KIT Plugins — Terms of Use

We are pleased that you have decided to visit our Website, www.kitplugins.com ( the “Website” or the “Site”). The Website is operated by Kit Plugins LLC, a Delaware limited liability company (“Kit Plugins”). These Terms and Conditions of Use (“Terms of Use”) govern your access to and use of the Site and the software available on the Site (“Software”). In these Terms of Use, the words “you” and “your” refer to each user, guest or visitor and “we”, “us” and “our” refer to Kit Plugins, its subsidiaries, successors in interest and assigns, and the Website.

Consent to Terms and Conditions

By registering for an account and/or by downloading the Software available on the Website, you agree that you have read and understood the Terms and Conditions of Use and agree that you will comply with same for as long as you use the Website and/or the Software. Use of the Website, Software and/or creating an account signifies your acceptance of these Terms of Use and your acknowledgement that you are legally bound by them.

Please read these Terms of Use carefully before using the Website and make sure you understand them. These Terms of Use contain important information regarding your legal rights, remedies and obligations. These include various limitations, exclusions, and obligations, including but not limited to a clause that governs your submission to binding arbitration and a class action waiver. If you do not wish to be bound by these Terms of Use, you may not download the software or use the Services.

These Terms of Use, including all documents referenced herein, represent the entire understanding and agreement between Kit Plugins and you regarding your use of the Website and the Software and supersede any prior statements or representations. The Site’s Privacy Policy is incorporated into these Terms of Use by reference and is made a part here of https://kitplugins.com/pages/privacy-policy You are not authorized to use the Site or the Software if you do not agree to be legally bound by any or all of these Terms and Conditions. Complaints or questions regarding these Terms of Use may be sent to us by contacting us at info@kitplugins.com.

Changes to the Terms of Use

From time to time, these Terms of Use may change. Kit Plugins reserves the right to modify these Terms of Use without prior individual notice. We will post changes to the Terms of Use on the Website and changes will become effective once posted. Your continued access to or use of the Website will be deemed as acceptance by you of the then-current Terms of Use. Please review these Terms of Use often so that you will remain abreast of our current policies.

You can tell when the Terms of Use were last modified by checking the “last updated” date that appears at the top.

Description of Services

KIT Plugins will provide downloadable software for use in audio content creation (the “Software”). We may in the future offer digital technical support services through the Website but such services are not currently available.

Eligibility and Registration

You must be at least 16 years old to use the Website and download the Software. In order to access and download the Software, you must be a Registered User. To become a Registered User, you must create an Account by providing an e-mail address and a password. The information you provide is subject to our Privacy Policy. Please see our Privacy Policy for information concerning the collection and use of Personal Information from the Website. You are responsible for the security of your passwords and will be solely liable for any use or unauthorized use of your Account or Software under such passwords. You agree to notify us if there has been any unauthorized use of your information. You should not share your password with anyone.

Intellectual Property

Materials on this Website, including but not limited to sound recordings, images, content, reports, trademarks, compilations, and graphics (collectively referred to as the "Materials"), are protected under various intellectual property laws and owned or controlled by Kit Plugins, or used with permission of the owner(s) of such Materials. The display of Materials at this Website does not imply that a license of any kind has been granted to you, subject to license provisions governing the Software.

Kit Plugins hereby grants you permission to use the Website and the Materials as set forth in these Terms of Use, provided that:

your use of the Website and Materials as permitted is solely for your personal, noncommercial use;

you will not copy or distribute any part of the Website and Materials in any medium and you will not “frame” the Website or any Materials in any application or website you create or operate without our prior written authorization; you will not alter or modify any part of the Website; and,

you will otherwise comply with these Terms of Use and applicable laws.

Except as otherwise indicated in these Terms of Use and/or the Website, copying, reproducing, uploading, downloading, transmitting or any other use of the Website or of any of the Materials, in whole or part, without the express permission of Kit Plugins, is prohibited. Any unauthorized access to, use or copying of this Website and/or the Materials may subject you to liability under applicable law, and may result in legal action.

Privacy

Please see Kit Plugins’ Privacy Policy https://kitplugins.com/pages/privacy-policy for information concerning the collection and use of Personal Information from this Website

Grant and Terms of Software License

Subject to the terms and conditions contained in these Terms of Use, Kit Plugins grants, and Registered User accepts, a non-exclusive, non-transferable license and right to install and run the Software solely on a single computer (the “License”). Subject to the termination provisions contained herein, the license term is perpetual. The Registered User may not replicate or make or distribute copies of, the Software or any portion thereof, or assign or transfer (electronically or otherwise) copies of the Software from one computer or file server to another, if the result would be that the Software enclosed herein could run on more than one computer. The Registered User may not rent, lease, sell, loan or sublicense access to the Software. The Registered User may not decompile, reverse engineer, or disassemble the Software. The Registered User can make one back-up copy of the Software, provided that such back-up copy itself is not installed or used. The Registered User may not modify the Software or create derivative works based upon the Software.

Kit Plugins will make available the Software for download at varying fees including, in some cases, for free. Its first release, the Burier Plugin, is available for download for no charge, in exchange for setting up an Account, becoming a Registered User, and agreeing to receive information, marketing materials and related content from us at the email address you provide when you create your Account. Subsequently released Software may be available for a one time price and/or by subscription. All Registered Users are bound by the terms of the Privacy Policy and Terms of Use, including but not limited to these Software License terms, regardless of whether you received the Software at no charge, paid a onetime fee, or purchased a subscription.

The Registered User agrees and acknowledges that: (i) these Terms of Use confer only a limited License to access and use the Software for the limited purposes set forth herein; (ii) as between it and Kit Plugins, all rights in the Software, including but not limited to all intellectual property rights, are owned by Kit Plugins; (iii) the Software is copyrighted and may not be reproduced without Kit Plugins’ permission; and, (iv) the algorithms, concepts, procedures and processes contained in the Software are confidential and the Software contains proprietary information, including but not limited to trade secrets, which the Registered User agrees to maintain in confidence and treat accordingly. The License granted herein is effective until terminated.

The License granted herein is effective until terminated. The License shall automatically terminate upon the earlier of (a) notice by Kit Plugins to you that there is a breach of the Terms of Use, including but not limited to a breach of the terms of the License; (b) written termination of this License by Kit Plugins; (c) the nonpayment when due of any outstanding monies owed by the Registered User to Kit Plugins; (d) the termination of your rights to use the Software.

User Conduct

In connection with your use of the Website, Services and Software, you may not and you agree that you will not use manual or automated software, devices, scripts, robots, backdoors or other means or processes to access, "scrape," "crawl" or "spider" any Website pages;

use the Website, Materials or Software for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Kit Plugins endorsement, partnership or otherwise misleads others as to your affiliation with Kit Plugins;

dilute, tarnish or otherwise harm the Kit Plugins brand in any way, including through unauthorized use of the Materials, Website, Software, registering and/or using Kit Plugins or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Kit Plugins domains, trademarks, taglines, promotional campaigns or Materials;

copy, store or otherwise access or use any information contained on the Website or Software for purposes not expressly permitted by these Terms;

infringe the rights of Kit Plugins or the rights of any other person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;

interfere with or damage the Website, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, backdoors, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;

"stalk" or harass any other user of our Website, or collect or store any personally identifiable information about any other user;

impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;

engage in disruptive, circumventive, abusive or harassing behavior in any area or aspect of our Website.

Kit Plugins has the right to investigate and prosecute violations of any of the above to the fullest extent of the law and execute the applicable consequences as per the result of any legal procedure. In addition, and as set in these Terms, Kit Plugins may take a range of actions against you, including but not limited to deactivating or canceling your account, for a violation of this Section or these Terms.

Termination and Cancellation

Kit Plugins may terminate or suspend your Account, and/or your access to the Website and Services at any time, for any reason, at Kit Plugins’ sole discretion, subject to your rights under the license to the Software granted herein. If you or we terminate your Account, the Terms of Use remain in effect after your access to the Website and Services is terminated, or your use of the Services ends.

Links

The Website may contain links to other applications, websites and social media features (collectively, “websites”) that are not controlled and/or maintained by us. Access to and use of such other websites is at your own risk and subject to any Terms of Use and Privacy Policies which govern such websites. By providing such links, Kit Plugins shall not be deemed to endorse, recommend, approve, guarantee or introduce any third parties or their services or products, or any facts, views, advice, information, promotions and/or products found on such websites. Kit Plugins is not responsible for the content contained on any such websites, or for the failure of any product or service offered for sale or advertised on any such websites or for any damages that may result therefrom. Copyrights in the materials or information on the linked websites are owned by other organizations. Moreover, such other websites may have privacy policies or Terms of Use that differ from those of the Website and/or may provide their users with less security than the Website. We suggest reviewing terms of use on such other sites before using them.

Your Responsibilities

You must Provide an email to access and download the Software and use any services that may be available on or through the Website (“Services”).

You are responsible for maintaining the confidentiality of your password and account information, and you agree that you will restrict access to your computer to avoid disclosure of such. You further agree that you will be responsible for all activity taken under your password and/or account.

Disclaimer of Warranties

YOU AGREE THAT YOUR USE OF THE WEBSITE, SERVICES AND SOFTWARE IS AT YOUR SOLE RISK AND ACKNOWLEDGE THAT ALL INFORMATION CONTAINED ON THE WEBSITE, AND IN THE SOFTWARE AND SERVICES IS PROVIDED “AS IS” AND “AS AVAILABLE,” AND THAT WE DISCLAIM ALL WARRANTIES OR GUARANTEES, EITHER EXPRESS OR IMPLIED, AS TO THE WEBSITE, SOFTWARE, AND SERVICES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON- INFRINGEMENT. We make no representations or guarantees that the Website, Software and/or Services are compatible with your equipment or that any electronic communications sent by us or our affiliates, are error-free or will be free from loss, destruction, damage, interruption, corruption, attack, viruses, worms or other harmful, invasive or corrupted files, interference, hacking or other security intrusion, and we disclaim any liability relating thereto. You agree that we have the right to change the content or technical specifications of any aspect of the Website, Software and/or Services at any time at our sole discretion. You further agree that such changes may result in your being unable to access the Website, Software and/or Services. You further agree that we may but are not obligated to create updates for the Software that you have downloaded, and that you have no automatic rights to any such updates. We make no representations or guarantees that any updates to the Software are compatible with your equipment or are error-free or will be free from loss, destruction, damage, interruption, corruption, attack, viruses, worms or other harmful, invasive or corrupted files, interference, hacking or other security intrusion, and we disclaim any liability relating thereto.

We make no guarantees, representations or warranties that the Website, Software or Services or information available through the Website, or that the use of or result of the use of the Website, Software or Services, will be accurate, reliable, complete, current, uninterrupted or without errors.

Some of the available content, services and information may include materials that belong to third parties. You acknowledge that we assume no responsibility for such content, services or information. The content of other Site, services, goods or advertisements that may be linked to or from the Services is not maintained or controlled by us. We do not: (a) make any warranty, express or implied, with respect to the use of the links provided on or to the Website and/or Services; (b) guarantee the accuracy, completeness, usefulness or adequacy of any other Site, services or goods, that may be linked to or from the Website and/or Services; or (c) make any endorsement of any other Site, services or goods that may be linked to or from the Website and/or Services. Kit Plugins endeavors to make sure that all information and data it originates on the Site is accurate. However, Kit Plugins is not responsible for any damages or loss related to the use of this Site, the Services, or the Software.

Waiver of Claims

To the extent permitted by law, you, on your own behalf and on behalf of any related third party, employees and agents, waive and release any and all claims and rights against Kit Plugins and affiliates, parents, and successors and each of our and their employees, assignees, officers, agents and directors (collectively, the “Kit Plugins Parties”) resulting from any damage by the use of the Website and/or the Software and/or the Services.

Limitation of Liability

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL KIT PLUGINS, ITS SUBSIDIARIES OR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING FROM USE OF OR INABILITY TO USE THE WEBSITE, SERVICES AND/OR THE SOFTWARE, INCLUDING THOSE CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OF TRANSMISSION, COMPUTER VIRUS OR LINE FAILURE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE WEBSITE, SERVICES, AND/OR SOFTWARE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF KIT PLUGINS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY SERVICES OR SOFTWARE MADE AVAILABLE OR OBTAINED THROUGH THE USE OF THE SITE, AND ALL OTHER USE OF THE SITE, SOFTWARE AND SERVICES, IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY LOSS THAT RESULTS THEREFROM. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS AND LIMITATIONS MAY OR MAY NOT APPLY TO YOU. TO THE EXTENT PERMITTED BY LAW, OUR AGGREGATE LIABILITY FOR DAMAGES IN CONNECTION WITH THE WEBSITE, SERVICES AND THE SOFTWARE WILL NOT BE GREATER THAN THE AMOUNT YOU PAID TO ACCESS THE SERVICES OR SUBSCRIBE TO THE SOFTWARE OR OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

Indemnification

You agree to indemnify, defend and hold Kit Plugins, our subsidiaries, affiliates, third-party vendors, directors, officers, employees and agents harmless, including costs, liabilities and legal fees, from any and all claims or demands made by any third party arising out of or relating to: (i) your access to or use of the Website, Software and/or Services; (ii) your violation of any third-party right, including, without limitation, any copyright, property or privacy right; or (iii) any breach by you or your affiliates, employees, agents and representatives of the Terms of Use. We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate in such defense. You agree not to settle any matter in which you have indemnity obligations without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it. You agree that your representations and warranties, and your obligation to indemnify Kit Plugins, shall survive beyond any term for which these Terms of Use are in effect.

Interpretation of the Terms of Use

If any part of the Terms of Use is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations contained herein, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the Terms of Use shall continue in effect. Unless otherwise specified herein, the Terms of Use and the Privacy Policy constitute the entire agreement between you and Kit Plugins with respect to the Services and the Software.

Kit Plugins is not responsible for any damages or loss related to your reliance on any outdated version of these Terms of Use, including, but not limited, to any outdated version of our Privacy Policy.

Electronic Communications

When you communicate with Kit Plugins electronically, via email or otherwise, you consent to receive electronic communications from Kit Plugins. You agree that all communications (including, but not limited to all notices, agreements and disclosures) provided to you electronically by Kit Plugins satisfy any legal requirement that such communication be in writing.

With respect to all communications you make to Kit Plugins directly and/or through the Website, including but not limited to feedback, questions, comments, suggestions and the like: (i) you shall have no right to confidentiality in your communications and Kit Plugins shall have no obligation to protect your communications from disclosure; (ii) Kit Plugins shall be free to reproduce, use, publish, display, disclose and distribute your communications to others without limitation; and (iii) Kit Plugins shall be free to use any ideas, concepts, know-how, information, data content or techniques contained in your communications for any purpose whatsoever, including but not limited to the development, production and marketing of products and services that incorporate such information.

Acquisition of Business

In the event that Kit Plugins and/or any of its affiliated entities is involved in a merger, acquisition, consolidation, restructuring, reorganization, liquidation, sale or similar transaction relating to any portion of its business and/or assets, you hereby acknowledge and agree that this Website, all data collected on or through this Website, the Software and all rights of Kit Plugins and its affiliated entities hereunder may be included in the assets of, and/or transferred pursuant to, such transaction. If that occurs, Kit Plugins will post a notice to such effect on the Website.

If you have any questions concerning this Website or any of the policies set forth in these Terms of Use, you can contact to us at info@kitplugins.com.

Kit Plugins values intellectual property and respects the intellectual property rights of others, and will remove materials on its Website that infringe the copyrights of others. If you believe that your copyrighted material has been infringed by material contained on this Site, you may notify Kit Plugins in writing as follows: Electronic Mail Address: info@kitplugins.com. In your notice, you must include the following:

a physical or electronic signature of the owner of an exclusive right that is being infringed or of a person authorized to act on behalf of such owner;

identification of the copyrighted work(s) that is (are) allegedly being infringed;

identification of the materials that are causing the infringement and that are to be removed, along with sufficient information to allow us to locate such materials;

contact information (i.e., name, address, email address) sufficient to enable us to contact you;

a statement to the effect that you have a good faith belief that the complained of use of the material was not authorized by the owner of the copyright, its agent or the law; and

a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of the exclusive right that is allegedly being infringed.

Export Controls

Software from or related to this Website (the “Website Software”) may be subject to US export controls or the export controls of other countries from where you access the Site. No Website Software may be downloaded from the Site or otherwise exported or re-exported in violation of US or other countries' export laws, as applicable.

Disputes and Governing Law

Use of this Website, the Services and Software and these Terms of Use shall be governed by the laws of the State of New York of the United States of America, without regard to its conflict of law provisions. In the event that any portion of these Terms of Use are deemed unenforceable, unlawful or void by a tribunal of competent jurisdiction, in any jurisdiction for any reason, unless narrowed by construction, such portion of these Terms of Use shall, for purposes of such jurisdiction only, be construed as if such invalid, prohibited or unenforceable portion had been more narrowly constructed so as not to be invalid, prohibited or unenforceable (or if such provision cannot be drawn narrowly enough, the tribunal making any such determination shall have the power to modify such portion of these Terms of Use to the extent necessary to make such portion of these Terms of Use enforceable in such jurisdiction, and such portion shall then be applicable in such modified form in such jurisdiction). If, notwithstanding the foregoing, any such portion of these Terms of Use would be held to be invalid, prohibited or unenforceable in any jurisdiction for any reason, such portion, as to such jurisdiction only, shall be ineffective to the extent of such invalidity, prohibition or unenforceability, without invalidating the remaining provisions set forth in these Terms of Use. No narrowed construction, modification or invalidation of any portion of the Terms of Use shall affect the construction, validity or enforceability of such portion in any other jurisdiction. No waiver by Kit Plugins of any term or condition of these Terms of Use shall be deemed a further or continuing waiver of such term or condition or of any other term or condition, and Kit Plugins’ failure to assert any right or demand compliance with any provision of these Terms of Use shall not be deemed to constitute a waiver of any such right or provision.

Except where prohibited by law, as a condition of your acceptance of these Terms of Use and/or accessing and/or using this Site and the Software, you agree that (1) any and all disputes and causes of action arising out of or connected with this Site and/or the Software shall be resolved individually, without resort to any form of class action, and exclusively by final and binding arbitration in New York within one year from the date that the cause of action arose (or, if multiple cause of actions are involved, from the date that the first cause of action arose), with such arbitration conducted pursuant to the then prevailing rules of the American Arbitration Association; and (2) judgment upon such arbitration award may be entered in any court having jurisdiction. To the fullest extent permitted by law, no arbitration brought pursuant hereto shall be joined to any other action or arbitration.

Except as otherwise provided, agreeing to these Terms of Use as regards arbitration constitutes a waiver of your right to litigate claims and all opportunity to be heard by a judge or jury. There is no judge or jury in arbitration, and court review of an arbitration award is limited.

To the fullest extent permitted at law, under no circumstances will you be permitted to obtain an award for, and by accessing and/or using the Site and the Software you waive all rights to claim, punitive, incidental, consequential or any other damages (including multiplied and/or increased damages and/or attorneys' fees and court costs) for, any dispute or cause of action that you may have that relates in whole or part to this Website, Software, the Services and/or the Materials. Notwithstanding anything to the contrary set forth in these Terms of Use or otherwise, your recovery with respect to any and all claims, judgments, and awards for which you are entitled shall, to the fullest extent permitted at law, be limited to your actual out-of-pocket costs incurred, excluding attorneys’ fees and court costs.

Notwithstanding anything to the contrary set forth in these Terms of Use, Kit Plugins may at any time seek injunctive or other appropriate relief against you and/or against others, in any state or federal court in the state of New York and/or in any other court chosen by Kit Plugins, in the event that Kit Plugins believes that there is a violation, or a threatened violation, that has jurisdiction of any of Kit Plugins’ intellectual property rights and, in such case, you hereby consent to the exclusive jurisdiction and venue of such court.