This Cortex-IP-EULA constitutes a legally binding agreement between you and Cortex AG, located in Isernhagen, Germany, and its subsidiaries or affiliated companies involved in providing the service (collectively Cortex AG and CortexCloud), supplementing the terms of use (the Terms) provided. If you are an individual, you represent and warrant that you have the right to accept the terms. If you enter into the terms on behalf of a legal entity, you represent and warrant that you are authorized to bind that entity and agree that the entity assumes full responsibility for compliance with the terms by its employees, contractors, agents, customers, and any other third parties to whom the service is granted or made available by or on behalf of the entity (collectively, your "Users"). If you (i) enter into the terms on behalf of an entity and are not authorized to bind that entity, or (ii) do not agree to and comply with the terms in their entirety, then you are not permitted to access or use the service. Your permission to use Cortex-IP depends on your continuous and uninterrupted compliance with the Cortex-IP-EULA. Cortex-IP refers to the software provided by Cortex AG and CortexCloud through the website cortex-ag.com or the Cortex AG and CortexCloud API. You acknowledge and agree that your access to or use of Cortex-IP indicates your consent to the Cortex-IP-EULA.
2.1. Cortex AG and CortexCloud grant you a personal, worldwide, non-transferable, and non-exclusive license to use Cortex-IP as provided to you by Cortex AG and CortexCloud. This license is solely to enable you to use Cortex-IP in the manner permitted by the Terms and this Cortex-IP-EULA.
2.2. You are not permitted, by yourself or through third parties:
2.3. Unless expressly and separately authorized by Cortex AG and CortexCloud, you may not assign (or grant a sublicense of) your rights to use the service, grant a security interest in or over your rights to use Cortex-IP, or otherwise transfer any part of your rights to use Cortex-IP.
2.4. Individual components of Cortex-IP constitute open-source software released under open-source licenses, which represent separate written agreements. Nothing in this Cortex-IP-EULA shall limit, restrict, or otherwise affect your rights or obligations or conditions imposed on you under the applicable open-source licenses for the open-source code included in Cortex-IP. Cortex-IP may include other software programs or be bundled with them, which are licensed under different terms and/or licensed by a third party other than Cortex AG or CortexCloud. The use of software programs subject to separate license agreements is subject to those separate license agreements.
2.5. SPECIFIC LICENSE TERMS FOR CORTEX-IP VERSIONS
Environment / IT Infrastructure: Individual workstations Target Audience: Individual users (departmental users, developers, anyone)
Vision:
students should start using it to build their own solutions
Users: two designated users: admin and user
Usage of our open source applications ✓
High-level API (REST) ✓
Uniplex ✓
Use of open-source tools ✓
Standard query language (SQL, GQL, ...) ✓
Integration with Low Code / No Code tools ✓
Data integration: Implex, Autoimport ✓
Version: 6.1.0 November 14, 2023
3.1. NOTHING IN THESE TERMS, INCLUDING SECTIONS 3 AND 4, EXCLUDES OR LIMITS Cortex AG's AND CortexCloud's WARRANTY OR LIABILITY FOR LOSSES THAT MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW.
3.2. YOU EXPRESSLY UNDERSTAND AND AGREE THAT, UNLESS OTHERWISE EXPRESSLY STATED IN THESE TERMS OR OTHER WRITTEN AGREEMENTS, YOUR USE OF THE SOFTWARE IS AT YOUR SOLE RISK AND THAT THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE."
3.3. Cortex AG and CortexCloud, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SOFTWARE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT OF THIRD-PARTY RIGHTS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, Cortex AG and CortexCloud, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT: (A) YOUR USE OF THE SOFTWARE WILL MEET YOUR REQUIREMENTS; (B) YOUR USE OF THE SOFTWARE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR FREE FROM ERROR; AND (C) ANY DATA PROVIDED THROUGH THE SOFTWARE IS ACCURATE.
4.1. SUBJECT TO SECTION 3.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT Cortex AG and CortexCloud, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH: (A) THE USE OR THE INABILITY TO USE THE SOFTWARE; (B) ANY ACTION TAKEN IN CONNECTION WITH THE USE OF THE SOFTWARE; (C) THE VIOLATION OF ANY APPLICABLE LAWS, RULES, OR REGULATIONS IN CONNECTION WITH THE SOFTWARE BY YOU OR YOUR USERS; (D) THE CONTENT OF THE APPLICATION BY YOU OR YOUR USERS; OR (E) A DISPUTE BETWEEN YOU AND ANY OF YOUR USERS. IN SUCH CASE, Cortex AG and CortexCloud WILL NOTIFY YOU IN WRITING OF SUCH CLAIMS, SUITS, OR ACTIONS. 4.2. THE LIABILITY LIMITATIONS OF Cortex AG AND CortexCloud TOWARDS YOU IN PARAGRAPH 4.1 ABOVE APPLY REGARDLESS OF WHETHER Cortex AG AND CortexCloud HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR SHOULD HAVE BEEN AWARE THAT SUCH LOSSES COULD OCCUR.
4.3. SUBJECT TO THE ABOVE SECTION 3.1, YOU EXPRESSLY AGREE THAT THE CUMULATIVE LIABILITY OF Cortex AG AND CortexCloud, ITS SUBSIDIARIES, OFFICERS, AGENCIES, EMPLOYEES, ADVERTISERS, LICENSORS, SUPPLIERS, OR PARTNERS (COLLECTIVELY "Cortex AG AND CortexCloud AND ITS PARTNERS") FOR ALL LOSSES, CLAIMS, SUITS, CONTROVERSIES, INJURIES, OR DAMAGES FOR ANY CAUSE ARISING IN CONNECTION WITH THE TERMS OR THE SERVICE (INCLUDING SUBSCRIBED SUBSCRIPTION SERVICES), REGARDLESS OF THE FORM OF ACTION OR LEGAL THEORY, AND REGARDLESS OF WHETHER ARISING IN CONTRACT OR OUT OF CONTRACT, SHALL NOT EXCEED THE LOWER OF (A) THE FEES PAID BY YOU TO Cortex AG AND CortexCloud FOR THE CAUSING SOFTWARE FOR THE TWELVE (12) MONTHS PRIOR TO THE OCCURRENCE OF THE DAMAGE-CAUSING EVENT AND (B) FIVE THOUSAND US DOLLARS ($5,000).
4.4 The above exclusions and limitations do not apply to claims related to death or personal injury caused by the negligence of the licensor or its employees, representatives, or contractors. In jurisdictions that do not allow the exclusion or limitation of damages, including but not limited to damages for breach of implied warranties regarding title or quiet enjoyment of the software acquired under this agreement or for fraudulent misrepresentation, the liability of the licensor is limited or excluded to the fullest extent permitted within those jurisdictions.
5.1. You agree to defend, indemnify, and hold harmless Cortex AG and CortexCloud and its affiliates from and against any claims, suits, damages, judgments, losses (actual and consequential), liabilities, costs, and expenses (including reasonable attorney fees) of any nature arising out of or in connection with a claim by a third party or related to,
(a) your or your users' violation of the Terms or this Cortex-IP-EULA; (b) the use of software by you or your users; (c) the violation of applicable laws, rules, or regulations in connection with the software by you or your users; (d) the content of the application by you or your users; or (e) a dispute between you and any of your users. In such a case, Cortex AG and CortexCloud will notify you in writing of such claims, suits, or actions.
6.1. The terms and your relationship with Cortex AG and CortexCloud under the terms are governed by the laws of the Federal Republic of Germany, without regard to conflict of laws principles. You and Cortex AG and CortexCloud agree to submit to the exclusive jurisdiction of the courts in the city of Hannover to resolve any legal matter arising from the terms. Notwithstanding this, you agree that Cortex AG and CortexCloud may seek injunctive relief in any jurisdiction.
6.2. Should any provision of the terms conflict with the law or public policy as determined by a competent court, that provision shall have no effect or force; however, the remaining provisions shall remain in full force and effect. The parties shall meet and consult in good faith regarding provisions that violate the law or public policy to agree on a replacement provision.