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Definitions
"Licensor" means Coded Projects, the provider and owner of the Software.
"Customer" means the legal entity that has purchased a valid license for the Software.
"Software" means the AI API Mapper platform, including all binaries, executable components, updates, documentation, and related materials provided by the Licensor.
A Runtime Instance means an AI API Mapper Runtime Host capable of executing tool invocations, workflows, mappings, orchestration activities, downstream operations, or runtime requests.
A Concurrent Runtime Instance means a Runtime Instance that is Active.
A Runtime Instance shall be considered Active whenever it is running and capable of accepting or processing requests, regardless of current workload volume.
Licensed Runtime Capacity means the maximum number of Concurrent Runtime Instances permitted to be Active simultaneously under the applicable subscription plan.
Production Workload means any operational business service, integration, API, workflow, AI workload, automation process, or other activity supporting real business operations for internal users, external users, customers, partners, or automated systems.
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License Grant
Subject to payment of the applicable fees and compliance with this Agreement, the Licensor grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable license to:
- Install and use the Software within the Customer's organization.
- Deploy the Software on infrastructure owned or controlled by the Customer.
- Use the Software solely for the Customer's internal business operations and not for the benefit of unrelated third parties.
- Create backup copies for disaster recovery purposes.
The Software is licensed, not sold.
The rights granted under this Agreement are limited by the Licensed Runtime Capacity purchased by the Customer.
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Subscription Term
The Software is licensed on a subscription basis.
Unless otherwise agreed in writing, licenses are granted for a period of one (1) year and may be renewed upon payment of applicable renewal fees.
The Customer may use the Software only while the subscription remains active.
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License Metric
The Software is licensed based on the maximum number of Concurrent Runtime Instances that may be Active simultaneously.
The following components do not consume Licensed Runtime Capacity:
- Portal instances
- Gateway instances
- Job Worker instances
- Monitoring components
- Logging components
- Management components
- Administrative components
- Passive backup instances
- Passive disaster recovery instances
The Customer may install any number of Software components, provided that the Licensed Runtime Capacity is not exceeded.
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Non-Production Use
Runtime Instances used exclusively for the following do not consume Licensed Runtime Capacity, provided they are not used for Production Workloads:
- Development
- Testing
- Quality Assurance
- Training
- Demonstration
- Staging
- User Acceptance Testing (UAT)
- Evaluation
A Runtime Instance shall be considered Production whenever it supports or participates in Production Workloads.
The burden of demonstrating that a Runtime Instance is used exclusively for Non-Production purposes rests with the Customer.
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Disaster Recovery
Passive failover, standby, backup, replication, or disaster recovery Runtime Instances do not consume Licensed Runtime Capacity, provided they are not simultaneously Active with the primary Runtime Instances they protect.
If a disaster recovery Runtime Instance becomes Active, it shall consume Licensed Runtime Capacity while Active.
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Restrictions
The Customer shall not, directly or indirectly:
- Sell, lease, rent, sublicense, distribute, assign, or transfer the Software.
- Provide the Software as a hosted service, SaaS offering, managed service, service bureau, or shared platform.
- Use the Software to provide services to multiple unrelated third-party organizations under a single license.
- Exceed the Licensed Runtime Capacity.
- Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software except where such restriction is prohibited by applicable law.
- Remove, alter, or obscure any copyright, trademark, licensing, or proprietary notices.
- Circumvent or attempt to circumvent any licensing, authentication, activation, monitoring, or security mechanisms.
- Publish benchmarks, performance results, or comparative analyses without prior written consent from the Licensor.
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Permitted Customizations
The Customer may develop and deploy the following through the documented extension mechanisms provided by the Software:
- API mappings
- Tool definitions
- Connectors
- Scripts
- Integrations
- Configuration artifacts
No right to modify the Software source code is granted under this Agreement.
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Competitive Use Restriction
The Customer shall not use the Software, Documentation, APIs, architecture, workflows, concepts, designs, methodologies, know-how, or other proprietary materials relating to AI API Mapper to develop, market, distribute, operate, or provide any competing software product, platform, hosted service, or commercial offering.
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Support and Updates
During an active subscription term, the Customer is entitled to:
- Product updates
- Security updates
- Bug fixes
- Technical support
Support levels, response times, and service commitments may vary according to the purchased subscription tier or applicable support agreement.
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Intellectual Property
The Software is licensed, not sold.
All intellectual property rights, including but not limited to the source code, object code, documentation, architecture, designs, trade secrets, know-how, trademarks, patents, and copyrights, remain the exclusive property of the Licensor.
No ownership rights are transferred to the Customer.
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Confidentiality
The Customer shall maintain the confidentiality of all non-public information relating to the Software and shall take reasonable measures to prevent unauthorized disclosure.
The obligations under this Section shall survive termination of this Agreement.
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Audit Rights
Upon reasonable prior notice, the Licensor may request information reasonably necessary to verify compliance with Licensed Runtime Capacity limitations, no more than once per calendar year unless a material licensing violation is reasonably suspected.
The Customer shall cooperate in good faith with such verification requests.
Any verification activities shall be conducted in a manner that does not unreasonably interfere with the Customer's business operations.
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Warranty Disclaimer
THE SOFTWARE IS PROVIDED "AS IS".
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSOR DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AVAILABILITY, OR ERROR-FREE OPERATION.
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Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
- THE LICENSOR SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.
- THE LICENSOR SHALL NOT BE LIABLE FOR LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS OPPORTUNITIES, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION.
- THE TOTAL AGGREGATE LIABILITY OF THE LICENSOR ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY THE CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
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Termination
This Agreement shall terminate automatically if:
- The subscription expires and is not renewed.
- The Customer materially breaches this Agreement and fails to remedy such breach within thirty (30) days after written notice.
Upon termination:
All rights granted under this Agreement shall immediately cease.
The Customer shall cease using the Software.
The Customer shall deactivate and remove all installations of the Software.
The Customer shall destroy or permanently delete any copies of the Software not required to be retained by applicable law.
Sections relating to Intellectual Property, Confidentiality, Limitation of Liability, Audit Rights, Governing Law, and any provisions intended by their nature to survive termination shall survive termination.
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Source Code
No source code rights are granted under this Agreement.
The source code of the Software remains the exclusive property of the Licensor.
Access to source code, if any, shall be governed exclusively by a separate written agreement executed by the Licensor.
Nothing in this Agreement shall be construed as granting the Customer any ownership interest in the source code.
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Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the Republic of Poland.
Any dispute arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction of the competent courts located in Warsaw, Poland.
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Entire Agreement
This Agreement constitutes the entire agreement between the parties regarding the Software and supersedes all prior agreements, discussions, representations, proposals, communications, and understandings relating to its subject matter.
No amendment or modification of this Agreement shall be effective unless made in writing and agreed by both parties.