BUILDUP GUY END USER LICENSE AGREEMENT

Last updated: October 23, 2026

This End User License Agreement governs use of the Buildup Guy audio plug-in published by Tonalyze LLC, doing business as Luqa Music.


1. AGREEMENT AND DEFINITIONS

1.1 Acceptance. This End User License Agreement ("Agreement") is a legal agreement between you and Tonalyze LLC, a Michigan limited liability company doing business as Luqa Music ("Licensor," "we," "us"). By installing, copying, activating or using the Software, or by clicking "I Agree" in the installer, you accept this Agreement. If you do not accept it, do not install or use the Software, and request a refund under Section 7.3.

1.2 Who "you" are. If you accept this Agreement on behalf of a company or other entity, you confirm that you have authority to bind that entity, and "you" means that entity.

1.3 Definitions.
- "Software" means the Buildup Guy audio plug-in in every format we provide (including VST3 and Audio Unit), its installer, any standalone application, Documentation, and any updates we provide under Section 4.4.
- "Documentation" means the user guides, help text and other materials we provide with the Software.
- "Computer" means a single physical or virtual computer under your control.
- "License Key" means any serial number, activation code or license file we issue to unlock or register the Software.
- "Purchase Price" means the amount you actually paid for your license, excluding taxes.
- "Your Content" means audio, music and other material you create or process using the Software.


2. LICENSE GRANT

2.1 Grant. Subject to this Agreement and payment of the Purchase Price, Licensor grants you a limited, non-exclusive, non-transferable, non-sublicensable, perpetual license to install and use the Software on one (1) Computer that you own or control, for your personal and commercial purposes.

2.2 One user. The license is for one individual user. An entity that buys a license may let one named employee or contractor use it at a time; additional users need additional licenses.

2.3 Commercial use is allowed. You may use the Software to create, record, mix, master, perform and sell music and other audio, including for clients, broadcast, streaming, film, games and advertising. No royalties or credits are owed to Licensor.

2.4 Your Content is yours. Licensor claims no ownership of Your Content. Any audio samples you load into the Software remain subject to their own licenses, which you are responsible for.

2.5 Moving the license. You may move the Software from one of your Computers to another, provided you remove it from the first so that no more than one (1) Computer has it installed at any time.

2.6 Non-transferable. You may not sell, give, lend or otherwise transfer the license or your License Key to anyone else without Licensor's prior written consent.


3. RESTRICTIONS

Except as this Agreement expressly allows or applicable law permits despite this limitation, you may not, and may not let anyone else:

1. Reverse engineer, decompile, disassemble or otherwise try to derive the source code, algorithms or structure of the Software.
2. Copy, distribute, publish, upload, sell, rent, lease, lend, host or sublicense the Software, or offer it as a service.
3. Share, publish, sell or give away your License Key, or use a License Key that was not issued to you.
4. Remove, bypass, disable or interfere with any license check, activation, demo limitation or other technical protection in the Software, or create or distribute tools that do so.
5. Modify, translate or create derivative works of the Software, or remove or alter any copyright, trademark or other notice in it.
6. Use the Software to build or train a product that competes with it, including by extracting its presets, graphics or sound-processing behavior.
7. Use the Software in violation of any applicable law, including export control and sanctions laws.

Where a law gives you a right to reverse engineer for interoperability that cannot be waived by contract, you may exercise that right only to the extent the law requires, and only after first asking Licensor for the information you need.


4. LICENSE KEYS, OWNERSHIP AND UPDATES

4.1 License Keys. Licensor may issue a License Key tied to the email address used at purchase. The Software checks the License Key offline on your Computer; it does not need an internet connection to do so. You are responsible for keeping your License Key confidential. Licensor may replace a lost License Key on request but is not required to replace a key you have shared or published.

4.2 Unlicensed use. Without a valid License Key, the Software may run in a demonstration mode with limited features or periodic audible interruptions, as described on Licensor's website.

4.3 Ownership. The Software is licensed, not sold. Licensor and its licensors keep all right, title and interest in the Software, including all copies, intellectual property rights, and the Buildup Guy and Luqa Music names and logos. All rights not expressly granted to you are reserved.

4.4 Updates and support. Licensor may, but is not required to, provide bug fixes, updates or support. Updates within the same major version are provided at no charge unless Licensor states otherwise when announcing them. Updates are governed by this Agreement unless they come with different terms. Licensor may stop supporting older versions, operating systems or host applications at any time.

4.5 Third-party components. The Software includes third-party components licensed under their own terms, listed in the Third-Party Notices file included with the Software download and inside the plug-in files. Those terms govern those components to the extent they conflict with this Agreement. VST is a trademark of Steinberg Media Technologies GmbH. Audio Units and macOS are trademarks of Apple Inc. Other product names are the property of their owners; their use does not imply endorsement.

4.6 Feedback. If you send Licensor suggestions or feedback, Licensor may use them without obligation to you.


5. DISCLAIMER OF WARRANTIES

5.1 THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR AND ITS LICENSORS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT AND ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

5.2 LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, WORK WITH ANY PARTICULAR HOST APPLICATION, COMPUTER OR OPERATING SYSTEM, OPERATE WITHOUT INTERRUPTION OR ERROR, OR THAT ANY ERROR WILL BE CORRECTED. YOU ARE RESPONSIBLE FOR BACKING UP YOUR PROJECTS AND AUDIO. AUDIO SOFTWARE CAN PRODUCE SUDDEN LOUD SOUNDS; YOU ARE RESPONSIBLE FOR PROTECTING YOUR HEARING AND EQUIPMENT.

5.3 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THESE EXCLUSIONS MAY NOT APPLY TO YOU. IN THAT CASE, ANY IMPLIED WARRANTY IS LIMITED TO THIRTY (30) DAYS FROM PURCHASE, OR THE SHORTEST PERIOD THE LAW ALLOWS.


6. LIMITATION OF LIABILITY

6.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LICENSOR, ITS MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, PROJECTS, AUDIO, GOODWILL OR BUSINESS OPPORTUNITY, OR FOR DAMAGE TO HEARING OR EQUIPMENT, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6.2 LICENSOR'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE WILL NOT EXCEED THE PURCHASE PRICE YOU ACTUALLY PAID FOR THE SOFTWARE. IF YOU RECEIVED THE SOFTWARE FREE OF CHARGE, THIS AMOUNT IS ZERO U.S. DOLLARS (US $0).

6.3 THESE LIMITATIONS ARE AN ESSENTIAL PART OF THE BARGAIN BETWEEN YOU AND LICENSOR AND APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THESE LIMITATIONS, SO THEY MAY NOT FULLY APPLY TO YOU.


7. TERM, TERMINATION AND REFUNDS

7.1 Term. This Agreement lasts until terminated.

7.2 Termination. This Agreement and your license end automatically, without notice, if you breach Section 2.6 or Section 3, or if you obtain a refund or reverse your payment through a chargeback. Licensor may also terminate it by written notice if you breach any other term and do not cure the breach within fifteen (15) days of notice. You may terminate it at any time by deleting all copies of the Software.

7.3 Refunds. If the Software does not work for you, email [email protected] within fourteen (14) days of purchase and Licensor will refund the Purchase Price in full. The Windows version is an early release that has not been tested in every host application; if it does not work on your Computer, you are entitled to a refund under this Section. Purchases made through an authorized reseller are also subject to that reseller's refund terms.

7.4 Effect of termination. When this Agreement ends, you must stop using and delete all copies of the Software and your License Key. Sections 2.4, 3, 4.3, 4.5, 4.6, 5, 6, 7.4 and 8 survive termination. Termination does not affect your rights in Your Content.


8. GOVERNING LAW AND GENERAL TERMS

8.1 Governing law. This Agreement is governed by the laws of the State of Michigan, USA, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

8.2 Venue. Any dispute arising out of or relating to this Agreement will be brought exclusively in the state or federal courts located in the State of Michigan, and both parties consent to their personal jurisdiction. Either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property.

8.3 Consumer rights. Nothing in this Agreement limits any right you have as a consumer that cannot be waived or limited by contract under the laws of the country where you live.

8.4 Export. You represent that you are not located in, or a resident of, a country subject to comprehensive U.S. sanctions, and are not on any U.S. government restricted-party list. You will not export or use the Software in violation of U.S. export control or sanctions laws.

8.5 U.S. Government users. The Software is "commercial computer software" and is licensed to U.S. Government users only under the terms of this Agreement.

8.6 Entire agreement; changes. This Agreement, together with the Third-Party Notices, is the entire agreement about the Software and replaces any prior understanding. Licensor may offer revised terms with a future update; if you do not accept them, you may keep using the version you already have under this Agreement.

8.7 Severability; waiver; assignment. If any provision is held unenforceable, it will be enforced to the maximum extent permissible and the rest of the Agreement remains in effect. A failure to enforce a provision is not a waiver. You may not assign this Agreement; Licensor may assign it in connection with a merger, acquisition or sale of the Software.

8.8 Contact. Tonalyze LLC d/b/a Luqa Music, [email protected]. Notices under this Agreement, including written notice under Section 7.2, may be given by email to this address or, for notices to you, to the email address used for your purchase.