EULA

MIXWAVE LLC - END USER LICENSE AGREEMENT

SEPTEMBER 2020

The following license is granted non-exclusively to all purchasers of our products. This version (updated September 22, 2020) supersedes any prior printed or digital versions of our license. If you represent a business that will have more than one user, and you need a Multi-User License, please contact info@mixwave.com.

INDIVIDUAL LICENSE AGREEMENT

By purchasing this product, you agree to the terms, conditions, and limitations of use contained in this agreement. You are purchasing a single-user license to MixWave LLC Products, Virtual Instrument software, and audio files. The rights associated with this license are available to you only. The license is non-transferable, which means you cannot sell or give another individual or entity the right to use the software. Unauthorized resale of MixWave LLC audio products is prohibited. You may not sell, lend, or giveaway, any of the licensed audio files, in whole, part, to third parties. Licenses to companies or entities, such as corporations, partnerships, and trusts, are available under separate terms and conditions. Please contact MixWave LLC for details. All rights not expressly granted are hereby reserved. 

MixWave retains copyright ownership of all recorded sounds, instrument programming, documentation, and musical performances included within each product. All past and future versions of any MixWave LLC product, including any versions previously published or sold through any other entity are fully bound and covered by this agreement.

ALLOWED USES

MixWave LLC is granting you the conditional right to use all or a portion of the licensed audio files in your own product without further payment (royalty-free). The sounds licensed under this agreement may be reproduced by you, provided that your product contains an additional element: i.e. voice, music, image, etc. Examples of allowed uses are inclusion in self- produced radio programs, podcasts, mobile apps, television broadcasts, film soundtrack, music albums, PowerPoint presentations, websites, advertising, multi-media presentations, video games, and other similar products. The rights under this license are limited and granted to a single sole user and do not extend to a company.

INSTALLATION

You, the Licensee may install and use a Product on one computer or on more than one computer (ie laptop, and workstation) only if these computers form a single production unit or are separate workstations necessary for the task at hand and belong to the same owner. The licensee is authorized to create a backup if this is necessary to secure the future use. The number of permitted installs/downloads are subject to change without notice.

MODIFYING AND ALTERING

You may not reverse engineer, decompile, copy, disassemble, or otherwise attempt to derive the source code for the Product. You may not modify and/or alter the Product or create any derivative work of the Product or is accompanying documentation. Derivative works include but are not limited to translations. You may not alter any files or libraries in any portion of the Product.

LIMITATIONS

This license expressly forbids any unauthorized inclusion of the content in any library (e.g. sample instruments, sound effects library, sfx tool kit for a production music company, loops, etc.) online or offline without our express written consent. The license also forbids any re-distribution method of the content, through any means, including but not limited to, re-selling, trading, sharing, resampling, mixing, processing, isolating, or embedding into software or hardware of any kind, for the purpose of re-recording or reproduction as part of any free or commercial library of musical and/or sound effect samples and/or articulations, or any form of musical sample or sound effect sample playback system or device. Production music stems using MixWave content, require multiple sound sources. Stems using MixWave content should not be delivered "naked", meaning not layered with other elements (MixWave content or other).

NOT FOR RESALE PRODUCTS

Any product identified as “Not for Resale”, “NFR”, “Demo” or any other similar identification and Products that are provided without charge are collectively referred to as “NFR Product(s)” and shall only be used for advertising, demonstration, testing, and evaluation purposes.

NFR Products must not be used for commercial purposes such as selling or reselling and cannot be transferred. NFR products are exempt from update, upgrade or crossgrade offers, and cannot be purchased with or exchanged for vouchers or coupons. An NFR Product may not have all the functionalities or features of a purchased Product.

You are not entitled to sell, gift, or transfer NFR Products to any person or entity. Although the NFR Product does not have all the rights of a paid Product, you nevertheless agree to be bound by the terms of EULA herein with respect to each Product.

If you are not sure which type of product you own, (FULL / NFR), please check within your Product documents, or contact our Support Team.

LICENSE HOLDER

You warrant that the name entered during completion of the purchase order is your full and correct current legal name.

LICENSE REPLACEMENT

In the event of loss or damage of product you may re-order from MixWave LLC at a nominal fee. MixWave LLC shall keep a composite list of all licensees.

TERMS OF USE

The license is Lifetime of the named Licensee.

DUPLICATION AND STORAGE

You may transfer the licensed audio files to one local hard drive and also make one additional backup copy for your personal use. This license does not allow you to upload to a server or make copies available to other un-licensed users.

REFUNDS

Downloaded products can't be returned, so we can't provide refunds. We may choose to do so at our own discretion, but please be aware that as soon as you've downloaded it, you can't return it.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

UNLESS OTHERWISE EXPLICITLY AGREED TO IN WRITING BY MIXWAVE, MIXWAVE MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, IN FACT OR IN LAW, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OTHER THAN AS SET FORTH IN THIS AGREEMENT OR IN THE LIMITED WARRANTY DOCUMENTS PROVIDED WITH THE PRODUCT.

Each Product is provided “As Is” and MIXWAVE makes no warranty as to its use or performance. MIXWAVE makes no warranty that the Product will meet your requirements or operate under your specific conditions of use. MIXWAVE makes no warranty that operation of the Product will be secure, error-free, or free from interruption. YOU MUST DETERMINE WHETHER THE PRODUCT SUFFICIENTLY MEETS YOUR REQUIREMENTS FOR SECURITY AND UNINTERRUPTABILITY. YOU BEAR  SOLE RESPONSIBILITY AND ALL LIABILITY FOR ANY LOSS INCURRED DUE TO FAILURE OF THE PRODUCT TO MEET YOUR REQUIREMENTS. MIXWAVE WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE FOR THE LOSS OF DATA ON ANY COMPUTER OR INFORMATION STORAGE DEVICE.

UNDER NO CIRCUMSTANCES SHALL MIXWAVE, ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFIT LOSS OF BUSINESS) RESULTING FROM THIS AGREEMENT, OR FROM THE FURNISHING, PERFORMANCE, INSTALLATION, OR USE OF THIS PRODUCT, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF WARRANTY, OR THE NEGLIGENCE OF MIXWAVE OR ANY OTHER PARTY, EVEN IF MIXWAVE IS ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. TO   THE EXTENT THAT THE APPLICABLE JURISDICTION LIMITS MIXWAVE’ ABILITY TO DISCLAIM ANY IMPLIED WARRANTIES, THIS DISCLAIMER SHALL BE EFFECTIVE TO THE MAXIMUM EXTENT PERMITTED.

LIMITATION OF REMEDIES AND DAMAGES

In the event of a breach of this agreement, action may be taken against you by MixWave LLC, the owner of the copyrighted materials, or its successor in interest. The licensee expressly agrees all matters arising out of or related to this agreement are governed by the laws of the State of Maryland and that the agreement may include terms, conditions, or limitations that are unenforceable or are otherwise void in other jurisdictions. The licensee agrees that any court action to enforce the terms of this agreement will occur in the State of Maryland, or in the current state and county of the registered home office of MixWave LLC. The non-prevailing party in any action brought for breach of this agreement will be responsible for payment of the prevailing party’s attorney fees, costs, court fees, and resulting damages.

GOVERNING LAW, JURISDICTION, AND COSTS

This EULA is governed by the laws of Maryland, without regard to Maryland’s conflict or choice of law provisions.

SEVERABILITY

If any provision of this EULA shall be held to be invalid to unenforceable, the remainder of this EULA shall remain in full force and effect. To the extent any express or implied restrictions are not permitted by applicable laws, these express or implied restrictions shall remain in force and effect to the maximum extent permitted by such applicable laws. 

LIABILITY

The Licensee shall not hold MixWave LLC responsible for any loss of business or business profits resulting directly or indirectly from the performance of any MixWave product.