TERMS OF USE
OF THE SCIENCE
CINEMA VR SOFTWARE

Dated: 23 February 2019

These Terms of Use (hereinafter – "Terms") shall determine the terms and rules of usage of Software and Content (as more fully defined below in section 'Definitions'), licensed (sublicensed, or distributed) by Altair Digital LLC (hereinafter– "Altair") under these Terms.

Please read these Terms carefully before acquiring a license (sublicense), downloading, and using the Software and/or Content in any manner.

When you as a User pay for the Software license under these Terms, you confirm that you unconditionally accept the Terms relating to the Software usage and the Content usage, and the Terms constitute a license agreement between you and Altair (as to the usage of Software).

Unless otherwise stated in the Terms, when you as a User pay for the definite Content item sublicense under these Terms, you confirm that you unconditionally accept the Terms (as to the usage of such Content item), and the Terms constitute a sublicense agreement (in its part relating to such Content item) between you (User) and Altair (as to the usage of such Content item).

If you do not accept each and every of the Terms, do not proceed to signing up an Account and paying for the license.

1. DEFINITIONS

1.1. Unless the context of the Terms otherwise requires, the following terms used in these Terms, have the following meanings:

1.2. Software – Science Cinema VR software which is designed to be used as a software part of a digital mobile planetarium system primarily used in digital mobile planetarium services provision. Software consists of server and client parts. Instructions as to install and use Software as well as system requirements for the Equipment compatible with Software are listed in Appendix #1.

1.3. Equipment – hardware and software (except for the Software), compatible with the Software, as per list in Appendix #1, which consist of client and server parts, needed to implement a digital mobile planetarium system with use of the Software. Recommendations as to use of specific Equipment may change from time to time.

1.4. Devices – client part of the Equipment, where client part of the Software is installed. Models of Devices compatible with the Software are listed in Appendix #1.

1.5. Content – entertainment and educational video files which can be downloaded by means of the Software from Content Library for a fee or free of charge (subject to the terms and conditions such Content is distributed under).

1.6. Content item – specific entertainment and educational video file available for sublicense in the Content Library.

1.7. Content library – a library of Content items which are available for sublicensing in User's personal account.

1.8. Services – digital mobile planetarium commercial or educational services that User may provide to its clients using Software and Content legally downloaded from Content Library by means of Software.

1.9. Territory – any territory except for the territory of the Russian Federation.

1.10. Websitehttps://sciencecinemavr.com.

1.11. User – a natural person (who is 18 years of age or the age of majority in the province, territory or country, where User is going to render Services), or a legal entity, who provides or is going to provide Services with use of the Software.

2. SOFTWARE LICENSE TERMS

2.1. Under these Terms Altair provides User, and User accepts a personal, non-exclusive, commercial, limited, non-transferable, not sublicensable license to use Software as part of User's mobile planetarium system on User's Equipment, and User pays to Altair the license fee. There are three types of licenses available to User, that vary by the number of Devices the client part of the Software can be installed and used on:

(i) User may install and use the client part of the Software on no more than ten (10) Devices at the same time;

(ii) User may install and use the client part of the Software on no more than twenty (20) Devices at the same time;

(iii) User may install and use the client part of the Software on no more than thirty (30) Devices at the same time.

2.2. User may use the Software as part of its mobile planetarium system and render Services with use of the Software to its clients all over the world except of the territory of the Russian Federation. Any use of Software and/or Content sublicensed hereunder is strictly prohibited. Altair is entitled to restrict usage by User of Software and/or Content sublicensed hereunder, if Altair finds out that User makes any use of Software and/or Content sublicensed hereunder in the territory of the Russian Federation.

2.3. User may download and use the Software only for streaming Software Content items downloaded from Content library from server part of the Software to its client parts (Devices), provided that the server part and client parts of the Software are in the same local area network (LAN), when streaming takes place.

2.4. Altair is the sole owner of the Software. Any rights to the intellectual property (including but not limited to copyright, trade secrets, trademarks, patents, etc.) arising from the Software or embodied therein, related thereto and connected therewith or affixed thereto shall be solely owned by Altair. The Terms do not provide for transfer of the proprietary rights to the Software and/or its components but provide a restricted right to use the Software which may be withdrawn in accordance with the Terms. Neither provision of the Terms may be considered as Altair's waiver of its rights to the intellectual property in any jurisdiction whatsoever.

2.5. The provisions stipulated in cl. 2.4. above do not apply to the Content items which are the intellectual property of its owners, and which may be sublicensed to User by Altair on a fee basis or free of charge (as per conditions under which such Content is distributed).

2.6. Unless otherwise provided herein, User may not without a prior written approval by Altair:

  • use, modify, incorporate into another software or combine with it, create a revised version of any part of the Software or its components;
  • sell, license (sublicense), lease, assign, transfer, pledge, grant rights hereunder to any third parties;
  • copy, distribute, or reproduce the Software and/or its components on behalf of any third parties;
  • publish the results of any comparative analysis regarding the Software, use these results for User's own competitive activity in software development;
  • modify, disassemble, decompile, sort out Software component codes, process or improve the Software, try to get a source code of the Software and/or its components.

2.7. User may use the Software from the moment the license fee as defined by section 4 is fully paid.

2.8. User may use the Software only with Content items downloaded from the Content Library.

2.9. Under these Terms Altair neither supplies any Equipment needed to use the Software to User nor compensates User for such Equipment. User acquires the Devices needed on its own and at its own cost and expense.

2.10. To choose/change the license type, download the Software/Content, pay the license fee, get information on the types of license acquired, User shall have a personal account on Website. In order to have a personal account User shall sign up for one.

2.11. User may log in to its personal account and make use of its functionality either on Website or in the server part of the Software. The latter is possible if User has already downloaded and installed server part of the Software on its Equipment.

2.12. Only User singed up may log in to the personal account of such User.

2.13. The Software license is considered granted when the payment of the license fee due under the license type chosen by User is fully paid by User. At the same time these Terms become a legal binding license agreement between User and Altair (as to the Software license).

3. CONTENT SUBLICENSE TERMS

3.1. Content items available to User in the Content Library may be downloaded, installed and used by User on the terms and conditions stated in license agreements that regulates such Content items usage (for free of charge Content items, distributed by third parties under free licenses), or sublicensed by Altair to User under the terms and conditions, stipulated in this section 3 (for Content items which are licensed/sublicensed by Altair on a fee basis).

3.2. If otherwise is not stipulated on the Website or in the Software (Content Library) any Content available for sublicensing in the Content Library may be sublicensed to User on the terms stipulated in this section 3.

3.3. Altair has all the rights to sublicense the Content available for downloading in the Software (except of the Content items which are distributed under free licenses). The Terms do not provide for transfer of the proprietary rights to the Content but provide a restricted right to use the Software which may be withdrawn in accordance with the Terms. Neither provision of the Terms may be considered as Altair's waiver of its rights to the intellectual property in any jurisdiction whatsoever.

3.4. The sublicense to use the Content can be only non-exclusive, commercial, limited, non-transferable, non-sublicensable.

3.5. User gets right to use the specific Content item under this sublicense from the moment the sublicense fee, stipulated for this Content item in the Content library, is fully paid.

3.6. User may download and use Content items only for streaming them by means of Software from Software server part to its client parts (Devices), provided that the server part and client parts of the Software are in the same local area network (LAN), when streaming takes place.

3.7. Unless otherwise provided herein, User may not without a prior written approval by Altair:

  • use, modify, incorporate into another software or combine with it, create a revised version of any part of any Content item or its components;
  • sell, license (sublicense), lease, assign, transfer, pledge, grant rights to any Content item to any third parties;
  • copy, distribute, or reproduce any Content item or its components on behalf of any third parties;
  • publish any Content items;
  • extract Content from the Software and/or use the Content and Software separately.

3.8. In no way Altair can be liable or bears any responsibility as to the legality or any restrictions (including without limitation, religious, moral, ethical restrictions) as to usage of any specific Content items imposed by legislation of the state (province, country) where User lives, resides or is going to use such Content items in its business activities. Before using any Content item, User shall make sure that there are no such restrictions in the territory where he or she is going to use it.

4. FEES

4.1. In consideration of the Software license and subject to the license type chosen User pays to Altair the license fee which is stipulated on Website in personal account section at the moment when User is paying such fees for the license type chosen.

4.2. User may change the license type in its personal account at any time by paying an additional fee (if the number of Devices under the new license type increases) stipulated on Website in https://sciencecinemavr.com/ price section. If the number of Devices under the new license type decreases Altair will not refund User with the balance between the old and the new license types.

4.3. In consideration of each sublicense of each Content item User pays to Altair the sublicense fee in the amount and according the payment schedule stipulated in the Content Library for each Content item.

4.4. Sublicense fees may be changed from time to time.

4.5. User may pay the fees by bank card, by wire transfer or by any other payment method accepted by Altair and described on Website.

4.6. The license (sublicense) fees payable under these Terms do not include any applicable taxes.

4.7. The license (sublicense) fees payable under these Terms are not refundable.

4.8. The license (sublicense) fee shall be deemed to have been paid upon crediting of the funds to the Altair's bank account.

5. THE TERMS

5.1. Altair may in its own discretion and at any time, change, add, or delete parts, sections or portions of these Terms and any other terms posted on the Website which have relation to the Terms and to the use of the Software by User.

5.2. The User understands and acknowledges that it is User's responsibility to check the Terms from time to time.

5.3. Continued use of the Software following the posting of changes to the Terms constitutes User's acknowledgment and acceptance of, and agreement to, such changes.

5.4. Altair will notify the User of any such material changes by posting notice of the changes on the Website.

5.5. Altair may unilaterally terminate license agreement made on these Terms if User violates provisions of cl. 2.2. above (usage of Software and/or Content sublicensed in the territory of the Russian Federation).

5.6. If the license agreement for Software usage is terminated User may not use Software licensed hereunder anywhere in any way.

5.7. If the license agreement for Software usage is terminated User may not use Software and/or Content sublicensed hereunder anywhere in any way.

6. UPDATES

6.1. Altair may from time to time provide User with updates to the Software which Altair makes available for downloading on Website. User may get free updates to the Software only for the version of the Software which is licensed to User and only within three (3) years of the date of such version release.

6.2. New versions of the Software may be licensed to User for additional fee.

7. LIABILITY, WARRANTIES, DISCLAIMERS AND INDEMNIFICATION

7.1. The User understands that the Software and Content are provided on an "as is" basis to the fullest extent permitted by applicable law, and that Altair expressly disclaim all warranties of any kind, whether express or implied, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose and non-infringement.

7.2. Hereby Altair makes no warranty that Software and/or Content will meet the User's personal requirements or needs, or requirements or needs of User's clients.

7.3. Altair does not and will not be liable for correctness and truthfulness of the Content available in the Software.

7.4. The User hereby releases, and acknowledges and agrees, at User's own expense, to indemnify, defend and hold harmless Altair, the Altair's officers, directors, employees, agents, licensees, distributors, representatives, affiliates, and successors from all liabilities, claims, alleged claims, loss and damages (of every kind, whether known or unknown and suspected or unsuspected), including settlement costs and any legal or other fees and expenses for investigating or defending any actions or threatened actions and reasonable attorney's fees related in any way to or arising out of the use of the Software or Content, personal information. Users shall use their best efforts to cooperate with Altair in the defense of any claim.

7.5. User understands, and acknowledges and agrees that in no event shall Altair, or any of Altair's officers, directors, employees, shareholders, affiliates, agents, successors or assigns, nor any party involved in the creation, production or transmission of the Software or Content, be liable to the User or anyone else for any indirect, special, punitive, incidental or consequential damages (including, without limitation, those resulting from bodily injury, injury to property, death, lost profits, lost data or business interruption) arising out of:

  • the use, inability to use, or the results of use of the Software, or Content;
  • any viruses that may infect, User's Equipment, in the process of using Software or Content.

7.6. The User understands and acknowledges and agrees that in no event shall the Altair or the Altair's affiliates, contractors, employees, agents, or third-party partners, licensors or suppliers total liability to the User for any damages, losses, and causes of action arising out of or relating to these Terms or User's use of the Software and/or Content (whether in contract, tort (including negligence), warranty, or otherwise) exceed two hundred dollars ($200.00).

7.7. The User hereby releases Altair, the Altair's officers, directors, employees, agents, licensees, distributors, representatives, affiliates, and successors from claims, demands any and all losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death, and property damage, that is either directly or indirectly related to or arises from User's use of the Software or Content.

7.8. Altair shall not and will not be liable for any Equipment needed to use Software and/or Content. Altair does not supply User with the Equipment. User shall provide itself with Equipment needed for running the Software as per recommendations posted on the Website.

8. RULES OF CONDUCT

8.1. While accessing and using the Software User agrees to abide by all applicable local, state, national and international laws and regulations and not, nor allow or facilitate others, to violate or infringe any rights (including, but not limited to, copyrights, rights of publicity or privacy, confidentiality and trademarks rights) of others.

8.2. User understands, and acknowledges that, the User may not use the Software or any of its content, to promote, conduct, or contribute to activities which are profane, defamatory, infringing, fraudulent, obscene, pornographic, indecent, inappropriate or illegal, including, but not limited to, pyramid schemes, surveys, contests, chain letters, gambling, junk e-mail, spamming, promoting hatred towards any group of people or conduct that can reasonably be expected to harm others, defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of other Users.

9. MISCELLANEOUS

9.1. If any provision of these Terms shall be or become prohibited or invalid under applicable legislation by a court of competent jurisdiction such provision shall be ineffective to the extent of such prohibition or invalidity only, without thereby invalidating the remainder of such provision or of any of the remaining provisions of the Terms.

9.2. The User has no right to assign or transfer any rights and/or licenses granted according to these Terms.

9.3. These Terms with the information posted on the Website in Website sections mentioned in these Terms constitute the entire agreement between the User and Altair, state the Altair's entire liability.

9.4. The section titles in these Terms are used solely for the convenience and have no legal or contractual significance.

9.5. No waiver of any term of the Terms shall be deemed a further or continuing waiver of such term or any other term, and any failure to assert any right or provision under the Terms shall not constitute a waiver of such term.

9.6. These Terms will be governed by and construed in accordance with the laws of the Russian Federation without regard to choice or conflict of law provisions.

9.7. All disputes arising out of this Agreement shall be heard exclusively in the federal and state courts located in the Russian Federation and courts with appellate jurisdiction therefrom.


ALTAIR DIGITAL LLC
MAIN REGISTRATION NUMBER IN THE REGISTER OF THE LEGAL ENTITIES OF THE RUSSIAN FEDERATION
IDENTIFICATION #: 5407249287
Office address: 630102, Russian Federation, Novosibirsk region,Novosibirsk, Makovskiy str., 10, 106
Phone | email: 8-913-210-4158 | info@altair.fm
CEO Konstantin Urvantcev

Beneficiary's bank: AO «ALFA-BANK»
IBAN: 40702978423230000030
SWIFT:ALFARUMM
Beneficiary's bank address: 27 Kalanchevskaya str., Moscow, 107078


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