Q-Sys Driver License

PROPRIETARY SOFTWARE LICENSE

NOTICE TO USER: PLEASE READ THIS LICENSE CAREFULLY. BY USING ALL OR ANY PORTION OF THE SOFTWARE YOU ACCEPT ALL TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT.

1. GRANT OF LICENSE

AchKayEm Solutions, LLC ("Licensor") grants you ("Licensee") a limited, non-exclusive, non-transferable, revocable license to use this software and associated documentation files (the "Software") solely for Licensee's internal business purposes, subject to the terms and conditions of this License.

2. RESTRICTIONS

Licensee shall NOT:

a) Copy, modify, adapt, translate, reverse-engineer, decompile, disassemble, or create derivative works based on the Software, except as expressly permitted herein;

b) Distribute, sublicense, lease, rent, loan, sell, assign, or otherwise transfer the Software or any rights therein to any third party;

c) Remove, alter, or obscure any proprietary notices, labels, or marks on the Software;

d) Use the Software to provide hosted, managed, SaaS, or similar third-party services without prior written consent from Licensor;

e) Circumvent, disable, or interfere with any licensing, activation, or usage enforcement mechanisms contained within the Software.

3. OWNERSHIP

The Software is licensed, not sold. The Software and all associated intellectual property rights remain the exclusive property of AchKayEm Solutions, LLC.

The structure, organization, source code, user interface, and design of the Software constitute valuable trade secrets and confidential information of Licensor and are protected by United States copyright law, international treaties, and other applicable laws.

4. CONFIDENTIALITY

Licensee acknowledges that the Software contains proprietary and confidential information belonging to Licensor. Licensee agrees to maintain the confidentiality of the Software and shall not disclose, share, or expose the Software or related licensing materials to any third party except as necessary for authorized internal business use.

5. TERM AND TERMINATION

This License is effective until terminated.

Licensor may terminate this License immediately if Licensee breaches any term of this Agreement. Upon termination, Licensee must cease all use of the Software and destroy all copies in its possession or control.

6. WARRANTY DISCLAIMER

THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

IN NO EVENT SHALL ACHKAYEM SOLUTIONS, LLC BE LIABLE FOR ANY CLAIM, DAMAGES, OR OTHER LIABILITY ARISING FROM THE USE OF OR INABILITY TO USE THE SOFTWARE.

7. LIMITATION OF LIABILITY

IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

LICENSOR'S TOTAL LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT PAID FOR THE SOFTWARE LICENSE GIVING RISE TO THE CLAIM.

8. GOVERNING LAW

This License shall be governed by and construed in accordance with the laws of the State of Minnesota, without regard to conflict-of-law principles.

9. LICENSING

The Software may be licensed under one of the following license models, as specified at the time of purchase:

a) Unlimited-Use License

An Unlimited-Use License permits Licensee to use the Software on an unlimited number of Q-SYS Core devices owned, managed, or deployed by Licensee or Licensee's customer(s), subject to this Agreement.

Unlimited-Use license keys are non-transferable and may not be shared, resold, or distributed to unaffiliated third parties.

b) Per-Core License

A Per-Core License permits use of the Software only on the specific Q-SYS Core device(s) associated with the purchased license activation.

Per-Core licenses may require activation against a Q-SYS Core Locking ID or similar hardware identifier. Use of the Software on any unlicensed Core device is prohibited.

Licensee may purchase multiple Per-Core activations for deployment across multiple Q-SYS Core devices.

c) License Enforcement

The Software may contain technical measures intended to enforce license restrictions, including but not limited to license keys, activation files, hardware identification, usage validation, or feature limitations.

Licensee agrees not to bypass or interfere with such mechanisms.

d) Trial Versions

If provided, trial or evaluation versions of the Software may contain functional, time-based, or usage-based limitations and are licensed solely for evaluation purposes.

To purchase licenses or manage existing licenses, visit:

https://vault.achkayem-solutions.com

10. ENTIRE AGREEMENT

This License constitutes the complete and exclusive agreement between the parties regarding the Software and supersedes all prior or contemporaneous understandings, communications, or agreements relating thereto.

For licensing inquiries:
AchKayEm Solutions, LLC

Technical support:
support@achkayem-solutions.com

License management portal:
https://vault.achkayem-solutions.com