END-USER SERVICE AGREEMENT
The capitalized terms listed below are used herein in the following respective meaning:
Agreement – this End-User Service Agreement;
Person – a natural person or a legal entity;
L8 – L8 LLC, a limited liability company, incorporated under the law of Ukraine, registered company number: 42308526, address: 145 Borshchahivska str. off. 168, Kyiv, 03056, Ukraine, which is a party to this Agreement;
User – any Person who (which) has expressed their acceptance with the terms and conditions set forth herein (in the way determined herein) and therefore has become the party to this Agreement;
Software – the “L8” computer program (including third parties integrated content where appropriate), provided by L8 and used by the User under the terms and conditions set forth herein;
License – a license authorizing to use the Software within the scope determined herein, granted by L8 to the User;
USB Key – a protected USB device containing an encrypted key, required (in cases specified herein) to activate the License and prove authorization to use the Software;
Activation Key – a set of figures, letter and symbols, required (in cases specified herein) to activate the License and prove authorization to use the Software;
Applicable Law – the law of Ukraine (excluding its provisions concerning the conflict of laws) unless effective and applicable regulation prohibit the parties hereto to exercise choice of law to some specific provisions hereof (in this case the “Applicable Law” shall mean the law of Ukraine where allowed and relevant another law where required).
This Agreement provides for legal terms and conditions of relations between the User and L8 concerning the use by the User of the Software provided by L8. This Agreement shall be effective upon the acceptance by respective Person (in way determined hereinafter) the offer of L8 expresser below.
L8 hereby expresses a binding non-negotiable offer addressed to any Person (excluding those, who (which) unable to enter into legal agreement of such nature) to enter into the Agreement, related to the use of the Software. Any such Person is allowed (unless otherwise provided for under the Applicable Law) to accept the offer as determined hereinafter. Whereas the offer is non-negotiable, Persons which it is addressed to are allowed to accept it fully as it expressed (with all terms and conditions) or decline it, no provisions hereof shall be a subject of negotiations.
Any Person, intending to accept, and enter into, the Agreement may exercise the said by expressing their consent to all terms and conditions of the agreement and acceptance of the offer. Such expression shall be performed by downloading of the Software from the L8 website and acceptance of data collection terms and conditions (if applicable). As a result of the said consent and acceptance made by a Person, the Agreement shall be deemed concluded and entered into by and between L8 and such Person where the Person becomes a party to the Agreement – the User.
The Software is a copyright protected computer program, therefore any use thereof (in terms of the use of the copyright protected work, e.g. reproducing, modification, alteration etc.) by the User (and any third party) requires respective consent of the L8, being the owner of any and all copyrights to the Software. Having obtained such consent, the User is granted with the right to use the Software only within the scope of such consent and remain obliged to refrain from any use of the Software beyond the said scope.
For the avoidance of doubts, an obligation to refrain from using the Software (as well as any other copyright protected item) without copyright owner’s consent is stipulated by the law, not by this Agreement, therefore such obligation is effective independently of the fact of entering into the Agreement. Simultaneously, this Agreement authorizes the User to use the Software in a scope specified herein.
L8 hereby grants the User with a non-exclusive limited License to the Software within the scope of the License as determined herein. The License shall be effective as of the date of License activation as provided for hereinafter. In the case the License activation procedure requires to use the Software, upon the effective date of this Agreement the User shall be deemed granted with the License in limited scope to the extend necessary for such activation procedure, provided, however, that User furtherly activates the License.
Scope of the License:
The License is non-exclusive, therefore the L8 is entitled to grant equal or wider non-exclusive license to any other Person.
Under the License granted hereunder the User shall have the right to reproduce:
- one (1) single copy of the Software (in form of installation file) on their single computer by downloading it from the L8 website; and
- one (1) single copy of the Software (in form of installed program) on their single computer by installing it using the installation file mentioned above; and
- one (1) additional copy of the Software (in each of the abovementioned forms) exclusively for backup purposes, provided, however, that such copy reproduced only with purpose to replace beforementioned copy in the case of losing thereof.
In the case the using of the Software as a program product should have the features of the Software use as a copyright protected item, the License granted to the User shall include the right to exercise such use of the Software as a copyright protected item to the extent reasonably required.
The License shall be effective only while the Software is being used in full compliance with the terms and conditions set forth herein.
The License granted hereunder shall cover only the ways of the Software use expressly specified herein. Any other rights to use the Software are reserved by the L8 and not granted hereunder. Particularly, the License shall not cover (and therefore the User shall not exercise) the following ways of the Software use: decompilation, reverse engineering, disassembling, source code deriving, decrypting, modification, adaptation, improvement, enhancement, translation, derivative work creating.
If Applicable Law allows the User to exercise any restricted way of the use without copyright owner’s consent, the User shall be obliged to refrain from exercising thereof as under a general User’s obligation undertaken according to the Agreement and not connected to the legal prohibition to use a copyright protected item without an owner’s consent. For the purpose of the Agreement, a breach of this obligation to refrain shall be deemed the use of the Software beyond the scope of the License and, therefore, shall cause the same legal consequences, provided for herein.
For the avoidance of doubts, the Software is only licensed hereunder, therefore it is not transferred to the User either fully or partly. Any and all economic (proprietary) rights and ownership to the Software are expressly reserved by L8 and remain its intellectual property and no ownership titles to the Software shall be acquired by the User.
The Software features, and allows using of, FFmpeg libraries under the GNU Lesser General Public License v.2.1. and the User shall be allowed to use them under the terms and conditions of the GNU Lesser General Public License v.2.1.
As it is mentioned above, the License (unless otherwise provided for herein) shall be effective upon the date of its activation as determined in this section. License activation procedure includes downloading and installing of the Software, and License registration. For License registration an active Internet connection is required. License registration process begins during the Software installation and need to be completed in order to complete the installation.
For the License activation the User shall have the USB Key or Activation Key.
If the Software is provided with the USB Key, such key need to be plugged in the computer, on which the Software is installed. It also needs to be plugged in the computer during the Software work (the Software does not work without USB Key).
If the Software is provided with the Activation Key, such key need to be entered in relevant line during installation.
L8 hereby informs User and the User hereby proves their awareness that the Software provided with the USB Key can (and allowed to) be reinstalled on another computer and be used on it according to the terms and conditions of the Agreement, while the Software provided with the Activation Key can be installed and used on the one computer only.
The User acknowledges that it may be from time to time (but not more than 2 times a year) required to verify License registration. Such verification is performed with active Internet connection. During the procedure the User shall enter their full real name (full company name). In addition, L8 shall be entitled to require additional proofs to identify actual user in order to define if the Person is authorized user. The User hereby agrees to provide L8 with any reasonably required proofs.
WARRANTY AND LIABILITY
Disclaimer of Warranties:
The User acknowledges and agrees that the Software is provided on an “AS IS” basis, and that the User’s use of the Software and any third party content and services accessed thereby is at User’s sole risk and discretion. L8 and its affiliates hereby disclaim any and all representations, warranties and guaranties regarding the Software, whether express or implied or statutory, and including, without limitation, merchantability, fitness for a particular purpose and non-infringement. Furthermore, L8 and its affiliates make no warranty that:
- the Software will meet User’s requirements;
- the Software will be uninterrupted, accurate, reliable, timely, secure of error-free;
- the quality of any products, services, information or other material accused or obtained by the User through the Software will be as represented or meet User’s expectations;
- any errors in the Software will be corrected.
Abovementioned disclaimed shall be effective to the extent permitted by Applicable Law in every specific case.
Limitation of Liability
Under no circumstances shall L8 or its affiliates be liable for any damages whatsoever (including, without limitation, incidental, direct, indirect special and consequential damages, damages for loss of business profits, business interruption, loss of business information, or other pecuniary loss) arising out of the use or inability to use the Software, even if L8 has been advised of the possibility of such damages. The above limitation shall apply to the extent permitted by Applicable Law in every specific case.
USB Key Warranty and Replacement:
If the Software is provided with the USB Key, the key is warranted by L8 against manufacturing defect for 24 months after date of purchase. This warranty shall not cover any damage to, or loss of, the USB Key. In case of loss or theft of the USB Key, a replacement is provided by L8 after User’s payment of current replacement cost actual on the date of replacement. If the User informs L8 on the loss or theft of the USB Key, such USB Key shall be rendered inactive for operation (blacklisted) by L8.
DATA COLLECTION TERMS AND CONDITIONS
TERM AND TERMINATION
This Agreement shall be effective during whole period of using of the Software unless terminated upon breach hereof. The License granted hereunder shall be effective from the date (dates) determined as set forth herein and terminates simultaneously with the Agreement.
The Agreement shall be automatically terminated if the User fails to comply with any User’s obligation stipulated hereunder, including upon any use of the Software beyond the scope of the License.
The User undertakes to delete (destroy, where appropriate) any and all copies of the Software in any form made under the License, and any infringing copy as well.
This agreement may be unliterary amended by the L8 in order to provide any modification (improvements, enhancements, updates etc.) to the Software. In such a case the User shall have the following options:
- to accept the amendment and receive respective update or (at the User’s discretion) continue to use previous version of the Software; or
- to decline the amendment and continue to use previous version of the Software.
Nothing mentioned above shall constitute an undertaking of L8 to provide updates for the Software.
03056, Borschagivska str.145, office.168, Kiev, Ukraine