Buddhi Review Pro End User Licence Agreement

This End User Licence Agreement (the "Agreement") is a binding agreement between you and Manasvi Srivastava, a sole trader trading as Buddhi, with a business address at Järvevana tee 9, Kesklinna linnaosa, Tallinn, Harju maakond, 11314, Estonia, which you may contact at [email protected] (the "Licensor", "we", "us"). It governs your use of Buddhi Review Pro.

If you accept this Agreement on behalf of a company or other legal entity, you represent that you have authority to bind that entity, in which case "you" refers to that entity.

This Agreement is the "Supplier Agreement" referred to in the Paddle Buyer Terms accepted at checkout. By installing, activating or using the Software you agree to this Agreement. If you do not agree, do not install, activate or use the Software.

1. Definitions

• Software: Buddhi Review Pro, including its accompanying documentation and any updates that the Licensor makes available to you under the Subscription.
• Licence Service: the online service operated by or on behalf of the Licensor to activate the Software and verify your right to use it.
• Paddle: Paddle.com, the Licensor's authorised reseller and Merchant of Record for all orders.
• Order Confirmation: the confirmation issued by Paddle identifying the Licensee, the Subscription term, the applicable plan and the number of Seats purchased.
• Licensee: the individual or legal entity identified as the customer in the Order Confirmation, referred to in this Agreement as "you".
• Authorised User: an individual whom you authorise to use the Software on your behalf.
• Seat: the right for one Authorised User to use the Software under a Subscription. Each Authorised User requires a separate Seat.
• Subscription: the paid, recurring term for which the Seats are licensed.
• Team Subscription: a Subscription covering the number of Seats stated in the Order Confirmation.
• Trial: a time-limited evaluation licence granted at no charge under clause 4.

2. Merchant of Record

Your order is transacted by Paddle, the Licensor's authorised reseller and Merchant of Record. When you buy a licence to the Software, your purchase contract for that order is with Paddle; Paddle charges you, collects and remits applicable taxes, issues receipts and administers refunds, in each case under the Paddle Buyer Terms and the Paddle Refund Policy. This Agreement governs the Licensor's provision of the Software and your right to use it.

3. Licence grant and Seats

Subject to your compliance with this Agreement and a valid, active Subscription, the Licensor grants you a limited, non-exclusive, non-transferable and non-sublicensable licence, terminable as provided in this Agreement, to permit one Authorised User per Seat to install and use the Software on supported devices for your own or your organisation's internal business purposes during the Subscription term.

Where you purchase a Team Subscription, the Seats stated in the Order Confirmation may be allocated among your Authorised Users.

The Software is licensed in object code form; no rights in its source code are granted.

4. Trial

During a Trial, and subject to this Agreement, the Licensor grants you the same licence described in clause 3, solely for evaluation purposes and without charge, for 14 days from activation. The Trial may be extended only with the Licensor's written approval. Your right to use the Software ends automatically when the Trial expires unless you begin a paid Subscription. Except as expressly stated in this clause, this Agreement applies to the Trial in the same way as it applies to a paid Subscription.

5. Restrictions

You may make the Software available only to your Authorised Users, and you must ensure that those Authorised Users comply with this Agreement.

You must not, and must not permit any other person to:

(a) copy the Software except as reasonably necessary to install, use, update or back up the Software in accordance with this Agreement;

(b) redistribute, resell, rent, lease, lend, sublicense or make the Software available to any third party, including as a hosted or managed service;

(c) use the Software beyond the number of Seats stated in the Order Confirmation;

(d) remove, alter or obscure any proprietary, copyright or licence notice; or

(e) reverse engineer, decompile, disassemble or otherwise attempt to derive the source code of the Software, or circumvent or disable any licensing or technical-protection mechanism, except to the extent that applicable law grants you a right that cannot be restricted by contract.

6. Ownership and intellectual property

The Software is licensed, not sold. The Licensor retains all right, title and interest in and to the Software, including all intellectual property rights. All rights not expressly granted under this Agreement are reserved.

7. Third-party components

The Software may include third-party or open-source components governed by their own notices and licence terms. Where those terms conflict with this Agreement as to a given component, those terms control for that component. The applicable notices and licence terms accompany those components and are also available from the Licensor on request.

8. Subscription and licence validation

Your right to use the Software is conditioned on a valid, active Subscription. The Software must periodically connect to the Licence Service to verify that your Subscription remains active. If the Software cannot connect, it may continue to operate for up to 7 days after the last successful verification. After that period, the Software will not operate until it can connect to the Licence Service and verify a valid Subscription. The information transmitted for this purpose is described in the Privacy Policy.

9. Service availability and continuity

The Licensor will use commercially reasonable efforts to maintain and restore the Licence Service. A temporary interruption does not terminate your Subscription. If an interruption attributable to the Licensor or its licensing provider prevents use of the Software for more than 7 consecutive days, you may request a pro rata refund of prepaid fees for the period during which the Software was unavailable.

If the Licensor permanently discontinues the Licence Service, it will give you reasonable advance notice and will either enable the Software to continue operating for the remainder of your paid Subscription period or arrange through Paddle a pro rata refund of the prepaid fees attributable to the unused portion of that period.

10. Updates and support

During an active Subscription, you are entitled to receive updates that the Licensor generally makes available to customers on the same plan. The Licensor is not required to develop any particular update, feature or functionality. Support requests may be submitted to [email protected] and will be handled on a commercially reasonable basis. This Agreement applies to all updates unless the Licensor provides separate terms with an update.

11. Privacy

The Software runs locally on your machine. It does not transmit your source code, git history, credentials or secrets to the Licensor or the Licence Service.

When you configure or authorise third-party services, such as source-control, AI or notification providers, the Software may communicate with those services and transmit information necessary to perform the functions you request. Your use of those services is governed by your agreements with their providers.

The Licensor's processing of information used for licensing is described in the Privacy Policy available at https://buddhireview.com/privacy.

12. Refunds

You may request a full refund of any Subscription payment within 30 days after that payment, for any reason. Refund requests are administered by Paddle and refunds are returned to the original payment method where possible. A refund ends your right to use the Software under the corresponding payment or Subscription period. This contractual refund right is additional to, and does not limit, any mandatory statutory rights or remedies.

13. Term, cancellation, chargebacks and termination

This Agreement begins when you first accept it and continues during any Trial and for the term of any Subscription, unless terminated earlier in accordance with this Agreement.

Cancellation of a Subscription takes effect at the end of the then-current paid Subscription period, unless Paddle confirms an earlier effective date. The Software may continue to be used until that date.

If a Subscription payment is refunded, reversed, remains unpaid after Paddle's payment-recovery process, or is finally charged back, the corresponding licence terminates and the Licensor may revoke the related entitlement. While a chargeback is under investigation, the Licensor may temporarily suspend the entitlement where Paddle identifies suspected fraud or abuse.

The Licensor may terminate this Agreement if you materially breach it and do not remedy that breach within 14 days after receiving written notice. The Licensor may suspend access immediately where reasonably necessary to prevent fraud, unauthorised use or a security risk, or to comply with applicable law.

On expiry or termination, all licence rights end, you must cease all use of the Software and destroy your copies, and the Licence Service will cease to verify your entitlement.

14. Warranty disclaimer and limitation of liability

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTY OF ANY KIND, whether express, implied or statutory, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement and uninterrupted or error-free operation, to the fullest extent permitted by law. The Software is an automated code-review aid; it does not guarantee the correctness, security, completeness or fitness of any code it reviews, and you remain responsible for your own code and decisions.

To the fullest extent permitted by law, the Licensor's total aggregate liability arising out of or relating to this Agreement or the Software will not exceed the fees you paid for the Software in the 12 months preceding the event giving rise to the claim, and the Licensor will not be liable for any indirect, incidental, special, consequential or exemplary damages, or for lost profits or data. Nothing in this Agreement limits or excludes any liability that cannot lawfully be limited or excluded, or affects your mandatory statutory or consumer rights.

15. Acceptable use and export compliance

You must use the Software only for lawful purposes and in compliance with all applicable laws, including export-control and sanctions laws. You may not use the Software where such use is prohibited by law.

16. General provisions

16.1 Changes to this Agreement. The Licensor may update this Agreement for future Subscription terms. The version in force for your current term is the version you accepted; continued use after a renewal constitutes acceptance of the then-current Agreement.

16.2 Assignment. You may not assign or transfer this Agreement or any rights under it without the Licensor's prior written consent. The Licensor may assign this Agreement to an affiliate or in connection with a merger, reorganisation, financing, or sale of all or substantially all of the business or assets relating to the Software, provided that the assignee assumes the Licensor's obligations under this Agreement. The Licensor will notify you of any such assignment.

16.3 Notices. The Licensor may send notices under this Agreement to the email address associated with your purchase or display them within the Software. Notices to the Licensor must be sent to [email protected]. Electronic notices satisfy any requirement that a notice be in writing, except where mandatory law requires another method.

16.4 Questions and complaints. Questions and complaints may be sent to [email protected]. The Licensor will acknowledge a complaint within 2 business days and will aim to provide a substantive response within 10 business days.

16.5 Force majeure. Neither party will be liable for a delay or failure to perform caused by events beyond its reasonable control, except for payment obligations. This clause does not limit your rights under clause 9 or any mandatory applicable law.

16.6 No waiver. A failure or delay by either party to enforce any provision of this Agreement does not waive that party's right to enforce the provision later.

16.7 Governing law and jurisdiction. This Agreement is governed by the laws of the Republic of Estonia, without regard to its conflict-of-laws rules. The courts of Estonia, and specifically Harju County Court (Harju Maakohus), Tallinn, have exclusive jurisdiction, except where mandatory consumer law entitles you to bring proceedings in your country of residence.

16.8 Entire agreement and precedence. This Agreement constitutes the entire agreement between you and the Licensor regarding your use of the Software and supersedes all prior agreements or understandings between you and the Licensor concerning that subject matter. Your purchase and payment transaction are governed separately by the Paddle Buyer Terms and Paddle Refund Policy, which form an agreement between you and Paddle. If there is a conflict concerning the purchase, payment, tax, statutory withdrawal, or administration of a refund, the Paddle terms govern that matter. This Agreement governs your right to install and use the Software. Mandatory applicable law prevails over both.

16.9 Severability. If any provision is held unenforceable, the remaining provisions remain in effect.

16.10 Survival. Any provision that by its nature is intended to survive expiry or termination of this Agreement will survive, including the provisions concerning ownership, intellectual property, warranty disclaimers, limitations of liability, the effects of termination, third-party components, governing law, and general interpretation.