End User Licence Agreement

Effective 2025-05-01 · Version 1.0

1. Definitions

The following terms have the meanings set out below throughout this EULA:

"Documentation" means any technical documentation, user guides, API references, and architecture specifications provided by Licensor in connection with the Software.

"Instance" means a single running deployment of the Software on infrastructure owned or controlled by the Licensee.

"Licence Key" means the unique cryptographic key issued by Licensor's licence server upon activation of a valid Subscription.

"Permitted Users" means the internal employees, contractors, and agents of the Licensee who are authorised to access and use the Software under this EULA.

"Software" means the Dioschub AI assistant platform software, including all binaries, source code (where provided), configuration files, built-in tools, and updates made available to the Licensee.

"Subscription" means the time-limited right to use the Software purchased by the Licensee through Paddle, subject to the terms of this EULA.

"Subscription Period" means the period for which a valid Subscription is in force, as specified at the time of purchase and renewed in accordance with Section 7.

"Third-Party Services" means external services that the Licensee chooses to connect to the Software, including LLM providers, identity providers, and MCP tool servers.

2. Grant of Licence

2.1 Free Tier Licence

Intrigsoft makes Dioschub available as a Docker image that can be downloaded and operated without a Licence Key (“Free Tier”). Subject to the terms of this EULA, Licensor grants to Licensee a limited, non-exclusive, non-transferable, non-sublicensable licence to:

  • Install and operate the Software on infrastructure owned or controlled by the Licensee for internal business purposes;
  • Use the Software through Permitted Users up to the limits applicable to the Free Tier (as published in the Documentation); and
  • Use the Documentation to support authorised use of the Software.

The Free Tier is provided at no charge and is subject to feature and usage limits as described in the Documentation. Licensor reserves the right to require Free Tier users to register for a free Licence Key in future versions of the Software, with reasonable advance notice. Registration, where required, will be available at no cost.

2.2 Subscription Licence (Pro Tier)

Subject to the terms of this EULA and payment of all applicable Subscription fees, Licensor grants to Licensee an upgraded licence under the Pro tier that extends the rights in Section 2.1 to include:

  • Access to features and capabilities beyond the Free Tier, as specified in the Pro plan description published on the Licensor’s website;
  • Higher limits on Instances, Permitted Users, and assistants as specified at the point of purchase; and
  • Access to software updates and support in accordance with the Pro plan terms.

Enterprise tier licences are governed by a separate commercial agreement between the Licensee and Licensor. In the event of any conflict between this EULA and an Enterprise agreement, the Enterprise agreement prevails.

The scope of the Pro licence is enforced by the Licence Key. Exceeding plan limits without upgrading constitutes a material breach of this EULA.

2.3 Licence Key

Paid Subscription tiers are activated via a Licence Key issued by Licensor’s licence server. Where Licensor introduces a free Licence Key requirement for the Free Tier, the same conditions apply. In all cases, the Licensee must not:

  • Share, publish, or transfer the Licence Key to any third party;
  • Use the Licence Key to activate the Software on behalf of another organisation; or
  • Attempt to circumvent, bypass, or replicate the licence validation mechanism.

Licensor reserves the right to revoke a Licence Key immediately if it is used in violation of this Section.

3. Restrictions

Except as expressly permitted by this EULA or by applicable law that cannot be waived by contract, Licensee must not:

  1. Sublicense, sell, resell, transfer, assign, or otherwise commercially exploit the Software or any portion of it to any third party;
  2. Provide the Software as a hosted or managed service to third parties (i.e. use Dioschub to power a product or service offered to external customers) — such use requires a separate commercial agreement with Licensor;
  3. Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software, except to the limited extent permitted by mandatory applicable law;
  4. Modify, adapt, translate, or create derivative works based on the Software without Licensor’s prior written consent;
  5. Remove, alter, or obscure any proprietary notices, labels, or marks on the Software or Documentation;
  6. Use the Software in any manner that violates applicable law, including data protection law, export control regulations, or intellectual property law;
  7. Use the Software to process data in categories that Licensor has explicitly prohibited in the Acceptable Use Policy, including content that facilitates harm, illegal activity, or abuse of AI systems;
  8. Benchmark or performance-test the Software and publish the results without Licensor’s prior written consent; or
  9. Attempt to interfere with, disrupt, or gain unauthorised access to Licensor’s licence server or any other Licensor infrastructure.

Note on internal use: Dioschub is licensed exclusively for internal employee use, whether on the Free Tier or a paid Subscription. Deploying Dioschub to serve external customers or as a customer-facing product requires a separate commercial agreement with Licensor. Please contact us to discuss licensing options.

4. Intellectual Property

4.1 Ownership

The Software, Documentation, and all intellectual property rights therein are and shall remain the exclusive property of Intrigsoft Pvt Ltd. This EULA does not transfer any ownership rights in the Software to the Licensee. All rights not expressly granted herein are reserved by Licensor.

4.2 Licensee Data

The Licensee retains all ownership of and responsibility for data processed by Permitted Users through the Software (“Licensee Data”), including conversation history, knowledge base content, uploaded files, and any outputs generated. Licensor does not access, use, or claim any rights over Licensee Data processed within a self-hosted Dioschub instance.

4.3 Feedback

If Licensee provides Licensor with feedback, suggestions, or ideas regarding the Software (“Feedback”), Licensor may freely use such Feedback to improve the Software without any obligation or compensation to Licensee. Feedback does not constitute confidential information of Licensee unless expressly agreed in writing.

4.4 Open Source Components

The Software may include open-source software components that are subject to their own licence terms. A list of open-source components and their applicable licences is available in the Software’s documentation. In the event of any conflict between this EULA and an open-source licence, the open-source licence shall prevail with respect to those components only.

5. Third-Party Services and Integrations

The Software is designed to integrate with Third-Party Services, including LLM providers (such as Anthropic, OpenAI, and Google), identity providers, and external tool servers via the Model Context Protocol (MCP). The following terms apply:

  • Licensee is solely responsible for obtaining and maintaining any agreements, API keys, and credentials required to use Third-Party Services.
  • Licensor makes no representations or warranties regarding the availability, performance, security, or compliance of any Third-Party Service.
  • Licensee’s use of Third-Party Services is subject to those services’ own terms of service and privacy policies. Licensor has no liability for any acts or omissions of Third-Party Service providers.
  • Licensor is not responsible for any costs incurred by Licensee in connection with Third-Party Services, including LLM API usage costs.
  • The UserAuth feature, which forwards Licensee’s own credentials into tool calls, is provided as a security mechanism. Licensor accepts no liability for actions taken by tools operating under user-forwarded credentials.

6. AI-Specific Terms

6.1 Nature of AI Outputs

The Software uses large language models to generate responses and perform tasks. Licensee acknowledges that:

  • AI-generated outputs may be inaccurate, incomplete, or inappropriate and must be reviewed by Permitted Users before being relied upon for any consequential decision.
  • The Software does not constitute professional advice of any kind, including legal, medical, financial, or regulatory advice.
  • Licensor does not guarantee the accuracy, reliability, or fitness of any AI output for any particular purpose.

6.2 Operator Responsibility

As the operator of a self-hosted Dioschub instance, Licensee is responsible for:

  • Configuring the Software appropriately for its intended use case, including setting system prompts, tool permissions, role-based access controls, and compliance settings;
  • Ensuring that AI disclosure obligations required by applicable law (e.g. disclosure that users are interacting with an AI) are met within the Licensee’s deployment;
  • Implementing any domain-specific controls required by sector regulations (e.g. HIPAA, GDPR, PCI-DSS) applicable to the Licensee’s industry; and
  • Maintaining appropriate human oversight of AI-generated outputs, particularly where those outputs may affect consequential decisions.

6.3 High-Risk Use

Licensee must not deploy the Software as the sole decision-maker in any context where AI errors could result in physical harm, significant financial loss, or legal liability to individuals, without appropriate human review mechanisms in place. Licensor expressly disclaims liability for any harm arising from high-risk deployments that lack adequate human oversight.

7. Subscription, Payment, and Renewal

7.1 Subscription Fees

Licensee shall pay the Subscription fees set out at the time of purchase through Paddle. All fees are exclusive of applicable taxes (including VAT, GST, or withholding taxes), which shall be borne by the Licensee where applicable.

7.2 Automatic Renewal

Subscriptions renew automatically at the end of each Subscription Period at the then-current price unless Licensee cancels before the renewal date. Renewal notices will be sent by Paddle to the billing contact email address on record. Licensor reserves the right to change Subscription pricing upon giving at least thirty (30) days’ written notice prior to the next renewal date.

7.3 Failed Payment

If a Subscription payment fails, Paddle will attempt to retry the payment in accordance with its standard retry schedule. If payment is not received within fourteen (14) days of the due date, Licensor may suspend the Licence Key. Access to the Software will be restored promptly upon receipt of payment.

7.4 Cancellation

Licensee may cancel a Subscription at any time through the Paddle customer portal. Cancellation takes effect at the end of the current Subscription Period. No refund is provided for any unused portion of a paid Subscription Period except as expressly set out in Licensor’s Refund Policy.

8. Confidentiality

Each party may disclose to the other certain confidential information in connection with this EULA. Each party agrees to:

  • Hold the other’s confidential information in strict confidence using at least the same degree of care it uses for its own confidential information, but no less than reasonable care;
  • Not disclose the other’s confidential information to any third party without prior written consent, except to employees, contractors, or advisors who have a need to know and are bound by equivalent confidentiality obligations; and
  • Use the other’s confidential information only for the purposes contemplated by this EULA.

The Licence Key and any security credentials provided by Licensor are the confidential information of Licensor. Licensee Data is the confidential information of Licensee.

Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party before disclosure; (c) is independently developed without use of the disclosing party’s information; or (d) must be disclosed by law or court order (subject to prompt notice to the other party where permitted).

9. Warranties and Disclaimer

9.1 Licensor Warranty

Licensor warrants that for a period of ninety (90) days from the date of first licence activation (the “Warranty Period”):

  • The Software will perform materially in accordance with its Documentation under normal use; and
  • Licensor has the right and authority to grant the licence set out in this EULA.

Licensee’s sole remedy for a breach of this warranty is, at Licensor’s option, repair or replacement of the Software, or a refund of the Subscription fee paid for the affected Subscription Period.

9.2 Disclaimer

EXCEPT AS EXPRESSLY SET OUT IN SECTION 9.1, THE SOFTWARE AND DOCUMENTATION ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE OF SECURITY VULNERABILITIES, OR THAT ANY DEFECTS WILL BE CORRECTED.

10. Limitation of Liability

10.1 Exclusion of Consequential Damages

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS, OR REPUTATIONAL DAMAGE, ARISING OUT OF OR IN CONNECTION WITH THIS EULA OR THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2 Cap on Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS EULA SHALL NOT EXCEED THE TOTAL SUBSCRIPTION FEES PAID BY LICENSEE TO LICENSOR IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

10.3 Exceptions

Nothing in this EULA limits or excludes either party’s liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any liability that cannot be excluded or limited by applicable law.

11. Indemnification

Licensee shall indemnify, defend, and hold harmless Intrigsoft Pvt Ltd, its officers, directors, employees, and agents from and against any claims, liabilities, damages, judgments, and costs (including reasonable legal fees) arising out of or relating to:

  • Licensee’s breach of this EULA;
  • Licensee’s use of the Software in violation of applicable law;
  • Licensee Data or any content processed through the Software by Licensee or its Permitted Users; or
  • Licensee’s integration of Third-Party Services with the Software.

12. Term and Termination

12.1 Term

This EULA is effective from the date Licensee first installs or uses the Software and continues for the duration of the active Subscription Period, unless earlier terminated in accordance with this Section.

12.2 Termination for Breach

Licensor may terminate this EULA immediately upon written notice if:

  • Licensee materially breaches any term of this EULA and, where the breach is capable of remedy, fails to remedy it within fourteen (14) days of written notice;
  • Licensee becomes insolvent, enters administration, or makes an assignment for the benefit of creditors; or
  • Licensee uses the Software in a manner that Licensor reasonably believes could cause legal liability or reputational harm to Licensor.

12.3 Effect of Termination

Upon termination or expiry of this EULA for any reason:

  • All licences granted under this EULA immediately cease;
  • Licensor will revoke the Licence Key;
  • Licensee must promptly cease all use of the Software, delete or destroy all copies in its possession or control, and certify in writing upon request that it has done so; and
  • Sections 4, 8, 9.2, 10, 11, 12.3, 13, and 14 shall survive termination.

13. Governing Law and Dispute Resolution

This EULA shall be governed by and construed in accordance with the laws of Sri Lanka, without regard to its conflict of law principles.

Any dispute arising out of or in connection with this EULA, including any question regarding its existence, validity, or termination, shall first be referred to good-faith negotiations between the parties. If the dispute is not resolved within thirty (30) days of written notice, it shall be submitted to the exclusive jurisdiction of the courts of Sri Lanka.

Nothing in this Section prevents either party from seeking urgent injunctive or other equitable relief from a court of competent jurisdiction.

14. General Provisions

14.1 Entire Agreement

This EULA, together with the Subscription terms presented at the point of purchase through Paddle and any applicable Order Form, constitutes the entire agreement between the parties relating to the Software and supersedes all prior agreements, representations, and understandings, whether written or oral.

14.2 Amendments

Licensor may amend this EULA by providing Licensee with thirty (30) days’ written notice. Continued use of the Software after the effective date of the amended EULA constitutes acceptance of the changes. If Licensee does not accept the changes, it may terminate the Subscription in accordance with Section 7.4.

14.3 Assignment

Licensee may not assign or transfer this EULA or any rights under it to any third party without Licensor’s prior written consent. Licensor may assign this EULA in connection with a merger, acquisition, or sale of all or substantially all of its assets without Licensee’s consent, provided that the assignee assumes all obligations under this EULA.

14.4 Severability

If any provision of this EULA is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

14.5 Waiver

No failure or delay by either party to exercise any right or remedy under this EULA shall constitute a waiver of that right or remedy. A waiver is effective only if it is in writing and signed by the waiving party.

14.6 Notices

All notices under this EULA shall be in writing and delivered by email. Notices to Licensor shall be sent to legal@intrigsoft.com. Notices to Licensee shall be sent to the email address associated with the Paddle Subscription.

14.7 Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this EULA to the extent that such delay or failure is caused by circumstances beyond its reasonable control, including acts of God, natural disasters, government actions, internet outages, or failures of Third-Party Services.

14.8 Relationship of the Parties

The parties are independent contractors. Nothing in this EULA creates any partnership, joint venture, agency, franchise, or employment relationship between the parties.

14.9 Export Compliance

Licensee shall comply with all applicable export control laws and regulations in connection with its use of the Software. Licensee represents that it is not located in a jurisdiction subject to comprehensive trade sanctions that would prohibit receipt of the Software.

15. Contact Information

For questions about this EULA, licensing enquiries, or to report a breach:

Intrigsoft Pvt Ltd

Sri Lanka

Email: legal@intrigsoft.com

© 2025 Intrigsoft Pvt Ltd — Dioschub EULA — Version 1.0