Inertia UI

By Protone Media

Terms of Use for Inertia UI

1. Introduction

These terms of use (the "Terms of Use") apply to the Inertia UI software products ("Software") offered by Protone Media B.V., registered in the Netherlands under company number 74459414, hereinafter referred to as "Protone Media", "we", "us", or "our". Inertia UI is a collective name for the Software products developed by Protone Media, including but not limited to Inertia Table. By using our Software, you ("User", "You") agree to comply with and be bound by these Terms of Use. If you do not agree to these Terms of Use, you should not use our Software. These Terms of Use are in addition to the NLdigital Terms, which apply to all offers and agreements for which Protone Media delivers goods and/or services, and have been filed at the Rechtbank Midden-Nederland in Utrecht. The NLdigital Voorwaarden can be viewed below or downloaded in PDF format at https://inertiaui.com/nl-digital-voowaarden-en.pdf.

2. Definitions

  • Software: The Inertia UI software, including all present and future bug fixes, corrections, updates, upgrades, modifications, new features, functionalities, and documentation.
  • Software License: The non-exclusive, non-transferable, limited right to access, use, and download the Inertia UI software in accordance with these Terms of Use.
  • Fee: The one-time payment required to obtain a Software License for one year of updates.
  • Project: A single web or software application for which the Software is used. A project may include multiple environments (e.g., development, staging, and production) and configurations (e.g., white-labeled SaaS hosted by the User) as long as it is hosted and managed exclusively by the User. A Project does not include instances of the application hosted or managed by third-party entities.

3. License and Usage

3.1 License Grant

Upon payment of the Fee, Protone Media grants you a Software License to use the Software for a single project. This license is non-transferable and applies only to the specific project for which it was purchased.

3.2 Updates

Your license includes one year of updates from the date of purchase. After one year, you may continue using the version of the Software you have, but you will not receive further updates unless you renew your license.

3.3 Source Code Access

You will have access to the source code and repository of the Software for the duration of your license.

3.4 Permitted Use

The Software may be used for the project for which it was purchased, defined as:

  • A single application, which may include multiple environments (e.g., development, staging, production).
  • A SaaS application with white-labeling for your end-users, provided the application is hosted and managed exclusively by you.

3.5 Reselling and Self-Hosting by Third Parties

If you intend to sell or distribute your application to third parties for self-hosting or allow it to be hosted or managed by third-party entities:

  1. Each third-party entity (e.g., enterprise, customer) must purchase a separate license for the Software.
  2. A single license does not cover multiple third-party entities, even if they use the same application or are provided white-labeled versions.
  3. Reselling or redistributing the Software or making it accessible to third parties without ensuring compliance with licensing terms is strictly prohibited.

Example Scenarios:

  • Hosting the application yourself (SaaS model): A single license is sufficient, even if the application has multiple configurations for different customers.
  • Allowing customers to self-host the application: Each customer must have their own license.

3.6 Licensing for Large-Scale Distribution

Protone Media offers customized licensing solutions for scenarios involving large-scale distribution, such as providing your software to numerous enterprises. Please contact us to discuss tailored options for licensing and management.

3.7 GitHub Login Requirement

Access to the source code and repository requires a GitHub login. This allows us to grant you access to the private repository. Access is granted to a single user, not to a team of users. When the license expires, we will remove your access.

4. Account Registration

4.1 GitHub Login

You must log in with your GitHub account to create an account and be able to purchase a license for the Software.

4.2 Account Information

Your account information must be accurate, complete, and kept up-to-date to maintain access to the Software.

5. Payment

5.1 Fee

The Fee for the Software License is a one-time payment. The Fee is payable in advance and is non-refundable.

5.2 Payment Processor

Payments are processed through Lemon Squeezy or Paddle.

5.3 Payment Terms

Payments must be completed using a credit card or other accepted payment methods as provided by Lemon Squeezy or Paddle.

6. Intellectual Property and Restrictions

6.1 Ownership

Protone Media retains all intellectual property rights in and to the Software. You acknowledge that you do not acquire any ownership rights by purchasing a Software License or by accessing, downloading, or using the Software. You may not claim any ownership interest in the Software at any time. The Software License grants you only the rights to use the Software as specified in these Terms of Use.

6.2 Restrictions

You may not remove or alter any copyright, trademark, or other proprietary rights notices on the Software. You may not reverse engineer, decompile, or disassemble the Software. You may not redistribute, sublicense, or resell the Software. You may not modify, adapt, or create derivative works of the Software except as permitted under applicable law.

7. Termination

7.1 Termination by Protone Media

We may terminate or suspend your access to the Software at any time, with or without cause, including for breach of these Terms of Use.

7.2 Termination by You

You may terminate your use of the Software at any time. Termination does not entitle you to a refund of the Fee.

7.3 Effect of Termination

Upon termination, you must cease all use of the Software and delete all copies in your possession.

8. Disclaimer of Warranties

8.1 "As Is"

The Software is provided "as is" without any warranties, express or implied. Protone Media does not warrant that the Software will meet your requirements or that its operation will be uninterrupted or error-free. Protone Media does not offer any technical support unless explicitly stated in a separate support agreement.

8.2 Limitation of Liability

To the extent permitted by applicable law, Protone Media shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from your use of the Software.

9. Third-Party Licenses

9.1 Bundled Components

Specific components bundled with the Software may be provided under third-party licenses or open-source licenses. Users must comply with the terms and conditions of these third-party licenses.

9.2 User Responsibility

You are responsible for obtaining and maintaining any necessary third-party licenses required for using components not included in the Software.

10. Privacy Policy

Your personal data will be handled in accordance with our Privacy Policy, which can be viewed at https://inertiaui.com/privacy-policy.

11. Indemnification

You agree to indemnify and hold harmless Protone Media, its affiliates, and their respective directors, officers, employees, and agents from any and all claims, liabilities, damages, and expenses (including reasonable attorneys' fees) arising out of your use of the Software or breach of these Terms of Use.

12. Governing Law

These Terms of Use shall be governed by and construed in accordance with the laws of the Netherlands. Any disputes arising from or related to these Terms of Use shall be resolved in the courts of the Netherlands.

13. General Provisions

13.1 Entire Agreement

These Terms of Use, along with the NLdigital Terms, constitute the entire agreement between you and Protone Media regarding the Software and supersede all prior agreements and understandings.

13.2 Severability

If any provision of these Terms of Use is held to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable.

13.3 Amendments

Protone Media reserves the right to modify these Terms of Use at any time. Your continued use of the Software following any such modification constitutes your acceptance of the modified Terms of Use.