Welcome to Supernova website and apps which are operated by Supernova.io Inc., with a registered office is at1111B S Governors Ave STE 6495, Dover, Delaware 19904, United States, Delaware entity number: 7171181, (“Supernova” or “we”). We have designed the software called Supernova and we are happy you have decided to use it. Supernova is the next-generation design system platform that helps product teams in large companies work faster and more efficiently — and actually enjoy the process of building, using, and maintaining their design systems.
1.1. Your use of our website Supernova.io, where you can also find an account and workspace administration and application cloud.supernova.io, and supernova-docs.io (together as “Software”) is subject to the terms of a legal agreement between you and Supernova contained in the document (the “Terms”) and/or any other document expressly referred to herein.
1.2. The Terms, together with Privacy Policy, form a legally binding agreement between you and Supernova in relation to your use of the Software. It is important that you take the time to read them carefully. Collectively, this legal agreement is referred to below as the “Terms”. The Terms are available from Supernova's website under the following link: http://www.supernova.io/terms-and-conditions Supernova offers the following subscriptions to the Software:
Pricing list (subscription fees) and full details of available features are available from: https://supernova.io/pricing. In case, you request a Company tier or other special services which are not in our standard subscription, please contact us an email at: sales@supernova.io.
1.3. Subscription period for Supernova Free starts at the moment you register and sign in to Supernova. Supernova Team at the moment when the subscription fee is in the full amount credited to our account. The Company tier starts according to the individual agreement. You can choose between monthly and annual subscriptions. All subscription rates and payment terms are available from https://supernova.io/pricing.
1.4. Supernova uses the services of a third-party – Stripe - to ensure receipt of the payment of subscription fees. Supernova is not liable for any failure caused by Stripe.
1.5. Supernova uses integrations of third-party services through plugins to make connections between Supernova and user’s tools such as Visual Studio Code, Figma.
1.6. You can find your billing history, edit company information, download invoices in PDF format by clicking on “Invoices” in the workspace administration (https://cloud.supernova.io -> Workspace -> Workspace settings -> Invoices).
1.7. You can find information on the hardware and software interoperability with our Software on our developer documentation on the website https://developers.supernova.io.
2.1. In order to use the Software, you must first agree to the Terms. You may not use the Software if you do not accept the Terms.
2.2. You can accept the Terms by (i) clicking to accept or agree to the Terms, where this option is made available to you by Supernova in the user interface for any Software; (ii) by payment for the Software; or (iii) by actually using the Software. By performing one of these three options, you understand and agree that Supernova will treat your use of the Software as acceptance of the Terms from that point onwards.
2.3. You may not use the Software and may not accept the Terms if you are contracting on behalf of an entity, but you are not authorized to legally bind your company or organization to such terms; or (iii) you are a person or entity barred from receiving the Software under the laws of state Delaware or other countries including the country in which you are resident or from which you use the Software.
3.1. The amounts of subscription fees are available from: https://supernova.io/pricing.
3.2. Supernova reserves the right to change the pricing at any time. Supernova shall notify you about such change at least 2 weeks in advance. The price for the rest of your already paid subscription period remains the same. If you do not agree to the change, you can cancel your subscription according to article 3.6. By the automatic renewal of the subscription, you accept the change of the pricing.
3.3. You can pay for the Software by entering your credit or debit card information, or by any other means as published, from time to time, on the Supernova website. Alternatively, if you wish to purchase Enterprise yearly subscriptions, you can contact us to propose other methods of payment on sales@supernova.io (such as invoicing).
3.4. At its sole discretion, Supernova may grant you with promo code for a discount. Such a discount is applicable after entering the correct promo code in the form for a new order.
3.5. You can change your subscription plan (e.g. increase the number of teammates in the SupernovaTeam). In case of decreasing number of licenses, the validation of the license will end at the end of the billing period. In case the customer increases the number of licenses, the customer will be invoiced together with the next billing day.
3.6. The subscription is renewable automatically. By entering your credit or debit card details to pay for the first subscription, you agree that Supernova or a third party that provides payment services can deduct the payment for the upcoming subscription term. If you do not wish to renew your subscription for the upcoming term, you can click on the “cancel subscription” button in the workspace administration until the last day of your current subscription term. In such a case, the subscription shall terminate at the end of the subscription term for which you have already paid.
3.7. Supernova is not responsible for the payment processing provided by any third party.
3.8. Each party will be responsible for payment of any taxes applicable to its own income and activities in connection with the Software. The prices on the website include VAT.
4.1. The Terms are provided in English. Where Supernova has provided you with a translation of the English language version of the Terms, you agree that the translation is provided only for your convenience and that the English language versions of the Terms will govern your relationship with Supernova.
4.2. If there is any contradiction between what the English language version of the Terms says and what a translation says, then the English language version shall take precedence.
5.1. Supernova is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Software which Supernova provides may change from time to time without prior notice to you.
5.2. You understand and agree that Supernova may disable the Software and access to your account for non-payment or other material breaches of the Terms and that in such case you may be prevented from accessing the Software, your account details, or any files or other content which is contained in your account. If your access to the Software had been disabled for non-payment or other material breaches of the Terms, and subsequently was reactivated, the period for which you could not access the Software shall not be refunded to you in any way and your original Software subscription period shall not be extended by the period equal to the period for which you could not access the Software.
6.1. In order to access Software, you will be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Software or as part of your continued use of the Software. You agree that any registration information you give to Supernova will always be accurate, correct, and up to date. You may also use your Google account for the registration. Supernova Privacy Policy related to the collected personal data is available Privacy Policy.
6.2. You agree that Supernova will make the invoices available to you directly in the Software. Invoices, payment, and billing details stored in your Supernova web administration are not related to the rest of your account and can be accessed independently. If you delete any invoices, payment, or billing details, you will lose this data, as they are not backed up by Supernova.
6.3. You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any account you use to access the Software.
6.4. Accordingly, you agree that you will be solely responsible for all activities that occur under your account.
6.5. If you become aware of any unauthorized use of your password or of your account, you agree to notify Supernova immediately at info at support@supernova.io.
6.6. If you used your Google account for the registration and/or signing in to the Software and your account is deleted or non-functional, you may no longer be able to access the Software.
7.1. The Software and its contents (trademarks, brand names, logos, graphics, images, photographs, texts, audio-visual contents, advertisements, sponsored content, etc.) may be protected by intellectual property rights of Supernova or third parties.
7.2. Supernova hereby grants you a non-exclusive, non-transferable license to download, access, and use the Software for creating and exporting applications and use its other functionalities that were made available to you by Supernova in the scope of your subscription. You shall not use the Software under any circumstances in such manner that would constitute economic competition to Supernova or that could harm Supernova. You shall not engage in any activity that interferes with or disrupts the Software, misuses the Software, or circumvents this Section.
7.3. The license is not limited to a territory (subject to Section 14.). The license is granted for a number of valid subscriptions purchased by you. The license is limited to the duration of the valid subscription.
7.4. You are not allowed to reproduce, distribute, lease, lend, sell, exhibit, publish the Software or its parts. You are allowed to make the Software available to third persons (grant sublicense) only if you subscribed as administrator to Supernova Team and only to persons who have subscribed creators in your team.
7.5. You shall not assign your license or its part to a third person.
7.6. You shall not receive the source codes to the Software and you are not allowed to gain the source code, modify the Software in any way, create derivative works based on the Software nor connect it with another software (unless this is expressly required by law).
7.7. Unless you have agreed otherwise in writing with Supernova, nothing in the Terms gives you a right to use any of Supernova’s brand names, trademarks, Software marks, logos, domain names, and any other distinctive brand features or similar names or marks that could cause confusion. The only exception to this provision is the names or marks included in the Software or affixed to the outputs of the Software. You shall not remove, alter or obscure any such names or marks (or copyright notices).
7.9. The remuneration for a license is included in the subscription fee or free in the case of Supernova Free.
8.1. You agree that you are solely responsible for (and that Supernova has no responsibility to you or to any third party for) any content that you create while using the Software and for the consequences of your actions (including any loss or damage which Supernova or third parties may incur and including any other legal liability, whether liability under civil, commercial, tort, penal or administrative law or any other legal theory) by doing so. You shall indemnify and hold Supernova harmless from all claims and all liabilities, costs, proceedings, damages, and expenses awarded against, or incurred or paid by Supernova as a result of or in connection with your breach of any third party’s intellectual property or similar rights.
8.2. Supernova acknowledges that it has no right to any content that you submit, post, transmit or display on, or through, the Software. Unless you have agreed otherwise in writing with Supernova, you agree that you are responsible for protecting and enforcing any rights related to such content and that Supernova has no obligation to do so on your behalf.
8.3. You shall receive source codes to the applications you will create by using the Software in the format corresponding to your subscription (export). Supernova does not acquire any rights to the applications nor other outputs of the Software created for you. You are entitled to use the applications and outputs without limitation as long as you comply with the rules set out in the Terms (in particular with Section 7).
9.1. The Software uses various exporters that serve to export the created applications in a corresponding format. In order to enable you to export the created applications in formats not currently supported by the Software and for the purpose of creating new exporters, part of the exporter or to customize the current exporters, Supernova grants you a non-exclusive, non-transferable license to use the components, data model and all exportable functionalities which are available in standard exporters created by Supernova (“Resources“). You can use the Resources freely, but under no circumstances you shall use the Resources in such a manner that would constitute economic or any other competition to Supernova or that could harm Supernova.
9.2. Supernova does not claim any ownership rights in the exporters or any other derivative works created by you based on the Resources (“User Created Exporters”). You can use, distribute and publish the User Created Exporters and their source codes (e.g. by posting them publicly on GitHub). However, the moment any User Created Exporter becomes publicly available, regardless of the method of its publication or person that published it, you are hereby granting Supernova a license to use, reproduce, distribute, lease, lend, sell, prepare derivative works of, combine with other works, exhibit, perform and publish the User Created Exporter. The license is non-exclusive (meaning you are free to license User Created Exporters to anyone else in addition to Supernova), worldwide, perpetual, royalty-free (meaning that Supernova is not required to pay you for the use of the User Created Exporters), sublicensable and irrevocable. You specifically agree that Supernova may incorporate the User Created Exporters into the Software and distribute them together with the Software for consideration. You further agree not to restrict or inhibit the use of the User Created Exporters by any other person. Supernova is not obliged to use the license.
9.3. You can use software of third parties (including free and open-source software) to create User Created Exporters only under the following conditions. Supernova is not liable for any damage caused by the violation of the following conditions. Only you are responsible for the breach of licensing terms of any third party works and for the damage caused by the breach of the following conditions. You are strictly prohibited to publish or otherwise make available User Created Exporters that contain works of third parties (including dynamically linked libraries), if you do not have sufficient authorization to do so, or if it would (1) entail communicating the source code of the Software to third persons, (2) require further conveying or distribution of the work under a particular license, or (3) lay down similar requirements incompatible with Supernova´s licensing terms for end-users (i.e. proprietary, a non-transferable license that does not allow sublicensing, gaining source code, modifications nor derivative works). You shall not use, in particular, but not limited to, any works licensed under general public licenses that contain copyleft clauses such as any version of GNU GPL, GNU LGPL, GNU Affero GPL, and other licenses that contain terms incompatible with this clause.
9.4. You shall indemnify Supernova against any fine, damage, or other claim and defend Supernova in any proceedings or negotiations and compensate any costs of legal representation and other costs, that may arise if you breach this Article 9. In particular, but not exclusively, you shall indemnify Supernova against any damage caused by incorporation of a User Created Exporter into the Software, if such incorporation is in breach of license terms of a third party work included in the User Created Exporter.
10.1. The Software is not designated for storage of personal data of third persons and you hereby agree not to insert personal data of third persons into Software. Supernova is not liable for any harm caused in connection with the processing of personal data stored in the Software; in particular, Supernova is not liable for any fines or sanctions, which may be imposed on you for a breach of any personal data regulations. You shall indemnify Supernova against any fines, damages, or other claims and defend Supernova in any proceedings or negotiations and compensate any costs of legal representation and other costs, that may arise if you are in breach of this clause.
10.2. 1.1. When you use the Software, you may choose to create and save various data (e.g. design templates) to Supernova cloud storage. You do not grant Supernova any ownership over the contents of your design data or over your intellectual property included in it, except for the limited rights that are necessary for Supernova to store, backup, or transfer your data when you ask us to do so.
10.3. 1.1. In order to constantly improve Supernova’s services and solely for diagnostic purposes, Supernova may gather anonymized metadata about your use of the Software (e.g., your behavior while using the Software, performance, and stability of the Software, etc.). Supernova has no responsibility to use Exporters even they are published on Supernova's subdomains.
11.1. The Terms are applicable for the full time of your subscription.
11.2. Both monthly and yearly subscriptions are automatically renewable. You can terminate the automatic renewal by clicking on the “cancel subscription” button in the workspace administration. In such a case, the subscription will terminate on the last day of the term for which you have already paid (month/year) and will not continue in the following term. You undertake to pay for the continued use of the Software in accordance with the Payment Terms. You expressly and irrevocably authorize Supernova or a third party providing payment services to Supernova to debit your credit or debit card for the settlement of such Supernova´s consideration.
11.3. The parties may at any time, by sending a notice, terminate the legal agreement embodied in the Terms if the other party has substantially breached any provision of the Terms (or have acted in a manner which clearly shows that the party do not intend to, or is unable to comply with the provisions of the Terms). A substantial breach of the Terms consists in, in particular, but not limited to, breach of terms of use of the Software in Section 7.
11.4. Supernova may at any time, by sending a notice, terminate its legal agreement with you embodied in the Terms if (i) Supernova is required to do so by applicable law (for example, where the provision of the Software to you is or becomes unlawful); or (ii) Supernova stops providing the Software to users in the country in which you reside or from which you use the Software.
11.5. Nothing in this Section shall affect Supernova’s rights according to Section 3 (payment terms), Section 7 (scope of use of Software), Section 8 (rights to contents), Section 10 (personal data), Section 11 (termination of agreement), Section 12 (exclusion of warranties), Section 13 (limitation of liability), Section 14 (prohibited countries) Section 17 (general legal terms) of the Terms.
11.7. When your legal agreement with Supernova comes to an end, all of the legal rights, obligations, and liabilities that you and Supernova have benefited from, been subject to (or which have accrued over time whilst your legal agreement with Supernova has been in force) and which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of Section 17.5 shall continue to apply to such rights, obligations, and liabilities indefinitely.
12.1. From time to time, Supernova may release Software features that are still subject to testing and evaluating and do not represent a final product ("Prototyping Features"). These Prototyping Features may be accessed in a special version of the Software called Supernova Beta. As such, Prototyping Features may not be as reliable or available as other parts of the Software and may contain various errors, defects, and may be unstable.
12.2 The Software is provided “as is” and Supernova, its subsidiaries, affiliates, and its licensors give you no warranty with respect to them.
12.3. In particular, Supernova, its subsidiaries and affiliates, and its licensors do not represent or warrant to you that (i) your use of the Software will meet your requirements; (ii) your use of the Software will be uninterrupted, timely, secure or free from error; (iii) any information obtained by you as a result of your use of the Software will be accurate or reliable; and (iv) that defects in the operation or functionality of the Software will be corrected.
12.4. No conditions, warranties, or other terms (including any implied terms as to the satisfactory quality, fitness for purpose, or conformance with description) apply to the Software except to the extent that they are expressly set out in the Terms.
12.5. Nothing in the Terms shall affect those statutory rights which you are always entitled to as a consumer and that you cannot contractually agree to alter or waive.
12.6. However, if any issue, incident, or technical problem occurs in the Software, or if you have any queries concerning the use of the Software, you can contact the support desk by sending an e-mail to: support@supernova.io.
13.1. Nothing in these Terms shall exclude or limit Supernova’s liability for losses that may not be lawfully excluded or limited by applicable law.
13.2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WHATEVER THE LEGAL BASIS FOR THE CLAIM, SUPERNOVA WILL NOT BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES (INCLUDING, WITHOUT LIMITATION, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS' FEES), DAMAGES FOR LOST PROFITS OR REVENUES, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THESE TERMS, THE SOFTWARE, MATERIALS, OR THE FAILURE TO PERFORM OUR OBLIGATIONS.
13.3. Subject to overall provision in Section 13.1 above, Supernova, its subsidiaries and affiliates, and its licensors shall not be liable to you for any indirect or consequential losses which may be incurred by you. Indirect and consequential losses shall include (i) any loss of profit (whether incurred directly or indirectly), loss of goodwill or business reputation, or any loss of data suffered by you; (ii) loss or damage which may be incurred by you as a result of (a) any reliance placed by you on the completeness, accuracy or existence of any advertising that appears on the Software; (b) any changes which Supernova may make to the Software, or for any permanent or temporary cessation in the provision of the Software (or any features within the Software); (c) the deletion of, corruption of, or failure to store, any content and other communications data maintained or transmitted by or through your use of the Software; (d) your failure to provide Supernova with accurate account information; (e) your failure to keep your password or account details secure and confidential.
13.4. The limitations of Supernova’s liability to you in Section 13.3 above shall apply whether or not Supernova has been advised of or should have been aware of the possibility of any such losses arising.
13.5. If notwithstanding with previous clauses of this Section, Supernova shall be held liable for any damages, the liability is limited up to the amount you paid to Supernova for use of the Software within the last three months.
14.1. The Software is subject to export restrictions by the United States government and may be subject to import restrictions by certain foreign governments. You agree to comply with all applicable export and import laws and regulations in your download of, access to, and use of the Software.
14.2. You hereby warrant that you (1) are not a citizen, national, permanent resident of, or incorporated or organized to do business in, and are not under the control of the governments of any country to which the United States embargoes goods; (2) are eligible under U.S. law to receive the Software, (3) will not sell, export, re-export, transfer, use, or enable the use of the Software, its related technology, and services, or any other items that may be provided by Supernova for end-use in or by the countries to which the United States embargoes goods or any citizens, nationals or permanent residents of such countries.
16.1. The Supernova’s website Supernova.io may include hyperlinks to other websites or content or resources. Supernova has no control over any websites or resources which are provided by companies or persons other than Supernova.
15.2. You acknowledge and agree that Supernova is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products, or other materials on or available from such websites or resources.
15.3. You acknowledge and agree that Supernova is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources. In addition, you acknowledge and agree that Supernova is not liable for any damage which may be incurred by you as a result of any reliance you may have placed on the completeness, accuracy, or existence of any advertising, products, or other materials on, or available from, such web sites or resources.
16.1. Supernova reserves the right to amend the Terms at any time. The amended Terms shall be made available to you on Supernova´s website and you shall be notified thereof per e-mail. If you do not decline the amended Terms in writing within 15 days after notification, the Terms are deemed to be accepted. If you decline the amended Terms & within the aforesaid period, the declination shall be considered as a notice of termination with 1 month termination period that commences on the day of declination unless the parties agree otherwise. In the meantime, the last version of the Terms accepted by you shall remain in force.
17.1. The Terms constitute the whole legal agreement between you and Supernova and govern your use of the Software (excluding any Software which Supernova may provide to you under a separate written agreement), and completely replace any prior agreements between you and Supernova in relation to the Software.
17.2. You agree that Supernova may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Software website.
17.3. The parties agree that if one of them does not exercise or enforce any legal right or remedy which is contained in the Terms (or which such party has the benefit of under any applicable law), this will not be taken to be a formal waiver of such party’s rights and that those rights or remedies will still be available to it.
17.4. If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable. If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
17.5. The Terms, and your relationship with Supernova under the Terms, shall be governed by the law of Delaware. You and Supernova agree to submit to the exclusive jurisdiction of the courts of Delaware to resolve any legal matters arising from the Terms. Notwithstanding this, you agree that Supernova shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
17.6. Our contact details are:
Effective date: 1 March 2023
