LOXIA AUTOPILOT ONE - COMMERCIAL LICENSE

Copyright (c) 2025 Loxia AI. All rights reserved.

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                              LICENSE AGREEMENT
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This License Agreement ("Agreement") is a legal agreement between you (either
an individual or a single entity, "Licensee") and Loxia AI ("Licensor") for
the Loxia Autopilot One software product, which includes computer software and
may include associated media, printed materials, and online or electronic
documentation ("Software").

By installing, copying, or otherwise using the Software, you agree to be bound
by the terms of this Agreement. If you do not agree to the terms of this
Agreement, do not install or use the Software.

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                           GRANT OF LICENSE
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Subject to the terms and conditions of this Agreement, AND upon Licensee's
registration and authentication with valid credentials provided by Licensor,
Licensor hereby grants Licensee a non-exclusive, non-transferable, worldwide
license to:

1. INSTALL AND USE the Software ONLY with valid, active authentication
   credentials obtained through registration or subscription with Licensor.

2. USE the Software for the duration of your active subscription or license
   period, as determined by Licensor.

3. MODIFY the Software configuration files and settings for your own use.

4. USE the Software in connection with your own projects, products, or services,
   subject to maintaining an active, valid subscription or license.

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                            RESTRICTIONS
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Licensee shall NOT:

1. USE the Software without valid, active authentication credentials obtained
   through proper registration or subscription with Licensor.

2. SHARE, transfer, or provide access to authentication credentials with any
   third party or unauthorized user.

3. REDISTRIBUTE, sublicense, sell, rent, lease, or lend the Software or any
   portion thereof to any third party, whether in original or modified form.

4. REVERSE ENGINEER, decompile, disassemble, deobfuscate, or otherwise attempt
   to derive the source code of the Software.

5. REMOVE, alter, or obscure any proprietary notices, labels, or marks on or
   in the Software.

6. CIRCUMVENT, bypass, or disable any authentication, licensing, or security
   mechanisms in the Software.

7. CREATE DERIVATIVE WORKS based on the Software, except for modifications
   to configuration files as permitted above.

8. USE the Software to create a competing product or service.

9. DISTRIBUTE the Software as part of a product or service offered for sale
   or as a service (SaaS) without explicit written permission from Licensor.

10. USE the Software in any manner that violates applicable laws or regulations.

11. CONTINUE TO USE the Software after subscription expiration or termination
    without renewing or obtaining a new valid license.

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                          INTELLECTUAL PROPERTY
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The Software is licensed, not sold. Licensor retains all right, title, and
interest in and to the Software, including all intellectual property rights
therein. The Software is protected by copyright laws and international treaty
provisions.

This license does not grant Licensee any rights to trademarks, service marks,
or trade names of Licensor.

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                      DISCLAIMER OF WARRANTY
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THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS
OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR
THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE.

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                      LIMITATION OF LIABILITY
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IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT,
OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES
FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS
INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR
INABILITY TO USE THE SOFTWARE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.

IN ANY CASE, LICENSOR'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS
AGREEMENT SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY LICENSEE FOR THE
SOFTWARE.

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                    REGISTRATION AND AUTHENTICATION
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1. REGISTRATION REQUIRED: Use of the Software requires registration and
   authentication through Licensor's authentication system.

2. VALID CREDENTIALS: Licensee must obtain valid authentication credentials
   through one of the following methods:
   - Active paid subscription
   - Valid license purchase
   - Authorized trial or evaluation access
   - Other methods explicitly approved by Licensor

3. CREDENTIAL SECURITY: Licensee is solely responsible for:
   - Maintaining the confidentiality of authentication credentials
   - All activities that occur under their credentials
   - Immediately notifying Licensor of any unauthorized use

4. NO CREDENTIAL SHARING: Authentication credentials are personal and
   non-transferable. Sharing credentials with others is strictly prohibited
   and may result in immediate termination of the license.

5. SUBSCRIPTION VALIDITY: Access to the Software is conditional upon
   maintaining an active, valid subscription or license. Upon expiration or
   termination of subscription, all rights to use the Software cease
   immediately.

6. VERIFICATION: Licensor reserves the right to verify authentication
   credentials and subscription status at any time. The Software may
   periodically communicate with Licensor's servers for authentication
   verification.

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                          SUPPORT AND UPDATES
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Licensor may, at its sole discretion, provide updates, upgrades, bug fixes,
or technical support for the Software to Licensees with active, valid
subscriptions. Such support, if any, will be provided "as is" without warranty
of any kind.

Licensee is not entitled to any updates or support unless they maintain an
active subscription or have explicitly agreed to support terms in a separate
agreement.

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                            TERMINATION
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This Agreement is effective until terminated. Licensee's rights under this
Agreement will terminate automatically without notice from Licensor upon:

1. SUBSCRIPTION EXPIRATION: Automatic termination upon expiration of the
   subscription period if not renewed.

2. BREACH OF TERMS: Failure to comply with any term(s) of this Agreement,
   including but not limited to:
   - Unauthorized use without valid credentials
   - Sharing or transferring authentication credentials
   - Circumventing authentication or security mechanisms
   - Reverse engineering or deobfuscation attempts
   - Redistribution of the Software

3. CREDENTIAL VIOLATIONS: Any misuse, unauthorized sharing, or security
   breach involving Licensee's authentication credentials.

4. NON-PAYMENT: Failure to maintain payment for subscription-based access.

Upon termination, Licensee must:
- Immediately cease all use of the Software
- Destroy all copies, full or partial, of the Software
- Delete or destroy all authentication credentials
- Certify destruction upon Licensor's request

Termination does not relieve Licensee of payment obligations incurred prior
to termination.

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                     DATA COLLECTION AND PRIVACY
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1. AUTHENTICATION DATA: The Software requires periodic communication with
   Licensor's authentication servers to verify credentials and subscription
   status. This includes:
   - Authentication credentials verification
   - Subscription status checks
   - License validation

2. LOCAL OPERATION: Beyond authentication verification, the Software operates
   locally on Licensee's machine. Licensor does not collect telemetry, usage
   data, or personal information from the Software without explicit consent.

3. DATA SECURITY: Licensor implements reasonable security measures to protect
   authentication data during transmission and storage.

4. USER RESPONSIBILITY: Licensee is responsible for compliance with applicable
   privacy laws when using the Software to process any personal or sensitive
   data.

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                        EXPORT RESTRICTIONS
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Licensee agrees to comply with all applicable export and import laws and
regulations. Licensee shall not export or re-export the Software, directly or
indirectly, to any countries that are subject to export restrictions.

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                           GOVERNING LAW
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This Agreement shall be governed by and construed in accordance with the laws
of the State of Israel, without regard to its conflict of law provisions.

Any disputes arising under or in connection with this Agreement shall be
subject to the exclusive jurisdiction of the competent courts of Tel Aviv-Jaffa,
Israel.

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                            ENTIRE AGREEMENT
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This Agreement constitutes the entire agreement between Licensee and Licensor
concerning the Software and supersedes all prior or contemporaneous oral or
written communications, proposals, and representations with respect to the
Software or any other subject matter covered by this Agreement.

This Agreement may not be modified except by a written amendment signed by an
authorized representative of Licensor.

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                         SEVERABILITY
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If any provision of this Agreement is held to be unenforceable, such provision
shall be reformed only to the extent necessary to make it enforceable, and the
remaining provisions of this Agreement shall remain in full force and effect.

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                          ACKNOWLEDGMENT
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BY INSTALLING OR USING THE SOFTWARE, LICENSEE ACKNOWLEDGES THAT LICENSEE HAS
READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND
CONDITIONS.

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For questions regarding this license, please contact:
Email: legal@loxia.ai
Website: https://loxia.ai

Version 1.0 - January 2025
