End User License Agreement

Last updated on December 20, 2024

IF you comply with the terms in this Agreement, you have the rights to use the Platform as specified below. By using the Platform, you agree to be bound by the terms of this Agreement. Your separate signature is not required.

1. Grant of License

The Platform is licensed, not sold. Manitou Research hereby grants to you a non-exclusive, non-transferrable, limited, revocable license to access and use the Platform on a single computer that you own and/or control, as permitted by the terms of this Agreement. All rights not expressly granted herein are reserved by Manitou Research.

2. Scope of License

a. The Platform may use Artificial Intelligence (“AI”) software to generate content. You may modify, copy, distribute, transmit, display, perform, reproduce, publish, or transfer such content only after you have reviewed such content. You acknowledge and agree that your use of such content is your choice and Manitou Research will not be held liable for your use of such content. You further agree to indemnify Manitou Research as set forth below.

b. You may use the Platform for non-commercial, non-revenue-generating purposes only.

c. The Platform may contain technology and data that is licensed by Manitou Research from third parties. Your use of such third-party technology and data is sub-licensed to you hereunder only for the intended purpose of that technology and solely in connection with your use of the Platform under this Agreement.

3. Prohibited Actions

Notwithstanding the foregoing license grant(s), you are expressly prohibited from, and you are not licensed to engage in any of the following activities:

a. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell for commercial gain any information, software, content, products, or services obtained from the Platform.

b. You may not identify or label any content generated by the Platform as being the product of articleOne or Manitou Research, except when such content may include a copyright notice, trademark, or other proprietary rights notices that are displayed, affixed to, or contained within or accessed in conjunction with or through the Platform.

c. You may not modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble, or otherwise attempt to derive source code from the Platform.

d. You may not remove, obscure, or alter Manitou Research’s or any third party's copyright notice, trademarks, or other proprietary rights notices that are displayed, affixed to, or contained within or accessed in conjunction with or through the Platform.

e. You may not separate any component parts of the Platform for use on more than one computer.

f. You may not use the Platform for any illegal purpose, or in conjunction with any violation of applicable law.

g. You may not use the Platform in a manner that could interfere with any other party’s use of the Platform.

h. You may not share or lend login credentials. Manitou Research employs various systems to monitor for abuse of this nature while respecting the privacy and rights of the User outlined in this and other Manitou Research Policies. Manitou Research reserves the right to take steps to prevent credential-sharing including, but not limited to, monitoring for access or use patterns that may indicate a violation of this provision; enforcing time-limited quotas of compute and other resources, as reasonably appropriate; and, in extreme cases, termination of a User’s or Organization’s access to the Platform with or without refund.

i. You may not circumvent or breach any access or security restrictions of the Platform.

j. You may not give Manitou Research any false or misleading information.

k. You may not encourage or help any third party take any of the actions addressed in this Section 3.

4. Terms of Use

Your use of the Platform is also governed by a Terms of Service document (“TOS”). The most current version of the TOS can be reviewed by clicking on the “Terms of Service” hypertext link located at the bottom of our web pages. When we make updates to the TOS or other Policies, Manitou will update the date at the top of the Policy page. By using the Platform after a new version of the TOS has been posted, you acknowledge and agree to its terms.

5. License Fee

As consideration for the license rights granted herein, you hereby agree to pay the license fees set forth in an applicable purchase or subscription agreement for the Platform issued by Manitou Research.

6. Support Services

Manitou Research is not obligated under this Agreement to provide any support services for the Platform. Any such support is provided is “as is,” “with all faults,” and without warranty of any kind.

7. Assignment

You may not assign any of your rights under this Agreement to any third party without the express written permission of Manitou Research.

8. Term

This Agreement and the license granted herein will be and remain in effect until it is terminated pursuant to its terms.

9. Termination

Manitou Research may terminate this Agreement immediately should you fail to comply with the terms and conditions of this Agreement.

10. Government Rights

The Platform is a commercial product. It is distributed and licensed to end users only under the terms of this Agreement.

11. Indemnification

You expressly agree to indemnify and hold Manitou Research harmless from any third-party claim, loss, or damage (including attorney’s fees) arising from your use of the Platform.

12. Dispute Resolution

This Agreement will in all respects be governed by and construed and interpreted in accordance with the laws of the Commonwealth of Virginia without regard to choice of law rules. The substantially prevailing Party in any action shall be entitled to recover its costs and attorneys’ fees.

13. Severability

If any provision of this Agreement or the application thereof will for any reason or to any extent be construed by a court of competent jurisdiction to be invalid or unenforceable, then the remainder of this Agreement, and application of such provision to other circumstances, will remain in effect and be interpreted so as best to reasonably effect the Parties’ intent.

14. Survival

The Parties agree that all provisions of this Agreement that should, by their nature, survive termination of this Agreement shall survive termination of this Agreement.