Last updated: 07 April 2025
 
This End-User License Agreement ("Agreement") is a legal agreement between you ("End User") and Theory Accelerated LLC ("Developer") concerning your access to and use of any compiled plug-ins, example HIP files, scripts, digital assets, OTLs, or HDAs (collectively referred to as the “Application").
 
By downloading, installing, or using the Application, you agree to be bound by the terms of this Agreement. If you do not agree to the terms of this Agreement, do not download, install, or use the Application.
 
License Grant
 
The Developer grants you a revocable, non-exclusive, non-transferable, and limited license to download, install, and use the Application solely for personal or commercial purposes and strictly in accordance with the terms of this Agreement.
 
Restrictions
 
Prohibited Actions
 

• License, sell, rent, lease, assign, modify, adapt, distribute, transmit, host, outsource, disclose, or otherwise commercially exploit the Application or make the Application available to any third party.

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• Reverse-engineer, decompile, disassemble, or attempt to derive the source code of the Application, except as permitted by applicable law.

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• Use the Application for any illegal, unethical, or unauthorized purpose, including but not limited to activities that violate applicable local, national, or international laws.

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• Remove, obscure, or alter any proprietary notices, trademarks, or disclaimers contained in the Application.

 
Source Code and Proprietary Information
 
This license does not grant you access to the Application's source code, proprietary information, or intellectual property. All rights not expressly granted to you under this Agreement are retained by the Developer.
 
Liability and Warranties
 
Disclaimer of Liability
 

• The Developer is not liable for any damages, including but not limited to direct, indirect, incidental, special, or consequential damages arising from the use or inability to use the Application.

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• The Developer is not liable for any damages, including but not limited to loss of data, loss of revenue, or business interruption caused by errors, bugs, or incompatibilities within the Application.

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• The Application is provided "AS IS" without warranties of any kind, whether express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement.

 
No Guarantees on Compatibility
 
The Developer does not guarantee that the Application will be compatible with future versions of third-party Digital Content Creation ("DCC") software. Compatibility is limited to DCC versions supported at the time of purchase or download. Updates to maintain compatibility are at the Developer's sole discretion.
 
Support and Education
 
The Developer is not responsible for providing support, documentation, or training on how to use the Application.
 
Ownership of Work Created Using the Application
 
You retain full ownership of any work or content created using the Application. The Developer does not claim ownership, rights, or interests in your creations, whether they are for personal, commercial, or artistic purposes.
 
License Type and Usage Restrictions
 
General License Restrictions
 
Licenses cannot be shared, sub-licensed, or reassigned to different users unless explicitly permitted by the Developer.
 
Node-Locked Licenses
 

• Can be used on two workstations simultaneously.

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• Licenses can be transferred to a new computer up to two times per calendar year. Additional transfers may be allowed at the Developer's sole discretion.

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• A maximum of two Node-Locked Licenses may be purchased by individuals, companies, or organizations with more than $500,000 USD in annual revenue.

 
Local Floating Licenses
 

• Must be hosted on a single location's local network and accessed only by devices within 100 kilometers of the license server's physical location.

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• These licenses cannot be accessed globally through the internet.

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• If using VPN software or similar tools to remotely log-in to computers on the same local network as the license server, the device used to remotely log-in must also be within 100 kilometers of the license server's physical location.

 
Global Floating Licenses
 
Can be hosted on one server and accessed from multiple locations, including remote networks.
 
License Server Restrictions
 
Both Local and Global Floating Licenses are delivered as license files locked to a specific host computer. If the host computer is changed, you must delete the previous license file upon receiving a new license file from the Developer.
 
Maintenance and Updates
 
License Maintenance Period
 

All licenses include one year of maintenance, granting access to:

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• The Application version available at the time of purchase.

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• Any versions released within 365 days after the purchase date.

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• After this period, you must renew maintenance to access future versions.

 
Definition of a New Version
 

Any change to the version number constitutes a new version, including:

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• Major updates (e.g., Axiom 3.0 → Axiom 4.0).

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• Minor updates (e.g., Axiom 3.0 → Axiom 3.1).

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• Build updates (e.g., Axiom 3.0.117 → Axiom 3.0.118).

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• Updates for compatibility with new DCC software versions.

 
Refund Policy
 
Node-Locked Licenses
 

• Refunds are available within 30 days of purchase, provided the license has not been activated.

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• Refunds are available within 30 days of renewal if there user has not updated the licenses on their devices. 

 
Floating Licenses
 

• Refunds are available within 30 days of purchase only if the license file has not been issued. Once the license file is issued, no refund will be granted under any circumstance.

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• Refunds are not available for automatic renewals as license files are issued immediately at the time of renewal. You must cancel or pause your license before the renewal date to avoid unintended charges. You can cancel or pause your license by contacting the sales@theoryaccelerated.com email address at least 1 week before your renewal date.

 
Modifications to the Application
 
The Developer reserves the right to modify, suspend, or discontinue the Application or any related service without prior notice or liability.
 
Termination
 

• This Agreement is effective until terminated by either party.

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• The Developer may terminate this Agreement at any time, with or without cause or notice.

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• You may terminate this Agreement by deleting all copies of the Application from your devices.

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• Upon termination, you must cease all use of the Application and delete all copies from your devices.

 
Severability
 
If any provision of this Agreement is deemed invalid or unenforceable, the remaining provisions shall remain in full force and effect.
 
Indemnification
 

• You agree to indemnify, defend, and hold harmless the Developer, its officers, directors, employees, contractors, affiliates, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including, but not limited to, reasonable attorneys' fees and costs) arising out of or in connection with:

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• Your use or misuse of the Application.

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• Your violation of any term of this Agreement.

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• Your violation of any third-party rights, including but not limited to intellectual property rights, privacy rights, or contractual obligations.

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• Any content or materials created using the Application that result in claims of infringement, defamation, or damages.

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• The Developer reserves the right, at its sole discretion, to assume exclusive defense and control of any claim subject to indemnification. In such a case, you agree to cooperate fully with the Developer's defense. You may not settle any claim that imposes an obligation on the Developer without prior written consent.

 
Amendments
 
The Developer reserves the right to modify or replace this Agreement at their sole discretion. Material changes will be communicated at least 30 days before taking effect, as determined by the Developer. What is considered a material change is up to the Developer’s sole discretion. 

 
Governing Law
 
This Agreement is governed by and construed in accordance with the laws of the state of Connecticut in The United States of America, without regard to its conflict of law provisions.
 
Contact Information
 
If you have any questions regarding this Agreement, please contact us at the legal@theoryaccelerated.com email address.