AUTODESK SOFTWARE LICENSE AGREEMENT
US - Canada
IMPORTANT, PLEASE READ THIS FIRST. THIS IS A LICENSE AGREEMENT.
AUTODESK IS WILLING TO LICENSE THE ACCOMPANYING SOFTWARE TO YOU ONLY UPON
THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS LICENSE
AGREEMENT AND ANY SUPPLEMENTARY OR UNIQUE LICENSE TERMS INCLUDED
READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE SELECTING
THE “I ACCEPT” BUTTON AT THE BOTTOM OF THE PAGE. PLEASE USE THE SCROLL BAR ON
THE RIGHT TO READ THE REST OF THIS AGREEMENT. YOU MAY PRINT THIS AGREEMENT BY
SELECTING “PRINT” BELOW. BY SELECTING THE “I ACCEPT” BUTTON, YOU ARE
CONSENTING TO BE BOUND BY ALL THE TERMS OF THE AGREEMENT AND THE SOFTWARE
WILL BE INSTALLED.
IF YOU ARE NOT WILLING TO BE BOUND BY THIS AGREEMENT AND YOU DO NOT AGREE TO
ALL OF ITS TERMS AND CONDITIONS, SELECT “I REJECT” - WHICH WILL CANCEL THE
LOADING OF THE SOFTWARE -- AND, WITHIN THIRTY (30) DAYS FROM PURCHASE, RETURN
THIS SOFTWARE TO THE LOCATION WHERE YOU ACQUIRED IT FOR A FULL REFUND, IN
ACCORDANCE WITH THE RELEVANT RETURN POLICY.
YOUR USE OF THE SOFTWARE ALSO INDICATES YOUR ASSENT TO BE BOUND BY THE TERMS
AND CONDITIONS OF THIS AGREEMENT.
CO PY I N G O R U S E O F T H I S SO FT W AR E O R I T S DO C UM EN T A TI O N E XC EP T A S
PE RM IT T E D B Y T H I S A G RE EM E N T I S U NA UT H O R I ZE D AN D IS CO P YR I GH T
IN FR IN G EM E N T UN D ER TH E LA W S O F Y O UR C O U N TR Y. IF YO U C O PY O R
US E T H I S SO F T W AR E O R I T S DO C UM EN TA T IO N W IT H O U T P ERM I S SIO N O F
AU TO D ESK , YO U A RE V IO LA T IN G TH E LA W. Y O U M AY B E LI AB L E T O
AU TO D ESK FO R DA M AG ES, A ND Y O U M AY B E SUB J EC T TO C RIM I NA L
PE NA L T I ES .
NOTE: IF THIS COPY OF THE SOFTWARE IS
DESIGNATED AS AN EVALUATION,
NFS, NFR, TRIAL OR
DEMONSTRATION COPY, THE
FOLLOWING TWO PARAGRAPHS ALSO
APPLY TO YOU:
TH I S SO F T WA R E IS M ADE AV A I LAB L E F O R F I X ED L IM I T ED T ERM O N L Y.
TO EX T E ND Y O U R US E O F TH E S O FT WA R E, YO U M US T CO NT AC T
AU TO D ESK O R AN AU TO D ESK A U TH O R I ZE D R E S E L L ER TO REM I T TH E
PUR CH A S E PR IC E A ND R EC E I VE Y O U R AU T H O R I ZA T IO N C O D E O R N EW
PA ID- IN- FU L L CO PY EN T I T LI N G YO U TO TH E CO M M ERC IA L L IC EN S E
RI G H TS G R AN T ED B E LO W .
DU RI N G TH E E VA L UA T IO N P ER IO D, Y O U M AY US E O N E CO PY O F TH E
SO F T WA R E O N L Y TO E VA L UA T E I T . US E DU R IN G T H E E VA LU A T IO N
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PE RI O D FO R A NY O TH E R P URP O S E, IN C LU D IN G CO M P E TI T I VE A NA L YS I S,
IS S TR I CT L Y PR O H I B I T ED. U PO N YO U R PUR CH A S E O F A L I C EN S E FO R T H I S
SO F T WA R E, U S E O F TH E SO F T WA R E S H AL L NO LO N G ER B E SUB J E CT T O
TH E F O R E GO I N G R E S TR IC T IO N.
NO T E: IF TH I S C O PY O F TH E SO F T WA R E IS
DE S I G NA T ED A S A F I XE D - T ERM L I C EN S E,
TR A IN IN G LI C EN S E, S TU D EN T L IC E NS E, A
L IM IT E D D UR A T IO N L IC E NS E O R A R E N T AL
L IC E NS E, T H E FO L L O W IN G PA RA G RA PH
AL SO APP L I E S TO Y O U:
TH I S SO F T WA R E I S M ADE AV A I LAB L E F O R TH E F IX E D - T ER M FO R WH I CH
YO U H A V E P AI D AN D W I L L C EA S E TO O PE RA T E O N T H E E XP IR AT IO N O F
TH A T F I XE D - T ERM . U S E O F TH IS SO F T WA R E AF T ER TH E E XP IR AT IO N O F
TH E F I X ED - T E RM , O R AN Y A T T EM PT TO D EF E A T T H E D IS AB LI N G
FUN C TI O N, W I L L B E IN V IO LA T IO N O F TH I S A G R EEM E NT A ND M AY
CO N S T IT U T E C O PY R I GH T IN FR IN G EM E N T.
1 . G ra nt o f Lic en s e.
Autodesk, Inc. (“Autodesk”) grants you a nonexclusive, nontransferable license to use this program (the
“Software”) and its manual and other accompanying material (“Documentation”) with equipment owned by
you or under your control, according to the terms and conditions of this Agreement. This Agreement permits a
single user to install and use the Software on only one computer at one location at any one time.
E du ca tio na l V er sio n: If this Software is an Educational Version, you may use it only for the purpose of
training and instruction, and for no other purpose. Educational Versions of the Software may not be used for
commercial, professional, or for-profit purposes.
Ev a l ua t io n Ver s io n: If this Software is identified as a demonstration, evaluation, or NFR version, you
may use it only for the purpose of commercial evaluation and demonstration, you may not use it for
commercial, professional, or for-profit purposes without Autodesk’s written consent.
B a c kup Co py : Regardless of which version of the Software you have acquired, you may make one
archival (backup) copy of the Software. Such archival copy may not be installed on another computer, unless
such computer is a partitioned drive of a server to which only the authorized user has access. In any event,
the archival copy may not be used or installed as long as another copy of the Software is installed on any
computer. If the Documentation is in printed form, it may not be copied. If the Documentation is in
electronic form, it may not be duplicated electronically, however, you may print out one (1) copy, which may
not be copied.
Ad dit io na l In st a lla t io n : Except with Educational, Student and Evaluation Versions, you may make a
second copy of the Software on the hard disk of a second computer owned by you or under your contract
provided that (1) the original and second copies are used only by the same person; (2) the second copy is
installed and used only on a notebook computer, home computer, or other non-server computer away from
your usual work location for the purpose of enabling you to perform work while away from your usual work
location; (3) only one of the Software copies is in use at any one time; (4) the second copy of the Software is
used exclusively with the copy protection device (if any) supplied with the Software, and (5) the Software is
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not licensed and/or labeled as an Educational Version or Student Version.
Upg ra d es: If this Software is labeled as an upgrade (“New Version”) to software previously licensed to
you (“Previous Version”), you may only use copies of the Previous Version, including any copies resident on
your hard disk drive, for backup purposes with respect to data and images created with the Previous Version
only and not for commercial or production purposes and in no event concurrently with your use of the New
Version. Autodesk reserves the right to require you to show satisfactory proof of compliance with this
section. Software patches, if any, provided to you by Autodesk or an authorized third-party in connection with
the Software licensed to you hereunder shall be subject to the terms and conditions of this Agreement unless
otherwise specified at the time of delivery.
Notwithstanding the foregoing, you may retain and need not destroy the Previous Version and may use the
Previous Version solely if necessary for the purposes of (1) installing the New Version hereby licensed and
(2) for archival (backup) purposes in order to reinstall the New Version hereby licensed if the initial
installation fails. Under no other circumstances may you operate the Previous Version.
Aut ho r iza t io n Co d e: If this Software requires an authorization code, you must register your purchase of
this Software with Autodesk before an authorization code shall be issued to you, and Autodesk shall maintain
your registration details.
License Term: Subject to the terms and conditions of this Agreement, the license to use the Software is
perpetual, unless the Software is designated as a fixed-term license, a limited duration license or a rental
license, and in such case the term of the license shall be the term for which you have paid.
NOTE: ALL REMAINING PROVISIONS OF
THIS AGREEMENT APPLY TO ALL
VERSIONS OF THIS SOFTWARE.
2. RE S T RI C TI O N S.
Yo u M a y No t :
1. copy or use the Software or Documentation except as permitted by this Agreement.
2. reverse engineer, decompile, or disassemble the Software except to the extent permitted by law
where this is indispensable to obtain the information necessary to achieve interoperability of an
independently created program with the Software or with another program and such information is
not readily available from Autodesk or elsewhere. Notwithstanding the foregoing, you may not
decompile the Software if such information is available by licensing any Autodesk Software
3. distribute, rent, loan, lease, sell, sublicense, or otherwise transfer all or part of the Software,
Documentation or any rights granted hereunder to any other person without the prior written consent
4. install or use the Software on the Internet or over a wide area network, including, without limitation,
use in connection with a Web hosting, service bureau, time-sharing or similar service.
5. remove, alter, or obscure any proprietary notices, labels, or marks from the Software or
6. modify, translate, adapt, arrange, or create derivative works based on the Software or Documentation
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for any purpose.
7. utilize any equipment, device, software, or other means designed to circumvent or remove any form
of copy protection used by Autodesk in connection with the Software, or use the Software together
with any hardware lock, authorization code, serial number, or other copy protection device not
supplied by Autodesk directly or through an Authorized Autodesk Reseller.
8. export the Software or Documentation in violation of U.S. or other applicable export control laws.
9. use the Software or Documentation outside of the country of purchase, unless the Software and
Documentation were purchased in the European Union (“E.U.”), in which case use throughout the
E.U. is permitted.
10. This software may not be used or transferred outside of the United States and Canada, regardless of
whether such transfer is accomplished by physical or electronic means.
3. CO PY R I GH T.
Title and copyrights to the Software, Documentation and accompanying materials, if any, and any copies
made by you remain with Autodesk and its licensors. The structure, organization, and code of the Software
are valuable trade secrets of Autodesk and its licensors. Unauthorized copying of the Software or
Documentation, or failure to comply with the above restrictions, will result in automatic termination of this
Agreement. This Agreement does not grant you any intellectual property rights.
4 . G E N ER AL LIM I T ED WA RR AN T Y.
Autodesk warrants that the Software will provide the facilities and functions generally described in the
Documentation and that the media on which the Software is furnished, if any, the Documentation
accompanying the Software, and any hardware lock or other copy protection device accompanying the
Software will be free from defects in materials and workmanship under normal use. E X CEP T FO R T HE
AB OV E E XP RES S LI MI T ED W AR R ANT IE S, AUT O DE SK M AK ES AN D YO U
RE CEI VE N O W AR R ANT I ES, E XP R ES S, I MP LI ED, ST AT UT O R Y, O R IN ANY
CO MM UNI C AT I ON W I T H YOU , AND AUT OD ESK SP E CI FI C ALLY D IS C LAIM S ANY
OT HER W AR R ANT Y I NC LU DIN G T HE I MP LIED W AR R ANT Y OF
ME R CH AN T AB I LI T Y OR FI T NE S S F O R A P ART IC U LAR P U RP O SE. AUT OD ES K
DOE S NOT W AR R AN T T HAT T HE OP ER AT ION OF T HE SO FT W AR E W I LL B E
UNI NT ER RUP T ED O R ER RO R F REE. The above exclusions may not apply to you as some
jurisdictions do not allow the exclusion of implied warranties. In addition to the above warranty rights, you
may also have other rights, which vary from jurisdiction to jurisdiction.
Autodesk's entire liability and your exclusive remedy under the warranties made in this Agreement will be, at
Autodesk's option, to attempt to correct or work around errors, to replace the defective media, if any;
Documentation or copy protection devices; or to refund the purchase price and terminate this license. This
remedy is subject to the return of the defective media, documentation, or copy protection device with a copy
of your receipt to your local Autodesk office or the Authorized Autodesk Reseller from whom it was obtained
within ninety (90) days from the date of its delivery to you. Following expiration of this ninety (90)-day
period, Autodesk will replace any defective or damaged copy protection device in return for payment of an
amount that covers the cost of a replacement device plus a fee for handling and shipment.
5. DI SC L A IM ER .
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COMPUTER-AIDED DESIGN SOFTWARE AND OTHER TECHNICAL SOFTWARE ARE TOOLS
INTENDED TO BE USED BY TRAINED PROFESSIONALS ONLY. THEY ARE NOT SUBSTITUTES
FOR YOUR PROFESSIONAL JUDGMENT. COMPUTER-AIDED DESIGN SOFTWARE AND OTHER
TECHNICAL SOFTWARE ARE INTENDED TO ASSIST WITH PRODUCT DESIGN AND ARE NOT
SUBSTITUTES FOR INDEPENDENT TESTING OF PRODUCT STRESS, SAFETY AND UTILITY. DUE
TO THE LARGE VARIETY OF POTENTIAL APPLICATIONS FOR THE SOFTWARE, THE
SOFTWARE HAS NOT BEEN TESTED IN ALL SITUATIONS UNDER WHICH IT MAY BE USED.
AUTODESK SHALL NOT BE LIABLE IN ANY MANNER WHATSOEVER FOR THE RESULTS
OBTAINED THROUGH THE USE OF THE SOFTWARE. PERSONS USING THE SOFTWARE ARE
RESPONSIBLE FOR THE SUPERVISION, MANAGEMENT AND CONTROL OF THE SOFTWARE.
THIS RESPONSIBILITY INCLUDES, BUT IS NOT LIMITED TO, THE DETERMINATION OF
APPROPRIATE USES FOR THE SOFTWARE AND THE SELECTION OF THE SOFTWARE AND
OTHER PROGRAMS TO ACHIEVE INTENDED RESULTS. PERSONS USING THE SOFTWARE ARE
ALSO RESPONSIBLE FOR ESTABLISHING THE ADEQUACY OF INDEPENDENT PROCEDURES
FOR TESTING THE RELIABILITY AND ACCURACY OF ANY PROGRAM OUTPUT, INCLUDING
ALL ITEMS DESIGNED BY USING THE SOFTWARE.
6. L IM IT A T IO N O F L IA B I LI T Y.
IN NO EVENT WILL AUTODESK BE LIABLE FOR ANY LOSS OR DAMAGES OF ANY KIND,
INCLUDING LOSS OF DATA, LOST PROFITS, COST OF COVER, OR OTHER SPECIAL,
INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES ARISING OUT OF THE USE OR
INABILITY TO USE THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED AND ON ANY
THEORY OF LIABILITY. THIS LIMITATION WILL APPLY EVEN IF AUTODESK OR ANY
AUTODESK RESELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.
YOU ACKNOWLEDGE THAT THE LICENSE FEE REFLECTS THIS ALLOCATION OF RISK.
AUTODESK SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER ARISING FROM
LOSS OR THEFT OF THE SOFTWARE OR OF ANY COPY PROTECTION DEVICE WITH WHICH
THE SOFTWARE IS SUPPLIED. SPECIFICALLY, AUTODESK SHALL NOT BE OBLIGATED TO
REPLACE ANY LOST OR STOLEN SOFTWARE OR COPY PROTECTION DEVICE. YOU ARE
SOLELY RESPONSIBLE FOR SAFEGUARDING THE SOFTWARE AND ANY COPY PROTECTION
DEVICE FROM LOSS OR THEFT AND PROTECTING YOUR INVESTMENT THROUGH INSURANCE
THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU BECAUSE SOME JURISDICTIONS DO NOT
ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR
7 . RE S T RI C T ED R I GH T S FO R U .S. GO V E RN M ENT C US TO M E RS .
The Software and Documentation is provided with RESTRICTED RIGHTS. Use, duplication, or disclosure
by the United States Government or any agency, department, or instrumentality thereof is subject to the
restrictions set forth in the Commercial Computer Software -- Restricted Rights clause at FAR 52.227-19 or
the Commercial Computer Software -- Licensing clause at NASA FAR Supplement 1852.227-86.
Manufacturer is Autodesk, Inc., 111 McInnis Parkway, San Rafael, California 94903.
A. This Agreement and the license granted hereby shall terminate without further notice or action by
Autodesk if you, the licensee, become bankrupt, make an arrangement with your creditors or go into
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B. This Agreement shall not be governed by the UN Convention on Contracts for the Sale of Goods. This
Agreement shall be governed by the laws of the State of California, U.S.A., including its Uniform
Commercial Code without reference to conflict-of-laws principles. This Agreement is the entire
agreement between us and supersedes any other communications or advertising with respect to the
Software and Documentation.
C. If any provision of this Agreement is found to be invalid or otherwise unenforceable, the further
conditions of this Agreement will remain fully effective and the parties will be bound by obligations
which approximate, as closely as possible, the effect of the provision found invalid or unenforceable,
without being themselves invalid or unenforceable.
D. If you purchased this product in Canada, you agree to the following: The parties hereto confirm that it is
their wish that this Agreement, as well as other documents relating hereto, including Notices, have been
and shall be written in the English language only. Les parties aux présentes confirment leur volonté que
cette Convention de même que tous les documents y compris tout avis qui s'y rattache, soient rédigés en
9. DISCREET SOFTWARE: The following additional provisions apply to the below specified Software
and Documentation developed by Discreet, a division of Autodesk:
Lab Pack License: If the Software is licensed to you as a Lab Pack (certain products only) and you have paid
the Lab Pack license fee, then you may install the Software on the number of computers and make the number
of copies of the Documentation as authorized for such Lab Pack. In any event, no more than the number of
copies of the Software authorized for such Lab Pack may be used simultaneously
Render Queue: If you have purchased a single-user license, notwithstanding the prohibition against use of
the Software on only one computer at one location at any one time, you may install the Render Queue
application contained in the Software on more than one computer and use such multiple installations for the
exclusive purpose of network rendering of your files.
3ds max and Autodesk VIZ: Notwithstanding the single-user/one-computer license granted in this License
Agreement, you may install this Software on more than one computer for the exclusive purpose of network
rendering of your files.
3ds max and Autodesk VIZ and products published by Autodesk which require 3ds max or VIZ to
operate ("Plug-ins"): You may modify and make unlimited copies of the source code examples (“Source
Examples”) contained in the Software and any resulting binary files for the exclusive purpose of incorporation
into your own works (the “User Works”) and you may treat the User Works as your own creations with the
following restrictions: (1) You must clearly identify any modified source code examples and any resulting
binary files as User Works developed by you, and not by Autodesk, and you must use class identifications for
any classes of objects you create that are different from the class identifications used by Autodesk. (2) You
may distribute the resulting binary files of the Source Examples in User Works that are commercially
distributed software applications only if: (i) such applications require 3ds max or Autodesk VIZ to operate;
and (ii) such applications contain, subject to Autodesk’s sole discretion, significant features and functionality
in addition to the Source Examples so that the Source Examples are not the primary source of value. You
must include the copyright notices of Autodesk, Inc. in any copy of the Source Examples, derivative works,
and resulting binary files.
3ds max and Autodesk VIZ and products published by Autodesk which require 3ds max or VIZ to
operate ("Plug-ins"): You may modify and make unlimited copies of the individual animations, still images,
and audio files contained in the Software (collectively called the “Software Files”) for the sole purpose of
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incorporation into your own animations and still images. You may treat the User Works as your own
creations and you may distribute the Software Files subject to the following restrictions: You must exclude
MIDI files in any medium for commercial radio or television broadcast, and you may not distribute Software
Files that were supplied with the Software, modified or unmodified, as a stand-alone commercial product,
including, but not limited to, applications in the form of a collection or library, or as part of a software design
tool, except with Autodesk’s written permission. Subject to the foregoing restrictions, you may distribute the
User Works and Software Files when incorporated into commercial software applications provided that such
commercial software applications contain significant features and functionality in addition to the Software
Files and the Software Files are not the primary source of value.
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