Software Terms of Use

This Software Terms of Use (hereinafter referred to as the "Terms") governs the conditions of use for the software provided by MAGNETICA studio, a corporation registered in Japan (hereinafter referred to as "we," "us," or "our"). The software includes NovoNotes 3DX, Ambience Enhancer, HPL Processor, MonoLow, and any other software products provided by us (hereinafter referred to as the "Software"). By downloading and using the Software, you (hereinafter referred to as "you" or "user") agree to be bound by the Terms. Please read the entire Terms carefully before downloading the Software.

1. Applicability

1. The Terms apply to all relationships between us and users concerning the Software.
2. In the event of any contradiction between the provisions of the Terms and any other warranties, conditions, promises, or explanations related to the Software's status, quality, performance, merchantability, fitness for specific purposes, or other aspects outside the Terms, the Terms shall take precedence.

2. Types of Licenses

The Software is licensed under two types of licenses: "Single User License" and "Multi-User License." The details of each license are as follows:

• Single User License: You may install and use the Software on multiple computers, instruments, or other devices (hereinafter referred to as "Machines"). However, only one user licensed by us may use the Software on each Machine.
• Multi-User License: You may install the Software on one Machine, and multiple individuals may use the Software on that Machine. Reinstalling the Software on a Machine requires you to purchase another Multi-User License.

3. Intellectual Property Rights

All intellectual property rights related to the Software, including but not limited to copyrights, patents, utility model rights, design rights, trademark rights, and any other intellectual property rights (including the right to acquire such rights or apply for registration), belong to us or the licensors who have granted us the license.

4. Grant of License

1. Under a Single User License, we grant you a non-exclusive right to use the programs, data files that constitute the Software, and any future versions, upgrades, programs, and data files that may be distributed to you. However, this license is limited to a single user, and it is strictly prohibited for anyone other than the licensed user to use the Software on the licensed Machine.
2. Under a Multi-User License, we grant you a non-exclusive right to use the Software on one Machine, and you may allow multiple users to use the Software on that Machine. However, you are not permitted to install and use the Software on multiple Machines.
3. The term "all matters concerning the Software" refers only to the object code of the program that constitutes the Software.
4. The ownership of the documentation and other written materials provided to you with the Software belongs to you, but the rights and copyrights related to the Software itself (including those provided on media such as records or downloaded via the Internet or other methods) belong to us.
5. We reserve the right to modify the content of the Software without prior notice or disclosure to users.

5. Trial Version

1. The trial version of the Software (hereinafter referred to as "Trial Version") is provided to allow you to:
   • Test the functionality of the Software.
   • Confirm if the Software operates correctly in your environment.
2. The Trial Version includes the same features as the paid version but may produce noise after 5 minutes of usage.
3. Before purchasing the paid version, you must verify that the Trial Version works properly in your environment.
4. If you purchase the paid version of the Software, it is deemed that you have successfully completed the verification process.
5. The Trial Version is provided free of charge.

6. License Fee

1. You are required to pay us the license fee as specified by us for the paid version of the Software.
2. Regardless of the circumstances, we do not offer any refunds for the license fee paid by you. By using the Software, you agree to this in advance.

7. Prohibited Actions

You must not engage in or be involved in any act or action determined by us as any of the following:

• Decompiling, disassembling, reverse-engineering, or otherwise transforming the Software into a human-readable form.
• Replicating, modifying, altering, distributing, or creating derivative works based on the whole or any part of the Software (excluding the creation of derivative works based on data files).
• Sub-licensing, selling, distributing, lending, leasing, or transferring the Software to third parties.
• Replicating the Software (excluding backups for the purpose of backup).
• Transmitting the Software to another computer through a network.
• Directly or indirectly causing or facilitating any of the actions described above.
• Attempting any of the actions described above.
• Any other action that we deem inappropriate.

8. Effective Date and Termination

1. The Terms become effective when you download the Software.
2. The right to use the Software granted under Section 4 (Grant of License) shall automatically terminate if any of the following occurs, even without prior notice from us:
   • You violate any of the terms of this agreement.
   • You infringe our or any third party's copyrights related to the Software.
3. In the event of termination under the preceding paragraph, you must immediately discard, destroy, and delete all copies of the Software and its derivatives.

9. Support Services

1. Support services for the Software (including technical support) are limited to:
   • Investigating and resolving issues related to the activation of the paid version.
2. We reserve the right to change the content of the support services defined above at our discretion, at any time.

10. Product Disclaimer

We do not provide any warranties, express or implied, for the following:

• The Software's suitability for your specific purposes.
• The Software's expected functions, commercial value, accuracy, or usefulness.
• Your use of the Software complying with applicable laws or internal regulations of industry associations.
• The Software being free from errors, bugs, or malfunctions.

11. Handling of User Information

1. The handling of user information (including personal information but not limited to it) by us is subject to a separate Privacy Policy, and you agree to the handling of your information by us in accordance with the Privacy Policy.
2. We may use and disclose the information and data you provide to us in an unidentifiable, statistical form at our discretion, and you shall not object to this.

12. Disclaimer of Liability

1. We shall not be liable for any direct, indirect, incidental, consequential, or any other damages (including data corruption, loss of business profits, business interruption, loss of business information, etc.) resulting from your use or inability to use the Software, regardless of the extent of the damages.
2. The foregoing also applies even if we or our related parties were previously aware of the possibility of such damages or the possibility of claims for damages from third parties.
3. We shall not be liable for any disputes that may arise between you and third parties as a result of your use of the Software. In the event of any such dispute, the parties involved, excluding us, shall be responsible for resolving the dispute among themselves.

13. Amendment or Change of Terms

1. We reserve the right to amend or change the Terms at any time and for any reason.
2. If we amend or change the Terms, we will notify you of the effective date and content of the amended or changed Terms by appropriate means, such as posting on our website or other suitable methods of notification.
3. By using the Software after the effective date of the amended or changed Terms, you are deemed to have agreed to the amended or changed Terms.

14. Severability

If any provision or part of a provision of the Terms is determined to be invalid, illegal, or unenforceable under the Consumer Contract Act or other laws or regulations, the remaining provisions or parts of provisions shall remain in full force and effect.

15. Governing Law and Jurisdiction

These Terms shall be governed by the laws of Japan. Any and all disputes arising from or related to these Terms shall be subject to the exclusive jurisdiction of the Tokyo District Court as the court of first instance.