End User License Agreement of Native Instruments - April 2009

I. GENERAL 

The following information represents the contractual conditions for the use of software and hardware, manufactured by NATIVE INSTRUMENTS GmbH (hereinafter called Native Instruments) by you, the final user (hereinafter called the Licensee).
By installing the software on your computer and by registration, you are declaring yourself to be in agreement with the contractual conditions, so please read the following text carefully.

If you are not in agreement with these conditions, you must not install the software. In this event, please return the complete product (including all written matter, packaging) to the dealer from whom it was originally bought over a period of 14 days after the day of purchase. In case you have bought the product by Native Instrument directly in its Online-shop please return the complete product (including all written matter, packaging) either to NATIVE INSTRUMENTS GmbH, Schlesische Strasse 28, 10997 Berlin, Germany or to Native Instruments, Inc. 5631 Hollywood Blvd., Los Angeles, CA 90028, USA. The price you paid will be refunded in full.

1. Updates / Upgrades

If you are owner of Native Instruments software products, which qualify you to update or to upgrade to the product or the product bundle licensed by this Agreement, the qualifying licences of your software products will expire by accepting the following contractual conditions. You are no longer allowed to sell or to transfer the qualifying licenses separately. Any qualifying product can be used once only to contract an update or an upgrade offer.
In case you have upgraded to a product bundle the following conditions shall apply to the bundle, which may include your software products, subject to the upgrade. You are no longer allowed to sell or to transfer the qualifying licenses separately. 

2. Products including Software and Hardware

Products which include Software and Hardware are only allowed to be resold / transferred combined under the terms of this Agreement.

3. Bundles

Product Bundles (Hardware-Software-Bundles / Software-Software-Bundles) are only allowed to be resold / transferred combined under the terms of this Agreement.

4. NFR (Not For Resale) products

Notwithstanding other sections of this License Agreement, any products by Native Instruments, labelled or otherwise provided to you as a NFR (Not For Resale) copy, may only be used for demonstration, testing and evaluation purposes and may neither be resold or transferred, nor used as a product which qualifies you to update or upgrade offers.

5. EDU (Educational) products

Notwithstanding other sections of this License Agreement, any products by Native Instruments, labelled or otherwise provided to you as a EDU (Educational) version, may only be used by eligible educational end users (students, faculty, staff and administration attending and/or working at an educational institutional facility: private/public schools, colleges, universities etc.). EDU versions are not allowed to be resold or transferred and can not be used for commercial purposes. 
In case you are in doubt about your Licence, you will find a sticker on the bottom of your product which assigns your product (FULL/NFR/EDU).

6. Download Sales

Download sales are final. Native Instruments does not issue product refunds once a download transaction has begun or cancel any contract for services connected to a download purchase once a download is initiated. "Soundpacks" (in particular "Kore Soundpacks", but also others) and other "audio content products" are not resalable when sold as downloads.

7. Third Party Content

Intellectual property rights / titles in and to some of the content included in Native Instruments software products belong to third parties. Such content may be protected by copyright / other intellectual property laws and treaties and may be subject to terms of the respecting third party providing such content. Neither the Native Instruments Software Licensing Agreement, nor the Native Instruments Sound License Agreement governs your rights to use such products but the license agreement of the respective third party. You will find these third party license agreements in the document called "ThirdPartyContent" in the Documentation Folder of this product.

8. Third Party Software

Intellectual property rights / titles in and to some of the software included or used in Native Instruments software products belong to third parties. Such software may be protected by copyright / other intellectual property laws and treaties and may be subject to terms of the respecting third party providing such software. Neither the following Native Instruments Software / Hardware Licensing Agreement, nor the following Native Instruments Sound License Agreement does govern your rights to use such software but the License Agreements of third parties. You will find these third party License Agreements and Credit Requirements in the document called "Third Party Software" in the Documentation Folder of this product.

II. NATIVE INSTRUMENTS SOFTWARE / HARDWARE LICENSING AGREEMENT 

1. Object of the Contract

The object of the contract consists of the computer programs recorded on the supplied Medium (e.g. DVD, CD-ROM), the relevant usage instructions and program descriptions and hardware. These are described hereinafter as "Licensed software" or "Licensed hardware".

2. Registration / Activation

It is required that you register the Licensed software in order to receive an activation key that enables you to use the Licensed software on your computer. The serial number of your product is embedded in the activation information that is passed from your music computer to our database. Registration means that the owner’s name, address and email address are stored together with the Native Instruments serial number in our registration database. For the registration you need to enter your name, email address and postal address. 

Without activation it is not possible to use Native Instruments products. The Native Instruments SERVICE CENTER guides you trough the easy-to-follow step by step Native Instruments activation process. Native Instruments SERVICE CENTER requires the installation of the Macromedia Flash Player 9.0.22.0. The installer of your Native Instruments product contains a copy of the necessary plug-in and will be installed automatically.

The Native Instruments activation uses information about essential system components of the user’s audio computer encoded in the Activation Request File. This information does not contain any personal data. The Activation Request File will be used to create an activation key, which works only on the computer where the Activation Request File has been generated.
In case you want to use your Native Instruments product on a different computer or in case of certain changes on your present computer a re-activation might become necessary.

Should Native Instruments for whatever reasons no longer be able to fulfill its obligations to deliver the activation key, it will provide the Licensee with a key which ensures the continued use of the software independent of changes of the computer.

Native Instruments uses a secure SSL connection with 128-bit- encryption that meets current security standards to transmit your data over the web. Native Instruments does not pass these data to third parties.

You agree that Native Instruments may use this information, observing the Data Protection Laws, as long as it is in a form that does not personally identify you, to improve its products or to provide services or technologies to you and unless you object to such using in writing.

3. Scope of use

Native Instruments grants the Licensee the non-exclusive right to use the Licensed software and hardware on one single computer only (i.e. one CPU) at one single place. If this single computer is connected to a multi-user system, this License shall apply to all users of the system.

The Licensee may personally use the licensed software or hardware temporarily on one other computer, on condition that the said software and hardware is normally used regularly on one particular computer. For Kore 2 and Komplete 5 simultaneous installations on three computers are allowed, as long as only one installation is used at any given time. Use above and beyond these limits is not permissible.

The proper use of the licensed software according to the terms of this agreement is condition for Licensee's right to use it.

The Licensee is authorised, to transfer/sell the Licensed software (for download sales see restrictions as described above) and hardware once to a third party, if this third party declares to Native Instruments to be in agreement with the contractual conditions of this Agreement, the Licensee cancels his registration towards Native Instruments and erases all copies of the Licensed software prior to its delivery to the third party. The Licensee is not entitled to grant any other third party rights of user ship over the licensed software.

4. Exclusivity of Licensed software and hardware

The Licensee is to use the licensed software he receives from Native Instruments, all copies thereof, and all pertinent documentation exclusively for his own purposes, and must keep it separate from third parties.

He must ensure that no third party or any of his own employees, unless authorised, will have access to the licensed software, may copy part or all of the licensed software, or be given any opportunity to do so. The Licensee bears legal liability towards Native Instruments for any loss or damage - including any subsequent losses incurred by Native Instruments - resulting from the Licensee not keeping the programs for exclusive use, or not doing so with sufficient assiduity.

Occasional use by a third party is only permissible if this is absolutely essential for the Licensee's use. Renting or lending out the licensed software and hardware is expressly forbidden.

5. Guarantee and legal liability

Native Instruments and the Licensee are aware that functional defects in the licensed software and hardware cannot be totally ruled out, despite the present state of technical knowledge, even if the very greatest care is taken. The unrestricted functionality of the licensed software and hardware and/or the rectification of all faults therefore cannot be totally guaranteed.

Native Instruments' legal liability for programming errors in the licensed software, or errors in the licensed hardware including later up-dates provided for under this contract, is therefore restricted to any case of Native Instruments acting with intent or gross negligence.

Having stated this, Native Instruments takes on the guarantee towards the Licensee that, at the point in time when the contract is concluded, the licensed software and hardware will prove to be free of all material and technical defects under normal operating conditions. Should the Medium prove defective, the Licensee can demand their replacement during a period of twelve months from receipt of the licensed software and hardware. In this instance he must return the Medium containing the licensed software and hardware, including manuals, documentation, and a copy of the invoice/receipt, to Native Instruments sales organisation in his country, or to the dealer from whom it was bought.

Native Instruments undertakes, for a period of twelve months from the conclusion of this contract, to undertake everything that is necessary to ensure the functionality of the licensed software in compliance with the specifications and the program description. The provision for this guarantee is that the licensed software and hardware be operated in the configuration provided for, and under appropriate operating conditions. Native Instruments does not guarantee uninterrupted and faultless operation.

All guarantee claims on behalf of the Licensee become invalid if he tampers with the licensed software or hardware, or modifies them in any way whatsoever, regardless of the extent of such modifications. The translation of the licensed software into any other program language is also to be regarded as a modification.

Where Native Instruments is answerable for a defect of the licensed software or hardware, the Licensee's right shall be confined to subsequent performance. At Native Instruments election such subsequent performance shall either consist of rectifying the defect or delivery of a substitute item. In the event that subsequent performance fails, the Licensee shall be reserved the right either to reduce the purchase price or withdraw from the contract. Subsequent performance shall be deemed to have failed if Native Instruments is unwilling or unable to rectify the defect/make substitute delivery or if rectification/substitute delivery is delayed beyond adequate time limits for reasons which Native Instruments is answerable for or if attempts at rectification have failed twice. More extensive claims, no matter on which legal reason, shall be excluded.

In the instances when, within the context of the guarantee, the scope of the licensed software or hardware would have to be changed, in particular if more memory capacity is needed for the program, the Licensee can make no claims of any kind against Native Instruments.

The Licensee has no rights over and above the aforementioned. Native Instruments bears no liability for any loss or damage to the licensed software or hardware, or to other programs being used, for the loss of working results, turnover, or profit, or for direct or indirect loss or damage suffered by the Licensee or any third party, unless such loss or damage has been caused by Native Instruments acting with intent or gross negligence. Native Instruments in particular provides no guarantee that the licensed software or hardware meets the Licensee's requirements and purposes, or can work in conjunction with other programs he may have selected. The responsibility for the correct selection and for the use of the licensed software and hardware, and for the results aimed for or achieved, is borne by the Licensee.

6. Concluding stipulations

This contract shall be exclusively subject to the laws of the state in which the contract is published.

If any stipulation of this License contract should be or become invalid, either completely or in part, this shall not affect the validity of the remaining stipulations. The parties undertake instead to replace the invalid stipulation with a valid regulation which comes as close as possible to the purpose originally intended.

The place of jurisdiction is the location of the national sales company or agent. Native Instruments can also however, at its discretion, open proceedings at the registered address of the Licensee.

Should you have any queries concerning this License contract, please contact in writing:

NATIVE INSTRUMENTS GmbH
Legal Department
Schlesische Strasse 28 
10997 Berlin
Germany

III. NATIVE INSTRUMENTS SOUND LICENSE AGREEMENT

Please read the following sound license agreement carefully. When installing the sound library on your computer system, you are legally bound to the following license agreement terms.

Native Instruments Sound License Agreement 

This license agreement is an agreement between you and Native Instruments. It governs your use of the sound library / sound libraries incorporated in the product on this CD / DVD supplied to you by Native Instruments. By downloading, installing or otherwise using the samples, ensembles, instruments, presets or any other included content, you agree to be legally bound by the terms of this license agreement. 

The provided samples, instruments and presets can be used for commercial or non-commercial music and audio productions without the prior permission from Native Instruments under the terms of this agreement. The usage of this product (in particular samples, instruments and presets) for the creation of a sound library or as a sound library for any kind of synthesizer, virtual instrument, sample library, sample-based product or other musical instrument is strictly prohibited. Individual samples, sound sets or audio loops may not be distributed (commercially or otherwise) standalone. Furthermore these samples, sound sets or audio may not be repackaged in whole or in part as audio samples, sound libraries or sound effects.

With the purchase of this sound library you have acquired a single license. You may make one copy of this CD / DVD for backup purposes only. Any other use in whole or in parts (giving, trading, lending, renting, re-issuing, re-distribution or re-sale of this product or any of the contained samples) is expressly prohibited, without the prior written permission of Native Instruments. 

This license will terminate automatically without notice by Native Instruments if you fail to comply with any provision of this license. Upon termination you shall destroy all copies of the samples, ensembles, instruments, presets or other contents of the sound library / sound libraries. 

In case this product contains third party’s sounds or third party’s sound libraries which are not subject to other terms as mentioned in section I No. 7 of this agreement, such sounds or libraries shall be protected by the afore mentioned terms.

Copyright April 2009 - NATIVE INSTRUMENTS GmbH.