Hybrid SaaS
Platinastraat 10E, 2872 ZX, Schoonhoven,
The Netherlands

Date Revised: 9th October 2024

End User License Agreement

IMPORTANT: READ CAREFULLY: This Hybrid SaaS End User License Agreement ("Agreement") is a legal agreement between You and Hybrid SaaS for the materials accompanying this Agreement, which may include computer software, printed materials, and “online” or electronic documentation and resource files for Hybrid SaaS Products. The Product is licensed, not sold.

BY INSTALLING, DOWNLOADING, COPYING, OR OTHERWISE USING THE PRODUCT, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT INSTALL, DOWNLOAD, COPY, OR USE THE PRODUCT.

1. DEFINITIONS

1.1 “API” means a publicly accessible interface defining the ways by which an application program may request services from libraries and/or software.

1.2 “Hybrid SaaS” means Hybrid SaaS and its subsidiaries.

1.3 “Commercial Deployment” means any distribution of End User Software by You to third-party end users, either directly or through distribution channels.

1.4 “Confidential Information” does not include information: (a) which is publicly known; (b) disclosed by a third party; or (c) developed independently.

1.5 “Developer” means one of Your employees or third-party consultants authorized to develop End User Software specifically for You using the Product in accordance with this Agreement.

1.6 “End User Software” means an end-user program which You develop using a Hybrid SaaS Product and into which one or more of the Redistributables are linked, and which contains significant additional functionality over and above the functionality contained in the Hybrid SaaS Product.

1.7 “Enhanced Support” means any paid support package, including Developer Support, Business Support, and Enterprise Support.

2. GRANT OF LICENSE

Hybrid SaaS grants You the rights described in this Agreement provided that You comply with all the terms and conditions of this Agreement:

2.1 General License Grant: Except for termination for cause, Hybrid SaaS hereby grants to You a nonexclusive, nontransferable, perpetual license to use any versions of the Product that were accessible during the term of this Agreement. Hybrid SaaS grants use of the Product according to the license as defined below. Such use shall be in accordance with the provisions of this Agreement, including the restrictions in Section 3 “Description of Other Rights and Limitations,” which shall survive any termination.

2.2 Developer License: This license permits You to create an unlimited number of End User Software using the Product which can be used at an unlimited number of Physical Locations (distinct address or office building) within or outside of Your organization. This license type allows distribution of End User Software to third parties, public-facing websites/applications, extranets, multi-site intranets, app stores, or SaaS project usage scenarios.

3. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

3.1 Redistribution Restrictions
3.1.1 The Product may not be distributed in any form that allows it to be reused by any application other than Your End User Software.
3.1.2 The Product may not be included as part of any software development kit (SDK).
3.1.3 The Product may not be used to develop End User Software that offers similar or competing functionality as the Product or exposes features of the Product through an API for use by an unlicensed third party.
3.1.4 The Product may not be used to develop End User Software that offers similar functionality for any programming language, development framework, or platform.

3.2 Protection of License File
Your License File must be protected to ensure no unauthorized access or unintended distribution is possible. For guidance on how to protect the License File, visit the Hybrid SaaS support site.

3.3 No Reverse Engineering
You may not reverse engineer, decompile, disassemble, create derivative works, or in any other way attempt to gain access to information regarding the construction of the Product(s).

3.4 No Transfer
You may not rent, lease, lend, sub-license, sell, assign, transfer, or pledge the Product or this Agreement, unless you first receive written permission from Hybrid SaaS.

3.5 Termination
Without prejudice to any other rights, either party may terminate this Agreement if the other party fails to comply with the terms and conditions of this Agreement. In such an event, You must destroy all copies of the Product, including backups, all component parts, and End User Software.

3.6 Survival
Unless by its nature a provision cannot survive this Agreement, the provisions of this Agreement shall survive the expiration or any termination of this Agreement.

3.7 Consent to Use of Data
You agree that Hybrid SaaS may collect and use technical information, excluding any Confidential Information, gathered as part of the Product support services provided to You. Hybrid SaaS may use this information solely to improve our Products or to provide customized services or technologies to You. No information is collected by the Product; technical information must be provided to Hybrid SaaS by You through the support process.

4. CONSIDERATION

4.1 Currency: All amounts set forth in this Agreement are in Euro unless otherwise explicitly stated.
4.2 Consideration for the License: For the rights and license granted in this Agreement, You will pay Hybrid SaaS the currently published price available at www.hybridsaas.com or another mutually agreed-upon amount as detailed in a valid invoice.
4.3 Refund Policy: Hybrid SaaS may, in its sole discretion, provide a refund for the Product within the first 15 days after payment is received. Refunds will be administered as described in the refund policy available on our website.
4.4 Taxes: The license fees and any other amounts payable pursuant to the terms and conditions herein are exclusive of any taxes or duties.

5. MAINTENANCE, UPDATES, AND DISCONTINUATION
5.1 Maintenance Subscription: Initial purchase of the Product includes a one-year Maintenance Subscription. Thereafter, You may renew Your Maintenance Subscription annually.
5.2 Updates: Hybrid SaaS may, in its sole discretion, provide technical support and/or updates to You under this Agreement.
5.3 Technical Support: Whether free or through a paid support subscription, technical support is provided under the following conditions:
5.3.1 Support Access: Support is provided only through Hybrid SaaS Support Forums. You agree not to attempt to bypass the Support Forums via phone, email, or other means.
5.3.2 Response Time and Fixes: Hybrid SaaS does not guarantee any particular response time or that any specific fix will be provided within a given period.
5.3.3 Updates (New Versions): Updates, including new versions of the Product, will be published via NuGet.
5.4 Product Migrations: Hybrid SaaS reserves the right to merge or split Products at any time. If a Product which You own a current Maintenance Subscription for is merged with another Product, a license for the subsequent Product will be made available to You at no additional fee.
5.5 Discontinuation: If Hybrid SaaS discontinues the Product, You will be notified at least thirty (30) days prior.

6. LIMITATION OF SUPPORT FOR OLDER VERSIONS
Hybrid SaaS provides support for the most current version of the Product and, at its discretion, for the immediately preceding version. Hybrid SaaS reserves the right to discontinue support for older versions of the Product when a new version is released.
6.1 End of Support for Previous Versions
Hybrid SaaS may announce the end of support for a version of the Product through an official communication channel.
6.2 Security Risks
By continuing to use an unsupported version of the Product, You acknowledge that You may be exposed to security vulnerabilities.

7. LIMITATION OF LIABILITY FOR THIRD-PARTY INTEGRATIONS
The Product may include functionality that integrates with third-party services or APIs. Hybrid SaaS does not control and is not responsible for the availability, functionality, or security of those third-party services.
7.1 Third-Party Changes
You acknowledge that third-party services or APIs integrated with the Product may change, break, or become deprecated over time. Hybrid SaaS is not liable for any loss, damage, or disruption caused by the unavailability, modification, or discontinuation of these services.
7.2 Security and Data
Hybrid SaaS is not responsible for the security or privacy of data transmitted through third-party services.
7.3 No Warranty for Third-Party Services
Hybrid SaaS makes no warranties, express or implied, regarding the performance, reliability, or availability of third-party services.

8. NONDISCLOSURE
Both Parties recognize that the other Party may obtain proprietary and/or Confidential Information in the course of their business. Each Party agrees to protect each other’s Confidential Information.

9. LINKS TO THIRD PARTY SITES
Hybrid SaaS is not responsible for the contents or changes of third-party sites linked in the Product documentation.

10. LIMITED WARRANTY AND DISCLAIMER
Hybrid SaaS provides no remedies or warranties for evaluation versions of the Product.

11. EXCLUSIVE REMEDY
Your exclusive remedy for breach of warranty is to return the Product to the place You acquired it, with a copy of Your receipt and a description of the problem.

12. LIMITATION OF LIABILITY
Hybrid SaaS's total liability to You for actual damages for any cause whatsoever will be limited to the amount paid by You for the Product that caused such damage.

13. INDEMNITY
You agree to hold Hybrid SaaS harmless against claims and suits related to software developed by You and included in End User Software produced using the Product.

Hybrid SaaS will indemnify, defend, and hold You, and/or Your and/or its affiliated and/or subsidiary companies harmless against any claims, legal actions, losses, and other expenses arising out of or in connection with any claims that the Product and/or related documentation infringes or violates any intellectual property right of any third party ("Claim").

Hybrid SaaS's indemnity obligations are further conditioned upon You promptly notifying Hybrid SaaS of the Claim and giving Hybrid SaaS sole control of the defense and negotiations for its settlement or compromise. If You become, or may become, prohibited from continued use of the Product by reason of an actual or anticipated Claim, Hybrid SaaS will use its reasonable efforts to do the following: (a) obtain for You the right to use the Product, or (b) replace or modify such Product so that it is no longer subject to a Claim, but performs the same functions in an equivalent manner.

14. NO WAIVER
No action taken by either party pursuant to this Agreement, and no waiver by either party, whether express or implied, of any provision or right in this Agreement or any breach thereof, and no failure of either party to exercise or enforce any of its rights under this Agreement, will constitute a continuing waiver with respect to such provision or right or as a breach or waiver of any other provision or right, whether or not similar.

15. SEVERABILITY
If any covenant or provision of the Agreement is determined to be void or unenforceable in whole or in part, then such void or unenforceable covenant or provision shall be deleted from this Agreement and shall not affect or impair the enforceability or validity of any other covenant or provision of this Agreement or any part thereof.

16. GOVERNING LAW
This Agreement is made in the Netherlands and shall be governed and interpreted according to the laws of the Netherlands. Any lawsuit filed regarding this Agreement shall be filed in the Netherlands. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.

17. CAPTIONS
All indexes, titles, subject headings, section titles, and similar items are provided for the purpose of reference and convenience and are not intended to be inclusive, definitive, or to affect the meaning or scope of this Agreement.

18. UPDATES
Hybrid SaaS may make updates and changes to this license Agreement from time to time. Such changes will be distributed with the Product. You are bound by the terms of the Agreement as it is distributed at the most recent time you install the Product or updates. If You do not wish to be bound by the terms of this license Agreement, You should not install any updates or additional Product(s).

19. PUBLICITY
You grant Hybrid SaaS the right to use Your name and logo in press releases, brochures, case studies, marketing materials, the Hybrid SaaS website, and similar materials indicating that You are a customer of Hybrid SaaS.

20. PAID CONSULTING
Paid consulting customers are subject to the Consulting Amendment in addition to this Agreement.

21. ENTIRE AGREEMENT
This Agreement is the entire agreement between You and Hybrid SaaS relating to the license of the Product and the support services (if any) You purchase hereunder and it supersedes all prior or contemporaneous oral or written communications, proposals, and representations with respect to the Product or any other subject matter covered by this Agreement.