Last updated September 28, 2020.
Replaces all prior versions.
This Krilloud License Agreement (this "Agreement") is a binding agreement between Krill Audio S.L. ("Krill Audio") and the person or entity licensing the Krilloud Editor software published by Krill Audio. This Agreement governs Your use of the Krilloud Editor software published by Krill Audio (the "Krilloud Editor").
IMPORTANT: CAREFULLY READ ALL TERMS AND CONDITIONS OF THIS AGREEMENT PRIOR TO INSTALLING THE KRILLOUD EDITOR. BY INSTALLING AND USING THE KRILLOUD EDITOR, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE KRILLOUD EDITOR.
BY INSTALLING, DOWNLOADING OR USING THE SOFTWARE “KRILLOUD”, YOU (“YOU” OR “CUSTOMER”) ARE ENTERING INTO A BINDING AGREEMENT WITH KRILL AUDIO S.L. (“KRILL AUDIO”) AND AGREE TO BE BOUND BY THESE TERMS OF Software, WHICH MAY ALSO INCORPORATE BY REFERENCE OTHER THIRD PARTY TERMS (COLLECTIVELY “TERMS”).
IF YOU DO NOT AGREE TO ALL OF THE TERMS, DO NOT DOWNLOAD OR USE THE SOFTWARE. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER ENTITY, YOU REPRESENT THAT YOU ARE THE EMPLOYEE OR AGENT OF SUCH COMPANY (OR OTHER ENTITY) AND YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF SUCH COMPANY (OR OTHER ENTITY).
1. Registration and Account Information.
Customer must register and create an account with Krill Audio as a condition to using the Software. In order to register with Krill Audio, Customer must:
2. Grant of Rights
2.1 Subject to these Terms, Krill Audio hereby grants to Customer, and Customer hereby accepts, a limited nonexclusive, nontransferable, nonassignable right during the Term to use the software solely for Customer’s personal or internal business purposes and solely for its intended purpose.
The Software is licensed for installation and use only in the manner it was provided to you, as configured by an automated installation program provided with the Software. You may not separate the components contained in the Software or otherwise reconfigure the Software to circumvent technical limitations on the use of the Software or to otherwise exceed the scope of your license.
2.3 Reserved Rights.
The Software involves valuable proprietary rights of Krill Audio and its Third Party Licensors. No title to or ownership of the Software or any proprietary rights associated therewith is transferred by these Terms to Customer or any third party. All rights not expressly granted in these Terms are reserved by Krill Audio and its Third Party Licensors.
2.4 General Restrictions and Limitations.
Customer may not license, sublicense, sell, resell, rent, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Software, or any portion or component thereof, or any rights granted in these Terms, except as expressly permitted herein and subject to the terms set forth in these Terms. Unless otherwise restricted by law, Customer may not reverse engineer, disassemble, or decompile the Software or otherwise attempt to discover the source code of the Software.
Customer may not:
3.1 Use of Personal Information
Krill Audio uses the personal data to create accounts and allow users to register their products, to process transactions, to operate and optimize our Services, to provide you with a safe, smooth, efficient and customized experience, to fulfill specific requests and to send its customers other account-related information.
In addition, the personal data provided to Krill Audio will allow it to send the users messages regarding, among other things, updates, new products, features, enhancements, special and promotional offers, upgrade opportunities and events of interest.
Krill Audio may also use personal data to:
3.2 Collection Of Personal Information
The type of personal data collected in accordance with the Service may vary depending on the activity and may include:
Krill Audio may also receive public information from third parties in connection with market and demographic studies and/or data that Krill Audio may use to supplement personal information provided directly by the customer.
Krill Audio may send periodic emails. The email address Users provide for order processing will be used only to send them information and updates pertaining to their order or to respond to their inquiries, requests or questions. Users who decide to opt into Krill Audio’s mailing list will receive emails that may include company news, updates, related product or service information, etc. Users who wish unsubscribe from the list may do so at any time by following the detailed instructions found at the bottom of each email they receive from Krill Audio.
Krill Audio will not retain personal data for longer than is necessary for our business purposes or for legal requirements.
In addition to the direct Service, Krill Audio uses personal information that people voluntary provide to:
In all cases of data access and collection, the information provided will not be disclosed, rented, loaned, leased, sold, or otherwise voluntarily distributed to unaffiliated third parties and will be used solely for the purpose stated herein.
3.3 Cross-Border Transfer, Processing and Storage of Personal Data
As part of its international operations, Krill Audio may transfer personal data to its Affiliates from time to time for our legitimate business purposes.
Krill Audio transfers personal data to a third country only if the controller or processor has provided appropriate safeguards, and on condition that enforceable data subject rights and effective legal remedies for data subjects are available.
Personal data collected may also be processed by Krill Audios' employees operating outside of the UE or one of its Affiliates or vendors. This staff may be engaged in processing transactions and payment details or provisioning support services. Krill Audio vendors are carefully vetted through a vendor assessment procedure and are legally committed to comply with relevant regulations.
3.4 Sharing Information with Third Parties
Krill Audio does not share personal information with third parties for their direct marketing purposes unless upon specific consent to such disclosure.
Krill Audio may pass Personal Information to third parties who help Krill Audio to maintain, administer or develop the site, such as sending out newsletters or surveys. Krill Audio may share Users’ information with such third parties, for those limited purposes, for a limited time and only subject to Users’ permission.
Krill Audio discloses Personal Information to third parties only if they have satisfactory measures to protect Personal Information.
3.5 Children’s Privacy
Krill Audio is committed to protecting the privacy needs of children and encourage parents and guardians to take an active role in their children’s online activities and interests. Krill Audio does not knowingly collect information from children under the age of 13 without their parents' or guardians’ consent. Krill Audio relies upon the accuracy of information provided by the controller to determine age.
Private data is collected and processed by Krill Audio only upon specific consent of the data subjects, unless another legal basis applies.
3.7 Accurate Records
Krill Audio maintains accurate customer records. Data subjects may request to modify their Personal Information at any time by submitting a request through the support portal.
3.8 Deletion of Personal Information
Krill Audio supports the Data subjects' "Right to be forgotten". Data subjects may request to remove their Personal Information at any time by submitting a request through the support portal. Krill Audio may be required to retain some information for legal or other reasons as follows:
To manage the information Krill Audio receives about its users from social networks like LinkedIn, users will need to follow the instructions at the relevant sites for updating your information and changing your privacy settings.
3.9 Protecting your Information
Krill Audio follows appropriate data collection, storage and processing practices and suitable security measures in order to protect against unauthorized access, alteration, disclosure or destruction of your personal information, username, password, transaction information, and all other data stored on our Site.
Sensitive and private data exchange between the Site and its Users happens over a secured SSL communication channel and is encrypted and protected with digital signatures.
4. Intellectual Property Ownership
4.1 Krill Audio Rights
As between the parties, Krill Audio and its Third Party Licensors own all right, title and interest in and to the Software, including, without limitation, all proprietary processes and technologies relating thereto, and all intellectual property rights therein, including, without limitation, all modifications, updates and derivative works relating to the Software. All suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by Customer or any third party to Krill Audio related to Krill Audio, Krilloud or any of Krill Audio’s other products or Softwares (collectively referred to as “Contributions”), shall be owned by Krill Audio, Customer shall not be entitled to any compensation in connection therewith, and Customer hereby assigns to Krill Audio all intellectual property rights and other rights in or to any and all Contributions. The Krill Audio name and logo, and any other trademarks or Software marks used by Krill Audio in connection with the Software are trademarks of Krill Audio, and no right or license is granted to use them. Except as expressly set forth herein, no additional license, grant, or working right is granted or implied by these Terms.
The Services may contain code, commonly known as open source software, that is distributed under any of numerous known variations of open source license conditions, including conditions that allow free distribution and modification of the source code of the relevant software and / or or that require all resellers to freely make such source code freely available upon request, including contributions or modifications made by such reseller (collectively, "Open Source Software"). Please note that, to the extent that the Services incorporate Open Source Software, that item is only licensed to you under the relevant license terms of the applicable third party licensor (the "Open Source License Terms"). and not by virtue of these conditions, and you accept and agree to be bound by such Open Source License Conditions. A copy of the source code of any Open Source Software contained in any of the Services as well as the relevant Open Source License Terms will be made available to you upon request.
5. Repeat Infringer Policy
Krill Audio may terminate, in appropriate circumstances and at Company’s sole discretion, account holders who are deemed to be repeat infringers. Company may also at its sole discretion limit access to the Krill Audio website and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
6. Term; Termination.
This Agreement shall become effective at the time the Customer clicks the "Agree" button which enables it to proceed with installation of the Software licensed under this Agreement (the "Effective Date") and shall continue in full force and effect unless and until the Agreement is terminated pursuant to Section 4(b) below (the "Term").
6.2 Early Termination.
This Agreement will terminate automatically without notice from Krill Audio if Customer fails to comply with any term(s) of this Agreement. In addition, Krill Audio may terminate this Agreement effective immediately upon notice, if (i) Customer is adjudged as bankrupt or has a petition presented against it in bankruptcy, and such petition is not discharged within sixty (60) days, (ii) Customer ceases to carry on its business in the normal course or disposes of the whole or a substantial part of its property or assets, other than through an acquisition or merger, or has filed for bankruptcy (assuming Customer is an entity) or (iii) Customer's use of any of the Licensed Materials would violate any intellectual property right of any third party or any term of any open source license. Krill Audio may also suspend Customer's use of any or all Licensed Materials if Krill Audio reasonably believes that Customer's use of any or all of the Licensed Materials is unauthorized until such time as Krill Audio verifies Customer's rights to use the Licensed Materials.
6.3 Obligations Upon Termination.
Upon termination of this Agreement, Customer shall cease using the Licensed Materials and shall destroy all copies of the same.
6.4 Survival. Sections 2 (except for the provisions in Section 2(a) authorizing transfer of the Licensed Materials under certain circumstances) shall survive termination of this Agreement.
7. Discontinuation or Modification of Software
Krill Audio reserves the right to modify, suspend or discontinue Krilloud at any time with or without notice, including adding, changing or removing any features or functionality.
8. Representations and Warranties
8.1 No Krill Audio Warranties.
KRILLOUD, IS PROVIDED BY Krill Audio AND ITS THIRD PARTY LICENSORS AND ACCEPTED BY CUSTOMER “AS IS” AND “WITH ALL FAULTS, DEFECTS AND ERRORS.” Krill Audio MAKES NO WARRANTY, EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, REGARDING THE SOFTWARE PROVIDED IN CONNECTION THEREWITH, INCLUDING WITHOUT LIMITATION THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, PERFORMANCE, AVAILABILITY, SECURITY, ACCURACY OR COMPLETENESS OF KRILLOUD OR ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER KRILL AUDIO NOR ITS THIRD PARTY LICENSORS SHALL HAVE ANY LIABILITY FOR ANY ERROR, OMISSION OR DEFECT IN KRILLOUD , ANY INABILITY TO USE THE SOFTWARE OR ANY LOSS OF CUSTOMER CONTENT, DATA OR OTHER DAMAGE TO CUSTOMER AS A RESULT OF THE USE OF THE SOFTWARE. WITHOUT LIMITING THE FOREGOING, NEITHER KRILL AUDIO NOR ITS THIRD PARTY LICENSORS REPRESENT OR WARRANT THAT (A) THE SOFTWARE SHALL BE COMPATIBLE WITH ANY PARTICULAR CUSTOMER PLATFORM, SOFTWARE OR INTERFACES, OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA; (B) THE SOFTWARE SHALL MEET CUSTOMER’S REQUIREMENTS OR EXPECTATIONS OR ACHIEVE ANY PARTICULAR RESULTS; (C) ANY STORED DATA SHALL BE ACCURATE OR RELIABLE; (D) MINOR ERRORS OR DEFECTS SHALL BE CORRECTED; (E) THAT THE SOFTWARE SHALL BE UNINTERRUPTED OR ERROR-FREE; OR (F) THE SOFTWARE OR THE SERVERS THAT MAKE THE SOFTWARE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
8.2 Customer Responsibility.
Customer assumes full responsibility for
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL KRILL AUDIO OR ITS THIRD PARTY LICENSORS BE LIABLE TO CUSTOMER OR ANY OTHER THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF DATA, LOST REVENUES, LOST BUSINESS OPPORTUNITIES OR OTHER ECONOMIC ADVANTAGE, FOR ANY CAUSE OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SOFTWARE OR THESE TERMS, EVEN IF KRILL AUDIO OR ITS THIRD PARTY LICENSORS HAVE BEEN ADVISED OR ARE OTHERWISE AWARE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL KRILL AUDIO’S OR ITS THIRD PARTY LICENSORS’ AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY CUSTOMER TO KRILL AUDIO OR ITS THIRD PARTY LICENSORS FOR THE SOFTWARE IN THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM.
10.1 Waiver; Invalidity.
The failure by either party to enforce any provision of these Terms shall not be construed as a waiver of the provision. If any provision of these Terms is held unlawful or otherwise ineffective, in whole or in part, by a court of competent jurisdiction, the remainder of these Terms shall remain in full force and effect, and the provision modified, or these Terms interpreted to the maximum extent permitted, to effect the original intent and purpose of the parties.
10.2 Force Majeure. Neither Krill Audio nor its Third Party Licensors shall be liable for any delay in performance caused by: acts of God; war or armed hostilities; government acts or priorities; strikes or labor troubles causing cessation, slowdown or interruption of work; inability, after due and timely diligence, to procure materials, systems, accessories, equipment, Internet or parts; any other cause to the extent the cause is beyond its control and not occasioned by its fault or negligence. In such event, the date for completion of the party’s performance shall be equitably extended; provided, however, that the performance of any obligation for payment of any monies owed under these Terms shall not be delayed for a period of more than thirty (30) days.
10.3 Complete Agreement.
These Terms constitute the complete and only agreement between Krill Audio and Customer regarding Krilloud and supersedes all prior understandings, communications, discussions, negotiations, contracts and agreements between Krill Audio and Customer relating to the subject matter hereof, whether oral or written. These Terms include all posted policies and provisions that are referred to in these Terms.
Krill Audio reserves the right to revise these Terms by posting the revised changes on the Krill Audio website. Revisions will be effective immediately upon posting. You will also be given notice of material updates via the Krill Audio website. By continuing to use Krilloud following any posted revision, Customer will be deemed to have agreed to such revisions. If Customer does not agree with any revisions to these Terms, Customer must cease using Krilloud and must cancel Customer’s account.
These Terms may not be assigned by Customer without Krill Audio’s prior written approval. Any purported assignment in violation of this section shall be void.
10.6 Law and Jurisdiction.
These Terms are governed by the laws of the City of Málaga, excluding any choice of laws or rules that might otherwise be applicable. The parties expressly consent to the venue and jurisdiction of the courts located in Málaga, Spain, with respect to any actions that may arise out of, or relate to, these Terms or the Software.
10.7 Export Restrictions.
Krilloud is subject to European Union export laws and regulations. You must comply with these laws, which include restrictions on destinations, end users and end use. You may not export, convey, rent, sublicense, or otherwise distribute Krilloud or any rights therein to any person or entity.
10.8 EVALUATION SOFTWARE.
If the Software is identified as a demo, evaluation, or trial version ("Evaluation Version") in the applicable user documentation, you may install and access one (1) copy of the Software for evaluation and / or demonstration purposes only. Unless you are authorized by Krill Audio, you may not use Our Software for competitive analysis or for commercial, professional or other onerous purposes. You agree that, at the end of the evaluation period, you must stop using the Software or purchase it to continue using it. If you don't pay it, your license will be canceled. Upon expiration of the evaluation period, you must immediately stop using the Evaluation Version and you must delete and destroy all electronic copies of that version, including, without limitation, all user documentation that may have been provided as part of the evaluation that is on your computer or any other computer where you have installed the Evaluation Version. Any attempt to bypass the expiration date technology will violate this EULA and will result in the immediate and automatic termination of your license to use the Evaluation Version.
SoLoud audio engine: SoLoud proper is licensed under the ZLib/LibPNG license. The code is a clean-room implementation with no outside sources used. https://sol.gfxile.net/soloud/legal.html http://sol.gfxile.net/
OGG support: The OGG support in the Wav and WavStream sound sources is based on stb_vorbis by Sean Barrett, and it's in the public domain. http://nothings.org/stb_vorbis/
The MP3 support in the Wav and Wavstream sound sources is based on dr_mp3.h by David Reid, and released under Unlicense. dr_mp3.h itself is based on minimp3 is released under CC0 public domain license.
FFT calculation is based on fftreal by Laurent de Soras, under WTFPL, which lets you do whatever you want with it.