The following is a legal software license agreement (“License Agreement”) between you, the software end user, and TotalMedia, Inc. (“TotalMedia”). Please carefully read this License Agreement before using the relevant TotalMedia software ("Software"). Installing the Software on a computer or other hardware device indicates that you have read this license agreement and agree to its Terms.
The "Licensed Software" includes all of the contents This license permits you to use one copy of the Software included in this package or product on a single personal computer or hardware device. For each software licensee, the program can be used on only one personal computer or hardware device at any given time. This license does not allow you to use the Software on any hardware device or personal computer that you do not own or control, and you may not distribute or make the Software available over a network where it could be used by multiple devices at the same time. A special license permit from TotalMedia is required if the Software is going to be installed on a network server for the purpose of distribution to other computers. You may not modify, translate, reverse assemble, decompile, disassemble or otherwise attempt (i) to defeat, avoid, bypass, remove, deactivate or otherwise circumvent any software protection mechanisms in the Software, including without limitation any such mechanism used to restrict or control the functionality of the Software, or (ii) to derive the source code or the underlying ideas, algorithms, structure or organization from the Software. You may not use the Software for any purpose that is illegal in nature under the applicable laws in the jurisdiction where you use the Software.
This Software is intended for use only with properly licensed media, content and content creation tools. You may not use the Software for any other purpose or to the extent that the use would infringe the copyright, trademark, patent, trade secret, right of publicity or any other right of a third party. It is your sole responsibility to ensure that any content or material you create, copy, download, compress, record, play back, post and/or distribute through the Software - including but not limited to text, photographs, sound and video recordings - does not violate such rights, and permission is obtained from the owner(s) of such rights. You may not use the Software in an attempt to or in conjunction with, any device, program or service designed to circumvent technological measures employed to control access to, or the rights in, a content file or other work protected by the copyright laws of any jurisdiction.
You may only use the Software for your own personal non-commercial use, and may not use the Software in any way to provide, or as part of, any commercial service or application. If you are interested in any other uses, please contact TotalMedia. Copies of content files, including, but not limited to songs, audio, and video recordings, and which are protected by the copyright laws or related laws of any jurisdiction, are for your own personal use only and may not be distributed to third parties or performed outside your normal circle of family and social acquaintances.
The Software contained in this package or device is protected by United States copyright laws, international treaty provisions, and all other applicable national laws. The Software must be treated like all other copyrighted materials (e.g. books and musical recordings). This license does not allow the Software to be rented or leased, and the written materials accompanying the Software (if any) may not be copied.
Title, ownership rights, and all intellectual property rights in and to the Software and any accompanying documentation, and any copy of the foregoing, shall remain the sole and exclusive property of TotalMedia and/or its third party licensors. You agree to abide by the copyright law and all other applicable laws. You acknowledge that the Software contains valuable confidential information and trade secrets of TotalMedia and/or its third party licensors.
TO THE MAXIMUM EXTENT ALLOWABLE BY APPLICABLE LAW, NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ARE MADE WITH RESPECT TO THIS SOFTWARE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND WARRANTIES FOR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, AND TOTALMEDIA EXPRESSLY DISCLAIMS ALL WARRANTIES NOT STATED HEREIN. YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU, AND NOT TOTALMEDIA OR AN AUTHORIZED RESELLER, ASSUME THE ENTIRE COST OF NECESSARY SERVICING, REPAIR, OR CORRECTION.
TO THE MAXIMUM EXTENT ALLOWABLE UNDER APPLICABLE LAW, YOUR SOLE REMEDY AND THE ENTIRE LIABILITY OF TOTALMEDIA AND ITS LICENSORS ARE SET FORTH ABOVE. IN NO EVENT WILL TOTALMEDIA AND ITS LICENSORS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DAMAGES, INCLUDING ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, EXPENSES, LOST PROFITS, LOST SAVINGS, OR OTHER DAMAGES ARISING OUT OF USE OF OR INABILITY TO USE SUCH SOFTWARE, EVEN IF TOTALMEDIA OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You shall strictly comply with export laws of the United States and other applicable jurisdictions. If a license is required, you will not export or re-export the product incorporating the Software without the appropriate United States or foreign government licenses.
If you are a unit or agency of the United States government, the Software and related documentation are deemed to be "commercial computer software" and "commercial computer software documentation, " respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212(b), as applicable. Any use, modification, reproduction, release, performing, displaying or disclosing of the Software and/or the related documentation by the United States government shall be governed solely by the Terms of this Agreement and shall be prohibited except to the extent expressly permitted by the Terms of this Agreement. Any technical data provided that is not covered by the above provisions is deemed to be "technical data-commercial items" pursuant to DFAR Section 227.7015(a). Any use, modification, reproduction, release, performing, displaying or disclosing of such technical data shall be governed by the Terms of DFAR Section 227.7015(b).
The Software is not fault-tolerant and is not designed or intended for use in hazardous environments requiring fail-safe performance, or any other application in which the failure of the Software could lead directly to death, personal injury, or severe physical or property damage (collectively, "High Risk Activities"). TOTALMEDIA EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES.
The Software registration, purchase and/or activation process may require you to provide personally identifying information such as your name, phone number, address, and email address. TotalMedia will not share or sell such information with any third party unless: (i) TotalMedia has your prior consent to disclose such information; (ii) TotalMedia needs to disclose such information to provide products you've requested; or (iii) TotalMedia is required to disclose such information as required by law, regulation, or litigation.
You agree and consent that TotalMedia may monitor your use of the Software for the purpose of improving product usability. In doing so, TotalMedia may log information about the usage information of selected product features, a unique machine ID, which is automatically generated when TotalMedia Software is installed, and other TotalMedia products installed on the same machine. Such usage information will not be collected together with any corresponding personally identifying information and usage anonymity will be preserved.
The Software may cause your computer, without additional and/or prior notice, to automatically connect to the Internet and to communicate with TotalMedia for the purpose of checking for available bug fixes, patches, additional features, plug-ins and new versions (collectively "Software Updates"). You hereby agree that TotalMedia may communicate information to you regarding Software Updates and special offers available from TotalMedia , TotalMedia Affiliates and third party partners.
You agree to hold harmless, indemnify and defend TotalMedia, its officers, directors employees, affiliates, agents, licensors, and other third party partners, from and against any losses, damages, fines and expenses (including attorneys' fees and costs) arising out of or relating to any claims that you have (i) used, viewed, reproduced, downloaded, encoded, compressed, copied or transmitted any materials (other than materials provided by TotalMedia) in connection with the Software in violation of another party's rights or in violation of any law, or (ii) violated any terms of this License Agreement. If you are importing the Software from the United States, you shall indemnify and hold TotalMedia harmless from and against any import and export duties or other claims arising from such importation.
IN NO CASE SHALL TOTALMEDIA’S LIABILITY EXCEED THE PURCHASE PRICE PAID BY YOU FOR THE SOFTWARE, OR IN THE EVENT THAT TOTALMEDIA HAS MADE THE SOFTWARE AVAILABLE TO YOU WITHOUT CHARGE, THE TOTAL LIABILITIES OF TOTAL MEDIA HEREUNDER SHALL NOT EXCEED USD $100. 16. Termination. Your rights with respect to the Software may be terminated, either immediately or after a notice period not exceeding thirty (30) days, upon unauthorized copying of the Software or failure to comply with the restrictions contained in this License Agreement. Upon termination of the license, you shall return all copies of the Software to the party from which the Software was acquired.
This License Agreement is governed by the laws of the State of California, USA, without regard to any conflict of law principles. You and TotalMedia agree that any dispute, claim or controversy arising out of or relating in any way to the Software or this License Agreement, shall be submitted to the JAMS for arbitration in Santa Clara County, California, which shall be conducted in accordance with JAMS’ arbitration rules in effect at the time of applying for arbitration.