License Agreement

End-User License Agreement

Please read this EULA carefully before installing or using the Software.

MAGNETO IT SOLUTIONS LLC - END-USER LICENSE AGREEMENT (EULA)

Licensor: Magneto IT Solutions LLC | Privacy Policy | Support Email: support@magnetoitsolutions.com

Website: https://magnetoitsolutions.com/

IMPORTANT — READ CAREFULLY: This End-User License Agreement ("EULA") is a legally binding agreement between you (either an individual or a single legal entity) ("Licensee" or "you") and Magneto IT Solutions LLC ("Licensor" or "Company") for the software product accompanying this EULA, which includes computer software and may include associated media, printed materials, and "online" or electronic documentation, specifically relating to the Adobe App Builder App provided by the Licensor (collectively, the "Software").

BY PURCHASING, INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA AND PRIVACY POLICY. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, DO NOT INSTALL, COPY, OR USE THE SOFTWARE.

If You have any other document and/or agreement with Licensor having certain conflicting terms, the terms mentioned in this EULA shall supersede.

Licensor reserves the right to change, modify, add or delete articles in this EULA at any time, at is sole discretion.

1. GRANT OF LICENSE

Subject to your payment of all applicable license fees and your compliance with the terms and conditions of this EULA, Magneto IT Solutions LLC grants you a limited, revocable non-exclusive, non-transferable, non-assignable, and non-sublicensable license to install and use the Software for one (1) authorized Adobe App Builder environment or organization, depending on the specific license tier you have purchased.

You are required to purchase a separate license for any additional environments, including but not limited to separate production, development, testing, or staging instances, unless explicitly authorized in writing by Magneto IT Solutions LLC.

2. LICENSE RESTRICTIONS

Company Test & Development Edition licenses may only be used in test-only, non-production environments. This is a strict commercial license and the End User is granted only the rights expressly stated in this EULA.

Except as expressly permitted under this Agreement, the End User shall not, and shall not permit any third party to:

  • Reverse Engineer or Decompile: Reverse engineer, decompile, disassemble, decipher, or otherwise attempt to derive the source code, underlying ideas, structure, or operational mechanisms of the Software, except to the limited extent permitted under applicable law solely for interoperability purposes.
  • Modify or Create Derivative Works: Modify, adapt, translate, alter, enhance, or create derivative works based on all or any part of the Software.
  • Redistribute or Transfer: Sublicense, sell, resell, assign, distribute, share, lease, rent, transfer, outsource, or otherwise commercially exploit the Software, or use it on a timeshare, service bureau, application service provider (ASP), or managed service provider (MSP) basis.
  • Copy or Network Distribution: Copy or distribute the Software on any public or distributed network, except within secure internal systems or approved cloud environments in accordance with this Agreement.
  • Commercial Hosting / SaaS: Use the Software to provide commercial hosting services, Software-as-a-Service (SaaS), platform services, or act as a service bureau for third parties.
  • Use Third-Party Software Separately: Use any third-party software components provided with the Software independently from the Software.
  • Remove Notices: Remove, modify, obscure, disable, or circumvent any copyright, trademark, proprietary rights notices, or other authorship and origin information contained within the Software.
  • Benchmark Publication: Publish or disclose the results of any benchmarking or performance tests relating to the Software without prior written consent of the Company.
  • Unlawful Use: Use the Software in violation of any applicable laws, regulations, or governmental requirements.
  • Prohibited Weapons Activities: Use the Software in connection with nuclear proliferation, chemical weapons, biological weapons, missile technology, or similar prohibited activities.
  • Collection of Prohibited Data: Configure or use the Software to collect or process: (1) unencrypted passwords or authentication credentials, (2) payment card or regulated financial information, or (3) personal data relating to individuals under the age of 16 years (collectively referred to as "Prohibited Data").
  • Malicious or Fraudulent Activities: Use the Software to store, transmit, or distribute unlawful, infringing, defamatory, malicious, or harmful content, including malware, phishing schemes, spam, denial-of-service attacks, or other fraudulent or criminal activities.
  • System Interference: Interfere with, disrupt, or attempt to gain unauthorized access to the Software, Company systems, networks, or any third-party systems connected to the Software.
  • Security Testing: Conduct or authorize any penetration testing, vulnerability assessments, or other security testing on the Software without prior written authorization from the Company.
  • Cheat or Hack Programs: Create, use, distribute, or enable "auto", "trainer", "script", "macro", "cheat", or "hack" programs designed to manipulate or exploit the Software.
  • Export Restrictions: Export, re-export, or transfer the Software or any copies in violation of applicable export control laws or regulations.

3. TECHNOLOGICAL PROTECTION MEASURES

The Software may contain technological protection measures (such as license keys, automated verification, or call-home functionality) designed to prevent unauthorized, unlicensed, or illegal use. You agree that Magneto IT Solutions LLC may use these measures to verify your compliance with the terms of this EULA and enforce legal copies. If you are found to be using an unauthorized or unlicensed copy, the Software may automatically disable itself without prior notice.

4. EVALUATION USE

If End User accesses any software provided by Company pursuant to a no-fee or beta evaluation ("Beta Software" and/or "software to be used for Free pilot period"), then the Licence Term is for the period enabled by the licence key for the Beta Software. Company shall have the right to terminate, downgrade, limit or otherwise modify the Beta Software at any time without notice or compensation, and no warranty, indemnity, availability, Maintenance or Support obligations of Company will apply to Beta Software. End User may use the number and type of licences enabled by End User's specific licence key but only to test and evaluate the Software for its intended purpose. The provision of free pilot period is not a guarantee of future product features or the availability of any future product and should not be relied upon in making any purchasing decisions. The Beta Software is subject to the terms of clause 2 (Restrictions on Use) to the same extent as the Software. End User must comply with such additional terms: for instance, if the Product is featuring a VoIP application, then end user must comply with the associated wireless data service agreement, local laws, rules and regulations etc., while using the Product. End User to review such additional terms and associated compliance costs and otherwise at their own account, efforts and risk. Free pilot period where Beta Software shall be made available will be for a fixed period as mentioned in the agreement.

5. PROPRIETARY RIGHTS

Company and its suppliers own and shall retain all intellectual property rights, in and to the Software and the results of any Services. Certain "free" or "open source" software and third party software are included with the Software (the "Third Party Software"). The Software and Third Party Software may only be used by End User as prescribed by the Company documentation.

All title, ownership rights and intellectual property rights in and to the Product (including, without limitation, all text, graphics, music or sounds, all messages or items of information, names, themes, objects, scenery, costumes, effects, dialogues, slogans, places, characters, diagrams, concepts, data fields, videos, audio-visual effects, domain names and any other elements which are part of the Product, individually or in combination) and any and all copies thereof are owned by Company or its licensors. This Product may contain certain licensed materials and, in that event, Company's licensors may protect their rights in the event of any violation of this Agreement. Any reproduction or representation of these licensed materials in any way and for any reason is prohibited without Company's prior permission and, if applicable, Company's licensors' and representatives'. Except as expressly set forth in this EULA, all rights not granted hereunder to you are expressly reserved by Company.

This License confers no title or ownership in the Product and should not be construed as a sale of any rights in the Product.

6. SUPPORT, UPDATES, AND UPGRADES

Subject to your payment of the applicable license fees, Magneto IT Solutions LLC will provide you with software updates, upgrades, and technical support for a period of twelve (12) months from the date of purchase. Upon expiration of this period, continued access to support and updates will require the purchase of a support renewal or extension.

7. DATA COLLECTION AND PRIVACY

Subject to Company' compliance with data protection laws applicable to it, End User acknowledges and consents that Company may collect information generated by instrumentation and logging systems created through the use and operation of the Software which Company may use for its internal business purposes. In order to provide You with a better experience, adapted services and Product support, COMPANY may collect and store data about You in relation to Your use of the Product, Your connection information and/or other relevant details. Certain data is recorded, archived, analysed and used to create user statistics. Your privacy is very important to COMPANY and COMPANY will not reveal Your personal data to third parties except when expressly authorised by You to do so or in special circumstances. COMPANY may be under a duty to disclose or share Your personal data in order to comply with a legal obligation, or in order to protect COMPANY's rights and those of other users and third parties. COMPANY reserves the right to collect, store and use anonymous data about You. For further information concerning COMPANY's use of Your personal data, please refer to the Privacy Policy. The information collected may contain the following, without limitation: mobile device unique identity or other device identifiers and settings, carrier, operating system, localization information, date and time spent on the Product, and statistics, feature usage, advertising conversion rates, monetization rate, purchase history and other similar information. Company uses third party ad serving technologies that may collect information as a result of ad serving in the Product and that may temporarily display advertisements in the Product. The analytics tools and ad serving technologies may use server log files, web beacons, cookies, tracking pixels and other technologies to collect said information and may combine the information collected on other company's Products and services with information collected from other third party websites and mobile products and services and with demographic, advertisement, market and other analytics surveys. You provide your consent for all the above including the storing, transmission of such information to any 3rd countries, processing the data etc., but not limited to. It may be strongly noted that the product discussed here is a one-time deployable product and hence there shall be no or negligible data collected by the company; end-user should make secure deployment of the product and restrict any and every data which may be accessible by product. Company, apart from mandatory licensing logs, does not ask for any PII or otherwise.

By using the Software, you consent to this data collection. For full details on how we handle your data, please review our Privacy Policy at: https://magnetoitsolutions.com/privacy-policy

8. FEES

End User shall pay the fees specified in the applicable Order Form (the "Fees"). The Fees may include one-time license fees, subscription fees, or other charges as mutually agreed between the Parties.

The Company may provide the End User with temporary access to the Software for an evaluation period of up to one (1) month from the date of installation or activation (the "Pilot Period"). During the Pilot Period, the End User may access and evaluate the features and functionality of the Software.

Upon expiration of the Pilot Period, such temporary access may automatically terminate unless otherwise agreed in writing. Continued use of the Software after the Pilot Period shall be subject to payment of the applicable Fees as specified in the Order Form.

Upon receipt of the applicable Fees, the Company shall provide the Software setup and deployment in the End User's designated environment, where applicable. The Company may provide limited post-deployment support for a period of three (3) months following installation or activation, which shall include minor bug fixes and issue resolution related to the Software.

Any additional services, including customization, enhancements, maintenance, or extended support beyond the initial support period, shall be subject to mutually agreed commercial terms and may be documented through a separate work order, statement of work, or similar document.

If the End User's usage of the Software exceeds the scope, limits, or license units specified in the applicable Order Form, additional fees may apply.

For deployments where the Software is installed within the End User's infrastructure, the Company may, upon reasonable prior notice, request usage information or conduct a reasonable verification to confirm compliance with the applicable license terms.

9. PAYMENTS

End User shall pay for the onetime cost within 30 days of the invoice date (the "Invoice Due Date"). Payment obligations are non-cancellable and amounts paid are non-refundable, except as otherwise set forth in this Agreement. The Fees are exclusive of applicable taxes or any relevant local sales taxes for which End User shall be responsible. All amounts due under this Agreement shall be paid by End User in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law). If requested by Company, End User will obtain and furnish to Company tax receipts or other certificates issued by the competent taxation office showing the payments of the withholding tax within a reasonable time after payment. Following notice, Company may suspend End User's access to the Software, without any liability upon company, if payments are not received within 30 days of the Invoice Due Date. If End User purchases the Software, Services or both from an authorised partner of Company, the payment terms in the agreement between the partner and End User will apply.

10. TERM AND TERMINATION

The term of this Agreement begins on the Effective Date and will remain in effect until all Licences expire or until this Agreement is otherwise terminated in accordance with the terms hereof, whichever occurs first (the "Term"). Without prejudice to any other rights, Magneto IT Solutions LLC may terminate this EULA immediately and without notice if you fail to comply with any of the terms and conditions set forth herein. In such an event, your license to use the Software is instantly revoked, and you must securely destroy all copies of the Software in your possession. Magneto IT Solutions LLC is not obligated to refund any purchase amounts upon termination due to a breach of this agreement.

11. CONFIDENTIALITY

11.1 SCOPE AND RESTRICTIONS: "Confidential Information" means all information of a party ("Disclosing Party") disclosed to the other party ("Receiving Party") that is identified as confidential at the time of disclosure or should be reasonably known by the Receiving Party to be confidential due to the nature of the information and the circumstances surrounding the disclosure. The Receiving Party will: (a) not use the Disclosing Party's Confidential Information for any purpose outside of this Agreement; (b) not disclose such Confidential Information to any person or entity, other than its affiliates, employees, consultants, agents and professional advisers who have a "need to know" for the Receiving Party to exercise its rights or perform its obligations hereunder, provided that such affiliates, employees, consultants, and agents are bound by agreements or, in the case of professional advisers, ethical duties respecting such Confidential Information in accordance with the terms of this clause; and (c) use reasonable measures to protect the confidentiality of such Confidential Information. If the Receiving Party is required by applicable law or court order to make any disclosure of such Confidential Information, it will first give written notice of such requirement to the Disclosing Party, and, to the extent within its control, permit the Disclosing Party to intervene in any relevant proceedings to protect its interests in its Confidential Information, and provide cooperation to the Disclosing Party in seeking to obtain such protection.

11.2: Clause 11.1 will not apply to information that the Receiving Party can document: (a) was rightfully in its possession or known to it prior to receipt without any restriction on its disclosure; (b) is or has become public knowledge or publicly available through no fault of the Receiving Party; (c) is rightfully obtained by the Receiving Party from a third party without breach of any confidentiality obligation; or (d) is independently developed by employees of the Receiving Party who had no access to such information.

11.3 EQUITABLE RELIEF: The Receiving Party acknowledges that unauthorised disclosure of the Disclosing Party's Confidential Information could cause substantial harm to the Disclosing Party for which damages alone might not be a sufficient remedy and, therefore, that upon any such disclosure by the Receiving Party the Disclosing Party may seek appropriate equitable relief in addition to whatever other remedies it might have at law or equity.

12. ACCESS TO PRODUCT

The product may be protected by digital rights management software. In such case, you hereby agree, acknowledge and consent to the following regarding the product and associated software / 3rd party tools: (i) the installation of the product will cause the related software and 3rd party tools (if any) to be installed on your computer; (ii) Product installation may limit the number of installations; (iii) the product may install on your computer additional components required for copy protection; and (iv) during the installation and/or the first launch of the product, an online connection may be required to unlock the product. In no event shall company be liable in connection with the components that may be installed on your computer by using the stated product. For further information, please visit the website of the company from time to time. An internet connection, a product's account and installation manual shall be delivered along with product's license purchase with enclosed single-use serial code may be required to play and access online services and features of this product. Restrictions of age may be imposed to access online services and features in compliance with local laws. Company may in no case be held responsible for reduced user comfort. You acknowledge that the Product may not be available for use on all mobile devices or through all carriers or network service providers.

13. CHANGES TO THE PRODUCT

Company reserves the right, in its sole and absolute discretion, to revise, update, change, modify, add to, supplement, or delete certain terms of this EULA for security, legal, best practice or regulatory reasons. Such changes will be effective with or, as applicable, without prior notice to You. You can review the most current version of this EULA by clicking on the "EULA" link located on the Product or on company's website. You are responsible for checking this EULA periodically for changes. If any future changes to this EULA are unacceptable to You or cause You to no longer be in agreement or compliance with this EULA, You may immediately withdraw from the product's further usage without any demand for the refund or otherwise wherein the agreement shall be stated and acknowledged to be have been mutually terminated and end user must immediately uninstall the Product and destroy all copies of the Product. Your continued use of the Product following any revision to this EULA constitutes your complete and irrevocable acceptance of any and all such changes.

COMPANY may modify the Product for any reason or without any specific reason, at any time and at its entire discretion, in particular for technical reasons such as updates, maintenance operations and/or resets to improve and/or optimize the Product. You agree that the Product may install or download the modifications automatically. You agree that COMPANY may stop to support previous versions of the Product upon availability of an updated version. COMPANY's channel partners and associated service providers shall have no obligation to furnish any maintenance or customer support with respect to the Product. COMPANY also reserves the right to amend the Rules of Conduct to place limits on the use of the Product.

14. INDEMNITY

You are solely responsible for any damage caused to the Company, its licensors, channel partners and associated service providers and subcontractors, other users of the product or any other individual or legal entity as a result of your usage of this product and/or violation of this EULA. YOU HEREBY AGREE TO DEFEND, INDEMNIFY AND KEEP INDEMNIFIED COMPANY AND ITS AFFILIATES, THEIR LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE PROVIDERS AND THEIR SUBCONTRACTORS AGAINST ANY CLAIM OR ALLEGED CLAIMS, LIABILITIES, LOSSES DAMAGES AND ALL COSTS (INCLUDING LAWYERS' FEES), DIRECTLY OR INDIRECTLY ATTRIBUTABLE TO YOUR FAULT AND/OR RESULTING FROM (A) A VIOLATION OF ANY PROVISION OF THIS EULA OR (B) YOUR USE OR MISUSE OF THE PRODUCT. Company reserves the right to take sole responsibility, at its own expense, for conducting the defence of any claim for which you agreed to indemnify Company. The provisions of this Section shall remain in force after termination of this EULA.

15. FORCE MAJEURE

Except for payment obligations, neither party hereto will be liable for defaults or delays due to acts of God, or the public enemy, acts or demands of any government or governmental agency, fires, earthquakes, floods, other natural disasters, accidents, or other unforeseeable causes beyond its reasonable control and not due to its fault or negligence.

16. WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY

16.1: You expressly acknowledge that use of the product is at your own risk. To the fullest extent permissible under applicable law, the product is supplied on an "as is" and "as available" basis. Company and Company's licensors, channel partners and associated service providers do not make and hereby disclaim any guarantees, conditions, warranties of any kind, express, implied or statutory or other terms including as to: (a) its conformity, accuracy, currentness, completeness, reliability or security (b) its suitability for a particular use; (c) implied warranties of title, non-infringement; (d) its market value; or (e) your satisfaction. Company does not warrant that the product will be uninterrupted or error-free, that defects will be corrected, or that the product is free of viruses or other harmful components. You assume all responsibility for selecting the product to achieve your intended results, and for the installation of, use of, and results obtained from the product.

16.2: To the fullest extent permissible under applicable law, in no event will Company, Company's licensors, channel partners and associated service providers be liable for loss or damage suffered in connection with the use of the product or any related third party service. This includes without limitation (a) all losses of any kind, whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation (whether innocent or negligent) or otherwise, (b) direct loss; (c) accidental loss, (d) incidental loss, (e) consequential loss, (f) indirect loss (g) Punitive losses and/or (h) anticipated losses.

16.3: Notwithstanding the aforementioned limitations of liability, your sole remedy in the event of a dispute with Company or its licensors, channel partners and associated service providers is to cease to use the product; and if applicable, seek damages for your losses as mentioned in clause 16.1 above. For any product purchased and its compatibility, Company's total aggregate maximum liability is limited to the refund (directly or indirectly through its channel partners or associated service providers) of the purchase price of the product. In no event Company, its affiliates, licensors, channel partners and associated service providers be liable for damages in excess of any amount you have paid to Company for the product.

16.4: There shall neither be any liability on Company resulting for death or personal injury arising from Company's negligence, for fraud or fraudulent misrepresentation, nor any other liability which cannot be excluded or limited under applicable law.

16.5: For purposes of this section, Company's licensors, channel partners and associated service providers are third party beneficiaries to the limitations of liability specified herein and they may enforce this EULA against you.

16.6: Other than as set out in clause 16.1 all other conditions, warranties or other terms which might have effect between the parties or be implied or incorporated into this Agreement, whether by statute, common law or otherwise, are hereby excluded. The Software is not fault-tolerant and is not designed or intended for use in hazardous environments, including without limitation, in the operation of aircraft or other modes of human mass transportation, nuclear or chemical facilities, life support systems, implantable medical equipment, motor vehicles or weaponry systems, or any other application in which failure of the Software could lead to death or serious bodily injury of a person, or to severe physical or environmental damage (each, a "High Risk Use"). Company expressly disclaims any express or implied warranty or representation of fitness for High Risk Use. Company shall not be liable to End User for any loss, damage or harm suffered by End User that is directly or indirectly caused by End User's unauthorized use of the Software to process Prohibited Data.

17. DATA PROTECTION

The terms of standard Data Protection laws as may be applicable in India, from time to time, shall apply. However, this product is one-time deployable product wherein company does not have any access to PII and hence there shall be no liability over the company related to any data protection laws.

18. ASSIGNMENT

End User may not assign this Agreement without the prior written approval of Company and any purported assignment in breach of this clause shall be void. Company may at its discretion assign, transfer, subcontract, novate or otherwise dispose of any or all of its rights, obligations and liabilities under this Agreement and/or any associated rights to assign this Agreement in whole or in part. End User shall, at Company' request, promptly, and in any event within 15 days, enter into a novation agreement in such form as Company shall reasonably specify in order to enable Company to exercise its rights pursuant to this clause. Upon any assignment of this Agreement by End User that is approved by Company, any licences that contain an "unlimited" aspect will, with respect to End User or the successor entity, as applicable, be capped at the number of authorised Software units in use immediately prior to such assignment.

19. THIRD PARTY RIGHTS

A person who is not a party to this Agreement, shall not have any rights under the Contracts Act and any other applicable laws.

20. SEVERANCE

If any provision of this Agreement (or part of any provision) is held to be void or otherwise unenforceable by any court of competent jurisdiction, such provision (or part) shall, to the extent necessary to ensure that the remaining provisions of this Agreement are not void or unenforceable, be deemed to be deleted and the validity and/or enforceability of the remaining provisions of this Agreement shall not be affected.

21. GOVERNING LAW AND SEVERABILITY

This EULA shall be governed by and construed in accordance with the laws of the jurisdiction in which Magneto IT Solutions LLC is legally registered, without regard to its conflict of law principles. If any provision of this EULA is held to be void, invalid, unenforceable, or illegal, the remaining provisions shall continue in full force and effect.

22. ENTIRE AGREEMENT

This EULA constitutes the entire agreement between you and Magneto IT Solutions LLC relating to the Software and supersedes all prior or contemporaneous oral or written communications, proposals, and representations with respect to the Software or any other subject matter covered by this EULA.

23. MISCELLANEOUS

23.1: The rights and remedies of the parties hereunder will be deemed cumulative and not exclusive of any other right or remedy conferred by this Agreement or by law or equity.

23.2: The person signing or otherwise accepting this Agreement for each party represents that s/he is duly authorised by all necessary and appropriate corporate action to enter this Agreement.

23.3: Any modification to this Agreement must be in writing and signed by a director of Company and a duly authorised signatory of End User. This Agreement shall control over additional or different terms of any purchase order, confirmation, invoice, statement of work or similar document (other than Company Order Form, which will take precedence), even if accepted in writing by both parties, and waivers and amendments to this Agreement shall be effective only if made by non-pre-printed agreements clearly understood by both parties to be an amendment or waiver to this Agreement.

23.4: For purposes of this Agreement, "including" means "including without limitation."

23.5: End User agrees that Company may refer to End User by its trade name and logo, and may briefly describe End User's business, in Company' marketing materials and website.

23.6: This Agreement may be executed in any number of counterparts, each of which when executed and delivered (including delivery of an electronic copy) shall constitute a duplicate original, but all the counterparts shall together constitute the one agreement.

23.7: Company may give notice to End User by electronic mail to End User's email address on record in End User's account information or by letter sent by first class mail, pre-paid post or airmail to End User's address on record in End User's account information. End User may give notice to Company at any time by letter sent by first class mail, prepaid post or airmail to Company at the following address, or such other address as may be notified to End User from time to time: Company, Magneto IT Solution LLC, Attn: Legal Department. Notice under this Agreement shall be deemed given: (a) when received, if personally delivered; (b) when receipt is electronically confirmed, if transmitted by email; (c) the next business day after it is sent, if sent by first class postage prepaid post; (d) five business days following postage if sent by pre-paid airmail; and (e) upon receipt, if sent by certified or registered mail, return receipt requested.

23.8: This agreement being an electronic agreement which shall now be deemed as accepted and executed upon installation of this stated product. Both parties agree that this agreement shall be considered as signed and accepted by both parties with their full mutual consent and without any undue influence of any 3rd party and/or any intoxicating substance.