SUBSCRIPTION TERMS AND CONDITIONS
BY ACCESSING AND USING THE FEATURES AND CONTENT PROVIDED TO YOU WITH YOUR TRIAL ENROLLMENT IN OR PURCHASE OF A NATIVE INSRUMENTS USA, INC., FORMERLY KNOWN AS IZOTOPE, INC. (“NATIVE INSTRUMENTS USA”) IZOTOPE-BRANDED SUBSCRIPTION OFFERING (“SUBSCRIPTION”), PERMITTED SOLELY IN CONJUNCTION WITH YOUR DOWNLOAD AND USE OF NATIVE INSTRUMENTS USA SOFTWARE PURSUANT TO THE END USER LICENSE AGREEMENT (“AGREEMENT”) OF WHICH THESE TERMS FORM A PART, YOU AGREE THAT YOU HAVE ACCESSED ONLINE, READ AND SHALL BE BOUND BY NATIVE INSTRUMENTS USA’S SUBSCRIPTION TERMS AND CONDITIONS (“SUBSCRIPTION TERMS”) AS FOLLOWS:
1. Subscription Services.
a. License. As a subscriber, and subject to these Subscription Terms and your enrollment in a trial or payment of the applicable license fees (“Subscription Fees”), Native Instruments USA hereby grants to you a limited, non-exclusive, revocable and non-transferable license to access and use the exclusive subscription features and content, including, but not limited to, presets and royalty-free samples, educational tutorials and newly curated add-ons as developed (collectively, the “Subscription Services”) for the duration of your Subscription. The Subscription Services are licensed, not sold to you, and Native Instruments USA, together with its affiliates, subsidiaries, partners and licensors, retains all ownership right, title and interest therein and thereto.
b. Delivery. By accessing and using the Subscription Services, you authorize their continued delivery to you by Native Instruments USA, to your email address as provided at the time of your trial enrollment or purchase, unless notified by you otherwise, or by other electronic means for which you are provided post-trial enrollment or purchase log-in information and instructions. Native Instruments USA's collection and use of your personal information shall be in accordance with our Privacy Policy. You may unsubscribe from Subscription communications at any time; provided, however, that your doing so may impact Native Instruments USA's ability to deliver your Subscription Services promptly as released and may necessitate that you, instead, visit the Native Instruments USA subscription membership page, using the link provided to you in your confirmation at the time of trial enrollment or purchase and in subsequent welcome and service delivery communications, for access to updated features and content.
2. Third-Party Services. The Subscription Services may contain third-party software, bundled with Native Instruments USA Software, special features and educational content (collectively, “Third-Party Services”), for which you are granted a license to use by such third party. By your activation or use of such Third-Party Services, you agree to be bound by any license terms provided to you by the third party therewith. You further agree that Native Instruments USA shall have no liability to you for Third-Party Services, beyond that portion of the purchase price, if any, represented by the Third-Party Service(s) in question.
3. Ownership. The Subscription Services and all intellectual property rights therein and thereto (including copyrights, patents, trade secrets, trademarks, and trade dress) are owned by Native Instruments USA and/or its licensors and are protected by the laws of the United States and other countries and by international treaty provisions. Native Instruments USA retains all rights not expressly granted to you by these Subscription Terms. You shall not remove any product identification, trademark, copyright or other notices contained in or on the Subscription Services.
4. Restrictions on Use. You shall not, without Native Instruments USAs prior written consent, cause or permit the (a) use, copying, modification, rental, lease, sublease, sublicense, transfer or other commercial exploitation of, or other third-party access to, any element of the Subscription Services; (b) creation of any modifications of or derivative works from the Subscription Services; (c) reverse engineering of the Subscription Services; (d) gaining of unauthorized access to the Subscription Services or membership page (for example, by sharing the exclusive link provided to you with your Subscription trial or purchase); (e) interference with or disruption of the integrity or performance of the Subscription Services or the data contained therein; or (f) sending, storing or use of any infringing, obscene, threatening, libelous or otherwise unlawful or tortious material in connection with your use of the Subscription Services. Native Instruments USA reserves the right to take all steps reasonably necessary to protect the security, integrity or availability of the Subscription Services, notwithstanding anything to the contrary in these Subscription Terms.
5. Subscription Term. Your Subscription starts on the date of trial enrollment or purchase and is subject to automatic renewal, unless specified otherwise at the time of purchase. If you enroll in a free or discounted trial of any length, as may be offered by Native Instruments USA from time to time at our sole discretion, your Subscription shall continue for the length of the trial, as stated at the time of enrollment; if you purchase a monthly Subscription, your Subscription shall continue for a period of thirty (30) days from the date of your purchase; if you purchase a yearly Subscription, your Subscription shall continue for one (1) year from the date of your purchase (“Initial Term”), at which time, unless specified otherwise at the time of purchase, your Subscription shall automatically renew for successive periods (“Renewal Terms”), each equal in length to your Initial Term, or, in the case of a trial, for successive periods of one (1) month, unless and until you elect to cancel or not to renew your Subscription (“Subscription Term”), as provided for herein.
6. Subscription Fees. You agree to pay any fees due for your subscription (“Subscription Fees”) for the entirety of the Subscription Term, as indicated at the time of trial enrollment or purchase. Your Subscription, unless specified otherwise at the time of purchase shall automatically renew for the first Renewal Term at the renewal price indicated upon your enrollment in a trial or at the purchase price of the Initial Term (plus taxes and fees, less any applicable discounts) using the payment information provided by you upon the date of your trial enrollment or initial purchase; provided, however, that Native Instruments USA may change the Subscription Fees for any subsequent Renewal Term upon prior written notice to you. The Terms of Sale and Privacy Policy of Native Instruments USA's third-party payment management vendor, Digital River®, shall apply to each renewal transaction. You may elect to disable automatic renewal at any time during the Subscription Term by logging into the subscription management portal (for which personalized access information is included in your trial enrollment or purchase confirmation email), selecting your product, and then selecting the option to disable automatic renewal. Upon disabling the auto-renewal feature on your account, your Subscription Term shall expire at the end of the then-current trial or billing period. Native Instruments USA may, at its option, suspend your Subscription in the event of any incomplete or returned payment due.
7. Upgrades and Support. As a subscriber, you shall receive, in addition to our standard technical support and bug fixes for Native Instruments USA's iZotope-branded Software provided according to the Agreement, (a) Software upgrades and new features; (b) new services as developed for your trial or purchased Subscription; and (c) priority customer care by email at subscription-support@izotope.com and through live chat at https://support.izotope.com. Native Instruments USA shall not, however, be obligated to provide support to you for any third-party software included as part of a bundle with your Subscription.
8. Cancellation. While you may disable the auto-renewal feature on your Subscription account at any time to prevent subsequent renewal, as provided for in Section 6 herein, Native Instruments USA does not allow for cancellation of a purchased monthly Subscription Term mid-month. In the event, however, that you desire to cancel a yearly Subscription, you may do so at any time during the yearly Subscription Term by contacting subscription-support@izotope.com, after which Native Instruments USA shall provide you with a pro rata refund of the Subscription Fees paid to us for the then-current Initial or Renewal Term, as is the case. Your rights granted herein shall terminate as of the date of cancellation, after which time you may no longer access and use the Subscription Services.
9. Amendments. Native Instruments USA reserves the right to update, modify, revise or amend these Subscription Terms, at any time in our discretion, to reflect new features and content as well as any modifications to the delivery and function of our subscription offerings. By continuing to access or use the Subscription Services after any such changes become effective, you agree to be bound by the revised terms.
Native Instruments USA, Inc.
December 1, 2023
