License Agreement

THIS IS A CONTRACT. CAREFULLY READ THIS AGREEMENT. BY INSTALLING THIS SOFTWARE YOU ACCEPT AND AGREE TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.

This PowerSE Co. Ltd, End User License Agreement ("EULA") accompanies all software products ("Software"). Please read this EULA carefully.

PowerSE Co. Ltd and its suppliers own all intellectual property in the Software. The Software is licensed, not sold. The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.

If you do not agree with all of the terms and conditions of this agreement, you must

(1) IMMEDIATELY CEASE USING THE SOFTWARE,
(2) DESTROY ALL COPIES OF THE SAME, INCLUDING ANY COPIES STORED ON YOUR HARD DRIVE AND ANY ARCHIVAL COPIES, AND
(3) FOLLOW THE PROCEDURES ESTABLISHED BY THE MANUFACTURER.

DEFINITIONS

"Computer" is an electronic device that stores, retrieves, and processes data, and can be programmed with instructions. A computer is composed of hardware and software, and can exist in a variety of sizes and configurations.

"Evaluation Software" means a version of PowerSE Co. Ltd's Software licensed as an evaluation or trial. This version is neither for resale nor for production use.

"Internal Network" is a privately maintained computer network that can be accessed only by authorized persons, as in members or employees of the organization / corporation / business entity that owns it. Internal Network specifically excludes the Internet or any other network community open to the public, including but not limited to membership- or subscription-driven groups, associations, and similar organizations. Connection via secure links (VPN or dial up) to your Internal Network for the purpose of this contract is considered use over an Internal Network.

"Licensee" means a person and/or company entering into this EULA.

"Software" means only the PowerSE Co. Ltd software program(s) and third party software programs, in each case, supplied by PowerSE Co. Ltd herewith, and corresponding documentation, associated media, printed materials, help files, online or electronic documentation, images, sounds, clip art and other artistic work, and all updates or upgrades of the above that are provided to you.

"Updates" means subsequent releases of the Software that are created for the purposes of bug fixes, error correction, or minor enhancements to functionality and that are generally made available to Licensees of the Software. "Updates" may or may not include the addition of new functionality. All Updates provided hereunder shall be considered Software and will be subject to this Agreement.

"Unlock Code" means a unique unlock sequence that allows enabling of the Software for production use.

"PowerSE Co. Ltd" means PowerSE Co. Ltd, a Carson Limited Liability Company, 3772 Hilltop Rd, Carson City, Nevada 84701.

LICENSE GRANT. PowerSE Co. Ltd grants you a non-exclusive, non-transferable right and limited license to use the Software as follows:

Software License. Upon issuance of a valid Unlock Code sequence by PowerSE Co. Ltd to Licensee, you can install Software on one (1) Computer, unless otherwise indicated under a valid license (e.g. Multiple Seat License) granted by PowerSE Co. Ltd.

a. Use.

Individual License Use. With an individual license you may use the Software on a single computer ("Your Computer") and not across a network.

Multiple Seat License Use. With multiple seat licenses, you are allowed to install the Software on "N" Computers where "N" is the number of licenses purchased. You can store the Software on your Internal Network for authorized users to access for installation on their Computer. It is NOT a concurrent use license (based on simultaneous usage) or a roaming license (based on number of users).

Additional Restrictions. You may not separate component parts of the Software for use on more than one computer. You do not have the right to distribute the Software. You may load the Software into your Computer's temporary memory (RAM) for purposes of using the Software. Licensee agrees to not attempt to disable or violate the internal activation and licensing mechanism.

b. Storage. You may copy the Software into the local memory or storage device. The license for the Software may not be shared or used concurrently on different computers.

c. Copying. You may make archival or back-up copies of the Software, provided the copy contains all the original Software's proprietary notices and that it is used only for back-up purposes.

d. Reservation of Rights. PowerSE Co. Ltd reserves all rights not expressly granted to you in this License Agreement.

e. License Abuse and/or Violation. If any abuse of a license is suspected or found, PowerSE Co. Ltd retains the right to make the Unlock Code invalid. You also agree to surrender your license immediately upon any notification of violation of any of the terms in this EULA and you will not be refunded any money upon surrendering your license.

COPYRIGHT. The Software is proprietary to PowerSE Co. Ltd and its licensors. PowerSE Co. Ltd and its licensors retain all copyrights, trade secret rights, patents, trademarks, and any other proprietary rights relating to the Software. Except as expressly provided in the License Grant above, you may not copy, reproduce, alter, modify, decompile, disassemble, reverse engineer, or create derivative works based on the Software. All rights not expressly granted are reserved. Any copy of the Software that you are permitted to make under this Agreement must include all of the copyright and other notices appearing in the original copy of the Software.

RESTRICTIONS ON TRANSFER. This license is personal to Licensee, and neither your rights hereunder nor any copy of the Software may be sold, assigned, distributed, transferred or sublicensed to any other person, in any media (including electronic media), without the prior written consent of PowerSE Co. Ltd. Any transfer in violation of this section will be null and void and will automatically terminate your right to use or possess the Software.

EXPORT COMPLIANCE. Licensee shall not export, directly or indirectly, any Software, product, service, or technical data or any system incorporating such items without first obtaining any required license or other approval from the U.S. Department of Commerce or any other agency or department of the United States Government. If Licensee exports any technical data from the United States or re-exports any technical data from a foreign destination, Licensee shall ensure that the distribution and export/re-export of the technical data is in compliance with all laws, regulations, orders or other restrictions of the United States and the appropriate foreign governments. Software may not be exported or re-exported to Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria, or any country to which the United States embargoes goods. In addition, the Software may not be distributed to persons on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.

UPDATED VERSIONS. The Software may be updated from time to time by PowerSE Co. Ltd at its sole discretion. You may obtain such updated versions of the Software from PowerSE Co. Ltd on the terms agreed upon by PowerSE Co. Ltd and you. Such updated versions of the Software are expected to operate more accurately and effectively. You acknowledge that you are responsible for downloading and installing such updated versions of the Software.

DUAL MEDIA SOFTWARE. You may receive the Software in more than one medium (download and CD). You may use only one medium that is appropriate for your single computer. You may not install the other medium on another computer. You may not loan, rent, lease, or otherwise transfer the other medium to another user.

LIMITED WARRANTY. PowerSE Co. Ltd warrants that, for sixty (60) days from the date of delivery of the Software to you, the Software will perform substantially in accordance with its applicable documentation. PowerSE Co. Ltd DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED OR THAT THE SOFTWARE WILL BE ERROR-FREE. THE ABOVE WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SOFTWARE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO SIXTY (60) DAYS FROM THE DATE OF DELIVERY. (USA ONLY) SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

LIMITATION OF LIABILITY. IN NO EVENT WILL PowerSE Co. Ltd, ITS SUPPLIERS, RESELLERS OR ITS LICENSORS BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF DATA ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF PowerSE Co. Ltd, ITS SUPPLIERS, RESELLERS OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL PowerSE Co. Ltd's LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT OF THE LICENSE FEES ACTUALLY PAID BY YOU IN RESPECT OF THE COPY OF SOFTWARE GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. (USA ONLY) SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

SEVERABILITY. In the event any provision of this EULA is found to be invalid, illegal or unenforceable, a modified provision shall be substituted which carries out as nearly as possible the original intent of the Parties, and the validity, legality, and enforceability of any of the remaining provisions shall not in any way be affected or impaired thereby.

GOVERNING LAW AND GENERAL PROVISIONS. This Agreement will be governed by the laws in force in the State of Washington, excluding the application of its conflicts of law principles. If any part of this Agreement is found void or unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms. You agree that the Software shall not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations. This Agreement shall automatically terminate upon failure by you to comply with its terms. This Agreement may only be modified in writing signed by an authorized officer of PowerSE Co. Ltd.

SOFTWARE LICENSE. PowerSE Co. Ltd reserves the right to change or update any part of this agreement, at any time in the future, without prior notice or reason. The latest and most current agreement can be found at: http://www.free-sound-editor.com/license.html.