# The AI Platform Miniapp SDK Proprietary License Agreement

**Version 1.0**<br>
**Effective Date: July 15, 2026**

This The AI Platform Miniapp SDK Proprietary License Agreement ("Agreement") is a binding agreement between **Zephyr Cloud Inc.** ("Company," "we," "us," or "our") and the individual or legal entity that downloads, installs, accesses, copies, or uses the SDK ("you" or "Licensee").

BY DOWNLOADING, INSTALLING, COPYING, ACCESSING, OR USING THE SDK, YOU ACCEPT THIS AGREEMENT. USE ALONE CONFERS ACCEPTANCE; NO CLICK-THROUGH OR SEPARATELY SIGNED ACCEPTANCE IS REQUIRED. IF YOU ACCEPT THIS AGREEMENT FOR AN ORGANIZATION, YOU REPRESENT THAT YOU HAVE AUTHORITY TO BIND THAT ORGANIZATION. IF YOU ARE NOT LEGALLY CAPABLE OF ACCEPTING THIS AGREEMENT, A PERSON WITH LEGAL AUTHORITY TO ACT FOR YOU MUST ACCEPT IT. IF YOU DO NOT AGREE, DO NOT DOWNLOAD, INSTALL, COPY, ACCESS, OR USE THE SDK.

## 1. Definitions

1.1. **"Authorized Application"** means a software application, miniapp, integration, extension, plugin, workflow, or other software component that:

- is developed using the SDK;
- interoperates with the Platform through interfaces documented and authorized by Company; and
- complies with this Agreement, the Documentation, and all applicable Service Terms and Policies.

An application does not become unauthorized merely because it is distributed outside the Company marketplace.

1.2. **"Company Technology"** means the SDK, Platform, Services, Documentation, Company APIs, protocols, models, agent systems, workflows, interfaces, designs, schemas, software, algorithms, methods, security mechanisms, and other technology or intellectual property supplied or made available by Company. Company Technology excludes Licensee Content and portions of an Authorized Application independently created by Licensee without incorporating Company Technology.

1.3. **"Competitive Platform"** means an SDK, platform, marketplace, agent runtime, model-hosting service, control plane, application-hosting system, or other offering whose primary purpose or effect is to substantially reproduce or substitute for material non-public Company Technology. An Authorized Application does not become a Competitive Platform merely because it provides functionality to its users, charges fees, competes with another application, connects to third-party services or models, or independently interoperates through public, documented interfaces without using non-public Company Technology.

1.4. **"Documentation"** means the technical documentation, API reference, examples, specifications, and integration instructions Company makes available for the SDK.

1.5. **"Licensee Content"** means software, data, prompts, instructions, files, materials, and other content supplied by or on behalf of Licensee or its users. Licensee Content does not include Company Technology.

1.6. **"Object Code"** means machine-readable, bundled, minified, compiled, transpiled, or otherwise non-source form.

1.7. **"Platform"** means The AI Platform and the related systems, applications, APIs, cloud services, marketplaces, runtimes, and infrastructure operated or authorized by Company.

1.8. **"Platform Output"** means content, responses, results, traces, tool calls, messages, evaluations, or other material generated or returned by the Platform or Services. Rights in Platform Output are governed by the applicable Service Terms.

1.9. **"Policies"** means Company's then-current acceptable-use, security, privacy, marketplace, developer, and other policies expressly applicable to the SDK or Platform, including:

- Acceptable Use Policy: https://theaiplatform.app/acceptable-use
- Privacy Notice: https://theaiplatform.app/privacy
- Security and Responsible Disclosure Policy: https://theaiplatform.app/security
- Developer and Marketplace Policy: https://theaiplatform.app/developer-marketplace-policy

1.10. **"Sample Code"** means source code expressly identified by Company as an example, template, starter, or sample intended to be modified by developers.

1.11. **"SDK"** means `@theaiplatform/miniapp-sdk`, including its executable code, type declarations, schemas, build integrations, Documentation included in the package, Sample Code, updates, patches, and related materials supplied by Company. The SDK does not include separately identified third-party components.

1.12. **"Services"** means the Platform and any related hosted or managed services made available by Company.

1.13. **"Service Terms"** means any separate commercial terms, order form, subscription agreement, developer agreement, marketplace agreement, or other terms accepted by Licensee governing access to the Platform or Services.

## 2. Eligibility and accounts

2.1. Any individual or organization may use the SDK if that person or organization is legally capable of accepting and complies with this Agreement. If you use the SDK for an employer, customer, or other organization, you represent that you are authorized to act on its behalf.

2.2. Access to some SDK functionality may require a valid Platform account, subscription, API credential, organization membership, or other authorization.

2.3. You are responsible for:

- protecting your credentials and access tokens;
- activity occurring through your accounts and Authorized Applications;
- configuring appropriate permissions and security controls;
- ensuring that your employees, contractors, users, and agents comply with this Agreement; and
- promptly notifying Company of suspected unauthorized access or credential compromise.

2.4. You may not sell, lease, share, transfer, publish, or otherwise make credentials available to another person except through an expressly supported organizational account or delegation mechanism.

## 3. License grant

3.1. Subject to your continuing compliance with this Agreement and, solely when you use the hosted Platform or Services, any applicable Service Terms, Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license during the Term to:

- download and install reasonable copies of the SDK;
- use the SDK to develop, test, operate, and maintain Authorized Applications;
- use the SDK with the Platform through documented and authorized interfaces;
- allow your employees and contractors to use the SDK solely on your behalf, provided they are bound by obligations at least as protective as this Agreement;
- process the SDK through ordinary build tools, including bundlers, compilers, transpilers, tree-shakers, optimizers, and minifiers, solely to build an Authorized Application; and
- distribute necessary portions of the SDK in Object Code only as an inseparable component of an Authorized Application, whether distributed through the Company marketplace or another lawful channel, subject to Section 3.2.

3.2. You may distribute permitted Object Code only when:

- the Object Code is technically necessary to operate the Authorized Application;
- the SDK is not exposed or offered as a standalone library, service, SDK, or general-purpose component;
- recipients receive no right to extract, reuse, redistribute, or separately access the SDK;
- you preserve applicable copyright, attribution, and proprietary notices;
- your terms with recipients protect Company Technology at least as strongly as this Agreement;
- the Authorized Application uses only documented and authorized Platform interfaces; and
- you remain responsible for the Authorized Application and its use of the SDK.

3.3. Company grants you permission to modify Sample Code solely to create Authorized Applications. You may reproduce and distribute modified Sample Code only as part of an Authorized Application. Company retains ownership of the original Sample Code and Company Technology incorporated into it.

3.4. No license is granted to source code, internal tools, non-public APIs, models, model weights, training data, system prompts, internal schemas, security controls, or other materials not expressly included in the SDK.

3.5. The SDK license does not include access to the Services. Access to the Services is subject to applicable Service Terms, account permissions, fees, usage limits, and Policies.

## 4. Restrictions

Except where expressly permitted by this Agreement or where a restriction is prohibited by applicable law, you must not, and must not enable or assist another person to, perform the conduct described in this Section.

### 4.1. Unauthorized copying and modification

You must not:

- copy the SDK except as reasonably necessary for permitted installation, backup, development, and distribution;
- modify, translate, adapt, or create derivative works of the SDK, except for ordinary build transformations and permitted Sample Code modifications;
- remove, obscure, alter, or bypass copyright, trademark, attribution, license, telemetry, integrity, provenance, or proprietary notices;
- use the SDK in a manner inconsistent with the Documentation; or
- combine the SDK with another license or component in a manner that purports to require disclosure, licensing, or distribution of Company Technology in source form.

### 4.2. Redistribution and commercialization

You must not:

- sell, rent, lease, sublicense, publish, host, assign, transfer, or redistribute the SDK as a standalone product or service;
- expose SDK functionality as a general-purpose API, hosted SDK, service bureau, compatibility layer, or development service;
- include the SDK in another SDK, framework, platform, marketplace, or developer tool except with Company's prior written permission;
- use the SDK to provide unauthorized access to the Platform or Services; or
- enable a third party to avoid fees, account requirements, permissions, usage limits, or contractual restrictions.

These restrictions do not prohibit charging for or commercially distributing an Authorized Application.

### 4.3. Reverse engineering

You must not:

- reverse engineer, decompile, disassemble, decrypt, decode, translate, reconstruct, or otherwise attempt to derive source code from the SDK or Company Technology;
- inspect or manipulate the SDK for the purpose of discovering non-public source code, algorithms, architecture, data structures, protocols, message formats, system prompts, routing logic, tool specifications, security controls, or underlying methods;
- defeat or circumvent obfuscation, minification, encryption, signing, integrity verification, access control, entitlement checks, telemetry, or technical protection measures;
- use dynamic analysis, memory inspection, instrumentation, debugging, interception, emulation, protocol analysis, or similar techniques to discover or reproduce non-public Company Technology; or
- create or distribute a substitute implementation based on information obtained through such activities.

Ordinary debugging of your own Authorized Application through documented SDK interfaces is permitted, provided it is not used to perform prohibited reverse engineering.

### 4.4. Non-public technology extraction, distillation, and training

You must not use the SDK, Platform, Services, Platform Output, or access obtained through them for the purpose of extracting or substantially reproducing non-public Company Technology in a Competitive Platform, including to:

- extract, approximate, infer, recover, reproduce, or discover model weights, parameters, embeddings, representations, architecture, training data, system prompts, hidden instructions, safety policies, routing logic, tool-selection logic, or other non-public model or system characteristics;
- perform model extraction, model stealing, capability extraction, membership inference, prompt extraction, system-prompt extraction, or similar activity;
- conduct repeated, automated, coordinated, adversarial, or high-volume querying designed to map or reproduce Platform behavior or capabilities;
- generate or collect prompt-and-response pairs, traces, evaluations, labels, synthetic data, reward data, preference data, or other corpora for training, fine-tuning, distilling, calibrating, reinforcing, evaluating, or improving a Competitive Platform;
- train, fine-tune, distill, calibrate, reinforce, benchmark, or improve a model or system for the purpose of reproducing, approximating, substituting for, or materially competing with Company Technology or the Services;
- use Platform Output as supervisory data, target data, reward data, preference data, evaluation data, or synthetic training data for a Competitive Platform;
- use multiple accounts, identities, organizations, credentials, proxies, or intermediaries to conceal, distribute, or evade detection of extraction or distillation activity; or
- provide SDK access, Platform Output, traces, or datasets to a third party for any prohibited activity.

This Section does not prohibit:

- using Platform Output as content within an Authorized Application;
- human review or ordinary personal, educational, research, or business use;
- using Platform Output as transient context supplied to another system without extracting or reproducing Company Technology;
- training, evaluating, or operating a model that is not a Competitive Platform, provided the activity is lawful, complies with applicable Service Terms and Policies, and is not used for extraction or circumvention;
- independently implementing lawful interoperability through public, documented interfaces without accessing or using non-public Company Technology;
- conducting good-faith research, public criticism, or truthful commentary that does not substantially reproduce non-public Company Technology; or
- another purpose expressly authorized in the Documentation or by Company in writing.

### 4.5. Substantial reproduction of non-public Company Technology

You must not use non-public Company Technology or non-public information obtained through the SDK to:

- substantially reproduce material non-public Company Technology in a Competitive Platform;
- replicate the SDK's or Platform's material non-public architecture, workflows, interfaces, or underlying capabilities;
- create a substitute host, runtime, control plane, marketplace, or protocol implementation derived from non-public Company Technology; or
- assist another party in doing any of the foregoing.

This restriction does not prohibit building or commercially distributing an ordinary Authorized Application; independently implementing lawful interoperability through public, documented interfaces; conducting good-faith research, public criticism, or truthful commentary; or training, evaluating, improving, or operating a model that is not a Competitive Platform. An application does not violate this Section merely because it provides functionality similar to another application or competes with one.

### 4.6. Public benchmarks and commentary

You may publish benchmarks, reviews, criticism, comparisons, and other truthful commentary based on ordinary authorized use without Company's prior permission.

Published material must:

- accurately identify the SDK and version tested;
- describe material methodology and limitations;
- avoid false, deceptive, or misleading claims;
- not disclose Company Confidential Information;
- not imply Company sponsorship, certification, or endorsement; and
- not result from prohibited extraction, distillation, circumvention, or unauthorized access.

Public availability of a benchmark or observation does not grant rights to non-public Company Technology.

### 4.7. Scraping and automated collection

You must not crawl, scrape, harvest, index, archive, bulk-download, systematically collect, or create a database from the SDK, non-public Documentation, Platform Output, Platform metadata, other users' content, or Platform behavior or responses, except through an interface expressly documented and authorized for that purpose or as part of a use expressly permitted by Section 4.4.

### 4.8. Security and service integrity

You must not:

- bypass rate limits, quotas, permissions, consent requirements, entitlements, isolation boundaries, or safety measures;
- probe, scan, test, or attack the vulnerability of the SDK, Platform, or Services except as permitted by Section 5;
- interfere with, overload, disrupt, damage, or degrade the Platform or Services;
- introduce malware, destructive code, unauthorized surveillance, credential harvesting, or deceptive functionality;
- gain or attempt to gain unauthorized access to accounts, systems, data, or content;
- conceal the identity, origin, or purpose of requests;
- falsify integrity, provenance, identity, authorization, or deployment information; or
- use the SDK in violation of applicable law or the Policies.

## 5. Legal interoperability and security research

5.1. Nothing in this Agreement restricts a non-waivable right under applicable law to reverse engineer or otherwise inspect a portion of the SDK solely to achieve lawful interoperability. To the extent any other provision conflicts with such a mandatory right, this Section 5.1 controls. You may exercise that right only to the minimum extent authorized by law and, only if legally permitted and reasonably practicable, after requesting the necessary interoperability information from Company.

Subject to those mandatory rights, information obtained through such activity may be used only for lawful interoperability, may not be used to substantially reproduce non-public Company Technology in a Competitive Platform, and may not be disclosed except where required by law.

5.2. Company will not treat good-faith security research as a violation of Sections 4.3 or 4.8 when it is conducted strictly in accordance with Company's published Security and Responsible Disclosure Policy.

5.3. Security research does not authorize:

- accessing another person's account or data;
- retaining, using, or disclosing personal, confidential, or proprietary information;
- disrupting production systems;
- degrading service availability;
- extortion or threats;
- public disclosure before Company has had a reasonable opportunity to remediate the issue; or
- model extraction, distillation, or competitive-platform development.

## 6. Ownership and reservation of rights

6.1. Company and its licensors retain all right, title, and interest in and to Company Technology, including all intellectual-property and proprietary rights.

6.2. No ownership interest in Company Technology transfers to you. All rights not expressly granted are reserved.

6.3. As between you and Company, you retain ownership of the original portions of your Authorized Applications and Licensee Content, excluding Company Technology and subject to applicable Service Terms.

6.4. Processing, bundling, minifying, adapting, or incorporating Company Technology into an Authorized Application does not transfer ownership of Company Technology.

6.5. This Agreement does not determine ownership of Platform Output. Platform Output is governed by applicable Service Terms.

6.6. If you voluntarily provide suggestions, ideas, corrections, or other feedback, you grant Company a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to use and exploit that feedback without restriction or compensation. This does not grant Company rights in an Authorized Application or Licensee Content merely because it is included incidentally in feedback.

## 7. Trademarks

7.1. This Agreement does not grant a license to use Company's names, logos, service marks, product names, trade dress, or other brand features.

7.2. You may make truthful, nominative statements that an Authorized Application is "built for" or "compatible with" The AI Platform if you comply with Company's branding guidelines and do not imply sponsorship, certification, endorsement, or partnership.

7.3. You must not register or use a domain, package name, application name, social-media identifier, trademark, or branding confusingly similar to Company branding.

## 8. Third-party components

8.1. The SDK may contain third-party or open-source components governed by separate licenses identified in the SDK or a `THIRD_PARTY_NOTICES` file.

8.2. A third-party license controls solely with respect to the component it covers and only to the extent it grants rights that cannot be limited by this Agreement.

8.3. Company does not grant rights to third-party products, services, content, or software beyond rights provided by their respective owners.

8.4. You are responsible for complying with licenses applicable to dependencies selected for your Authorized Application.

## 9. Updates, compatibility, and changes

9.1. Company may provide updates, patches, replacements, or new versions of the SDK but has no obligation to do so.

9.2. Company may change or discontinue SDK features, exports, APIs, schemas, Platform capabilities, or compatibility requirements.

9.3. Company does not guarantee backward compatibility, uninterrupted availability, a particular release cadence, or continued support for a version.

9.4. You are responsible for testing SDK updates and Authorized Applications before deployment and maintaining compatibility with supported versions.

9.5. An update may be governed by an updated license included with that update. Updated license terms apply prospectively when you accept them or install or use a version supplied under them. Changes do not retroactively alter the license applicable to a previously downloaded version, although continued access to hosted Services remains subject to then-current Service Terms.

## 10. Marketplace and public-facing curation

10.1. The SDK license permits compliant distribution outside the Company marketplace. It does not entitle you to marketplace listing, promotion, indexing, discovery, ranking, hosting, distribution, certification, support, or continued Platform access.

10.2. Submission of an application, integration, listing, page, profile, review, comment, asset, or other public-facing material does not guarantee publication, listing, approval, ranking, availability, or continued distribution.

10.3. To the maximum extent permitted by law, Company may curate, review, approve, refuse, rank, re-rank, restrict, suppress, suspend, delist, remove, or discontinue any marketplace item or other public-facing material at any time, with or without cause, notice, opportunity to cure, appeal, or explanation.

10.4. Company may establish, amend, waive, or enforce marketplace criteria and curation policies in its discretion, subject to applicable law. A waiver in one case does not require a waiver in another case.

10.5. A listing, review, technical scan, compatibility result, badge, or other marketplace action does not constitute:

- endorsement;
- sponsorship;
- partnership;
- certification of legal compliance;
- certification of security, safety, quality, accuracy, or fitness;
- a representation that an application will remain available; or
- acceptance of responsibility for the application or its conduct.

10.6. You are solely responsible for:

- your Authorized Application and all related content, behavior, claims, data practices, and transactions;
- compliance with all applicable laws, regulations, licenses, sanctions, consumer-protection rules, accessibility requirements, privacy obligations, and industry requirements;
- obtaining all rights, permissions, notices, and consents;
- providing your own user terms, privacy disclosures, support, refunds, and remedies where required;
- monitoring and moderating your application;
- responding to legal claims, governmental requests, and user complaints; and
- ensuring that your application does not violate third-party rights.

10.7. Company is not responsible or liable for an application merely because it is submitted, reviewed, listed, ranked, distributed, installed, or accessed through the Platform or marketplace.

10.8. You must not represent that Company approved the legality, security, accuracy, quality, or suitability of your Authorized Application.

10.9. Company may provide optional notice, reasons, cure periods, or appeal processes in the Developer and Marketplace Policy. Doing so does not create an obligation to provide them in every case unless non-waivable law requires it.

## 11. Preview and beta features

11.1. Alpha, beta, preview, experimental, canary, evaluation, or prerelease features are provided for testing and evaluation.

11.2. Such features may be incomplete, unstable, insecure, changed without notice, or discontinued at any time and should not be used for production or safety-critical workloads unless Company expressly authorizes that use.

11.3. Company may impose additional terms, confidentiality obligations, usage limits, or access restrictions on prerelease features.

## 12. Data, privacy, and telemetry

12.1. The SDK may transmit operational information necessary to authenticate, authorize, secure, operate, diagnose, and improve the Platform, as described in the Documentation and Privacy Notice.

12.2. You are responsible for:

- providing legally required notices to users;
- obtaining legally required permissions and consents;
- limiting data collection to what is necessary;
- configuring appropriate retention and access controls;
- protecting credentials and sensitive data; and
- ensuring Licensee Content may lawfully be submitted to the Platform.

12.3. You must not submit regulated, restricted, confidential, personal, or sensitive data unless applicable Service Terms and Documentation expressly support that data and you have implemented required safeguards.

12.4. You must not disable or manipulate security-critical telemetry, audit events, integrity checks, or abuse-prevention measures.

## 13. Confidentiality

13.1. The publicly distributed SDK is not confidential merely because its source code is unavailable.

13.2. Non-public Documentation, prerelease materials, credentials, security information, internal specifications, private communications, and information identified as confidential or reasonably understood to be confidential are Company's Confidential Information.

13.3. You may use Company Confidential Information only as necessary to exercise rights granted under this Agreement. You must protect it using at least reasonable care and disclose it only to personnel and contractors with a need to know who are bound by protective obligations.

13.4. Confidentiality obligations do not apply to information you can demonstrate:

- became public without your breach;
- was lawfully known to you without restriction;
- was lawfully obtained from another source without confidentiality obligations; or
- was independently developed without use of Company Confidential Information.

13.5. If legally compelled to disclose Company Confidential Information, you must, where legally permitted, provide prompt notice and reasonable assistance to limit the disclosure.

## 14. Support and service availability

14.1. Company has no obligation to provide support, maintenance, training, professional services, uptime commitments, or service-level commitments unless stated in a separate written agreement.

14.2. Documentation, examples, community responses, issue comments, and informal assistance are informational and do not create warranties or support obligations.

14.3. Company may suspend or restrict access when it considers suspension appropriate to prevent security, legal, safety, reputational, or operational harm; investigate suspected violations; comply with law; curate the Platform or marketplace; protect Company, users, or third parties; or enforce this Agreement, Service Terms, or Policies.

## 15. Fees and taxes

15.1. Company charges no license fee for the SDK. Accordingly, there are no SDK license fees to refund. Use of the hosted Platform or Services may require payment, and any charges, refunds, or billing terms for them are governed exclusively by applicable Service Terms.

15.2. You are responsible for applicable taxes, duties, assessments, and charges arising from use of the SDK or Services, excluding taxes based on Company's net income.

## 16. Term and termination

16.1. This Agreement begins when you first download, install, access, copy, or use the SDK and continues until terminated.

16.2. You may terminate this Agreement by ceasing all use of the SDK and deleting all copies under your control.

16.3. To the maximum extent permitted by law, Company may terminate this Agreement or an SDK license as to an individual Licensee, or require removal of that Licensee's public-facing material, at any time, with or without cause, notice, opportunity to cure, explanation, or liability, including for breach, enforcement, or marketplace-curation decisions. Suspension or termination of hosted Platform or Services access is governed by applicable Service Terms.

16.4. Without limiting Section 16.3, Company may act immediately if:

- you breach this Agreement;
- you violate Sections 4 or 5;
- your use creates or may create a security, legal, safety, reputational, or operational risk;
- Company believes an application or public-facing item is inconsistent with its marketplace standards or Policies;
- Company is required or requested to act by law or a governmental authority; or
- your Platform account or applicable Service Terms are terminated.

16.5. Upon termination, you must:

- stop using the SDK;
- stop developing, publishing, or distributing Authorized Applications containing the SDK;
- remove affected applications and public-facing materials when Company requires;
- delete SDK copies under your control, except one archival copy retained solely where legally required;
- revoke related credentials and access; and
- upon reasonable request, certify compliance.

16.6. Company has no liability for termination, suspension, refusal, ranking, re-ranking, restriction, suppression, delisting, removal, loss of distribution, lost revenue, lost users, or other marketplace or public-facing curation decisions.

16.7. Termination does not eliminate obligations or liabilities arising before termination.

16.8. Sections concerning restrictions, ownership, confidentiality, disclaimers, liability, indemnification, disputes, and miscellaneous provisions survive termination, together with provisions that by their nature should survive.

16.9. If Company generally winds down the SDK, then, to the extent reasonably within Company's control, Company will publish a final archival version, deprecate the npm package with a clear notice and available migration guidance, keep established published versions available and licensed under the terms applicable to those versions, and avoid requesting unpublication of an established version except when reasonably necessary to address a legal or security requirement. Company may transfer package stewardship to a trusted successor. This Section does not require continued maintenance, support, updates, compatibility, or availability of the hosted Platform or Services.

## 17. Compliance verification

17.1. Company may use reasonable technical measures to detect abuse, unauthorized access, extraction, distillation, circumvention, and violations of this Agreement, subject to applicable law and the Privacy Notice.

17.2. If Company reasonably suspects a material violation, Company may request information reasonably necessary to verify compliance. You agree to cooperate in good faith.

17.3. This Section does not authorize Company to access private source code or systems without permission, except where separately authorized by law, contract, or a supported Platform capability.

## 18. Licensee warranties

You represent and warrant that:

- you have authority to enter into this Agreement;
- your Authorized Applications, Licensee Content, and use of the SDK comply with applicable law;
- you possess all rights and permissions needed for Licensee Content;
- your Authorized Applications will not misrepresent their identity, capabilities, permissions, security, or relationship with Company;
- you will provide appropriate notices and safeguards to users;
- you are solely responsible for determining whether your application may lawfully be offered in each applicable jurisdiction; and
- you will not use the SDK for unlawful, deceptive, infringing, harmful, or unauthorized purposes.

## 19. Disclaimer of warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SDK, DOCUMENTATION, SAMPLE CODE, AND RELATED MATERIALS PROVIDED UNDER THIS AGREEMENT ARE PROVIDED **"AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS." USE IS AT YOUR SOLE RISK.**

COMPANY AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, RELIABILITY, SECURITY, AVAILABILITY, QUIET ENJOYMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE.

COMPANY DOES NOT WARRANT THAT THE SDK, DOCUMENTATION, OR ANY AUTHORIZED APPLICATION WILL BE ERROR-FREE, SECURE, LEGAL IN A PARTICULAR JURISDICTION, UNINTERRUPTED, COMPATIBLE, OR SUITABLE FOR PRODUCTION OR A PARTICULAR USE.

COMPANY DOES NOT WARRANT, APPROVE, ENDORSE, OR ASSUME RESPONSIBILITY FOR THIRD-PARTY APPLICATIONS, CONTENT, SERVICES, CLAIMS, DATA PRACTICES, TRANSACTIONS, OR LEGAL COMPLIANCE.

THIS AGREEMENT DOES NOT CATEGORICALLY PROHIBIT MEDICAL, LEGAL, FINANCIAL, EMPLOYMENT, CREDIT, INSURANCE, SAFETY-CRITICAL, EMERGENCY, OR OTHER HIGH-IMPACT OR REGULATED USES. ANY SUCH USE IS AT LICENSEE'S SOLE RISK AND REMAINS SUBJECT TO APPLICABLE LAW, SERVICE TERMS, AND POLICIES. THE SDK IS NOT DESIGNED OR WARRANTED AS THE SOLE BASIS FOR SUCH DECISIONS.

THE HOSTED PLATFORM, SERVICES, MARKETPLACE, AND PLATFORM OUTPUT ARE GOVERNED BY APPLICABLE SERVICE TERMS, INCLUDING THEIR WARRANTIES AND DISCLAIMERS.

## 20. Exclusion and limitation of liability

20.1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY AND ITS AFFILIATES, LICENSORS, SUPPLIERS, OFFICERS, EMPLOYEES, AND AGENTS HAVE **NO LIABILITY** ARISING OUT OF OR RELATING TO THE SDK, DOCUMENTATION, OR THIS AGREEMENT'S LICENSING OR DISTRIBUTION OF THE SDK.

20.2. WITHOUT LIMITING SECTION 20.1, FOR MATTERS WITHIN ITS SCOPE, COMPANY IS NOT LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR RELIANCE DAMAGES; LOST PROFITS, REVENUE, BUSINESS, USERS, OPPORTUNITY, GOODWILL, OR ANTICIPATED SAVINGS; LOSS, CORRUPTION, OR UNAVAILABILITY OF DATA; BUSINESS INTERRUPTION; COST OF SUBSTITUTE PRODUCTS OR SERVICES; THIRD-PARTY CLAIMS; UNLAWFUL OR HARMFUL APPLICATIONS; SECURITY INCIDENTS; OR UNAUTHORIZED ACCESS.

20.3. COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SDK, DOCUMENTATION, OR THIS AGREEMENT'S LICENSING OR DISTRIBUTION OF THE SDK IS **US$0.00**. IF APPLICABLE LAW DOES NOT PERMIT COMPLETE EXCLUSION OR A ZERO-DOLLAR LIMIT, COMPANY'S LIABILITY IS LIMITED TO THE LOWEST AMOUNT THAT APPLICABLE LAW PERMITS.

20.4. These exclusions and limitations apply regardless of the form or theory of liability, even if Company was advised that damages were possible, and even if a remedy fails of its essential purpose.

20.5. Nothing in this Agreement excludes or limits liability only to the extent such liability cannot lawfully be excluded or limited.

20.6. Liability arising from or relating to the hosted Platform, Services, marketplace, or Platform Output is governed exclusively by applicable Service Terms.

## 21. Indemnification

You will defend, indemnify, and hold harmless Company and its affiliates, licensors, officers, directors, employees, agents, successors, and assigns from third-party claims, proceedings, damages, judgments, settlements, penalties, costs, and reasonable legal fees arising from or relating to:

- your Authorized Applications or Licensee Content;
- your or your users' use of the SDK, Platform, or Services;
- your breach of this Agreement, Service Terms, or Policies;
- your violation of law or third-party rights;
- allegations that your Authorized Application or Licensee Content infringes, misappropriates, or violates third-party rights;
- your collection, processing, storage, disclosure, or transfer of data;
- unlawful, harmful, deceptive, or unauthorized conduct by your application or users; or
- your representations, warranties, commitments, transactions, or services to users.

Company will provide reasonably prompt notice and reasonable cooperation. You may control the defense, but you may not settle a claim in a manner that admits wrongdoing by Company, imposes obligations on Company, or fails to provide Company a complete release without Company's written consent.

## 22. Export controls and sanctions

You must comply with applicable export-control, sanctions, import, and trade laws.

You may not export, re-export, transfer, provide, or make the SDK or Services available to a prohibited country, territory, person, or entity; for a prohibited end use; in violation of U.S. or other applicable sanctions; or without required governmental authorization.

You represent that you are not subject to sanctions or located in a prohibited jurisdiction.

## 23. Government users

The SDK and Documentation are commercial computer software and commercial computer software documentation. Government users receive only rights expressly granted under this Agreement and mandatory rights under applicable procurement law.

## 24. Equitable relief

You acknowledge that unauthorized use, disclosure, reverse engineering, extraction, distillation, or distribution of Company Technology may cause irreparable harm for which monetary damages may be inadequate.

Company may seek injunctive or equitable relief without posting a bond, in addition to other available remedies.

## 25. Governing law and venue

This Agreement is governed by the laws of the **State of Delaware**, excluding its conflict-of-law rules.

The state and federal courts located in the State of Delaware have exclusive jurisdiction over disputes arising from or relating to this Agreement, and each party consents to personal jurisdiction and venue there.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

This Agreement does not require arbitration and does not include a contractual class-action waiver.

## 26. Notices

Legal notices to Company must be sent to:

**Zephyr Cloud Inc.**<br>
1201 W Peachtree St NW Ste 2625<br>
PMB 308683<br>
Atlanta, Georgia 30309-3499<br>
United States<br>
Email: **legal@theaiplatform.app**

Company may send notices to the email associated with your account or through the Platform. Electronic notices satisfy written-notice requirements where permitted by law.

## 27. Assignment

You may not assign or transfer this Agreement or SDK rights without Company's prior written consent.

Company may assign this Agreement to an affiliate or in connection with a merger, reorganization, financing, acquisition, or sale of all or substantially all relevant assets.

An unauthorized assignment is void.

## 28. Miscellaneous

28.1. **Entire agreement.** This Agreement, applicable Service Terms, applicable Policies, and signed order forms constitute the complete agreement concerning the SDK and any related use of the hosted Platform or Services.

28.2. **Order of precedence and scope.** If terms conflict:

1. a mutually signed written agreement or order form that expressly identifies the conflicting provision controls;
2. this Agreement controls SDK licensing, permitted distribution, restrictions, warranty disclaimers, liability limitations, termination of the SDK license, and disputes concerning those matters;
3. applicable Service Terms control access to and use of the hosted Platform and Services, including accounts, fees, refunds, billing, hosted data processing, service levels, hosted-service suspension or termination, and liability for the hosted Platform and Services;
4. applicable Policies control within their stated scope; and
5. Documentation controls technical use where it does not conflict with the foregoing.

A Service Term does not modify this Agreement's SDK terms unless it expressly states that intent and identifies the provision being modified. This Agreement does not override applicable Service Terms for the hosted Platform or Services.

28.3. **Prospective policy changes.** Company may update Policies prospectively. Updated Policies apply as provided in applicable Service Terms and as permitted by law. Company will provide notice where law requires it.

28.4. **No waiver.** Failure to enforce a provision is not a waiver.

28.5. **Severability.** If a provision is unenforceable, it will be enforced to the maximum lawful extent and remaining provisions will continue.

28.6. **No partnership.** This Agreement does not create employment, agency, partnership, joint venture, franchise, fiduciary, or exclusive relationships.

28.7. **No third-party beneficiaries.** No person other than the parties has rights under this Agreement.

28.8. **Force majeure.** Company is not liable for delay or failure caused by circumstances beyond its reasonable control.

28.9. **Interpretation.** "Including" means "including without limitation." Headings are for convenience and do not affect interpretation.

28.10. **Language.** The English version controls unless applicable law requires otherwise.

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