I understand.  And the 7.5 Mod Tool has already been a life-saver thanks to the inclusion Crosswalk 3.3.  I'm mostly interested in reading the new EULA.

AlphaLeo:

I only sent the FTP to MSFT on Friday so I think it shouldn't take much longer to be put online.

As I mentioned, Pro is identical to the Mod Tool (standard) with the exception of the EULA. As long as you have Creator's Club membership (which entitles you to the Pro version and commercial license), I don't think it would make much difference if you used the standard Mod Tool to work.

Cheers!

Leo

Thanks you very much for providing a new version of ModTool ! solving the Vista problems and XNA 3.0 interoperability is great.

I only hope that anyone in charge of the Partners section will upload the pro version soon, just to be on the safe side of the licensing thing.

Regards,

-Leo

I am downloading it right now. The question I have is what will be the difference between this and the XNA premium version other than the license? If I spend the time to download this one can I just "unlock" it somehow as the premium version or will I have to download it again?

I am a XNA premium member.

Oh, and when might we expect the premium download?

"The question I have is what will be the difference between this and the XNA premium version other than the license"

There is no difference apart from the license.

"Oh, and when might we expect the premium download?"

We already sent the package over to Microsoft and they just need to put it online. I don't have an ETA on that as it's in Microsoft's court.

Cheers

Leo

AlphaLeo:

"The question I have is what will be the difference between this and the XNA premium version other than the license"

There is no difference apart from the license.

Have fun.... :)


Mod Tool Pro

Autodesk
SOFTWARE LICENSE AGREEMENT
Worldwide (FY 2010)

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5.    LIMITED WARRANTY AND DISCLAIMERS

5.1    Limited Warranty. Autodesk warrants that, as of the date on which the Software is delivered to You and for ninety (90) days thereafter ("Warranty Period"), the Software will provide the features and functions generally described in the User Documentation and that the media on which the Software is furnished, if any, will be free from defects in materials and workmanship. Autodesk's entire liability and Your exclusive remedy during the Warranty Period as provided in this Section 5.1 (Limited Warranty) will be, at Autodesk's option, to attempt to correct or work around errors, to replace the defective media on which the Software is furnished, if any, or to refund the license fees, if any, paid by You and terminate this Agreement. Such refund is subject to the return during the Warranty Period of the defective media, if any, and related Autodesk Materials, with a copy of Your receipt to Your local Autodesk office or the company from which You acquired the Autodesk Materials.

5.2    DISCLAIMER. EXCEPT FOR THE EXPRESS LIMITED WARRANTIES PROVIDED IN SECTION 5.1 (LIMITED WARRANTY) HEREOF, AUTODESK AND ITS LICENSORS MAKE AND YOU RECEIVE NO WARRANTIES, EXPRESS OR IMPLIED WITH RESPECT TO THE AUTODESK MATERIALS. ANY STATEMENTS OR REPRESENTATIONS ABOUT THE SOFTWARE AND ITS FUNCTIONALITY IN THE USER DOCUMENTATION OR ANY COMMUNICATION WITH YOU CONSTITUTE TECHNICAL INFORMATION AND NOT AN EXPRESS WARRANTY OR GUARANTEE. IN ADDITION, AUTODESK AND ITS LICENSORS SPECIFICALLY DISCLAIM ANY OTHER WARRANTY INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. WITHOUT LIMITING THE FOREGOING, AUTODESK DOES NOT WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE.

6.    WARNINGS

6.1    FUNCTIONALITY LIMITATIONS. COMPUTER-AIDED DESIGN SOFTWARE AND OTHER TECHNICAL SOFTWARE ARE TOOLS INTENDED TO BE USED BY TRAINED PROFESSIONALS ONLY. THEY ARE NOT SUBSTITUTES FOR YOUR PROFESSIONAL JUDGMENT OR INDEPENDENT TESTING. COMPUTER-AIDED DESIGN SOFTWARE AND OTHER TECHNICAL SOFTWARE ARE INTENDED TO ASSIST WITH PRODUCT DESIGN AND ARE NOT SUBSTITUTES FOR INDEPENDENT DESIGN ANALYSIS, ESTIMATION, OR TESTING OF PRODUCT STRESS, SAFETY, AND UTILITY. DUE TO THE LARGE VARIETY OF POTENTIAL APPLICATIONS FOR THE SOFTWARE, THE SOFTWARE HAS NOT BEEN TESTED IN ALL SITUATIONS UNDER WHICH IT MAY BE USED. AUTODESK SHALL NOT BE LIABLE IN ANY MANNER WHATSOEVER FOR THE RESULTS OBTAINED THROUGH THE USE OF THE SOFTWARE. PERSONS USING THE SOFTWARE ARE RESPONSIBLE FOR THE SUPERVISION, MANAGEMENT, AND CONTROL OF THE SOFTWARE. THIS RESPONSIBILITY INCLUDES, BUT IS NOT LIMITED TO, THE DETERMINATION OF APPROPRIATE USES FOR THE SOFTWARE AND THE SELECTION OF THE SOFTWARE AND OTHER PROGRAMS TO ACHIEVE INTENDED RESULTS. PERSONS USING THE SOFTWARE ARE ALSO RESPONSIBLE FOR ESTABLISHING THE ADEQUACY OF INDEPENDENT PROCEDURES FOR TESTING THE RELIABILITY AND ACCURACY OF ANY PROGRAM OUTPUT, INCLUDING ALL ITEMS DESIGNED BY USING THE SOFTWARE.

6.2    ACTIVATION CODE REQUIRED.
    A.    INSTALLATION, ACCESS, AND CONTINUED USE OF THE SOFTWARE MAY REQUIRE AN ACTIVATION CODE. REGISTRATION IS REQUIRED BEFORE AN ACTIVATION CODE IS ISSUED BY AUTODESK. YOU AGREE THAT AUTODESK MAY USE DATA AND INFORMATION PROVIDED BY YOU, A SOFTWARE RESELLER, OR ANY OTHER THIRD PARTY ACTING ON YOUR BEHALF IN CONNECTION WITH YOUR PURCHASE OF THE SOFTWARE LICENSE TO REGISTER THE SOFTWARE. YOU AGREE TO PROVIDE AUTODESK, ANY SOFTWARE RESELLER, OR ANY OTHER THIRD PARTY ACTING ON YOUR BEHALF WITH ACCURATE AND CURRENT REGISTRATION INFORMATION REQUIRED BY AUTODESK, AND YOU FURTHER AGREE TO MAINTAIN AND UPDATE YOUR REGISTRATION INFORMATION THROUGH CUSTOMER DATA REGISTRATION PROCESSES THAT MAY BE PROVIDED BY AUTODESK. YOU CONSENT TO AUTODESK’S USING THE PERSONAL INFORMATION PROVIDED TO AUTODESK AT REGISTRATION, OR UPDATED THEREAFTER, TO ISSUE ACTIVATION CODES, TO MANAGE AUTODESK’S RELATIONSHIP WITH YOU (INCLUDING AUTOMATING THE ISSUANCE OF ACTIVATION CODES FOR FUTURE PURCHASES), TO VALIDATE ENTITLEMENT AND USAGE OF SOFTWARE AND TO OTHERWISE USE AND DISCLOSE SUCH PERSONAL INFORMATION IN CONFORMANCE WITH ITS APPLICABLE PRIVACY POLICY (AS UPDATED FROM TIME TO TIME), WHICH IS AVAILABLE ON AUTODESK’S WEBSITE OR ON REQUEST.
    B.    THE ACTIVATION SECURITY MECHANISMS MAY DISABLE THE SOFTWARE IF YOU TRY TO TRANSFER IT TO ANOTHER COMPUTER, IF YOU TAMPER WITH THE DATE-SETTING MECHANISMS ON YOUR COMPUTER, IF YOU USE THE SOFTWARE PAST AN APPLICABLE EVALUATION PERIOD OR LIMITED TERM, OR IF YOU UNDERTAKE CERTAIN OTHER ACTIONS THAT MAY OFFSET THE SECURITY MODE. MORE INFORMATION IS CONTAINED IN THE APPLICABLE USER DOCUMENTATION OR AVAILABLE FROM AUTODESK ON REQUEST.

6.3    EDUCATIONAL INSTITUTIONAL, STUDENT VERSIONS, AND PERSONAL LEARNING EDITIONS. WORK PRODUCT AND OTHER DATA CREATED WITH EDUCATIONAL INSTITUTIONAL VERSIONS, STUDENT VERSIONS, AND PERSONAL LEARNING EDITIONS OF THE SOFTWARE CONTAIN CERTAIN NOTICES AND LIMITATIONS THAT MAKE THE DATA UNUSABLE OUTSIDE THE EDUCATIONAL USE AREA. IF YOU COMBINE OR LINK DATA CREATED WITH EDUCATIONAL INSTITUTIONAL VERSIONS, STUDENT VERSIONS, OR PERSONAL LEARNING EDITIONS OF THE SOFTWARE WITH DATA OTHERWISE CREATED, THEN SUCH OTHER DATA MAY ALSO BE AFFECTED BY THESE NOTICES AND LIMITATIONS. AUTODESK SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER IF YOU COMBINE OR LINK DATA CREATED WITH EDUCATIONAL INSTITUTIONAL VERSIONS, STUDENT VERSIONS, OR PERSONAL LEARNING EDITIONS OF THE SOFTWARE WITH DATA OTHERWISE CREATED.

7.    LIMITATION OF LIABILITY
IN NO EVENT SHALL AUTODESK OR ITS LICENSORS HAVE ANY LIABILITY FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES; LOSS OF PROFITS, REVENUE, OR DATA; BUSINESS INTERRUPTION, OR COST OF COVER. IN ADDITION, IN NO EVENT SHALL THE LIABILITY OF AUTODESK OR ITS LICENSORS FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SOFTWARE, USER DOCUMENTATION, OR THIS AGREEMENT EXCEED THE AMOUNT PAID OR PAYABLE BY YOU FOR THE SOFTWARE DIRECTLY RESPONSIBLE FOR SUCH DAMAGES. THE LIMITATIONS OF LIABILITY IN THIS SECTION 7 SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW TO ANY DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED FROM CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EVEN IF AUTODESK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER THE LIMITED REMEDIES AVAILABLE HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE.
AUTODESK SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER ARISING FROM LOSS OR THEFT OF THE SOFTWARE OR THE MEDIA ON WHICH THE SOFTWARE IS FURNISHED TO YOU. AUTODESK SHALL NOT BE OBLIGATED TO REPLACE ANY LOST OR STOLEN SOFTWARE OR SOFTWARE MEDIA. YOU ARE SOLELY RESPONSIBLE FOR SAFEGUARDING THE SOFTWARE AND THE MEDIA ON WHICH THE SOFTWARE IS FURNISHED AND FOR BACKING UP ANY DATA.

8.    U.S. GOVERNMENT RESTRICTED RIGHTS
All Autodesk Materials provided to the U.S. Government are provided with the same commercial license rights and restrictions described elsewhere herein.

9.    GENERAL

9.1.    No Assignment; Insolvency. You may not assign this Agreement or any rights hereunder (whether by purchase of stock or assets, merger, change of control, operation of law, or otherwise) and any purported assignment by You shall be void. The Agreement and the licenses granted hereunder shall terminate without further notice or action by Autodesk if You become bankrupt or insolvent, make an arrangement with Your creditors, or go into liquidation.

9.2.    Choice of Law. This Agreement and any disputes arising out of or in connection with this Agreement shall be governed by the laws of the State of California, U.S.A., without reference to conflict-of-laws principles and excluding the UN Convention on Contracts for the International Sale of Goods.

9.3    Entire Agreement. This Agreement and the applicable User Documentation constitute the entire agreement between us and supersede any other previous or contemporaneous communications, agreements, representations, warranties or advertising with respect to the Software and User Documentation. Any modifications to this Agreement shall be invalid, unless made in writing and signed by a duly authorized representative of Autodesk.

9.4    Severability. If and to the extent any provision of this Agreement is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof shall be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability and shall be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in that jurisdiction shall not in any way affect the legality, validity, or enforceability of such provision in any other jurisdiction or affect the legality, validity or enforceability of any other provision of this Agreement.

9.5    No Waiver. No term or provision hereof will be considered waived, and no breach excused, unless such waiver is in writing signed on behalf of the party against whom the waiver is asserted. No waiver (whether express or implied) will constitute a consent to, waiver of, or excuse of any other, different, or subsequent breach.

9.6    Audits. To ensure compliance with this Agreement, You agree that upon reasonable notice, Autodesk or Autodesk’s authorized representative shall have the right to inspect and audit Your Installation, Access, and use of the Autodesk Materials. Any such inspection or audit shall be conducted during regular business hours at Your facilities or electronically, either by Autodesk or by representatives authorized by Autodesk for this purpose. If such inspections or audits disclose that You have Installed, Accessed, or permitted Access to the Autodesk Materials in a manner that is not permitted under this Agreement, then (i) You are liable to pay for any unpaid license fees as well as the reasonable costs of the audit; and (ii) without limitation of Section 2.1 (License Grant), and unless Autodesk otherwise elects in writing, the license grant with respect to the Software will terminate immediately. Any information obtained by Autodesk or Autodesk’s authorized representative during the course of such inspection and audit will be used and disclosed by Autodesk solely for purposes of such inspection and audit and for enforcement of Autodesk’s rights under this Agreement and applicable law, unless other uses or disclosures are required under applicable law. Nothing in this Section shall be deemed to limit any legal or equitable remedies available to Autodesk for violation of this Agreement or applicable law.

9.7    Language. The English language version of this Agreement is legally binding in case of any inconsistencies between the English version and any translations.

9.8    Construction. Ambiguities in this Agreement will not be construed against the drafter.

9.9    Canadian License. If You purchased the license for this Software in Canada, You agree to the following: The parties hereto confirm that it is their wish that this Agreement, as well as other documents relating hereto, including Notices, have been and shall be written in the English language only. Les parties ci-dessus confirment leur désir que cet accord ainsi que tous les documents, y compris tous avis qui s'y rattachent, soient rédigés en langue anglaise.




Mod Tool

Autodesk
SOFTWARE LICENSE AGREEMENT
Worldwide (AUTODESK SOFTIMAGE MOD TOOL)

READ CAREFULLY: AUTODESK, INC. ("AUTODESK") LICENSES THIS SOFTWARE TO YOU ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS SOFTWARE LICENSE AGREEMENT ("AGREEMENT").

BY SELECTING THE "I ACCEPT" BUTTON BELOW THIS AGREEMENT OR BY INSTALLING, UPLOADING, ACCESSING, OR OTHERWISE COPYING OR USING ALL OR ANY PORTION OF THE SOFTWARE YOU AGREE TO BE LEGALLY BOUND BY THIS AGREEMENT. A CONTRACT IS THEN FORMED BETWEEN AUTODESK AND EITHER YOU PERSONALLY, IF YOU LICENSE THE SOFTWARE FOR YOURSELF, OR THE COMPANY OR OTHER LEGAL ENTITY FOR WHICH YOU ARE LICENSING THE SOFTWARE.

IF YOU DO NOT AGREE OR DO NOT WISH TO BIND YOURSELF OR THE ENTITY YOU REPRESENT: (A) DO NOT INSTALL, UPLOAD, ACCESS, OR OTHERWISE COPY OR USE THE SOFTWARE; (B) SELECT THE "I REJECT" BUTTON BELOW THIS AGREEMENT (WHICH WILL CANCEL THE LOADING OF THE SOFTWARE); AND (C) WITHIN THIRTY (30) DAYS FROM THEREAFTER, RETURN THE SOFTWARE AND ANY ACCOMPANYING DOCUMENTATION AND MATERIALS TO THE COMPANY FROM WHICH YOU LICENSED THE SOFTWARE.

INSTALLATION, UPLOADING, ACCESS, OR OTHER COPYING OR USE OF THIS SOFTWARE OR ANY ACCOMPANYING DOCUMENTATION OR MATERIALS EXCEPT AS PERMITTED BY THIS AGREEMENT IS UNAUTHORIZED AND CONSTITUTES A MATERIAL BREACH OF THIS AGREEMENT AND AN INFRINGEMENT OF THE COPYRIGHT AND OTHER INTELLECTUAL PROPERTY RIGHTS IN SUCH SOFTWARE, DOCUMENTATION AND MATERIALS. IF YOU INSTALL, UPLOAD, ACCESS, OR OTHERWISE COPY OR USE ALL OR ANY PORTION OF THIS SOFTWARE WITHOUT ENTERING INTO THIS AGREEMENT OR OTHERWISE OBTAINING WRITTEN PERMISSION OF AUTODESK, OR YOU FAIL TO COMPLY WITH THIS AGREEMENT, YOU ARE VIOLATING COPYRIGHT AND OTHER INTELLECTUAL PROPERTY LAW. YOU MAY BE LIABLE TO AUTODESK AND ITS LICENSORS FOR DAMAGES, AND YOU MAY BE SUBJECT TO CRIMINAL PENALTIES.

SOFTWARE OBTAINED FROM THIRD PARTIES THAT HAVE NOT BEEN AUTHORIZED OR ALLOWED BY AUTODESK, DIRECTLY OR INDIRECTLY, TO SUPPLY SOFTWARE IS LIKELY TO HAVE BEEN MADE AVAILABLE IN VIOLATION OF AUTODESK’S RIGHTS. IN SUCH AN EVENT, AUTODESK IS NOT OBLIGATED TO ISSUE AN ACTIVATION CODE OR OTHERWISE PERMIT YOU TO INSTALL OR USE THE SOFTWARE.

1.    DEFINITIONS

1.1    "Access" means to use or benefit from using the functionality of the Software.

1.2    "Autodesk Materials" is the collective term for the Software, User Documentation, and Excluded Materials.

1.3    "Computer" means a single electronic device with one or more central processing units (CPUs) that accepts information in digital or similar form and manipulates the information for a specific result based on a sequence of instructions.

1.4    "Excluded Materials" means any programs, modules, components, or functionality, if any, that may be included on media or with materials delivered to You that are not within the License Grant as described in the User Documentation, or for which You have not paid the applicable fees.

1.5    "Install" means to place a copy of Software onto a hard disk or other storage medium through any means (including, but not limited to, use of an installation utility application accompanying the Software).

1.6    "Software" means the computer program in which this Agreement is embedded or that is delivered prepackaged with this Agreement. If programs are delivered to You as part of a bundled package, suite, or series, the term Software shall include all programs delivered to You as part of that bundled package, suite, or series and described in the User Documentation.

1.7    "Territory" means the country in which You license the Software, unless (i) You license the Software in a member country of the European Union or the European Free Trade Association, in which the case "Territory" means all the countries of the European Union and the European Free Trade Association; or (ii) otherwise specified in the User Documentation.

1.8    "Uninstall" means to destroy or remove.

1.9    "User Documentation" means the explanatory printed or electronic materials that Autodesk or its authorized distributor incorporates in or delivers in or on a package with the Software or sends to You on an invoice, via email, facsimile, or otherwise when or after You license or Install the Software, including, but not limited to, license specifications, activation code, license files, instructions on how to use the Software, and/or technical specifications.

1.10    "You" means you personally (i.e., the individual who reads and is prompted to accept this Agreement) if you license the Software for yourself, or the company or other legal entity for which you license the Software (but not the affiliates, subsidiaries or other related legal entities of such company or legal entity).

2.    SOFTWARE LICENSE

2.1    License Grant. Autodesk grants You a nonsublicensable, nonexclusive, nontransferable, limited license to Install and Access one (1) copy of the Software on Your Computer and use machine-readable object code and User Documentation in Your Territory, only for internal personal use and demonstration purposes, and for not other purpose. Without limiting the foregoing, You may not use the Software for competitive analysis, or commercial, professional, or other for-profit purposes. Additionally, functional limitations apply, as set forth in Section 7 (Warnings). Autodesk’s license grant (and, with that grant, Your right to Install and use the Software and User Documentation) is conditioned on Your continuous compliance with all license limitations, restrictions and other terms in this Agreement. If You violate any of these limitations, restrictions or other terms, the license grant will automatically and immediately terminate. The license descriptions in this Section 2 define the scope of rights that Autodesk grants to You. Any usage of the Software or User Documentation outside the scope of the applicable license grant or otherwise not in accordance with this Agreement constitutes an infringement of Autodesk’s intellectual property rights as well as a material breach of this Agreement. No license is granted under the terms of this Agreement to Excluded Materials (if any). No license is granted under the terms of this Agreement if You did not lawfully license the Software from Autodesk or from a third party who has been permitted or authorized by Autodesk either directly or indirectly to supply the Software.

2.2    License Term. Subject to the terms and conditions of this Agreement, the license to use the Software is perpetual.

2.3    Supplemental Software. Autodesk or a third-party authorized or allowed by Autodesk in connection with the Software licensed to You hereunder may provide You additional software that supplements or extends the Software. Such supplemental software shall be subject to the terms and conditions of this Agreement, unless otherwise specified at the time of delivery by Autodesk or such third party.

2.4    Software Components. The Software is licensed to You as a single product and its components may not be separated for Installation, Access or distribution on more than one (1) Computer unless expressly permitted by Autodesk in the applicable User Documentation.

2.5    Support. Autodesk is under no obligation to provide maintenance, support or upgrades for the Software.

2.6    You hereby agree to indemnify, hold harmless and defend Autodesk from and against any claims or lawsuits, including attorneys' fees, that arise or result from the use of the Software pursuant to this Agreement.

2.7    Termination. The grant of a perpetual license notwithstanding, Autodesk may immediately terminate this Agreement and revoke the license granted to you upon written notice to You if You fail to comply with any of the terms or conditions of this Agreement.  UPON TERMINATION OF THE LICENSE GRANT OR THIS AGREEMENT, (I) YOU MUST CEASE ALL USE OF AND UNINSTALL ALL COPIES OF THE LICENSED SOFTWARE; AND (II) DESTROY THE LICENSED SOFTWARE OR, UPON REQUEST BY AUTODESK, RETURN THE LICENSED SOFTWARE TO AUTODESK OR THE COMPANY FROM WHICH IT WAS LICENSED. AUTODESK RESERVES THE RIGHT TO REQUIRE YOU TO SHOW SATISFACTORY PROOF THAT ALL COPIES OF THE LICENSED SOFTWARE HAVE BEEN UNINSTALLED AND HAVE BEEN DESTROYED OR RETURNED.Upon termination of the license grant or this Agreement, (i) You must cease all use of Autodesk Materials and Uninstall all copies of the Software; and (ii) destroy all Autodesk Materials or, upon request by Autodesk, return all Autodesk Materials to Autodesk or the company from which they were licensed. Autodesk reserves the right to require You to show satisfactory proof that all copies of the Software have been Uninstalled and all Autodesk Materials have been destroyed or returned.

3.    PROHIBITED ACTIONS

3.1    Prohibited Actions. Autodesk does not permit any of the following actions and You acknowledge that such actions shall be prohibited:
    3.1.1    Use. You may not (and may not permit any third party to) Install, Access, or otherwise copy or use the Autodesk Materials except as expressly authorized by this Agreement.
    3.1.2    Reverse Engineering. You may not (and may not permit any third party to) reverse engineer, decompile, or disassemble the Software or Excluded Materials (if applicable).
    3.1.3    Transfers. You may not distribute, rent, loan, lease, sell, sublicense, or otherwise transfer all or any portion of the Autodesk Materials, or any rights granted in this Agreement, to any other person or legal entity without the prior written consent of Autodesk.
    3.1.4    Hosting or Third Party Use. You may not Install or Access, or allow the Installation or Access of, the Autodesk Materials over the Internet, including, without limitation, use in connection with a Web hosting, commercial time-sharing, service bureau, or similar service, or make the Autodesk Materials available to third parties via the Internet on Your computer system or otherwise.
    3.1.5    Notices. You may not remove, alter, or obscure any proprietary notices, labels, or marks from or on the Autodesk Materials.
    3.1.6    Modifications. You may not modify, translate, adapt, arrange, or create derivative works based on the Autodesk Materials for any purpose.
        3.1.7    Circumvention.
        (a)    You may not utilize any equipment, device, software, or other means designed to circumvent or remove any form of copy protection used by Autodesk in connection with the Software, or use the Software together with any authorization code, serial number, or other copy-protection device not supplied by Autodesk directly or through an authorized distributor.
        (b)    You may not utilize any equipment, device, software, or other means designed to circumvent or remove any usage restrictions, or to enable functionality disabled by Autodesk in connection with the Excluded Materials. You may not bypass or delete any functionality or technical limitations of the Autodesk Materials that prevent or inhibit the unauthorized copying or use of the Excluded Materials.
    3.1.8    Export. You may not export the Autodesk Materials in violation of this Agreement, or U.S., or other applicable export control laws.
    3.1.9    Use Outside of Territory. You may not Access the Software or User Documentation outside of the Territory.
    3.1.10    Exceptions from Prohibitions. The prohibitions contained in this Section 3.1 shall apply to the extent that applicable law (including laws implementing EC Directive 91/250 on the legal protection of computer programs) allows such prohibition to be enforced. You will bear the burden of proof in demonstrating that applicable law does not allow enforcement of any such prohibition.

4.    FEES

Use of the Software in accordance with the terms of this Agreement shall not require payment of a license fee.

5.    ALL RIGHTS RESERVED
Autodesk and its licensors retain title to and ownership of the Autodesk Materials and all copies thereof, and all other rights and interest, including, without limitation, patents, copyrights, trademarks, trade secrets, and other intellectual property rights, in and to the Autodesk Materials and any copies thereof. You have only the limited rights with respect to the Autodesk Materials expressly set forth in this Agreement and You have not other rights, implied or otherwise. The structure, organization, and code of the Autodesk Materials are valuable trade secrets of Autodesk and its licensors and You shall keep such trade secrets confidential. The Software and User Documentation are licensed, not sold.

6.    DISCLAIMER OF WARRANTY

6.1    The Software is provided "AS IS" and without any warranty of any kind.

6.2    AUTODESK AND ITS LICENSORS DO NOT MAKE AND HEREBY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SOFTWARE. ANY STATEMENTS OR REPRESENTATIONS ABOUT THE SOFTWARE OR ANY COMMUNICATION WITH YOU CONSTITUTES TECHNICAL INFORMATION AND NOT AN EXPRESS WARRANTY OR GUARANTEE. IN ADDITION, AUTODESK AND ITS LICENSORS SPECIFICALLY DISCLAIM ANY OTHER WARRANTY INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. WITHOUT LIMITING THE FOREGOING, AUTODESK DOES NOT WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE.

7.    WARNINGS

7.1    FUNCTIONALITY LIMITATIONS. COMPUTER-AIDED DESIGN SOFTWARE AND OTHER TECHNICAL SOFTWARE ARE TOOLS INTENDED TO BE USED BY TRAINED PROFESSIONALS ONLY. THEY ARE NOT SUBSTITUTES FOR YOUR PROFESSIONAL JUDGMENT OR INDEPENDENT TESTING. COMPUTER-AIDED DESIGN SOFTWARE AND OTHER TECHNICAL SOFTWARE ARE INTENDED TO ASSIST WITH PRODUCT DESIGN AND ARE NOT SUBSTITUTES FOR INDEPENDENT DESIGN ANALYSIS, ESTIMATION, OR TESTING OF PRODUCT STRESS, SAFETY, AND UTILITY. DUE TO THE LARGE VARIETY OF POTENTIAL APPLICATIONS FOR THE SOFTWARE, THE SOFTWARE HAS NOT BEEN TESTED IN ALL SITUATIONS UNDER WHICH IT MAY BE USED. AUTODESK SHALL NOT BE LIABLE IN ANY MANNER WHATSOEVER FOR THE RESULTS OBTAINED THROUGH THE USE OF THE SOFTWARE. PERSONS USING THE SOFTWARE ARE RESPONSIBLE FOR THE SUPERVISION, MANAGEMENT, AND CONTROL OF THE SOFTWARE. THIS RESPONSIBILITY INCLUDES, BUT IS NOT LIMITED TO, THE DETERMINATION OF APPROPRIATE USES FOR THE SOFTWARE AND THE SELECTION OF THE SOFTWARE AND OTHER PROGRAMS TO ACHIEVE INTENDED RESULTS. PERSONS USING THE SOFTWARE ARE ALSO RESPONSIBLE FOR ESTABLISHING THE ADEQUACY OF INDEPENDENT PROCEDURES FOR TESTING THE RELIABILITY AND ACCURACY OF ANY PROGRAM OUTPUT, INCLUDING ALL ITEMS DESIGNED BY USING THE SOFTWARE.

7.2    ACTIVATION CODE REQUIRED.
    A.    INSTALLATION, ACCESS, AND CONTINUED USE OF THE SOFTWARE MAY REQUIRE AN ACTIVATION CODE. REGISTRATION IS REQUIRED BEFORE AN ACTIVATION CODE IS ISSUED BY AUTODESK. YOU AGREE THAT AUTODESK MAY USE DATA AND INFORMATION PROVIDED BY YOU, A SOFTWARE RESELLER, OR ANY OTHER THIRD PARTY ACTING ON YOUR BEHALF IN CONNECTION WITH YOUR LICENSE OF THE SOFTWARE LICENSE TO REGISTER THE SOFTWARE. YOU AGREE TO PROVIDE AUTODESK, ANY SOFTWARE RESELLER, OR ANY OTHER THIRD PARTY ACTING ON YOUR BEHALF WITH ACCURATE AND CURRENT REGISTRATION INFORMATION REQUIRED BY AUTODESK, AND YOU FURTHER AGREE TO MAINTAIN AND UPDATE YOUR REGISTRATION INFORMATION THROUGH CUSTOMER DATA REGISTRATION PROCESSES THAT MAY BE PROVIDED BY AUTODESK. YOU CONSENT TO AUTODESK’S USING THE PERSONAL INFORMATION PROVIDED TO AUTODESK AT REGISTRATION, OR UPDATED THEREAFTER, TO ISSUE ACTIVATION CODES, TO MANAGE AUTODESK’S RELATIONSHIP WITH YOU (INCLUDING AUTOMATING THE ISSUANCE OF ACTIVATION CODES FOR FUTURE PURCHASES), TO VALIDATE ENTITLEMENT AND USAGE OF SOFTWARE AND TO OTHERWISE USE AND DISCLOSE SUCH PERSONAL INFORMATION IN CONFORMANCE WITH ITS APPLICABLE PRIVACY POLICY (AS UPDATED FROM TIME TO TIME), WHICH IS AVAILABLE ON AUTODESK’S WEBSITE OR ON REQUEST.
    B.    THE ACTIVATION SECURITY MECHANISMS MAY DISABLE THE SOFTWARE IF YOU TRY TO TRANSFER IT TO ANOTHER COMPUTER, IF YOU TAMPER WITH THE DATE-SETTING MECHANISMS ON YOUR COMPUTER, IF YOU USE THE SOFTWARE PAST AN APPLICABLE EVALUATION PERIOD OR LIMITED TERM, OR IF YOU UNDERTAKE CERTAIN OTHER ACTIONS THAT MAY OFFSET THE SECURITY MODE. MORE INFORMATION IS CONTAINED IN THE APPLICABLE USER DOCUMENTATION OR AVAILABLE FROM AUTODESK ON REQUEST.

8.    LIMITATION OF LIABILITY
IN NO EVENT SHALL AUTODESK OR ITS LICENSORS HAVE ANY LIABILITY FOR ANY INCIDENTAL, SPECIAL, DIRECT, INDIRECT, OR CONSEQUENTIAL DAMAGES; LOSS OF PROFITS, REVENUE, OR DATA; BUSINESS INTERRUPTION, OR COST OF COVER. THE LIMITATIONS OF LIABILITY IN THIS SECTION 8 SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW TO ANY DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED FROM CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EVEN IF AUTODESK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER THE LIMITED REMEDIES AVAILABLE HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE. AUTODESK SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER ARISING FROM LOSS OR THEFT OF THE SOFTWARE OR THE MEDIA ON WHICH THE SOFTWARE IS FURNISHED TO YOU. AUTODESK SHALL NOT BE OBLIGATED TO REPLACE ANY LOST OR STOLEN SOFTWARE OR SOFTWARE MEDIA. YOU ARE SOLELY RESPONSIBLE FOR SAFEGUARDING THE SOFTWARE AND THE MEDIA ON WHICH THE SOFTWARE IS FURNISHED AND FOR BACKING UP ANY DATA.

9.    U.S. GOVERNMENT RESTRICTED RIGHTS
All Autodesk Materials provided to the U.S. Government are provided with the same commercial license rights and restrictions described elsewhere herein.

10.    USE OF OPEN SOURCE SOFTWARE BY YOU

If You use any third party software (including free or open source software), whether or not in conjunction with the Software, You shall ensure that its use does not: (i) create, or purport to create, obligations of Autodesk or any of its affiliates with respect to the Software; (ii) grant, or purport to grant, to any third party any rights to or immunities under Autodesk’s or any of its affiliates intellectual property rights; or (iii) cause the Software to be subject to any licensing terms other than those set forth in this Agreement.

11.    FEEDBACK

You may provide to Autodesk reasonable suggestions, comments and other feedback with respect to the Software ("Feedback"). You grant Autodesk, under all of Your  intellectual property rights, the following worldwide, exclusive, transferable, perpetual, irrevocable, royalty-free, fully paid-up rights: (i) to make, have made, use, copy, modify, and create derivative works of the Feedback as part of any Autodesk product, technology, service, specification or documentation; (ii) to publicly perform or display, import, broadcast, transmit, distribute, license, offer to sell and sell, rent, lease or lend copies of the Feedback (and derivative works thereof and improvements thereon); and (iii) to sublicense to third parties the foregoing rights, including the right to sublicense to further third parties.

12.    GENERAL

12.1.    No Assignment; Insolvency. You may not assign this Agreement or any rights hereunder (whether by purchase of stock or assets, merger, change of control, operation of law, or otherwise) and any purported assignment by You shall be void. The Agreement and the licenses granted hereunder shall terminate without further notice or action by Autodesk if You become bankrupt or insolvent, make an arrangement with Your creditors, or go into liquidation.

12.2.    Choice of Law. This Agreement and any disputes arising out of or in connection with this Agreement shall be governed by the laws of the State of California, U.S.A., without reference to conflict-of-laws principles and excluding the UN Convention on Contracts for the International Sale of Goods.

12.3    Entire Agreement. This Agreement and the applicable User Documentation constitute the entire agreement between us and supersede any other previous or contemporaneous communications, agreements, representations, warranties or advertising with respect to the Software and User Documentation. Any modifications to this Agreement shall be invalid, unless made in writing and signed by a duly authorized representative of Autodesk.

12.4    Severability. If and to the extent any provision of this Agreement is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof shall be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability and shall be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in that jurisdiction shall not in any way affect the legality, validity, or enforceability of such provision in any other jurisdiction or affect the legality, validity or enforceability of any other provision of this Agreement.

12.5    No Waiver. No term or provision hereof will be considered waived, and no breach excused, unless such waiver is in writing signed on behalf of the party against whom the waiver is asserted. No waiver (whether express or implied) will constitute a consent to, waiver of, or excuse of any other, different, or subsequent breach.

12.6    Audits. To ensure compliance with this Agreement, You agree that upon reasonable notice, Autodesk or Autodesk’s authorized representative shall have the right to inspect and audit Your Installation, Access, and use of the Autodesk Materials. Any such inspection or audit shall be conducted during regular business hours at Your facilities or electronically, either by Autodesk or by representatives authorized by Autodesk for this purpose. If such inspections or audits disclose that You have Installed, Accessed, or permitted Access to the Autodesk Materials in a manner that is not permitted under this Agreement, then (i) You are liable to pay for any unpaid license fees, if any, as well as the reasonable costs of the audit; and (ii) without limitation of Section 2.1 (License Grant), and unless Autodesk otherwise elects in writing, the license grant with respect to the Software will terminate immediately. Any information obtained by Autodesk or Autodesk’s authorized representative during the course of such inspection and audit will be used and disclosed by Autodesk solely for purposes of such inspection and audit and for enforcement of Autodesk’s rights under this Agreement and applicable law, unless other uses or disclosures are required under applicable law. Nothing in this Section shall be deemed to limit any legal or equitable remedies available to Autodesk for violation of this Agreement or applicable law.

12.7    Language. The English language version of this Agreement is legally binding in case of any inconsistencies between the English version and any translations.

12.8    Construction. Ambiguities in this Agreement will not be construed against the drafter.

12.9    Canadian License. If You purchased the license for this Software in Canada, You agree to the following: The parties hereto confirm that it is their wish that this Agreement, as well as other documents relating hereto, including Notices, have been and shall be written in the English language only. Les parties ci-dessus confirment leur désir que cet accord ainsi que tous les documents, y compris tous avis qui s'y rattachent, soient rédigés en langue anglaise.

Thanks for the quick answer Leo. One more question (or combo question)...does the pro version for XNA creators have any more features and can I release games with the trial version for commercial as long as I have read and agree to the pro license agreement?

Basically I don't want to have to download and install another 500MB download if I don't have to and since MS is taking a bit to get it up on their site I have downloaded and installed the trial version.

hotshot 10101:

Thanks for the quick answer Leo. One more question (or combo question)...does the pro version for XNA creators have any more features and can I release games with the trial version for commercial as long as I have read and agree to the pro license agreement?

Basically I don't want to have to download and install another 500MB download if I don't have to and since MS is taking a bit to get it up on their site I have downloaded and installed the trial version.

"does the pro version for XNA creators have any more features"

I think I've mentioned this a few times but really the only difference is a license agreement that says that you can publish games on Xbox Live Arcade Community Games. That's it. There are no functional additions to the Pro version.

"can I release games with the trial version for commercial as long as I have read and agree to the pro license agreement"

No because they are considered two separate products, and the EULA for the trial version is non-commercial (AFAIK). For example, if you were to download the trial version of Softimage 7.5, it would still be considered a non-commercial product because you didn't pay for a commercial license. The license for the Mod Tool Pro cannot apply to the Softimage 7.5 trial as they are considered two separate software products.

Cheers,

Leo

This has the same, frustrating license issue that the Mod Tool Pro 6.0 license had:

Obsurveyor:

This has the same, frustrating license issue that the Mod Tool Pro 6.0 license had:

Section 2.2.1

"...solely for Your internal business needs relative to the design, development and testing of Your Application (defined below) in conjunction with an XNA Creators Club Premium Membership and Xbox Live Community Games."

I do not have to be a lawyer to understand that that statement prevents me from distributing any content produced with Mod Tool Pro via Community Games.  Nowhere in this license does it grant the right of distribution, deployment, publishing, sale or any other synonym I can think of for distributing content produced with a game(with or without making money).  It only states we can use Mod Tool Pro to do everything but.  In fact, the only place content is mentioned is in Section 3.2.6.1, which is specifically about making modifications to the software to produce content internally.  That section even reiterates the same three specific things you can do with any program you would write that interacts with the software to produce multimedia content(not a game).

This is nearly the same license as Mod Tool Pro 6.0 with the same issues.  You said it yourself, the Pro version has no new/extra features over the regular Mod Tool.  This license simply restricts people without a Creators Club license from downloading the exact same thing as Mod Tool.

No that interpretation is incorrect.

"You may Install and Access one (1) copy of the Software on one (1) individual Computer, solely for Your internal business needs relative to the design, development and testing of Your Application (defined below) in conjunction with an XNA Creators Club Premium Membership and Xbox Live Community Games."

It says it very clearly that you can use the application for the development of your Application in conjunction with an XNA Creators Club Premium Membership and Xbox Live Community Games.

The word "Development" construes that you will be creating content which is distributed as a part of your software application (game).

I'm really not sure why you're creating such a fuss around this. It's effectively a free product and the exact usage and limitations have been marketed by Autodesk on its website(s) so you are cleared.

Cheers,

Leo

AlphaLeo:

It says it very clearly that you can use the application for the development of your Application in conjunction with an XNA Creators Club Premium Membership and Xbox Live Community Games.
The word "Development" construes that you will be creating content which is distributed as a part of your software application (game).

Development and sales/distribution are two different beasts, in my humble opinion.  Since there is no definition in the license of "Development", it is open to interpretation, both legal and layman.

AlphaLeo:

I'm really not sure why you're creating such a fuss around this. It's effectively a free product and the exact usage and limitations have been marketed by Autodesk on its website(s) so you are cleared.

Anyone using someone else's product and agreeing to a license should be concerned about the legal implications if they are going to distribute the results, especially so when the product is free and there is the potential to make money from the results.  I did not think I was making a fuss, simply bringing up what I think are very vague licensing terms.  But if you insist on calling me fussy, it is simply because I want to use this product.  If I did not care, I would not waste my time a) asking for the EULA or b) bringing this up.

Obsurveyor:

AlphaLeo:

It says it very clearly that you can use the application for the development of your Application in conjunction with an XNA Creators Club Premium Membership and Xbox Live Community Games.
The word "Development" construes that you will be creating content which is distributed as a part of your software application (game).

Development and sales/distribution are two different beasts, in my humble opinion.  Since there is no definition in the license of "Development", it is open to interpretation, both legal and layman.

AlphaLeo:

I'm really not sure why you're creating such a fuss around this. It's effectively a free product and the exact usage and limitations have been marketed by Autodesk on its website(s) so you are cleared.

Anyone using someone else's product and agreeing to a license should be concerned about the legal implications if they are going to distribute the results, especially so when the product is free and there is the potential to make money from the results.  I did not think I was making a fuss, simply bringing up what I think are very vague licensing terms.  But if you insist on calling me fussy, it is simply because I want to use this product.  If I did not care, I would not waste my time a) asking for the EULA or b) bringing this up.

Sorry, I did take some offense at reading your preceding post which came across like a rant.

I want to assure you that if you use the Mod Tool Pro to make a game that you distribute/sell on Xbox Live Arcade Community Games, you are using it well within its legal constraints (in layman terms, you will not be sued).

Enjoy the product.

Leo

Thank you, Leo, for taking the time to watch and respond in this forum and answer all of our questions.

I know that you have said many times that you have given the binary for the pro download to MS and it is in their hands. Is there someone at MS that you could check with to see what the big hold up is? Are they waiting for the web people or doing some internal testing or what? If you can check with someone would you please ask them if they have an ETA? I want to make some models and release a game pretty soon and would love to use XSI. The problem is that I don't want to spend all the time to install and learn XSI if the Pro version will not be available by the time I am ready to release my game. It is a pretty simple game, so it will not take me very long, but I will need to get started right away.

The mod tool 7.5 Pro Application is now on the Partners Page.

The link that is supposed to be the download just takes you to the premium account page. Am I missing something?

There is a link there that will start the download.


SOFTIMAGE|XSI Mod Tool Pro–free with a Creators Club Online Premium Membership.

Based on the SOFTIMAGE|XSI Mod Tool, Mod Tool Pro allows XNA Creators Club Premium Members to produce 3D content for use in their Microsoft Xbox LIVE® Community Games. The SOFTIMAGE|XSI Mod Tool Pro is only available to XNA Creators Club Online Premium Members.

Download SOFTIMAGE|XSI Mod Tool Pro. 

If you do not have a membership with your logged in account it goes to the membership page.

I figured it out. I thought I was logged in, but wasn't so when I clicked on the download link it took me to the membership page instead. I am downloading now. Thanks.