FAQ

CINEXTOOLS OVERVIEW

cineXtools is a media-file and deliverables management application comprised of several modules. The primary module is cineXinsert which enables true File-based insert edits to closed files. cineXinsert is accompanied by several standard and optional modules including; Trim and Extend, Rewrap & Audio Versioning, Create Insert Media and the DPP Metadata Editor.

Learn about the cineXtools workflow revolution:

cineXtools solves the time and resource-intensive problem of repeating an entire export and QC process just to make a small change in a program, by giving you direct access to the video and audio essence in your flat deliverable files.
In other words, cineXinsert allows content to be accurately replaced in a file, based on timecode in and out points – pretty much just like working on tape.
cineXitools can reduce a multi-hour or multi-day re-export and QC process to just a few minutes by editing new content directly into an exported ProRes, DNxHD, AVC-Intra, or XDCAM-HD.

To really illustrate and understand how cineXinsert helps, we need to review the process which makes even simple corrections to files unproductive and costly.

Wherever you work and whether it is at a large or small post-production facility, you go through a time-consuming and tedious process to create a final deliverable file. In the best and most streamlined situations, you edit a program with your non-linear system, export the program to a flat file , QC the file, find and fix an issue and repeat the entire process. Larger facilities tend to have even more complicated workflows, which integrate additional steps like first laying off to tape to help isolate problems and reduce workload in the QC phase.

cineXinsert is all about eliminating complete show exports and full QC sessions just to make small fixes by directly accessing and changing flat, exported files – helping to save you hours, sleep, hair and $$$.

Instead of a massive multi-step dance to produce a new corrected deliverable file, with cineXinsert in your arsenal, you simply create a small file containing just the elements you need to replace:

1) Open that file in the cineXinsert Player.

2) Load the show file in the cineXinsert recorder, set the edit points and place the new correct content over the old wrong content, and you are done.

A multi-hour re-export and QC process was just reduced to a few minutes!

cineXtools understands where content is located in the files – somewhat the same way a tape machine understands where frames reside on a tape, allowing you to accurately go in and replace that specific video or audio content.

Although not a scientifically accurate description, your video files are like a strip of film and changing content in them is like cutting into that film and replacing some frames.

This is easy to do with real film because you can see the frames and what’s in them. In the same way, cineXinsert can see and understand the structure of where specific content is located in the files – somewhat the same way a tape machine understands where certain frames reside on a tape. This knowledge map allows cineXinsert to accurately go in and replace specific video or audio content.

So instead of re-exporting an entire program after making a change in your non-linear system, you export only the changed section – just the minimum of required content.

For example, it may be that someone’s name is incorrect so you need just the 7 seconds of the interview that contains the corrected lower 3rd title. Of course, rendering out 7 seconds from your NLE is much faster than rendering out the entire hour. Once you have created a small file containing the required new content, the insert process is easy, using an interface similar to a typical non-linear edit system:

1) Open the source and target files into the cineXinsert player and recorder.

2) Set edit points for a three point edit.

3) Select the appropriate video and or audio source and destination channels.

4) Trigger ‘insert’ to fill in the selected area with the new content.

What is particularly amazing is that because you are working entirely in a file-based domain, the insert happens at the speed of light – well, the speed of your processors, bus and drives which in any case is significantly faster than real-time.

cineXtools currently supports Apple ProRes, Avid DNxHD, AVC-Intra, XDCAM-HD and DPX files. The content can be contained in a MOV (quicktime), MXF OpAtom or MXF Op1a wrapper and the files to be edited can be from anywhere. Also, insert edit is resolution independent so cineXinsert can insert new content into your flat SD, HD, or 4K file.

Files might come from Final Cut, Media Composer, Premiere or any number of other production systems… They do not need to be Cinedeck generated but of course, Cinedeck files can be edited as well. As long as your file is not some sort of non-standard creation, cineXtools can make changes in it and save you time.

It is also important to note that the resulting file is NOT some form of MXF package or QuickTime Reference file.

Unlike the process of editing the metadata of something like a MXF AS-11 file to point to content newly added into the package, when an insert is done using Cinedeck’s cineXtools, you are actually replacing parts of the original flat video and audio essence.

THIS MEANS SEVERAL THINGS:

1) The process is not limited to AS-11 files.

2) The Cinedeck system can change MOV, MXF OpAtom, MXF Op1A or the more specific DPP Op1A files, containing ProRes, DNxHD, AVC-Intra or XDCAM-HD.

3) Because changes are being written into the flat audio and video essence, file compatibility is maintained. The resulting file after inserting is the same file – it’s just that some audio or video frames were replaced.

Cinedeck’s cineXinsert provides a radically new post workflow. The resulting file after an insert is NOT a different file or some form of MXF package or QuickTime reference file; it is a flat, fully compatible, normal ProRes, DNxHD, AVC-Intra or XDCAM-HD.

Unlike the process of editing the metadata of something like a MXF AS-11 file to point to content newly added into the package, when an insert is done using Cinedeck’s cineXinsert, you are actually replacing parts of the original flat video and audio essence.

The process works with MOV, MXF OpAtom, MXF Op1A or the more specific DPP Op1A files, containing ProRes, DNxHD or AVC-Intra essence.

Moreover, because changes are being written into the flat audio and video essence, file compatibility is maintained. The resulting file after inserting is the same file; it’s just that some audio or video frames were replaced.

With all of these editing capabilities, (just like on tape) when you get to the end you are done, there is no need to export, render or consolidate.

ProRes is a very common codec used to encode files that are typically VBR or Variable Bit Rate. With VBR, each frame is compressed, using a flexible amount of data (the variable data rate) – just enough data is used to capture the whole frame while always keeping each compressed frame under a maximum size. Differing amounts of data used to compress each frame results is every one being a slightly different size.
In order to do video inserts into a target file, each frame needs to be the same size. This is known as CBR or Constant Bit Rate.

The cineX ProRes rewrap from VBR to CBR is a padding process. The re-wrap simply adds a bunch of 0s to each frame so every frame takes up the same amount of space. This must not be confused with re-encoding… The video is not uncompressed and recompressed so the re-wrap has no effect on the video essence and the re-wrap is very fast, much like a file copy.

You might compare the re-wrap with water balloons where each one has a slightly different amount of water but you want the balloons to all be the same size. To do that you could just add a bit of air to each balloon until all of them are the same size as the largest balloon.

And yes, this process can be reversed (the air can be let back out) and just as important, other codecs such as DNx are already CBR so do not require the padding process.

cineXtools originally released as Mac only but it became available for Windows as of 2017.

Both versions support all the same features and generally you can use any Mac running OS X 10.9 {AKA Mavericks} or newer and any Windows system running Windows 7 x64 (64-bit) service pack 1 or newer.

There are no functional differences between the Mac and PC version. To that end, cineXtools for both Windows and Mac support ProRes and ProRes is of course also supported on the Cinedeck hardware systems.
Yup, a Quick Start guide can be found here. (The link will open the PDF in a new window)
cineXtools-basic is a 100% free version of cineXtools.

What does it include?

Codex Support:
– Apple ProRes (Proxy, LT, SQ, HQ)
– Avid DNxHD (all YUV8 and YUV10 qualities)

Wrapper Support: MOV, OpAtom MXF

Platforms: Mac and PC

Resolutions: SD, HD, 2K

Framerates: Standard framerates up to 60P

Colorspace: Up to YUV10

Audio: Up to 2 channels

Additional Features: Timecode Restrip and Trim Head/Tails

In partnership with various NLEs, we’ve made delivering ProRes files even simpler. Now, you can export an ‘insertable’ CBR wrapped ProRes file straight from your preferred NLE. This means content producers that export from these systems can apply audio, video and closed caption insert-edits to their ProRes master files immediately, without any file preparation delays. (Learn more about re-wrapping ProRes)

NLEs that support exporting an ‘insert-editable’ ProRes are:
– Avid Media Composer – AMA plugin through Cinedeck
– Adobe Premiere (Media Encoder) – Plugin through Cinedeck
– Autodesk Flame and Smoke – available in the 2018 release
– Davinci Resolve – available in Davinci 14 public beta

Request the free plugins (here).



TECHNICAL QUESTIONS
Cinedeck’s stand-alone tools are designed to solve problems and make your life easier, not harder so the system requirements are also quite simple.

macOS:
If you work in the Apple space, you can use just about any Mac computer, the only real requirement is that it needs to be running OS X 10.9 {AKA Mavericks} or newer.

Windows:
If you are in the Windows world, again, just about any hardware will do but it needs to be running Windows 7 x64 (64-bit) service pack 1 or newer. Windows 10 is fine. If you are having difficulties starting cineX on your Windows 7 system, run Windows update to assure that it has the latest fixes.

In rare situations, after the Windows 7 update completes, you may receive errors indicating missing files. In this case, it may be necessary to manually install both of these Visual Studio libraries:

VS2015 Redistributable: https://www.microsoft.com/en-us/download/confirmation.aspx?id=48145
VS2010 Redistributable: https://www.microsoft.com/en-us/download/confirmation.aspx?id=13523

cineXtools License:
CineX needs a license to run but bear in mind that licenses are OS independent; in other words, it does not matter if you are using a Mac or a PC.
The license can be installed on your system (this is known as a machine license) or, if you need more mobility, you can put your license on an iLok Second Generation USB Smart Key device and plug it into whatever computer you are using. This is the same device used by Avid and many other companies and the keys can hold many licenses. If you do not currently own a 2nd gen iLok USB key, they can be purchased at iLok.com and through many other resellers worldwide.

Additionally, you need a free iLok account. If you do not have one, no worries, when you go through the purchase or trial request, one will be automatically setup. If you do have an iLok account, you can use it.

Performance:
Of course, a more powerful system will perform better when running cineXtools but really, the biggest factor is disk I/O. Source and target files can reside on any drive; a local built-in disk, local attached disk (USB, Thunderbolt, etc.) or somewhere on your network but cineX is all about reading and writing data so the best performance will be seen when you work on SSDs, particularly for the target drive. A fast local RAID or fast network storage on an 8 Gigabit or faster connection is good too. The worst is something like a USB2 single platter spinning hard drive.

If you have any questions, please get in touch. (Cinedeck Support)

cineXtools publishes new releases every 8 ~ 12 weeks.

New releases for your version of cineXtools can be found the cineXtools software download page (here)

The short answer is we are sorry but no…

We are asked quite often, why we only have OS X .pkg installers for our ProRes plugins and nothing for Windows users. Well, it all has to do with licensing.

Generally speaking, Apple does not allow their ProRes encoding library to be used on Windows platforms. As a result, Adobe and Avid do not include ProRes export in their Windows applications and our plugins fall under the same restrictions.

Cinedeck do of course have a great solution… Use a Cinedeck with your edit system.

With a Cinedeck, you can go directly from your timeline to any of the Cinedeck supported Codecs including ProRes and you can also leverage insert edit directly from the timeline to any of the insert compatible codecs like ProRes, DNx and XDCAMHD.

Have a look here for more information.

ProRes is a very common codec used to encode files that are typically VBR or Variable Bit Rate. With VBR, each frame is compressed, using a flexible amount of data (the variable data rate) – just enough data is used to capture the whole frame while always keeping each compressed frame under a maximum size. Differing amounts of data used to compress each frame results is every one being a slightly different size.
In order to do video inserts into a target file, each frame needs to be the same size. This is known as CBR or Constant Bit Rate.

The cineX ProRes rewrap from VBR to CBR is a padding process. The re-wrap simply adds a bunch of 0s to each frame so every frame takes up the same amount of space. This must not be confused with re-encoding… The video is not uncompressed and recompressed so the re-wrap has no effect on the video essence and the re-wrap is very fast, much like a file copy.

You might compare the re-wrap with water balloons where each one has a slightly different amount of water but you want the balloons to all be the same size. To do that you could just add a bit of air to each balloon until all of them are the same size as the largest balloon.

And yes, this process can be reversed (the air can be let back out) and just as important, other codecs such as DNx are already CBR so do not require the padding process.

A full explanation of the rewrap process is on our tech blog post here: “Insert Editing and VBR File Rewrapping”

We have learned from the Cinedeck and cineXtools user base that most Broadcasters, Studios, etc. will accept ProRes CBR however, even in situations where your customer will not accept CBR ProRes, it is still a valuable tool.

We recommend that when a show is completed, a CBR mezzanine file be immediately created. This will be used for any subsequent steps such as creating different slate versions and of course for any fixes. Working with such an intermediate still eliminates the time lost doing full re-export and QC sessions and if required, a CBR ProRes can be rewrapped again as VBR for final delivery.

Cinedeck is working with some of the non-linear editor manufacturers to integrate or make CBR ProRes available as an export option and are working to assure all companies will accept CBR.



INSTALL AND SETUP
iLok license manager is a free downloadable application used to manage iLok licenses. Once you receive a license in your iLok account, you can use:
– License Manager to activate the license on your machine or on an iLok USB license key.
– License Manager can also be used to transfer licenses between Machines and iLok USB keys.
– License Manager is needed for annual prepaid license plans, to install some trial licenses and if you want to manually transfer licenses between various devices.

Avid has a good iLok License Manager “How To” video: http://learn-cdn.avid.com/KB/Vids/iLokLMOverview.mp4

Note: The narrator mentions that licenses cannot be moved to a computer. That was specific to the Avid licenses. cineXtools licenses can be moved to a computer or iLok USB key.

No, you no longer need an iLok USB dongle to use cineXinsert.

Starting in 2017, machine-based licenses became the default way to authorize the cineXtools application.

So the licenses are in fact still iLok but iLok licenses can be installed in a specific individual computer or they can be installed in a portable iLok USB license key. Both types of installations can be transferred from one machine or device to another by deactivating the first and then activating the second. For the moment, that process requires the use of the iLok License Manager application.

The iLok license key is a USB smart device that holds software licenses. A single iLok can store hundreds of licenses from multiple software publishers and multiple iLoks can be connected to a computer to authorize software products.

To use an iLok USB key with cineXtools, it must be 2nd Generation or newer.

Create a free iLok account by going to the ilok website here: https://www.ilok.com/#!registration

The User Name you have used to create the ilok account is what needs to be provided to Cinedeck for a license to be deposited to your account.

NOTE: Do not try to open the cineXtools software without activating your license first. If you do, you will need to uninstall cineXtools and then re-install after activating the license through iLok License Manager.

To activate your license through iLok License Manager:

  1. Download and install iLok License Manager (ILM)
  2. Sign into ILM with your newly created iLok credentials.
  3. At the top of ILM, select the tab that says “Available”; if cinedeck has issued a license, you will see the license here
  4. Right click on the license and select “Activate”
  5. ILM will ask where you want to activate the license. If you don’t have an iLok USB key, the only selection you will see is your PC or Mac.

 

Before starting cineXtools, you must first have a license installed on your system or on a connected iLok USB key.

The steps are:

  1. Create an iLok account if you do not already have one.
  2. Install iLok License Manager.
  3. Activate your license on your computer or onto an iLok USB key.
  4. Install and start cineXtools.
1)

Fill in the registration form, making note of your ID, as you will need that going forward.

Open the iLok home page in a new window.

2)

Once you have License Manager installed, open the application and sign in.

 

3)

To activate a cineXtools license, you can click a license and drag it to the computer or iLok USB key or, Right Click (Mac=Control+Click) the license, select the appropriate destination and select “Activate”.

 

If you installed the license on your computer, you are ready to install cineXtools or, if it’s already installed, start cineXtools.

If you installed your license on an iLok USB key, assure your key is connected to the computer before starting cineXtools for the first time.

 

iLok USB Key:

If you are using an iLok USB key on a Windows cineXtools installation, when you first start the application you may see an expiration warning.

This is because the application is searching for a license on the machine.
Select “Continue” and the license located on your iLok USB key will be used.

 

For more information:

View Video Tutorials here.

Download this License Manager overview as a PDF here.

Contact Cinedeck Support for additional assistance if needed.



TROUBLESHOOTING INSTALLATION
When starting iLok license manager or cineXtools on a Windows system, it is possible that the application will simply not start or will display one of these error messages:

This is because the required Pace License Service has not properly started.

From the “Run” or “Ask Me Anything” dialog in the Start Menu, type “services.msc” (without quotes).

When it appears in the menu list, right click “services” and select “Run as Administrator” and press “ENTER.

Navigate down through the list at the right of the Services window and right click on “Pace License Services”.

Select “Start” from the menu.

Try running the application again.

Contact Cinedeck Support for additional assistance if needed.

First, you will need administrator privileges to install cineXtools.

Windows 10:

Follow the standard procedures for installation on Mac or PC.

If you are installing on Windows 10, it is possible this dialog will appear when you first start the installer. This is normal.

Click on More Info and then, at the following dialog, select “Run anyway”.

The Windows 10 installation will proceed normally after that.

Windows 7:

If installing on Windows 7, a similar dialog may appear.

Select “Run” and the Windows 7 installation will proceed.

In addition, for Windows 7, assure your system is fully up to date. If you have a missing files issue, additional information regarding Windows 7 installations is here.

Contact Cinedeck Support for additional assistance if needed.


End User License Agreement for the Cinedeck and cineXtools software

IMPORTANT

YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE DOWNLOADING, INSTALLING AND USING THE CINEDECK & CINEXINSERT SOFTWARE PROVIDED BY CINEDECK LLC.
(the Licensor).

These are the terms and conditions on which the Licensor licenses to you (the Licensee) to use the software product known as the Cinedeck & CineXinsert (the Software.) By clicking on the “ACCEPT” button, you are agreeing to the following terms and conditions (the Agreement). If you DO NOT AGREE to the following terms, you must not download, install or use this Software.

1. Grant of License

1.1 The Licensor grants to the Licensee a non-exclusive, non-transferable, royalty-free license to use the Software for the term of this Agreement.

1.2 The Licensee is entitled to download, install and use the Cinedeck Software on the Cinedeck device or for CineXinsert on your chosen hardware device.

1.3 The Licensee agrees to use the Software only for the Permitted Use and in compliance with all applicable laws, including all applicable intellectual property laws.

1.4 The Licensee must not lease, rent, distribute or sub-license the Software, or use the Software in a time-sharing arrangement, or in any other manner that is not the permitted use.

1.5 The Licensee may make one copy only of the Software if it is essential for back-up and archival purposes, in accordance with
its use of the Software. Any such copy must reproduce and contain all of the copyright and other proprietary notices appearing in
the Software.

1.6 The Licensor reserves the right at any time to alter the price, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of the Software.

2. Warranty and Disclaimer

2.1 The Software has not been written to meet individual requirements of the Licensee and is supplied without warranty of
any kind. A failure of any part or the whole of the Software to be suitable for the Licensee’s requirements will not give rise to any
right or claim against the Licensor.

2.2 THE LICENSOR MAKES NO WARRANTY OR REPRESENTATION TO THE LICENSEE AS TO THE PERFORMANCE OR OPERATION OF THE SOFTWARE, AND TO THE FULLEST EXTENT PERMITTED BY LAW DISCLAIMS ALL EXPRESS,
IMPLIED AND STATUTORY WARRANTIES, INCLUDING (BUT NOT LIMITED TO) MERCHANTABILITY, FITNESS FOR PURPOSE, SECURITY, RELIABILITY, NON-INFRINGEMENT AND PERFORMANCE OF THE SOFTWARE.

2.3 The Licensee acknowledges and agrees that it downloads, installs and uses the Software at its own discretion and risk, and that it will be solely responsible for any damage to the Cinedeck EXTREME or any loss of data that results from such downloading, installing or use of the Software.

2.4 To the fullest extent permitted by law, any condition or warranty which would otherwise be implied in this Agreement is
hereby excluded. Where legislation implies in this Agreement any condition or warranty, and that legislation avoids or prohibits
provisions in a contract from excluding or modifying the application of or exercise of or liability under such a condition or warranty, that condition or warranty will be deemed to be included in this Agreement. However, the liability of the Licensor for any breach of such a condition or warranty will be limited, at the option of the Licensor, to one or more of the following: in the case of the supply of goods: the replacement of the goods; the supply of equivalent goods; the repair of the goods; the payment of the cost of replacing the goods or of acquiring equivalent goods; or the payment of the cost of having the goods repaired; and in the case of the provision of services: the supplying of the services again; or the payment of the cost of having the services supplied again.

2.5 The Licensee acknowledges that the Software in general is not error-free and agrees that the existence of such errors will not constitute a breach of this Agreement.

2.6 The Licensor does not warrant that the Software will be free from all known viruses and the Licensee is solely responsible for virus scanning the Software.

2.7 The Licensor does not warrant that the Software will enable the Licensee to render its products compatible with the Licensor’s

3. Liability

3.1 IN NO EVENT WILL THE LICENSOR BE LIABLE TO THE LICENSEE OR ANY OTHER PERSON FOR ANY LOST PROFITS, LOST SAVINGS, LOST DATA, OR OTHER SPECIAL, DIRECT, INDIRECT, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL DAMAGES ARISING OUT OF OR RELATING TOTHIS AGREEMENT OR ANY PRODUCT OR SERVICE FURNISHED OR TO BE FURNISHED UNDER THIS AGREEMENT OR THE USE THEREOF, EVEN IF THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.

3.2 The aggregate liability of the Licensor upon any claims howsoever arising out of or relating to this Agreement or any products or services furnished or to be furnished by the Licensor under this Agreement will in any event be absolutely limited to US$100.

3.3 Unless this Agreement expressly provides otherwise: to the maximum extent permitted by law, all express and implied conditions, warranties or liabilities (including liability as to negligence) regarding the condition, accuracy, suitability, quality or title to the Software are negated and excluded; and the Licensor gives no condition, warranty, undertaking or representation in relation to the condition, accuracy, suitability, quality of or title to the Software (including any data contained in or supplied in relation to it or reports generated or produced by or with the aid of any of them).

3.4 The Licensee acknowledges that the Licensor has entered into this Agreement in reliance upon the Warranty and Disclaimer and Liability clauses set forth in this Agreement, and that the same form an essential basis of the bargain between the parties. The parties agree that the limitation of liability specified in this Agreement will survive and apply even if the Warranty and Disclaimer or Liability clause, or any limitation of remedies is found to have failed its essential purpose.

4. Intellectual Property Rights

4.1 For the purposes of this Agreement, the term Intellectual Property Rights means all copyright, patents, designs, trademarks or service marks, brand names, product names, trade secrets, know-how, rights to confidentiality and other intellectual and industrial property rights (including Marks as defined in clause 6), whether or not registered or capable of registration, in all parts of the world.

4.2 The Licensee acknowledges that it obtains no Intellectual Property Rights whatsoever in the Software. As between the parties all Intellectual Property Rights vest in the Licensor.

4.3 The Licensee must not, except to the extent permitted by any law that cannot be excluded by the parties, copy, modify, disassemble, decompile, or reverse engineer the Software nor directly or indirectly permit any third party to do any of the foregoing.

4.4 The only permitted copying of the Software is for the back-up purposes referred to in clause 1.5. The Licensee acknowledges and agrees that ownership of, and title to, the Software and all subsequent copies thereof regardless of form or media are held by the Licensor.

5. Infringement of Intellectual Property Rights.

5.1 If the Licensee becomes aware of any infringements or suspected infringements by any third party of any Intellectual Property Rights in the Software, the Licensee must immediately notify the Licensor, and must at the request and expense of the Licensor, take such action as the Licensor may reasonably deem appropriate to protect its Intellectual Property Rights.

6. Marks

6.1 The Licensee will not adopt or use, nor authorise others to adopt or use, any trademark, service mark or trade name which includes, or is likely to mislead, deceive or cause confusion, or is substantially identical with, or deceptively similar to, any Mark. This clause will survive the expiration or earlier termination of this Agreement.

6.2 For the purposes of this Agreement, the term Marks means any trademark, service mark or trade name of Cinedeck LLC or its affiliates, as the case may be, including but not limited to “Cinedeck ” and “cineXinsert” whether it is registered or capable of being registered.

7. Term and Termination

7.1 This Agreement is effective until terminated.

7.2 The Licensor may immediately terminate this Agreement at any time with or without notice: at the Licensor’s sole discretion; or if the Licensee breaches a term of this Agreement.

7.3 Upon termination of this Agreement, the Licensee must immediately cease to use the Software and if capable of return, return the Software (and all copies thereof) to the Licensor. Where such Software is incapable of return, the Licensee must permanently delete or destroy the Software and provide a declaration to the Licensor that the Licensee has complied with this clause.

7.3. This requirement is without prejudice to any other rights and remedies that the Licensor may have in respect of the breach.

7.4 Despite any other provision of this Agreement this clause 7.4 and clauses 2, 3, 4, 5, 6, 7.3 and 8 survive the expiration or termination of this Agreement.

8. General

8.1 This written Agreement constitutes the entire agreement between the parties relating to the subject matter of this Agreement and supersedes all prior communications and agreements between the parties as to its subject matter. Each party agrees that unless expressly stated in this Agreement, that party has not relied on any representation, warranty or undertaking of any kind in relation to the subject matter of this Agreement.

8.2 If any provision of this Agreement or any part of a provision is unenforceable or void for any reason, then: that provision of the Agreement will be enforced to the maximum extent permissible so as to effect the economic intent of the parties, and the remainder of this Agreement will continue in full force and effect; and in any other case, such provision must be severed from this Agreement, in which case a valid, legal and enforceable provision of similar intent and economic impact will be substituted, and the remaining provisions will continue in full force and effect as if the severed provision had not been included.

8.3 The Licensee must not, without prior written consent of the Licensor assign, charge, sub-license, or otherwise transfer any of its rights or obligations under this Agreement in whole or in part.

8.4 Any delay or forbearance by either party in enforcing any provisions of this Agreement or any of its rights hereunder will not be construed as a waiver of such provision or right to subsequently enforce the same.

8.5 Clause headings have been included in this Agreement for convenience only and must not be considered part of, or be used in interpreting, this Agreement.

8.6 This Agreement is governed by and must be construed in accordance with the laws in force in the State of New York. The parties submit to the exclusive jurisdiction of the courts of that State and the United States of America in respect of all matters arising out of or relating to this Agreement, its performance or subject matter.

8.7 The Licensee agrees to abide by all applicable laws of the State of New York and all applicable jurisdictions, including the federal laws of the United States. The Licensor reserves the right to enforce its Intellectual Property Rights before the competent courts of any jurisdiction where an act of infringement has occurred.

8.8 The Licensee acknowledges and agrees that it will not export or re-export the Software or any products utilizing the Software in violation of any applicable laws or regulations of the United States of America.