAVE THE RIGHT TO WITHDRAW FROM YOUR TRANSACTION WITHOUT CHARGE AND WITHOUT ANY REASON BEFORE DOWNLOADING THE SOFTWARE/DOCUMENTS.

HOWEVER, YOU WILL LOSE THE RIGHT TO CANCEL THE TRANSACTION ONCE YOU BEGIN TO DOWNLOAD THE SOFTWARE OR DOCUMENTS.

THIS DOES NOT AFFECT YOUR CONSUMER RIGHTS FOR DEFECTIVE DOWNLOADED SOFTWARE OR DOCUMENTS.

You should print a copy of this License for future reference. The terms of this License shall take precedence over any other license terms in respect of the Software, including any installer terms displayed when installing the Software.

1. Grant and Scope of License

1.1 The License to use the Software granted on a subscription basis. In consideration of payment by you of the agreed License fee and you agreeing to abide by the terms of this License, we hereby grant to you a non-exclusive, non-transferable License to use the Software and the Documents on the terms of this License.

1.2 You may:

1.2.1 download, install and use the Software for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:

1.2.1.1 on one CPU if the License is a single-user License or the Software is for single use; or

1.2.1.2 if the License is a multi-user or network License, by the number of concurrent users agreed in writing between you and us;

1.2.2 provided you comply with the provisions in condition 2, make up to two (2) copies of the Software for back-up purposes only;

1.2.3 receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us at our sole discretion from time to time; and

1.2.4 use any Documents in support of the use permitted under condition 1.2 and make up to two (2) copies of the Documents as are reasonably necessary for their lawful use.

1.3 The License to use the Software permits you to install and use the most current version of the Software during the term of your subscription.

1.3.1 Annual subscription for Krotos will start when Krotos confirms your payment and will continue for a period of one year. Annual subscriptions purchased on the Krotos online store (krotosaudio.com) are billed on a one-time, paid-in-full basis. Annual subscriptions purchased from authorized Krotos resellers are paid in full in advance. When you purchase an annual subscription, auto-renew is automatically selected in your Krotos account. At the end of the annual subscription period, you will automatically be signed up and billed for an additional subscription term of one year. If you do not wish your subscription to auto-renew, then prior to the end of your current subscription term, you may (a) go to www.krotosaudio.com/my-account, (b) log in and select Subscriptions, (c) find the subscription you would like to cancel, (d) then click View and click Cancel.

2. Restrictions

2.1 Except as expressly set out in this License or as permitted by any local law, you undertake:

2.1.1 not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.1.2 not to sell, rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents or attempt to do any of the foregoing acts;

2.1.3 not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.1.4 not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Software with another software program, and provided that the information obtained by you during such activities:

2.1.4.1 is used only for the purpose of achieving inter-operability of the Software with another software program; and

2.1.4.2 is not unnecessarily disclosed or communicated without our prior written consent to any third party; and

2.1.4.3 is not used to create any software which is substantially similar to the Software;

2.1.5 to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;

2.1.6 where you are acting as a business, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this License;

2.1.7 to include our copyright notice on all entire and partial copies you make of the Software on any medium; and

2.1.8 not to provide, distribute or otherwise make available the Software in whole or in part (including but not limited to individual sound effects or samples, program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.1.9 not to use the Software via any communications network or by means of remote access, save where you are acting as a business and providing your employees and representatives with access to the Software, provided always that you ensure that they comply with the foregoing terms of this condition 2.1.

2.2 The rights granted to you by us expire at the end of the time period stated at the time of your subscription for the Software. The Software may contain technical measures that automatically disable the Software at the end of the time period. If you allow your subscription to lapse, the Software will no longer run.

2.2.1 Subscriptions are non-cancelable and non-returnable. You may change your auto-renewal preferences in your Krotos account, but no refunds will be paid on any remaining subscription period.

2.2.2 Subscription software requires an internet connection for activation, validation, and renewal of the Software. The Software may become inactive without notice in the event the Software cannot access the internet or payment is not received and will not be reactivated until we receive payment, or a new subscription is purchased.

2.2.3 Subscription pricing is subject to change. New pricing takes effect upon renewal of your subscription

3.Intellectual Property Rights

3.1 You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world are owned by or licensed to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this License.

3.2 You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding or with comments.

3.3 The integrity of this Software is protected by technical protection measures (“TPM”) so that the intellectual property rights, including copyright, in the Software are not misappropriated. You must not attempt in any way to remove or circumvent any such TPM, nor apply or manufacture for sale or hire, import, distribute, sell or let for hire, offer or expose for sale or hire, advertise for sale or hire or have in your possession for private or commercial purposes any means the sole intended purpose of which is to facilitate the unauthorised removal or circumvention of such TPM.

4. Limited Warranty

4.1 We warrant that:

4.1.1 the Software will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents; and

4.1.2 that the Documents correctly describe the operation of the Software in all material respects, for a period of 90 days from the date of installation of the Software (“Warranty Period”).

4.2 If, within the Warranty Period, you notify us in writing of any defect or fault in the Software as a result of which it fails to perform substantially in accordance with the Documents, we will, at our sole option, either repair or replace the Software, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

4.3 The warranties set out in condition 4.1 do not apply:

4.3.1 if the defect or fault in the Software results from you having amended the Software; and

4.3.2 if the defect or fault in the Software results from you having used the Software in contravention of the terms of this License.

4.4 If you are a consumer, the warranties set out in condition 4.1 are in addition to your legal rights in relation to Software that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

5. Limitation of Liability If You Are a Business User

5.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

5.2 If you are a business customer, we only supply the Software and Documents for internal use by your business, and you agree not to use the Software or Documents for any re-sale purposes.

5.3 We shall not under any circumstances whatever be liable to you, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the License for:

5.3.1 loss of profits, sales, business, or revenue;

5.3.2 business interruption;

5.3.3 loss of anticipated savings;

5.3.4 loss or corruption of data or information;

5.3.5 loss of business opportunity, goodwill or reputation; or

5.3.6 any indirect or consequential loss or damage.

5.4 Other than the losses set out in condition 5.3 (for which we are not liable), our maximum aggregate liability under or in connection with this License whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the License fee payable by you for the Software. This maximum cap does not apply to condition 5.5.

5.5 Nothing in this License shall limit or exclude our liability for:

5.5.1 death or personal injury resulting from our negligence;

5.5.2 fraud or fraudulent misrepresentation; or

5.5.3 any other liability that cannot be excluded or limited by Scottish law.

5.6 This License sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this License, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this License whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

6. Limitation of Liability If You Are a Consumer User

6.1 You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documents meet your requirements.

6.2 If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.3 Our maximum aggregate liability under or in connection with this License whether in contract, delict (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to one hundred and twenty-five percent (125%) of the License fee payable by you for the Software. This does not apply to the types of loss set out in condition 6.4.

6.4 Nothing in this License shall limit or exclude our liability for:

6.4.1 death or personal injury resulting from our negligence;

6.4.2 fraud or fraudulent misrepresentation; or

6.4.3 any other liability that cannot be excluded or limited by Scottish law.

7. Termination

7.1 We may terminate this License immediately by written notice to you if you commit a material or persistent breach of this License which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

7.2 Upon termination for any reason:

7.2.1 all rights granted to you under this License shall cease;

7.2.2 you must immediately cease all activities authorised by this License; and

7.2.3 you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8. Communications Between Us

8.1 If you are a consumer, if you wish to contact us in writing, or if any condition in this License requires you to give us notice in writing, you can send this to us by e-mail to info@krotosaudio.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

8.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order for the Software.

8.3 If you are a business customer, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

9. Events Outside Our Control

9.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this License that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 9.2.

9.2 An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

9.3 If an Event Outside Our Control takes place that affects the performance of our obligations under this License:

9.3.1 our obligations under this License will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

9.3.2 we will use our reasonable endeavours to find a solution by which our obligations under this License may be performed despite the Event Outside Our Control.

10. Other Important Terms

10.1 We may transfer our rights and obligations under this License to another organisation, but this will not affect your rights or our obligations under this License.

10.2 You may only transfer your rights or your obligations under this License to another person if we agree in writing in advance of any such transfer.

10.3 If you are a business customer, this License and any document expressly referred to in it constitutes the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in this License or any document expressly referred to in it.

10.4 If we fail to insist that you perform any of your obligations under this License, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

10.5 Each of the conditions of this License operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

10.6 If you are a consumer, please note that this License, its subject matter and its formation, are governed by Scottish law. You and we both agree that the courts of Scotland will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of England, you may also bring proceedings in England.

10.7 If you are a business customer, this Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by Scottish law. We both agree to the exclusive jurisdiction of the courts of Scotland.

11 Other Licenses

11.1 Some elements of the Krotos Collection Software are subject to third party license terms. The applicable license terms are available in section 11 of each of the licenses linked to below:

11.1.1 Weaponsiser;

11.1.2 Dehumaniser 2;

11.1.3 Dehumaniser Simple Monsters;

11.1.4 Igniter.