End User License Agreement

This End User License Agreement (this “Agreement”) is a legal agreement between you and Adversaria LLC (“Adversaria,” “we,” “us”), a Wyoming limited liability company, governing your use of Solidly, an application for macOS. Solidly includes its Quick Look extension, its solidly command line tool, and any accompanying components, documentation and updates.

Solidly is distributed in two versions, one downloaded from our website (the “website version”) and one obtained from the Mac App Store (the “App Store version”), and this Agreement covers both. The command line tool is included in the website version only.

By installing or using Solidly, you accept this Agreement. A copy is included in the application and can be opened at any time from About Solidly.

Solidly is licensed to you rather than sold. This Agreement governs your license to use Solidly and not the purchase transaction, which is described at solidly.dev/refunds.

1. License grant

Subject to your compliance with this Agreement, we grant you a personal, non-exclusive, non-transferable, non-sublicensable, worldwide license to install and use Solidly on Apple-branded computers that you own or control, for the period described in this section.

Free trial. Solidly may be used free of charge for a trial period of 30 days, during which every function of Solidly is available. The trial ends automatically at the end of that period. It does not renew, it does not become a purchase, and no payment is taken when it ends. When the trial ends, the license granted in this section ends with it unless you have made a purchase, and Solidly cannot be used until a purchase is made.

Purchase. A purchase of Solidly grants the license in this section for an unlimited period, subject to Section 9. It is a one-time, permanent purchase rather than a subscription, and it includes every later version of Solidly that we release, as described in Section 4.

How the trial and a purchase are obtained, and where they apply, depends on the version:

• Website version. The website version requires a Solidly account. Each Solidly account may receive one free trial, which begins when it is started in Solidly, and each Mac may take part in only one free trial, whichever account it is used with. A purchase made on our website belongs to the Solidly account used to make it. A trial or purchase unlocks Solidly on a Mac you own or control while that account is signed in to Solidly there. Solidly confirms the trial or purchase with our service periodically and must connect to the internet to do so, and between confirmations it remains usable without a connection for a limited period.
• App Store version. The App Store version does not use a Solidly account. Its free trial and its purchase are in-app purchases made through Apple that belong to your Apple Account, and the trial period runs from the date Apple records for the trial’s original purchase. They unlock the App Store version on the Macs that Apple’s Usage Rules permit, as described in Section 15.

A trial or purchase in one version does not unlock the other version.

Unless your purchase states otherwise, your license is for one person, and your Solidly account may be used with Solidly on no more than two Macs. You may install Solidly on every Mac you own or control. To use your account on a different Mac once two are registered, you may remove a Mac from your account through your account page, subject to the limits shown there.

Solidly and our service enforce these limits, and we may change the method we use. This does not end your license or affect your purchase.

A license that covers more than one person or more than two Macs covers the number of people and Macs stated at the time of purchase, together with any terms stated then that differ from this Agreement.

These limits apply to the website version. The App Store version is unlocked on every Mac that Apple’s Usage Rules permit, as described in Section 15.

2. Restrictions

You may not, and may not permit anyone else to:

• rent, lease, lend, sell, redistribute or sublicense Solidly, or provide it to third parties as a service;
• copy, modify, adapt, translate or create derivative works of Solidly, except as this Agreement or applicable law expressly permits, or to the extent the license terms of an open-source component included in Solidly require;
• reverse engineer, decompile or disassemble Solidly, or attempt to derive its source code, except and only to the extent applicable law expressly permits notwithstanding this restriction, or the license terms of an open-source component included in Solidly require;
• circumvent or interfere with any mechanism that determines whether Solidly is available to you, for how long, or on how many Macs, including by altering or falsifying any identifier, date or time that Solidly relies on;
• obtain or attempt to obtain more than one free trial for the same person or the same Mac, including by creating additional Solidly accounts;
• use Solidly after a free trial has ended without a valid purchase;
• share your Solidly account or its sign-in credentials with anyone else;
• remove, alter or obscure any copyright, trademark or other proprietary notice in Solidly; or
• use Solidly in violation of any applicable law.

3. Your files

You retain ownership of the files you open, edit, export or create with Solidly. We claim no rights in them, and Solidly does not upload them.

Saving writes to your model files directly and may modify or overwrite them in place. You are responsible for maintaining backups, and for holding whatever rights you need in the files you open and in anything you produce with Solidly.

4. Updates

A purchase includes updates at no additional charge, with no end date and no limit to a particular version number or release series. During a free trial, updates are available for the length of the trial. The website version can install updates itself, and the Mac App Store updates the App Store version. Updates are governed by this Agreement unless they are accompanied by their own terms.

Including updates in a purchase does not oblige us to produce them. We decide what to release and when, and we may add, change or remove features. A product we develop and sell separately, including an edition with different capabilities or a different name, is a separate product rather than an update, and this Agreement does not entitle you to it.

We may require you to install an update to continue using Solidly when we reasonably consider it necessary to protect the security of Solidly or our service, to prevent use of Solidly in breach of this Agreement, or to comply with the law. Until the update is installed, Solidly may not be usable. This does not end your license or affect your purchase.

5. Pre-release software

Builds identified as pre-release, including builds distributed through TestFlight, are provided free of charge for evaluation, at your own risk, without warranty and without any support commitment. They may contain errors and may change or be withdrawn at any time. This section applies for as long as a build is identified as pre-release.

6. Third-party components

Solidly includes software from third parties, each under its own license. Those licenses, and the notices they require, are set out in the Acknowledgements document included in the application and published at solidly.dev/acknowledgements. Each such component is sublicensed to you “as is,” without warranty of any kind. Where a third-party license grants you rights broader than this Agreement, that license controls for that component.

7. Privacy

The website version communicates with our service to sign in to your Solidly account and to confirm your trial or purchase, and verifies device information to apply the limits in Section 1. Solidly reports diagnostic or usage information only when crash reporting or usage sharing is enabled. None of this information includes content drawn from the files you open. Our Privacy Policy at solidly.dev/privacy describes this information, how long it is kept, and how to change these settings.

8. Ownership

Solidly is protected by copyright and other intellectual property laws. We and our licensors retain all right, title and interest in Solidly, including all intellectual property rights in it. This Agreement grants you the license stated in Section 1 and no other rights. Solidly™ and Adversaria™ are trademarks of Adversaria LLC. Mac, macOS and Apple are trademarks of Apple Inc. Other names are trademarks of their respective owners.

9. Term and termination

This Agreement applies until terminated, and terminates automatically if you materially breach it. You may terminate at any time by ceasing to use Solidly and removing it from your computers, which is also what you must do if we terminate.

A free trial license ends automatically at the end of the trial period, and we may end a free trial early if it was obtained or used in breach of this Agreement. A refund ends the license that the refunded purchase paid for, whether the refund is issued by us, by the reseller that processed the purchase, or by Apple. Deleting your Solidly account removes our record that the account owns Solidly, after which a purchase made on our website can no longer be used. A Mac App Store purchase is unaffected, because it remains with your Apple Account.

Sections 3, 6, 8 and 10 through 15 survive termination.

10. Disclaimer of warranties

To the maximum extent permitted by law, Solidly is provided “as is” and “as available,” with all faults and without warranty of any kind, during a free trial and after a purchase alike. We disclaim all warranties, express, implied or statutory, including the implied warranties of merchantability, fitness for a particular purpose, accuracy, quiet enjoyment and non-infringement.

We do not warrant that Solidly will meet your requirements, operate without interruption or error, correctly read or write any particular file, or that defects will be corrected. No advice or information, whether oral or written, creates a warranty.

Some jurisdictions do not allow the exclusion of implied warranties, so parts of this section may not apply to you. Nothing in this Agreement excludes or limits rights you have as a consumer that cannot be excluded or limited under the law of your country of residence.

11. Limitation of liability

To the maximum extent permitted by law, we will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of or damage to data, models, files, profits, revenue, business or goodwill, arising out of or relating to Solidly or this Agreement, on any theory of liability, even if we have been advised of the possibility. This includes damage to or loss of any file that Solidly opened, converted, exported or wrote to.

Our total aggregate liability arising out of or relating to Solidly or this Agreement will not exceed the greater of the amount you paid for Solidly in the twelve months before the event giving rise to the claim, or one hundred US dollars ($100).

These limits apply even if a remedy fails of its essential purpose. They do not apply to liability that cannot be excluded or limited by law, including liability for death or personal injury caused by negligence, or for fraud.

12. Governing law and dispute resolution

Governing law. This Agreement is governed by the laws of the State of Wyoming, without regard to its conflict-of-law rules, and excluding the United Nations Convention on Contracts for the International Sale of Goods. The Federal Arbitration Act governs the interpretation and enforcement of the arbitration provisions of this section. If you are a consumer, this does not deprive you of the protection of mandatory provisions of the law of your country of residence.

Informal resolution first. Before beginning arbitration or any other proceeding, the party raising a dispute must send the other a written notice that describes the dispute and the relief sought and gives the claimant’s name and the email address of any Solidly account involved, and must allow sixty days for the dispute to be resolved informally. Notices to us must be sent to support@getadversaria.com, and notices to you will be sent to the email address of your Solidly account, if you have one. Any limitation period is suspended while this process is under way.

Binding individual arbitration. If you reside in the United States, any dispute arising out of or relating to Solidly or this Agreement that is not resolved informally will be settled by binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules and, where they apply, its Mass Arbitration Supplementary Rules, rather than in court. Fees are payable as those rules provide. The arbitration will be conducted by written submission, by telephone, or in the county where you reside, at your election, and the arbitrator’s award may be entered as a judgment in any court of competent jurisdiction. If the AAA is unable or unwilling to administer the arbitration, it will be administered by another arbitration provider agreed by the parties or, failing agreement, appointed by a court under 9 U.S.C. § 5. The arbitrator decides every question about the scope and enforceability of this arbitration agreement, except that a court decides any question about the waiver of class and representative proceedings below. Either party may instead bring an individual claim in small claims court, and either party may ask a court for injunctive relief to protect intellectual property rights.

Waiver of class and representative proceedings. Arbitration under this section is individual. Neither you nor we may bring a claim as a plaintiff or class member in any class, collective, consolidated or representative proceeding, and the arbitrator may not consolidate the claims of more than one person or preside over a representative proceeding. If this paragraph is held unenforceable, the preceding paragraph is void in its entirety and the dispute will be resolved in the courts named below.

How to opt out. You may decline binding individual arbitration and the waiver of class and representative proceedings by sending written notice to support@getadversaria.com within thirty days of first accepting this Agreement, stating your name and that you opt out of arbitration. Section 16 of our Terms of Service contains the same provisions for disputes about our websites and your Solidly account, and a notice opting out under either document opts you out under both. Opting out affects nothing else in this Agreement, and we will not treat it as a reason to refuse you service.

Courts. Where binding individual arbitration does not apply, whether because you reside outside the United States, because you opted out, or because it is held unenforceable, any dispute relating to this Agreement will be resolved in the state or federal courts located in Wyoming, and you consent to their jurisdiction. If you are a consumer, this does not deprive you of the right to bring proceedings in your country of residence.

Changes to this section. A change to this section does not apply to a dispute that either party had notified to the other before the change took effect.

13. Export, sanctions and government end users

You represent that you are not located in, under the control of, or a national or resident of any country subject to comprehensive United States trade sanctions, and that you are not listed on any United States government restricted-party list. You agree not to export, re-export or use Solidly in violation of applicable export control and sanctions laws, and not to use it in connection with nuclear, chemical or biological weapons, missiles or unmanned aerial vehicles.

Solidly is “commercial computer software” and “commercial computer software documentation” as those terms are used in 48 C.F.R. §12.212 and 48 C.F.R. §227.7202. Government end users acquire only the rights set out in this Agreement.

14. General

Changes. We may issue a revised Agreement with a new version of Solidly. The version included in the build you have is the version that governs your use of that build.

Assignment. You may not assign or transfer this Agreement. We may assign it in connection with a merger, acquisition or sale of assets.

Severability and waiver. If any provision is unenforceable, it is modified to the minimum extent necessary and the remainder stays in effect. A failure to enforce a provision is not a waiver of it.

Entire agreement. This Agreement, together with the documents it refers to, is the entire agreement between you and us concerning Solidly, and supersedes any prior understanding on that subject.

15. Mac App Store terms

This section applies to the App Store version, and to the free trial and purchases made in the Mac App Store. Where it conflicts with anything above, this section controls. Nothing in this Agreement is intended to conflict with the Usage Rules in the Apple Media Services Terms and Conditions, and to the extent it does, those Usage Rules control.

• Purchases and refunds. The free trial and the purchase of the App Store version are in-app purchases made through Apple, under Apple’s terms, and Apple, not Adversaria, decides requests to refund them.
• Acknowledgement. This Agreement is concluded between you and Adversaria only, and not with Apple. Adversaria, and not Apple, is solely responsible for Solidly and its content.
• Scope of license. Your license is non-transferable and limited to using Solidly on Apple-branded products that you own or control, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions, except that Solidly may be accessed and used by other accounts associated with the purchaser through Family Sharing or volume purchasing.
• Maintenance and support. Adversaria is solely responsible for providing any maintenance and support services for Solidly, as specified in this Agreement or as required under applicable law. Apple has no obligation whatsoever to furnish any maintenance and support services for Solidly.
• Warranty. Adversaria is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. If Solidly fails to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for Solidly to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to Solidly, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty are Adversaria’s sole responsibility.
• Product claims. Adversaria, and not Apple, is responsible for addressing any claims by you or any third party relating to Solidly or your possession or use of it, including product liability claims, any claim that Solidly fails to conform to any applicable legal or regulatory requirement, and claims arising under consumer protection, privacy or similar legislation. Nothing in this Agreement limits Adversaria’s liability to you beyond what applicable law permits.
• Intellectual property rights. If a third party claims that Solidly, or your possession and use of Solidly, infringes that third party’s intellectual property rights, Adversaria, and not Apple, is solely responsible for the investigation, defense, settlement and discharge of that claim.
• Legal compliance. You represent and warrant that you are not located in a country that is subject to a United States Government embargo, or that has been designated by the United States Government as a “terrorist supporting” country, and that you are not listed on any United States Government list of prohibited or restricted parties.
• Developer name and address. Solidly is developed by Adversaria LLC. Send questions, complaints and claims about Solidly to Adversaria LLC by post at 30 N Gould St, Ste N, Sheridan, WY 82801 or by email at support@getadversaria.com.
• Third-party terms of agreement. You must comply with any applicable third-party terms of agreement when using Solidly.
• Third-party beneficiary. Apple and Apple’s subsidiaries are third-party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary of it.

Contact

Adversaria LLC · 30 N Gould St, Ste N, Sheridan, WY 82801 · support@getadversaria.com