ABLETON END USER LICENSE AGREEMENT NOTICE TO ALL USERS: PLEASE CAREFULLY READ THE FOLLOWING LEGAL AGREEMENT THE COPYRIGHT AND ANY OTHER INTELLECTUAL PROPERTY RIGHTS CONTAINED WITHIN THE SOFTWARE, (INCLUDING DATA AND CONTENT) THAT CONSTITUTE THIS SOFTWARE PRODUCT ARE AND REMAIN THE PROPERTY OF ABLETON AG (“ABLETON”). YOU - THE LICENSEE - ARE LICENSED TO USE THE SOFTWARE ONLY IF YOU ACCEPT ALL THE TERMS AND CONDITIONS SET OUT BELOW. LICENSE ACCEPTANCE PROCEDURE: BY EITHER CLICKING THE ACCEPTANCE BUTTON THAT FOLLOWS THIS LICENSE AND/OR INSTALLING AND/OR USING THE SOFTWARE, YOU INDICATE ACCEPTANCE OF THE LICENSE AND THE LIMITED WARRANTY AND LIMITATION OF LIABILITY SET OUT IN THE LICENSE. IF YOU ARE ACCEPTING THE LICENSE ON BEHALF OF A CORPORATE LICENSEE, YOU ARE SIGNIFYING THAT YOU ARE AUTHORIZED TO DO SO. IF YOU ARE NOT SO AUTHORIZED NOR DEEMED IN LAW TO HAVE SUCH AUTHORITY, YOU ASSUME SOLE PERSONAL LIABILITY FOR THE OBLIGATIONS SET OUT IN THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, CLICK THE BUTTON THAT INDICATES THAT YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT AND DO NEITHER INSTALL NOR USE THE SOFTWARE. YOU SHOULD ALSO DESTROY ANY UNLICENSED COPIES THAT MIGHT BE IN YOUR POSSESSION. PLEASE NOTE: The Software may be used to reproduce materials and prepare derivative works from them. It is licensed to you only for reproduction and preparation of derivative works of non-copyrighted materials, materials in which you own the copyright, or materials you are authorized or permitted by law to reproduce and prepare derivative works from.
1. Definitions: The term "Live" means Ableton Live and all presets, sound samples, musical examples, video files, included software instruments and effects, data and other contents or demo versions of other Ableton products supplied by Ableton with the software. The term “Live” also includes Ableton Suite, any updates, upgrades, LE versions, OEM version or modified versions of Live licensed to the Licensee by Ableton. The term “Extension” means any add-on to Live with a serial number supplied separately by Ableton to the Licensee, and all updates and upgrades to the addon. The term “Software” means Live and all Extensions. The term “Ableton Suite” means the combination of Ableton Live and other products defined as Live that are licensed as a bundle to Licensee.
2. Ownership rights: The Software and related documentation are copyrighted works of authorship, and are also protected under applicable database laws. Ableton and its suppliers retain ownership of the Software and all subsequent copies of the Software, regardless of the form in which the copies may exist. Ableton does not transfer any rights to the intellectual property in the Software, and the Licensee does not acquire any rights to the Software except as expressly set forth in this Agreement. 3. License grant: Provided that the Licensee has paid the applicable license fee, Ableton grants the Licensee a limited, non-exclusive license to use and copy the Software for use on his or her computer system or file server for local use within the Licensee’s network. This network must be owned, leased and/or controlled by the Licensee or a member of the Licensee’s corporate group, which includes a corporate licensee, a corporate Licensee's majority-owned subsidiaries, any parent company having a majority-owned interest in such corporate licensee, and such parent's majority-owned subsidiaries. The Licensee may transfer the Software from one computer to another over his or her network but may not copy it to additional sites outside the network or make additional copies for use on other networks or sites. Under this License the Software may only be used on one computer at a time. All Live products included within the respective edition of Ableton Suite are part of the same License granted by Ableton and can only be used as a single entity on one computer at a time. They may not be combined with other Live products under a different license. The Licensee may make backup copies of the Software. Whenever a copy is made, an Ableton copyright notice must be attached, which should include an indication of all of Ableton’s rights under the foregoing paragraphs in a machine-readable form (if machine-readable copies are being prepared) and/or in plain language. An indication of the ownership and all other rights of Ableton as defined in the foregoing paragraphs is to be attached clearly and visibly, printed on or firmly attached to all disks, diskettes or tape of any kind on which the licensed Software is stored. The Licensee is obliged to keep a record of all the copies he or she produces and of their locations. He or she must present Ableton with this record at any time if there is any suspicion of misuse. 4. License restrictions: If you transfer possession of any copy of the Software to another party except as described above, this license is automatically terminated. You may not translate, reverse engineer, decompile, disassemble, modify or create derivative works based on the Software except as expressly permitted by this Agreement. You may not use, copy, modify or transfer the Software, or any copy in whole or in part, except as expressly provided for in this license. You may not reformat, mix, filter, re-synthesize or otherwise alter the presets, sound samples and musical examples connected to the Software for use in any kind of commercial sampling product/package or software without the express written consent of
Ableton. You may however use the presets, sound samples or musical examples that come with the Software in your musical compositions, provided that either additional material is added or the respective presets, sound samples and musical examples will be significantly altered through unique processing. You may neither use the Demo Songs in your musical composition nor may you reformat, mix, filter, re-synthesize or otherwise alter the Demo Songs. 5. Activation of Software: It is necessary that you register the Software in order to receive an unlock key that enables you to use the Software. The registration and activation can be done online or offline. The offline registration and unlock process require that you download and transfer the unlock key to the computer on which you have installed the Software. For further information go to Ableton’s website. During the process of registration and unlocking, updating or upgrading and when technical support is provided Ableton may collect and use technical and personal information, observing the Regulations on data protection, for improvement of its Software, for support purposes and for the verification of the upgrade and update right. 6. No transfer: You may not rent, lease or sublicense the Software on a temporary or permanent basis. You may, however, transfer all rights to use Live and/or any Extension as a whole to another person or entity, provided that the Licensee uninstalls Live and/or any Extension from his computer, does not retain any backup copy of Live and/or any Extension and transfers this Agreement with Live and/or any Extension. Both you and the person you wish to transfer the License to must contact Ableton to complete the transfer of the License. For further information go to Ableton’s website. The rights in the Software that is or was labelled as NFR (“Not for Resale”) may not be sold or transferred. The rights in the versions of Ableton Live Lite and in other OEM versions may not be sold or transferred. The License to use Ableton Suite may only be sold or transferred as a whole. The right to use the Live products included within the Ableton Suite may not be sold or transferred separately. The License to try out Live with an unrestricted feature set for a limited trial period of two weeks (Free 14-day License) is limited to a one time-use per user and per hardware device. User may not re-register under a different name, different account or from a different hardware device. Different users may not register using the same hardware device. 7. Upgrades and Updates: In order to upgrade or update Live, a valid license to use the previous or inferior version of Live is required. The license and right to use the upgraded or updated version of Live will immediately expire, if the license
of the previous or inferior version of Live is transferred to another person or entity. If the previous or inferior version of Live is or was labelled as NFR, the restriction on transfer as described in Sect. 5 above will also apply to the upgraded version. In case of an Upgrade or Update from a previous or inferior version of a Live product to Ableton Suite, the license to use the previous or inferior version of the respective Live product will immediately expire and be replaced by the License to use Ableton Suite. The restriction on transfer as set forth in Sect. 5 will then apply to all products included in Suite. 8. Free 14-day License: The purpose of the Free 14-day License is, unless specifically mentioned, to facilitate the decision-making process with regards to acquiring a commercial version. Any other use, in particular - but not limited to - resale, transfer, public use, is excluded. This condition extends beyond the trial period, regardless of whether Live is running with a restricted feature set or not. 9. Educational Versions: Versions labelled "Educational Version" may only be used in an educational context by schools, teachers, instructors and students. Educational Versions may only be transferred to a transferee meeting the requirements for licensing such version of Software. 10. Limited warranty: You are aware that functional defects in the Software cannot be totally ruled out, despite the present state of technical knowledge, even if the very greatest care is taken. The unrestricted functionality of the Software cannot be guaranteed and neither can its unrestricted functionality. Ableton warrants that the Software will substantially conform to the specification set out in accompanying documentation, minor interruptions or errors excluded. Ableton will only remedy deviations from the specifications if the deviation substantially affects the Licensee’s use of the Software. Ableton may under such circumstances choose to replace the Licensee’s copy of the Software with a new one. The warranty period is twelve months from delivery unless compulsory provisions of applicable law determine otherwise. Ableton will also indemnify the Licensee for personal injury or death solely and directly caused by any defect in its products or the negligence of its employees. Ableton cannot be held responsible for the content and the origin of the data and samples that are obtained by the Licensee from a third party. Ableton is not accountable for modification or utilisation of these samples by the Software. 11. EXCLUSION OF LIABILITY: EXCEPT IN RESPECT OF PERSONAL INJURY OR DEATH CAUSED DIRECTLY BY THE NEGLIGENCE OF ABLETON, IN NO EVENT WILL ABLETON BE LIABLE TO THE LICENSEE FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, LOSS OF DATA OR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE SUCH SOFTWARE, EVEN IF ABLETON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12. Licensee’s statutory rights: This license gives the Licensee specific legal rights, and the Licensee may also have other rights, which vary from country to country. Some jurisdictions do not allow the exclusion of implied warranties, or certain kinds of limitations or exclusions of liability, so the above limitations and exclusions may not apply to the Licensee. Other jurisdictions allow limitations and exclusions subject to certain conditions. In such a case, the above limitations and exclusions shall apply to the fullest extent permitted by the laws of such applicable jurisdictions. If any part of the above limitations or exclusions is held to be void or unenforceable, such part shall be deemed to be deleted from this Agreement and the remainder of the limitation or exclusion shall continue in full force and effect. Any rights which the Licensee may have as a consumer (i.e., a purchaser for private as opposed to business, academic or government use) are not affected. 13. Term: The Licensee may terminate this License Agreement at any time by destroying the Software together with all copies in any form. This License Agreement will also terminate upon conditions set forth elsewhere in this Agreement or if the Licensee fails to comply with any term or condition of this Agreement. The Licensee agrees upon such termination to destroy the Software together with all copies in any form. 14. General: Each party hereby irrevocably agrees that this contract shall exclusively be subject to the laws of Germany, except for those laws referring to conflict of law rules. Place of jurisdiction shall be Berlin. Ableton can also, however, at its free discretion, open proceedings at the registered address of the Licensee. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this License. This agreement constitutes the complete and exclusive statement of the agreement between Ableton and Licensee with respect to the subject matter hereof and supersedes all proposals, representations, understandings and prior agreements, whether oral or written, and all other related communication between the parties. All rights not explicitly granted in this agreement are reserved. Any clause in this agreement, which is found to be invalid or unenforceable shall be deemed deleted and the rest of this agreement remains unaffected. 15. Third Party Content and Software: Software may utilize or include third party content, software or other copyrighted material. Acknowledgements, licensing terms and disclaimers for such material are contained in the folder “Legal” that comes with Software. Your use of such third party material is governed by the respective terms.