Mixing Night Audio

End User License Agreement

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING OR USING OUR SOFTWARE.

Last Updated: January 17, 2026

This End-User License Agreement (“Agreement”) is a legally binding contract between you (either an individual or a single entity, “Licensee,” “you,” or “your”) and Mixing Night Audio Inc. (“Licensor,” “Mixing Night Audio,” “we,” or “us”), governing your use of Mixing Night Audio software products, including all associated plugins, standalone applications, documentation, updates, presets, and related materials (collectively, the “Software”).

By installing, downloading, copying, activating, accessing, or otherwise using the Software, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement.

If you are entering into this Agreement on behalf of a company or other legal entity, you

represent that you have the authority to bind that entity and its affiliates to these terms. If you do not agree to all terms of this Agreement, do not install, download, or use the Software.

If you obtained this Software through an authorized reseller or distributor, your use is also governed by this End-User License Agreement.

1. DEFINITIONS

For the purposes of this Agreement:

“Software” means the Mixing Night Audio products, including all associated plugins, standalone applications, presets, updates, documentation, and related materials.
“Licensee” means you, the end user, whether an individual or legal entity, authorized to use the Software under this Agreement.
“Activation” means the process of validating your license through an activation code, license file, or online authentication.
“Updates” include all patches, upgrades, bug fixes, enhancements, or modified versions of the Software provided by Mixing Night Audio Inc.

2. LICENSE GRANT

Mixing Night Audio Inc. grants you a limited, non-exclusive, non-transferable (except as expressly permitted below), revocable license to install and use one copy of the Software on up to three (3) computers owned or controlled by you, solely for your own personal or professional music production purposes (each an “Activated Device”).

You may deactivate the Software on an Activated Device in order to reallocate an activation to a different device, provided that at no time shall the total number of Activated Devices exceed three (3), unless otherwise expressly approved by Mixing Night Audio Inc. in writing.

You may make one (1) backup copy of the Software for archival purposes only, including to an external drive or secure cloud backup, provided such copy is not installed, executed, or used on any additional devices and are not shared, distributed, or made accessible to any third party. Backup copies may not be used to circumvent licensing, activation, or access controls.

This license permits you to use the Software for the purpose of creating, recording, and producing musical works, sound design, or other audio-related output. The Software may be used commercially by the Licensee in the normal course of music or audio production but may not be redistributed, sublicensed, or used as part of any competing software, plugin, or service.

Output Ownership. You retain all right, title, and interest in and to any musical works, recordings, mixes, presets you create, or other output generated using the Software. Mixing Night Audio Inc. claims no ownership over your output. This provision does not grant Mixing Night Audio any rights to the content or creative works produced by you using the Software.

License Transfers (Resale). Paid licenses may be transferred to a third party subject to: (a) payment of a $20 USD transfer fee to Mixing Night Audio Inc.; (b) completion of the transfer process specified by Mixing Night Audio Inc.; and (c) the transferee’s written agreement to be bound by this Agreement and any applicable activation requirements. Upon a valid transfer, you must deliver the original Software and activation credentials to the transferee and permanently delete all installed or stored copies in your possession.

Non-Transferable License Types. Not For Resale (NFR), promotional, review, beta, trial, or complimentary licenses are non-transferable and may not be sold, sublicensed, or assigned for any reason and do not convey resale or commercial rights.

Software rental, time-sharing, or hosting for third-party use remains strictly prohibited.

3. OWNERSHIP & INTELLECTUAL PROPERTY

The Software is licensed, not sold. The Software and all related materials, including without limitation its source code, object code, algorithms, structures, databases, audio content, graphics, logos, artwork, images, photographs, animations, video, music, text, and documentation, are the exclusive property of Mixing Night Audio Inc. or its licensors and are protected by copyright, trademark, patent, and trade secret laws, as well as international treaties.

This license does not convey any ownership interest or title to you. You may not remove, alter, or obscure any product identification, copyright, trademark, or proprietary notices contained in or on the Software.

All rights not expressly granted to you under this Agreement are reserved by Mixing Night Audio Inc. Mixing Night Audio Inc. shall be entitled to seek injunctive or other equitable relief to prevent or curtail actual or threatened infringement or misuse of its intellectual property.

4. RESTRICTIONS

You agree not to:

Copy, modify, translate, or create derivative works of the Software or accompanying documentation;
Reverse engineer, decompile, disassemble, or attempt to derive source code;
Rent, lease, lend, sublicense, distribute, publish, or otherwise transfer or grant rights in the Software except as expressly permitted under Section 2.
Share activation keys, serial numbers, or access credentials with others;
Use the Software for illegal, infringing, or defamatory purposes;
Circumvent copy-protection or licensing systems;
Remove or alter copyright, trademark, or proprietary notices contained in the Software.
Publish, disclose, or otherwise make available performance or benchmark tests of the Software, including comparative performance results, for any competitive or commercial analysis without Mixing Night Audio’s prior written consent.

The Software may not be used for commercial rental, leasing, or time-sharing applications without prior written consent of Mixing Night Audio Inc. Violation of these restrictions will result in immediate termination of your license and may subject you to legal action.

5. UPDATES & ACTIVATION

Mixing Night Audio Inc. may, from time to time, in its sole discretion, develop and provide Software updates, which may include upgrades, bug fixes, patches, and other modifications and/or new features (“Updates”). Updates may modify or delete certain features or functionality.

You agree that Mixing Night Audio Inc. has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality.

Any Updates provided to you are deemed part of the Software and subject to all terms of this Agreement. Updates may be subject to additional or revised terms. You may be required to accept such terms to install or continue using an Update.

6. SUPPORT

Technical support, if provided, is offered at Mixing Night Audio’s discretion and may be discontinued at any time. 

Support inquiries may be directed to: support@mixingnightaudio.com

7. LIMITED WARRANTY & DISCLAIMER

THE SOFTWARE IS PROVIDED “AS IS” AND WITHOUT WARRANTY OF ANY KIND. MIXING NIGHT AUDIO INC. MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

YOU ASSUME ALL RISKS ASSOCIATED WITH INSTALLATION AND USE OF THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, ANY DATA LOSS, SYSTEM DAMAGE, OR COMPATIBILITY ISSUES. MIXING NIGHT AUDIO INC. DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE, UNINTERRUPTED, OR THAT DEFECTS WILL BE CORRECTED.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. TO THE EXTENT SUCH EXCLUSIONS ARE NOT PERMITTED, MIXING NIGHT AUDIO INC. LIMITS THE DURATION OF ANY IMPLIED WARRANTIES TO NINETY (90) DAYS FROM INSTALLATION.

NOTHING IN THIS AGREEMENT AFFECTS ANY STATUTORY RIGHTS THAT CANNOT BE WAIVED OR LIMITED UNDER CONSUMER PROTECTION LAWS.

8. LIMITATION OF LIABILITY

IN NO EVENT SHALL MIXING NIGHT AUDIO INC., ITS AFFILIATES, OFFICERS, EMPLOYEES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES (INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, SO THESE LIMITATIONS MAY NOT APPLY TO YOU. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MIXING NIGHT AUDIO INC.’S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS UNDER OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT YOU ACTUALLY PAID (IF ANY) FOR THE SOFTWARE GIVING RISE TO THE CLAIM.

9. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Mixing Night Audio Inc., its officers, directors, employees, agents, affiliates, successors, licensors, suppliers, and assigns from and against any and all losses, damages, liabilities, claims, actions, judgments, settlements, interest, penalties, fines, costs, or expenses of any kind (including reasonable attorneys' fees) arising from or related to:
(a) your use or misuse of the Software;

(b) your breach of this Agreement; or
(c) any violation of applicable law or third-party rights by you.

10. COLLECTION AND USE OF INFORMATION

You acknowledge that when you purchase, download, install, activate, or use the Software, Mixing Night Audio Inc. (“we,” “us,” or “our”) may collect certain information from you, including:

(a) Contact Information.

We may collect personal information you voluntarily provide, such as your name, email address, and account details, to communicate with you regarding product updates, activation, support, and new releases.

(b) Payment Information.

All payments are processed by third-party providers. We do not collect or store your full credit card information. Any payment data you provide is handled exclusively by secure third-party payment processors in accordance with their own privacy policies.

We may automatically collect certain technical information about your computer and interaction with the Software via the internet (“Usage Information”). This may include:

Device or machine ID used upon activation;
Number of activations;
Operating System and version;
User agent and IP address;
Activation time, session identifiers, and related installation data.

This information is collected for legitimate and lawful business purposes, including software activation management, performance optimization, license compliance, and to improve user experience.

(d) Data Protection and Privacy Policy.

All information we collect through or in connection with this Software is subject to our Privacy Policy.

By downloading, installing, activating, or using the Software, or by providing your information to Mixing Night Audio Inc., you acknowledge and consent to such collection and use in accordance with our Privacy Policy and applicable data protection laws.

11. TERMINATION

This license is effective until terminated. You may terminate it at any time by deleting all copies of the Software. Mixing Night Audio may terminate this Agreement without notice if you breach any term herein. Upon termination, you must immediately cease all use of the Software and destroy all copies in your possession.

Sections 3 (Ownership), 4 (Restrictions), 7 (Limited Warranty), 8 (Limitation of Liability), 9 (Indemnification), 10 (Collection and Use of Information), and 13–23 shall survive termination of this Agreement.

12. GOVERNING LAW & DISPUTE RESOLUTION

This Agreement is governed by and construed in accordance with the laws of the State of Ohio, USA, without regard to conflict-of-law principles.

Any disputes arising under or in connection with this Agreement shall be resolved exclusively through binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. The arbitrator shall have exclusive authority to determine issues relating to the interpretation, applicability, enforceability, or formation of this arbitration agreement (the “Delegation Clause”).

Before initiating arbitration, the parties shall attempt to resolve the dispute informally for thirty (30) days after written notice of the dispute.

The parties agree that the Federal Arbitration Act (9 U.S.C. §§ 1–16) governs the interpretation and enforcement of this arbitration agreement, and that it shall preempt any state law to the extent such law is inconsistent with the FAA.

Arbitration shall be conducted in Hamilton, Ohio, USA, in the English language. Judgment on the arbitration award may be entered in any court of competent jurisdiction. Any court located in the State of Ohio shall have exclusive jurisdiction to enter judgment upon or enforce an arbitration award.

Each party shall bear its own costs and attorneys’ fees unless otherwise required by law.

Notwithstanding the foregoing, either party may (a) bring an individual claim in small claims court, or (b) seek injunctive or other equitable relief to protect or enforce intellectual property rights or confidentiality obligations.

You agree to waive any right to participate in a class action, collective, or representative proceeding. To the extent any dispute is determined not to be subject to arbitration, the parties knowingly and irrevocably waive any right to a trial by jury.

If any portion of this Section 12 is found unenforceable, the remaining portions shall remain in full force and effect (the “Severability of Arbitration Clause”).

13. EXPORT COMPLIANCE

You may not use or export the Software except as authorized by United States law and the laws of the jurisdiction in which the Software was obtained.

In particular, but without limitation, the Software may not be exported or re-exported (a) into any U.S.-embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List.

By using the Software, you represent and warrant that you are not located in any such country or on any such list.

14. U.S. GOVERNMENT RESTRICTED RIGHTS

The Software and documentation are “commercial computer software” and “commercial computer software documentation” under FAR 12.212 and DFARS 227.7202-1 through 227.7202-4. Use, duplication, or disclosure by the U.S. Government is subject to the restrictions in those regulations.

15. NO WAIVER

No failure or delay by Mixing Night Audio Inc. in exercising any right, power, or remedy under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise preclude any other or further exercise. Any waiver must be in writing and signed by an authorized representative of Mixing Night Audio Inc.

16. SEVERABILITY

If any provision of this Agreement is found invalid or unenforceable, it shall be replaced with a valid provision that most closely reflects the intent of the original, and the remainder of the Agreement shall remain in full force and effect.

17. LANGUAGE

This Agreement was originally prepared in English. In the event of any translation, the English version shall prevail.

18. FEEDBACK

If you submit ideas, suggestions, or comments about the Software (“Feedback”), you grant Mixing Night Audio Inc. a perpetual, irrevocable, worldwide, royalty-free, fully paid, transferable, and sublicensable license to use, reproduce, modify, distribute, display, and exploit the Feedback for any purpose without obligation or compensation to you.

19. THIRD-PARTY SOFTWARE; OPEN-SOURCE NOTICES

The Software may include or interoperate with third-party components or open-source software governed by separate license terms. To the extent of a direct conflict between those terms and this Agreement, the third-party or open-source terms will control solely for the applicable component. All other provisions of this Agreement remain in effect.

20. LICENSE COMPLIANCE

The Software may include technological measures designed to prevent unlicensed or unauthorized use. Mixing Night Audio Inc. may collect and use information necessary to validate license compliance. If Mixing Night Audio reasonably suspects non-compliance, you agree to cooperate in confirming the number of activated machines and to promptly cure any unauthorized use.

21. ASSIGNMENT

You may not assign or transfer this Agreement, by operation of law or otherwise, without Mixing Night Audio Inc.’s prior written consent. Mixing Night Audio Inc. may assign this Agreement, in whole or in part, to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of assets.

22. NOTICES

Notices to Mixing Night Audio Inc. must be sent to the address below and become effective upon receipt. Notices to you may be provided by email to the address associated with your account or through in-product messages.

Notices relating to disputes, claims, or arbitration must identify the claimant, state the basis of the claim in reasonable detail, and include any relief sought.

Notices to Mixing Night Audio Inc. must be sent to:

Mixing Night Audio Inc.

3189 Princeton Rd #131

Hamilton, OH 45011

Email: legal@mixingnightaudio.com (or support@mixingnightaudio.com if preferred)

Notices are deemed given when received (or, for email, when sent without bounceback).

23. ENTIRE AGREEMENT

This Agreement constitutes the complete and exclusive understanding between you and Mixing Night Audio Inc. regarding the Software and supersedes all prior agreements, written or oral, relating to its subject matter.

3189 Princeton Rd #131, Hamilton, OH 45011

Email: legal@mixingnightaudio.com