End User License Agreement
This End User License Agreement ("Agreement") is a binding legal contract between you (the individual or entity licensing the Software, "you") and Construct Enterprises LLC, an Arizona limited liability company ("Construct," "we," "us"). It governs your access to and use of ND-Pi — the NDI/RTSP preview-and-switching appliance software for Raspberry Pi — together with its web control panel, updates, and documentation (collectively, the "Software").
Please read carefully. By purchasing, installing, activating, accessing, or using the Software — including by clicking "I agree" or entering a license key — you accept this Agreement and the Privacy Policy. If you do not agree, do not install, activate, or use the Software.
1. License grant
Subject to your continuous compliance with this Agreement and payment of all applicable fees, Construct grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Software on one (1) Raspberry Pi device per license, for your internal business or professional purposes, during your active subscription term. The Software is licensed, not sold.
Each license is keyed to a single device. Running the Software on additional devices requires an additional license per device.
2. Restrictions on use
Except only to the extent this restriction is prohibited by applicable law that cannot be waived, you shall not, and shall not permit any third party to:
- Copy, reproduce, or distribute the Software or any part of it, except a reasonable number of backup copies for your own permitted use;
- Reverse engineer, decompile, disassemble, deobfuscate, or otherwise attempt to derive the source code, underlying ideas, algorithms, or non-public interfaces of the Software;
- Modify, translate, or create derivative works based on the Software;
- Sell, resell, rent, lease, lend, sublicense, distribute, host, or provide the Software as a service to any third party, or otherwise commercially exploit the Software;
- Circumvent, disable, or interfere with any license, activation, entitlement, security, or usage-measurement mechanism of the Software, or use the Software on more devices than you have licensed;
- Remove, alter, or obscure any proprietary notice, label, or attribution;
- Use the Software to build, train, or improve a competing product or service, or to benchmark it for such a purpose;
- Use the Software in violation of any applicable law, or to infringe the rights of others.
3. Ownership and intellectual property
The Software is protected by copyright and other intellectual property laws. As between the parties, Construct and its licensors own all right, title, and interest in and to the Software, including all copies, modifications, and derivative works, and all patents, copyrights, trade secrets, trademarks, and other intellectual property embodied in it. No rights are granted to you except those expressly stated in this Agreement; all other rights are reserved. Any feedback or suggestions you provide may be used by Construct without restriction or obligation to you.
The live video, streams, presets, and configurations you route or create with the Software ("Your Content") belong to you or the respective rights holders. Construct claims no ownership of Your Content and does not access it (see the Privacy Policy).
4. Subscription, fees, and renewal
The Software is provided on an annual subscription basis at $129 per device, per year (or as stated at the point of purchase). By subscribing, you authorize recurring annual charges to your payment method until you cancel. Subscriptions renew automatically at the then-current price unless cancelled before the renewal date. Pricing may change on renewal; we will make current pricing available before a renewal charge. Billing, cancellation, and refund terms are described in the Refund & Subscription Policy, which is incorporated into this Agreement.
Payment and taxes. The Software is licensed to you by Construct, but the payment transaction is handled by Stripe as merchant of record. Stripe takes the payment, issues your receipt, and is responsible for calculating, collecting, and remitting any applicable sales tax on the amounts you pay. Prices are quoted exclusive of sales tax; tax is added at checkout where applicable and forms part of the amount you are charged. Your receipt and card or bank statement will show Stripe (or Link) rather than Construct Enterprises LLC. This Agreement remains between you and Construct. You remain responsible for any other taxes, duties, or charges imposed on you in connection with your use of the Software that Stripe does not collect at checkout.
5. Activation, per-device licensing, and validation
The Software requires activation with a valid license key and periodically validates your license over the internet (a "phone-home" check), with a short offline grace period so brief network outages do not interrupt a running show. This validation confirms your subscription is active and enforces per-device licensing. If validation fails after the grace period, or if your subscription lapses or is revoked, licensed functionality may stop working. You agree not to interfere with license validation. Information handled during activation and validation is described in the Privacy Policy.
6. Live-production use
OPERATIONAL NOTICE. READ THIS SECTION. ND-Pi previews and switches live NDI and RTSP video sources for use in live events and production. Although the Software includes failover behavior (such as holding the last frame on dropout and recovering automatically), it is provided "as is" and is not guaranteed to be uninterrupted or error-free, and it depends on your network, your sources, and third-party hardware and software outside our control.
You are solely responsible for determining the Software's suitability for your production and for maintaining appropriate redundancy, backups, and contingency plans for any critical use. The Software is not designed or licensed for use in life-safety, emergency, medical, or other applications where failure could lead to injury, death, or serious harm. Construct is not responsible for any lost, interrupted, or degraded feed or for any decision made in reliance on the Software during a production.
7. Ready-to-Run hardware units
If you purchase a pre-loaded "Ready-to-Run" unit, the accompanying hardware is sold to you, while the Software on it remains licensed under this Agreement (including its annual subscription, which for a Ready-to-Run unit includes the first year). Except for any limited hardware warranty we expressly provide in writing at the time of sale, hardware is provided without warranty to the maximum extent permitted by law. Hardware returns, defective-unit replacement, and shipping are handled as described in the Refund & Subscription Policy. You are responsible for operating the unit in accordance with the manufacturer's guidance for the underlying Raspberry Pi hardware.
8. Disclaimer of warranties
THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, CONSTRUCT DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT. CONSTRUCT DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT IT WILL OPERATE WITH ANY PARTICULAR SOURCE, NETWORK, OR HARDWARE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, CREATES ANY WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THESE EXCLUSIONS MAY NOT APPLY TO YOU.
9. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, CONSTRUCT AND ITS OWNERS, MEMBERS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS, OR FOR ANY LOST, INTERRUPTED, OR DEGRADED FEED, ARISING OUT OF OR RELATING TO THE SOFTWARE OR THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
CONSTRUCT'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SOFTWARE OR THIS AGREEMENT WILL NOT EXCEED THE AMOUNT YOU ACTUALLY PAID TO CONSTRUCT FOR THE SOFTWARE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
These limitations apply to the fullest extent permitted by law. Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you. Nothing in this Agreement excludes liability that cannot lawfully be excluded.
10. Indemnification
You will defend, indemnify, and hold harmless Construct and its owners, members, and suppliers from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to your use of the Software, Your Content, your violation of this Agreement, or your violation of any law or third-party right.
11. Term and termination
This Agreement applies for as long as you use the Software. Your license runs for your paid subscription term and any renewals. Construct may suspend or terminate the license immediately if you materially breach this Agreement (including any breach of Section 2 or Section 5), or if your subscription lapses. On termination, your license ends and you must stop using and remove the Software. Sections 2, 3, and 6 through 13, and any accrued payment obligations, survive termination.
12. Third-party software and trademarks
The Software includes and interoperates with third-party software, which is subject to its own licenses. NDI® is a registered trademark of Vizrt Group (NewTek). Raspberry Pi is a trademark of Raspberry Pi Ltd. ND-Pi is an independent, third-party product and is not affiliated with, endorsed, sponsored, or approved by Vizrt Group, NewTek, Raspberry Pi Ltd, or their affiliates. Other product and company names are the property of their respective owners; their use does not imply any affiliation or endorsement.
13. Data and privacy
Your use of the Software is subject to the Privacy Policy, which describes what information we collect (such as your email address, license key, and license-validation data) and how we handle it. The video and streams you route through the Software are processed locally on your device and network and are not sent to Construct. By using the Software, you consent to the handling described in the Privacy Policy.
14. Governing law and general terms
Governing law and venue. This Agreement is governed by the laws of the State of Arizona, USA, without regard to its conflict-of-laws rules. The exclusive venue for any dispute that is not subject to arbitration or small-claims resolution will be the state and federal courts located in Maricopa County, Arizona, and you consent to their jurisdiction.
Changes. We may update this Agreement from time to time. Material changes will be reflected by an updated "Last updated" date and, where appropriate, in-product notice. Your continued use after changes take effect constitutes acceptance.
Export and compliance. You represent that you are not barred from receiving the Software under applicable export-control or sanctions laws and will comply with them.
Entire agreement; severability; waiver; assignment. This Agreement, together with the Privacy Policy and Refund & Subscription Policy, is the entire agreement between the parties regarding the Software and supersedes prior understandings. If any provision is held unenforceable, the remaining provisions stay in effect and the unenforceable provision is modified to the minimum extent necessary. A failure to enforce a provision is not a waiver. You may not assign this Agreement without our consent; we may assign it in connection with a merger, acquisition, or sale of assets.
15. Contact
Construct Enterprises LLC
Tempe, Arizona 85282, USA
Email: construct.ent@gmail.com
Web: www.construct-ent.com