GRIDLESS SOLUTIONS SOFTWARE LICENSE AGREEMENT

This Software License Agreement (the “Agreement”) is entered into by and between Gridless Solutions, a Dutch sole proprietorship (KvK number: 75385376, VAT: NL002270378B12), with its registered address at Dorpsstraat 123, 4451AB Heinkenszand, the Netherlands (“Licensor”), and the user of the Software (“Licensee”).

By accessing or using the Software, the Licensee agrees to be bound by the terms and conditions of this Agreement. If the Licensee does not agree, they are not permitted to use the Software.

1. Definitions

1.1 “Software” refers to the proprietary web-based application developed and owned by Gridless Solutions. This Software enables users to create, modify, and store electrical wiring diagrams in a user-friendly interface. It includes all backend code, frontend logic, databases, algorithms, and visual renderings. The Software is hosted and accessed online and may be periodically updated with new features. All use of the Software must comply with the restrictions and purposes outlined in this Agreement.

 

1.2 “Licensee” means a natural person who has validly subscribed to use the Software under the conditions of this Agreement. The Licensee must use the Software solely for personal and non-commercial purposes. The rights granted to the Licensee are individual and non-transferable. Licensees may not permit others to use their login credentials or account access. Only one user may access and use the Software per Licensee subscription.

 

1.3 “Subscription” refers to the time-bound right to access and use the Software, which may be on a monthly or annual basis. A Subscription becomes active only after full payment is received and processed. The Subscription is non-transferable and may be renewed automatically unless cancelled. Expired Subscriptions immediately revoke access to both the Software and any saved content within the platform. The Licensee is responsible for managing their Subscription status through the official channels.

 

1.4 “Content” refers to all outputs generated through the use of the Software, including electrical diagrams, component layouts, and configuration documents. This Content is user-specific and may be saved or downloaded during an active Subscription period. The Licensee is allowed to share Content privately, with proper attribution to Gridless Solutions. The Licensee may not distribute or sell Content commercially under any circumstances. The Licensor retains all intellectual property rights in the software that generated such Content.

 

1.5 “Consumer Use” is defined as use by an individual acting outside the scope of any trade, business, craft, or profession. Under this Agreement, the Software is not to be used by professionals or companies. Commercial usage includes, but is not limited to, using the Software to deliver services to paying clients. Any such commercial use is strictly prohibited unless separately licensed in writing by the Licensor. Violation of this clause constitutes a material breach of this Agreement.

2. License Grant

2.1 The Licensor hereby grants the Licensee a non-exclusive, non-transferable, revocable license to use the Software during the Subscription period. The license is valid only for personal, non-commercial use and for the term of the Subscription. The Licensee may not reproduce, rent, lease, sell, or sublicense the Software to any other person. Any unauthorized use or sharing of access credentials may result in immediate termination of the license. This license does not convey any ownership rights to the Licensee.

 

2.2 This license is valid for a single natural person. The Licensee may not use the Software as part of a team, company, or group without separate authorization. Each user must maintain a unique and individual Subscription to access the Software. Shared access, even among family or household members, is not permitted. The Licensor may suspend or terminate access upon detection of multiple users under one account.

 

2.3 The Licensee may not sell, distribute, or sublicense the Software or its outputs. This includes publicly posting or redistributing diagrams, configurations, or proprietary tools. The Software may only be accessed and used by the Licensee under this Agreement. Violation of this clause may lead to account suspension and legal action. All rights not explicitly granted are reserved by the Licensor.

 

2.4 The Licensee is strictly prohibited from reverse engineering, decompiling, disassembling, or otherwise attempting to derive the source code of the Software. Such actions constitute a breach of intellectual property rights. The Software’s proprietary algorithms and structure are confidential and protected by law. Any unauthorized analysis or duplication will result in immediate termination of the license. The Licensor reserves the right to pursue legal remedies in such cases.

 

2.5 The Licensee may not alter, adapt, translate, or create derivative works based on the Software. Integrating the Software into other tools or systems without prior written permission is forbidden. Such acts undermine the integrity and security of the Software. Violations of this clause will result in revocation of access and potential legal claims. The original structure and branding of the Software must remain intact at all times.

 

2.6 The Licensee is permitted to share images or excerpts generated by the Software only with proper attribution. The Software name “Gridless Solutions” must be clearly visible or referenced when sharing publicly. This requirement applies to both personal blogs and social media platforms. Failure to comply with attribution rules may lead to revocation of sharing privileges. The Licensor retains the right to request takedowns of unauthorized or unattributed materials.

3. Subscription, Termination, and Updates

3.1 Subscription access is granted upon full payment and confirmation of receipt. The Licensor reserves the right to revoke access if payment is reversed, disputed, or withdrawn. The Subscription renews automatically unless the Licensee actively cancels it. The Licensee is responsible for maintaining accurate payment details and cancelling if desired. No access is guaranteed prior to successful transaction processing.

 

3.2 The Licensee may cancel the Subscription at any time through their user account settings. Upon cancellation, access will continue until the end of the current billing cycle. No partial refunds will be issued for unused time. It is the Licensee’s responsibility to back up any data prior to the expiration date. Cancelled users may re-subscribe at any time unless otherwise prohibited.

 

3.3 If the Licensor suspects a violation of the license terms, access to the Software may be suspended immediately. The Licensor is not required to provide notice prior to suspension or termination. Examples of violations include sharing login credentials, unauthorized commercial use, and reverse engineering. Investigations will be conducted at the sole discretion of the Licensor. Suspended accounts may be reactivated upon resolution, but only at the Licensor’s discretion.

 

3.4 Upon termination of the Subscription or license, the Licensee’s access to the Software will be revoked. Previously saved diagrams, settings, or preferences may be deleted permanently. The Licensee is solely responsible for downloading or preserving their data before termination. The Licensor is not obligated to store or recover data after termination. By agreeing to this license, the Licensee acknowledges this condition explicitly.

 

3.5 The Licensor may adjust pricing or functionality at any time with written notice via email. These changes may include upgrades, removals, or alterations to tools, calculations, or access rights. Continued use of the Software after such notice constitutes acceptance of the new terms. The Licensee should review all notices carefully and may cancel their Subscription if they disagree. The Licensor is not responsible for missed communications due to outdated contact information.

 

3.6 The Software is maintained and updated regularly to ensure functionality and user security. Updates may occur automatically without prior notification. New features, bug fixes, and interface improvements are part of ongoing development. All active Licensees receive these updates at no additional cost. Older versions of the Software may become obsolete or unsupported without further notice.

4. Disclaimer and Limitation of Liability

4.1 The Software is provided ‘as is’ without warranties of any kind. The Licensor disclaims all express or implied warranties, including but not limited to performance, merchantability, and fitness for a particular purpose. The Licensee assumes all risks related to the installation, configuration, and usage of the Software. The Licensor does not guarantee that the Software will meet all user requirements or operate without interruption. No oral or written advice or information shall create a warranty not expressly stated herein.

 

4.2 The Licensor is not liable for any direct, indirect, or consequential damages arising from the use of the Software. This includes loss of data, business interruption, equipment failure, or personal injury. The total liability of the Licensor shall not exceed the amount paid by the Licensee for the Subscription. This limitation applies regardless of the legal theory on which the claim is based. Some jurisdictions do not allow exclusions of liability, in which case this clause applies to the fullest extent permitted.

 

4.3 The Licensee acknowledges that any content or configuration derived from the Software is used at their own risk. The Software offers guidance based on input values and standard logic but does not replace professional electrical engineering. The Licensor is not responsible for physical damage or injury resulting from incorrect installation based on software output. It is the responsibility of the Licensee to verify safety and compliance before implementation. Use of the Software constitutes acceptance of this risk.

5. Data and Analytics

5.1 The Software collects anonymized usage data via Google Analytics and Facebook Pixel for analytics and marketing purposes. This data includes general behavioral insights such as click frequency, navigation patterns, and location estimates. The Licensee acknowledges and consents to the collection of this data as part of the service. These insights help the Licensor improve user experience and develop better features. No personally identifiable information is transmitted to third parties through this mechanism.

 

5.2 The Software stores personal data such as email, saved diagrams, and configuration preferences on a secure cloud infrastructure. This is necessary for user account management, continuity of service, and personalization. Only authorized personnel have access to this data, and access is logged and monitored. The Licensor adheres to standard European data protection principles and applicable legislation. Further information is detailed in the Privacy Policy, which the Licensee is expected to review.

6. Legal Provisions

6.1 This Agreement is governed by and construed in accordance with the laws of the Netherlands. All legal questions, interpretations, and disputes arising from or related to this Agreement shall be resolved under Dutch law. This legal framework ensures consistent and predictable outcomes for both parties. No other jurisdiction’s law will apply, even if the Software is accessed from outside the Netherlands. The Licensee consents to the application of Dutch law by accepting this Agreement.

 

6.2 The District Court of Zeeland-West-Brabant, location Middelburg, shall have exclusive jurisdiction over all disputes arising under this Agreement. The Licensee waives any objections to jurisdiction or venue in this court. This ensures that legal proceedings occur in a neutral and predefined forum. By accepting the terms, the Licensee agrees to litigate in this jurisdiction only. The Licensor may seek injunctive or equitable relief through this court for enforcement purposes.

 

6.3 This Agreement may be updated from time to time by the Licensor. Any significant change will be communicated via email or in-platform notice. Continued use of the Software after such notice indicates acceptance of the changes. The Licensee is encouraged to review updates regularly. Failure to review does not exempt the Licensee from being bound by the new terms.

 

6.4 In the event of a sale or transfer of the Licensor’s business, all rights and obligations under this Agreement will transfer to the acquiring entity. This includes license terms, data protection commitments, and account access conditions. The Licensee agrees in advance to such transfer without further consent. The successor company will inherit all responsibilities set forth herein. This ensures continuity of service and enforcement of all existing terms.

 

6.5 No refunds will be issued in the event that the Licensor ceases operations. The Licensee understands that access to digital services is contingent upon the ongoing existence of the business. Should the Licensor be dissolved or become insolvent, no liability for restitution shall apply. The Licensee assumes this operational risk upon purchasing the Subscription. This clause survives the termination of this Agreement.

 

6.6 Any unauthorized copying, distribution, resale, or reverse engineering of the Software constitutes a material breach of this Agreement. The Licensor reserves the right to terminate the license immediately and pursue legal remedies. Such remedies may include claims for damages, injunctive relief, and reimbursement of legal costs. This clause is essential for protecting the intellectual property and commercial interests of the Licensor. The Licensee agrees to be held accountable under civil law for violations of this provision.

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