Neat Image v9 plug-in for Photoshop:
End-User License Agreement ("EULA") of Neat Image v9 plug-in for Photoshop
Effective Date: 24 November 2021
The Neat Image v9 plug-in for Photoshop software and its supporting online services (including the website with a user account, forum, blog, technical support services, documentation, tutorials, etc.) together form a product called "Neat Image" hereunder in this agreement) licensed under the terms of this EULA.
This EULA is entered into by and between the licensee ("You", "Your"), and the licensor namely NeatLab Pty Ltd ("NeatLab").
By downloading, copying, installing, accessing or otherwise using any part of Neat Image ("use Neat Image") You are unconditionally consenting to be bound by and are becoming a party to this EULA. If You do not unconditionally agree to all of the terms and conditions of this EULA, then You will not have any right to use Neat Image. The acceptance by NeatLab is expressly conditioned upon Your assent to all the terms and conditions of this EULA.
1. Grant of License
Upon payment of all applicable fees, acceptance of the purchase Terms and Conditions and subject to the terms of this EULA, NeatLab may grant You a time-unlimited, worldwide, non-exclusive, non-sublicensable, non-transferable, limited license to use Neat Image.
2. Ownership and Reservation of Rights
NeatLab reserves any rights not expressly granted to You in this EULA.
Neat Image is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
NeatLab shall own all title, ownership rights, and intellectual property rights in and to the Neat Image (including but not limited to any images, photographs, animations, video, audio, music and text incorporated into Neat Image), the accompanying documentation materials, articles, tutorials, and any copies of the Neat Image software.
3. Product Editions and Licensing Terms
3.1. Neat Image may be produced in Demo, Home and Pro editions that may have several functional differences and limitations (described in the documentation of the product) as well as licensing differences:
- Demo edition: a free edition that may be used for evaluation purposes only;
- Home edition: a non-free edition that may be used for non-commercial purposes only;
- Pro edition: a non-free edition that may be used for commercial and other purposes.
3.2. The Demo edition is freely available for download on the website of Neat Image. The Home and Pro editions are separate downloads that are made available in Your user account on the website of Neat Image after purchase.
3.3. When You purchase the Home or Pro edition of Neat Image, You receive a personal copy of the corresponding Home or Pro edition of Neat Image and a personal license for that edition. The license specifies Your Name, Organization, Number of copies and Registration code. The license is used to activate and register Neat Image on Your computer(s).
3.4. The license specifies the number of copies ("Number of Copies") of Neat Image that You may use on one or more of Your computers simultaneously:
- A single-copy license (the Number of Copies is one) allows You to install and use Neat Image on up to two computers (for example, a desktop and laptop) provided You are only running it on one of those computers at a time, not simultaneously on both;
- A multi-copy license (the Number of Copies is greater than one) allows You to install and use Neat Image on several computers simultaneously, up to the Number of Copies (one copy per computer) specified in the license.
If You use Neat Image on more computers than allowed by Your license, then You must purchase an additional license for the corresponding number of additional copies.
3.5. Depending on the edition of Neat Image, specific additional conditions apply:
- You may use the Demo edition of Neat Image for evaluation purposes only. The Demo edition may not be used for commercial purposes.
- The Demo edition has several functional limitations (described in the documentation of the software).
- The Demo edition of Neat Image may be distributed unmodified provided any charge is to cover distribution costs only.
- You may use the Home edition of Neat Image only if You have a valid license for that edition of Neat Image and You are the licensee identified by the license.
- You may use the Home edition of Neat Image for non-commercial purposes only. If You want to use Neat Image for commercial purposes, then You must upgrade from the Home to Pro edition (that can be done via Your user account on the website of Neat Image).
- You may use the Home edition of Neat Image on Your personal computer(s) only. The number of those computers is limited by the Number of Copies as described in section 3.4. To use Neat Image on more computers You must purchase an additional license for the corresponding number of additional copies.
- The Home edition of Neat Image has several functional limitations (described in the documentation of the software) as compared with the Pro edition. To lift those limitations You must upgrade from the Home to Pro edition (via Your user account on the website of Neat Image).
- You may use the Pro edition of Neat Image if You have a valid license for that edition of Neat Image and You are the licensee identified by the license. If You have purchased Neat Image for use in Your organization and the name of the organization is specified in the license, then You can install and use Neat Image on a limited number of computer(s) (limited by the Number of Copies as described in section 3.4) of the organization and also let Your co-workers within the organization use Neat Image on those computers. If You or Your co-workers need to use Neat Image on more computers, then You need to purchase an additional license for the corresponding number of additional copies.
- The Pro edition of Neat Image may be used for commercial and other purposes.
4. General Licensing Terms
- Download, install and use Your copy of Neat Image Home or Pro edition without time limit if You are a licensee of the corresponding Home or Pro edition of Neat Image.
- Make backups of Your copy of Neat Image Home or Pro edition and Your license for disaster recovery purposes if You are a licensee of the corresponding Home or Pro edition of Neat Image.
You may not:
- Transfer or assign Your rights and obligations under this EULA to another party without the prior written consent of NeatLab.
- Sublicense, rent, lease, loan, give access to and sell any edition of Neat Image or any part of it including the license data and user account credentials without the prior written consent of NeatLab.
- Share, distribute and disseminate the Home and Pro edition of Neat Image or any part of it including the license data and user account credentials without the prior written consent of NeatLab.
- Copy, install, access and otherwise use the Home and Pro edition of Neat Image if You do not have a valid license for that product purchased by You or Your organization.
- Decompile, disassemble, reverse engineer, damage, circumvent the licensing and copy protection mechanisms, modify, clone, create derivative works from and emulate any version of Neat Image, or any other product of NeatLab, or any part of it including the license data and user account credentials.
- Request, induce, hire and assist any third party in performing any of the prohibited activities listed above.
You may terminate this EULA at any time by destroying all of Your copies of the Neat Image software and license and notifying NeatLab.
Without prejudice to any other rights, this EULA and the license granted hereunder will terminate automatically if You breach any of the provisions of this EULA or otherwise fail to comply with the terms and conditions of this EULA. Breaching the provisions of this EULA may also result in criminal or civil prosecution.
Upon termination of this EULA, You are required to remove Neat Image from all computers, hard drives, networks and other storage media and destroy any Neat Image licenses and copies of Neat Image in Your possession.
Upon termination of this EULA, the provisions of Sections 2, 6, 13, 16, 17, 18, 19, 20 and 25 shall survive.
6. Protection of Intellectual Property
You agree to keep Your license, Your copy of Neat Image and credentials of Your user account on the website of Neat Image confidential. You acknowledge that the license, copies of Neat Image and user account credentials must be protected as NeatLab's intellectual property and that any publication or distribution of Your license, Your account credentials or copy of Neat Image causes damages to NeatLab and directly violates the terms and conditions of this EULA. You agree that You will compensate NeatLab any damages arising from such a violation.
7. Product Activation
The Neat Image software requires activation ("Activation") before it can be used. The software requires entering or adding Your license after installation of Neat Image on Your computer. Activation is utilized to prevent, identify and restrict uses of Neat Image that are not permitted under this EULA or under applicable copyright regulations. Specifically, Activation prevents use of Your copy of Neat Image by unauthorized persons who do not possess a valid license. Activation also allows to keep track of the computers where Your copy of Neat Image and Your license are used.
You agree that NeatLab may utilize Activation functionality to identify the computer(s) on which Neat Image is installed and to limit or restrict use of Neat Image to that computer or computers. You further agree that if Your copy of Neat Image and Your license are found to be used on more computers than allowed by Your license, then You will promptly address this problem by purchasing an additional license for the corresponding number of additional copies.
Activation may use Internet connectivity to send the Activation information to NeatLab: the Neat Image product name, the Neat Image version numbers, the Neat Image license used for activation, the version and type of operating system running Neat Image, the hardware and network parameters of the computer running Neat Image. You consent to such a transmission and if the Activation information cannot be transmitted to NeatLab electronically, then You agree, on request of NeatLab, to provide to NeatLab that Activation information collected from all computer(s) where Your copy of Neat Image and Your license are used.
8. Update Check
The Neat Image software includes functionality to check for available updates of Neat Image ("Update Check"). The Update Check may be performed in the background without prior notification. To provide the relevant information about the current update that may be available for Your version and edition of Neat Image as well as the computer hardware it is running on, the Update Check may transmit Your Neat Image license data and computer hardware parameters to NeatLab and receive the response specific to Your Neat Image product and computer setup. The Update Check may display the received information about the available update and related comments in the interface of the Neat Image software when You use it and may offer You to download the latest update from the website. You do not have to download and install the update immediately. You can do that whenever You find convenient.
9. Update Policy
Minor version updates of the Neat Image software (for example, an update from v9.0 to v9.1) may be released by NeatLab from time to time to optionally add new functions, improve existing functionality, optimize the performance for specific hardware and/or resolve discovered technical problems.
Minor version updates of the current major version of Neat Image are free for the licensees of this major version.
Neat Image's Update Check may inform You about availability of a minor version update. You can then download the updated version of Neat Image from Your account on Neat Image website. Installation of the updated version of Neat Image will replace the older minor version.
10. Upgrade Policy
NeatLab continuously works on new major versions of Neat Image to include new capabilities, improve functionality and compatibility with new versions of image editing applications.
Major version upgrades of Neat Image (such as for example, an upgrade from v9 to v10) are in most cases not free. If You have an older major version of Neat Image, then You can purchase such an upgrade to a new major version with discount using the upgrade offer available in Your account on Neat Image website.
You are not required to upgrade when a new major version is released. You can continue to use Your previously purchased major version of Neat Image and not upgrade to a new one.
If You upgrade to a new major version, then You also can continue to use Your previously purchased major version of Neat Image.
11. Internet Connectivity
Certain functionality, including Activation and Update Check may require Internet connectivity. The Neat Image software may connect to Internet in the background without prior notification. Downloading the updated versions of the Neat Image software and using the website of Neat Image with all support materials available there (such as user guides, quick start guides, tutorials, examples, forum, blog, etc.) does also require Internet connectivity.
12. Technical Support
NeatLab may provide You with technical support related to Neat Image, at its discretion and for the sole purpose of addressing technical issues and questions related to the use of Neat Image.
NeatLab will provide such technical support by e-mail. You can send Your questions to NeatLab by e-mail or via the website of Neat Image.
NeatLab may also answer questions posed in Neat Image forum or other forums and social networks where NeatLab is present.
13. Your Feedback
You can submit questions, comments, suggestions and ideas ("Feedback") to NeatLab. Your Feedback shall be deemed non-confidential and non-proprietary. By submitting Feedback You give permission to NeatLab to use Feedback in any way and for any purpose, commercial or otherwise, without any compensation or credit obligation to You or any third party.
You can submit media (such as video clips, images, photos, etc.) to NeatLab for problem solving, debugging and technical analysis purposes. NeatLab will treat such media as confidential and proprietary and will not use it for any unintended purpose without Your consent.
14. Refund Policy
Neat Image is a try-before-buy product. You are responsible for verifying Neat Image compatibility, functionality and suitability for Your tasks by installing and testing the freely available Demo edition of Neat Image on Your computer(s) before ordering the product.
You agree to report any encountered technical problem to NeatLab before You place an order for the product.
If You purchase Neat Image and encounter a technical problem that is caused by a defect in Neat Image itself (as determined by NeatLab's technical support) and that cannot be resolved by NeatLab's technical support, then You may request to cancel and refund Your purchase within 30 calendar days from the date of purchase. No cancellations are possible after that term. No other reasons for cancellation are possible.
The refund shall be limited to the amount received by NeatLab at the time of purchase, including any taxes. Any charges from third parties (including banks, credit card issuers, payment processors) will not be refunded. If You paid with funds in a currency different than those offered by Neat Image website, then the refunded amount in Your currency may differ from the original payment due to exchange rate fluctuations and currency conversion charges levied by third parties.
When You place an order for Neat Image, Your order constitutes an offer to purchase a Neat Image product. Your order is subject to NeatLab's acceptance. NeatLab reserves the right to review, screen and accept or not accept any order for any reason (including security concerns, presence of incomplete, misleading or false information, etc.) at NeatLab's sole discretion and without further liability.
Buyers's conditions of purchase shall be deemed not applicable unless expressly accepted by NeatLab in writing.
YOU MAY NOT REVERSE ENGINEER, DECOMPILE OR DISASSEMBLE Neat Image, EXCEPT AND ONLY TO THE EXTENT EXPRESSLY PERMITTED BY APPLICABLE LAW. YOU MAY NOT MODIFY, ADAPT, TRANSLATE, RENT, LEASE, LOAN OR CREATE DERIVATIVE WORKS BASED UPON Neat Image OR ANY PART THEREOF.
17. Restricted Uses
Neat Image IS NOT INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, MILITARY EQUIPMENT, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, LIFE SUPPORT MACHINES OR OTHER EQUIPMENT IN WHICH THE FAILURE OF Neat Image COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
18. Warranty Disclaimer
Neat Image IS PROVIDED "AS IS". NEATLAB MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AND NEATLAB EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FURTHER, NEATLAB DOES NOT WARRANT RESULTS OF USE OR THAT Neat Image IS BUG FREE OR ERROR FREE OR THAT ITS USE WILL BE UNINTERRUPTED. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS EULA. ALL THE FOREGOING DISCLAIMERS ALSO APPLY IN FULL WITH RESPECT TO NEATLAB'S LICENSORS, SUPPLIERS, DISTRIBUTORS, CONTRACTORS AND AGENTS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE WARRANTY DISCLAIMER MAY NOT APPLY TO YOU.
19. Limitations of Liability
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, SHALL NEATLAB BE LIABLE TO YOU OR ANY OTHER PERSON (I) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER OR (II) FOR ANY MATTER BEYOND ITS REASONABLE CONTROL. NEATLAB'S LIABILITY FOR DAMAGES OF ANY KIND WHATSOEVER ARISING OUT OF THIS EULA SHALL BE LIMITED TO THE TOTAL FEES PAID BY YOU TO NEATLAB, EXCEPT WHERE NOT PERMITTED BY APPLICABLE LAW, IN WHICH CASE NEATLAB'S LIABILITY SHALL BE LIMITED TO THE MINIMUM AMOUNT PERMITTED BY SUCH APPLICABLE LAW. YOU AGREE THAT NEATLAB AND ITS LICENSORS, DISTRIBUTORS, CONTRACTORS AND AGENTS SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY USE YOU MAKE OF Neat Image. ALL THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF NEATLAB HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. ALL THE FOREGOING LIMITATIONS ALSO APPLY WITH RESPECT TO NEATLAB'S SUPPLIERS, LICENSORS, DISTRIBUTORS, CONTRACTORS AND AGENTS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OF LIABILITY AND EXCLUSION MAY NOT APPLY TO YOU.
If any part of this EULA is found by a court of competent jurisdiction to be invalid or unenforceable, the remaining parts of this EULA will remain in full force and effect.
This EULA is not assignable, transferable or sublicensable by You except with NeatLab's prior written consent. NeatLab may transfer, assign or delegate this EULA and its rights and obligations hereunder without Your consent.
22. No Waiver
No failure or delay by NeatLab in exercising its rights or remedies shall operate as a waiver unless made by specific written notice. No single or partial exercise of any right or remedy of NeatLab shall operate as a waiver or preclude any other or further exercise of that or any other right or remedy.
23. Entire Agreement
This EULA constitutes the entire agreement between You and NeatLab with respect to Neat Image, and supersedes all prior agreements, proposals, negotiations, representations or communications relating to the EULA's subject matter.
24. EULA Changes
NeatLab may update this EULA from time to time. Updates will be reflected by the EULA Effective Date. Every version of the Neat Image software will remain licensed under the terms of the EULA in effect at the software version's release date.
25. Governing Law and Jurisdiction
This EULA shall be governed by the laws of Australia and state Queensland of Australia. Any action or proceeding brought to enforce the terms of this EULA or to adjudicate any dispute arising hereunder shall be brought in the courts of Australia and You hereby irrevocably submit to the jurisdiction of such courts for the purpose of such action, suit or proceeding.