END USER LICENCE AGREEMENT (EULA) FOR SUBSCRIPTION SERVICES
Version G1.0, Last updated on : April 18, 2025
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING ANY SUBSCRIPTION SERVICES
This End User License Agreement (“EULA“) is a legal agreement between you (“you” or “Customer“) and LuxAI (“LuxAI“, “we“, or “us“). It governs your use of:
- the Subscription Services (including downloadable or online software applications, content, and features),
- any associated software applications (“Software”), and
- any documents, resources, or digital materials provided (“Documents”).
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.
ASSISTIVE PURPOSE – NOT A SUBSTITUTE FOR PROFESSIONAL CARE
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.
IMPORTANT LEGAL NOTICES
By using the Subscription Services, you agree to be bound by this EULA. If you do not agree, you must not access or use the Subscription Services.
- If you are a U.S. public-sector customer, please refer to Appendix A – Addendum for U.S. Public Entities.
- If you are a consumer under applicable law, see Appendix B – Consumer Addendum.
Please print or save a copy of this EULA for your records. If you have any questions, contact us at [email protected] or visit www.luxai.com.
✅ By clicking “Accept,” you agree to the terms of this EULA, which will bind you and, where relevant, your employees. Please note that this agreement includes important limitations of liability, especially in Clause 5.
❌ If you do not agree, click “Reject.” You may not download, stream, or access the Subscription Services, Software, or Documents.
1. Definitions
Unless otherwise provided for in the relevant Terms and Conditions of Sale for businesses and professionals, respectively for consumers, available on the LuxAI website accessible at www.luxai.com (”Terms and Conditions Of Sale”), the following terms have the following meanings in this EULA:
“Account”
the platform with login and password enabling Customers to access the Software and Subscription Services and the attached Support Services of LuxAI
“Customer Data”
the data inputted by or on behalf of you, for the purpose of using or facilitating your use of the Subscription Services, Software or Documents and any data generated by, or derived from your use of the Subscription Services, Software or Documents, whether hosted or stored within the Subscription Services, Software or Documents or elsewhere.
“LuxAI”
For US-based Customers means LuxAI Inc., a Delaware corporation with a business address at 228 East 45th Street, Suite 9E, New York, NY 10017, USA.
For UK-based Customers means LuxAI Ltd, registered at 8 Northumberland Avenue, London WC2N 5BY, UK with the company number 14670617.
For Customers outside of the U.S. and the U.K., means LuxAI S.A. registered at 22, Boulevard Royal, L-2449 Luxembourg, with the company number B0205906.
“Order”
the Customer’s order for the Subscription Services as set out in the Customer’s purchase order (which shall include the Customer’s Information).
“Privacy Policy”
LuxAI’s Privacy Policy available at : https://luxai.com/privacy-policy/.
“Subscription Services”
different kind of software and services, including but not limited to downloadable mobile and computer apps, online software services (e.g. educational content and curriculums, app creation studio, reporting functionalities, cloud storage, etc), updates, and online training and follow-up meetings, which LuxAI may make available to you at a monthly or yearly fee for a defined subscription period as set out in the Order. References to the Subscription Services shall include the Documents and the Software. The Subscription Services are not health-related or medical services.
“Term”
the period of time set forth on the Order during which the Customer is licensed to use the Software and Subscription Services in accordance with this EULA and the Order, as further defined in the applicable Terms and Conditions of Sale.
2. Basis of Contract
2.1. The access to the Subscription Services is only possible (i) if the Customer complies with the relevant Terms and Conditions of Sale, (ii) the Customer made an Order of the Subscription Services and made the applicable payments, (iii) the Customer has accepted this EULA and an active Account for the Customer has been established.
2.2. This EULA is deemed entered into between you and LuxAI from when you accepted this EULA as provided above.
2.3. In case of inconsistencies, the following order of precedence shall apply: (1.) the Order as expressly confirmed by LuxAI in writing (e.g., Order Confirmation or invoice), (2.) the relevant Terms and Conditions of Sale, and (3.) this EULA. Any standard terms or conditions included in a Customer’s purchase order or other communication shall have no effect and shall not form part of the Agreement, unless expressly agreed to in writing by LuxAI. Shipment of the Goods, performance of Services, confirmation of an Order, or issuance of an invoice shall not constitute acceptance of any such Customer terms.
3. License
3.1. In consideration of payment by you of the agreed subscription fee and you agreeing to abide by the terms of this EULA, we grant to you a limited, non-exclusive, non-transferable, revocable licence, without the right to sublicense, to access and use the Subscription Services on the terms of this EULA, solely for your internal business operations, respectively for your personal use if you are a consumer.
3.2. You agree not to use the Subscription Services out of the scope of their use made available by LuxAI. Any use going beyond this EULA or other use is strictly prohibited. You in particular agree, in whatsoever form, (i) neither to copy, nor to manipulate, make copies or otherwise distribute the Software and Documents, and (ii) not to use the Software and Documents separately of the rest of LuxAI’s Products; and (iii) to use the Software and Documents only in the context of the use of the LuxAI Product provided to you, and (iiii) not to replicate, redistribute, stream or otherwise broadcast the content generated by the Software.
3.3. Notwithstanding the foregoing, and solely within the scope of use made available by LuxAI, you may
a) download and share reports generated by the Software and 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
b) 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.
4. Conditions of Use
4.1. The Subscription Services are accessible with internet access and require a reliable internet connection. Any costs associated with access to the Software and/or the Subscription Services are the sole responsibility of the Customer.
4.2. Customer’s ID and passwords used to access the Account are personal and confidential and must be kept secure. The Customer is solely responsible for maintaining the confidentiality of the identifiers and passwords associated with its Account, and for all actions taken using such credentials. The Customer agrees to notify LuxAI without delay via email if it suspects unauthorized access to its Account or any disclosure of its login credentials.
4.3. Customer shall comply with all applicable laws and regulations with respect to activities conducted in connection with this EULA.
4.4. You shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of all Customer Data.
a) The Customer retains all ownership rights in and to Customer Data. LuxAI does not claim ownership of education records or personally identifiable information (PII) protected under FERPA, the GDPR, Canada’s PIPEDA, or similar data protection laws, and, where applicable, shall act as a “School Official” under FERPA in accordance with Appendix A.
b) The Customer grants LuxAI a non-exclusive, worldwide, royalty-free license to host, process, transmit, and analyze Customer Data solely for the purpose of providing, maintaining, securing, supporting, and improving the Subscription Services, and to comply with applicable laws. This includes use as described in LuxAI’s Privacy Notice and as necessary to exercise LuxAI’s rights or fulfill its obligations under this agreement, in accordance with applicable data protection laws.
c) LuxAI shall not use PII contained in Customer Data for analytics, product improvement, or AI development, except where strictly necessary to operate or support the Subscription Services.
d) All curriculum materials and other content created by the Customer shall remain the Customer’s exclusive property and shall not be accessed or used by LuxAI without the Customer’s prior written consent.
e) LuxAI may use aggregated and de-identified data, irreversibly stripped of all direct and indirect identifiers and excluding any Customer-created curriculum or content, for service improvement, internal analytics, and AI development, provided such use complies with applicable laws, prevents re-identification, and is subject to appropriate technical and organizational safeguards.
4.5. You in particular undertake that:
a) the maximum number of Authorized Users that you authorize to access and use the Subscription Services shall not exceed the number of User Subscriptions you have purchased from time to time;
b) you will not allow or suffer any User Subscription to be used by more than one individual Authorized User, unless it has been reassigned in its entirety to another individual Authorized User, in which case the prior Authorized User shall no longer have any right to access or use the Subscription Services;
c) to the extent you are not a consumer, LuxAI may monitor and audit your use of the Subscription Services to verify compliance with the number of User Subscriptions purchased. Such audits shall be conducted remotely, and may include the use of automated tools integrated into the Subscription Services. If any such audit reveals material non-compliance, LuxAI reserves the right to invoice you for excess usage and/or suspend access until compliance is achieved;
d) to the extent you are not a consumer, you shall supervise and control use of the Subscription Services and ensure they are used by your employees and representatives only in accordance with the terms of this Licence; and
e) you shall comply with all applicable export control and economic sanctions laws and regulations, including those of the United States, the United Kingdom, the European Union, and any other relevant jurisdictions. You shall not export, re-export, transfer, or otherwise make available the Services or any related technical information in violation of such laws.
f) You agree not to use the Subscription Services to upload, transmit, or store any content that is unlawful, harmful, abusive, discriminatory, or harassing, or that infringes the rights of others, nor to access or use the Subscription Services in any manner that could damage, disable, overburden, or impair the Subscription Services or any system or network operated by LuxAI, nor to probe, scan, or test the vulnerability of any such system or network, or breach any security or authentication measures, whether related to the Subscription Services or otherwise.
5. Limitation of Liability
5.1. References to liability herein include every kind of liability arising under or in connection with the Agreement including liability in contract, tort (including negligence and strict liability), misrepresentation, restitution or otherwise.
5.2. Nothing herein shall limit or exclude the LuxAI liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) gross negligence or willful misconduct; or (d) any liability if and to the extent that it is not permissible in law for such liability to be limited or excluded.
5.3. Subject to clause 5.2, and except as otherwise expressly provided in this Agreement, LuxAI’s total liability to the Customer shall be limited as follows:
a) For any individual claim related to the Subscription Services, to the total subscription fees paid by the Customer for the 6-month period immediately preceding the claim; and
b) In no event shall LuxAI’s total cumulative liability arising out of or relating to the relevant Contract, including all claims in aggregate, whether related to the QTrobot hardware or the Services, exceed the greater of $20,000 / €20,000 / £20,000, or the total amount paid by the Customer under the relevant Contract in the twelve (12) months immediately preceding the event giving rise to the claim.
5.4. Subject to clause 5.2, the following types of loss are wholly excluded, whether or not such losses were foreseeable:
a) loss of profits;
b) loss of sales or business;
c) loss of agreements or contracts;
d) loss of anticipated savings;
e) loss of use or corruption of software, data or information;
f) loss of or damage to goodwill; and
g) indirect, special, incidental, or consequential loss, including punitive or exemplary damages.
5.5. LuxAI shall not be liable for any damages resulting from:
1) Improper use, misuse, or abuse of the Subscription Services,
2) data loss, corruption, or security breaches caused by
a. Customer misconfigurations, weak passwords, or failure to follow security best practices,
b. Third-party software, APIs, or network services used in conjunction with the Services, or
c. Unauthorized access, hacking incidents, malware infections, or cyber threats, unless caused by LuxAI’s gross negligence or willful misconduct; and
3) Disruption to the Subscription Services, or any downtime, whether intermittent or prolonged, which has been caused by maintenance work, upgrades, Force Majeure Events, third-party service provider failures, cyber-attacks, or any other reason beyond LuxAI’s control.
5.6. Except as expressly and specifically provided in the EULA:
a) the Customer assumes sole responsibility for results obtained from the use of the Subscription Services by the Customer, and for conclusions drawn from such use. The LuxAI shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to LuxAI by the Customer in connection with the Subscription Services, or any actions taken by LuxAI at the Customer’s direction;
b) The Subscription Services are provided “as is” and may experience delays, interruptions, or errors, including those due to internet connectivity, third-party systems, or inherent limitations of the software.
c) To the fullest extent permitted by applicable law, all warranties, representations, conditions, and all other terms of any kind whatsoever implied by statute or common law are excluded from the EULA, including but not limited to implied warranties of merchantability and fitness for a particular purpose, except to the extent required by law;
d) While LuxAI does not provide any express or implied warranties for the Subscription Services, LuxAI undertakes to perform the Services substantially in accordance with generally accepted industry standards and with reasonable skill and care. If the Services fail to conform to this standard, LuxAI will use commercially reasonable efforts to correct the non-conformance. If LuxAI is unable to remedy the issue within a reasonable timeframe, the Customer may cancel the affected portion of its subscription and receive a pro rata refund for the remaining unused subscription period. This remedy is the Customer’s sole and exclusive remedy for any such failure.
e) No claim, regardless of form, arising out of or in connection with this Agreement may be brought more than 12 months after the cause of action accrued, except where a longer period is required by applicable law.
6. Intellectual Property
6.1. No intellectual property rights in the Subscription Services are assigned or licensed to the Customer whatsoever under the Agreement or otherwise, except for any rights expressively licensed to you under this EULA.
6.2. The Order for Subscription Services is for access to and use of the Subscription Services, and you are not granted a license to any Subscribed Software by this Agreement. We, and whether appropriate our licensors, retain all intellectual property rights to the Subscribed Software and Subscription Services provided under this Agreement. You agree not to copy, rent, lease, sell, distribute, or create derivative works based on the Subscribed Software and the Subscription Services, in whole or in part, by any means, except as expressly authorized in writing by us.
6.3. LuxAI’s trademarks, service marks, designs, all other marks, brand names, logos used on LuxAI’s Products, the accompanying accessories and/or the packaging, whether registered or not, together with all photographs, illustrations, images relating to LuxAI’s Products, trade or business names, domain names and URLs are and remain LuxAI’s exclusive property or LuxAI’s licensors’ property and you may not use any of these without our prior written permission.
6.4. We encourage all customers to provide suggestions for improving our Products. You agree that all such suggestions will be non-confidential and that we own all rights to use and incorporate them into the Products without payment or attribution to you.
6.5. If any Subscription Service is, or in LuxAI’s opinion is likely to become, the subject of a claim of infringement, LuxAI shall have the right, without obligation and at its sole option, to:
(i) procure for Customer the right to continue to use such Subscription Service,
(ii) replace or modify such Subscription Service in such a way as to make the modified Subscription Service non-infringing, or
(iii) terminate any contract to the extent related to such Subscription Service.
In the event of such termination, you shall stop all such Subscription Services, which are then subject to the claimant’s continuing claim of infringement; and LuxAI shall refund any prepaid but unused fees covering use of the Subscription Services after termination.
In addition, LuxAI agrees to defend the Customer against any third-party claim that the Products infringe a valid patent, copyright, or trademark, and to indemnify the Customer for any final settlement or court judgment resulting from such a claim, provided that:
(a) The Customer promptly notifies LuxAI in writing of the claim;
(b) LuxAI has sole control over the defense and settlement negotiations; and
(c) The Customer cooperates fully in the defense.
LuxAI’s liability under this clause shall be capped at the total amount paid by the Customer under the affected contract within the 12 months preceding the claim.
This indemnity does not apply if the claim arises from:
(i) Modifications made by the Customer without LuxAI’s written authorization;
(ii) Combination of the Products with non-LuxAI products; or
(iii) The Customer’s failure to comply with this Agreement.
7. Data Protection
7.1. Compliance with Data Protection Laws
LuxAI shall comply with all applicable data protection and student privacy laws in connection with the provision of the Products and Services, including, where applicable:
– The Family Educational Rights and Privacy Act (US FERPA);
– The Children’s Online Privacy Protection Act (US COPPA);
– The Protection of Pupil Rights Amendment (US PPRA);
– The General Data Protection Regulation (EU GDPR);
– The United Kingdom General Data Protection Regulation (UK GDPR);
– The Personal Information Protection and Electronic Documents Act (Canada PIPEDA).
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.
For further details, please refer to LuxAI’s Privacy Policy at https://luxai.com/privacy-policy/.
8. Termination
8.1. This EULA shall terminate automatically upon the expiry of the Term, or termination of the relevant Contract.
8.2. Without limiting its other rights or remedies, LuxAI may suspend the provision of the Subscription Services and/or terminate this EULA with immediate effect by giving written notice to the Customer if the Customer:
a) commits a material breach of any term of this EULA and (if remediable) fails to remedy it within 14 days of notice;
b) enters into or takes any step in connection with insolvency proceedings, a moratorium, or an arrangement with creditors, is wound up, has a receiver appointed over any of its assets, suspends, threatens to suspend, ceases, or threatens to cease carrying on all or a substantial part of its business, or becomes subject to any similar process in any other jurisdiction, other than pursuant to a solvent restructuring;
c) engages in or attempts fraud in connection with the use of the Subscription Services, or there are material payment irregularities;
d) fails to make any payment when due under the relevant Contract; or
e) experiences a deterioration in financial condition such that LuxAI reasonably believes the Customer may be unable to fulfil its obligations under this EULA.
8.3. Without limiting its other rights or remedies, LuxAI may suspend the provision of the Subscription Services if LuxAI reasonably believes that the Customer is about to become subject to any of the events listed in Clause 8.2(b), 8.2(d), or 8.2(e).
8.4. On termination or expiry of the EULA for any reason:
a) all rights granted to you under this EULA shall cease;
b) you shall immediately pay to LuxAI:
- all outstanding unpaid invoices and any applicable interest;
- in respect of the Subscription Services that were provided but not yet invoiced, all amounts due upon LuxAI issuing the corresponding invoice; and
- in the case of Subscription Services with a defined subscription period, all remaining fees and charges that would have become payable for the remainder of the subscription period, whether or not the Services have been supplied, accessed or used, provided that such termination arises from a breach of the EULA by you;
c) you must immediately cease all activities authorized by this EULA; and
d) you must immediately and permanently delete or disable interfaces to the Subscription Services from all computer equipment in your possession, and immediately destroy, delete or return to us (at our option) all copies of the Documents and Software then in your possession, custody or control and, in the case of destruction or deletion, certify to us that you have done so.
9. Other
9.1. Clauses 4, 5, 6, 7, and 8.4 shall survive the termination or expiry of this EULA.
9.2. LuxAI reserves the right to modify these conditions at any time with prior reasonable notice.
9.3. LuxAI may at any time assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with all or any of its rights or obligations under the EULA. A person who is not a party to the EULA shall have no rights under it.
9.4. LuxAI reserves the right to withdraw access to LuxAI’s Products entirely or any part of it with or without notice. Where feasible, LuxAI will provide advance notice of at least 30 days and, in such cases, will offer a pro rata refund for any prepaid and unused Subscription Services.
9.5. If any provision or part-provision of the EULA is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the remaining provisions. If any provision of the EULA is deemed deleted under this clause, the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.
9.6. Neither party shall be liable for any failure or delay in performance (except payment obligations) due to causes beyond its reasonable control, including acts of God, war, terrorism, government action, labor disputes, cyberattacks, power failures, or natural disasters (“Force Majeure Event”).
9.7. Governing Law and Dispute Resolution
a) Mediation (Mandatory First Step)
Before initiating any arbitration or court proceeding, the parties must first attempt to resolve any dispute through mediation. Either party may request mediation by providing written notice to the other party.
Mediation shall be conducted via secure video conference platform using:
· The Commercial Mediation Rules of the American Arbitration Association (AAA) for U.S. customers;
· The Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure for U.K. customers; or
· The International Chamber of Commerce (ICC) Mediation Rules for EU and other international customers.
The parties shall share equally the costs of mediation, including mediator fees, unless otherwise agreed.
If the dispute is not resolved within 60 days of the initial mediation request, either party may proceed to arbitration or litigation as applicable under this clause.
Notwithstanding the foregoing, LuxAI may bring an action at any time for injunctive relief, equitable remedies, or to enforce its intellectual property rights, without first engaging in mediation.
b) For U.S. Customers
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. Any legal action or proceeding arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in Wilmington, Delaware. Each party hereby irrevocably submits to the exclusive jurisdiction and venue of such courts.
TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY EXPRESSLY WAIVES:
- ANY RIGHT TO A TRIAL BY JURY in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herein; and
- ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, OR OTHER REPRESENTATIVE PROCEEDING, and agrees that any claim shall be brought solely in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
If any provision of this Section is held to be unenforceable, such provision shall be severed, and the remainder shall be enforced to the maximum extent permitted by applicable law.
a) For U.K. Customers
This Agreement shall be governed by the laws of England and Wales, excluding its conflict of law rules, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it, its subject matter, or its formation, shall be subject to the exclusive jurisdiction of the courts of England and Wales.
b) For EU Customers
This Agreement shall be governed by the laws of the Grand Duchy of Luxembourg, excluding its conflict of law rules, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it, its subject matter, or its formation, shall be subject to the exclusive jurisdiction of the courts of Luxembourg City, Luxembourg.
c) For customers outside of the U.S., U.K., and EU
This Agreement shall be governed by the laws of the Grand Duchy of Luxembourg, excluding its conflict of law rules. Any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement, its subject matter, or its formation shall be subject to the exclusive jurisdiction of the courts of Luxembourg City, Luxembourg.
Notwithstanding the foregoing, LuxAI reserves the right, at its sole discretion, to refer any such dispute, controversy, or claim to binding arbitration administered by the International Chamber of Commerce (ICC) in accordance with its Rules of Arbitration. The seat of arbitration shall be Luxembourg, the language of arbitration shall be English, and the governing law shall be the laws of the Grand Duchy of Luxembourg, excluding its conflict of law rules. Any arbitral award shall be final and binding, and may be enforced in any court of competent jurisdiction.
Nothing in this clause shall prevent either party from seeking interim, injunctive, or equitable relief exclusively from the courts of Luxembourg City, Luxembourg, where such relief is necessary to prevent immediate and irreparable harm.
Appendix A – Addendum for U.S. Public Entities
This Addendum applies to U.S. public-sector entities and supplements the main terms of this EULA to reflect applicable legal requirements for public educational institutions and public bodies. In the event of a conflict between this Addendum and the main EULA, this Addendum shall govern.
1. FERPA Compliance and School Official Designation
LuxAI shall be considered a “School Official” with a legitimate educational interest under FERPA, to the extent LuxAI receives or accesses “education records” as defined by FERPA. LuxAI agrees to:
- Use Student Data only to provide and support the Subscription Services at the Customer’s direction;
- Not disclose Student Data to third parties except as required by law or as permitted by the Agreement;
- Not use Student Data for marketing, advertising, or profiling;
- Implement administrative, technical, and physical safeguards to protect Student Data;
- Support the Customer in fulfilling FERPA obligations, including access, correction, and deletion requests;
- Return or securely delete Student Data upon termination of the Subscription Services, at the Customer’s written request, unless otherwise required by law.
2. Public Sector Limitation of Liability Exception
If applicable law prohibits the limitation of liability provisions under Clause 5 of the EULA, LuxAI’s liability shall instead be limited to the maximum extent permitted by applicable law.
- This does not waive any sovereign or governmental immunity.
- The parties will negotiate in good faith to agree on a lawful liability cap if required.
3. Warranty Exception
If public law prohibits disclaimers of certain warranties (e.g., merchantability or fitness for purpose), such disclaimers are modified only to the extent required by applicable law.
4. Dispute Resolution Exception
If the Customer is legally prohibited from agreeing to out-of-state jurisdiction:
- The governing law remains Delaware law.
- Legal actions must be brought in the Customer’s home state courts.
Provided that:
- The Customer provides LuxAI with notice of such legal restrictions in writing; and
- The dispute remains contractually limited and within the liability limits of the EULA.
Appendix B – ADDENDUM FOR CONSUMERS
1. The following terms apply only where the Customer is entering into this EULA as a consumer, i.e., an individual acting for purposes outside their trade, business, craft, or profession, pursuant to applicable consumer protection laws, as amended or replaced from time to time. These terms override other provisions of this EULA to the extent required by such laws.
2. By derogation from clause 9.2, LuxAI reserves the right to modify these consumer-specific terms at any time with prior reasonable notice, for the purposes outlined in clause 6.5. Any other amendments shall be subject to 14 calendar days’ prior notice, and shall be deemed accepted unless the Customer objects within that period.
3. Clause 9.6 (Governing Law and Dispute Resolution) is without prejudice to any non-waivable rights or jurisdiction granted under applicable mandatory consumer protection laws and to the competent courts under such laws.
4. For EU Customers: If you are a consumer located in the European Union, you acknowledge the existence of the European Commission’s Online Dispute Resolution (ODR) platform, available at https://ec.europa.eu/consumers/odr. LuxAI does not undertake to participate in the ODR process but acknowledges that consumers may have access to such mechanisms under applicable law.
5. For Customers outside of the U.S., U.K., and EU: LuxAI does not actively market or direct its products or services to consumers outside of the United States, United Kingdom, or European Union. If you are a consumer located in another jurisdiction, you purchase on your own initiative and agree that this Agreement is governed by the laws of the Grand Duchy of Luxembourg and the jurisdiction specified in clause 9.6, subject to any non-waivable rights or jurisdiction granted under applicable mandatory consumer protection laws, as acknowledged in clause 11.3.