Caffeine License Agreement

1. LIMITED LICENSE

Subject to the terms and conditions contained in this License Agreement, Caffeine Labs grants You a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use Caffeine (including any third party wallet application, payment provider and/or corresponding credits to maintain your application(s)) only for the purposes of creating and deploying AI generated applications run by the Internet Computer.

2. YOUR RESPONSIBILITIES

You are responsible for all activities related to your use of Caffeine, regardless of whether the activities are authorized by You or undertaken by You, your employees or a third party on your behalf. AS PART OF YOUR USE OF CAFFEINE, YOU WILL ENSURE THAT YOU DO NOT SUBMIT ANY INFORMATION THAT CONTAINS OR CONSTITUTES CONFIDENTIAL, PROPRIETARY, SENSITIVE, OR PERSONALLY IDENTIFIABLE DATA AND/OR CONTENT INTO THE PROMPT TO CREATE YOUR APPLICATION. ANYTHING YOU SUBMIT INTO THE PROMPT IS IRREVOCABLY PUBLICLY ACCESSIBLE AND READABLE IN THE UNDERLYING COMPUTER CODE.

You will not misrepresent or embellish the relationship between You and Caffeine Labs, including expressing or implying that Caffeine Labs supports, sponsors, endorses, or contributes to You or your business endeavors or Your application(s). You will not imply any relationship or affiliation with Caffeine Labs except as expressly permitted by this License Agreement. You are prohibited from using the Caffeine Labs name, logo or any other trademarks related to Caffeine Labs in any manner that may imply an endorsement or affiliation, misrepresent your relationship with Caffeine Labs or create confusion regarding the source of an application, tool or other product or service.

3. APPLICABLE LAWS

You will comply with all applicable laws and regulations (including without limitation laws and regulations related to export controls and data protection) in connection with your use of Caffeine and any applications you deploy.

4. RESERVATION OF CAFFEINE LABS’ RIGHT

Caffeine is owned by Caffeine Labs and licensed, not sold, to You. Caffeine content, visual interfaces, interactive features, information, graphics, design, compilation, computer code, products, services, and all other elements of Caffeine and related documentation, are protected by applicable intellectual property laws. As between You and Caffeine Labs, all Caffeine Labs materials and Caffeine, including intellectual property rights therein and thereto, are the sole and exclusive property of Caffeine Labs and/or its third-party licensors. For the avoidance of doubt, all content, data, graphics, design, products, services, etc created by you and/or submitted onto your application by your end users are not part of the sole and exclusive property of Caffeine Labs. Caffeine Labs reserves all rights not expressly granted in this License Agreement. You do not acquire any right, title, or interest to the Caffeine Labs materials or Caffeine, whether by implication, estoppel, or otherwise, except for the limited rights set forth in this License Agreement.

5. PROMPTING RESTRICTIONS

You agree that You will not provide or submit to the prompt on Caffeine any confidential information, proprietary information or personal data or personally identifiable information. You agree that You are authorized to provide any information that You submit to the prompt on Caffeine. You further understand that any information You provide or submit to the prompt on Caffeine can be viewed by others. You agree that You will not provide or submit to the prompt on Caffeine any offensive, obscene, threatening, violent, discriminatory or otherwise objectionable or unlawful information.

6. FEEDBACK

If You provide Caffeine Labs with any comments, ideas, bug reports, feedback, enhancements, recommendations, or modifications in relation to Caffeine ("Feedback"), such Feedback is provided on a non-confidential basis, and Caffeine Labs shall have the right to use such Feedback at its discretion, including, but not limited to the incorporation of such suggested changes into the Caffeine Labs materials, Caffeine or other services. You hereby grant Caffeine Labs a perpetual, irrevocable, transferable, sublicensable, nonexclusive license under all rights necessary to so incorporate and use your Feedback for any purpose, including to make and sell products and services, and agree to provide Caffeine Labs with any assistance required to document, perfect and maintain Caffeine Labs’s rights to the Feedback. You agree to allow Caffeine Labs to contact You for Feedback from time to time, but may opt-out by sending written notice to [email protected].

7. TERMS AND TERMINATION

This License Agreement will remain in effect until terminated. The License Agreement, and your rights and licenses hereunder, will terminate immediately upon your breach of the License Agreement. You may terminate the License Agreement by ceasing all use of Caffeine. Caffeine Labs may terminate this License Agreement at any time for any reason, including without limitation any actual or suspected misuse or abuse by You of Caffeine or any violation of this License Agreement. Sections 3 through 14 shall survive any termination of this License Agreement.

8. WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY

YOU UNDERSTAND AND AGREE THAT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CAFFEINE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Caffeine Labs DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, QUALITY, RESULTS, AND NON-INFRINGEMENT. Caffeine Labs EXPRESSLY DISCLAIMS ANY WARRANTIES OF ANY KIND WITH RESPECT TO THE ACCURACY OR FUNCTIONALITY OF CAFFEINE, AND WITH RESPECT TO THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY INFORMATION OR FEATURES (NOW AND IN THE FUTURE) MADE AVAILABLE THROUGH YOUR USE OF CAFFEINE, OR THE QUALITY OR CONSISTENCY OF CAFFEINE OR RESULTS OBTAINED THROUGH ITS USE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL Caffeine Labs BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, INCIDENTAL OR PUNITIVE DAMAGES WHATSOEVER ARISING OUT OF THE USE OR INABILITY TO USE AND ACCESS CAFFEINE OR Caffeine Labs MATERIALS, EVEN IF Caffeine Labs HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL Caffeine Labs'S AGGREGATE LIABILITY FOR DAMAGES ARISING OUT OF THIS LICENSE AGREEMENT OR YOUR USE OR INABILITY TO USE CAFFIENE EXCEED 100 CHF.

9. INDEMNITY

You agree to indemnify, defend and hold Caffeine Labs and its affiliates, officers, directors, suppliers, licensors, and other customers harmless from and against any and all liability and costs, including reasonable attorneys' fees incurred by such parties, in connection with or arising out of your application(s), any use by third parties of your application, your use or misuse of Caffeine, or your violation of this License Agreement or any applicable law or regulation.

10. GOVERNING LAW; VENUE

Any claim relating to Caffeine shall be governed by the laws of Switzerland, to the exclusion of the rules on conflicts of laws. Any claim or dispute related to this License Agreement or in relation to it shall (including for non-contractual disputes or claims and their interpretation) be subject to the exclusive jurisdiction of the Courts of Zug, Switzerland, subject to an appeal at the Swiss Federal Court.

11. ENTIRE AGREEMENT AND SEVERABILITY

This License Agreement is the entire agreement between You and Caffeine Labs, and supersedes any and all prior agreements, negotiations, or other communications between You and Caffeine Labs, whether oral or written, with respect to the subject matter hereof. Caffeine Labs may make changes to this License Agreement when new versions of Caffeine are made available. In the event that any provision of this License Agreement is held to be invalid or unenforceable, then: (a) such provision shall be deemed reformed to the extent strictly necessary to render such provision valid and enforceable, or if not capable of such reformation shall be deemed severed from this License Agreement; and (b) the validity and enforceability of all of the other provisions hereof, shall in no way be affected or impaired thereby.

12. ASSIGNMENT

You may not assign this License Agreement without the prior written consent of Caffeine Labs, whether expressly or by operation of law, including in connection with a merger or change of control, and any such attempted assignment shall be void and of no effect. Caffeine Labs may assign this License Agreement without restriction and without any notice to You. Subject to the foregoing, this License Agreement shall be binding on the parties and their respective successors and permitted assigns.

13. NO WAIVER

The failure to exercise, or delay in exercising, a right, power, or remedy provided in this License Agreement or by law shall not constitute a waiver of that right, power, or remedy. Caffeine Labs' waiver of any obligation or breach of this License Agreement shall not operate as a waiver of any other obligation or subsequent breach of the License Agreement.

14. ENGLISH VERSION

The English language version of this License Agreement shall be the official and controlling version of the agreement if any conflict should arise. All communications and notices made pursuant to this License Agreement must be in the English language.