License Information

CONTAINMENT.AI END USER LICENSE AGREEMENT
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This License Agreement (the "License") is entered into between you ("you" or "your") and CONTAINMENT.AI LLC a Delaware corporation ("us", "we" or "our",) WHICH owns certain AI cybersecurity solutions advertised under various brand names, including Overwatch (the " Software") which are subject to the terms and conditions of this License.

The terms “you” or “your” in this License mean you, as the Software user ("Named User").  The terms "you" and "your" collectively include both you and the entity on behalf of which you are accepting the License, as the entity on behalf of which you are using the Software has seen and consented to this License as a condition of its installation and use of the Software. Any reference to “we”, “us”, or “our” means CONTAINMENT.AI LLC, a Delaware Corporation, the company that owns the Software.

Your use of the Software is subject to certain terms and constraints which apply to you individually as well as the entity on behalf of which you are using the Software.

We will license you access to the Software only under the terms and conditions in this License Agreement. By your use of the Software, you expressly agree to be bound by the terms of this License. If you do not agree to the terms of this License, you are strictly prohibited from accessing and using the Software.

1. Non-Exclusive License Grant. Under the terms of this License, the Software is licensed on a LIMITED, non-exclusive basis and is not sold to you. You receive no title to or ownership of the Software itself. This License grants you the rights to access and use the software after positive identity authentication. This License does not permit any other concurrent use by You.  All rights not expressly granted herein are reserved by us.

2. Restrictions. You may not alter, duplicate, modify, rent, lease, loan, sublicense, create derivative works from or provide others with the Software in whole or part, nor transmit or communicate any of the Software in order to share it with others. These restrictions include prohibitions on use of the Software for service bureau or time-sharing purposes or in any other way allow third parties to exploit the Software. It is your responsibility to determine if your use of the Software is in compliance with applicable laws.

3. Termination. Your license to the Software automatically terminates if you fail to comply with the terms of this License. Upon termination of this License, all licenses granted in Section 1 will terminate and you are required to stop using the Software and delete any copies in your possession or control. The following provisions will survive termination of this License: (i) your obligation to pay for services rendered before termination; (ii) Sections 6 through 12; and (iii) any other provision of this License that must survive termination to fulfill its essential purpose.

4. Export Restrictions. You must use the Software in accordance with export laws and this means that you may not export, ship, transmit or re-export the Software, in whole or in part, nor its Outputs, in violation of any applicable law or regulation including but not limited to applicable export administration regulations issued by the U.S. Department of Commerce or U.S. Department of State.

5. Disclaimer of Warranties. The Software is provided "as is" which means that we are providing no warranty of any kind. WE MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. We do not warrant that the Software will perform without error or that it will run without interruption.

6. Limitation of Liability. IN NO EVENT WILL OUR LIABILITY ARISING OUT OF OR RELATED TO THIS LICENSE EXCEED THE AGGREGATE OF FEES PAYABLE TO US UNDER THIS LICENSE (INCLUDING FEES BOTH PAID AND DUE) AT THE TIME OF THE EVENT GIVING RISE TO THE LIABILITY. IN NO EVENT WILL WE BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIALLLCIDENTAL, OR PUNITIVE DAMAGES. THE LIABILITIES LIMITED BY THIS SECTION 6 APPLY: (A) TO LIABILITY FOR NEGLIGENCE; (B) REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT PRODUCT LIABILITY, OR OTHERWISE; (C) EVEN IF WE ARE ADVISED IN ADVANCE OF THE POSSIBILITY OF THE DAMAGES IN QUESTION AND EVEN IF SUCH DAMAGES WERE FORESEEABLE; AND (D) EVEN IF YOUR REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. If applicable law limits the application of the provisions of this Section, our liability will be limited to the maximum extent legally permissible.

7. Severability. To the extent permitted by law, we waive and you waive any provision of law that would render any clause of this License invalid or otherwise unenforceable in any respect. In the event that a provision of this License is held to be invalid or otherwise unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by applicable law, and the remaining provisions of this License will continue in full force and effect.

8. Independent Contractors. We are not your agent and you are not our agent and so neither party may bind the other in any way. The parties are independent contractors and will represent themselves in all regards as independent contractors.

9. No Waiver. Neither party will be deemed to have waived any of its rights under this License by lapse of time or by any statement or representation other than in an explicit written waiver. No waiver of a breach of this License will constitute a waiver of any prior or subsequent breach of this License.

10. Force Majeure. To the extent caused by force majeure, no delay, failure, or default will constitute a breach of this License.

11. Assignment & Successors. Neither party may assign this License or any of its rights or obligations hereunder without the other’s express written consent, except that either party may assign this License to the surviving party in a merger of that party into another entity. Except to the extent forbidden in the previous sentence, this License will be binding upon and inure to the benefit of the respective successors and assigns of the parties.

12. Choice of Law & Jurisdiction. This license shall be interpreted and enforced in accordance with the law of US Federal Contracts, and where the law of US Federal Contracts is not applicable, the law of the State of Delaware will apply, in all respects including statutes of limitations, but specifically excluding the conflict of law’s provisions normally applied therein to any dispute or controversies arising out of or pertaining to this License. The Parties consent to the personal and exclusive jurisdiction of the federal and state courts in or for Fairfax County, Virginia.