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Marionette End-User License Agreement

Last updated: January 15, 2025

These terms and conditions may have changed since the last time you read them. Please read this agreement carefully before purchasing and/or downloading software from our website www.marionettexr.com.

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following
definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of this End-User License Agreement:

  • “You”, “Your” and “User” means the Licensee or the individual accessing or using the Service.
  • Agreement means this end-user license agreement.
  • Company (referred to as either “the Company”, “We”, “Us”, “Licensor”, or “Our” in this Agreement) refers to Marionette ApS, a company organized under the laws of Denmark, with the address: Maglebjergvej 6, 2800 Kongens Lyngby, Denmark.
  • Software refers to Marionette computer software for character animation, code, plugins, updates, new versions, or anything that replaces or supplements the software which are not distributed with a separate license.
  • Country refers to Denmark.
  • License Type refers to the license selections titled “Free”, “Indie”, and “Studio” or such other selections as described on our website.
  • Subscription refers to a license to You and/or Authorized Users.
  • Original Authorized User refers to the person who originally registered the account with us.
  • Authorized User refers to each invitee granted access to the software through Your registration.
  • Affiliate refers to the entity under the Original Authorized User’s control, meaning the direct or indirect power to direct the management of operation of an entity, through voting rights, contract, or otherwise.
  • Gross Revenues and Funding means without tax, costs, and other deductions. This also includes all donations
    from any and all sources as well as all earnings in regards to charity or non-profit.
  • Terms and Conditions (also referred as “Terms”) mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Software.


This Agreement constitutes a legally binding contract between You and the Company. It outlines the respective rights and obligations of all users concerning the use of the Software. It is important to note that we do not sell the Software; instead, we grant you a license to use the Software under the terms and conditions specified in this Agreement. At all times, the Company retains full ownership of the Software and all associated intellectual property rights. This means that while you are granted permission to use the Software, you do not own it, and all proprietary rights, including copyrights, patents, and trademarks, remain with the Company. By accepting this Agreement, you agree to comply with all its provisions and acknowledge the Company’s continued ownership of the Software and intellectual property.

By purchasing a Subscription, downloading the Software, or registering with us, You, the Original Authorized User, Authorized Users, and Affiliates, agree to abide by the terms and conditions outlined in this Agreement. This means
that all actions taken under these categories signify your acceptance and commitment to comply with these terms. If You, the Original Authorized User, Authorized Users, and Affiliates do not agree to these terms, you must refrain from proceeding with the purchase of a Subscription, downloading the Software, or completing the registration process.


Non-acceptance of these terms will prohibit access and use of the Software and any associated services, ensuring compliance and protection for all parties involved.

Terms and Conditions

1. System Requirements

    • The License Type specified on our website outlines the permitted scope of use for the Software. You, as the Original Authorized User, along with any Authorized Users and Affiliates, are required to meet the system requirements detailed on our FAQ page. These requirements ensure optimal performance and compatibility of the Software with your computer system. Failure to meet these specifications may result in suboptimal performance or inability to use the Software as intended.
    • Should the Software fail to operate on a computer system that meets the outlined requirements, we encourage you to contact our support team for assistance. Our team will work diligently to resolve any issues. In rare and extreme cases where the problem cannot be remedied, you may be entitled to terminate your Subscription. Upon such termination, a refund will be issued for the remaining Subscription period, reflecting our commitment to customer satisfaction and ensuring that you are not left at a disadvantage due to technical incompatibilities beyond your control.

2. Subscriptions and License Types

    • By purchasing a Subscription to the Software, an account will be automatically created with FastSpring, our authorized reseller. FastSpring shall be responsible for handling all fulfillments. Accordingly, you are required to manage your subscriptions directly through FastSpring. This process ensures that you can efficiently manage your Subscription and gain access to the full range of features provided by our Software.
    • This Agreement becomes legally binding between you and the Company upon the successful purchase of a Subscription. By completing the purchase, you agree to adhere to all the terms and conditions outlined in this Agreement, and the Company grants you the rights and responsibilities associated with your chosen License Type.
    • We reserve the right to refuse your Subscription request for any reason or without providing a reason. This discretion allows us to maintain the integrity and security of our services. Potential reasons for refusal may include, but are not limited to, suspected fraudulent activity, previous violations of our terms, or other concerns that may impact the safe and effective delivery of our Software.
    • By registering on our website and providing your details, you confirm that all information you have supplied is accurate and truthful. If we discover that any of the details provided are substantially incorrect or misleading, we reserve the right to terminate your Subscription without prior notice. This termination ensures that our services are used fairly and that all users are accountable for the information they provide. Maintaining accurate records helps us deliver better support and services to all our customers.
    • You confirm that you have reached the age of majority, as defined by the laws of your province or territory, which allows you to legally enter into this contract and be bound by its terms and conditions. This ensures that you possess the legal capacity to make such decisions and understand the obligations you are undertaking. By entering into this Agreement, you affirm that you have the necessary legal authority to do so and that all actions taken under this Agreement will be legally binding.
    • You confirm that neither You, the Original Authorized User, Authorized Users, nor any Affiliates have previously had a license terminated by us due to a breach of Terms. This confirmation is essential to maintain the integrity and trustworthiness of our licensing system. A history of terminated licenses due to breaches indicates a failure to comply with our terms, and by affirming this, you assure us of your commitment to adhere to our policies and guidelines.
    • The “Free” License Type indicates that you are evaluating the Software and are not permitted to generate any profit from its use in any capacity. This license is provided solely for the purpose of trying out the Software to understand its features and functionalities. Any commercial use, resale, or attempts to derive financial gain from the Free License Type is strictly prohibited. This ensures that the trial is used only for assessment purposes and that any benefits derived from the Software during this period are solely for personal or internal business evaluation.
    • The “Indie” License Type indicates that your aggregate Gross Revenues and Funding must be less than USD $100,000.00 over the twelve months preceding the date of purchase and ending on the date of purchase. This figure includes any sources of financing, such as funding from investors, grants, or other financial resources. You must be able to provide verifiable proof of your Gross Revenues and Funding upon request from the Company. If at any point you exceed this financial threshold, you are required to either upgrade to an appropriate License Type or immediately cease using the Subscription. This ensures that the “Indie” License Type is used fairly and in accordance with its intended purpose for smaller-scale operations.
    • The “Studio” License Type is designated for users who do not qualify for the “Indie” License Type as defined in the above clause. As such, if You, the Original Authorized User, Authorized Users, and Affiliates do not meet the criteria for an “Indie” License, you are not permitted to register for a Free or Indie License Type for additional licenses. Should you require more licenses, you must purchase another Subscription for the “Studio” License Type. This distinction helps to ensure that users are utilizing the License Type that best aligns with their operational scale and financial capacity.
    • You are required to pay the fees for the selected Subscription type as indicated on our website before you can access and use the Software. This payment must be completed in accordance with the pricing and payment terms outlined on our website. Failure to pay the Subscription fees will result in the inability to download, install, or utilize the Software. Ensuring timely payment allows you to benefit from all the features and support services associated with your chosen License Type.

3. Software Support & Maintenance

    • Periodically, we will release new versions of the Software that may include substantial updates and changes compared to previous versions. These updates could include new features, enhancements, bug fixes, and other improvements. While we strive to continuously improve the Software, we do not commit to specific intervals or schedules for releasing these updates. Users will be notified when new versions are available for download upon opening the software version already installed.
    • If your License Type includes support services, we are committed to providing you with one-on-one technical assistance. This support can be conducted through various channels, including email, live chat, or dedicated support sessions via video calls. Our technical support team is equipped to assist you with any issues or questions you may have regarding the Software, ensuring you receive the help you need to fully utilize its capabilities.
    • We aim to respond to support queries in a prompt and reasonable time frame. However, please note that we may take up to 24 hours to respond to your inquiries. Our team is dedicated to addressing your concerns as quickly as possible, but response times may vary based on the volume of requests and the complexity of the issue at hand.
    • To facilitate effective support, you are responsible for providing us with detailed and accurate information regarding your technical concerns. This includes any relevant error messages, steps to reproduce the issue, and any other pertinent details that will help our support team understand and resolve your problem. Clear and comprehensive information will enable us to provide more efficient and effective assistance.

4. Restrictions

    • By using the Software, you confirm that you are at least 13 years of age. The Company strictly prohibits the use of the Software by individuals under the age of 13. If you are under 13, you must not access, register, or use the Software under any circumstances. This age restriction is in place to ensure compliance with legal requirements and to protect the safety and privacy of younger users.
    • The Company or Licensor grants You, the Licensee, a non-exclusive, non-transferable license to use the Software. This license may include multiple seats, allowing it to be used by a specified number of users within your organization, as outlined in the terms of your specific licensing agreement. You do not have the right to transfer this license to another party or sub-license the Software. The rights granted under this license are solely for the use specified in this Agreement, and any breach of these terms may result in the termination of your license.
    • The Software is authorized for use only within the country specified on the registration form at the time of purchasing a Subscription. Usage of the Software outside of this designated country is strictly prohibited unless explicitly permitted by the Company. This restriction is in place to comply with various regulatory and licensing requirements and to ensure proper usage rights are maintained. Any attempt to use the Software outside the specified country without prior written consent from the Company may result in the termination of your license and potential legal action.
    • You are prohibited from copying the Software, with the sole exception being the creation of backup copies. These backups should be made only to protect against data loss and must not be distributed, shared, or used for any other purpose. Unauthorized copying of the Software, for any reason other than backup, constitutes a breach of this Agreement and may result in the termination of your license and potential legal action. It’s essential to maintain the integrity and security of the Software by adhering to these restrictions.
    • You are strictly forbidden from renting, leasing, sub-licensing, loaning, translating, merging, adapting, varying, altering, or modifying any part of the Software. This includes any attempt to alter or customize the Software for any specific use. Moreover, you are not allowed to permit the Software, or any portion of it, to be combined with or incorporated into any other software programs or systems. This prohibition ensures the integrity and proprietary nature of the Software and helps to protect against unauthorized use and distribution. Any violation of these terms may result in the termination of your license and may lead to legal action.
    • You are strictly prohibited from disassembling, de-compiling, reverse engineering, or creating derivative works from any portion of the Software. This includes any attempt to analyze or reconstruct the source code, algorithms, or underlying structure of the Software. Additionally, you must not engage in any efforts to modify, adapt, translate, or alter the Software in any way. These prohibitions extend to any indirect attempts to achieve the same results, except where such restrictions are unenforceable under applicable law. For instance, in certain jurisdictions, such as under European Union Directive 2009/24/EC on the legal protection of computer programs, these actions may be permitted solely to obtain necessary information for interoperability with other software, provided that you first request this information from us and we have refused to provide it. Any such actions must be strictly limited to achieving this interoperability and must not be used for any other purpose.

5. Intellectual Property Rights

    • By accepting this Agreement, you recognize that all intellectual property rights in the Software are owned by the Company on a global scale. You are granted a license to use the Software, but no ownership rights are transferred to you. Your rights are limited to the usage of the Software as specified in this Agreement. The Company retains full ownership and rights to the Software, including all related copyrights, patents, trademarks, trade secrets, and other intellectual property. You are obligated to take commercially reasonable measures to safeguard the Software (including all copies) from any form of infringement, misappropriation, theft, misuse, or unauthorized access. These protective obligations remain in effect even after the termination of this Agreement.
    • Unless explicitly granted under the terms of this Agreement, you are not entitled to access, view, or obtain the source code of the Software. This restriction ensures the protection of our proprietary technology and intellectual property. Any unauthorized attempt to access the source code is strictly prohibited and may result in legal action. Additionally, you are required to comply with all relevant laws and regulations concerning software usage and intellectual property rights.
    • You retain full ownership of the intellectual property rights for any characters, animations, scenes, or other content you create or import while using the Software. This includes the rights to reproduce, distribute, and display your content, as well as to make derivative works based on it. However, with this ownership comes the full responsibility and liability for any direct or indirect consequences resulting from the content you produce. You must ensure that your content does not infringe on the rights of others and complies with all relevant laws and regulations. Furthermore, you agree to indemnify and hold us harmless from any claims, damages, or liabilities arising from your content.
    • If your use of the Software infringes third-party intellectual property rights, we will try to modify or replace the Software, or obtain a necessary license. If these solutions are not commercially viable, we may require you to stop using the Software and will refund any prepaid fees on a pro-rata basis for the unused subscription period, up to a maximum of 12 months. This refund is your sole remedy for such claims.

6. Warranty

    • You can report defects or faults in the Software using the channels listed on our website. For paid License Types, we warrant that for 90 days after the download (Warranty Period), the Software will perform as described on our website when properly used on a compatible computer.
    • If you report a defect or fault within the Warranty Period, providing details that allow us to reproduce it, we will endeavor to provide an error correction patch or update. If we cannot, you may terminate this Agreement and we will refund any license fees paid on a pro-rata basis for the unused subscription period, up to 12 months. You must then erase the Software from your computer. After the Warranty Period, your rights are limited to receiving error patches and maintenance.
    • This warranty does not apply if the defect or fault results from unauthorized alterations or use of the Software.
    • By opting for a paid License Type, you acknowledge that you had the opportunity to inspect the Software under a Free License Type and accept any defects that were or should have been evident during that evaluation.
    • The Software is supplied to you “AS IS” and “AS AVAILABLE,” encompassing all faults and defects without any warranty whatsoever. To the fullest extent allowed by applicable law, the Company, on behalf of itself and its licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Additionally, any warranties arising from course of dealing, course of performance, usage, or trade practice are also disclaimed. The Company offers no guarantee or commitment and makes no assurances that the Software will meet your requirements, achieve the desired results, be compatible with or function alongside any other software, applications, systems, or services, operate without interruption, meet any performance or reliability standards, or be free of errors or defects. Furthermore, the Company does not warrant that any such errors or defects will be corrected.
    • Furthermore, the Company and its providers make no express or implied representations or warranties regarding: (i) the operation or availability of the Software, or the information, content, materials, or products contained therein; (ii) the uninterrupted or error-free functionality of the Software; or (iii) the accuracy, reliability, or timeliness of any information or content provided through the Software.
    • Certain jurisdictions do not permit the exclusion of specific warranties or the limitation of statutory consumer rights. Therefore, some or all of the above exclusions and limitations may not apply to you. In such instances, the exclusions and limitations in this section will be enforced to the maximum extent allowed by applicable law.

7. Limitation of Liability

    • Regardless of any damages you may incur, the total liability of the Company and its suppliers under any provision of these Terms, and your sole remedy for any of the foregoing, shall be limited to the actual amount you paid through the Service, or if you haven’t made any purchases through the Service, no liability will be assumed.
    • To the fullest extent allowed by applicable law, in no event will the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages of any kind (including, but not limited to, loss of profits, loss of data or other information, business interruption, personal injury, or loss of privacy) arising out of or in any way related to the use of or inability to use the Service, third-party software, and/or third-party hardware used with the Software, or otherwise in connection with any provision of these Terms, even if the Company or any supplier has been advised of the possibility of such damages, and even if the remedy fails its essential purpose.
    • Certain jurisdictions do not allow the exclusion of implied warranties or limitations on liability for incidental or consequential damages, so some of the above limitations may not apply to you. In such jurisdictions, each party’s liability will be limited to the greatest extent permitted by law.

8. Cancellation and Termination

    • We reserve the right to terminate or suspend your access to the Software and any related services immediately, without prior notice or liability, for any reason whatsoever. This includes, but is not limited to, instances where you breach these Terms and Conditions. Termination or suspension of your access can occur for a variety of reasons, such as violation of our usage policies, engaging in fraudulent or illegal activities, or any other actions that we deem harmful to the integrity or security of our services. Upon termination or suspension, your right to use the Software will cease immediately, and any data associated with your account may be permanently deleted. We are not obligated to provide any prior warning or explanation for the termination or suspension of your access, ensuring our ability to maintain a secure and compliant environment for all users.
    • Upon termination of your Subscription, whether initiated by you or us, your right to use the Software will cease immediately. This means that you will no longer have access to the Software, any associated services, or any content you have created using the Software. All licenses granted under this Agreement will be revoked, and you must delete any copies of the Software that you have installed on your devices. Furthermore, any data or files you have stored using the Software may be permanently deleted, and we will not be liable for any loss of data resulting from the termination. It is your responsibility to back up any important information prior to the termination of your Subscription. Termination of your rights is effective immediately upon our notice to you or upon your decision to terminate your Subscription.
    • You may cancel your Subscription at any time through your account settings on our website. If you cancel your Subscription within the first 14 days of purchase, you may be eligible for a full refund, provided that you have not activated your license. Once a license has been activated, refunds will not be issued under any circumstances. The activation status will be determined based on our records of license activation. This policy ensures that our refund process is fair and transparent.
    • If you encounter any issues with the Software, we encourage you to contact our support team before requesting a cancellation. Our team is available to assist with any technical problems to ensure you can fully utilize the Software. In the rare event that we are unable to resolve the issue and you have not activated your license, a refund may be granted within the specified period.

9. Privacy Policy

    • Your access to and use of the Software is contingent upon your acceptance of and adherence to the Company’s Privacy Policy. This policy outlines our practices regarding the collection, use, and disclosure of your personal information when you interact with our Software or website. It also informs you of your privacy rights and how the law safeguards you. We strongly recommend that you review our Privacy Policy, available on our website, thoroughly before utilizing our Software.

10. Other Terms

    • Governing Law
      The laws of the Country, excluding its conflicts of law rules, shall govern these Terms and your use of the Software. This means that any legal matters arising from these Terms or your use of the Software will be resolved according to the laws of the specified Country. Additionally, your use of the Software may also be subject to other local, state, national, or international laws. This ensures that all users are aware of the legal framework that applies to their use of the Software, regardless of their geographical location.
    • Disputes Resolution
      If you have any concern or dispute about the Software, you agree to first try to resolve the dispute informally by contacting the Company. This approach encourages both parties to communicate openly and seek a mutually agreeable solution before pursuing formal legal action. By resolving disputes informally, we aim to maintain a positive relationship and address any issues promptly and efficiently.
    • For European Union (EU) Users
      If you are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are a resident. This means that regardless of the governing law specified in these Terms, you retain the protections afforded to you by the consumer laws of your home country. This provision ensures compliance with EU regulations and protects the rights of EU consumers.
    • United States Legal Compliance
      You represent and warrant that (i) you are not located in a country that is subject to a United States government embargo or has been designated by the United States government as a “terrorist-supporting” country, and (ii) you are not listed on any United States government list of prohibited or restricted parties. This certification ensures compliance with U.S. export control and economic sanctions regulations, which prohibit certain individuals and entities from accessing U.S. technology and services.
    • Severability
      If any provision of these Terms is held to be unenforceable or invalid, such provision will be modified and interpreted to accomplish the objectives of the original provision to the greatest extent possible under applicable law. The remaining provisions will continue in full force and effect. This clause ensures that even if one part of the agreement is found to be invalid, the rest of the agreement remains effective and enforceable.
    • Waiver
      Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party’s ability to exercise such right or require such performance at any time thereafter. Furthermore, the waiver of a breach does not constitute a waiver of any subsequent breach. This clause maintains the integrity of the agreement by ensuring that rights and obligations can still be enforced even if they are not immediately exercised.
    • Translation Interpretation
      These Terms and Conditions may have been translated if we have made them available to you on our Software. In the event of any dispute or discrepancy between the translated versions and the original English text, the English text shall prevail. This clause ensures clarity and consistency in the interpretation of the Terms, particularly in cases where there may be differences or ambiguities in translated versions.

Privacy Policy

End-User Agreement

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