This Synergy Core Native End User License agreement (the “Agreement”) is a legally binding agreement between you, as an individual or the legal entity, represented by you (hereinafter referred to as “You” or “Licensee”) and Antelope Audio (hereinafter referred to as “Antelope Audio”) for the purpose of licensing the Software (as defined below). Antelope Audio’s company details are individualized below in section “Company information”.

The terms and conditions of this Agreement represent the entire agreement between Antelope Audio and the Licensee, where Licensee agrees to be legally bound by them. If You are accepting these terms and entering into the Agreement on behalf of another person or company or other legal entity, You represent and warrant that You have full authority to bind that person, company, or legal entity to this Agreement.

IMPORTANT: PLEASE READ CAREFULLY THE AGREEMENT BEFORE INSTALLING, DOWNLOADING OR IN ANY OTHER WAY ACTIVATING THE SOFTWARE.

THE LICENSE OF THE SOFTWARE IS CONDITIONED ON ACCEPTANCE OF AND COMPLIANCE WITH THIS AGREEMENT. Should, for any reason, Licensee does not understand and/or disagree with any of the terms and conditions contained here below, Licensee SHALL NOT Use the Software. ACTIVATING, INSTALLING, DOWNLOADING OR USING THE SOFTWARE IN ANY OTHER WAY SHALL BE DEEMED AS EXPLICIT ACCEPTANCE OF THIS AGREEMENT.

I. DEFINITIONS
1. For the purpose of this Agreement, it is agreed that:

1.1.“Software” means the Antelope Audio computer programs included in the Synergy Core Native plug-in bundles and any Upgrades and Updates of the Software, including any and all third party-licensed software incorporated therein, made available to Licensee and licensed to Licensee by Antelope Audio pursuant to this Agreement.

1.2. “Use” or “Using” ” means downloading, installing, loading, activating, accessing, storing or otherwise using the Software, exclusively for personal or business purposes, without rights of commercial replication and/or distribution either in full or as part of the derived software to any third party.

1.3. “Country” means the country Licensee has designated upon its registration at the Antelope Audio’s platform, which shall coincide with the country of its geolocation.

1.4. “Upgrades” refers to the process of replacing an existing version of a software application or system with a newer version that generally offers significant improvements or additional features. Upgrades typically provide substantial enhancements, such as improved functionality, better performance, enhanced security, or a redesigned user interface. In summary, a software upgrade involves replacing the existing version with a newer version that brings significant improvements.

1.5. “Updates” refers to a release of modifications, fixes, or patches to an existing software application or system. Updates are typically released by the software developer or vendor to address issues identified in the software, including bugs, security vulnerabilities, or compatibility problems.

1.6. The “Effective Date” of this Agreement is the date of placing the order.

II. LICENSE
2.1.Subject to compliance with this Agreement Antelope Audio grants Licensee a limited, non-exclusive, temporary, non-transferable (except as expressly set forth in this Agreement or if otherwise required by imperative legal rule), right to Use the Software solely for Licensee’s internal business operations.

2.2. The License gives you the right to use it on two concurrent activation locations (iLok USB Hardware Dongle or iLok Cloud)

III. PROPRIETARY RIGHTS
3.1. The Software is licensed, not sold. No title, intellectual property rights or ownership rights to the Software are transferred to the Licensee by this Agreement.

3.2. Antelope Audio is and remains the sole and exclusive owner, or authorized licensee and distributor of the Software. Antelope Audio and/or its Third-party licensors (if any) retain all their respective right, title, and interest in and to the Software, including without limitation, all intellectual property rights. Licensee’s rights to Use the Software are limited to those expressly set forth in this Agreement and no other rights regarding the Software are granted or implied.

IV. TYPES OF LICENSES
Antelope Audio reserves the right, in its sole discretion, to determine the types of Licenses that it makes available to end users. Your usage rights with respect to the Software depends upon the type of License that you have acquired. As of the Effective Date of this Agreement, those types include the following:

a) Membership License. With Membership Licenses, the end user has the right to Use the Software for a specified term (monthly or annually) as part of a duration-limited membership package (“Membership License”). For the Membership Licenses an automatic renewal applies upon compliance with the terms and conditions of art.VIII below.
b) Trial License. With Trial Licenses, You have the right to Use an evaluation copy of the Software on a short-term basis for free to evaluate whether You wish to acquire the right to use such Software under a Membership License (“Trial License”). Antelope Audio reserves the right, in its sole discretion, to set the parameters of its Trial License practices including, without limitation the duration of the Trial License.

! Applying for your Trial License is an integral part of the membership ordering process for the Membership licenses if the chosen type of Membership license is linked to a Trial. You will order a Membership License with a EUR/USD 0.00 initial payment for the Trial period. If You are not satisfied and decide not to use the Software You will need to “Cancel” your membership before the charging date.
If You fail to cancel the membership before the date specified at the ordering date your Payment method will be charged with the designated amount. Payments are non-refundable, except as expressly required by applicable law. If You do not want to be charged, please cancel your subscription before the expiration of the Trial period.

c) NFR (Not-for-Resale) License. NFR (Not-For-Resale) Licenses are licenses to a given Software that Antelope Audio issues to: (a) a third party for testing, evaluation and demonstration purposes or (b) an industry professional for supporting Antelope Audio’s marketing and advertising activities.

d) Beta Program License. With Beta Program Licenses, the end user has the License to Use the Software to participate in Antelope’ beta or early release programs for the Software (“Beta License”). Any Beta License shall be used solely for the stated purposes thereof and as described in the Beta Testing Program terms and conditions. Upon Antelope’s request, You agree to return, destroy, and/or delete the Software and other materials delivered to you as part of the Beta License.

V. USER ACCOUNT
5.1. Antelope Audio requires Licensee to create an account and/or register as a User to activate or access the licensed Software. Among other, this user account stores information about the Licenses you have applied for, the applicable term, membership term expiration, upcoming payments, and other information.

5.2. In registering your user account, you are responsible for the completeness and accuracy of the information provided therein. You are also solely responsible for all activities that occur under your account. You may not use someone else’s user account. You have the right to delete your user account at any time, but in doing so you will lose access to the Software, which requires a user account to be used.

5.3. You must not share your account username and password with anyone else or allow anyone else to access your account. You are responsible for every use of the sites that occurs in conjunction with use of your username and password. You are responsible for keeping your username and password confidential and must use reasonable efforts to do so. You must notify us as soon as possible if you become aware of any unauthorised use of your username, password, or account.

5.4. When registration of an account on a Third-party licensor’s website or platform is required for certain Third-party software incorporated in the Software, Licensee acknowledges that Antelope Audio has no control over, and assumes no responsibility for the availability of, the content, privacy policies, or practices of any third-party web sites or services. Licensee should refer to the policies posted by those websites regarding privacy and other policies and terms before using them.

VI. iLok (PACE) ACCOUNT
Antelope Audio Software is protected by a security tool offered by PACE Anti-Piracy, Inc. (“PACE”) called “iLok.”

In order to use iLok-protected Software, You must set up an account with PACE, either directly or through Antelope Audio.
The license for the Synergy Core Native will be deposited automatically to your iLok account ones its linked to your Antelope Profile. To learn how to link your account click here:

VII. ACTIVATION
7.1. Precondition for starting the activation process:
(A) be connected to the Internet at the time the license is authorized and
(B) log into your account at antelopeaudio.com or register (if not registered).

7.2. Order any types of Licenses – follow the steps specified in the Synergy Core Native landing page.

7.3. Verification/authorization of your Payment Method will be required before finalizing the Ordering process. If such authorization is refused to us, we will not be liable to finalize the ordering process.

7.4. When completing the steps under the Ordering process You will receive the Software directly in your Antelope Audio Account, ready for activation. The entire information required, and step-by-step activation instructions will be published in your Account.

7.5. Install Antelope Launcher through your Antelope Audio Account. Your Software will be deposited in your iLok account
A) If You already have an iLok account, link your Antelope account to your existing iLok profile.
B) If You don’t have an iLok account, you need to set up one through our platform.

Once the iLok account has been set up, the end user may download the Software through the Section “Plugins” in the Antelope Launcher at your Antelope Account and start using it through your DAW.

! Please read carefully the iLok’s terms (https://www.ilok.com/#!terms-of-use) and the iLok’s privacy policy (https://www.ilok.com/#!privacy-policy) before continuing with the setting up process. Continuing with the setup of iLok account will be deemed for acceptance of the iLok terms and privacy policy.

VIII. AUTOMATICALLY RENEWAL FOR MEMBERSHIP LICENSES
8.1. Auto-renew
The Membership License will automatically be renewed for another term equal in duration to the initial term until your membership is canceled or terminated in accordance with this Agreement. Antelope Audio will provide you notice of renewal 3 (three) days before each automatic renewal date.

8.2. Membership fee for renewed period
Antelope Audio reserves the right to change the fees for each renewal term by notifying the Licensee thereof. Antelope Audio will notify You if there is any increase of the renewal fee from the immediately previous Membership License fee by email at least twenty (20) days before any such increase.

8.3. Charging the membership fee for the renewed period
You will automatically be charged the Membership fee within the first 24 hours as of the start of each renewed period (i.e., every month in the case of monthly Membership or each year in the case of annual Membership).
Licensee authorizes Antelope Audio to charge Licensee for the Required Payment for each renewal term using any Acceptable Payment Method associated with Licensee’s account. If Required Payment is not successfully settled, due to expiration, insufficient funds or otherwise, Antelope Audio may suspend Your License unless and until payment becomes successfully settled.
You will receive notice to the provided e-mail address for upcoming renewal and charging of your payment method after the renewal period begins.

! Payments are non-refundable, except as expressly required by applicable law. If You do not want to be charged, please unsubscribe before the expiration of the current membership period.

8.4. Canceling the auto renewal function
You may cancel the auto-renewal of membership license at any time!
You must cancel before the applicable renewal date to avoid the charge. Cancellation and management of your Membership License is available at https://en.antelopeaudio.com/my-membership/ To cancel a Membership License, use “Cancel” button to turn auto-renew off in your account. Your current Membership License will be active until the expiration date. You can turn on auto-renew before the end date to continue your Membership License. If your Membership License lapses for any period due to non-renewal or failure to pay applicable fees when due, You will lose your right to continue using the Software and to access support services.

IX. ACCEPTABLE PAYMENT METHODS
9.1. Unless otherwise agreed in writing, all payments can be made by using one of the following payment methods (all fees are borne by the Licensee):
Credit Cards: Diners Club; JCB; Discover; American Express; MasterCard; VISA;

9.2. Please be advised that pressing the “Proceed to Payment” button will direct you to a payment page operated by the payment provider ADYEN. Antelope Audio has no access to your payment card details. What we receive is confirmation that your payment method is verified.

X. TECHNICAL SUPPORT
Antelope Audio will analyze problems reported by Licensee if the problem description refers to potential issues in the Software. In such cases, Antelope Audio is not obliged to work with Licensee and find a solution to the problem, but will provide an update, if necessary, about any known issues to the Licensee. Antelope Audio may change the support at any time.

XI. SOFTWARE UPDATES AND UPGRADES
Antelope Audio reserves the right to modify and enhance the Software, and may change and/or update the contents and implementations of its products at any time without prior written notice.
Licensee is not permitted to Use Upgrades unless Licensee, (i) at the time of acquiring such Upgrade already holds a valid license to the original version of the Software and (ii) is in compliance with such license.

XII. LIMITATIONS AND RESTRICTIONS
Licensee shall not: (i)transfer, lease, sub license, distribute or assign its rights to any other person or entity, without prior written approval of the Antelope Audio; (ii) decompile, disassemble or reverse-engineer the Software; (iii) modify, adapt or create derivatives of the Software; combine or merge any part of the Software with or into any other software; (iv) otherwise use the Software as part of any effort to develop software having any functional attributes, visual expressions, or other features similar to those of the Software; (v) use Software that is licensed for a specific device, whether physical or virtual, on another device, unless expressly authorized by the Antelope Audio in writing (vi) remove, modify or conceal any Software identification, copyright, proprietary, intellectual property notices or other marks on or within the Software; (vii) make copies of the Software unless reasonably necessary for back-up, archiver or disaster recovery purposes.

XIII. LIMITED WARRANTY AND DISCLAMER
THE SOFTWARE IS PROVIDED TO THE USER AS-IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. THIS INCLUDES, BUT IS NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, USEFULNESS, AND FITNESS FOR ANY SPECIFIC PURPOSE. ANTELOPE AUDIO AND ITS THIRD-PARTY LICENSORS, IF ANY, MAKE NO REPRESENTATIONS OR GUARANTEES THAT THE FUNCTIONS OF THE SOFTWARE WILL MEET PERSONAL REQUIREMENTS, THAT IT IS 100% ERROR-FREE, OR THAT ANY BUGS IN THE SOFTWARE WILL BE CORRECTED IN FUTURE. LICENSEE ACKNOWLEDGES AND ACCEPTS THE ENTIRE RISK OF USING THE SOFTWARE AND SHALL IN NO WAY CLAIM ANTELOPE AUDIO OR ITS THIRD-PARTY LICENSORS ARE RESPONSIBILE FOR ANY DAMAGES INCURRED BY LICENSEE’S USE OR ABUSE OF THE SOFTWARE, INCLUDING (BUT NOT LIMITED TO) ANY MISINTERPRETATION OF THE SOFTWARE’S DOCUMENTATION AND FUNCTIONALITY.

XIV. LIMITATIONS AND EXCLUSIONS OF LIABILITY
IN NO EVENT, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, NEGLIGENCE, CONTRACT OR OTHERWISE SHALL ANTELOPE AUDIO OR ITS LICENSORS BE LIABLE FOR ANY DIRECT OR INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOSS OR CORRUPTION OF DATA, LOSS OF PROFIT OR REVENUE, INTERRUPTION OR LOSS OF BUSINESS, COMPUTER FAILURE OR MALFUNCTION) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE OR OTHERWISE, EVEN IF A PARTY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF ANTELOPE AUDIO AND ITS LICENSORS FOR ANY CLAIMS, WHETHER BASED IN WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, INCLUDING FOR ANY IMPLIED WARRANTIES IF APPLIED, IS LIMITED TO THE LESSER OF: (i) THE AMOUNT THAT LICENSEE PAID FOR THE LICENSE TO USE THE SOFTWARE; OR (ii) 100 (ONE HUNDRED) EURO. THIS LIMITATION OF LIABILITY FOR SOFTWARE IS CUMULATIVE AND NOT PER INCIDENT. IN ALL CASES, ANTELOPE AUDIO AND ITS THIRD-PARTY LICENSORS WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.
The provisions of these Sections XIII and XIV will survive the termination of this Agreement, howsoever, caused, but this will not imply or create any continue right to use the Software after such termination.

XV. TERM AND TERMINATION
This Agreement is effective as of the Effective Date. This license is effective until either: (i) the expiration of any applicable license term; or (ii) Licensee, or any authorized third party or Subsidiary, breaches any of the terms of this Agreement. In the event of a breach of this Agreement, Antelope Audio may terminate this license immediately without notice or an opportunity to cure.

XVI. EXPORT TAXES
Antelope Audio’s Software, products, technology and services are subject to local and extraterritorial export control laws and regulations. Antelope Audio shall bear no responsibility for any taxes, included value added tax in case Licensee uses the Software outside its Country.
Licensee is responsible, at its own expense, for any local government permits, licenses or approvals required for importing and/or exporting the Software license.

XVII. NOTICE TO U.S. GOVERNMENT END USERS
The Software is deemed to be “Commercial Items,” as defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7207, as applicable. Consistent with such sections, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (i) only as Commercial Items, and (ii) with only those rights as are granted to all other end users pursuant to this Agreement.

XVIII. EXPORT RESTRICTIONS
You may not use or otherwise export or re-export the Software to any countries or territories sanctioned by the United Nations or the USA. You represent and warrant that (a) you are not located in a any country or territory that is subject to U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
If Antelope Audio receives notice that Licensee is or Licensee becomes identified as a sanctioned or restricted party under applicable law, then Antelope Audio will not be obligated to perform any of its obligations under this license if such performance would result in violation of the sanctions or restrictions, and Antelope Audio may consider such sanction or restriction a breach of this Agreement. In this cases Antelope Audio shall not any refund of already paid fees.

XIX. PRIVACY AND COLLECTION OF PERSONALLY AND NON-PERSONALLY IDENTIFIABLE INFORMATION.
The Software, support or service subscription may employ applications and tools to collect personally identifiable, sensitive or other information about Licensee and users (e.g., including, without limitation, Licensee’s and users’ name, address, e-mail address), their computers or their computers’ interactions with other computers (e.g., including, without limitation, information regarding network, licenses used, hardware type, model, hard disk size, disk type, operating system types, IP address, location etc.).
By entering into this Agreement, or using the Software, support or service subscription, Licensee agrees to the Antelope Audio Privacy Policy, available at https://antelopeaudio.com/ and to the collection, processing, copying, backup, storage, transfer and use of this data by Antelope Audio and its service providers, in, from and to other countries or jurisdictions potentially outside of the one of the Licensee. Antelope Audio will only collect, process, copy, backup, store, transfer and use personally identifiable information in accordance with the Antelope Audio privacy policy available at https://antelopeaudio.com/.

X. GENERAL REGULATIONS
20.1. Governing Law. Dispute Resolution. This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan, USA. Any dispute, controversy or claim arising under, out of or relating to this Agreement shall be settled by arbitration administered by the American Arbitration Association and held at its Detroit Area office in accordance with its Commercial Arbitration Rules. Judgement of the arbitrator’s may be entered in any court having jurisdiction thereof.
The software is protected by US copyright laws and rules laid out within international treaties, and other copyright laws as applicable.
20.2. No Waiver. The waiver or failure of either party to exercise any right provided in this Agreement shall not be deemed a waiver of any other right or remedy to which the party may be entitled.
20.3. Severability. If any provision of this Agreement is invalid, illegal, or unenforceable, the remainder of this Agreement will remain in full force and effect.
20.4. Entire Agreement. Except as expressly stated or as expressly amended in writing signed by the Antelope Audio, this Agreement constitutes the entire agreement between the parties with respect to the license of the Software and supersedes any conflicting or additional terms contained elsewhere, all of which terms are excluded. The parties agree that the English version of this Agreement will govern in the event of a conflict between it and any version translated into another language.

XXI.COMPANY INFORMATION
Antelope Audio is the trade name, under which the following Group of companies are doing business and are worldwide known, and namely: (i) Earbyte, Inc. a corporation under the laws of the United States, state of Michigan, having a principal place of business at 320 Miller Avenue, 190, Ann Arbor 48103, which is the official authorized distributor of Antelope Audio branded products in the USA and the official operator of the Antelope Audio on-line store and (ii) Elektrosfera ltd., registered under the legislation of the Republic of Bulgaria with UIN: 131052590 is the manufacturer of Antelope Audio branded products.
Your official counterparty – Software provider (Licenser/Antelope Audio) is Earbyte, Inc., while the maintenance and technical support services related to your membership and License will be provided by Elektrosfera ltd. on the bases of a contract between the two companies.

You may contact Antelope Audio through one of the following channels:

North America +1-916-238-1643

International +44 19 2593 3423
E-mail: help@antelopeaudio.com

Tech Support page at our website.

Version: 1.12.2023