USM Boarding End User Licence Agreement

Vendor: Maxamaze BV, a private limited liability company (besloten vennootschap) incorporated under the laws of Belgium, with registered office at Doortstraat 22, unit 25, 1745 Opwijk, Belgium, enterprise number BE 0899.080.429 ("Maxamaze", "we", "us").

Software: USM Boarding, the LED perimeter boarding playout software, together with its installer, bundled runtimes, documentation and the online services it connects to.

Version 1.0, effective 22 August 2026

Please read this first

This Agreement is a binding contract between Maxamaze and the organisation that licences the Software ("you", "Customer"). You accept it by installing the Software, by activating a licence, or by using the Software or the Cloud Services, whichever happens first. If you are accepting on behalf of an organisation, you confirm that you are authorised to bind it.

USM Boarding is licensed to businesses and professional users. It is not offered to consumers.

If you do not accept this Agreement, do not install, activate or use the Software.

1. Definitions

Cloud Services means the online account, project builder, media storage, synchronisation, licence validation, update delivery and diagnostics services operated by Maxamaze at the domains we designate.

Customer Content means the artwork, video, sponsor material, playlists, project data, screen configurations, text and any other material you upload to, create in, or play out through the Software or the Cloud Services.

Entitlement means what your subscription grants you: the number of licensed machines, the number of Screens, whether a Backup PC is included, and any optional features enabled for your licence.

Licence Key / Licence means the credential issued by Maxamaze that activates the Software on a Machine.

Machine means one physical or virtual computer on which the Software is installed and activated.

Screen means one independently configured LED output (a wall, fascia, perimeter ring or other display surface) driven by the Software.

Backup PC means a second Machine licensed to stand by and take over playout for the same venue, where your Entitlement includes it.

Subscription Term means the period for which fees have been paid, as shown in your order and your billing account.

2. Licence grant

Subject to your continued compliance with this Agreement and to payment of all fees due, Maxamaze grants you a non-exclusive, non-transferable, non-sublicensable, revocable licence, for the duration of the Subscription Term, to:

a. install and run the Software on the number of Machines covered by your Entitlement; b. use it to configure, prepare and play out Customer Content on the number of Screens covered by your Entitlement; c. use the Cloud Services associated with your licence; and d. make one copy of the installer for archival and disaster-recovery purposes.

The Software is licensed, not sold. All rights not expressly granted here are reserved by Maxamaze and its suppliers.

3. Activation, machine binding and transfer

3.1 The Software validates its licence with our servers when it starts and periodically while running. Validation sends your Licence Key together with a machine identifier derived from the Machine's hardware characteristics, the application version, and basic operating status.

3.2 A Licence is bound to one Machine. You may not run one Licence on more Machines than your Entitlement allows, and you may not circumvent or spoof the machine identifier.

3.3 If you replace a Machine, contact us and we will re-bind the Licence. We will not unreasonably withhold a transfer; we may limit how often a Licence is re-bound to prevent abuse.

3.4 Offline operation. The Software is built to run without internet access during an event. After a successful validation it will continue to operate offline for a grace period of seven (7) days. Beyond that grace period the Software will warn you and will stop playout until it can validate again. You are responsible for connecting the Machine to the internet often enough to keep the grace period alive.

4. Entitlements and limits

4.1 Your Entitlement is what you configured and paid for: a base licence plus, where ordered, additional Screens and a Backup PC. The Software and the Cloud Services enforce these limits.

4.2 If you need more Screens or another Machine, upgrade your subscription. Attempting to exceed your Entitlement, whether by splitting one wall across configurations, by re-using a Licence across venues, or otherwise, is a material breach of this Agreement.

4.3 Nothing in this Agreement limits the number of projects, playlists, sequences or Customer Content items you may create, except as stated in the published storage limits for the Cloud Services.

5. Restrictions

You may not, and may not permit anyone else to:

a. copy, distribute, rent, lease, lend, sell, resell, host as a service, or otherwise make the Software available to any third party beyond your own operational use; b. reverse engineer, decompile or disassemble the Software, or attempt to derive its source code, except to the extent that this restriction is void under mandatory law or under a third-party open-source licence covering a component (see section 14); c. modify, adapt or create derivative works of the Software, or tamper with its licensing, watermarking, update or diagnostic mechanisms; d. remove, obscure or alter any proprietary notice, brand mark or trial watermark; e. use the Software to play out content you do not have the rights to display, or content that is unlawful, or in breach of any broadcaster, league, venue or sponsor obligation binding on you; f. use the Software in any way that infringes third-party rights or applicable law, including export control and sanctions rules; or g. share account credentials or Licence Keys outside your organisation.

6. Trial licences

Where we issue a trial Licence:

a. the Software applies a visible "USM Trial Version" watermark to every output, because the trial is for evaluation and rehearsal, not for a paying sponsor's live event; b. the trial runs for the period we state, after which playout stops; c. the trial is provided as is, without warranty of any kind and without any support commitment; and d. sections 15 (Warranties), 16 (Liability) and 22 (Governing law) apply in full to trials.

7. Fees, billing and renewal

7.1 Fees, currencies and billing intervals are those shown at the time of your order. Amounts are quoted exclusive of VAT and other applicable taxes, which are added where due. For intra-EU business customers with a valid VAT number, the reverse-charge mechanism may apply.

7.2 Subscriptions renew automatically for successive terms of the same length unless cancelled before the end of the current term. Cancellation takes effect at the end of the paid term.

7.3 Fees are payable in advance and are non-refundable, except where refunds are required by mandatory law or expressly agreed in writing.

7.4 We may change prices for future terms with at least thirty (30) days' notice before your renewal date. If you do not accept a price change, you may cancel before renewal.

7.5 If payment fails or is overdue, we may suspend the Licence and the Cloud Services after notifying you and allowing a reasonable period to cure. Suspension stops playout.

8. Updates and version control

8.1 The Software checks for updates and may download and install them. Keeping the Software up to date is a condition of support.

8.2 Where your licence uses our controlled update channel, Maxamaze decides which build your Machines receive, and may pin you to a specific version or block a build we consider defective. This is a safety mechanism for live production; it is not a promise that any particular version remains available.

8.3 We may add, change or remove features between versions. We will not remove a materially significant feature during a paid term without offering you a comparable capability or a pro-rata refund for the remainder of that term.

9. Cloud Services

9.1 Access requires an account. You are responsible for your users, their credentials, and everything done under your account.

9.2 We aim to keep the Cloud Services available, but they are provided on a reasonable-efforts basis and without a service-level guarantee unless we have signed a separate SLA with you. Maintenance, third-party outages and emergency work may interrupt them.

9.3 The Software is designed so that a loss of the Cloud Services does not stop a show in progress, within the offline grace period described in section 3.4. You must nevertheless plan for connectivity loss.

9.4 We may set and enforce reasonable technical limits (file sizes, storage volume, request rates, retention periods) and will publish them where they affect you.

10. Customer Content

10.1 You retain all rights in your Customer Content. Maxamaze claims no ownership of it.

10.2 You grant us a limited, worldwide, royalty-free licence to host, store, copy, transcode, render, cache, transmit and display Customer Content solely to operate the Software and the Cloud Services for you, and to provide support you request.

10.3 You warrant that you hold all rights, licences and clearances needed for the Customer Content you upload and play out, including sponsor artwork, third-party footage, fonts, music and any personal data appearing in it.

10.4 We do not monitor Customer Content. We may remove content that we are legally obliged to remove, or that plainly breaches section 5, and will tell you when we do.

10.5 On termination, we retain your data for a thirty (30) day export window (see section 20.3), after which it may be permanently deleted.

11. Diagnostics, logs and telemetry

11.1 To licence, support and improve the Software, the Software and the Cloud Services process: the machine identifier and basic hardware/OS characteristics; application version; licence and entitlement state; playout and system events; error and crash information; and, where enabled, compressed log bundles from the Machine, including the previous session's logs after a non-clean shutdown.

11.2 Log bundles are collected to diagnose faults. They can incidentally contain names of projects, playlists, media files, screens and network hosts. Do not name assets with information you do not want us to see.

11.3 We use this data to validate licences, to detect and fix defects, to provide support and to plan capacity. We do not sell it, and we do not use Customer Content to train machine-learning models.

11.4 Logs are retained on a rolling basis; incident and crash reports are kept for as long as needed to investigate and to prevent recurrence.

11.5 Remote diagnostics. Where your plan includes it, we may, with your agreement for each occasion, access diagnostic data or connect to a Machine to help resolve an incident.

12. Support

12.1 Support is provided for the current and immediately preceding released version of the Software, in English or Dutch, through thibaut@maxamaze.com and the channels we designate, during our normal business hours unless otherwise agreed.

12.2 Support does not cover: third-party hardware or software (LED processors, GPUs, capture cards, video mixers, network equipment); content production; venue infrastructure; or faults caused by unauthorised modification, by use outside your Entitlement, or by conditions outside the documented system requirements.

12.3 We may ask you to install a specific version, to provide log bundles, or to reproduce a fault before we can investigate.

13. Intellectual property

13.1 The Software, the Cloud Services, their look and feel, source code, engine, patches, brand elements ("USM Boarding", "ULTIMATE SPORTS MANAGER", "MAXAMAZE®") and all related intellectual property are and remain the property of Maxamaze and its licensors.

13.2 This Agreement grants you no trademark rights. You may state factually that you use USM Boarding.

13.3 If you send us suggestions, feature requests or feedback, we may use them without obligation or compensation to you. We will not identify you as their source without your consent.

14. Third-party and open-source components

14.1 The Software includes third-party components, some of them open source. Those components are licensed to you under their own licence terms, which are included with the Software. Where a third-party licence conflicts with this Agreement in respect of that component, the third-party licence prevails for that component, and nothing in this Agreement limits any right that licence grants you.

14.2 The Software bundles a modified build of CasparCG Server, which is licensed under the GNU General Public License, version 3. The corresponding source, being the pinned upstream commit together with the patches applied by Maxamaze, is published at https://github.com/thibautbollen-stack/casparcg-usm-builds. You may also obtain a copy of that source by writing to hello@maxamaze.com; we will supply it on a medium customarily used for software interchange, at no more than our cost of distribution.

14.3 The Software redistributes the NDI® SDK runtime from Vizrt NDI AB under the NDI® SDK Licence Agreement. By receiving NDI sources through the Software you accept that licence. NDI® is a registered trademark of Vizrt NDI AB; neither Vizrt NDI AB nor its affiliates endorses or is associated with USM Boarding.

14.4 The Software also includes components such as the Electron/Chromium runtime, FFmpeg, Microsoft redistributable runtimes and other libraries, each under its own licence.

14.5 Maxamaze gives no warranty in respect of third-party components beyond what section 15 provides for the Software as a whole, and is not responsible for third-party services you connect to it (LED processors, NDI senders, scoring systems, timing feeds or show-control systems).

15. Warranties and disclaimer

15.1 Maxamaze warrants that it has the right to grant the licence in section 2, and that the Software will perform materially in accordance with its documentation when used on a system meeting the published requirements. Your exclusive remedy for a breach of this warranty is that we will, at our option, correct the Software or refund the fees for the affected period.

15.2 Live-production reality. Playout depends on hardware, drivers, GPUs, network, electrical supply and third-party equipment that Maxamaze does not control and cannot test in your venue. We do not warrant that playout will be uninterrupted or error-free. You are responsible for rehearsing your show, for testing your configuration on the actual rig before an event, for redundancy (including licensing a Backup PC where the event warrants it), and for having a fallback plan.

15.3 To the fullest extent permitted by law, and except as stated in 15.1, the Software and the Cloud Services are provided "as is" and Maxamaze disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage of trade.

16. Limitation of liability

16.1 Nothing in this Agreement excludes or limits liability for: fraud or fraudulent misrepresentation; wilful misconduct or gross negligence; death or personal injury caused by negligence; or any other liability that cannot be excluded or limited under Belgian law.

16.2 Subject to 16.1, Maxamaze is not liable for any indirect or consequential loss, or for: loss of profit, revenue, sponsorship or advertising income; loss of contracts, business or goodwill; reputational harm; loss or corruption of data or content; wasted expenditure; or the cost of substitute equipment, services or personnel, however caused, whether or not foreseeable, and whether in contract, tort or otherwise.

16.3 Subject to 16.1, Maxamaze's total aggregate liability arising out of or in connection with this Agreement is limited to the fees actually paid by you for the Software and the Cloud Services in the twelve (12) months preceding the event giving rise to the claim.

16.4 These limits reflect the agreed allocation of risk and the price of the Software. You acknowledge that a live event's commercial value can vastly exceed the licence fee, and that you are the party able to insure that value.

16.5 Any claim must be brought within one (1) year of the date you became aware, or ought reasonably to have become aware, of the facts giving rise to it, unless mandatory law provides otherwise.

17. Indemnity

17.1 By Maxamaze. We will defend you against a third-party claim that the Software, used in accordance with this Agreement, infringes that party's intellectual property rights in the European Economic Area, and will pay damages finally awarded, provided you notify us promptly, give us control of the defence and reasonably cooperate. We may at our option procure the right to continue using the Software, modify it, or terminate the affected licence and refund the unused portion of your fees. This does not apply to claims arising from Customer Content, unauthorised modification, use outside your Entitlement, or combination with anything we did not supply.

17.2 By you. You will indemnify Maxamaze against third-party claims arising from your Customer Content, from your use of the Software in breach of this Agreement, or from your failure to hold the rights required under section 10.3.

18. Data protection

18.1 Where the Cloud Services process personal data on your behalf (for example, personal data inside Customer Content or in your account users' records), you act as controller and Maxamaze acts as processor within the meaning of the GDPR. Our data processing terms apply to that processing and form part of this Agreement.

18.2 Where Maxamaze processes personal data for its own purposes (account administration, billing, licence validation, security, and product diagnostics as described in section 11), it acts as controller and its privacy notice applies.

18.3 Each party will comply with applicable data protection law and will apply appropriate technical and organisational security measures.

18.4 We will notify you without undue delay of any personal data breach affecting your data, and assist you as the GDPR requires.

19. Confidentiality

Each party will keep the other's non-public information confidential, use it only for this Agreement, and protect it with at least reasonable care. This does not apply to information that is or becomes public without breach, was already known, is independently developed, or must be disclosed by law, in which case the disclosing party will, where lawful, be told first.

20. Term, suspension and termination

20.1 This Agreement runs for the Subscription Term and any renewal of it.

20.2 We may suspend or terminate the Licence and Cloud Services access if: you fail to pay after notice and a reasonable cure period; you materially breach this Agreement and do not remedy the breach within thirty (30) days of written notice; you breach section 5 in a way that cannot be remedied; or we are legally required to. Where feasible and lawful, we will avoid taking action that interrupts an event in progress.

20.3 On expiry or termination: your right to use the Software and Cloud Services ends immediately, playout stops, and you must uninstall the Software. You may export your project data and media during a thirty (30) day window after termination, after which we may delete it permanently. Sections 5, 10.3, 13, 14, 15.3, 16, 17, 18, 19, 20.3, 21 and 22 survive.

21. General

21.1 Force majeure. Neither party is liable for failure to perform caused by events beyond its reasonable control, excluding payment obligations.

21.2 Assignment. You may not assign this Agreement without our written consent, which will not be unreasonably withheld. We may assign it to an affiliate or in connection with a merger, reorganisation or sale of the business.

21.3 Entire agreement. This Agreement, together with your order and any data processing terms, is the whole agreement between us on its subject matter and replaces earlier understandings. Any purchase-order terms you issue have no effect.

21.4 Changes. We may amend this Agreement for future Subscription Terms, or where required by law, by giving at least thirty (30) days' notice. If a change materially disadvantages you, you may terminate before it takes effect and receive a pro-rata refund of prepaid fees for the unused period.

21.5 Severability. If a provision is held invalid, it is replaced by a valid provision that comes closest to its commercial intent; the rest remains in force.

21.6 No waiver. Failure to enforce a provision is not a waiver of it.

21.7 Notices. Notices to Maxamaze go to hello@maxamaze.com and to the registered office above. Notices to you go to the contact and billing addresses in your account.

21.8 Export and sanctions. You confirm that you are not subject to EU, UK, US or UN sanctions, and that you will not use or make the Software available in breach of applicable export control or sanctions law.

22. Governing law and jurisdiction

22.1 This Agreement is governed by Belgian law, excluding its conflict-of-law rules and excluding the United Nations Convention on Contracts for the International Sale of Goods.

22.2 The Dutch-speaking courts of the judicial district of Brussels, Belgium, have exclusive jurisdiction over any dispute arising out of or in connection with this Agreement, without prejudice to any mandatory rule that gives jurisdiction elsewhere.

22.3 This Agreement is drawn up in English. A translation may be provided for convenience; in case of conflict, the English text prevails to the extent permitted by law.

23. Contact

Maxamaze BV, Doortstraat 22, unit 25, 1745 Opwijk, Belgium Enterprise number BE 0899.080.429 Legal: hello@maxamaze.com · Support: thibaut@maxamaze.com