SoundID, SoundID Listen, SoundID Reference, SoundID Reference for Headphones, SoundID Reference for Speakers & Headphones, SoundID Reference for Multichannel, SoundID Reference Measure, SoundID Reference plugin, Sonarworks Reference 4, Reference 4 Systemwide, Reference 4 Measure, Reference 4 plugin, SoundID VoiceAI

Sonarworks

End-User License Agreement

This End-User License Agreement (“EULA”) is a legal agreement between you (either an
individual or a legal entity) and SIA “Sonarworks” (a limited liability company registered in the Republic of Latvia with its registered office at Šmerļa iela 3, Riga, LV-1006, Latvia)
(“Sonarworks”). This EULA applies to Sonarworks’ software products listed at the top of this EULA and all associated software components (“Software”).
BY ACCESSING, INSTALLING, COPYING, AND OTHERWISE USING THE SOFTWARE, YOU
ARE ACCEPTING AND AGREEING TO THIS EULA ON BEHALF OF YOURSELF OR THE
ENTITY YOU REPRESENT. YOU REPRESENT AND WARRANT THAT YOU HAVE THE
RIGHT, AUTHORITY, AND CAPACITY TO ACCEPT AND AGREE TO THIS EULA ON BEHALF OF YOURSELF OR THE ENTITY YOU REPRESENT. YOU REPRESENT THAT YOU ARE OF SUFFICIENT LEGAL AGE IN YOUR JURISDICTION OR RESIDENCE TO USE OR ACCESS THE SOFTWARE AND TO ENTER INTO THIS EULA. IF YOU DO NOT AGREE TO ANY OF THE TERMS OF THIS EULA, SONARWORKS DOES NOT GRANT YOU A LICENSE TO THE SOFTWARE. IN SUCH AN EVENT, YOU MAY NOT INSTALL, COPY, OR OTHERWISE USE THE SOFTWARE, AND YOU MUST CEASE ACCESS TO OR USE OF THE SOFTWARE IF YOU HAVE STARTED TO USE IT.
This EULA gives you specific legal rights, and you may also have other legal rights in addition, which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under this EULA will not apply to the extent prohibited by applicable law. Some jurisdictions do not allow the exclusion of implied warranties or the exclusion or limitation of incidental or consequential damages or other rights, so those provisions of this EULA may not apply to you.
 

1. Grant of License

 

Trial (Evaluation) License. 

You are licensed to use the Software without charge (“Trial”) on a non-exclusive, personal, non-transferable, revocable, and limited evaluation basis for the term
indicated on our website www.sonarworks.com (“Trial Period”). You must purchase a license to continue to use the Software after the Trial Period. If you continue to use the Software after the Trial Period without paying the license fee, you will be using the Software on an unlicensed and unauthorized basis. Sonarworks maintains the right to change the Trial Period without notification and without redemption of any costs to users of the Trial.

Paid (Perpetual) License. 

After you have purchased a license for the Software and have received a license activation key enabling you to activate the Software, you are licensed on a non-exclusive, personal, non-commercial, non-transferable (except as expressly provided below), revocable license to use the Software simultaneously on the number of devices that your license type permits (“Activation Seats”).
You may transfer your license between your devices (i.e. deactivate the Software on one device and activate it on another one) using the Sonarworks user account system
(“User Account”). If you have reached the deactivation limit set by Sonarworks and need to transfer your license, you can do so by contacting the Sonarworks Support Team (“Support Team”).

2. Ownership

The Software and all worldwide copyrights, trade secrets, and other intellectual property rights therein are the exclusive property of Sonarworks and its licensors. Sonarworks and its licensors reserve all rights in and to the Software not expressly granted to you in this EULA. The Software (and all copies thereof) is licensed to you, not sold, under this EULA. There are no implied licenses in this EULA. You acknowledge that no title to the intellectual property in the Software is transferred to you. You further acknowledge that title and full ownership rights to the Software will remain the exclusive property of Sonarworks and you will not acquire any rights to the Software except as expressly set forth in this license. You agree that any copies of the Software will contain the same proprietary notices that appear on and in the Software.
All suggestions or feedback provided by you to Sonarworks with respect to the Software shall be Sonarworks’ property.

3. Restrictions

You agree not to, and you will not permit others to, (a) modify, decompile, disassemble or otherwise attempt to derive the source code or any other information from the Software, make derivative works of, reverse-compile or reverse-engineer any part of the Software (except to the extent that applicable laws specifically prohibit such restriction for interoperability purposes, in which case you agree to first contact Sonarworks and provide Sonarworks an opportunity to create such changes as are needed for interoperability purposes) or (b) license, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Software or the license or make the Software or license available to any third party, except for an authorized license transfer as described in Section 4 of this EULA, or (c) copy or duplicate the Software in whole or in part, except to make one copy of the Software for backup or archival purposes, and (d) extract, reproduce, publish or publicly distribute headphone or speaker profiles or measurements from the Software, or (e) publish or publicly distribute any serial numbers, license activation keys, license upgrade codes, passwords, or other end-user-specific registration information that would allow a third party to activate the Software without a valid license, or (f) include the Software in any new compilations or redistribute the Software in any electronic format or otherwise without prior written consent of Sonarworks, or (g) copy or use the Software for any purpose other than as permitted in Section 1 of this EULA, or (h) use any portion of the Software on any device other than the ones where the Software is activated on, or (i) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Software.
You may not disclose any information, including information on Software features and/or the results of any performance or functional evaluation of the Software, to any third party without prior written approval from Sonarworks for the Software versions that have not been publicly released by Sonarworks. The licenses granted to you in this EULA for the Software are conditioned upon your compliance with the terms and conditions of this EULA, including, without limitation, payment of license fees, except for the Trial (Evaluation) License. Sonarworks reserves all rights not expressly granted to you in this EULA.

4. License Ownership Transfer

If you wish to transfer the ownership of your license to another person or entity, you and the new owner shall contact the Support Team to initiate the process, receive Sonarworks’ consent and fulfill any other conditions required by Sonarworks. You remain responsible for the use of the license unless you have received Sonarworks’ consent for the license ownership transfer. Upon completion of the license ownership transfer, your license is automatically terminated and a new license is issued to the new owner.
Sonarworks may not grant or may withhold consent to the license ownership transfer if the transfer or use of the Software by you or the new licensee is against the law, this EULA, or other terms and conditions of Sonarworks.
The use of the Software by the new licensee is governed by this EULA.

5. Open Source

Certain items included with the Software are subject to “open source” or “free software” licenses (“Open Source Software”). Some of the Open Source Software is owned by third parties. The Open Source Software is not subject to the terms and conditions of this EULA. Instead, each item of the Open Source Software is licensed under the terms of the end-user license that accompanies such Open Source Software. Nothing in this EULA limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable end-user license for the Open Source Software. If required by any license for particular Open Source Software, Sonarworks makes such Open Source Software, and Sonarworks’ modifications to that Open Source Software, available by written request to the Sonarworks Support Team.

6. Term and Termination

This EULA and the license granted hereunder are effective from the date you first agree to the EULA or receive a license activation key, or install or otherwise use the Software (whichever is sooner), and shall remain effective until (a) the expiration of the Trial (Evaluation) License or (b) termination initiated by you or Sonarworks as described in this Section, or (c) a license ownership transfer takes place as described in Section 4 of this EULA.
You may terminate this EULA and, accordingly, the license at any time by contacting the
Sonarworks Support Team with a termination request. The license and this EULA are considered to be terminated for you only upon receiving a termination notice from Sonarworks.
Sonarworks may immediately terminate this EULA if you fail to comply with the provisions of this EULA, any other Sonarworks terms and conditions, including, without limitation, payment of license fees, or applicable law.
Upon termination or expiration of this EULA: (a) the license granted to you by this EULA will immediately terminate and cease, and (b) you must immediately and permanently uninstall the Software and delete all copies of the Software from your device or systems regardless of the manner in which you obtained the Software, and (c) you must destroy or return (at our option) all copies of the Software and documentation in your possession or control.

7. Data Processing

During the process of (a) User Account registration and management, (b) license registration, upgrading, and management, (c) downloading, installing, activating, updating and using the Software, and (d) when technical support is provided, Sonarworks may collect and use technical information and your personal data.
When you activate the Software online, authentication information will be stored on your
hardware device to link the Software to your User Account and enable the Software to obtain information related to your license.
Sonarworks may track and collect information about your Software usage (“Usage Data”), and aggregate such Usage Data in usage reporting. You may request the anonymization of your Usage Data by contacting the Support Team. If you continue to use the Software, your Usage Data will be collected. By using the Software, you consent to the collection of your Usage Data.
Further information about the processing of data by Sonarworks can be found in the
Sonarworks Privacy Policy (https://www.sonarworks.com/privacy).

8. Warranty Disclaimer

Notwithstanding anything to the contrary, and to the maximum extent permitted by applicable law, Sonarworks provides the Software on an “as is” basis, and disclaims all warranties and conditions, whether express, implied, or statutory, including the warranties of merchantability, fitness for a particular purpose, accuracy, quiet enjoyment, accuracy, and non-infringement of third-party rights.
Sonarworks does not guarantee any specific results from the use of the Software. Sonarworks makes no warranty (a) against interference with your enjoyment of the Software, (b) that the functions contained in the Software will meet your requirements, (c) that the operation of the Software will be uninterrupted or error-free, free of viruses or other harmful code, or (d) that defects in the Software will be corrected. No oral or written information or advice given by Sonarworks or an authorized representative of the Sonarworks shall create a warranty.
You expressly acknowledge and agree that the use of the Software is at your own risk and responsibility. In no event shall Sonarworks be liable for any claim, loss, damages, or other liability, whether in an action or contract, tort or otherwise, arising from, out of, or in connection with the Software or the use or other dealings in the Software.
Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the above exclusion and limitations may not apply to you.
 

9. Limitation of Liability

To the maximum extent permitted by applicable law, in addition to the above warranty
disclaimers, in no event shall Sonarworks or its suppliers or any of its licensors, directors, officers, employees, or affiliates of any of the foregoing be liable to you for any consequential, exemplary, special, incidental, or indirect damages of any kind (including, without limitation, damages, lost data or lost profit), arising from or relating to the delivery, performance, or use of or inability to use the Software, or the provision of or failure to provide support services, even if Sonarworks has been advised of the possibility of such damages. 
Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages) Sonarworks’ entire liability under any provision of this EULA and your exclusive remedy for any claim, weather in contract, tort or any other theory of liability, shall be limited to and shall not exceed the amount actually paid to Sonarworks by you for the Software or replacement of the Software with product(s) of comparable retail value, as Sonarworks may elect in its sole discretion.
This EULA sets out the full extent of Sonarworks’ obligations and liabilities with regard to the supply of the Software. Except as expressly stated in this EULA, there are no conditions, warranties, representations, or other terms, express or implied, that are binding on Sonarworks.
Any condition, warranty, representation, or other term(s) concerning the supply of the Software which might otherwise be implied into, or incorporated in, this EULA, whether by statute, law or otherwise (including any warranties of performance or fitness for a particular purpose), are excluded to the fullest extent permitted by law.

10. Your Responsibilities

 

You agree to immediately notify Sonarworks in writing of any misuse, misappropriation, or unauthorized use, disclosure, display, or copying of the Software that may come to your attention. In addition, you agree to defend, indemnify and hold Sonarworks, its suppliers, and any of its licensors, directors, officers, employees, or affiliates of any of the foregoing harmless from any and all claims resulting from or arising out of your use of the Software or breach of this EULA.

11. Governing Law and Jurisdiction

This EULA and any claim, dispute, action, cause of action, issue, or request for relief relating to this EULA, shall be governed by the laws and regulations of the Republic of Latvia without giving effect to any conflicts of law principles that require the application of the laws of a different jurisdiction. The provisions of the United Nations Convention on Contracts for the International Sale of Goods are not applicable.
Any action or proceeding relating to this EULA must be brought in the Riga Regional Court (the Republic of Latvia), and each party irrevocably submits to the jurisdiction and venue of any such court in any such claim or dispute, except that Sonarworks may seek injunctive relief in any court having jurisdiction to protect its intellectual property.
If you are a consumer, this choice of law applies to you only insofar as the protection afforded is not withdrawn by mandatory provisions of the laws of the country in which you have your habitual residence.

12. Export Compliance

The Software and related technology may be subject to U.S. export control laws and to export or import regulations in other countries. You agree to strictly comply with all such laws and regulations and acknowledge that you have the responsibility to obtain authorization to export, re-export, or import the Software and related technology, as may be required. You will indemnify and hold Sonarworks harmless from any and all claims, losses, liabilities, damages, fines, penalties, costs, and expenses (including attorney fees) arising from or relating to any breach by you of your obligations under this section.

13. Miscellaneous

This EULA is the complete agreement between Sonarworks and you and supersedes all prior agreements, oral or written, with respect to the subject matter hereof.
Neither the rights nor the obligations arising under this EULA are assignable by you, and any such attempted assignment shall be void and without effect.
If any provision of this EULA is unenforceable, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will remain in full force and effect.
All waivers by Sonarworks will be effective only if in writing. Any waiver or failure by Sonarworks to enforce any provision of this EULA on one occasion will not be deemed a waiver of future enforcement of that or any other provision.
The headings of Sections of this EULA are for convenience and are not to be used in
interpreting this EULA.
Sonarworks reserves the right, at any time and from time to time, to update, revise, supplement, and otherwise modify this EULA, and to impose new or additional rules, policies, terms, or conditions on your use of the Software. Such updates, revisions, supplements, modifications, and additional rules, policies, terms, and conditions (collectively referred to in this EULA as “Additional Terms”) will be effective immediately and incorporated into this EULA. Your continued use of the Software following the implementation of such Additional Terms will be deemed to constitute your acceptance of any and all such Additional Terms. All Additional Terms are hereby incorporated into this EULA by this reference.

Any notice to you may be provided by email to the address that you registered with Sonarworks.

 

If you have questions regarding this EULA, please contact the Sonarworks Support Team at this email address: support@sonarworks.com.

The EULA was last updated on March 28, 2024.