End User License Agreement (EULA) and Service Agreements

IMPORTANT – READ CAREFULLY BEFORE USING CREDENTI SERVICES OR SOFTWARE

Your access to and use of any software, mobile application, or cloud-based service provided by Credenti LLC and its affiliates (collectively, “Credenti”) is subject to the terms and conditions of this End User License Agreement (the “Agreement”).

By clicking “I Agree”, or by downloading, installing, accessing, or using the Credenti software or services in any form, you agree to be legally bound by this Agreement, including all applicable Terms of Service, order forms, exhibits, addendums, and incorporated policies.

If you are not legally eligible to enter into this Agreement, you may not access or use Credenti services.

Agreement Scope for Credenti Services

If you have received a quotation, order acknowledgment, invoice, or electronic receipt from Credenti or one of its affiliates, it will specify the licensed services and applicable subscription or usage terms.

This Agreement applies to all delivery models, including:

  • Cloud-hosted services
  • On-premise deployments
  • Mobile apps (iOS and Android)
  • Credential-based access platforms (e.g., Credenti Tap, Credenti Now, Credenti Unify)

Where to Find the Applicable Agreement

You may have been directed to this page from:

  • A hyperlink embedded in a separately signed contract;
  • The user interface of a Credenti web or mobile application;
  • The login screen of a hosted or passwordless access service;
  • A deployment guide, security manual, or admin documentation.

Definition of “Credenti Services”

“Services” refers to all offerings provided by Credenti LLC, including our website (www.credenti.com) and its subdomains (such as our blog), as well as all mobile, desktop, and web applications (each an “App” and collectively the “Apps”) made available directly or through third-party platforms like the Google Play Store and Apple App Store.

These Services include—but are not limited to—identity and access management, passwordless authentication, secure workstation login, user provisioning, and integration with third-party identity providers. Services may include downloadable components (“Apps”) licensed to you, but Credenti does not manufacture or supply any physical hardware. Any hardware required must be purchased independently from third-party resellers. Credenti may offer recommendations but assumes no responsibility for such hardware.

Additional Definitions

“You” or “Your” refers to the individual or entity licensing or using the Services. If acting on behalf of an organization, “You” also includes that organization and confirms that you are authorized to accept these terms on its behalf.

“Software” means any software applications developed by Credenti LLC, whether branded under current or former names, and includes mobile apps, desktop clients, web interfaces, downloadable packages, and embedded authentication tools.

“Subscription” – The licensed time-bound access to use the Software and Services as defined in a purchase order or agreement.

“Support Services” – Technical assistance, helpdesk access, documentation, and update availability provided under a valid support or subscription agreement.

“Updates” includes any patches, fixes, improvements, enhancements, modifications, or newer versions of the Software made available by Credenti during the course of your subscription or license period.

“Third-Party Software” refers to software components that are not owned by Credenti but are bundled with, required for, or compatible with the Services. Such software is subject to separate license terms from the original vendors, and Credenti assumes no liability for their performance or licensing terms.

“Computer(s)” – Desktops, laptops, tablets, mobile phones, kiosks, or any other device upon which the Software is installed or executed.

“Trademarks” – Logos, names, or marks used to identify Credenti or its products, which remain the exclusive property of Credenti.

2. Grant of Software License

2.1 You are given a non-exclusive and non-transferable right and license by Credenti for the limited purpose to store, load, install, execute, and display (to “use”) the Software according to the terms and conditions of this Agreement (the “License”), and you accept this License subject to the terms, provisions, and conditions set forth herein.

2.2 The total permitted number of your Computers and users on which all versions of the Software are installed shall correspond to the number of Computers and users specified in the applicable purchase order.

2.3 You have the right to make a copy of the Software solely for backup purposes and only to replace the legally owned copy if such copy is lost, destroyed or becomes unusable. This backup copy cannot be used for any other purposes and must be destroyed when you lose the right to use the Software or when Your license expires or is terminated for any reason according to applicable law. You agree, upon request by Credenti, to provide written affirmation that you have deleted or otherwise destroyed such backup copy at any time, whether before or after the term of the License.

2.4 You agree to pay the Subscription Fee as invoiced by Credenti at the time or prior to installation of the Software. You further agree to an annual escalation of up to 10% (ten percent) on the Subscription Fee and shall be invoiced by Credenti annually.

2.5 You also agree to pay a Support Fee, if agreed upon in an applicable purchase order, as invoiced by Credenti at the time or prior to installation of the Software. You further agree to an annual escalation of up to 10% (ten percent) on the Support Fee and shall be invoiced by Credenti annually.

2.6 From the time of the Software activation, while the Subscription is active, You have the right to receive the following services:

  • Updates of the Software as and when Credenti publishes them on its website or through other online services. Any updates that you may receive become part of the Software and the terms and conditions of this Agreement apply to them;
  • If Support is agreed upon, Technical Support via the Internet during US East Coast business hours (8:00am to 5:00pm EST, excluding weekends and public holidays);
  • Access to the knowledge base and auxiliary resources of Credenti as set forth in the Credenti online portal (KB).

3. Activation and Term of this Credenti EULA

3.1 The Software can be considered activated, upon your acceptance of this Agreement, for the term that is specified on the relevant purchase order, which shall commence the date You executed this Agreement.

3.2 If You have acquired Software that is intended to be used on more than one Computer as specified on the relevant purchase order, then Your License to Use the Software is limited to the period of time specified on the relevant purchase order.

3.3 Without prejudice to any other remedy in law or in equity that Credenti may have, (a) in the event of any breach by You of any of the terms and conditions of this Agreement or (b) as may be duly required by applicable law, Credenti shall at any time without notice to You be entitled to terminate this License to use the Software and in the case of (a), without refunding the purchase price or any part thereof and You shall have no recourse against Credenti for any matter related therefrom for such termination.

3.4 You agree that in using the Software and in using any report or information derived as a result of using this Software, you will comply with all applicable international, national, state, regional and local laws and regulations, including, without limitation, privacy, copyright, export control and obscenity law. You agree that the Software is procured by You for use in the Computer(s), which You are legally entitled to use. You further agree not to, in any manner whatsoever, attempt to secure unauthorized access to use the Software outside of this Agreement or for any other illegal actions. Where found in breach of this Clause, Credenti, to the extent possible, reserves the right to immediately notify the appropriate law enforcement agency and You shall have no recourse against Credenti for any matter related therefrom.

3.5 You shall indemnify Credenti, its owners, officers, employees, representatives, agents and affiliates against any and all claims, demands, proceedings, suits, losses, damages, liabilities and causes of action and expenses to the extent in connection with, resulting from or arising (whether in whole or in part, directly or indirectly) out of your use of Software in breach of this Agreement, or any unauthorized customization, modification, or other alterations to the Software, including claims that its customization, modification, or other alterations infringe a third party’s intellectual property rights. Credenti shall indemnify you, your owners, officers, employees, representatives, agents and affiliates against any and all claims, demands, proceedings, suits, losses, damages, liabilities and causes of action and expenses in connection with, resulting from or alleging (whether in whole or in part, directly or indirectly) that the Software infringe any rights in copyright, patent, trademark or trade secret of any third party. This provision shall survive the expiration or termination of this Agreement.

3.6 Except as otherwise specifically provided herein, you may not transfer or assign any of the rights granted to you under this Agreement or any of your obligations pursuant hereto.

3.7 To check the legitimacy of the Software use, Credenti reserves the right to use all available means to verify that You have a fully licensed copy of the Software.

3.8 If the Software becomes unavailable or unusable during the term, Credenti will refund You on a pro-rata basis any prepaid fees.

3.9 Credenti will indemnify You and affiliates against any and all claims, demands, proceedings, suits, losses, damages, liabilities and causes of action and expenses to the extent in connection with, resulting from or arising (whether in whole or in part, directly or indirectly) out of an allegation that the Software infringes the intellectual property rights of a third party.

Please review the agreement associated with your Services to ensure compliance with applicable licensing terms.

4. Information Collection and Privacy

4.1 In the event of an error during installation of the Software, You agree to share information about the error code, the distribution package being used, relevant details about the computer, and logs from the installer with Credenti solely for the purpose of resolving the issue. This information will not be sold or used for unrelated analytics.

4.2 To enhance the operational protection of the Software, You agree to provide Credenti with information about errors or problems encountered and any data necessary to verify and diagnose these issues. This data is processed only for troubleshooting and product improvement.

5. Limitations on Software Use

5.1 You shall not:

  • Emulate, clone, rent, lend, lease, sell, or modify the Software;
  • Decompile, reverse-engineer, disassemble, or create derivative works based on the Software;
  • Reduce the Software to human-readable form, or transfer or sublicense it to any third party;
  • Use the Software to reproduce proprietary algorithms or bypass security protections.

These restrictions apply regardless of the means of access, including web, desktop, or mobile interfaces. All rights not expressly granted are reserved by Credenti and/or its assigns. Unauthorized use will result in immediate and automatic termination of this Agreement and may lead to civil and/or criminal prosecution.

5.2 Credenti reserves the right to suspend Your license to use the Software if You breach any terms of this Agreement, without refund or recourse.

6. Limited Warranty and Disclaimer

6.1 Credenti represents and warrants that the Software is:

  • Free of viruses, trojan horses, worms, time bombs, and other malicious code or routines designed to disable, damage, or corrupt software, hardware, or data;
  • Will substantially perform according to documentation at the time of installation;
  • Will not be materially degraded during the term of use.

This limited warranty does not apply to:

  • Your Computer’s deficiencies or misuse, abuse, neglect, or accidents;
  • Power failures, acts of God, terrorism, or any action beyond Credenti’s control;
  • Defects not reported promptly; or
  • Third-party hardware/software incompatibility.

If Credenti breaches this warranty, it will repair, replace, or reperform the Software. If commercially unreasonable, You may terminate the Agreement and receive a pro-rata refund of prepaid fees.

6.2 You acknowledge that no software is error-free and agree to back up your systems regularly and reliably.

6.3 Credenti disclaims warranties for any use of the Software in violation of this Agreement.

6.4 Credenti does not warrant performance if Updates under Section 2.6 are not installed.

6.5 Subject to applicable law, the following limitations apply:

  • The Software is provided “as is” except for the limited warranty in Section 6.1.
  • Credenti disclaims all implied warranties, including merchantability, non-infringement, and fitness for a particular purpose.
  • You assume all responsibility for use, performance, selection, and results from the Software.
  • Credenti does not guarantee that the Software will be error-free, uninterrupted, or meet your expectations.
  • Credenti passes through third-party warranties but offers no guarantee for third-party components.

This section survives termination or expiration of this Agreement.

7. Exclusion and Limitation of Liability

Subject to applicable law, the following limitations apply:

7.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, CREDENTI AND ITS ASSIGNS SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, BUSINESS INTERRUPTION, PRIVACY VIOLATIONS, DATA LOSS, OR FAILURE TO MEET STATUTORY DUTIES OR STANDARDS OF CARE. THIS APPLIES EVEN IF CREDENTI WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IF CREDENTI IS FOUND LIABLE, ITS LIABILITY IS LIMITED TO THE AMOUNT YOU PAID FOR THE SOFTWARE LICENSE. IN NO CASE SHALL CREDENTI’S LIABILITY EXCEED THE FEES ACTUALLY PAID.

IF ANY DISCLAIMER, EXCLUSION, OR LIMITATION IN THIS AGREEMENT IS FOUND TO BE UNENFORCEABLE UNDER APPLICABLE LAW, ONLY THAT SPECIFIC PART SHALL BE INVALIDATED. THE REMAINING DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS SHALL REMAIN IN FULL EFFECT.

These limitations reflect a reasonable allocation of risk and form an essential basis of the bargain between the parties. This section shall survive termination or expiration of the Agreement and does not apply to Credenti’s indemnification obligations.

8. Intellectual Property Rights (Credenti Software)

8.1 You agree that the Software and the authorship, systems, ideas, methods of operation, documentation, and other information contained in the Software are proprietary intellectual property and/or valuable trade secrets of Credenti. These are protected by civil and criminal laws, including U.S. laws and international treaties covering copyright, trade secret, trademark, and patent rights.

This Agreement does not grant You any rights to Credenti’s intellectual property, including any trademarks or service marks (“Trademarks”), other than the limited license rights set forth herein. You may use Trademarks solely to identify printed output produced by the Software in accordance with accepted trademark practice, including identification of the Trademark owner’s name. Such use does not give You any ownership rights in those Trademarks.

Credenti owns and retains all right, title, and interest in and to the Software, including but not limited to any error corrections, enhancements, updates, or other modifications—regardless of whether such modifications are made by Credenti or any third party. Your possession, installation, or use of the Software does not transfer to You any title or ownership in the Software. All copies made under this Agreement must contain the same proprietary notices as the original. Except as expressly stated, this Agreement does not grant You any intellectual property rights, and the License only grants a limited right of use under its terms.

If a third party alleges that the Software infringes their intellectual property rights, Credenti will, at its sole expense: (i) procure the right for You to continue using the Software; (ii) modify the Software to avoid infringement while maintaining functional equivalence; or (iii) if neither option is commercially reasonable, terminate this Agreement and provide You with a pro-rata refund of any prepaid fees applicable to the affected Software.

8.2 You agree not to modify, adapt, or alter the Software in any way. You may not remove or obscure any copyright or proprietary notices from any copies of the Software.

9. Governing Law

9.1 This Agreement is governed by and shall be construed in accordance with the laws of the State of Texas, U.S.A. All disputes shall be resolved exclusively in the state or federal courts located in Harris County, Texas, to whose jurisdiction You and Credenti irrevocably submit. Each party waives any objection to venue based on convenience or otherwise.

9.2 This Agreement specifically excludes application of the United Nations Convention on Contracts for the International Sale of Goods (CISG).

10. Entire Agreement; Severability; No Waiver; Survival

10.1 This Agreement constitutes the entire agreement between You and Credenti with respect to the Software and supersedes all prior oral or written communications, proposals, and representations. If any part of this Agreement is found invalid or unenforceable, the remainder will continue in full force and effect, with the invalid portion revised to reflect the original intent as closely as legally possible.

No waiver of any term or condition will be valid unless in writing and signed by both parties. Failure to enforce any provision shall not constitute a waiver of future enforcement of that or any other provision. Provisions regarding indemnity, ownership, confidentiality, and limitations of liability will survive termination or expiration of this Agreement.

11. Notices

If You have questions about this Agreement or need to contact Credenti for any reason, please reach out to:

Credenti LLC
Email: support@credenti.com
Website: www.credenti.com

Credenti will contact You at the information provided during the Software installation or registration process.