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\f0\fs24 \cf0 Product License and Usage Agreement\
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\f1 By clicking on the "Accept" button, installing, copying or otherwise using the Software, you agree to be bound by the terms of this License Agreement.  If you do not agree to the terms of this License Agreement, click on the "Decline" button and/or do not install the Software.
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1. \ul License\ulnone .  YOU (either as an individual or an entity) MAY: (a) use this Software on a single computer; (b) physically transfer the Software from one computer to another provided that the Software is used on only one computer at a time and that you remove any copies of the Software from the computer from which the Software is being transferred; and (c) install a second copy of the Software in the event that the first Software installation is unusable.   \
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YOU MAY NOT: (a) distribute copies of the Software or the Documentation to others; (b) modify or grant sublicenses or other rights to the Software; and (c) use the Software in a computer service business, network, time-sharing, multiple CPU or multiple user arrangement without the prior written consent of Eventide.  \
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The License is effective until terminated.  You may terminate this License at any time by destroying the Software together with any copies in any form.  This Agreement, including the license to use the Software, will terminate automatically if you fail to comply with any term of condition of this Agreement.\
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2. \ul Ownership\ulnone . This License is not a sale of the Software or any Firmware contained in the Product. Eventide and its licensors retain all rights, interest, title in and ownership of the Software, Firmware and Documentation, including all intellectual property rights. No title to the intellectual property in the Software and Firmware is transferred to you. You will not acquire rights to the Software and Firmware except as expressly set forth above.  \
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3. \ul No Reverse Engineering and Other Restrictions\ulnone . You agree that you will not (and if you are a corporation, you will use your best efforts to prevent your employees and contractors from attempting to) reverse engineer, disassemble, compile, modify, translate, investigate or otherwise study the Product (including, but not limited to any software, firmware, hardware components or circuits) in whole or in part.\
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4. \ul Compliance with Laws and Indemnification\ulnone . You agree to use the Product in a manner that applies to all applicable laws in the jurisdiction in which you use the Product, including all intellectual property laws. You may not use the Software or Firmware in conjunction with any device or service designed to circumvent technological measures employed to control access to, or the rights in, a content file or other work protected by the copyright laws of any jurisdiction. You agree to indemnify, defend, and hold harmless Eventide from and against losses, damages, expenses, (including reasonable attorneys\'d5 fees), fines, or claims arising from or relating to any claim that the Product was used by you to violate, either directly or indirectly, another party\'d5s intellectual property rights.  \
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5. \ul Limited Warranty on Software\ulnone .  Eventide warrants that the media on which the Software is furnished will be free from defects in materials and workmanship under normal use for a period of ninety (90) days from the date of purchase. If a defect appears during the warranty period, return the diskette/compact disc to Eventide, and you will receive a free replacement, or at Eventide\'d5s option, a refund, so long as the Software, documentation, accompanying hardware, and diskettes are returned to Eventide with a copy of your receipts. This Limited Warranty is void if failure of the Software has resulted from accident, abuse, or misapplication. Any replacement Software will be warranted for the remainder of the original warranty period.  THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY BY JURISDICITON.\
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6. \ul No Other Warranties\ulnone . Eventide AND ITS LICENSOR(s) (hereafter collectively \'d2Eventide\'d3) DO NOT WARRANT THAT THE Eventide SOFTWARE NOR ANY THIRD-PARTY SOFTWARE EMBEDDED ON THE DISK (collectively \'d2SOFTWARE\'d3) ARE  ERROR FREE.  YOU EXPRESSLY ACKNOWLEDGE THAT THE SOFTWARE AND DOCUMENTATION ARE PROVIDED \'d2AS IS.\'d3  EVENTIDE DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS WITH RESPECT TO THE SOFTWARE, THE ACCOMPANYING DOCUMENTATION OR DISKETTES. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU (AND NOT EVENTIDE OR AN AUTHORIZED REPRESENTATIVE) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.\
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7. \ul No Liability for Consequential Damages\ulnone . IN NO EVENT SHALL EVENTIDE BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF THE USE OF THE PRODUCT,  EVEN IF Eventide HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EVENTIDE\'d5S LIABILITY FOR ANY CLAIM, LOSSES, DAMAGES OR INJURY, WHETHER CAUSED BY BREACH OF CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, SHALL NOT EXCEED THE FEE PAID BY YOU.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSIONS MAY NOT APPLY TO YOU.\
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8. \ul Export\ulnone .  You acknowledge that the laws and regulations of the United States restrict the export and re-export of the Software and Documentation. You agree the Software will not be exported or re-exported without the appropriate U.S. or foreign government licenses. You also agree not to export the Software (including over the Internet) into any country subject to U.S. embargo.   \
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9. \ul Governing Law and Arbitration\ulnone . This Agreement will be governed by the laws of the State of New Jersey and will be interpreted as if the agreement were made between New Jersey residents and performed entirely within New Jersey.  All disputes under this Agreement or involving use of the Product shall be subject to binding arbitration in LIttle Ferry, NJ in accordance with the commercial arbitration laws of the American Arbitration Association.  Notwithstanding anything contained in this Paragraph to the contrary, Eventide shall have the right to institute judicial proceedings against you or anyone acting by, through, or under you, in order to enforce Eventide\'d5s rights hereunder through reformation of contract, specific performance, injunction or similar equitable relief. \
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10. \ul Entire Agreement\ulnone . This is the entire agreement between you and Eventide AND supersedes any prior agreement, whether written or oral, relating to the subject matter of this Agreement.  No amendment or modification of this agreement will be binding unless in writing and signed by a duly authorized representative of Eventide.\
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11. \ul Government End Users\ulnone . U.S. GOVERNMENT RESTRICTED RIGHTS.  The Software and Documentation were developed at private expense, and are commercial computer software and commercial computer software documentation. If you are a U.S. Government agency or its contractor, pursuant to FAR \'a412.212(a) and/or DFARS \'a4227.7202-1(a) and their successors, as applicable, use, duplication or disclosure by the Government of the Software and Documentation is subject to the restrictions set forth in this Agreement.\
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ALL FEATURES AND SPECIFICATIONS SUBJECT TO CHANGE WITHOUT NOTICE.\
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Copyright 2003, Eventide, Inc. and its licensors.  All rights reserved.\
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