AI and Quantum International Hub (AIQUAINT)

This License Agreement (‘Agreement’) is entered into between AI and Quantum International Hub (AIQUAINT) (‘AIQUAINT’, ‘Licensor’) and the individual or organisation accessing or using our software, tools, data, or intellectual property (‘Licensee’, ‘you’). By accessing, downloading, or using any licensed materials, you agree to be bound by this Agreement.

1. Definitions

• Licensed Materials: Any software, application programming interfaces (APIs), tools, datasets, documentation, models, or other technology provided by AIQUAINT.
• Intellectual Property: AIQUAINT’s rights in the Licensed Materials, including patents, copyrights, trade secrets, trademarks, and know-how.
• Services: Any services provided by AIQUAINT under a separate statement of work or service agreement.
• Order Form: An agreement specifying the scope, duration, fees, and any special terms applicable to a specific licence.

2. Grant of Licence

Subject to the terms of this Agreement, AIQUAINT grants Licensee a limited, non-exclusive, non-transferable, revocable licence to access and use the Licensed Materials solely for Licensee’s internal business purposes as specified in the applicable Order Form. This licence does not include any right to sublicense, resell, or distribute the Licensed Materials.

3. Licence Restrictions

Licensee shall not, directly or indirectly:

• Copy, reproduce, or distribute the Licensed Materials beyond what is expressly permitted herein.
• Modify, adapt, translate, or create derivative works based on the Licensed Materials without prior written consent from AIQUAINT.
• Reverse engineer, disassemble, decompile, or otherwise attempt to extract source code from the Licensed Materials.
• Rent, lease, lend, sell, sublicense, transfer, or otherwise make available the Licensed Materials to any third party.
• Use the Licensed Materials to develop competing products or services.
• Remove or alter any copyright, trademark, or other proprietary notices embedded in the Licensed Materials.
• Use the Licensed Materials in violation of any applicable export control or sanctions laws.

4. Ownership

All right, title, and interest in and to the Licensed Materials, including all modifications, improvements, and derivative works, remain the exclusive property of AIQUAINT or its licensors. This Agreement does not transfer any ownership rights to Licensee. Licensee acquires only the limited licence rights expressly set forth herein.

5. Fees and Payment

Fees, payment terms, and billing schedules applicable to the Licensed Materials are set out in the applicable Order Form or separately agreed statement of work. All fees are non-refundable unless expressly stated otherwise. AIQUAINT reserves the right to suspend access upon failure to pay any amounts due within 30 days of the due date.

6. Confidentiality

Each party agrees to maintain in confidence all non-public information received from the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information. This obligation survives termination of the Agreement for a period of five (5) years. Confidential information does not include information that is publicly available through no fault of the receiving party.

7. Warranties and Disclaimer

AIQUAINT warrants that it has the authority to grant the licences contained in this Agreement. To the maximum extent permitted by law, the Licensed Materials are provided ‘AS IS’ and ‘AS AVAILABLE’. AIQUAINT DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

8. Limitation of Liability

In no event shall AIQUAINT be liable for any indirect, incidental, special, consequential, or punitive damages, loss of profits, loss of data, or business interruption arising from Licensee’s use of the Licensed Materials. AIQUAINT’s total cumulative liability under this Agreement shall not exceed the total fees paid by Licensee in the twelve (12) months preceding the claim.

9. Indemnification

Licensee shall indemnify, defend, and hold harmless AIQUAINT and its affiliates, officers, directors, and employees from any claims, damages, losses, or expenses (including reasonable legal fees) arising out of or related to Licensee’s breach of this Agreement, misuse of the Licensed Materials, or infringement of third-party rights.

10. Term and Termination

This Agreement commences on the date of acceptance and continues for the duration specified in the applicable Order Form, unless earlier terminated. Either party may terminate this Agreement upon 30 days’ written notice. AIQUAINT may terminate immediately upon Licensee’s material breach of this Agreement. Upon termination, Licensee must cease all use of the Licensed Materials and destroy or return all copies.

11. Open Source

Certain components of the Licensed Materials may incorporate open-source software. Such components are subject to their respective open-source licences, which are made available in the applicable documentation or notice files. Nothing in this Agreement limits rights granted under applicable open-source licences.

12. Export Compliance

Licensee acknowledges that the Licensed Materials may be subject to export control laws and regulations of the UAE, the United States, the European Union, and other jurisdictions. Licensee agrees not to export, re-export, or transfer the Licensed Materials in violation of any applicable export control laws, and to obtain all necessary governmental licences and approvals.

13. Governing Law and Dispute Resolution

This Agreement shall be governed by the laws of the United Arab Emirates. Any dispute arising out of or in connection with this Agreement that cannot be resolved amicably within 30 days shall be referred to and finally resolved by arbitration under the rules of the Dubai International Arbitration Centre (DIAC). The seat of arbitration shall be Dubai, UAE, and the language of proceedings shall be English.

14. General

• Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to its subject matter.
• Severability: If any provision is found unenforceable, the remaining provisions remain in full force.
• Waiver: No waiver of any term shall be effective unless in writing signed by the waiving party.
• Assignment: Licensee may not assign or transfer this Agreement without AIQUAINT’s prior written consent.
• Counterparts: This Agreement may be executed in counterparts, including by electronic signature.

15. Contact

For licensing enquiries, please contact:

Email: contact@aiquainthub.com
Address: AI and Quantum International Hub (AIQUAINT), United Arab Emirates
Website: www.aiquainthub.com