IMPORTANT – READ CAREFULLY

This End User License Agreement ("EULA" or "Agreement") is a legal agreement between you (either an individual or a single legal entity) and Kraxton Labs LLC ("Kraxton Labs", "we", "us", or "our") for the software product identified above, which includes computer software and may include associated media, printed materials, and "online" or electronic documentation ("Software").

By installing, copying, or otherwise using any software owned by us, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install or use the software.

1. GRANT OF LICENSE

Subject to your compliance with the terms of this Agreement and payment of applicable fees, Kraxton Labs grants you a limited, non-exclusive, non-transferable, and non-sublicensable license to install and use the Software.

• Seat Allocation: Unless a specific multi-seat Site License is purchased, a standard license grants you the right to activate and use the Software on the number of devices specified at the time of purchase (typically up to two devices, such as a studio desktop and a mobile laptop), provided that the Software is not used simultaneously on more than one device.

• Evaluation License: If the Software is provided as a trial or evaluation version, you are granted a temporary license strictly for testing and evaluation purposes. Upon expiration of the trial period, the Software may cease to function until a valid commercial license is purchased.

2. SOFTWARE ACTIVATION & HARDWARE FINGERPRINTING

To protect intellectual property and ensure authorized use, the Software utilizes a third-party activation system (TurboActivate).

• Machine ID: You acknowledge and agree that the activation process requires an active internet connection to validate your license key. During activation, the Software generates an anonymized hardware fingerprint ("Machine ID") based on your computer’s components.

• Data Privacy during Activation: This Machine ID is securely transmitted to our licensing servers solely for the purpose of verifying your license and preventing unauthorized use. It does not contain, scan, or transmit any personal files, audio data, or project metadata.

3. LOCAL PROCESSING & ARTIFICIAL INTELLIGENCE

CompDX utilizes advanced Artificial Intelligence (AI) and Machine Learning models to analyze and process audio and AAF (Advanced Authoring Format) files.

• 100% Local Processing: Kraxton Labs respects the strict confidentiality of the film, television, and audio post-production industries. All audio processing, AI inference, and AAF modifications occur strictly locally on your device hardware.

• No Cloud Telemetry: The Software does not upload, transmit, or store your audio files, dialogue, or AAF project metadata on Kraxton Labs’ servers or any third-party cloud services.

4. POST-PRODUCTION WORKFLOW & DATA BACKUP

The Software is designed to interact with complex project files (AAF) used in third-party Digital Audio Workstations (e.g., Pro Tools).

• Backup Requirement: You are strictly responsible for maintaining comprehensive backups of all original AAF files, audio assets, and session data before processing them through the Software.

• No Liability for Project Loss: Kraxton Labs shall not be liable for any data loss, corrupted session files, missing audio media, timeline sync issues, or missed delivery deadlines resulting from the use of the Software. You must verify all processed AAF files and audio stems before final broadcast, delivery, or publication.

5. RESTRICTIONS ON USE

You may not:

• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software, including its underlying AI models and ONNX runtime environments.

• Rent, lease, lend, sell, redistribute, or sublicense the Software.

• Remove, alter, or obscure any copyright, trademark, or other proprietary rights notices from the Software.

• Attempt to bypass, modify, or defeat the license management and activation system.

6. INTELLECTUAL PROPERTY & THIRD-PARTY TECHNOLOGIES

The Software and all intellectual property rights therein are owned by Kraxton Labs LLC. The Software may contain or utilize third-party technologies, frameworks (such as JUCE), or open-source libraries (such as ONNX Runtime and Pyannote models). Your use of these integrated technologies is governed by this EULA, and Kraxton Labs retains all rights not expressly granted to you.

7. DISCLAIMER OF WARRANTIES

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, KRAXTON LABS LLC DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. KRAXTON LABS DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE OR THAT IT WILL OPERATE WITHOUT INTERRUPTION.

8. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL KRAXTON LABS LLC, ITS FOUNDERS, OR ITS AFFILIATES BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF KRAXTON LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, KRAXTON LABS’ ENTIRE LIABILITY UNDER ANY PROVISION OF THIS EULA SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE LICENSE.

9. GOVERNING LAW & JURISDICTION

This EULA shall be governed by and construed in accordance with the laws of the State of Florida, United States, without regard to its conflict of law principles. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Broward County, Florida.