End‑User License Agreement and Liability Waiver Effective Date: 28.02.2025
IMPORTANT – READ CAREFULLY: By installing, accessing, or otherwise using the NeuraLinkTech AI Vehicle Diagnostics software (“Software”), you (“User”) agree to be bound by the terms of this Agreement. If you do not agree with any part of this Agreement, you must immediately cease all use of the Software. This Agreement governs the use of the Software solely for research, development, and closed‑circuit testing purposes. Under no circumstances may the Software be used in public or uncontrolled environments.
- DEFINITIONS
1.1 “Software” refers to the NeuraLinkTech AI Vehicle Diagnostics v4.0.0, including all source code, compiled binaries, documentation, updates, and related materials provided by NeuraLinkTech (“Licensor”).
1.2 “User” or “Licensee” means any individual or entity that installs or uses the Software.
1.3 “Closed‑Circuit Testing Environment” means a controlled, designated test area (such as a private track or laboratory setting) in which no public roadways or uncontrolled areas are used.
1.4 “Catastrophic Failure” refers to any severe malfunction, system error, or breakdown in the Software or associated hardware that results in significant damage, injury, or property loss.
1.5 “Accident” refers to any unplanned or unintended event during the testing phase that results in bodily injury, vehicular damage, or other harm.
- GRANT OF LICENSE
Subject to the terms of this Agreement, NeuraLinkTech grants the User a non‑exclusive, non‑transferable, revocable license to install and use the Software solely for the purposes of research, development, and closed‑circuit testing. The License does not extend to any commercial production, public road use, or safety‑critical deployment without additional regulatory certification and explicit written consent from NeuraLinkTech.
- PERMITTED USE AND TESTING REQUIREMENTS
3.1 Authorized Use: - The Software may be used only in controlled, closed‑circuit environments. - All testing must be conducted on designated closed circuits where comprehensive safety measures, emergency protocols, and regulatory guidelines are strictly enforced.
3.2 Prohibited Use: - The Software shall not be deployed or tested on public roads or in any uncontrolled environment. - The User shall not integrate the Software with any system that controls safety‑critical functions in live environments without proper certification (e.g., ISO 26262) and explicit, written permission from NeuraLinkTech.
- RESTRICTIONS ON MODIFICATION AND REVERSE ENGINEERING
4.1 The User agrees not to reverse engineer, decompile, or otherwise attempt to derive the source code of the Software.
4.2 Any modifications or derivative works are prohibited unless explicitly authorized in writing by NeuraLinkTech.
4.3 All intellectual property rights in and to the Software remain the exclusive property of NeuraLinkTech.
- MANDATORY CLOSED‑CIRCUIT TESTING CLAUSE
5.1 The User acknowledges and agrees that: - All testing, evaluation, and demonstration of the Software must occur exclusively in designated closed‑circuit environments. - The User shall implement and adhere to rigorous safety protocols designed for closed‑circuit testing. - Under no circumstances shall the Software be connected to or used in any public roadway or other uncontrolled environment. - The User must comply with all local, state, and federal regulations regarding closed‑circuit testing, including obtaining any necessary permits or certifications.
- DISCLAIMER OF WARRANTIES
6.1 THE SOFTWARE IS PROVIDED “AS IS” AND “WITH ALL FAULTS,” WITHOUT ANY EXPRESS, IMPLIED, OR STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON‑INFRINGEMENT. NeuraLinkTech does not warrant that the Software will be error‑free or operate without interruption.
6.2 Special Disclaimer for Testing: - Catastrophic Failures or Accidents: The User acknowledges that the Software is experimental and that catastrophic failures, system malfunctions, or accidents may occur during testing. NeuraLinkTech makes no warranty that such events will not occur. - No Safety Certification: The Software has not undergone safety certification for use in live or uncontrolled environments and is intended solely for controlled testing conditions.
- LIMITATION OF LIABILITY
7.1 General Limitation: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEURALINKTECH, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SOFTWARE.
7.2 Specific Liability Waiver for Testing: - Exclusive Responsibility: The User agrees that any catastrophic failure or accident—resulting in bodily injury, vehicular damage, or property loss—that occurs during the closed‑circuit testing phase is solely at the User’s risk and expense. - Waiver of Claims: The User expressly waives any claims against NeuraLinkTech for damages or losses arising from catastrophic failures or accidents during testing, regardless of cause, including but not limited to design defects, software bugs, or hardware malfunctions. - Aggregate Liability: In no event shall the aggregate liability of NeuraLinkTech exceed any fees paid (if any) by the User for the Software during the twelve (12) months immediately preceding the event giving rise to liability.
- INDEMNIFICATION
The User agrees to indemnify, defend, and hold harmless NeuraLinkTech and its respective affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with: - The User’s use of the Software in any manner that violates this Agreement. - Any breach of this Agreement by the User. - Any testing conducted outside of a closed‑circuit environment. - Any catastrophic failure or accident occurring during testing.
This indemnification obligation shall survive the termination of this Agreement.
- GOVERNING LAW AND DISPUTE RESOLUTION
9.1 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [Your Jurisdiction], without regard to its conflict of law provisions.
9.2 Dispute Resolution: - Negotiation: The parties agree to attempt to resolve any dispute arising under this Agreement through informal negotiations. - Mediation/Arbitration: If informal negotiations fail, the dispute shall be resolved through binding arbitration in accordance with the rules of an agreed‑upon arbitration organization. - Jurisdiction: The parties consent to the exclusive jurisdiction of the courts located in [Your Jurisdiction] for enforcement of any arbitration award or for any actions not subject to arbitration.
- MISCELLANEOUS PROVISIONS
10.1 Entire Agreement: This Agreement constitutes the entire agreement between the parties regarding the use of the Software and supersedes all prior understandings, agreements, representations, and warranties, whether written or oral.
10.2 Modification and Severability: - Modifications: No modification or amendment of this Agreement shall be binding unless in writing and signed by authorized representatives of both parties. - Severability: If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be severed from the remainder of the Agreement, which will remain in full force and effect.
10.3 Assignment: The User may not assign or transfer any rights or obligations under this Agreement without the prior written consent of NeuraLinkTech. Any attempted assignment without such consent will be void.
10.4 Notices: All notices, requests, or communications under this Agreement shall be in writing and deemed duly given when delivered in person or sent via certified mail or email to the addresses provided by the parties.
- ACKNOWLEDGMENT AND ACCEPTANCE
By installing, accessing, or otherwise using the Software, the User acknowledges that they have read, understood, and agree to be bound by all terms and conditions set forth in this Agreement. The User further acknowledges that all testing will be conducted exclusively in a closed‑circuit environment and that any catastrophic failure or accident is the sole responsibility of the User.
For NeuraLinkTech:
Authorized Representative Date: ______________________________
For the User:
Authorized Representative / End‑User Date: ______________________________
This Agreement is intended solely for the purpose of enabling safe, controlled testing of NeuraLinkTech AI Vehicle Diagnostics v4.0.0 in designated closed‑circuit environments. It is not intended for any other use, and the Licensor expressly disclaims any liability for the use of the Software outside of these conditions.