IMPORTANT: PLEASE READ CAREFULLY BEFORE USING CLIPMAP.
This End User License Agreement (“Agreement”) is a legal agreement between you (“you” or “User”) and Sparks Audio AB, a company incorporated in Sweden, registration number 559450-1628, registered address Brännkyrkagatan 103, 117 26 Stockholm, Sweden (“Licensor”, “we”, “us”, or “our”).
By downloading, installing, activating, or using ClipMap (the “Software”), you agree to this Agreement. If you do not agree, do not use the Software.
This Agreement works together with our Terms of Service (which govern your purchase) and our Privacy Policy (which explains how we handle your personal data). If you are a consumer in the EU/EEA, this Agreement does not affect your mandatory statutory rights, which you keep in full.
1. Definitions
“Software” means the ClipMap desktop application, including all files, libraries, and documentation delivered with your purchase.
“License Key” means the unique activation code provided on purchase.
“Update” means a bug fix, security patch, compatibility improvement, or minor feature addition provided during the Update Period.
“Update Period” means the twelve (12) month period following your date of purchase, during which Updates are included at no additional cost.
“Major Version Upgrade” means a new major release (for example, ClipMap 1.x to 2.0), which may be offered separately at an upgrade price.
2. License grant
2.1 Grant. Subject to this Agreement, the Licensor grants you a non-exclusive, perpetual license to install and use the Software, for personal and commercial purposes.
2.2 Single user; two computers, one at a time. The License is for use by you as a single user. You may install and activate the Software on up to two (2) computers you own or control, but you may use the Software on only one (1) computer at a time. Deactivating an installation frees its activation for another computer.
2.3 Backup copy. You may make one (1) copy of the Software for backup or archival purposes.
3. License restrictions
3.1 You may not:
(a) sublicense, rent, lease, lend, or (except as permitted in Section 11) transfer the Software to any third party; (b) modify, adapt, translate, or create derivative works of the Software; (c) decompile, disassemble, or reverse engineer the Software, except to the extent this restriction is prohibited by applicable law, including Article 6 of Directive 2009/24/EC (decompilation for interoperability); (d) remove or obscure any proprietary notice of the Licensor or its licensors; (e) use the Software to develop a competing product; (f) circumvent or interfere with the License Key activation or the online license check (Section 5); or (g) make the Software available over a network for use by people you have not licensed it for.
3.2 Nothing in this Agreement limits rights you have under applicable law that cannot be excluded, including the interoperability rights under Directive 2009/24/EC.
4. File-format interoperability
4.1 Independent product. ClipMap is an independent product developed by the Licensor to read and display .ptx session files for interoperability.
4.2 Trademarks. “Pro Tools” and “.ptx” are trademarks of Avid Technology, Inc. The Software is not affiliated with, endorsed by, or connected to Avid. These references describe file-format compatibility only.
4.3 Scope and known limitations. The Software reads common .ptx elements (track layouts, clip positions, fades, crossfades, automation, markers, tempo maps). Because the .ptx format can vary across Pro Tools versions and configurations, the Licensor cannot warrant that all data from every .ptx version or configuration parses with complete accuracy; known limitations are in the release notes. Compatibility is assessed against the Pro Tools and .ptx versions available when your version is supplied; we will endeavour to extend it through Updates. This does not limit your mandatory statutory rights or our conformity obligation (Section 9).
4.4 Read-only handling. The Software reads .ptx files in a read-only manner and does not modify, write to, or delete your original .ptx files. The optional “Spot to Pro Tools” feature (Section 4.6) does not change this.
4.5 Verification. For critical production work, verify displayed session data against the original Pro Tools session.
4.6 Optional “Spot to Pro Tools” feature; Avid Pro Tools Scripting SDK.
(a) What it does. ClipMap includes an optional feature that sends clip placements and timecode positions into a running Avid Pro Tools session, only at your initiative.
(b) Your own Pro Tools; local operation. It requires a separately licensed copy of Avid Pro Tools (a supported version) installed and running on the same computer, communicates locally, and does not send your session data to us or to Avid.
(c) Avid SDK under licence. The feature is built using the Avid Pro Tools Scripting SDK under a limited licence from Avid, which retains all right, title, and interest in that SDK.
(d) No reverse engineering of Avid components. You may not reverse engineer, decompile, or disassemble the Avid SDK components, or use them other than as part of ClipMap, except where applicable law expressly permits (Section 3.2).
(e) Provided “as is”; no Avid liability. The Avid SDK components and their interoperation with Pro Tools are provided “AS IS.” Avid disclaims all warranties regarding the SDK and is not liable for any loss arising from the feature or the SDK. This does not reduce your mandatory statutory rights against the Licensor for the Software as a whole (Section 9).
(f) It may change. Because the feature depends on Avid’s SDK, we may modify, suspend, or discontinue it if reasonably required by Avid or by changes to Pro Tools. ClipMap’s core read-only viewing does not depend on this feature.
5. Activation and the online license check
5.1 Online activation. ClipMap requires an internet connection to activate your License using your License Key.
5.2 Periodic validation. The Software performs periodic online license checks. After a successful check it operates for a limited offline grace period; if it cannot re-validate online before that period ends, some functionality may be suspended until it can.
5.3 Activation limit. Each License may be activated on up to two (2) computers and used on only one (1) computer at a time (Section 2.2). Deactivating an installation frees its activation for another computer.
5.4 Data. The data processed during activation, validation, and diagnostic reporting is explained in our Privacy Policy.
6. Third-party components
6.1 The Software includes third-party components, including open-source software, each under its own licence. These are listed in the Third-Party Notices, incorporated by reference. Where a third-party licence grants rights broader than, or in conflict with, this Agreement, that licence governs for that component.
6.2 BASS and BASSmix. Included © un4seen Developments, used under licence. Your rights are limited to their use as incorporated in the Software.
6.3 LGPL components. The Software dynamically links LGPL libraries, including FFmpeg and libVLC. The Third-Party Notices explain how to obtain their source and replace them with compatible versions.
6.4 Avid Pro Tools Scripting SDK. Incorporated under a limited licence from Avid solely to provide the optional “Spot to Pro Tools” feature (Section 4.6). These components are proprietary to Avid, provided “as is” without warranty from Avid, and may not be extracted from ClipMap or used separately.
6.5 The Licensor remains responsible to you for the Software as a whole in accordance with this Agreement and applicable law.
7. Updates and support
7.1 Update Period. Your License includes Updates for twelve (12) months from purchase: security patches and critical fixes, .ptx compatibility improvements, and minor feature additions.
7.2 After the Update Period. Your License remains perpetual and you may keep using the last version you received. You may purchase an optional update plan, and any Major Version Upgrade may be offered at an upgrade price.
7.3 Delivery. Updates are delivered electronically. The Software may check for Updates when online; you may disable automatic update checks in settings (the License check is separate).
8. Intellectual property
8.1 The Software, including all copyrights, patents, trade secrets, and trademarks, is and remains the property of the Licensor or its licensors.
8.2 This Agreement does not transfer ownership. You receive only the license rights expressly granted here, and you acknowledge the Software contains proprietary information and trade secrets of the Licensor.
9. Conformity and warranty
For consumers in the EU/EEA
9.1 The Licensor warrants that the Software conforms to its description on the product page and in this Agreement and the Terms of Service, and has the qualities and performance normal for software of this type, in accordance with Directive (EU) 2019/770 and konsumentköplagen (SFS 2022:260).
9.2 The Licensor is liable for a lack of conformity that becomes apparent within one (1) year of delivery. This does not limit any longer statutory period under mandatory Swedish law.
9.3 For a lack of conformity apparent within the first twelve (12) months after delivery, it is presumed to have existed at supply unless the Licensor proves otherwise.
9.4 If the Software does not conform, you are entitled, in order, to have it brought into conformity, to a proportionate price reduction, or to terminate for a refund unless the lack of conformity is minor.
9.5 This Section does not limit your mandatory statutory rights, which may provide greater protection. Any less-favourable term is, to that extent, without effect.
For all other users (business users and non-EU/EEA consumers)
9.6 To the maximum extent permitted by law, the Software is provided by the Licensor and its licensors “AS IS” and “AS AVAILABLE”, without warranty of any kind, express or implied, including merchantability, fitness for a particular purpose, and non-infringement, and we do not warrant it will be uninterrupted, error-free, or free of harmful components.
10. Data collection and privacy
10.1 License processing. Activation and the periodic license check process your License Key, a hashed machine fingerprint, your platform, and the application version. This is necessary to perform your agreement with us (GDPR Art. 6(1)(b)) and our legitimate interest in preventing unlicensed use.
10.2 Anonymous diagnostic data. The Software collects anonymous diagnostic data so we can confirm it works correctly and fix defects. This is on by default during Early Access. Because we rely on our legitimate interest in keeping the Software reliable, you can object at any time by emailing privacy@sparks.audio, and we will stop processing and delete the diagnostic data associated with your installation. It does not identify you and never includes your file names, session names, file paths, or audio content. See the Privacy Policy.
10.3 Privacy Policy. All data processing is described in our Privacy Policy at sparks.audio/privacy-policy, including legal bases, retention, and your rights.
11. Transfer
11.1 You may permanently transfer your License to another person (“Recipient”). To keep the transfer valid and to protect both you and the Recipient against misuse, the transfer must be processed by the Licensor and all of the following conditions must be met:
(a) you transfer the entire License, including this Agreement and your License Key, and retain nothing; (b) you request the transfer in writing to support@sparks.audio, confirming that you are the current licensee and providing the Recipient’s name and email so we can complete it; (c) you delete all copies of the Software from your devices and confirm you have done so; (d) the Recipient agrees to this Agreement before the License is reactivated in their name; and (e) the License is fully paid and active and is not subject to an open refund, withdrawal, chargeback, or dispute.
11.2 The Licensor completes the transfer through a reasonable technical process (deactivating your activations and reactivating the License for the Recipient). The transfer takes effect only when the Licensor confirms completion in writing; until then the License remains yours. We may take a reasonable time to verify the request, and we will not unreasonably delay or refuse a valid transfer.
11.3 On completion, your License ends, all rights pass to the Recipient, and any remaining Update Period transfers with the License. A License may be transferred to one Recipient at a time; any subsequent transfer must follow this same process. We do not charge a fee for transfers.
12. Term and termination
12.1 By you. You may terminate at any time by deleting all copies. No refund is due for voluntary termination outside the withdrawal period or your statutory remedies.
12.2 By the Licensor. The Licensor may terminate only if you materially breach this Agreement and fail to cure within thirty (30) days of written notice.
12.3 Effect. On termination you must stop using the Software and delete all copies. Sections 8, 9.6, 11, 13, and this Section 12.3 survive termination.
13. Governing law and dispute resolution
13.1 This Agreement is governed by the laws of Sweden, without regard to conflict-of-laws rules.
13.2 If you are a consumer habitually resident in the EU/EEA, you also benefit from any mandatory provisions of the consumer law of your country of residence that give greater protection (Article 6 of Regulation (EC) No 593/2008, Rome I).
13.3 Disputes shall be submitted to the competent courts of Sweden. If you are a consumer, you may also bring proceedings in the courts of your country of residence.
13.4 If you are a consumer in the EU/EEA, you may refer a dispute to Allmänna reklamationsnämnden (ARN), Box 174, 101 23 Stockholm, Sweden; https://www.arn.se/. ARN’s decisions are recommendations, which the Licensor will give serious consideration. The Licensor’s email for complaints is support@sparks.audio.
14. Right of withdrawal
If you are a consumer in the EU/EEA, you have a 14-day right of withdrawal, subject to the digital-content exception in Article 16(m) of Directive 2011/83/EU. The full terms, including how the right is lost once supply begins with your express prior consent and acknowledgment, are in Section 4 of the Terms of Service and incorporated here by reference.
15. Miscellaneous
15.1 Entire agreement. This Agreement, with the Terms of Service and Privacy Policy, is the entire agreement on the Software and supersedes prior agreements. Where this Agreement and the Terms of Service conflict on use of the Software, this Agreement governs.
15.2 Severability. If any provision is held invalid, the rest continues in effect, and the invalid provision applies to the minimum extent necessary.
15.3 Amendment. The Licensor may update this Agreement. Material changes are notified at least thirty (30) days before they take effect. For consumers, changes will not reduce protection below the mandatory legal minimum.
15.4 Waiver; assignment. A failure to exercise a right is not a waiver. The Licensor may assign this Agreement to a successor in a merger, acquisition, or sale of substantially all assets, provided the successor honours its terms.
15.5 Language. This Agreement is written in English, and the English version controls over any translation.
15.6 U.S. Government end users. The Software is “commercial computer software” and “commercial computer software documentation.” Any use, duplication, or disclosure by the U.S. Government is subject to the restrictions in this Agreement, consistent with FAR 12.212 and DFARS 227.7202.
15.7 Export compliance. You must comply with all applicable export-control and sanctions laws, including the U.S. Export Administration Regulations and applicable EU export rules, and you represent that you are not located in, or a national or resident of, any country or on any list subject to applicable export prohibitions.
15.8 Contact. Sparks Audio AB, Brännkyrkagatan 103, 117 26 Stockholm, Sweden; support@sparks.audio; https://sparks.audio.
16. Acknowledgment
By downloading, installing, activating, or using the Software, you acknowledge that you have read and understood this Agreement and agree to be bound by it.
End of End User License Agreement.