End-User License Agreement for SoundSteps™ Mobile Software Bundle

 

This End-User License Agreement ("EULA") is a legally binding agreement between you, the end-user (hereinafter referred to as "You" or "Your"), and Biomedical Music Solutions, Inc. ("BMS," "We," "Us," or "Our"). This EULA governs Your use of the SoundSteps™ Mobile software bundle, including any associated media, printed materials, and "online" or electronic documentation (the "Software").

 

BY ACQUIRING, INSTALLING, OR USING THE SOUNDSTEPS™ MOBILE SOFTWARE BUNDLE, YOU ACKNOWLEDGE AND AGREE THAT THIS EULA CONSTITUTES A LEGALLY BINDING AGREEMENT DIRECTLY BETWEEN YOU AND BIOMEDICAL MUSIC SOLUTIONS, INC. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, DO NOT ACQUIRE, INSTALL, OR USE THE SOFTWARE.

 

Distributor Sales and EULA Acceptance:

 

This End-User License Agreement (EULA) governs your use of the SoundSteps™ Mobile software bundle. By acquiring, installing, or using the SoundSteps™ Mobile software bundle from an authorized distributor, you acknowledge and agree that this EULA constitutes a legally binding agreement directly between you (the end-user) and Biomedical Music Solutions, Inc. The authorized distributor is solely responsible for the sale with BMS completing the install of the software bundle to you, unless explicitly stated in writing. All terms and conditions of this EULA, including but not limited to intellectual property rights, limited warranty, disclaimer of warranties, limitation of liability, and termination, apply directly between Biomedical Music Solutions, Inc. and you, the end-user. Any representations or warranties made by a distributor that are not expressly stated in this EULA or in writing by Biomedical Music Solutions, Inc. are hereby disclaimed and shall not be binding on Biomedical Music Solutions, Inc. (1)

 

1. Grant of License

Subject to the terms and conditions of this EULA, BMS grants You a limited, exclusive, non-transferable, revocable license to install and use the Software solely for Your professional, commercial use on compatible devices.

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2.    Restrictions
You agree not to, and You will not permit others to:

●    (a) Modify, adapt, translate, reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying algorithms of the Software.

●    (b) Reproduce, duplicate, copy, sell, resell, or exploit any portion of the Software without the express written permission of BMS.

●    (c) Use the Software in any manner that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable.

●    (d) Remove any proprietary notices or labels on the Software.

●    (e) Transfer rights to the Software to unauthorized users.

●    (f) Use the Software for any unintended use without prior written consent from BMS.

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3. Intellectual Property Rights

The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. (2) All rights, title, and interest in and to the Software, including all copyrights, trademarks, trade secrets, and other intellectual property rights, are owned by BMS. This EULA does  not grant You any intellectual property rights in the Software beyond the limited license granted herein. (4)

 

4. Limited Warranty

BMS warrants that the Software, when used in accordance with BMS's specifications, instructions, and requirements, will perform substantially in accordance with BMS's published technical specifications. This warranty applies to the e nd-user customer after the Products are sold. 6BMS warrants that the Products delivered are tested and approved. (7)

 

5. Disclaimer of Warranties

EXCEPT FOR THE LIMITED WARRANTY PROVIDED IN SECTION 4, THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. 8BMS EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILIT Y AND FITNESS FOR A PARTICULAR USE, ALL OF WHICH ARE HEREBY EXPRESSLY DISCLAIMED BY BMS. (9)

 

6. Limitation of Liability

NOTWITHSTANDING ANYTHING IN THIS EULA TO THE CONTRARY, NEITHER BMS, NOR ITS AFFILIATES, SUPPLIERS OR LICENSORS, WILL BE LIABLE TO YOU OR ANY THIRD PARTY WITH RESPECT TO THE SUBJECT MATTER OF THIS EULA UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR (I) ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, (II) LOST PROFITS, LOST REVENUE, LOSS OF DATA OR USE OR (III) COST OF PROCUREMENT OF SUBSTITUTE GOODS, PRODUCTS, TECHNOLOGY, OR SERVICES, EVEN IF YOU OR ANY THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 10BMS’S AGGREGATE AND CUMULATIVE LIABILITY FOR DAMAGES HEREUNDER UNDER ANY THEORY OR BASIS OF LIABILITY WILL IN NO CIRCUMSTANCES EXC EED THE AMOUNT YOU HAVE PAID FOR THE RELEVANT PRODUCT OR SERVICE GIVING RISE TO THE LIABILITY. (11)

 

7. Termination

This EULA is effective until terminated. Your rights under this EULA will terminate automatically without notice from BMS if You fail to comply with any term(s) of this EULA. Upon termination, You must cease all use of the Software and destroy all copies, full or partial, of the Software.

 

8. Governing Law

This EULA will be governed by, construed under, and interpreted in accordance with the laws of the State of Delaware in the United States, without giving effect to its rules governing conflicts of laws. 12The Parties acknowledge and agree that the United Nations Convention for the International Sale of Goods shall not be applicable to this EULA. (13)

 

9. Entire Agreement

This EULA constitutes the entire agreement between You and BMS regarding the use of the SoundSteps™ Mobile software bundle and supersedes all prior or contemporaneous understandings and agreements, whether written or oral, regarding such subject matter.

 

10. Contact Information

If you have any questions about this EULA, please contact Biomedical Music Solutions, Inc. at:
it@biomedicalmusic.com.

 

END-USER ACCEPTANCE: 
By installing and using the SoundSteps™ Mobile software bundle, You acknowledge and agree to the terms of this End-User License Agreement.

 

Contact Information and Email Address:  

it@biomedicalmusic.com.