This Service Agreement (the "Agreement") is entered into by ALAIVE UG ("Licensor") and the user or entity accessing the service ("Licensee"). For the purposes of this Agreement, the term "Software" shall mean the PLANTAR digital platform, including but not restricted to all its proprietary algorithms, artificial intelligence models, user interfaces, predictive simulation tools, and any subsequent updates or technical documentation provided by the Licensor. By accessing or using the Software, Licensee agrees to be bound by the terms and conditions set forth herein.
1.1. License Grant: Licensor grants Licensee a non-exclusive, non-transferable, and revocable license to use the Software for professional data analysis and simulation purposes.
1.2. Nature of Service: The Software provides data processing and artificial intelligence models intended exclusively as a technical decision support tool. All simulation outputs and predictive models are for guidance purposes only. All final decisions and production results remain the sole responsibility of the Licensee.
1.3. Restrictions: Licensee may not reverse engineer, decompile, or disassemble the Software, nor use it to create a competing product.
1.4. Commercial Use: Access is subject to the payment of the corresponding service fees as specified in the commercial invoices.
1.5. Authorized Use: The license is granted for use within the specific projects or plots identified by the Licensee. Access credentials are personal and may not be shared with unauthorized third parties outside the Licensee's organization.
1.6. Compliance: Licensee agrees to use the Software in full compliance with all applicable local and international laws and regulations.
2.1. Term: This Agreement enters into effect upon the first access to the Software and shall remain valid for the duration of the period covered by the paid subscription (e.g., quarterly).
2.2. Renewal: The agreement is automatically extended upon payment of the subsequent service invoice.
2.3. Termination: Licensor reserves the right to suspend access if Licensee fails to comply with any of the terms and conditions set forth in this Agreement, including non-payment of fees.
3.1. Ownership: All now known or hereafter known tangible and intangible rights, title, interest, copyrights and moral rights in and to the Software, including but not limited to all images, photographs, animations, video, audio, music, text, data, computer code, algorithms, and information, are owned exclusively by the Licensor.
3.2. Protection: The Software and its updates are protected by international copyright laws and treaties. This license does not grant Licensee any ownership rights over the technology. The Licensor owns all proprietary rights to the Software and its updates, without restrictions or limitations of any kind, copyrights, marketing rights and intellectual property rights.
Licensor hereby expressly disclaims any warranty for the Software. The platform and any related documentation are provided "as is" without warranty of any kind, either express or implied, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose. Licensee accepts any and all risk arising out of the use or performance of the Software.
Licensor shall not be liable to licensee or any other person or entity claiming through licensee any loss of profits, income, savings, or any other consequential, incidental, special, punitive, direct or indirect damages, whether arising in contract or tort, resulting from the use of the Software or the interpretation of its data. These limitations shall apply regardless of the essential purpose of any limited remedy.
6.1. Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of Germany.
6.2. Prevailing Language: This Agreement is provided in English. Any translation provided is for reference purposes only. In case of discrepancy, the English version shall prevail.