End-User License Agreement for Positive Grid Software
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND Positive Grid Limited (“Positive Grid”). READ THIS AGREEMENT CAREFULLY BEFORE YOU CLICK ON THE “I ACCEPT” BUTTON BELOW. BY CLICKING ON THE “I ACCEPT” BUTTON, YOU AGREE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT AND WILL BE BOUND BY ITS TERMS AND CONDITIONS.
CONTENT. “Content” means any presets, sound samples, sound libraries or any other content for use with the Positive Grid software that is provided by Positive Grid with the Positive Grid software.
ONLINE SERVICES. “Online Services” means any internet or cloud provided features made available to end users through the Positive Grid software, including (if available) the “ToneCloud” feature.
SOFTWARE. “Software” means the Positive Grid executable software product accompanying this Agreement, along with any user documentation, Content, and Online Services.
LICENSE. Subject to all the terms and conditions of this Agreement, you (a natural person) may use the Software either on a stand-alone computer or on a network, on any one computer at any one time. If more than one user will be using the Software at any one time, you must obtain from Positive Grid an additional license for each additional concurrent user of the Software. The Software is “in use” on a computer when loaded into memory (RAM). You may make one copy of the Software solely for backup or archival purposes if all copyright and other notices are reproduced on that copy, or you may copy the Software to a single hard disk provided you keep the original solely for backup or archival purposes. If the Software is an upgrade, you must have a license for the product from which it is upgraded. If you receive the Software in more than one media form, that does not affect the number of licenses you are receiving or any other term of this Agreement.
CONTENT LICENSE. Subject to all terms and conditions of this Agreement, you may use and modify the Content, incorporate the Content into your own creations, and publicly perform, synchronize, and distribute the Content as embedded of your creations, provided however that you may not distribute the original, unmodified Content by itself.
USER INFORMATION. When you activate the Software, Positive Grid may collect your name and email address and other contact information you choose to provide. Positive Grid may use this information to contact you regarding upgrades and new products, and also to gather statistical data that does not identify individual users. If you use the Online Services, Positive Grid may gather usage information from your online interaction, which Positive Grid may use to improve the Software and the Online Services. Positive Grid does not collect or retain any financial information (such as credit card information).
OWNERSHIP. The Software and all intellectual property rights therein (including copyrights, patents, trade secrets, trademarks, and trade dress) are owned by Positive Grid or its suppliers and are protected by the laws of the United States and other countries and by international treaty provisions. Positive Grid retains all rights not expressly granted in this Agreement.
OTHER RESTRICTIONS. You may not modify, adapt, decompile, disassemble or otherwise reverse engineer the Software, except to the extent this restriction is expressly prohibited by applicable law. You may not loan, rent, lease, or license the Software, but you may permanently transfer your rights under this Agreement provided you transfer this Agreement, all Software, and all accompanying printed materials and retain no copies, and the recipient agrees to the terms of this Agreement. Any such transfer must include the most recent update and all prior versions.
LIMITED WARRANTY. Positive Grid warrants that, for a period of thirty (30) days from your date of receipt, the Software will substantially conform to the applicable user documentation provided with the Software. Any implied warranties which may exist despite the disclaimer herein will be limited to thirty (30) days. This Limited Warranty is void if you buy from an unauthorized reseller, you violate the terms of this Agreement, or if failure of the Software is due to accident, abuse or misapplication. Some states/jurisdictions do not allow limitations on duration of an implied warranty, so this limitation may not apply to you. All software download purchases made on our website (www.positivegrid.com) are non-refundable.
YOUR REMEDIES. Positive Grid’s sole obligation and your exclusive remedy for any breach of warranty will be, at Positive Grid’s sole option, either the return of the purchase price you paid or, if you return the Software, together with all media and documentation and a copy of your receipt, to the location where you obtained it during the warranty period, the repair or replacement of the Software, media and documentation. Outside the United States, neither these remedies nor any support services are available without proof of purchase from an authorized non-U.S. source.
DISCLAIMER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, POSITIVE GRID DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. POSITIVE GRID DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE SOFTWARE WILL OPERATE UNINTERRUPTED OR ERROR-FREE. THE WARRANTY AND REMEDIES SET FORTH HEREIN ARE EXCLUSIVE AND IN LIEU OF ALL OTHERS, ORAL OR WRITTEN, EXPRESS OR IMPLIED. The Limited Warranty set forth herein gives you specific legal rights, and you may have others under applicable law, which may vary depending on your location. No dealer, distributor, agent or employee of Positive Grid is authorized to change or add to the warranty and remedies set forth herein. Any other software furnished with or accompanying the Software is not warranted by Positive Grid.
LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, POSITIVE GRID WILL HAVE NO LIABILITY FOR ANY DAMAGES WHATSOEVER ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE (INCLUDING, WITHOUT LIMITATION, DAMAGES OR COSTS FOR LOSS OF PROFITS, BUSINESS, GOODWILL, DATA OR OTHER ASSETS, OR COMPUTER PROGRAMS) EVEN IF POSITIVE GRID HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL Positive Grid BE LIABLE FOR ANY AMOUNTS EXCEEDING THE AMOUNTS RECEIVED FROM YOU FOR YOUR LICENSE OF THE SOFTWARE. Some jurisdictions do not allow exclusion or limitation of liability for consequential or incidental damages, so this limitation may not apply to you.
TERMINATION. The Agreement will terminate automatically if you fail to comply with any of its terms. On termination, you must immediately cease using and destroy all copies of the Software.
GENERAL. The export of the Software from the United States and re-export from any other country is governed by the U.S. Department of Commerce under the export control laws and regulations of the United States and by any applicable law of such other country, and the Software may not be exported or re-exported in violation of any such laws or regulations. This Agreement is the complete and exclusive statement of the agreement between you and Positive Grid and supersedes any proposal or prior agreement, oral or written, and any other communications relating to the subject matter of this Agreement. This Agreement will be governed by and interpreted under the laws of the Commonwealth of Massachusetts, United States of America, without regard to conflicts of law provisions; however, if you acquired the Software outside the United States, local law may override this sentence and apply instead. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. This Agreement is in the English language only, which language will be controlling in all respects, and all versions of this Agreement in any other language will be for accommodation only.
NO REFUND AGREEMENT. All sales related to Celestion products are final and non-refundable. We do not offer refunds, exchanges, or store credits. Once a monetary transaction has been completed by the buyer, he/she cannot receive a refund for the purchase. Once buyer has paid for a merchandise(s), it is his/her sole responsibility and obligation to retrieve it via digital download.
Should you have any questions about this Agreement or Positive Grid’s software use policies, or if you desire to contact Positive Grid for any other reason, in the U.S., please email firstname.lastname@example.org; if outside the U.S., please contact the Positive Grid representative or affiliate serving your country or, if you are unsure whom to contact, Positive Grid at the above location.
Please indicate that you understand and accept these terms by clicking the “Agree” button. If you do not accept these terms, installation will terminate.