Product License Agreement

1. Introduction

This Product License Agreement ("Agreement") is entered into on the Effective Date, between you (the "Licensee"), and [Your Company Name] ("Licensor"). This Agreement governs your use of the software and services provided by Licensor, collectively referred to as the “Product” or “SaaAI.”

2. Definitions

• Effective Date: The date on which this Agreement is accepted.
• Licensee: The individual or entity that has obtained a license from Licensor to use SaaAI.
• Licensor: [Your Company Name], the provider of SaaAI.
• Product (SaaAI): Software and services provided by Licensor, including but not limited to AI chat functionality, image generation tools, sharing features, and any other software or services offered under this Agreement.

3. Grant of License

Licensor grants to Licensee a non-exclusive, non-transferable license to use the Product for internal business purposes only during the term specified in Section 4 below. This license does not grant Licensee ownership rights or intellectual property rights in the Product.

4. Term and Termination

• Term: The initial term of this Agreement begins on the Effective Date and continues until terminated by either party as provided herein.
• Termination:
  • Either party may terminate this Agreement immediately upon written notice if the other party breaches any material provision of this Agreement and fails to cure such breach within thirty (30) days after receiving written notice thereof.
  • Licensee may terminate this Agreement at any time by discontinuing use of the Product and canceling any subscriptions or services associated with it.

5. Usage Restrictions

Licensee agrees not to:

• Use the Product in violation of applicable laws, regulations, or Licensor’s policies.
• Modify, reverse engineer, decompile, disassemble, or create derivative works based on the Product without prior written consent from Licensor.
• Distribute, sublicense, rent, lease, lend, sell, or otherwise transfer the Product to any third party.

6. Support and Maintenance

Licensor will provide technical support for the Product during business hours as specified in your subscription plan. Additional support options may be available for an additional fee.

7. Fees and Payment

Licensee agrees to pay Licensor all fees associated with using SaaAI, including but not limited to subscription fees, transaction fees, and any other charges listed on the Licensor’s website or provided during the sign-up process. Failure to pay fees in a timely manner may result in suspension of access to the Product.

8. Intellectual Property Rights

• Licensor: All rights, titles, and interests in and to the Product, including but not limited to any patents, trademarks, copyrights, trade secrets, and other intellectual property rights, are and will remain the exclusive property of Licensor.
• Licensee: Licensee retains ownership of all data entered or uploaded by it into the Product ("User Data"). However, User Data is subject to Licensor’s privacy policy.

9. Confidentiality

Each party agrees to maintain the confidentiality of any non-public information disclosed by the other party during the term of this Agreement and for a period of five years following its termination. This obligation does not apply to information that:

• Was known to the receiving party prior to disclosure;
• Is or becomes publicly available through no fault of the receiving party; or
• Is independently developed by the receiving party without reference to the disclosing party.

10. Indemnification

Licensee agrees to indemnify, defend, and hold harmless Licensor from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of Licensee’s use or misuse of the Product in violation of this Agreement or applicable laws.

11. Limitation of Liability

In no event shall Licensor be liable for any indirect, incidental, special, punitive, or consequential damages, or any loss of profits, goodwill, data, or other intangible losses arising out of your use of SaaAI, even if Licensor has been advised of the possibility of such damage.

12. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of [Your Jurisdiction]. Any disputes arising out of or related to this Agreement shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.

13. Miscellaneous

• This Agreement constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior agreements, understandings, or communications.
• No waive

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