Master Subscription Agreement

This Master Subscription Agreement ("Agreement") is entered into by and between Lleverage B.V., a company incorporated in the Netherlands with offices at Parnassusweg 126, 1076AT Amsterdam ("Lleverage") and the customer identified in the Order Confirmation that references this Agreement ("Customer"). By signing this Agreement, Customer agrees to the terms and conditions set forth herein and in the documents referenced below. This Agreement, together with the Order Confirmation, forms a binding contract between Lleverage and Customer.

1. Definitions

  • "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity.

  • "User" means an individual authorized by Customer to access and use the Services under Customer’s account.

  • "Customer Data" means any electronic data, content, or information that the Customer submits to the Services.

  • "Order Confirmation" refers to the document provided by Lleverage, specifying the Services purchased, pricing, and any specific terms related to the Customer’s subscription.

  • "Services" refers to the AI development platform, APIs, and related services provided by Lleverage, as described in the Terms of Service.

2. Terms of Service and Policies

This Agreement incorporates by reference the Lleverage Terms of Service, Privacy Policy, Data Processing Addendum, Service Level Agreement, Acceptable Use Policy, and Responsible AI Policy, all of which are available at https://legal.lleverage.ai/. Customer agrees to comply with all such policies as part of this Agreement. These documents govern Customer’s use of the Services and set forth the rights and obligations of both parties.

3. Provision of Services

Lleverage will provide the Services to Customer in accordance with the terms set forth in this Agreement and the Order Confirmation. Lleverage will use commercially reasonable efforts to make the Services available as described in the Service Level Agreement. The scope, features, and functionality of the Services are detailed in the Order Confirmation and the applicable terms found at https://legal.lleverage.ai/.

4. Fees and Payment

Customer agrees to pay all fees specified in the Order Confirmation. Payment terms, including due dates and methods of payment, are provided in the Order Confirmation. All fees are non-refundable, except as explicitly stated in the Terms of Service or other applicable policies. Customer is responsible for any taxes applicable to the Services, excluding taxes based on Lleverage's net income.

5. Data Protection and Security

Lleverage will process Customer Data in compliance with the Data Processing Addendum and applicable data protection laws. Lleverage will implement and maintain appropriate technical and organizational measures to protect the security, confidentiality, and integrity of Customer Data, as detailed in the Data Protection Policy. Further information on data protection and security measures is available at https://legal.lleverage.ai/.

6. Customer Responsibilities

Customer is responsible for ensuring that its use of the Services complies with all applicable laws and regulations, as well as the Lleverage Acceptable Use Policy and Responsible AI Policy. Customer is also responsible for maintaining the confidentiality of its account credentials and for all activities that occur under its account.

7. Term and Termination

This Agreement commences on the Effective Date and will continue until terminated as specified in the Order Confirmation. Either party may terminate this Agreement for cause if the other party materially breaches any term of this Agreement and fails to cure the breach within thirty (30) days of receiving written notice. Upon termination, Customer's right to access the Services will cease, and any outstanding fees will become immediately due.

8. Limitation of Liability

The limitation of liability for each party is governed by the terms set forth in the Terms of Service. In no event shall either party's aggregate liability exceed the amounts paid by Customer to Lleverage in the twelve (12) months preceding the event giving rise to the liability.

9. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the Netherlands. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts located in Amsterdam, Netherlands.

10. Miscellaneous

This Agreement, including the documents referenced herein, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior agreements, whether written or oral, relating to such subject matter. Any modifications or amendments to this Agreement must be in writing and signed by both parties.

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