End User License Agreement (EULA)

1. Scope of This EULA

Billing, Credits, and refunds (if any) are governed by the Terms of Service. Credit purchases and usage fees are final and non-refundable to the maximum extent permitted by law, as described in the Terms of Service.

This EULA governs your use of the Software, including any updates, upgrades, modifications, enhancements, and related documentation that we provide. Your use of the Software as part of the Code Fluxr service is also subject to the Code Fluxr Terms of Service ("Terms of Service"). In the event of a conflict between this EULA and the Terms of Service with respect to use of the Software, the Terms of Service will control.

2. License Grant

Subject to your compliance with this EULA and the Terms of Service, CollabScale grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:

• access and use the Software through the Code Fluxr platform for your internal business or personal purposes;
• use Generated Output (as defined in the Terms of Service) in accordance with the rights granted in the Terms of Service.

No other rights are granted, and all rights not expressly granted are reserved by CollabScale and its licensors.

3. License Restrictions

You agree that you will not, and will not permit any third party to:

• copy, modify, or create derivative works of the Software, except as expressly permitted by this EULA or the Terms of Service;
• reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying models, or algorithms of the Software, except to the extent expressly permitted by applicable law notwithstanding this limitation;
• remove, alter, or obscure any proprietary notices, labels, or marks on or within the Software;
• rent, lease, lend, sell, sublicense, assign, distribute, or otherwise transfer the Software or any rights to it to any third party, except as expressly permitted by CollabScale in writing;
• use the Software to develop, train, or improve competing products or services that provide AI-generated code or similar functionality, except as expressly permitted in a separate written agreement with CollabScale;
• use the Software in any manner that violates applicable laws or regulations, or in violation of the Acceptable Use Policy contained in the Terms of Service;
• attempt to circumvent any technical measures, usage limits, metering, or access controls implemented in or with the Software;
• use the Software to create, deploy, distribute, or operate applications that are illegal, harmful, or intended to facilitate unlawful conduct.

4. Ownership

The Software, including all intellectual property rights therein, is and will remain the sole and exclusive property of CollabScale or its licensors. This EULA does not grant you any ownership interest in the Software, but only a limited license to use the Software in accordance with its terms.

5. User Content and Generated Output

5.1 User Content

You may submit prompts, code, text, files, and other content ("User Content") through your use of the Software. You retain ownership of your User Content in accordance with the Terms of Service.

5.2 Generated Output

The Software may generate code, configurations, documentation, or other content based on your inputs ("Generated Output"). Your rights to use, reproduce, modify, and distribute Generated Output are governed by the Terms of Service. You are solely responsible for reviewing, testing, validating, and securing any Generated Output before using it in your environment.

5.3 Responsibility

You acknowledge that the Software may produce inaccurate, incomplete, or insecure code, and that CollabScale does not guarantee the quality, accuracy, or suitability of any Generated Output. You assume all responsibility and risk for your use of the Software and Generated Output.

6. Third-Party Software and Services

The Software may include or interact with third-party software components, libraries, or services ("Third-Party Components"). Your use of Third-Party Components may be subject to additional terms and conditions imposed by those third parties, which are incorporated by reference to the extent required.

CollabScale is not responsible for the availability, performance, security, or reliability of Third-Party Components or any damages arising from their use.

7. Updates and Modifications

CollabScale may, from time to time, provide updates, enhancements, or modifications to the Software, which may be provided automatically or require installation by you. This EULA applies to all such updates unless a separate license is provided with the update, in which case that license will govern.

CollabScale reserves the right to modify or discontinue the Software, in whole or in part, at any time with or without notice.

8. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE AND ANY RELATED DOCUMENTATION ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND.

COLLABSCALE AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT:

• THE SOFTWARE WILL BE ERROR-FREE OR UNINTERRUPTED;
• THE SOFTWARE WILL PRODUCE ACCURATE, COMPLETE, OR SECURE RESULTS;
• DEFECTS WILL BE CORRECTED;
• THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.

YOU ASSUME ALL RISKS FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SOFTWARE, INCLUDING ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COLLABSCALE OR ITS AFFILIATES, OFFICERS, EMPLOYEES, CONTRACTORS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH THIS EULA OR YOUR USE OF (OR INABILITY TO USE) THE SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF COLLABSCALE AND ITS AFFILIATES, OFFICERS, EMPLOYEES, CONTRACTORS, AND LICENSORS ARISING OUT OF OR IN CONNECTION WITH THIS EULA OR YOUR USE OF THE SOFTWARE WILL NOT EXCEED THE GREATER OF:

• THE TOTAL AMOUNT PAID BY YOU TO COLLABSCALE FOR ACCESS TO THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR
• ONE HUNDRED U.S. DOLLARS (US $100).

THE LIMITATIONS IN THIS SECTION APPLY TO ALL CLAIMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF ANY LIMITED REMEDY IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

10. Termination

This EULA is effective until terminated. CollabScale may terminate this EULA immediately and without notice if you breach any term of this EULA or the Terms of Service.

Upon termination:

• all rights and licenses granted to you under this EULA will immediately cease;
• you must stop using the Software;
• you must delete or remove any local components of the Software under your control, to the extent applicable.

Termination of this EULA will not limit any of CollabScale's rights or remedies at law or in equity.

11. Governing Law and Venue

This EULA is governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws principles.

Any dispute arising out of or relating to this EULA or the Software shall be brought exclusively in the state or federal courts located in Texas, and you hereby consent to the personal jurisdiction and venue of such courts.

12. Miscellaneous

12.1 Entire Agreement

This EULA, together with the Terms of Service and any other applicable policies, constitutes the entire agreement between you and CollabScale with respect to the Software.

12.2 Severability

If any provision of this EULA is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.

12.3 No Waiver

No waiver of any provision of this EULA will be effective unless in writing and signed by CollabScale. The failure to enforce any right or provision will not constitute a waiver of that right or provision.

12.4 Assignment

You may not assign or transfer this EULA, whether by operation of law or otherwise, without CollabScale's prior written consent. CollabScale may freely assign or transfer this EULA in connection with a merger, acquisition, corporate reorganization, or sale of assets.

12.5 Relationship of the Parties

The parties are independent contractors, and nothing in this EULA shall be deemed to create a partnership, joint venture, agency, or employment relationship.