HeliumX TV Ltd: End-User License

Agreement

Last Updated: November 07, 2021

This License, effective from November 21, 2021 between HeliumX TV LTD and yourself, a person or
corporation who obtained a license key from HeliumX TV LTD (“the Licensee”) is a binding agreement
licensing the use of the Helium Software (the "Software") by the Licensee. It is the only agreement
between HeliumX TV LTD and the Licensee, and therefore if the Licensee does not agree to any of the
terms stipulated in it, the Licensee cannot use the Software.
The Software is licensed, and not sold, and therefore this document does not convey any ownership, title
or right in the Software.

The Licensee’s Representations.

The Licensee represents and warrants that it is under the legal capacity to enter into this License and that:
(i) it isn’t registered in any state or country sanctioned by the US or Israel government; (ii) it is not a
member of any terrorist organization or unlawful organization; (iii) it was not previously denied service
with HeliumX TV LTD; (iv) it is not prohibited or limited, under applicable law, from entering into this
License.

License Grant.

HeliumX TV LTD hereby grants the Licensee a limited license to execute, use, and store a copy of the
Software, all under the limitations stipulated in this Agreement.
The Licensee may not make any changes, amendments or updates to the Software by itself, except for in
accordance to the QT Licensing and to the additional software.
The Licensee shall not allow its end-users to redistribute or bundle the Software with their own software
as a part of a larger work.
Each License is granted for just one instance of the software. Any use in excess of the permitted number
shall be considered as a breach of this License.

License Key

Licensee shall be required to provide a license key which is compatible with the license it purchased and
for the duration of the License. The license key is personal, non-transferable and temporary.

Types of License

HeliumX TV Ltd provides the Licensee with a license to use the Software under one of four licenses.

Commercial

A commercial license is a temporary license, which is for one machine and CPU and for one user on this
machine. This license may be transferred from one machine to another, provided that all transfers are
inside of the Licensee’s domain and premises. The Licensee may use the Software’s output for any legal
purpose and without HeliumX TV LTD’s consent.

Trial

A trial license is a temporary license which has similar functionality to the full license and carries a
watermark on all outputs. Removing the watermark shall void the license. You cannot sale or allow others
access to the output of the Software and any work created using it.

Educational

An educational license may only be provided to academic institutions, schools and their students. An

academic license is provided for non-commercial purposes. Meaning: the Licensee may not use the
results and outputs of the Software for or distribute it in any commercial activity, or any use which may
create any financial gain (except for the provision of academic courses), nor can it sell the output of the
Software to any third party or dispose of it for no cost.

Render Only

A render only license may not be used on regular devices, but only to render existing projects on Adobe
AfterEffects that are “Render-Only” versions.

The License is Personal, Non-Assignable, Non-Transferable and Royalty-Free.

Unless otherwise permitted under this License, the Licensee may not sub-license, lease, rent or otherwise
allow third parties to use the Software or any rights granted herein, or any portions thereof. The Licensee
may not assign or transfer it rights and duties under this License.
The Licensee may use the Software for any legal purpose, including paid-services, without any royalties,
as long as the fees under this License are paid-up.

Term of This License.

The term for this license is as described in the license key order form. The license shall automatically
expire upon the lapse of the term.
The License is temporary and the payment made is the sole payment required to use the Software during
the License term, as long as no breach was made by the Licensee.
If the Licensee’s license is temporary, then HeliumX TV LTD may apply recurring billing methods to bill
the Licensee unless the Licensee notified it, in advance, regarding its wish to terminate such license at the
end of the term. Upon termination of the License, the Licensee shall cease from using the Software and
delete all copies it may have of it.
The Licensee also agrees that its use of the services shall be bona-fide, and that it shall not attempt to
circumvent any protection mechanism, try to obstruct the services, attempt to reverse-engineer or
decompile them or otherwise make any use that might cause us, or our staff, harm or damages.

Updates

The Software comes with upgrades, updates and fixes. However, HeliumX TV LTD is under no
obligation to update the Software, upgrade it or fix any bugs apart from under the Warranty section.
HeliumX TV LTD may notify the Licensee using electronic communication on the availability of any
upgrades, updates and fixes, and according to the Licensee’s specific license it may choose whether to
install such upgrades, updates and fixes.
Additional Software.
Software is sometimes distributed alongside third party libraries that are licensed under different licenses,
including open-source software. In this case: Qt Toolkit Libraries are included and licensed under a the
licenses specified in the attached open-source-licenses.md file provided with the Software.

Liability.

Helium X TV LTD liability to the Licensee shall be limited only to direct damages which occurred due to
HeliumX TV LTD’s breach of this license agreement or applicable law, and shall not exceed the amount
actually paid by the Licensee to HeliumX TV LTD during the 90-day period prior to such damage
occurring.

Warranty.

For Intellectual Property: HeliumX TV LTD hereby warrants that the software does not violate or
infringe any third-party claims in regards to intellectual property, patents and/or trademarks and that to
the best of its knowledge no legal action has been taken against it for any infringement or violation of any
3rd party intellectual property rights.

No Other Warranty: Software is provided without any other warranty; Apart from HeliumX TV LTD’s
breach of the warranties herein, The Licensee shall be solely liable to any damage, defect or loss incurred
as a result of operating the Software and undertake the risks contained in running Software on its
computers.

Prior Inspection: The Licensee hereby represents and warrants that it inspected Software thoroughly and
found it satisfactory and adequate to the Licensee’s needs, that it does not interfere with the regular
operation of the Licensee’s business and that it does meet the standards and scope of the Licensee’s
computer systems and architecture.

The Licensee hereby waive any claims regarding Software's incompatibility, performance, results and
features, and warrant that it inspected the Software.

Indemnification.

The Licensee hereby warrants to hold HeliumX TV LTD harmless and indemnify HeliumX TV LTD for
any final judgment in a lawsuit brought against it in regards to the Licensee’s use of Software in a manner
that violates, breaches or otherwise circumvents this license, HeliumX TV LTD's intellectual property
rights or HeliumX TV LTD's title in Software or any applicable law or agreement. HeliumX TV LTD
shall promptly notify the Licensee in case of such legal action and request the Licensee’s consent prior to
any settlement in relation to such lawsuit or claim.
HeliumX TV hereby warrants to hold the Licensee harmless and indemnify it against any final judgment
in a lawsuit brought against it based on HeliumX TV LTD’s breach of intellectual property rights. The
Licensee shall promptly notify HeliumX TV LTD in case of such legal action and shall request HeliumX
TV LTD’s consent prior to any settlement in relation to such lawsuit or claim.

Governing Law, Jurisdiction.

The laws of the state of Israel shall apply in case of any dispute arising from this License and the
competent courts in Tel-Aviv shall have exclusive jurisdiction over the matter.