END USER LICENSE AGREEMENT

YOU AGREE TO USE THE SOFTWARE DEVELOPMENT KIT SOLELY IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS END USER LICENSE AGREEMENT (THE "AGREEMENT"), AND YOU AGREE THAT YOU ARE BOUND BY AND ARE A PARTY TO THIS AGREEMENT. YOU WARRANT THAT YOU ARE AT LEAST EIGHTEEN YEARS OLD AND THAT YOU HAVE THE LEGAL CAPACITY TO ENTER INTO CONTRACTS. IF YOU ARE AGREEING TO BE BOUND BY THIS AGREEMENT ON BEHALF OF A COMPANY, ORGANIZATION, OR OTHER ENTITY, THEN (i) "YOU" INCLUDES YOU AND THAT COMPANY, ORGANIZATION OR ENTITY, AND (ii) YOU REPRESENT AND WARRANT THAT YOU ARE AN AUTHORIZED REPRESENTATIVE OF SUCH COMPANY, ORGANIZATION OR ENTITY WITH THE AUTHORITY TO BIND SUCH COMPANY, ORGANIZATION OR ENTITY TO THIS AGREEMENT.
YOUR USE OF THE SDK IS EXPRESSLY CONDITIONED ON YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT INSTALL OR USE THE SDK.

1. This Agreement applies to the SDK made available by edelkrone USA, Inc. ("edelkrone") to you.

2. Definitions

"Application" means a software program that is developed by you using the SDK for use with edelkrone Products.
"Confidential Information" means the SDK and all other information disclosed to you by edelkrone that would reasonably be considered to be confidential, or is or was considered by edelkrone to be confidential, except for information which you can demonstrate: (a) is previously rightfully known to you without restriction on disclosure; (b) is or becomes, from no act or failure to act on your part, generally known in the relevant industry or public domain; (c) is disclosed to you by a third-party as a matter of right and without restriction on disclosure; or (d) is or was independently developed by you without access to, use of, or reference to the Confidential Information.

"Documentation" means any online read me, help files, technical specifications, or other related explanatory materials that are contained in the SDK or that accompany the SDK.

"edelkrone" means edelkrone USA, Inc. and its affiliates.

"edelkrone Products" means edelkrone hardware, software, and products, such as sliders, jibs, dollies, 3D printable products, accessories, etc.

"Licensee Disclosure" means any information that you may provide to edelkrone in connection with this Agreement, including, for example, feedback on errors and improvements within or relating to the SDK.

"Privacy Policy" means edelkrone`s privacy policy located at https://edelkrone.com/pages/privacy-policy

"SDK" or "Software Development Kit" means software (source code and object code), applications, tools, sample code, templates, fonts, logos, icons, images, libraries, interfaces, Updates, Documentation, application programming interfaces (APIs), information, data, files, and other materials, whether tangible or intangible, in whatever form or medium provided to you by edelkrone for use by you in connection with your Application. 

"Open-Source Component" means software, interfaces and firmware subject to an open-source software license, which means any software license approved as open-source licenses by the Open Source Initiative or any substantially similar licenses, including without limitation any license that, as a condition of distribution of the software licensed under such license, requires that the distributor make the software available in source code format.

"Third-Party Component" means software, interfaces and firmware licensed by edelkrone from a third-party (e.g., a supplier of edelkrone) for incorporation into the SDK and distributed as an integral part of the SDK, as applicable. Third-Party Components may include Open-Source Components.

"Updates" means bug fixes, service packs, hot fixes, updates, upgrades, enhancements, modifications, and new releases of versions of the SDK.

3. License.

3.1 License Grants. The SDK is licensed, not sold, to you by edelkrone and/or, if applicable, its suppliers and licensors. Subject to the terms and conditions of this Agreement, you are hereby granted a limited, worldwide, non-exclusive, non-sublicensable, and nontransferable right to use the SDK solely in the manner described in the Documentation and solely to develop, test, and operate Applications in connection with edelkrone products.

3.2 Open Source Software Disclosure.  Certain of edelkrone`s products include third-party code licensed to edelkrone for use and redistribution under open-source licenses. Below is a list of disclosures and disclaimers in connection with edelkrone`s incorporation of certain open-source licensed software into its products. Notwithstanding any of the terms and conditions of this Agreement, the terms of certain open-source licenses may be applicable to your use of the edelkrone software, as set forth below.

This list of open-source code was compiled with reference to third-party software incorporated into the products as of the date the list was generated. This list may be updated from time to time and may not be complete. ALL INFORMATION HERE IS PROVIDED "AS IS." EDELKRONE AND ITS SUPPLIERS MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, WITH REGARD TO THIS LIST OR ITS ACCURACY OR COMPLETENESS, OR WITH RESPECT TO ANY RESULTS TO BE OBTAINED FROM USE OR DISTRIBUTION OF THE LIST. BY USING OR DISTRIBUTING THIS LIST, YOU AGREE THAT IN NO EVENT SHALL EDELKRONE BE HELD LIABLE FOR ANY DAMAGES WHATSOEVER RESULTING FROM ANY USE OR DISTRIBUTION OF THIS LIST, INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL OR OTHER DIRECT OR INDIRECT DAMAGES.
	a. mINI (https://github.com/pulzed/mINI/blob/master/LICENSE)
	b. spdlog (https://github.com/gabime/spdlog/blob/v1.x/LICENSE)
	c. traypp (https://github.com/Soundux/traypp/blob/master/LICENSE)
	d. nlohmann::json (https://github.com/nlohmann/json/blob/develop/LICENSE.MIT)
	e. brynet (https://github.com/IronsDu/brynet/blob/master/LICENSE)
	f. cppzmq (https://github.com/zeromq/cppzmq/blob/master/LICENSE)
	g. wintoast (https://github.com/mohabouje/WinToast/blob/master/LICENSE.txt)
	h. libjpeg-turbo (https://github.com/libjpeg-turbo/libjpeg-turbo/blob/main/LICENSE.md)
	i. openh264 (https://github.com/cisco/openh264/blob/master/LICENSE)
	j. libyuv (https://chromium.googlesource.com/libyuv/libyuv/+/refs/heads/main/LICENSE)

3.3 Permitted Uses. You may, without any obligation to compensate edelkrone, develop software that communicates with the SDK for your own use and/or for commercial purposes.  You also retain sole discretion to determine whether the software you develop as permitted in this Agreement shall be open source software.  In so doing, you acknowledge that edelkrone`s products and the SDK have been created for use in filmmaking and related fields. Accordingly, edelkrone makes no warranties concerning the functionality of its products or the SDK for use in any other fields, including without limitation medical, robotics, and the military. edelkrone makes no warranties or commitments that it will endorse or support software you develop pursuant to this Agreement.  The limitations on edelkrone`s warranties and liability are further spelled out in Sections 10 and 11. 

3.4 Non-Permitted Uses. You may not use the SDK except as permitted in this Agreement and any additional terms and conditions that edelkrone may provide. Except with edelkrone`s prior written consent or otherwise provided herein, you may not: (a) alter, modify or create any derivative works of the SDK, including the underlying source code, or the Documentation in any way, including without limitation customization, translation or localization; (b) port, reverse compile, reverse assemble, reverse engineer, or otherwise attempt to separate any of the components of the SDK or derive the source code for the SDK (except to the extent applicable laws specifically prohibit such restriction); (c) copy, redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer rights to the SDK; (d) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the SDK; (e) block, disable, or otherwise affect any advertising, advertisement banner window, links to other sites and services, or other features that constitute an integral part of the SDK; or (f) use any part of the SDK to develop applications for use with hardware devices that are not edelkrone Products, unless they are the devices running the applications or are devices connected (directly or indirectly) to edelkrone Product(s) the SDK interfaces with. You may not release the results of any performance or functional evaluation of any of the SDK to any third-party without prior written approval of edelkrone for each such release. You may not cause or permit any third-party to do any of the foregoing.

3.5 Distribution of Object Code. You may distribute your Application with object code of the SDK, provided that you must: (1) distribute such object code of the SDK in execution form only; (2) distribute such code only as a part of your Applications; (3) not distribute any portion of the SDK that is not object code, including but not limited to source code, header files and Documentation; (4) not charge a separate price or fee for the object code of the SDK that is distinct from the fee you charge for your Application; (5) not distribute, link, or integrate the object code of the SDK such that any part of the object code of the SDK becomes subject to an open source license; and (6) include the following copyright notice within your Application`s source code in the same locations as your own copyright notice: "Portions copyright (c) 2008-Present edelkrone. All rights reserved." To the extent that any source code is provided to you as part of the SDK, you may use, modify and compile the source code solely for the purposes of developing your Applications.

3.6 Third-Party Components. You acknowledge that the SDK may contain Third-Party Components. All third-party licensors and suppliers retain all right, title and interest in and to such Third-Party Components and all copies thereof, including all copyright and other intellectual property rights. Your use of any Third-Party Components shall be subject to, and you shall comply with, the terms and conditions of this Agreement, and the applicable restrictions and other terms and conditions set forth in any Third-Party Components documentation or printed materials, including without limitation an end user license agreement.

3.7 Open-Source Components. The SDK may include Open-Source Components that are subject to open-source software licenses. To the extent there is conflict between the license terms covering the Open-Source Components and this Agreement, the terms of such licenses will apply in lieu of the terms of this Agreement. To the extent the terms of the licenses applicable to Open-Source Components prohibit any of the restrictions in this Agreement with respect to such Open-Source Component, such restrictions will not apply to such Open-Source Component.

4. Reservation of Rights. edelkrone and its licensors reserve all rights, including but not limited to ownership and intellectual property rights, including in the SDK, not expressly granted to you. edelkrone`s licensors are the intended third-party beneficiaries of this Agreement and have the express right to rely upon and directly enforce the terms set forth herein. There are no implied licenses granted by edelkrone under this Agreement. Except as specified above, you shall have no rights to the SDK. You acknowledge and agree that the form and nature of the SDK that edelkrone provides may change without prior notice to you and that future versions of the SDK may be incompatible with Applications developed on previous versions of the SDK. You acknowledge and agree that edelkrone may stop providing the SDK or any features of the SDK permanently or temporarily to you or users generally at edelkrone`s sole discretion, without prior notice to you. If the SDK is a "beta" release, you acknowledge and agree that the SDK is a "beta" release for evaluation purposes only and may contain bugs, defects and errors and that the SDK may fail, return inaccurate results, and/or be subject to other malfunctions.

5. Your Applications and Use of the SDK.

5.1 Rights in Your Applications. Subject to Section 4 above, edelkrone agrees that it obtains no right, title, or interest from you (or your licensors) under this Agreement in or to any Applications that you develop using the SDK, including any sole and separate intellectual property rights of yours that subsist in those Applications.

5.2 Permitted Applications. You agree to use the SDK and develop Applications solely for purposes that are permitted by: (a) this Agreement; and (b) any applicable law, rule, regulation, or generally accepted practice or guideline in the relevant jurisdiction, including but not limited to laws, rules, or regulations regarding the export of data or software to and from the United States or other relevant countries, and national, public, and personal security.

5.3 Your Responsibilities. You agree that you are solely responsible for, and that edelkrone has no responsibility to you or any third-party for, or access to: (a) any data, content, or resources that you create, transmit, or display through the Applications you develop on or with the SDK (whether originating with you or a third-party), and for the consequences of your actions (including any loss or damage suffered by edelkrone) by doing so; and (b) any breach of your obligations under this Agreement, any applicable third-party contract or terms of service, or any applicable law, rule, or regulation, and for the consequences (including any loss or damage suffered by edelkrone) of any such breach.


6. Proprietary Rights. You acknowledge and agree that the SDK belongs to edelkrone or its licensors. You agree that you neither own nor hereby acquire any claim or right of ownership to the SDK or to any related patents, copyrights, trademarks, or other intellectual property. edelkrone and its licensors retain all right, title, and interest in and to all copies of the SDK at all times, regardless of the form or media in or on which the original or other copies may subsequently exist. This license is not a sale of the original or any subsequent copy. The SDK is protected by copyright and other intellectual property laws and by international treaties. You may not make any copies of the SDK except as otherwise permitted by this Agreement. Any and all copies of the SDK made by you are in violation of this license. All content accessed through the SDK is the property of the applicable content owner and may be protected by applicable copyright law. This license gives you no rights to such content. All trademarks used in connection with the SDK are owned by edelkrone, its affiliates and/or its licensors and other suppliers, and no license to use any such trademarks is provided hereunder.

7. Information Submitted to edelkrone Not Deemed Confidential. edelkrone works with many application developers and some of their products may be similar to or compete with your Applications. edelkrone may also be developing its own similar or competing applications, or may decide to do so in the future. For the avoidance of doubt, edelkrone cannot agree to, and expressly disclaims, any confidentiality obligations or use restrictions, express or implied, with respect to any licensee disclosure. Such licensee disclosure may include, for example, feedback on errors and improvements within or relating to the SDK. You agree any such licensee disclosure will not be confidential. edelkrone will be free to use and disclose any licensee disclosure on an unrestricted basis without notifying or compensating you. You release edelkrone from all liability and obligations that may arise from the receipt, review, use, or disclosure of any portion of any licensee disclosure. Any physical materials you submit to edelkrone will become edelkrone property and edelkrone will have no obligation to return those materials to you or to certify their destruction.

8. No Support. This Agreement does not entitle you to receive from edelkrone or its licensors hard-copy documentation, support, telephone assistance, or enhancements or updates to the SDK.

9. Term and Termination. This Agreement and your right to use the SDK may be terminated by you or by edelkrone at any time upon written notice. This Agreement automatically terminates if you fail to comply with its terms and conditions. Immediately upon termination, you shall return or destroy all copies of the SDK in your possession, custody, or control and, if requested by edelkrone, you shall certify to edelkrone in writing that such return or destruction has occurred. Unless otherwise provided, all Sections of this Agreement survive any expiration or termination hereof.

10. No warranty. YOU AGREE THAT THE SDK IS PROVIDED "AS IS" AND THAT edelkrone AND ITS LICENSORS MAKE NO OTHER WARRANTY AS TO THE SDK, INCLUDING, BUT NOT LIMITED TO, UNINTERRUPTED USE, ACCURACY, AND DATA LOSS. edelkrone AND ITS LICENSORS DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, PRIVACY, SECURITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE (EVEN IF edelkrone KNOWS OR SHOULD HAVE KNOWN OF SUCH PURPOSE), RELATED TO THE SDK, ITS USE OR ANY INABILITY TO USE IT, THE RESULTS OF ITS USE AND THIS AGREEMENT. edelkrone AND ITS LICENSORS DO NOT WARRANT THAT THE SDK OR ANY RESULTS OF USE THEREOF WILL BE FREE OF DEFECTS, ERRORS OR VIRUSES, RELIABLE OR ABLE TO OPERATE ON AN UNINTERRUPTED BASIS OR IN A PARTICULAR ENVIRONMENT OR THAT ERRORS THEREIN, IF ANY, WILL BE CORRECTED.

11. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, edelkrone AND ITS AFFILIATES AND LICENSORS SHALL NOT BE LIABLE FOR ANY DAMAGES, WHETHER SOUNDING IN CONTRACT, TORT OR ANY OTHER LEGAL OR EQUITABLE THEORY, ARISING FROM THIS AGREEMENT AND/OR YOUR USE OF THE SDK OR DEVELOPMENT OR DISTRIBUTION OF ANY APPLICATION, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, INCIDENTAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT YOU SHALL HAVE THE SOLE RESPONSIBILITY FOR PROTECTING YOUR DATA, BY PERIODIC BACKUP OR OTHERWISE, USED IN CONNECTION WITH THE SDK. IN ANY CASE, edelkrone AND ITS AFFILIATES` AND LICENSORS` SOLE LIABILITY AND YOUR EXCLUSIVE REMEDY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE TO STOP USING THE SDK.

12. Indemnification. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS edelkrone, ITS AFFILIATES AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY AND ALL CLAIMS, ACTIONS, SUITS, OR PROCEEDINGS, AS WELL AS ANY AND ALL LOSSES, LIABILITIES, DAMAGES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS` FEES) ARISING OUT OF OR RESULTING FROM: (A) YOUR USE OF THE SDK, INCLUDING THIRD-PARTY SOFTWARE AND/OR DOCUMENTATION; (B) ANY APPLICATION YOU DEVELOP ON OR WITH THE SDK THAT IS ALLEGED TO OR DETERMINED TO INFRINGE ON ANY PATENT, COPYRIGHT, TRADEMARK, OR OTHER INTELLECTUAL PROPERTY OR PROPRIETARY RIGHT OF A THIRD PARTY; AND (C) YOUR NONCOMPLIANCE WITH ANY TERM OF THIS AGREEMENT.

13. Confidentiality. You shall use your best efforts to preserve and protect the confidentiality of the Confidential Information at all times, both during the term hereof and for a period of at least two (2) years after termination of this Agreement, provided, however, that any source code you receive shall be held in confidence in perpetuity. You shall not disclose, disseminate, or otherwise publish or communicate Confidential Information to any person, firm, corporation or other third-party without the prior written consent of edelkrone. You shall not use any Confidential Information other than in the course of the activities permitted hereunder. You agree to use your best efforts to prevent and protect the contents of the SDK from unauthorized disclosure or use. You shall notify edelkrone in writing immediately upon discovery of any unauthorized use or disclosure of Confidential Information or any other breach of this Agreement, and will cooperate with edelkrone in every reasonable way to regain possession of Confidential Information and prevent any further unauthorized use. If you are legally compelled to disclose any of the Confidential Information, then, prior to such disclosure, you will (i) immediately notify edelkrone prior to such disclosure to allow edelkrone an opportunity to contest the disclosure, (ii) assert the privileged and confidential nature of the Confidential Information, and (iii) cooperate fully with edelkrone in protecting against any such disclosure and/or obtaining a protective order narrowing the scope of such disclosure and/or use of the Confidential Information. In the event such protection is not obtained, you shall disclose the Confidential Information only to the extent necessary to comply with the applicable legal requirements.

14. Injunctive Relief. You acknowledge and agree that your breach or threatened breach of this Agreement shall cause edelkrone irreparable damage for which recovery of money damages would be inadequate and that edelkrone therefore may obtain timely injunctive relief to protect its rights under this Agreement in addition to any and all other remedies available at law or in equity.

15. Export Controls. The SDK and the underlying information and technology may not be downloaded or otherwise exported or re-exported (a) into (or to a national or resident of) any country to which the United States of America has embargoed goods; or (b) to or through or involve any party on any U.S. government screening or prohibited list (including those as updated from time-to-time on the U.S. Consolidated Screening List (available at http://export.gov/ecr/eg_main_023148.asp). By downloading or using the SDK and/or Documentation, you are agreeing to the foregoing and you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list and you agree to comply with all export laws and other applicable laws.

16. Miscellaneous. 

(a) This Agreement, together with any amendments and any additional agreements you may enter into with edelkrone in connection with the use of SDK, shall constitute the entire agreement between the parties concerning the subject matter hereof, which may only be modified by a written amendment signed by an authorized executive of edelkrone. 

(b) This Agreement will be governed in all respects by and construed under the laws of the State of Florida, United States of America, and you agree to institute any legal proceeding concerning the enforcement or interpretation of this Agreement in the Florida courts and to submit to the jurisdiction thereof. 

(c) This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. 

(d) If any part of this Agreement is held invalid or unenforceable, the remaining portions of the Agreement remain in full force and effect, or edelkrone may at its option terminate this Agreement. 

(e) The controlling language of this Agreement is English. If you have received a translation into another language, it has been provided for your convenience only.

(f) A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. 

(g) You may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. edelkrone may assign its rights or obligations under this Agreement to any entity at its sole discretion. 

(h) This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns.

17. You are responsible for complying with any local laws in your jurisdiction which might impact your right to import, export or use the SDK, and you represent that you have complied with any regulations or registration procedures required by applicable law to make this license enforceable.
