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End User License Agreement (EULA) for Subscription Services

Version G1.1 – Effective June 1, 2025

Table of Content:

This End User License Agreement (“EULA”) is a legal agreement between you (the “End User”) and LuxAI (“Licensor”), governing your use of the Subscription Services provided by LuxAI. By accessing or using the Subscription Services, you agree to be bound by this EULA. If you do not agree to these terms, do not use the Subscription Services.

  • We license (but do not sell) these Services to you under this EULA. All rights not expressly granted are reserved by LuxAI or its licensors.
  • The Subscription Services are intended to support teaching, research, social interaction, and child development. They are designed as assistive technologies, not substitutes for professional advice, instruction, diagnosis, or therapy. LuxAI does not guarantee specific scientific, educational, or behavioral outcomes, as results depend on numerous external factors beyond our control.

This EULA is part of the contractual framework (Agreement) governed by LuxAI’s Commercial Terms and Conditions of Sale (“Terms of Sale”). Additional terms relating to warranty, limitation of liability, data protection, intellectual property, interpretation, governing law, and dispute resolution are incorporated by reference from the Terms of Sale.

For public-sector customers in the United States and Canada, the U.S. and Canada Public Sector Addendum (Annex A to the Terms of Sale) also applies and supplements this EULA where required by applicable law.

In the event of a conflict between this EULA and (a) the Terms of Sale, or (b) the applicable Addendum, the order of precedence shall be: (1) the relevant Addendum (if applicable), (2) the confirmed Order, and (3) the Terms of Sale, and (4) this EULA.

1. License Grant

Subject to payment and compliance with the Terms of Sale and this EULA, LuxAI grants the End User a limited, non-exclusive, non-transferable, and non-sublicensable license to access and use the Subscription Services during the applicable subscription term, solely for the Customer’s internal educational, research, or institutional purposes.

2. Scope of Use

The End User may:

  • Access and use Subscription Services (e.g., educational apps, dashboards, content) as provided in the LuxAI acceptance of the Order, and only as authorized by the Customer, who remains responsible for all End Users’ compliance;
  • Use the services solely on devices and platforms specified or approved by LuxAI;
  • Use features or content made available for the subscription level purchased.

The End User may not:

  • Reverse-engineer, decompile, disassemble, or modify the Subscription Services;
  • Copy, resell, lease, sublicense, distribute, or make available the Subscription Services to third parties;
  • Circumvent security or license enforcement features;
  • Use the Services for any unlawful or unauthorized purpose;
  • Upload or transmit malicious code, or interfere with service operations.
  • Use the Subscription Services in violation of applicable export laws and sanctions regulations.
  • Replicate, redistribute, stream or otherwise broadcast the content generated by the Subscription Services.
  • Share passwords or login credentials with any other person or entity;
  • Permit unauthorized access or use of the Subscription Services, including by any third party not explicitly permitted under the Terms of Sale;
  • Use the Subscription Services to develop, train, or improve any machine learning or artificial intelligence models, whether commercial or non-commercial;

Notwithstanding the foregoing, and solely within the scope of use made available by LuxAI, you may

    • download and share reports generated by the Software and explicitly made available to you as downloadable PDF Documents, as reasonably necessary for your permitted and lawful use of the LuxAI Product, provided that such use complies with applicable privacy laws and does not involve resale, sublicensing, or other forms of commercial redistribution of the Documents, Software or Subscription Services; and
    • create and share brief demonstrational videos or public presentations of QTrobot, provided that such materials do not include substantial portions of LuxAI’s proprietary content, such as curricula, are not used for commercial redistribution, and comply with any applicable usage guidelines provided by LuxAI.

3. User Conduct and Restrictions

The End User must:

  • Comply with applicable laws, this EULA, and any policies provided by LuxAI;
  • Ensure use of strong passwords and safeguard access credentials, and to notify LuxAI without delay via email if it suspects unauthorized access to its Account or any disclosure of its login credentials;
  • Ensure access to a reliable internet connection for use of the services;
  • Not attempt to access restricted areas without authorization.

4. Intellectual Property

All intellectual property rights in and to the Subscription Services remain with LuxAI and its licensors. No rights are granted except as expressly stated. The End User agrees not to remove or obscure any proprietary notices.

Any feedback provided may be freely used by LuxAI without restriction or compensation.

5. Data and Privacy

Use of Subscription Services is subject to LuxAI’s Privacy Policy. The End User acknowledges that:

  • Customer Data is owned by the Customer, and LuxAI acts as a processor or service provider;
  • LuxAI may use anonymized or de-identified data for internal analytics and service improvement;
  • LuxAI does not sell or use Customer Data for advertising
  • The Customer is responsible for ensuring it has the lawful authority to share personal data with LuxAI, including obtaining all required consents and providing necessary notices in accordance with applicable data protection and student privacy laws in the jurisdictions where the Services are used (such as FERPA, PIPEDA, or GDPR, as applicable).

6. Monitoring and Compliance

LuxAI may monitor system usage data, including access logs, error reports, and other technical telemetry, to verify compliance with this EULA, maintain system integrity, and prevent misuse. Such monitoring does not involve reviewing the content of Customer Data (e.g., user-generated content, personal information, or educational records), except where necessary to investigate a security incident, support a user request, or comply with applicable law. In such cases, LuxAI will limit access to what is strictly necessary and, where practicable, provide notice to the Customer unless doing so is legally prohibited or would compromise the investigation.

7. Service Availability and Updates

LuxAI endeavors to provide 99.9% monthly uptime but does not guarantee uninterrupted service. If binding service levels are required, a separate Service Level Agreement (SLA) may be requested and, if signed or referenced in the Order, shall apply.

 LuxAI may:

  • Modify or discontinue features with reasonable notice;
  • Deploy updates or patches automatically.

8. Warranty Disclaimer

To the fullest extent permitted by applicable law, and except as expressly stated in the Terms of Sale or a separately agreed Service Level Agreement, the Subscription Services are provided “as is” and “as available,” without warranties of any kind. LuxAI disclaims all implied warranties, including any warranties of merchantability, fitness for a particular purpose, and non-infringement.

This disclaimer does not affect any limited warranties or remedies explicitly set forth in the Terms of Sale (Section 6) or in any written agreement referenced in the applicable Order.

9. Limitation of Liability

LuxAI’s liability is limited in accordance with Clause 7 of the Terms of Sale. LuxAI shall not be liable for indirect, special, incidental, or consequential damages arising from use or inability to use the Subscription Services.

10. Termination

This EULA terminates upon:

  • Expiration of the subscription term;
  • Breach of the Terms of Sale or this EULA;
  • Termination of the Agreement pursuant to Clause 11 of the Terms of Sale.

Upon termination, access to the Services must cease and any locally stored copies must be deleted.

LuxAI reserves the right to suspend or terminate access in the event of suspected or actual misuse, breach of this EULA, or compromise of system security, and may conduct internal audits or monitoring as reasonably necessary to ensure compliance.

The termination of this EULA shall not affect any rights or obligations that, by their nature, are intended to survive termination. Without limitation, the provisions concerning Intellectual Property (Clause 4), Data and Privacy (Clause 5), Warranty Disclaimer (Clause 8), Limitation of Liability (Clause 9), Governing Law and Dispute Resolution (Clause 11), and this Clause 10shall remain applicable and in full force after termination.

11. Governing Law and Dispute Resolution

The applicable governing law and dispute resolution mechanisms follow the terms specified in Clause 13.11 of the Terms of Sale, based on the Customer’s contracting entity.

12. EULA Updates and Change Control

LuxAI may update this EULA from time to time by posting a revised version and providing reasonable advance notice via the Subscription Services dashboard, email, or other customary communication channels. Material changes will be highlighted and, where required by applicable law, LuxAI may request your acceptance of the updated EULA upon next login or access. Continued use of the Subscription Services after the effective date of the updated EULA constitutes your acceptance of the revised terms. A version history or changelog will be available upon request.

For questions, contact: [email protected]

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