PLEASE READ THIS SOFTWARE LICENSE AGREEMENT (“LICENSE”) CAREFULLY BEFORE USING THE PRO EDL IMPORTER (AS DEFINED BELOW). BY USING THE PRO EDL IMPORTER, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, YOU MAY NOT USE THE SOFTWARE. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.
Grant of License.
Subject to your compliance with the terms and conditions of this License, Hangman Media and IT, Ltd. (“hmi”) hereby grants you (and only you) a limited, personal, non-sublicensable, non-transferable, nonexclusive license to use the software and documentation accompanying this License, for one workstation for your personal or business purposes. As between you and hmi, title, ownership rights, and intellectual property rights in and to the PRO EDL Importer, and any copies or portions thereof, shall remain in hmi and its suppliers or licensors. No other rights, express or implied, are granted by this license, and hmi reserves all rights not expressly granted to you herein.
You may not modify, decompile, duplicate reverse-engineer or attempt to discover the source code or structure, sequence or organization of the PRO EDL Importer. Without limiting the foregoing, if any modifications are made to the PRO EDL Importer, no support will be provided by hmi. You may not remove any proprietary notices from the PRO EDL Importer. You may not distribute, rent, lease, sublicense, lend or sell any version of the PRO EDL Importer to any other person or business. The PRO EDL Importer may not be used for, or in conjunction with, any illegal services, products or practices whatsoever.
This License is effective until terminated. Your rights under this License will terminate automatically without notice from hmi if you fail to comply with any of the terms of this License. Upon termination of this License, you shall cease all use of the PRO EDL Importer and destroy all copies, full or partial, of the PRO EDL Importer. Sections 2 through 10 shall survive any termination or expiration of this License.
Disclaimer of Warranties.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE USE OF THE PRO EDL IMPORTER IS AT YOUR SOLE RISK AND THAT RISK IS ACCEPTABLE TO YOU. THE SOFTWARE IS PROVIDED “AS IS,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. HMI HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE PRO EDL IMPORTER, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. HMI DOES NOT WARRANT THAT THE PRO EDL IMPORTER WILL MEET YOUR REQUIREMENTS, WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SOFTWARE WILL BE COMPATIBLE WITH OTHER THIRD PARTY SOFTWARE OR PLATFORMS. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE. THIS LICENSE SUPERSEDES ALL CLAIMS MADE ORALLY OR IN WRITING OUTSIDE OF THIS LICENSE.
You agree that hmi shall have no liability whatsoever for any use you or any third party make of the PRO EDL Importer. You hereby agree to indemnify and hold harmless Company from any and all damages, liability, costs, and expenses (including attorney’s fees) arising from claims related to your use, and your customers’ use, of the PRO EDL Importer.
Limitation on Liability.
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL HMI OR ITS SUPPLIERS OR LICENSORS BE LIABLE TO YOU OR ANY OTHER PERSON FOR PERSONAL INJURY, OR FOR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE PRO EDL IMPORTER, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, STRICT LIABILITY, TORT OR OTHERWISE). Some jurisdictions do not allow for the limitation of liability for personal injury or of incidental or consequential damages, so this limitation may not apply to you. In no event shall hmi’s aggregate liability to you for all damages exceed the amount paid BY YOU for the software license.
Because of the proprietary nature of the PRO EDL Importer, you understand that hmi will suffer irreparable injury in the event that you fail to comply with the terms of this License, and that monetary damages will be inadequate to compensate hmi for such breach. Accordingly, you agree that hmi will, in addition to any other remedies available to it at law or in equity be entitled to injunctive relief to enforce the terms of this License.
Refunds & Support.
The PRO EDL Importer is sold “AS IS” and there are no refunds. All software has bugs, and if you discover one, please let us know. While we will do our best to fix them in later releases; however, this License does not entitle you to any support, upgrades, patches, enhancements, or fixes for the PRO EDL Importer (collectively, “Support”). Without limiting the foregoing, any such Support for the PRO EDL Importer that may be made available by hmi shall become part of the PRO EDL Importer and subject to this License.
This License constitutes the entire agreement between the parties with respect to the use of the PRO EDL Importer. It supersedes all prior agreements and understandings regarding the PRO EDL Importer. No modification or amendment of this License will be binding unless provided in writing, and signed by an authorized signatory of hmi.
This License is personal to you and you shall not assign or transfer the License or the PRO EDL Importer to any third party under any circumstances. Hmi may freely assign its rights and obligations under this License.