EULA

This End User Licence Agreement (“EULA”) is an agreement between you and Cue Point Technology Ltd of Bruce Lodge, Bishopton Lane, Bishopton, Stratford-Upon-Avon, England, CV37 9QY with Company Number: 13279487 (hereinafter “Cue Point Technology Ltd”, “we”, “us” or “our”) for:

  • CuePoints version 2.0 computer software (“Software”); and

  • online documentation (“Documentation”).

OPERATING SYSTEM REQUIREMENTS: THIS SOFTWARE REQUIRES A MAC OR WINDOWS COMPUTER WITH A MINIMUM OF 8 GB OF MEMORY AND THE MACOS OPERATING SYSTEM VERSION 15 SEQUOIA (MACOS) OR WINDOWS 10 64-BIT OPERATING SYSTEM VERSION 22H2 (BUILD 19045) (WINDOWS). WINDOWS ON ARM IS NOT SUPPORTED. AN SSD IS REQUIRED FOR MEDIA, WITH A MINIMUM OF 2 GB OF FREE SPACE FOR THE APPLICATION. (“Operating System”).

The Software may send us certain information as described herein, and this information is governed by our Privacy and Cookie Policy. Permission to use the Software and the Documentation is conditional upon your acceptance of this EULA.

By downloading, installing or using the Software and the Documentation, you have indicated that you have read and agreed to this EULA and our Privacy and Cookie Policy.

Acceptance will bind you to the EULA terms in a legally enforceable contract with Cue Point Technology Ltd. If you are accepting the terms of this EULA on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to the terms of this EULA, and, in such event, “you” and “your” will refer to that company or other legal entity. If you do not accept all the terms of this EULA, then Cue Point Technology Ltd is unwilling to licence the Software and the Documentation to you, and you must destroy all copies of the Software and the Documentation.

1. Grant of Licence

Conditioned upon your compliance with the terms and conditions of this EULA, Cue Point Technology Ltd grants to you a non-exclusive and non-transferable licence for a single user to use the Software and the Documentation and to load, install and run one machine readable copy of the Software, solely for your personal or internal business use as stipulated under the relevant terms of your subscription or single licence payment.

Your licence may only be active on one computer at a time. You may transfer your licence to another computer by signing in to the Software on that computer and confirming the transfer, whereupon the licence shall cease to be active on the previous computer, and the Software shall revert to Free Viewer Account functionality.

You may make a single copy of the Software for backup purposes, provided that you reproduce on it all copyright and other proprietary notices that are on the original copy of the Software. Cue Point Technology Ltd reserves all rights in the Software not expressly granted to you in this EULA.

You undertake that:

  • you will not share your account or any single use code sent to your registered email address with any other person;

  • you will maintain control of the email address to which your account is registered;

  • you will access and use the Software at all times in accordance with any instructions provided by us from time to time; and

  • you will comply with all applicable laws and regulations with respect to your activities under this Licence.

If we discover that your account credentials have been provided to any individual who is not you, then without prejudice to our other rights, we may promptly disable your account and we reserve the right to suspend your access until we reasonably believe that the issue has been remedied.

2. Account Types and Subscriptions

The Software is available under the following account types:

  • Free Viewer Account: if you download and register for the Software without purchasing a subscription, you will have access to read-only functionality with limited demonstration features only.

  • Annual Plan Account: if you purchase a subscription, you will have full access to all features, updates and technical support for the duration of your active subscription period. Annual Plan subscriptions auto-renew at the then-current subscription fee unless cancelled in accordance with the “Term and Termination” paragraph below.

  • Dormant Account: if your Annual Plan Account expires or is cancelled and you choose not to renew, your account will become dormant. As a Dormant Account holder, you will retain a perpetual, non-exclusive licence to use the version of the Software that was the latest version published during your most recent active subscription period, subject to the following restrictions: (i) access to the Live Sync functionality will be revoked; (ii) access to technical support will be revoked; (iii) you will not receive any further updates; and (iv) Cue Point Technology Ltd reserves the right to exclude any features from the Dormant Account licence at its sole discretion, including features introduced after the end of your active subscription period.

3. Fees, Pricing and Future Charges

Orders for the Software are processed by Paddle, which acts as reseller and merchant of record for Cue Point Technology Ltd. Your purchase of a subscription will be subject to Paddle's Buyer Terms, in addition to this EULA.

Subscription fees are payable in accordance with the pricing published on our website at the time of purchase or renewal. Cue Point Technology Ltd reserves the right to change the subscription fees at any time. Any fee changes will take effect at your renewal date and we will use reasonable endeavours to give you advance notice of any material changes.

Cue Point Technology Ltd may introduce new features or services that are subject to additional fees. Cue Point Technology Ltd may also at its sole discretion, require additional fees for features that were previously included in the subscription at no extra charge, or may discontinue any feature (including, without limitation, cloud synchronisation functionality) at any time without prior notice. Your continued use of the Software following any such change constitutes your acceptance of those changes.

4. Intended Use

The Software is designed and intended for use as a pre-production cueing and planning tool. You acknowledge and agree that you are responsible for satisfying yourself that the Software is suitable for your intended use, and for maintaining appropriate backup arrangements and contingency measures for any production in which the Software is used. Any use of the Software for live show playback, remote triggering of third-party equipment, or similar purposes is entirely at your own risk and Cue Point Technology Ltd shall have no liability whatsoever in respect of any loss, damage or claim arising from such use.

5. Licence Restrictions

Except as expressly set out in this EULA or as permitted by any local law, you undertake:

  • not to copy (except in the course of loading or installing) or modify the Software or Documentation, including, but not limited to, adding new features or otherwise making adaptations that alter the functioning of the Software or permitting the Software or any part of it to be combined with, or become incorporated in, any other programs;

  • not to transfer, sublicence, rent, lease, lend, or otherwise distribute the Software or Documentation to any third party;

  • not to make the functionality of the Software available to multiple users through any means, including, but not limited to, by uploading the Software to a network or file-sharing service or through any hosting, application services provider, service bureau, software-as-a-service or any other type of services;

  • to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;

  • for business customers, to supervise and control use of the Software and ensure that the Software is used by your employees and representatives in accordance with the terms of this EULA;

  • to include our copyright notice on all entire and partial copies of the Software in any form; and

  • not to disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such things, except to the extent that (by virtue of sections 50B and 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are necessary to decompile the Software to obtain the information necessary to create an independent program that can be operated with the Software or with another program (“Permitted Objective”), and provided that the information obtained by you during such activities:

  • is used only for the Permitted Objective;

  • is not disclosed or communicated without the Licensor's prior written consent to any third party to whom it is not necessary to disclose or communicate it in order to achieve the Permitted Objective; and

  • is not used to create any software that is substantially similar in its expression to the Software.

6. Data Collection

Under data protection legislation, we are required to provide you with certain information about who we are, how we process your personal data and for what purposes and your rights in relation to your personal data and how to exercise them. This information is provided in our Privacy and Cookie Policy and it is important that you read that information.

7. Ownership of Software

We licence use of the Software and the Documentation to you on the basis of this EULA and do not sell the Software or the Documentation to you. We remain the owners of the Software and the Documentation at all times.

You acknowledge that all intellectual property rights in the Software and the Documentation throughout the world belong to us, that rights in the Software and the Documentation are licenced (not sold) to you, and that you have no intellectual property rights in, or to, the Software or the Documentation other than the right to use the Software and the Documentation in accordance with the terms of this EULA.

You acknowledge that you have no right to have access to the Software in source code form other than as expressly provided in this EULA.

The Software is protected by copyright under the laws of England and Wales and related international treaties. You will not delete or in any manner alter the copyright, trademark and other proprietary rights notices or markings appearing on the Software as delivered to you.

8. Access to the Software

The Software is protected by digital rights management software (“DRM software”). In such case, you hereby agree, acknowledge and consent to the following regarding the DRM software: (i) the installation of the Software will cause the DRM software to be installed on your computer; (ii) the DRM software may limit the number of installations of the Software; (iii) the DRM software may install on your computer additional components required for copy protection; and (iv) during the installation and/or the first launch of the Software, an online connection may be required to unlock the Software through the DRM software. In no event shall Cue Point Technology Ltd be liable in connection with the components that may be installed on your computer by any DRM software.

9. Service Continuity and Discontinuation

The Software is licensed through online services operated by Cue Point Technology Ltd, and certain features depend on those services. Cue Point Technology Ltd reserves the right to modify or discontinue the Software and those services at any time.

In the event that Cue Point Technology Ltd discontinues the Software or in the event that your Annual Plan subscription expires or is cancelled and is not renewed, Cue Point Technology Ltd will use commercially reasonable endeavours to ensure that the version of the Software installed on your computer at the relevant date continues to function for a minimum period of two (2) years from the date of discontinuation or the date your Annual Plan subscription expired or was cancelled (whichever is applicable) (“Continuity Period”). This obligation is limited to the continued functionality of the Software as installed and does not extend to Live Sync, cloud synchronisation, collaboration features or technical support.

In the event that Cue Point Technology Ltd ceases to operate as a business, Cue Point Technology Ltd will use commercially reasonable endeavours to ensure that the version of the Software installed on your computer at the relevant date continues to function for a minimum period of two (2) years from the date that Cue Point Technology Ltd ceases to operate. This obligation is limited to the continued offline functionality of the Software as installed and does not extend to online features, Live Sync, cloud synchronisation, collaboration features or technical support.

After the expiry of the Continuity Period, Cue Point Technology Ltd shall have no further obligation to maintain or support any version of the Software, including in respect of compatibility with future operating systems or hardware.

10. Feedback

If you provide any comments, suggestions or other feedback to Cue Point Technology Ltd with respect to the Software, you hereby grant Cue Point Technology Ltd a non-exclusive, perpetual, irrevocable, royalty-free licence to use any such feedback for any business purpose of Cue Point Technology Ltd.

11. Updates

You may receive and use any free supplementary software code or update of the Software incorporating “patches” and corrections of errors as may be provided by us from time to time.

The Software may be upgraded to reflect changes in the Operating System. The Software will work with the current or previous version of that Operating System (as it may be updated from time to time). For the avoidance of doubt, any update whatsoever will only be available for Free Viewer Accounts and Annual Plan Account holders. Dormant Account holders will not be able to run the latest updated version.

Cue Point Technology Ltd may modify the Software for any reason or without any specific reason, at any time and at its entire discretion, in particular for technical reasons such as updates, maintenance operations and/or resets to improve and/or optimise the Software. You agree that Cue Point Technology Ltd may cease to support previous versions of the Software upon availability of an updated or upgraded version. Technical support and maintenance are available only to Annual Plan Account holders with an active subscription and are not available to Free Viewer or Dormant Account holders.

12. Your Content

In order to use the Software, you must use your own, original content (“Content”). By using your Content in connection with the Software, you represent and warrant that you own and/or have all necessary rights to the Content to use it as contemplated by the Software. As between Cue Point Technology Ltd and you, you retain all right, title and interest in your Content, including all intellectual property rights.

13. Use with Third-Party Software and Hardware

In order to use the Software, you must do so together with third-party software and hardware, such use is at your risk. The Software relies on third-party service providers (including, without limitation, payment processing providers such as Paddle and infrastructure providers such as Supabase) for certain functionality. You are responsible for complying with any third-party provider terms, including their respective privacy policies. In the event of any conflict between the terms of this EULA and any terms or conditions of a relevant third-party service provider (including, without limitation, Paddle and Supabase), the terms of the relevant third-party service provider shall take precedence.

Cue Point Technology Ltd does not provide support or guarantee ongoing integration support for products that are not a native part of the Software. Cue Point Technology Ltd shall not be liable for any failure, interruption, error or delay caused by or attributable to any third-party provider, and any such failure shall not constitute a breach of this EULA.

14. Limited Warranty

The Software is provided “as is”. To the fullest extent permitted by law, we provide no warranties (implied or otherwise) to you in relation to the Software, and all such warranties are excluded. No oral or written information or advice obtained from Cue Point Technology Ltd or elsewhere shall create any warranty or condition not expressly stated in this EULA.

15. Limitation of Liability

We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation.

You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documentation meet your requirements.

In no event will Cue Point Technology Ltd be liable to you for any special, indirect, consequential, incidental, exemplary or punitive damages (including damages for loss of business profits, business interruption, loss of data, loss of business information, or other pecuniary loss) or for the cost of procuring substitute products arising out of or in connection with this EULA or the use or performance of the Software, whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability or otherwise, and whether or not Cue Point Technology Ltd has been advised of the possibility of such loss or damages.

In no event will Cue Point Technology Ltd's total liability to you, from all causes of action and under all theories of liability, exceed the subscription fees paid or payable by you in the twelve (12) months immediately preceding the event giving rise to the claim. The foregoing limitations will survive and apply even if any limited remedy specified in this EULA is found to have failed of its essential purpose. You are solely responsible for all work product created using the Software. We do not assume any liability arising from the use of any underlying or required third-party software and hardware including, but not limited to, the licensing, delivery, installation, use or performance of such software and hardware or the integration of such software and hardware with the Software or other software or hardware. Cue Point Technology Ltd will make commercially reasonable efforts to ensure that the Software will not contain any virus, Trojan horse, or worm, or other malicious code, however it is not liable to you for any special, indirect, consequential, incidental, exemplary or punitive damages (including damages for loss of business profits, business interruption, loss of data, loss of business information, or other pecuniary loss) resulting of such in relation to you using the Software.

16. Indemnity

You shall indemnify and hold Cue Point Technology Ltd harmless from any claims, damages, liabilities, costs and fees (including reasonable Solicitor’s fees) arising from (i) your use of the Software; (ii) your failure to comply with any term of this EULA; and (iii) any claim that your Content infringes the intellectual property rights or other proprietary rights of a third party.

17. Term and Termination

This EULA shall continue in effect until terminated. We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

You can terminate this Licence at any time with effect from the end of your current billing period. Your termination will take effect at the end of your current billing period, and you will not be charged again after that. You can cancel your subscription in accordance with Paddle's Buyer Terms.

Any termination of this EULA shall also terminate the licences granted hereunder. Upon termination of this EULA for any reason, you shall promptly destroy and remove from all computers, hard drives, networks, and other storage media all copies of the Software in your possession or control and cease all use of the Software. Save as provided in our Refund Policy, you shall not be entitled to any refund as a result of any termination of this EULA.

18. Changes to this EULA

Cue Point Technology Ltd reserves the right, in its sole and absolute discretion, to revise, update, change, modify, add to, supplement, or delete certain terms of this EULA for security, legal, best practice or regulatory reasons. Such changes will be effective with or, as applicable, without prior notice to you. You are responsible for checking this EULA periodically for changes. If any future changes to this EULA are unacceptable to you or cause you to no longer be in agreement or compliance with this EULA, you may terminate this EULA in accordance with the “Term and Termination” paragraph above and must immediately uninstall the Software and destroy all copies of the Software. Your continued use of the Software following any revision to this EULA constitutes your complete and irrevocable acceptance of any and all such changes.

19. Communications Between Us

If we have to contact you, we will do so by email to the address you provided in accordance with your registration of the Software.

Note that any notice:

  • given by us to you will be deemed received and properly served 24 hours after it is first posted on our website or 24 hours after an email is sent; and

  • given by you to us will be deemed received and properly served 24 hours after an email is sent, or three days after the date of posting of any letter.

In proving the service of any notice, it will be sufficient to prove, in the case of posting on our website, that the website was generally accessible to the public for a period of 24 hours after the first posting of the notice; in the case of a letter, that such letter was properly addressed, stamped and placed in the post to the address of the recipient given for these purposes; and, in the case of an email, that such email was sent to the email address of the recipient given for these purposes.

20. Severance

If any court of competent jurisdiction or competent authority finds that any provision of this EULA is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of this EULA shall not be affected. If any invalid, unenforceable or illegal provision of this EULA would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable to reflect Cue Point Technology Ltd’s initial intentions.

21. No Waiver

No failure or delay by Cue Point Technology Ltd to exercise any right or remedy provided under this EULA or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy. Waiver of a right or remedy may be considered to have taken place only after signing of a written statement to this effect by Cue Point Technology Ltd or you the user.

22. Law and Jurisdiction

This EULA, and any disputes or claims arising out of or in connection with it, or its subject matter or formation (including non-contractual disputes or claims) are governed by and construed in accordance with the laws of England and Wales, without giving effect to any principles of conflicts of laws. This EULA shall not be governed by the United Nations Conventions of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded from any interpretation of this EULA. Each party irrevocably submits to the exclusive jurisdiction of England and Wales.

This agreement is valid as of 3 September 2026.