OVERVIEW

Revised : 04.01.2025

This Software License Agreement ("Agreement") is between you (either an individual or an entity, referred to as "you" or "your") and Develab.uk ("Develab", "we", "our" or "us") for the software solutions developed by Develab that are subject to this Agreement, which may be updated or replaced with feature enhancements, software updates, or maintenance releases ("Software") and any services provided by Develab under this Agreement ("Services"). Do not use the Software until you have carefully read this Agreement.

By ordering, downloading, installing, accessing, using, or otherwise interacting with the Software developed by Develab (or by authorizing any other person to do so), you acknowledge that you are capable of entering into a legally binding agreement, that you have read and understood this Agreement, and that you accept its terms and conditions. If you do not agree to these terms, do not order, install, access, download, use, or interact with the Software.

1. Restrictions on Use of Software Solutions

You are not permitted to provide copies of the Software to another person or duplicate the Software by any other means, including transmitting it electronically. You may make one copy of the Software in machine-readable form solely for backup purposes, provided that the backup copy includes all copyright and other proprietary notices contained in the original. You may not rent, sublicense, assign, lease, lend, sell for profit, distribute, publish, or make available on any network the Software or related materials, nor create derivative works based on the Software or any part thereof.

You are prohibited from using the Software to engage in or enable others to engage in any illegal activity where the Software is accessed and used. You may not use the Software to engage in any activity that violates the rights of third parties, including but not limited to using, publicly displaying, publicly performing, reproducing, distributing, or modifying communications or materials that infringe copyrights, trademarks, publicity rights, privacy rights, other proprietary rights, or rights against defamation of third parties.

2. Ownership Rights to Software Solutions

The Software is licensed by Develab for use only in accordance with the terms and conditions of the License granted. Develab retains all rights not expressly granted under this Agreement. The Software in its entirety is protected by copyright laws and international intellectual property provisions. Develab owns and retains all rights, title, and interest in and to the Software, including all copyrights, patents, trade secret rights, trademarks, service marks, and other intellectual property rights.

For custom software development requested expressly by clients, these are based on unencrypted code and are wholly owned by the client and their company. Exceptions include renting, sublicensing, assignment, leasing, lending, resale for profit, distribution, publishing, or network connection rights. Such activities are only allowed with the written consent of Develab.

Possession, installation, or use of the Software Solutions provided by Develab does not transfer any title to you of the intellectual property of the Software, and you will not acquire any rights to the Software Solutions except as expressly outlined in this Agreement. All copies of the Software Solutions made in accordance with this Agreement must contain the same proprietary notices as the original, including all copyright notices, which must remain unaltered and visible at all times.

3. Termination

Unless you attempt to rent, sublicense, assign, lease, lend, resell for profit, distribute, or publish the Software Solutions provided by Develab, you have all rights to use the Software. Renting, sublicensing, assignment, leasing, lending, resale for profit, distribution, or publication of Custom Software Developments is illegal.

The license for Products is valid until termination. You may terminate the license at any time by uninstalling the Software and destroying all copies of the Software on any media. This Agreement may be terminated by Develab immediately and without notice if you fail to comply with any term or condition of the License or this Agreement. Upon termination, you must immediately cease using the Software and destroy all complete and partial copies of the Software.

4. Limitation of Liability and Warranties

You accept the Software "as is" without warranties regarding its use, performance, or otherwise. The solutions provided by Develab are used at the user's own risk, with Develab free of any liability for direct or indirect damages caused by the use of the solutions or as a result of using their information.

To the maximum extent permitted by applicable law, we disclaim all other representations, warranties, and conditions, whether express or implied, statutory or otherwise, including (but not limited to) implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Develab and its representatives will not be held responsible for indirect, consequential, special, exemplary, or punitive damages, including lost profits resulting from your use of the solutions provided, even if Develab has been advised of the possibility of such damages. These limitations are fundamental to the agreement between Develab and you; we cannot provide Software without such limitations.

5. Fees and Payments

By purchasing our products with a monthly or annual license, you gain annual access to our technical support and product updates. Each subsequent year of license renewal will include fees for technical support and product updates in accordance with the valid offer at the time of payment. We reserve the right to charge for future services at our discretion and to modify the prices of our products and services at any time. If fees for certain services are implemented, you will receive prior notice before they are imposed. By accepting this document when purchasing services and solutions offered by Develab, you agree to receive Proforma/Invoices in PDF format at the email address provided during registration. Failure to pay for any Service, including but not limited to custom software development, will result in the suspension of all services corresponding to that payment, including but not limited to product licenses.

6. Suggestions, Feedback, and Reviews

If you choose to provide feedback, suggestions, and ideas about the Software or reviews regarding our solutions and services, you agree that we may use the feedback you provide in any way, including in future modifications of the Software. You grant us a perpetual, worldwide, fully transferable, irrevocable, royalty-free license to use, modify, create derivative works from, distribute, and display any information you provide in feedback. In the case of reviews submitted, you agree that we may use them in any way, including to promote our services and solutions.

7. Delivery of Products

Upon placing an order and confirming payment of the license, we will provide access to the product download either via email or directly from your client account.

If the download option is provided directly in the client account, then downloading the product constitutes delivery of the solution to you. If the download link is delivered via email, receiving the email with the download link constitutes completion of delivery.

If you are unable to download the items you purchase or do not receive an email from us with instructions to complete the download, you must contact us within 5 days from the product order date. Failure to contact us within this timeframe will result in the item(s) being considered received, downloaded, and delivered.

For custom software development services, services will be provided in accordance with the applicable terms of the services you purchased. The nature of the services purchased and the date of your purchase may impact the timing of service completion. Services will be considered successfully delivered upon completion.

8. Refund Policy

Due to the nature of digital goods, all sales are final, and no refunds will be provided. By ordering, downloading, installing, accessing, using, or otherwise interacting with the Software (or by authorizing any other person to do so), you acknowledge and accept our no-refund policy.