# End-User License Agreement (EULA) of BroTools - BroTools for Maya

This End-User License Agreement (“EULA”) is a legal agreement between you and Mikhail Davydov.

This EULA agreement governs your acquisition and use of our BroTools software (“Software”) directly from Mikhail Davydov or indirectly through a Mikhail Davydov authorized reseller or distributor (a “Reseller”).

Please read this EULA agreement carefully before completing the installation process and using the BroTools software. It provides a license to use the BroTools software and contains warranty information and liability disclaimers.

If you register for a free trial of the BroTools software, this EULA agreement will also govern that trial. By clicking “accept” or installing and/or using the BroTools software, you are confirming your acceptance of the Software and agreeing to become bound by the terms of this EULA agreement.

If you are entering into this EULA agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions. If you do not have such authority or if you do not agree with the terms and conditions of this EULA agreement, do not install or use the Software, and you must not accept this EULA agreement.

This EULA agreement shall apply only to the Software supplied by Mikhail Davydov herewith regardless of whether other software is referred to or described herein. The terms also apply to any Mikhail Davydov updates, supplements, Internet-based services, and support services for the Software, unless other terms accompany those items on delivery. If so, those terms apply.

### License Grant

Mikhail Davydov hereby grants you a non-transferable, non-exclusive license to use the BroTools software (“Software”) on devices under your control, subject to the terms of this EULA and the specific License Type purchased:

A. Node-Locked License (Indie & Workstation): If you purchased a Node-Locked license, you may install the Software on multiple computers, but it may only be active and used on one (1) computer at any single time. You may transfer the active license between computers (e.g., from a workstation to a laptop) provided the license is deactivated on the previous machine first.

B. Floating License: If you purchased a Floating License, you may install the Software on any number of computers operated by your organization. You may configure access to the license server using any technical means you deem appropriate (e.g., Local Network, VPN, or Public IP). However, you are solely responsible for securing access to the license server to ensure only your employees or authorized contractors can lease a license.

Right to Suspend: If Mikhail Davydov detects that your license server is publicly accessible to unauthorized third parties or is being abused, he reserves the right to temporarily suspend your license key. The license will be reactivated once you demonstrate that the security vulnerability has been resolved.

Security & Liability: Any usage of the Software via your license server, whether authorized by you or not, counts towards your concurrent seat limit.

C. Indie vs. Workstation License Restriction: If you have purchased an “Indie” license, you represent that your annual gross revenue (or funding) does not exceed $100,000 USD. If your revenue exceeds this threshold, you must purchase or upgrade to a “Workstation” or “Floating” license.

You are permitted to load the BroTools software on a device (for example a workstation, personal computer, laptop or tablet) under your control. You are responsible for ensuring your device meets the minimum requirements of the BroTools software.

The Software can be used for commercial and/or non-commercial work for film, broadcast, advertising, video games, and other forms of multi-media.

You are not permitted to:

- Edit, alter, modify, adapt, translate or otherwise change the whole or any part of the Software nor permit the whole or any part of the Software to be combined with or become incorporated in any other software, nor decompile, disassemble or reverse engineer the Software or attempt to do any such things
- Reproduce, copy, distribute, resell or otherwise make the Software available to any third party commercially or non-commercially (except as explicitly permitted under the Floating License terms for internal organization use)
- Allow any third party to use the Software on behalf of or for the benefit of any third party
- Use the Software in any way which breaches any applicable local, national or international law
- Use the Software for any purpose that Mikhail Davydov considers is a breach of this EULA agreement
- You will not remove, delete, obscure or alter any trademark, logo, copyright, patent or other intellectual property or proprietary notices, legends, symbols or labels in the Software and/or Documentation, including any copy thereof.

### Updates and Maintenance

Mikhail Davydov is dedicated to improving the Software and may provide updates, bug fixes, or new features (“Updates”) at his discretion.

- Subscription Licenses: You are entitled to receive all Updates released during your current pre-paid subscription period. If you cancel the renewal of your subscription, your right to receive Updates and use the Software continues until the end of the billing cycle for which you have already paid.
- Perpetual/Lifetime Licenses: You are entitled to receive Updates for a period of one (1) year from the original date of purchase (“Maintenance Period”). After the Maintenance Period expires, you may continue to use the version of the Software you have installed indefinitely, but you will not be entitled to further Updates unless you purchase a license renewal or upgrade.

### Intellectual Property and Ownership

Mikhail Davydov shall at all times retain ownership of the Software as originally downloaded by you and all subsequent downloads of the Software by you. The Software (and the copyright, and other intellectual property rights of whatever nature in the Software, including any modifications made thereto) are and shall remain the property of Mikhail Davydov.

Mikhail Davydov reserves the right to grant licences to use the Software to third parties.

The Software is owned by Mikhail Davydov and is protected by copyright laws and international treaty provisions. Therefore, you must treat the Software like any other copyrighted material.

### Termination

This EULA agreement is effective from the date you first use the Software and shall continue until terminated. You may terminate it at any time upon written notice to Mikhail Davydov.

It will also terminate immediately if you fail to comply with any term of this EULA agreement. Upon such termination, the licenses granted by this EULA agreement will immediately terminate and you agree to stop all access and use of the Software. The provisions that by their nature continue and survive will survive any termination of this EULA agreement.

### Limited Warranty

The Software and Documentation are provided “as is” without any warranty as to their performance, merchantability or fitness for any particular purpose. The licensee assumes the entire risk as to the quality and performance of the software. In no event shall Mikhail Davydov or anyone else who has been involved in the creation, development, production, or delivery of this software be liable for any direct, incidental or consequential damages, such as, but not limited to, loss of anticipated profits, benefits, use, or data resulting from the use of this software, or arising out of any breach of warranty.

### Governing Law

This EULA agreement, and any dispute arising out of or in connection with this EULA agreement, shall be governed by and construed in accordance with the laws of The Republic of Georgia (Sakartvelo).