Terms of Use - Chamaileon SDK

These Terms of Use (“Terms”) govern your access to and use of the Chamaileon Software Development Kit and related services (together, the “SDK”), provided by EDMdesigner.com Kft. (“Chamaileon”, “SDK”, “EDMDesigner”, “we”, “our”, or “us”).

By registering an SDK dashboard account, integrating the SDK, or using the SDK in any way (whether free or paid), you (“Licensee”, “you”, or “your”) agree to these Terms. If you do not agree, do not use the SDK.

1. Definitions

For purposes of these Terms:

“SDK Customer” (also “Licensee” or “Integrator”) means the company, developer, or organization that embeds the Chamaileon SDK into its own platform or application and holds a dashboard account.

“End-User” means an individual who interacts with the SDK within the SDK Customer’s platform (for example, designing or previewing an email). EDMDesigner has no direct relationship with End-Users.

“Monthly Active User (MAU)” means a unique End-User editor load within a given calendar month, as measured by the SDK.

“API Key” means the authentication key issued to the SDK Customer for development, staging, production, or sub-domain environments.

“SDK Dashboard User” means an individual with login access to the SDK dashboard for administrative or integration purposes.

“Plugin” means an optional SDK feature module, including both EDMDesigner-provided and third-party plugins.

2. Grant of License

Subject to your full compliance with these Terms, EDMDesigner grants you (“SDK Customer”) a limited, non-exclusive, revocable, non-sublicensable, and non-transferable license to integrate with, and use the SDK and related materials to develop, reproduce, and distribute applications that interoperate with Chamaileon.

You may use the SDK only for lawful purposes and only in accordance with these Terms. You may not embed, use, or distribute the SDK for any other purpose without prior written consent from EDMDesigner.

You agree not to use the SDK in connection with or to promote products, services, or content that:

  • contain or promote spam, spyware, malware, or other harmful code and behavior;
  • involve unsolicited mass distribution of email (“spam”) or multi-level marketing schemes;
  • are libelous, defamatory, obscene, pornographic, abusive, or otherwise offensive;
  • involve prostitution or human trafficking,
  • promote hacking, mass surveillance, interception, descrambling equipment, or illegal access tools;
  • involve counterfeit goods of any kind;
  • involve unlicensed or unlawfully distributed weapons, explosives, fireworks, or hazardous materials;
  • involve false, fraudulent, or unlawfully obtained government-issued identification documents;
  • or otherwise violate applicable laws or infringe third-party rights.

3. Proprietary Rights

The SDK and all associated materials, documentation, updates, modifications, and derivative works thereof, together with all intellectual property rights (including but not limited to copyright, trade secrets, trademarks, and patents), are and shall remain the sole and exclusive property of EDMDesigner and its licensors.

Except for the limited license expressly granted to you under these Terms, no rights, title, or interest in or to the SDK are transferred to you. All rights not expressly granted are reserved by EDMDesigner.

You acknowledge and agree that:

  • you acquire no ownership rights by integrating, or using the SDK;
  • while the SDK is provided without visible trademarks or branding, you may not alter the SDK code, (email) metadata, or other identifiable elements in order to conceal its origin or misrepresent ownership.
  • any feedback, suggestions, or improvement ideas you provide may be freely used by EDMDesigner without restriction or obligation, and you assign to EDMDesigner all rights in such contributions to the extent legally permissible.

4. Restrictions

You may not, except as expressly permitted:

  • copy, rent, lease, sell, transfer, assign, sublicense, disassemble, reverse engineer, or modify any part of the SDK;
  • interfere with or attempt to interfere with SDK functionality;
  • publish or otherwise disclose information relating to performance or quality of the SDK to any third party
  • use the SDK to promote or distribute unlawful, harmful, or offensive content (spam, malware, discriminatory material, pornography, etc.);
  • circumvent subscription plan limits or abuse usage entitlements (including MAUs, API keys, or plugins).

5. Warranty Disclaimer

THE SDK IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EDMDesigner DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, ACCURACY, RELIABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. EDMDesigner DOES NOT WARRANT THAT USE OF THE SDK WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT RESULTS OBTAINED WILL MEET YOUR REQUIREMENTS.

6. Customer Support

EDMDesigner provides SDK Customers with standard support to assist with authentication, integration, usage, and troubleshooting of the SDK, including service disruptions or performance issues.

Support is intended to help you get the SDK working as documented. If requests go beyond this scope - for example, requiring extended consulting, customization, training, or assistance with third-party systems - EDMDesigner may, at its discretion, classify such requests as professional services. In that case, the subject and fees will be agreed separately.

Support is provided only where you supply sufficient details to reproduce the issue (such as a description, operating environment, and supporting screenshots or recordings).

EDMDesigner may also offer premium support packages, consultative guidance, professional services, or Service Level Agreements (SLA) for an additional fee.

You agree to promptly notify EDMDesigner of any problems, bugs, or enhancement ideas relating to the SDK. To the extent legally permissible, you assign to EDMDesigner all rights in such feedback, including any intellectual property rights.

7. Limitation of Liability

Except as required by applicable law, in no event will EDMDesigner be liable to SDK Customers or any third party under any legal theory (including contract, negligence, or strict liability) for:

  • lost profits, lost or corrupted data, loss of business opportunities, or business interruption;
  • special, indirect, incidental, or consequential damages of any kind, even if EDMDesigner has been advised of the possibility of such damages.

Any claim relating to the SDK must be brought within one (1) year of the event giving rise to the claim, unless otherwise agreed in a separate written agreement

To the maximum extent permitted by law, EDMDesigner’s total aggregate liability for all claims under these Terms shall not exceed the fees you paid to EDMDesigner for SDK use in the six (6) months immediately preceding the event giving rise to the claim, unless otherwise agreed in a separate written agreement.

EDMDesigner disclaims all liability of any kind for issues caused by third-party software, especially email client providers.

8. Indemnity

You agree to indemnify and hold harmless EDMDesigner from claims, damages, or expenses arising out of your (or your end-users’) use of the SDK, violation of these Terms, or infringement of third-party rights.

9. Term and Termination

9.1 Term
These Terms remain in effect until terminated as set out below.

9.2 Termination by EDMDesigner
We may suspend or terminate your access to the SDK and dashboard:

  • if you breach these Terms, including non-payment of fees;
  • if required by law or regulation;
  • or if your use poses a security, stability, or legal risk to EDMDesigner or others.

9.3 Termination by You
You may terminate these Terms at any time by ceasing use of the SDK and closing your dashboard account.

9.4 Ordinary Termination
For paid plans, termination takes effect at the end of your current prepaid billing period unless otherwise agreed. For free or trial plans, termination may take effect immediately.

9.5 Effect of Termination
Upon termination:

  • all licenses and access granted to you under these Terms end;
  • any unpaid fees up to the date of termination remain due and payable;
  • EDMDesigner will have no obligation to maintain or provide access to your data beyond what is required by law.

9.6 Inactive Accounts

EDMDesigner may deactivate or remove SDK accounts that have had no active use for a continuous period of twelve (12) months. We may retain related account data for up to one (1) year thereafter, after which it may be permanently deleted, unless otherwise required by law.

10. Downtime and Service Suspensions

You acknowledge that access to the SDK may be suspended or unavailable from time to time, including due to unanticipated outages, system failures, or other interruptions beyond EDMDesigner’s control.

We may also suspend access to all or part of the SDK, without liability:

  • to perform scheduled maintenance or updates (we will use reasonable efforts to provide at least 48 hours’ notice in advance of scheduled downtime);
  • to address security incidents, attacks, or other events that pose a risk to the SDK, our infrastructure, or other customers;
  • where required by law, regulation, or legal process;
  • or where we otherwise determine suspension is necessary or prudent for technical, legal, or regulatory reasons.

EDMDesigner shall have no liability for any damages, losses, or other consequences you or your End-Users may incur as a result of any service suspension or downtime, including loss of data or profits. While we will make reasonable efforts to notify you of service suspensions, we are not liable for any failure or delay in providing such notice.

11. Service Levels

EDMDesigner provides the SDK on a commercially reasonable efforts basis and does not guarantee uninterrupted availability.

If you require guaranteed uptime commitments, response times, or service credits, EDMDesigner offers Service Level Agreements (SLAs) available under separate written contracts.

12. Payment Terms

11.1 Plans and Billing
SDK use is subject to the pricing plans published on our website or within the SDK dashboard. Payment details and current plan options are available in the dashboard’s billing settings.

11.2 Payment
All fees are payable in advance by the supported payment methods displayed in the dashboard. Fees are non-refundable except as required by law.

11.3 Billing Cycles and Changes
Your billing cycle begins on the date you activate a paid plan or move from free/trial use to live use of the SDK. Plan prices may be updated from time to time, and changes will be communicated through the dashboard or by email with reasonable advance notice.

11.4 Usage Limits and Overage
Each plan may include specific usage limits (such as Monthly Active Users, API keys, or plugins). If your usage occasionally exceeds the limits of your current plan, we will not automatically reassign your subscription. However, if overuse continues for two (2) consecutive months, EDMDesigner reserves the right to adjust your subscription to the appropriate plan or to offer a custom plan tailored to your usage.

11.5 Suspension for Non-Payment
If payment is overdue, EDMDesigner may suspend your account after providing notice. Access will be restored once all outstanding amounts are settled.

13. Permitted Uses

12.1 You may use the SDK to develop software, websites, or other services that interface with Chamaileon.

12.2 You acknowledge that EDMDesigner may change, deprecate, or republish SDK features from time to time, and it is your responsibility to ensure that your integration remains compatible. We may change or remove features at any time, but will provide notice if changes affect core functionality.

12.3 You are solely responsible for any content or data (including “Email Content”) submitted through the SDK by you or your End-Users. You must ensure that such use complies with all applicable laws and agreements with your End-Users.

12.4 You may not interfere, or attempt to interfere, with the functionality, security, or availability of the SDK or related services.

12.5 You may not use the SDK for spamming, unsolicited marketing, or other unlawful activities, including any activities that violate anti-spam or privacy laws.

14. Security

EDMDesigner applies industry-standard security practices, including compliance with ISO/IEC 27001 and related standards, to protect the SDK and dashboard.

However, given the nature of the internet, we cannot guarantee that unauthorized access, data loss, or other incidents will never occur. You are solely responsible for the security, protection, and backup of your own applications, accounts, and End-User data processed through the SDK.

We strongly encourage you to:

  • use encryption technology to protect data from unauthorized access,
  • regularly back up and archive content, and
  • keep your applications and environments that interface with the SDK up to date with current security patches and updates.

EDMDesigner shall not be liable for any unauthorized access, corruption, deletion, destruction, or loss of your content or applications.

15. Intellectual Property

Other than the limited rights expressly granted in these Terms, EDMDesigner reserves all right, title, and interest (including all intellectual property rights) in and to:

  • the SDK and related services, and
  • any other technology or software EDMDesigner provides to deliver the SDK.

You do not acquire any ownership rights in the SDK or other technology (including third-party technology) by virtue of using the SDK.

16. Confidentiality

You may receive non-public technical, financial, or business information from EDMDesigner (“Confidential Information”). You agree not to disclose such information to third parties and to use it only as necessary to exercise your rights under these Terms. You must protect Confidential Information with at least the same care you use to protect your own confidential information of similar importance.

Confidential Information does not include information that:

  • becomes public through no fault of yours;
  • you lawfully receive from a third party without confidentiality obligations;
  • you independently develop without use of EDMDesigner’s Confidential Information; or
  • must be disclosed by law (in which case you will give notice if legally permitted).

17. Miscellaneous

Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

Governing Law & Jurisdiction: These Terms are governed by Hungarian law, and disputes will be resolved by the competent courts of Hungary.

Waiver: Failure to enforce any provision is not a waiver of that provision or any other.

Severability: If any provision is found invalid, the remaining provisions remain in effect.

Independent Contractors: The parties are independent contractors. These Terms do not create an agency, partnership, or employment relationship.

Notices: We may provide notices via the SDK dashboard, email, or other contact information you provide. You may provide notices to us at sdk@chamaileon.io.

Force Majeure: We are not liable for delays or failures due to causes beyond our reasonable control (including natural disasters, labor disputes, internet outages, or legal/regulatory actions).

Survival: Sections relating to intellectual property, confidentiality, liability, indemnity, and other terms that by nature should survive termination will remain in effect.

Entire Agreement: These Terms are the complete agreement between you and EDMDesigner regarding the SDK and supersede any prior agreements.

Non-Solicitation: You agree not to solicit or hire EDMDesigner employees or contractors involved with the SDK during the term of these Terms and for 12 months thereafter, except through general public job postings.