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End-User Licence Agreement

 

READ THE FOLLOWING LICENCE AGREEMENT CAREFULLY! IT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION CLAUSE. BY DOWNLOADING THE “HARD KICK” PRODUCTS, YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD AND INSTALL ANY PRODUCTS FROM THE WEBSITE.

1. Definitions

  1. “We”, “Our” and “Us” means Psylus Audio B.V.
  2. “You” and “Your” means the person or entity who is being licensed to use the Licensed Software.
  3. “Agreement” means this Software License Agreement between Us and You;
  4. “Licensed Materials” means the Licensed Software and the Licensed Library;
  5. “Licensed Software” means Psylus Audio B.V. products being provided to You under this Agreement, including executable program modules thereof, as well as related documentation, and computer readable media;
  6. “Sub-Licensed Software” means certain third party owned software components being provided under this Agreement that are required to properly enable or operate the Licensed Software;
  7. “Licensed Library” means any audio waveforms, such as melodies, music, instrument recordings, or other audible information, provided by Us for use with the Licensed Software;
  8. “Services” means any services provided by Us to You.

2. Software License, SamplePack License, Rights and Restrictions

  1. Subject to the provisions contained in this Agreement, We hereby grant to You a personal, revocable, non-exclusive license (the “License”) to access, read, use and download one copy of the Licensed Materials solely for the purposes provided under paragraph 3. This is not a transfer of title.
  2. Under the License you may not and shall not, without Our express written authorization:
    1. own title, or transfer title to the Licensed Materials to another party;
    2. transfer the License;
    3. remove any copyright or other proprietary notations from the Licensed Materials;
    4. distribute, or sublicense or otherwise provide copies of or access to the Licensed Materials to any third party;
    5. pledge, hypothecate, alienate or otherwise encumber the Licensed Materials to any third party;
    6. create derivative works of, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, modify, copy, bundle, sell, sublicense, export, merge, transfer, adapt, loan, rent, lease, assign, share, outsource, host, publish, make available to any person or otherwise use, either directly or indirectly, the Licensed Materials;
    7. permit, allow or do anything that would infringe or otherwise prejudice the proprietary rights of Us or Our licensors;
    8. circumvent, remove, alter or otherwise impair any technological protection measures, digital rights management information, or other copy-protection mechanisms used in or by the Licensed Materials; or
    9. include, use, re-sample, mix, process, isolate or embed any content from the Licensed Library in any virtual instrument, audio sampling system, audio playback system or library of any kind, other than those provided or authorized by Us.
  3. We are not obligated to provide any authorization referred to in paragraph 2(2), We reserve the right to charge a fee for the grant of such authorization, and We may cancel such authorization at Our sole and unfettered discretion by providing notice to You of such cancellation.
  4. The restrictions set out in this Agreement, including the restrictions listed at paragraph 2(2), shall not apply to the limited extent the restrictions are prohibited by applicable law.
  5. We will have the right to inspect and enforce the restrictions and covenants contained in this Agreement at Your sole expense, and You hereby agree to promptly notify Us of any known violations of such restrictions.
  6. You agree to protect the Licensed Materials from unauthorized use, reproduction, distribution or publication in electronic or physical form.
  7. Upon execution of this Agreement, We will:
    1. permit You to download a copy of the Licensed Materials for Your use under this Agreement; and
    2. permit You to download updates to the Licensed Software as We consider needed. We are not obligated to provide updates for the Licensed Software.

Use of Audio Samples in Commercial Works

You are permitted to use audio samples from the Licensed Library in original musical works, including for commercial release, without prior consent from Us. This includes use in songs, albums, podcasts, videos, games, and other media.
However, You may not:

  • Resell, share, or redistribute the audio samples as standalone files (whether original, edited, looped, or layered);

  • Include them in other sample libraries, virtual instruments, or similar products;

  • Make them available in any way that allows third parties to access, extract, or reuse the audio samples outside of your own musical compositions.

3. Usage Conditions

  1. You are authorized to use the Licensed Materials for personal use, and to incorporate them into original musical compositions for commercial distribution, subject to the restrictions outlined in this Agreement
  2. The Licensed Software may require online activation and periodic connection to our servers.
  3. You are authorized to activate the Licensed Materials on one computer at any time.
  4. When Licenses to upgrade to new Licensed Materials are used, You may not sell or transfer in any way Your License of the original Licensed Materials. Transferring Your original License may result in termination of your License of upgraded Licensed Materials.
  5. We may designate the Licensed Materials “trial” or “evaluation”. You may install and use those versions only for the period and purposes stated when we provide them. You must not use any materials you produce with those versions for any commercial purposes.
  6. When the Services provide online storage, we recommend that you also back up your Content elsewhere regularly. We may create reasonable technical limits on file size, storage space, processing capacity, and other technical limits. We may suspend the Services until you are within the storage space limit associated with your account. We reserve the right to delete your Content.
  7. Not all Services or service features may be available in your country. User-generated content available via the Services may not be legal or available in your country. Access to certain Services in certain countries may be blocked by Us or foreign governments. It is your responsibility to make sure your use of the Services is legal or available where you use them.
  8. You are responsible for all activity that occurs via your account. Please submit a support ticket by email immediately if you become aware of any unauthorized use of your account. You may not:
    1. Share your account information;
    2. Use another person’s account;
    3. Violating these terms may result in refusal of service and / or termination of all licenses in the person’s account.
  9. You are permitted to create and share your own presets, patch settings, or parameter configurations made using the Licensed Software. However, such presets can not be sold in individually or in soundbanks.

4. Ownership and Intellectual Property Rights

  1. All copyright in the Licensed Software, including any documentation, media, packaging and illustrations, but excluding the Sublicensed Software, is owned by Us. You do not acquire title to any copyright in the Licensed Materials or Sublicensed Software under this Agreement.
  2. Certain logos, product names and trade-marks owned by Us or by third parties may be contained within the Licensed Materials or in documentation, media, packaging and illustrations relating to the Licensed Software. You do not acquire title to any such logos, product names or trade-marks under this Agreement.

5. Termination

  1. This Agreement is effective until terminated by Us, with or without cause, in Our sole and unfettered discretion. We may terminate this Agreement without notice to You if You fail to comply with any of its terms. Any such termination by Us shall be in addition to and without prejudice to such rights and remedies as may be available to Us, including injunction and other equitable remedies.
  2. The disclaimers, limitations on liability, ownership, termination, interpretation, Your warranty and the indemnity provisions of this Agreement shall survive the termination or expiry of this Agreement.
  3. This Agreement will automatically terminate if You violate or assist in the violation of any of the restrictions of paragraph 2(2).
  4. On the termination of this Agreement, you must destroy any copies of the Licensed Materials in your possession whether in electronic or printed format.

6. Indemnification

You agree to indemnify, defend and hold Us and Our partners, lawyers, staff, affiliates, successors and assigns (collectively, “Affiliated Parties”) harmless from any liability, loss, claim and expense, including reasonable legal fees, related to Your violation of this Agreement or use of the Licensed Materials.

7. Disclaimer and Limitation of Liability

  1. THE LICENSED MATERIALS ARE PROVIDED “AS IS”, “AS AVAILABLE” AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). THE LICENSED MATERIALS MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE AND OUR AFFILIATED PARTIES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY OF THE MATERIALS. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE AND THE AFFILIATED PARTIES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND US. THE LICENSED MATERIALS WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.
  2. All responsibility or liability for any damages caused by the Licensed Materials, including, without limitation, damages caused by computer viruses or other malicious code contained within the Licensed Software is disclaimed.

8. Use of Information

We reserve the right, and You authorize Us, to the use and assignment of all information regarding Your use of the Licensed Materials and all information provided by You in any manner consistent with Our Privacy Policy.

9. Miscellaneous

  1. This Agreement shall be treated as though it were executed and performed in the Netherlands, and shall be governed by and construed in accordance with the laws of the Netherlands (without regard to conflict of law principles).
  2. Any of Your causes of action with respect to the Licensed Materials must be instituted within six (6) months after the cause of action arose or be forever waived and barred. All actions shall be subject to the limitations set forth in paragraph 7 of this Agreement.
  3. The language in this Agreement shall be interpreted as to its fair meaning and not construed strictly for or against either party. The division of this Agreement into sections and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of this Agreement.
  4. All legal proceedings arising out of or in connection with this Agreement shall be brought solely in the Netherlands. You expressly submit to the exclusive jurisdiction of said courts and consent to extra-territorial service of process.
  5. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect.
  6. Failure of Us to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision.
  7. You agree to review this Agreement prior to downloading, copying, installing or using the Licensed Materials. This Agreement may be amended by Us from time to time without specific advance notice to You. The latest Agreement will be provided with updates to the Licensed Software, and You should review the Agreement prior to using the Licensed Materials.
  8. This Agreement, as modified from time to time as described above, and including the policies incorporated by reference, constitutes the entire and only agreement between You and Us and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Licensed Materials.
  9. To the extent that anything in or associated with the Licensed Materials is in conflict or inconsistent with this Agreement, this Agreement shall take precedence.