End User LicenseAgreement

1. AGREEMENT ACCEPTANCE

This End User License Agreement ("Agreement") is a legal agreement between you ("User," "you," or "your") and Uru Intelligence Inc., a Texas corporation ("Uru," "we," "us," or "our"), governing your use of the Uru Intelligence System platform, including all associated services, tools, and integrations (collectively, the "Platform").

By accessing or using the Platform, you acknowledge that you have read, understood, and agree to be bound by this Agreement. You represent and warrant that you are using the Platform on behalf of your organization and have the authority to bind that organization to this Agreement.

2. PLATFORM DESCRIPTION

The Uru Intelligence System is a business-to-business AI-powered automation platform that provides:

• Custom workflows and automations designed specifically for your organization
• Integration with various business applications and services
• Data intelligence and processing capabilities
• Automated business process management

3. LICENSE GRANT AND RESTRICTIONS

3.1 License Grant

Subject to your compliance with this Agreement and payment of applicable fees, Uru grants your organization a limited, non-exclusive, non-transferable, revocable license to access and use the Platform services we configure for you.

3.2 License Restrictions

You shall not:

• Reverse engineer, decompile, or disassemble any part of the Platform
• Copy, modify, or create derivative works of the Platform or custom configurations
• Rent, lease, lend, sell, sublicense, or transfer the Platform to any third party
• Share access credentials outside your organization
• Use the Platform to develop competing products or services
• Attempt to access services configured for other clients
• Use the Platform for any illegal or unauthorized purpose
• Circumvent any access or use limitations

4. USER ACCOUNTS AND RESPONSIBILITIES

4.1 Account Registration

Your organization must provide accurate, current, and complete information during registration and maintain the accuracy of such information. You are responsible for safeguarding all account credentials and for all activities under your organization's accounts.

4.2 User Management

• Organization administrators may invite team members and manage user access
• You must maintain appropriate access controls within your organization
• You must promptly notify us of any unauthorized access or security breach

4.3 Your Data

• You retain all rights to data you provide to us ("Client Data")
• You grant Uru a license to use, process, and store Client Data solely to provide the Platform services
• You represent that you have all necessary rights to provide Client Data to the Platform
• You are solely responsible for the accuracy, quality, and legality of Client Data

5. INTELLECTUAL PROPERTY

5.1 Platform Technology

All workflows, automations, configurations, and Platform technology created by Uru remain the exclusive property of Uru. Your organization receives only a license to use these during your active subscription.

5.2 Feedback and Improvements

• Any feedback or suggestions you provide become the property of Uru
• We may use anonymized, aggregated usage data to improve the Platform
• No personally identifiable information will be used without consent

6. FEES AND PAYMENT

6.1 Fee Structure

• Implementation Fee: One-time setup fee for initial configuration
• Usage Fees: Ongoing fees based on Platform usage as specified in your service agreement
• All fees are specified in your service agreement or invoice

6.2 Payment Terms

• Payments are processed through our payment processor
• All fees are non-refundable except as expressly provided in this Agreement
• Late payments may result in service suspension

6.3 Taxes

You are responsible for all applicable taxes related to your use of the Platform, excluding taxes based on Uru's net income.

7. THIRD-PARTY SERVICES

7.1 Integrations

The Platform may integrate with third-party services you authorize. Your use of such services is subject to their respective terms and conditions. Uru is not responsible for third-party service availability or functionality.

7.2 Data Flow

By connecting third-party services, you authorize necessary data exchange to provide the requested functionality.

8. AUTOMATED SYSTEMS AND AI

8.1 Nature of Automated Services

The Platform uses artificial intelligence and automated systems. While we strive for accuracy, automated systems may produce errors or unexpected results. You are responsible for reviewing outputs and implementing appropriate safeguards for your use case.

8.2 Your Responsibilities

You acknowledge and agree that:

• You must review and validate automated outputs before business use
• You are responsible for maintaining appropriate backups and controls
• You must test workflows before production deployment
• You accept responsibility for actions taken based on Platform outputs

8.3 No Professional Advice

The Platform does not provide legal, financial, medical, or other professional advice. Any outputs should be reviewed by appropriate professionals before use in regulated contexts.

9. DATA SECURITY AND PRIVACY

9.1 Security Measures

We implement commercially reasonable security measures to protect Client Data. However, no method of transmission or storage is completely secure, and we cannot guarantee absolute security.

9.2 Privacy Policy

Your use of the Platform is subject to our Privacy Policy, which is incorporated by reference into this Agreement.

9.3 Data Deletion

Upon termination, we will delete or anonymize your Client Data within thirty (30) days, except as required for legal or legitimate business purposes.

10. CONFIDENTIALITY

Each party agrees to maintain the confidentiality of the other party's confidential information and use such information solely for purposes of this Agreement. This obligation survives termination for three (3) years.

11. WARRANTIES AND DISCLAIMERS

11.1 Mutual Warranties

Each party warrants that it has the legal power and authority to enter into this Agreement.

11.2 DISCLAIMER

12. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Uru and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from:

• Your violation of this Agreement
• Your use or misuse of the Platform
• Your violation of any third-party rights
• Your Client Data or content
• Your use of Platform outputs or automated processes

13. LIMITATION OF LIABILITY

14. TERM AND TERMINATION

14.1 Term

This Agreement begins when you first access the Platform and continues until terminated.

14.2 Termination

• Either party may terminate with thirty (30) days written notice
• Uru may immediately suspend access for violation of this Agreement
• Upon termination, your license to use the Platform immediately ceases

14.3 Effect of Termination

• Implementation fees and prepaid usage fees are non-refundable
• We will provide reasonable data export assistance
• Confidentiality obligations survive termination

15. GENERAL PROVISIONS

15.1 Governing Law

This Agreement is governed by Texas law, without regard to conflict of law principles. Any disputes shall be resolved in the courts of Travis County, Texas.

15.2 Entire Agreement

This Agreement, including any service agreements, constitutes the entire agreement between the parties.

15.3 Modifications

We may modify this Agreement with thirty (30) days notice. Continued use constitutes acceptance.

15.4 Assignment

You may not assign this Agreement without our prior written consent. We may assign this Agreement in connection with a merger, acquisition, or sale of assets.

15.5 Severability

If any provision is found unenforceable, the remaining provisions will continue in effect.

15.6 Force Majeure

Neither party is liable for delays or failures due to circumstances beyond their reasonable control.

16. CONTACT INFORMATION

For all inquiries regarding this Agreement: