Effective Date: July 9, 2025

Agreement applicable to orders prior to July 9, 2025: Click here.

PLEASE READ THIS SOFTWARE LICENSE AGREEMENT (“AGREEMENT”) CAREFULLY. BY COPYING, INSTALLING, ACCESSING, OR USING ALL OR ANY PORTION OF THIS SOFTWARE, CUSTOMER ACCEPTS ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THE PROVISIONS ON LICENSE RESTRICTIONS IN SECTION 4, NO WARRANTY AND DISCLAIMERS IN SECTIONS 6 AND 7, AND LIMITATION OF LIABILITY IN SECTION 8. CUSTOMER AGREES THAT THIS AGREEMENT IS LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY CUSTOMER. THIS AGREEMENT IS ENFORCEABLE AGAINST CUSTOMER. IF CUSTOMER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, CUSTOMER MAY NOT ACCESS OR USE THE SOFTWARE.

The Software is LICENSED, NOT SOLD, only in accordance with the terms of this agreement.

1. Definitions.

1.1 "Film Impact" means Film Impact B.V.

1.2 "Customer" means either (A) an individual who accepts this Agreement prior to accessing the Software or (B) an enterprise who accepts this Agreement through its authorized representative.

1.3 "Customer Content” means any content that Customer creates as part of Customer’s use of the Software.

1.4 "Software" means (a) all of the information with which this agreement is provided, including but not limited to: (i) all software, services, technologies, and development tools; and (ii) any written materials and files ("Documentation"); and (b) any modified versions and copies of, and upgrades, updates, and additions to, such information, provided to Customer by Film Impact at any time, to the extent not provided under separate terms (collectively, "Updates").

2. Software License.

2.1 License Grant. Subject to Customer's continuous compliance with this Agreement, Film Impact grants Customer a non-exclusive, non-transferable, and limited license to install and use the Software during the License Term in a manner consistent with the terms of this Agreement and applicable Documentation. “License Term” means the time period from when the Software is made available to Customer until the earlier of the termination of this Agreement or a date communicated to Customer by Film Impact. Unless otherwise defined in this Agreement, in the applicable Documentation, or in the accompanying order, License Term is one month. The License Term will automatically renew for additional terms of one month unless and until Film Impact notifies Customer of non-renewal or termination; such notice may be posted on Film Impact’s website. Upon the expiration or termination of the License Term, some or all of the Software may cease to operate without prior notice. Upon expiration or termination of the License Term, Customer may not use the Software unless Customer has renewed the license. Customer acknowledges that access to and use of the Software may require the exchange and storage of information (e.g., electronic documents, data, and user information that may include personal information) over the internet or other network connection.

2.2 Documentation Copies. Customer may make copies of the Documentation for its own internal use in connection with use of the Software in accordance with this agreement, but no more than the amount reasonably necessary.

2.3. Usage Data. The Software collects anonymized data of Customer's use of the Software (Usage Data) through Film Impact's server connection to the Software, and through the use of third-party analytics collection software. During and after the term of this agreement, Film Impact may use Usage Data for purposes of enhancing the Software, aggregated statistical analysis, technical support, and other business purposes.

2.4. The Software may contain embedded open-source software components, which are provided as part of the Software and for which additional terms may be included in the technical documentation.

3. Intellectual Property Ownership.

3.1 The Software and any authorized copies that Customer makes are the intellectual property of and are owned by Film Impact or its licensors. The structure, organization, and source code of the Software are the valuable trade secrets and confidential information of Film Impact and its suppliers. The Software is protected by law, including but not limited to applicable copyright and other intellectual property laws, and by international treaty provisions. Except as expressly stated herein, this agreement does not grant Customer any intellectual property rights in the Software. All rights not expressly granted are reserved by Film Impact and its suppliers.

3.2 Feedback. Customer may elect to provide Feedback to Film Impact. “Feedback” means information and materials provided by Customer to Film Impact relating to Film Impact’s access to, use of, and evaluation of the Software and includes Customer Content, identification of bugs, and suggestion or ideas for improvements or enhancements to the Software, along with all associated intellectual property rights. Customer grants to Film Impact a worldwide, irrevocable, royalty-free, fully paid up right and license to use, sell, offer to sell, import, reproduce, distribute, sublicense, and make derivative works based upon any Feedback for research, product development, and product improvement purposes. Customer represents and warrants that it has all rights necessary to provide the Feedback to Film Impact. Film Impact has no obligation to incorporate, use, or otherwise acknowledge any Feedback that Customer provides.

4. Restrictions and Requirements.

4.1 Proprietary Notices. Any permitted copy of the Software (including without limitation Documentation) that Customer makes must contain the same copyright and other proprietary notices that appear on or in the Software.

4.2 Use Obligations. Customer agrees that it will not use the Software other than as permitted by this agreement and that it will not use the Software in a manner inconsistent with its design or Documentation. Customer may not distribute or otherwise make personal or commercial use of the Software on a stand-alone basis (i.e., in circumstances in which the Software constitute the primary value of the product being distributed), and Customer may not claim any intellectual property rights in the Software or derivative works thereof. Except as expressly provided, Film Impact does not grant rights to use any software or services other than the Software. Customer acquires no other licenses under any intellectual property or other proprietary rights of Film Impact.

4.3 No Modifications. Except as expressly permitted in Sections 2, Customer may not modify, port, adapt, or translate the Software.

4.4 No Reverse Engineering. Customer will not reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Software.

4.5 No Unbundling. The Software may include various applications and components, may support multiple platforms and languages, and may be provided to Customer on multiple media or in multiple copies. Nonetheless, the Software is designed and provided to Customer as a single product to be used as a single product on Computers as permitted herein. Unless otherwise stated in the Documentation, Customer is not required to install all component parts of the Software, but Customer may not unbundle the component parts of the Software for use on different Computers.

4.6 No Transfer. 

CUSTOMER WILL NOT RENT, LEASE, SELL, SUBLICENSE, ASSIGN, OR TRANSFER ITS RIGHTS IN THE SOFTWARE (INCLUDING WITHOUT LIMITATION, SOFTWARE OBTAINED THROUGH A WEB DOWNLOAD), ASSIGN OR TRANSFER ANY OBGLIATIONS UNDER THIS AGREEMENT, OR AUTHORIZE ANY PORTION OF THE SOFTWARE TO BE COPIED ONTO ANOTHER INDIVIDUAL OR LEGAL ENTITY'S COMPUTER EXCEPT AS MAY BE EXPRESSLY PERMITTED HEREIN.

4.7 No Service Bureau. Customer will not use or offer the Software on a service bureau basis.

5. Payment Processors. 

Film Impact may use third-party payment processors (each a “Payment Processor”) to collect payments. A Payment Processor may require Customer to provide additional information or enter a separate agreement directly with them to utilize their services. Film Impact may require that a particular Payment Processor be used. Customer acknowledges and agrees that Film Impact has no liability due to any use of a Payment Processor, and Customer agrees to resolve any dispute related to the processing or payment of fees directly with such Payment Processor. In addition, Film Impact may share information about Customer with the Payment Processor as necessary to verify information and collect payments. Film Impact does not have access to or control over actions that a third party may take and the information handling practices of third-party websites are not covered by the Film Impact Privacy Policy, this Agreement, or any other applicable terms and conditions between Customer and Film Impact.

6. No Warranty.

SOFTWARE IS PROVIDED "AS-IS". ACCESS TO AND USE OF THE SOFTWARE AND ANY CUSTOMER CONTENT CREATED WITH THE SOFTWARE IS ENTIRELY AT CUSTOMER'S OWN RISK.

Film Impact provides the Software to Customer as is, and Film Impact disclaims any warranty or liability obligations of any kind to Customer. Film Impact makes no express, implied, or statutory warranty of any kind with respect to the Software including, but not limited to, any warranty with regard to performance, merchantability, satisfactory quality, security or privacy of information transmitted to and from the Software, availability of the Software, noninfringement, or fitness for any particular purpose. Customer bears the entire risk as to the quality and performance of the Software. The foregoing exclusions and limitations apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

Film Impact has no responsibility or liability for the deletion or accuracy of Customer Content, including the failure to store, transmit, or receive transmission of Customer Content.

7. Disclaimer.

ANY STATUTORY WARRANTY AND REMEDY THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW ARE THE ONLY WARRANTIES AND EXCLUSIVE REMEDIES APPLICABLE TO THE SOFTWARE. OTHER THAN THOSE OFFERED AND STATUTORY WARRANTIES AND REMEDIES, FILM IMPACT, ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES DISCLAIM ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, AND TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE, OR OTHERWISE AS TO ANY MATTER, INCLUDING BUT NOT LIMITED TO PERFORMANCE, SECURITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION, MERCHANTABILITY, QUIET ENJOYMENT, SATISFACTORY QUALITY, AND FITNESS FOR ANY PARTICULAR PURPOSE. OTHER THAN SUCH OFFERED AND STATUTORY WARRANTIES AND REMEDIES, THE SOFTWARE IS PROVIDED AS-IS AND WITH ALL FAULTS. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS. CUSTOMER MAY HAVE ADDITIONAL WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. FILM IMPACT DOES NOT SEEK TO LIMIT CUSTOMER'S WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY LAW. The provisions of Sections 7 and 8 will survive the termination of this agreement, howsoever caused, but this will not imply or create any continued right to use the Software after termination of this agreement.

8. Limitation of Liability.

EXCEPT FOR ANY REMEDIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW, FILM IMPACT, ITS AFFILIATES, AND THIRD-PARTY PROVIDERS WILL NOT BE LIABLE TO CUSTOMER FOR ANY LOSS, DAMAGES, CLAIMS, OR COSTS WHATSOEVER INCLUDING ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES, ANY LOST PROFITS OR LOST SAVINGS, ANY DAMAGES RESULTING FROM BUSINESS INTERRUPTION, PERSONAL INJURY OR FAILURE TO MEET ANY DUTY OF CARE, OR CLAIMS BY A THIRD PARTY, EVEN IF A FILM IMPACT REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS, OR COSTS. IN ANY EVENT, FILM IMPACT’S AGGREGATE LIABILITY AND THAT OF ITS AFFILIATES AND THIRD-PARTY PROVIDERS UNDER OR IN CONNECTION WITH THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT PAID FOR THE SOFTWARE, IF ANY. THIS LIMITATION WILL APPLY EVEN IN THE EVENT OF A FUNDAMENTAL OR MATERIAL BREACH OR A BREACH OF THE FUNDAMENTAL OR MATERIAL TERMS OF THIS AGREEMENT. Nothing contained in this agreement limits Film Impact’s liability to Customer in the event of death or personal injury resulting from Film Impact’s negligence or for the tort of deceit (fraud). Film Impact is acting on behalf of its affiliates and third-party providers for the purpose of disclaiming, excluding and limiting obligations, warranties, and liability, but in no other respects and for no other purpose.

THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN CUSTOMER'S JURISDICTION. THIS LIMITATION OF LIABILITY MAY NOT BE VALID IN SOME JURISDICTIONS. CUSTOMER MAY HAVE RIGHTS THAT CANNOT BE WAIVED UNDER CONSUMER PROTECTION AND OTHER LAWS. FILM IMPACT DOES NOT SEEK TO LIMIT ITS WARRANTY OR REMEDIES TO ANY EXTENT NOT PERMITTED BY LAW.

9. Export Rules.

The Software is subject to U.S. and international export control laws, restrictions, and regulations. Customer may not export the Software, any part, or any process or service that is the direct product of the Software to any country, person or entity subject to U.S. export restrictions. Customer represents and warrants that Customer is not a citizen of, or located in, an embargoed nation or otherwise restricted territory (including without limitation Cuba, Iran, North Korea, Syria, the Crimea region of Ukraine, the Donetsk People’s Republic in eastern Ukraine, and the Luhansk People’s Republic in eastern Ukraine).

10. Governing Law.

This Agreement will be governed by and construed in accordance with the laws of England and Wales, without giving effect to their conflicts or choice of law provisions. Each party irrevocably consents to the exclusive jurisdiction and venue of the courts located in London, England for the purpose of any legal action, suit or proceeding brought by either party in connection with this Agreement.

11. General Provisions.

11.1 If any part of this agreement is found void and unenforceable, it will not affect the validity of the balance of this agreement, which will remain valid and enforceable according to its terms. This is the entire agreement between Film Impact and Customer relating to the Software and it supersedes any prior representations, discussions, undertakings, communications, or advertising relating to the Software. The section headings used in this Agreement are for reference and will not determine the construction or interpretation of this Agreement.

11.2 Privacy Policy. For information about how Film Impact collects, uses, shares, and stores Personal Data, as well as information about what rights Customer has, please see the Film Impact Privacy Policy at https://www.filmimpact.com/privacy-policy.

11.3. Notice to U.S. Government End Users.

The Software and any documentation or derivatives thereof provided under this Agreement are “Commercial Items,” as that term is 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. § 227.7202, as applicable. If Customer is a U.S. Government agency or instrumentality or if Customer is providing all or any part of the Software or any documentation or derivatives thereof to the U.S. Government, such use, duplication, reproduction, release, modification, disclosure or transfer of these Commercial Items, are restricted in accordance with 48 C.F.R. § 12.211, 48 C.F.R. § 12.212, 48 C.F.R. § 227.7102-2, and 48 C.F.R. § 227.7202, as applicable. Consistent with 48 C.F.R. § 12.211, 48 C.F.R. § 12.212, 48 C.F.R. § 227.7102-1 through 48 C.F.R. § 227.7102-3, and 48 C.F.R. §§ 227.7202-1 through 227.7202-4, as applicable. The Software is licensed to U.S. Government end users (i) only as Commercial Items and (ii) with only those rights as are granted to all other users pursuant to this Agreement and any related agreement(s), as applicable. Accordingly, Customer will have no rights in the Software except as expressly agreed to in writing by Customer and Film Impact.

11.4. Term. This Agreement will commence upon the date that Customer first accesses or uses the Software and continue for the duration of the License Term. Sections 1 (Definitions), 3 (Intellectual Property Ownership), 4 (Restrictions and Requirements), 6 (No Warranty), 7 (Disclaimer), 8 (Limitation of Liability), 10 (Governing Law), and 11 (General Provisions) survive any termination or expiration of this Agreement.

11.5. Updates to Agreement. Film Impact may make changes to the Agreement and will notify Customer of any important changes. Any such changes will not apply to any dispute between Customer and Film Impact arising prior to the date on which Film Impact posted the revised Agreement incorporating such changes, or when the Agreement otherwise become effective. Please review the Agreement regularly. If Customer does not agree to the amended Agreement, Customer must stop using Film Impact’s Software and, if applicable, cancel any subscriptions.

11.6. Deletion of the Software. Customer must immediately delete or destroy all versions of the Software in its possession upon the end of the License Term.

Film Impact B.V. | Vossenstraat 6 | 6811 JL Arnhem | KVK: 66360722