Sales Terms
1. Introduction
These Terms and Conditions (“Terms”) govern the purchase and use of artificial intelligence algorithms and related services (collectively, the “Services”) provided by Spectro AI (“Spectro AI”, “we”, “us”, or “our”). By purchasing or using our Services, the customer (“Customer”, “you”, or “your”) agrees to be bound by these Terms.
2. Grant of Access
Subject to full payment and compliance with these Terms, Spectro AI grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the purchased AI algorithms for internal business purposes only.
3. Ownership and Intellectual Property
All rights, title, and interest in and to the AI algorithms, including all underlying models, code, methodologies, and improvements, remain the exclusive property of Spectro AI. No ownership rights are transferred to the Customer.
4. Restrictions on Use
The Customer shall not, directly or indirectly:
Copy, reproduce, or modify the AI algorithms, except as expressly permitted in writing by Spectro AI
Distribute, resell, lease, license, sublicense, or otherwise make the AI algorithms available to any third party
Reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying structure
Use the AI algorithms to create competing products or services
Remove or alter any proprietary notices or labels
5. Access Rights
The Customer is granted access to the functionality of the AI algorithms, which may be delivered via API, platform, or other controlled interface. Access credentials are confidential and must not be shared.
6. Usage Limits
Spectro AI reserves the right to define and enforce usage limits, including but not limited to API calls, processing volume, or computational resources, as specified in the applicable agreement or pricing plan.
7. Fees and Payment
All fees are specified in the applicable order or agreement. Payments are non-refundable unless otherwise agreed in writing. Failure to pay may result in suspension or termination of access.
8. Confidentiality
The Customer agrees to maintain the confidentiality of all non-public information provided by Spectro AI, including technical, business, and operational information.
9. Data Usage
Unless otherwise agreed, Spectro AI may process input data solely for the purpose of providing the Services. Spectro AI does not claim ownership of Customer data but may use anonymized and aggregated data to improve its Services.
10. Term and Termination
These Terms remain in effect for the duration of the Customer’s use of the Services. Spectro AI may terminate or suspend access immediately if the Customer breaches these Terms.
11. Disclaimer of Warranties
The Services are provided “as is” and “as available” without warranties of any kind, whether express or implied, including fitness for a particular purpose or non-infringement.
12. Limitation of Liability
To the maximum extent permitted by law, Spectro AI shall not be liable for any indirect, incidental, or consequential damages arising from the use of the Services. Total liability shall not exceed the amount paid by the Customer in the preceding 12 months.
13. Indemnification
The Customer agrees to indemnify and hold harmless Spectro AI from any claims arising from misuse of the Services or violation of these Terms.
14. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the Netherlands.
15. Amendments
Spectro AI reserves the right to modify these Terms at any time. Continued use of the Services constitutes acceptance of the updated Terms.
16. Entire Agreement
These Terms constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior agreements.