End-User License Agreement

This End-User License Agreement (the "Agreement") is a binding contract between you ("you", "User") and Pol Fernandez, an individual operating as a sole proprietor in Spain ("Noede"), governing your use of the Noede desktop application and related services (collectively, the "Software").

By downloading, installing, signing up for, or using the Software, you agree to be bound by this Agreement. If you do not agree, do not install or use the Software.

1. License Grant

Subject to your compliance with this Agreement, Noede grants you a limited, non-exclusive, non-transferable, revocable license to install and use the Software on devices you own or control, solely for your personal or internal business use.

2. Restrictions

You may not:

• copy, modify, or create derivative works of the Software;
• reverse engineer, decompile, or disassemble the Software, except to the extent such activity is expressly permitted by applicable law;
• redistribute, sublicense, lease, lend, sell, or otherwise transfer the Software to a third party;
• remove or alter any copyright, trademark, or other proprietary notices;
• use the Software to develop a competing product;
• use the Software in violation of any applicable law or third-party rights, including the content policies of the AI providers integrated into the Software;
• use credits, accounts, or API keys belonging to another user without their express permission;
• circumvent any technical measures Noede uses to protect the Software, manage credits, or limit usage.

3. Ownership

The Software is licensed, not sold. Noede retains all right, title, and interest in and to the Software, including all intellectual property rights.

4. User Accounts

Some features require an account. You are responsible for keeping your credentials confidential and for all activity under your account. You must be at least 18 years old to create an account.

5. AI-Generated Content & Third-Party Services

The Software lets you submit prompts and assets to third-party AI providers (including but not limited to Google, OpenAI, ByteDance, Kuaishou/Kling, Freepik, fal.ai, Magnific, Topaz, Runway, LumaLabs, Pika, MiniMax). When you do so:

• You are bound by the relevant provider's terms and content policies in addition to this Agreement.
• You retain whatever rights the provider grants you in their output, but you grant Noede a non-exclusive, royalty-free, worldwide license to process, transmit, store, and display content you submit, solely as needed to operate the Software.
• You must not submit prompts or assets that depict minors in a sexual context, real persons without consent, content infringing third-party intellectual property, or any content prohibited by the provider's policies or applicable law.
• AI-generated content is provided "as is". You are solely responsible for verifying outputs and for any use you make of them.

6. Credits and Payments

Some features consume "credits" purchased from Noede or granted as a trial. Credits:

• have no cash value and are not redeemable for cash;
• are non-transferable between accounts;
• may expire 12 months after purchase if unused;
• are deducted on successful node execution; on failure the credits are refunded automatically.

Payments are processed by Stripe under their own terms of service. All sales are final except where required by applicable law. EU consumers may have a 14-day right of withdrawal under EU Directive 2011/83/EU, which you waive once you begin consuming credits (digital content delivered immediately).

7. Updates and Auto-Update

The Software includes an auto-updater that may download and install updates automatically. You consent to receiving these updates. Noede may add, modify, or remove features at any time.

8. Beta Features

The Software may include features labelled "beta" or "preview". These are provided "as is", may change or be removed without notice, and may not function correctly.

9. Termination

This Agreement is effective until terminated. Noede may suspend or terminate your account or license if you breach this Agreement or any applicable law. Upon termination, you must uninstall the Software and stop using the services.

10. Disclaimer of Warranties

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NOEDE DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOEDE'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID NOEDE IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) EUR 50. IN NO EVENT WILL NOEDE BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

12. Indemnification

You agree to indemnify and hold harmless Noede from any claims, damages, or expenses arising from your use of the Software, content you submit, or your violation of this Agreement.

13. Governing Law and Disputes

This Agreement is governed by the laws of Spain. Disputes shall be brought in the courts of the Province of Barcelona, Spain, unless mandatory consumer law gives you the right to bring proceedings in your local courts.

14. Changes to this Agreement

Noede may update this Agreement from time to time. Material changes will be communicated via the Software or by email. Continued use after the effective date constitutes acceptance.

15. Contact

Questions about this Agreement: noedeapp@icloud.com