Nexus — Proprietary Software License
Copyright 2026 Veloxs AI Inc. All rights reserved.

IMPORTANT — READ CAREFULLY. This is a legal agreement between you ("Licensee")
and Veloxs AI Inc. ("Veloxs"). By accessing, installing, copying, or otherwise
using the Nexus software and any associated documentation, data, models, and
materials (collectively, the "Software"), you agree to be bound by the terms of
this License. If you do not agree, you must not access or use the Software.

1. OWNERSHIP
   The Software is the confidential and proprietary property of Veloxs AI Inc.
   and is protected by copyright, trade secret, and other intellectual property
   laws. Veloxs retains all right, title, and interest in and to the Software,
   including all intellectual property rights therein. No title to or ownership
   of the Software is transferred to Licensee. All rights not expressly granted
   are reserved by Veloxs.

2. LICENSE GRANT
   Subject to the terms of this License and any separate written agreement
   executed between Licensee and Veloxs (including any pilot, evaluation, or
   commercial subscription agreement, an "Order"), Veloxs grants Licensee a
   limited, non-exclusive, non-transferable, non-sublicensable, revocable
   license to use the Software solely for Licensee's internal business purposes
   and only as permitted by the applicable Order. Absent an Order, no license
   to use the Software is granted.

3. RESTRICTIONS
   Except as expressly permitted by an Order or by applicable law that cannot be
   contractually waived, Licensee shall not, and shall not permit any third
   party to: (a) copy, modify, or create derivative works of the Software;
   (b) distribute, sell, sublicense, rent, lease, lend, or otherwise make the
   Software available to any third party; (c) reverse engineer, decompile, or
   disassemble the Software, or attempt to derive its source code; (d) remove,
   alter, or obscure any proprietary notices; or (e) use the Software to build a
   competing product or service.

4. CONFIDENTIALITY
   The Software and its source code constitute the confidential information and
   trade secrets of Veloxs. Licensee shall protect the Software from
   unauthorized use or disclosure using at least the same degree of care it uses
   to protect its own confidential information of like importance, and in no
   event less than a reasonable degree of care.

5. THIRD-PARTY COMPONENTS
   The Software incorporates third-party open-source components, each of which
   remains subject to its own license. See the NOTICE file for attributions and
   applicable terms. Nothing in this License limits Licensee's rights, or
   Veloxs's obligations, under those third-party licenses.

6. TERMINATION
   This License is effective until terminated. It terminates automatically if
   Licensee breaches any term. Upon termination, Licensee must cease all use of
   the Software and destroy all copies in its possession or control.

7. DISCLAIMER OF WARRANTY
   THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTY OF ANY
   KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF
   MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND
   NON-INFRINGEMENT.

8. LIMITATION OF LIABILITY
   TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL VELOXS BE LIABLE
   FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR
   ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING OUT OF OR RELATED TO THIS
   LICENSE OR THE SOFTWARE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF
   ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9. GENERAL
   This License is governed by the laws of the jurisdiction in which Veloxs AI
   Inc. is incorporated, without regard to conflict-of-laws principles. If any
   provision is held unenforceable, the remaining provisions remain in effect.
   This License, together with any applicable Order, is the entire agreement
   between the parties regarding the Software.

For licensing inquiries, contact: legal@veloxs.ai
