Terms and Conditions
1. License Scope & Restrictions
- CIENAPPS Software grants the client a non-exclusive, non-transferable, limited license to use its SaaS and software solutions.
- The client is not authorized to copy, modify, distribute, resell, or reverse engineer the software.
2. Intellectual Property
- All intellectual property, including software, source code, catalogs, designs, trademarks, and documentation, remains 100% the property of CIENAPPS Software.
- The client acknowledges no ownership rights are transferred.
3. Subscription Terms
- SaaS subscriptions are for a minimum term of 12 months and renew automatically unless written termination is provided 60 days before expiration.
- Payments are non-refundable unless expressly stated otherwise.
4. One-Time Fees
- All one-time fees (activation, installation, configuration, custom development) are non-refundable.
- These fees do not transfer any intellectual property rights.
5. Payment & Billing
- Payments are due monthly under the terms stated on the invoice.
- Late payments may result in penalties, service suspension, or termination.
6. Non-Payment Consequences
- If monthly fees are not paid, the client immediately loses all rights of access and use of the software.
- The software will be rendered inaccessible and unusable until all amounts due are fully paid.
- Non-payment does not confer any right of possession or service continuity.
7. Termination & Suspension
- CIENAPPS Software reserves the right to suspend or terminate service in cases of non-payment, material breach, or violation of these terms.
- In case of early termination, the client remains liable for the balance of subscription fees for the contractual period.
8. Service Availability & SLA
- CIENAPPS Software strives to provide optimal service availability.
- Planned maintenance may occur with reasonable notice to clients.
9. Data Protection & Confidentiality
- CIENAPPS Software commits to protecting client data and complying with applicable privacy laws.
- The client is responsible for safeguarding credentials and account usage.
10. Custom Development
- Any custom development performed for a client is billed as one-time fees.
- Intellectual property of such developments remains the property of CIENAPPS Software.
11. Software “As Demonstrated”
- Software is provided as demonstrated during presentations.
- Any missing or additional functionality must be developed as paid custom work.
- Under no circumstances may the client demand free development of non-existent features based on discussions, assumptions, or personal interpretation.
- No non-existent items can be quoted or sold except through acquisition of custom development services.
12. Limitation of Liability
- CIENAPPS Software is not liable for indirect damages, loss of profits, data loss, or service interruptions.
- Total liability is limited to the amount paid by the client in the last 12 months.
13. Governing Law & Jurisdiction
- This agreement is governed by the laws of the jurisdiction where CIENAPPS Software is headquartered.
- All disputes shall be submitted to the competent courts of that jurisdiction.
14. Dispute Resolution
- Before legal action, parties agree to attempt mediation or amicable arbitration.
15. Amendments & Notices
- CIENAPPS Software reserves the right to amend these terms with reasonable notice.
- All contractual notices must be provided in writing (email or registered mail).