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EigenAI Terms

Last Revised: December 15, 2025

The EigenAI Terms (“EigenAI Terms”) to our Terms of Service (made available at https://docs.eigencloud.xyz/products/eigenlayer/legal/terms-of-service), or any other agreement you (“Customer” or “you”) have entered with Eigen Labs, Inc. (“Eigen Labs”, “we”, or “us”) governing the provision of the EigenAI cloud-based platform or software services to you (collectively, the “Terms”) form a part of the Terms. The EigenAI Terms are effective as of the date you first access and use the EigenAI Services (“Effective Date”) and apply to your use of the EigenAI Services (as defined below).

By accessing or using the EigenAI Services, you agree to be bound by the EigenAI Terms. Except as set forth below, all other terms and conditions of the Terms are incorporated by reference and will remain in full force and effect. If any EigenAI Terms conflict with the Terms, the conflicting EigenAI Terms will control with respect to the EigenAI Services. The EigenAI Terms supersede all other understandings or agreements between you and Eigen Labs regarding the EigenAI Services. Capitalized terms used but not defined herein shall have the meaning given in the Terms.

Your use of certain EigenAI Services may be subject to additional terms (“Supplemental Terms”). Any Supplemental Terms will either be incorporated into the EigenAI Terms or presented to you for acceptance when you sign up for or access the applicable supplemental EigenAI Service. If there is any conflict between the Terms (including these EigenAI Terms) and any Supplemental Terms, the Supplemental Terms will control with respect to the applicable supplemental EigenAI Service.

IF YOU ARE ENTERING INTO THESE EIGENAI TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THE ENTITY TO THESE TERMS, IN WHICH CASE “CUSTOMER” OR “YOU” (WHETHER OR NOT CAPITALIZED) MEANS THE ENTITY YOU REPRESENT. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THE EIGENAI TERMS YOU SHOULD NOT ACCEPT THE EIGENAI TERMS AND MAY NOT USE THE EIGENAI SERVICES.

  1. The Services

Eigen Labs provides a large language model (“LLM”) inference API and related services that allow users to access open-source LLMs to submit Inputs and receive model-generated, deterministic Outputs (the “EigenAI Services”). Eigen Labs currently provides the EigenAI Services through Lambda, Inc. and reserves the right to provide EigenAI Services through other third-party hosting services. EigenAI Outputs may be inaccurate, incomplete, biased or unsafe. Deterministic Outputs do not guarantee correctness or accuracy.

  1. License and IP

During the period for which you are authorized to use the EigenCompute Services, and subject to your compliance with the Terms of Service, including the EigenAI Terms and the Acceptable Use Policy, you are granted a personal, revocable, non-sublicensable, non-exclusive, non-transferable, limited license to use the EigenAI Services for your internal business or personal purposes according to the service capacity, usage limits and rate limits of your account. As part of the EigenAI Services, Eigen Labs may provide you, pursuant to the foregoing license grant, with certain application programming interfaces (APIs), API access tokens, data import tools or other software as applicable (collectively, “APIs”). Any rights not expressly granted herein are reserved and no license or right to use any intellectual property of Eigen Labs or any third-party is granted to you in connection with the EigenAI Services.

Through the EigenAI Services, you may have access to infrastructure on which you access or use models trained by third parties, and/or with third party data. Such models may come with their own terms and conditions, including regarding commercial use. It is your responsibility to comply with the terms and conditions of those models. In case of any conflict between the EigenAI Terms and such model terms, the model terms govern.

  1. Your Content and Responsibilities

a. You are solely responsible for all software, code, data, information, feedback, suggestions, text, prompts, content and other materials that you upload, post, deliver, provide or otherwise transmit or store (hereafter “"post(ing)”") in connection with or relating to the EigenAI Services (“Input”). You may receive output from the EigenAI Services based on the Input (“Output”). Input and Output are collectively “Your Content.” As between you and Eigen Labs, and to the extent permitted by applicable law, you (i) retain ownership rights in your Input and (b) own the Output. Subject to your compliance with the Terms of Service, we hereby assign to you all our right, title and interest, if any, in and to Output. You acknowledge that EigenAI may generate inaccurate, misleading, biased, harmful or unsafe Output, and you are solely responsible for evaluating and verifying all Output before relying on or otherwise implementing such Output. Eigen Labs makes no guarantee of correctness, accuracy or suitability of any Output.

b. You are responsible for maintaining the confidentiality of usernames. passwords and private keys associated with your account and for all activities that occur under your account. Eigen Labs reserves the right to access your account in order to respond to your requests for technical support. By posting Your Content on or through the EigenAI Services, you grant Eigen Labs a worldwide, non-exclusive, royalty-free, fully paid, sublicensable and transferable license to use, copy, modify, reproduce, distribute, display, publish, store and perform Your Content as necessary to provide the EigenAI Services and for security to protect the EigenAI Services and third parties from fraud, malware, malicious files or content, viruses and the like. You further agree that Eigen Labs may remove or disable any of Your Content at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third-parties or authorities relating to Your Content), or for no reason at all; provided, that if you are a user of the EigenAI Services in the European Economic Area (i) we will remove or disable Your Content or impose restrictions on your use of the EigenAI Services in accordance with applicable laws including if it is illegal content, infringes the rights of third parties, or breaches these EigenAI Terms; and (ii) if we remove, block or restrict your use of the EigenAI Services or Your Content, you, and any third party that may have informed us about your use of the EigenAI Services or Your Content, may contact us about our decision at notices@eigenlabs.org and we will review and consider your message with a view to promptly resolving any complaint and, if appropriate, we will explain any options you have to request another review.

c. You will (i) use commercially reasonable efforts to prevent unauthorized access to or use of the EigenAI Services and notify us promptly of any such unauthorized access or use or any other known or suspected breach of security or misuse of the EigenAI Services and (ii) be responsible for obtaining and maintaining any equipment, software and ancillary services needed to connect to, access or otherwise use the EigenAI Services.

  1. Acceptable Use

Your use of the EigenAI Services must comply with our Acceptable Use Policy, which is incorporated by reference.

  1. Security and Compliance

a. General. You shall configure Your Content, including any of your projects or deployments, such that the transmission, storage, or use in any way will not expose personal data or personal information without proper consent from individuals as determined by applicable law. EigenAI is not designed for processing sensitive or regulated data without a separate written agreement between you and Eigen Labs. You shall configure the EigenAI Services in accordance with the Documentation and properly implement encryption as set forth in the Documentation. You acknowledge that improper configuration may result in unintended disclosure of Your Content. Eigen Labs implements regular backups of Your Content and you shall also maintain your own backups of Your Content. Eigen Labs will have no liability to you for any unauthorized access or use of any of Your Content or any corruption, deletion, destruction or loss of any Your Content to the extent that is attributable, in whole or in part, to your misconfigurations or an insecurity, or malware or malicious content, in Your Content or project. If any actual or suspected security incident, vulnerabilities or violations of this Section 5, or issue related to the EigenAI Services are identified, you shall immediately report it to security@eigenlabs.org. Eigen Labs does not represent or warrant that the EigenAI Services are free of vulnerabilities or immune to security incidents.

b. PCI Compliance. Eigen Labs is not a payment processor. Payments for EigenAI may be processed by third-party payment processors (such as Stripe). Eigen Labs does not store your payment card information. To the extent that Your Content or Your Data (as defined below) is subject to the Payment Card Industry Data Security Standards (PCI DSS), you acknowledge that you are responsible for maintaining and monitoring compliance with PCI DSS requirements as prescribed by the PCI Security Standards Council as may be amended from time to time. You agree to comply with any Eigen Labs’ Documentation on appropriate implementation of the EigenAI Services for processing payments.

c. HIPAA Compliance. You shall not use the EigenAI Services to host any Protected Health Information or information that is subject to the Health Insurance Portability and Accountability Act (HIPAA), unless you first obtain Eigen Labs’ prior written approval.

  1. Data Protection

a. Use of Your Data. You shall own and retain all right, title and interest in and to Your Data. Eigen Labs may use and disclose Your Data solely to the extent necessary to provide the EigenAI Services to you and for security to protect the EigenAI Services and third parties from fraud, illegal activities, abuse, malware, malicious files or content, viruses and the like and for no other purpose. Eigen AI does not use Your Data to train or improve models unless you expressly opt in. Otherwise, Eigen Labs will not sell, disclose, or share any Your Data (or any part or product thereof) with anyone else. Eigen Labs will implement and maintain reasonable information security policies and processes (including technical, administrative and physical safeguards) that are designed to prevent unauthorized access to or use or disclosure of the EigenAI Services or any Your Data.

b. Aggregate Data. Eigen Labs shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the EigenAI Services and related systems and technologies (excluding Your Data and data derived therefrom), and Eigen Labs will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the EigenAI Services and for other development, diagnostic and corrective purposes in connection with the EigenAI Services and other EigenCloud offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business.

  1. Usage Restrictions

a. Etiquette. Although Eigen Labs has no obligation to monitor your use of the EigenAI Services, Eigen Labs may do so by using tools that detect patterns of abuse of EigenAI Services and investigating thereafter. Based on the outcome of these investigations, Eigen Labs may prohibit any use of the EigenAI Services it believes may be (or is alleged to be) in violation of the foregoing.

b. You will not, directly or indirectly: (i) sublicense, resell, rent, lease, transfer, assign, or otherwise commercially exploit or make the EigenCompute Services available to any third party; (ii) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services or any software, documentation or data related to the Services (where reverse engineering is permitted by applicable law obtaining such information as is necessary to achieve interoperability with Eigen Labs’ services, you must first request such information from Eigen Labs); (iii) modify, translate, or create derivative works based on the EigenAI Services (except to the extent expressly permitted by Eigen Labs or authorized within the EigenAI Services) or otherwise attempt to gain unauthorized access to the EigenAI Services or its related systems or networks; (iv) use the EigenAI Services for timesharing or service bureau purposes or otherwise for the benefit of a third-party; (v) remove, alter or obscure in any way any proprietary rights notices (including copyright notices) of Eigen Labs or its suppliers on or within the Services or documentation; (vi) violate any applicable laws or regulations (including without limitation in violation of any data, privacy or export control laws) or infringe the rights of any third-party in connection with the use or access of the EigenAI Services. You shall comply with any codes of conduct, policies or other notices, Eigen Labs provides you or publishes in connection with the EigenAI Services, and you shall promptly notify Eigen Labs if you learn of a security breach or issue related to the EigenAI Services. Without limiting the foregoing, you acknowledge that Eigen Labs may establish general practices and limits concerning use of the EigenAI Services, including without limitation the maximum period of time that data, code or other content will be retained by the EigenAI Services, the maximum storage space that will be allotted on Eigen Labs’ servers on your behalf, and the maximum capacity provided and the maximum network data transferred by the EigenAI Services. You further acknowledge that Eigen Labs reserves the right to change these general practices and limits at any time, in its sole discretion.

  1. Support

Subject to the terms hereof, Eigen Labs may, but is not required to, provide you with commercially reasonable remote technical support services during Eigen Labs’ normal business hours (“Support Services”).

  1. Electronic Communications

By using the EigenAI Services, you consent to receiving electronic communications from Eigen Labs. These electronic communications may include notices about applicable EigenAI Services fees and charges related to the EigenAI Services and transactional or other information concerning or related to the EigenAI Services. They may also include notices that require responses and or action to avoid service interruptions. These electronic communications are part of your relationship with Eigen Labs, and you receive them as part of your use of the EigenAI Services. If you provide an email address for your account, this email address must be kept current and maintain a responsive user at all times. You agree that any notices, agreements, disclosures or other communications that Eigen Labs sends you electronically, including to an email address provided for your account, will satisfy any legal communication requirements, including that such communications be in writing.

  1. Representations and Warranties

a. You represent and warrant that (i) you own all Your Content or have obtained all permissions, releases, rights or licenses required to engage in posting and other activities (and allow Eigen Labs to perform its obligations) in connection with the EigenAI Services without obtaining any further releases or consents; (ii) Your Content and other activities in connection with the EigenAI Services, and Eigen Labs’ exercise of all rights and license granted by you herein, do not and will not violate, infringe, or misappropriate any third party's copyright, trademark, right of privacy, or publicity, or other personal or proprietary right and Your Content is not defamatory, obscene, unlawful, threatening, abusive, tortious, offensive or harassing; (iii) you will use the EigenAI Services only in compliance with Eigen Labs’ standard published policies and documentation then in effect and all applicable laws and regulations; and (iv) Output generated by EigenAI may be inaccurate, incomplete, biased, unsafe or otherwise unsuitable for your use case and you will independently verify all Output before relying on such Output.

b. Each party represents and warrants to the other that it has full right and power to enter into and perform under these EigenAI Terms, without any third-party consents or conflicts with any other agreement.

  1. Indemnification

You will indemnify and hold harmless Eigen Labs against any claims, actions or demands, including without limitation reasonable legal and accounting fees, arising or resulting from your breach of these EigenAI Terms, your reliance on any Output, any claim of infringement or misappropriation arising out of any of Your Content or websites, applications or services that depend or utilize Your Content or the EigenAI Services, or your other access, contribution to, use or misuse of the EigenAI Services or any Third Party Services or Third Party Materials. Eigen Labs shall promptly notify you of any and all threats, claims and proceedings related thereto and give you reasonable assistance and the opportunity to assume sole control over defense and settlement; you will not be responsible for any settlement you do not approve, such approval not to be unreasonably withheld or delayed.

  1. Confidentiality; Proprietary Rights

a. Confidentiality. Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical, product or financial information or data relating to the Disclosing Party's business (hereinafter referred to as "Proprietary Information" of the Disclosing Party). Proprietary Information of Eigen Labs includes non-public information regarding features, functionality and performance of the EigenAI Services. Your Proprietary Information includes non-public personal data provided by you to Eigen Labs to enable the provision of the EigenAI Services and any data that you upload or post to the EigenAI Services (collectively, "Your Data"). “Your Data” excludes Input and Output, including any personal information about third parties contained therein. The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the EigenAI Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was rightfully in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without confidentiality restrictions by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party as evidenced by its internal files. If a Receiving Party is required by law or a governmental agency to disclose the Disclosing Party's Proprietary Information, the Receiving Party must provide reasonable notice to the Disclosing Party of such required disclosure so as to permit the Disclosing Party a reasonable period of time to seek a protective order or limit the amount of Proprietary Information to be disclosed.

b. Company Ownership. Eigen Labs shall own and retain all right, title and interest in and to (a) the EigenAI Services, all improvements, enhancements or modifications thereto and (b) all intellectual property rights related to any of the foregoing. For clarity, nothing in these EigenAI Terms grants you any rights or licenses in or to any hosted model, model weights, model training data, or in any EigenAI runtime, inference stack or backend infrastructure.

c. Feedback. To the extent you or any of your users provide any suggestions to Eigen Labs regarding the functioning, features, and other characteristics of the EigenAI Services, documentation, or other material or services provided or made available by Eigen Labs ("Feedback"), you hereby grant Eigen Labs a perpetual, irrevocable, non-exclusive, royalty-free, fully-paid-up, fully transferable, worldwide license (with rights to sublicense through multiple tiers of sublicenses) under all of your intellectual property rights, for Eigen Labs to use and exploit in any manner and for any purpose, including developing or improving LLM models, services or infrastructure.

d. Customer Name. During the term of these EigenAI Terms, you grant Eigen Labs a non-exclusive, royalty-free, fully-paid up license to use and reproduce your trademarks, tradenames and logos in Eigen Labs’ marketing materials and website(s) and to indicate that you are an Eigen Labs customer. Eigen Labs will abide by any written trademark usage guidelines provided by you. All goodwill arising out of the use of your trademarks, tradenames and logos shall inure to your benefit.

  1. Payment of Fees

a. Third-Party Payment Processor. Eigen Labs uses Stripe, Inc. and its affiliates as its third-party service provider for payment processing services (including card acceptance, billing, merchant settlement, and related services) (the “Payment Processor”). If you purchase EigenAI subscription services or incur usage-based fees, you will be required to provide payment details and any additional information necessary to complete the transaction directly to the Payment Processor. You agree to be bound by Stripe’s Privacy Policy (currently available at https://stripe.com/us/privacy) and Stripe’s Terms of Service or Stripe Connected Account Agreement, as applicable (currently available at https://stripe.com/ssa), and you authorize Eigen Labs and the Payment Processor to share information and payment instructions you provide to the minimum extent necessary to complete your transactions. Eigen Labs is not responsible if your card issuer declines to authorize payment for any reason. Your card issuer may charge you additional fees (such as processing or handling fees), and Eigen Labs is not responsible for such fees.

b. Plans. The EigenAI Services will be provided according to the plan level you select. There are paid testnet and mainnet self-service subscription plans for the EigenAI Services (“self-service subscriptions”). For an enterprise license, you may contact Eigen Labs separately. You may opt to upgrade or downgrade to any other plan level that Eigen Labs offers at any time during the period of your plan; provided that a downgrade will not be effective until the next renewal date. For self-service subscriptions and any additional EigenAI Services added to your self-service subscription, you will be charged a fee and any applicable tax. Fees will be billed via our Payment Processor to the payment method you provide to the Payment Processor in accordance with the billing terms in effect at the time a fee or charge is due and payable. You acknowledge and agree that our Payment Processor will automatically charge your credit card or other payment account on record with in connection with your use of the EigenAI Services: (i) in advance of each self-service subscription term, for the self-service subscription you have selected and any additional EigenAI Services added to your self-service subscription; and (ii) in arrears for any additional EigenAI Services you have used or added to your self-service subscription during the prior self-service subscription term. Usage-based charges may include, but are not limited to, model inference costs, overages or additional feature usage. The self-service subscription and any additional EigenAI Services added to your self-service subscription will automatically-renew for the same term as the initial term. You may cancel auto-renewal through your account settings. You represent and warrant to Eigen Labs that all of your payment information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. If the Payment Processor is unable to process payment for any reason in advance, Eigen Labs reserves the right to either suspend or terminate your access to the EigenAI Services and terminate these EigenAI Terms with you. All fees are non-refundable, except as expressly stated otherwise in these EigenAI Terms.

c. Payments. All payments shall be made in the currency of, and within the borders of the United States. You will pay all applicable taxes, duties, withholdings, backup withholding and the like; when Eigen Labs has the legal obligation to pay or collect such taxes, the appropriate amount shall be paid by you directly to Eigen Labs. If all or any part of any payment owed to Eigen Labs under these EigenAI Terms is withheld, based upon a claim that such withholding is required pursuant to the tax laws of any country or its political subdivisions and/or any tax treaty between the U.S. and any such country, such payment shall be increased by the amount necessary to result in a net payment to Eigen Labs of the amounts otherwise payable under these EigenAI Terms. You will reimburse Eigen Labs any pre-approved and agreed upon costs. Eigen Labs may change its fees and payment terms at its discretion; provided however, that such changes will not take effect for you until the start of the next payment period. Eigen Labs will provide written notice to you for any changes to the fees that affect the EigenAI Services purchased by you. Fee changes may be posted on the Eigen AI dashboard or emailed to your billing contact. Your continued use of the EigenAI Services after the price change becomes effective constitutes your agreement to pay the changed amount.

  1. Term and Termination

a. Term. Subject to earlier termination as provided below, the term of these EigenAI Terms will commence on your acceptance hereof and will continue for as long as the EigenAI Services are being provided to you under these EigenAI Terms. The term of your self-service subscription, and any EigenAI Services purchased or added to your self-service subscription, shall automatically renew for successive terms equal in duration to the initial term unless you cancel your self-service subscription in advance of the renewal date. You have the right to terminate your account (or downgrade your mainnet self-service subscription to a testnet self-service subscription) at any time provided that such termination will be effective at the start of the next renewal period. Subject to earlier termination as provided below, Eigen Labs may terminate your account and these EigenAI Terms with you at any time by providing thirty (30) days prior notice to the administrative email address associated with your account. In addition to any other remedies Eigen Labs may have, Eigen Labs may also terminate these EigenAI Terms upon ten (10) days' notice (or two (2) days in the case of nonpayment), if you breach any of the terms or conditions of the Terms. Eigen Labs may immediately suspend your access to EigenAI if your use poses security or operational risks. Eigen Labs may suspend or terminate your account, self-service subscription and these EigenAI Terms with you immediately if you exceed any Eigen Labs limits concerning use of the EigenAI Services, including without limitation, the maximum period of time that data, code or other content will be retained by the EigenAI Services, the maximum storage space that will be allotted on Eigen Labs servers on your behalf, and the maximum compute capacity provided for the execution of builds and functions and the maximum network data transferred by the EigenAI Services. You acknowledge that Eigen Labs reserves the right to terminate accounts that are inactive for an extended period of time and the right to modify or discontinue, temporarily or permanently, the EigenAI Services (or any part thereof). All of Your Content on the EigenAI Services (if any) may be permanently deleted by Eigen Labs upon any termination of your account. Eigen Labs has no obligation to return or export Output upon termination. If Eigen Labs terminates your account without cause and you have signed up for a self-service subscription, Eigen Labs will refund the pro-rated, unearned portion of any amount that you have prepaid to Eigen Labs for such EigenAI Services.

b. Survival. All sections of these EigenAI Terms which by their nature should survive termination will survive termination, including, without limitation, Sections 13(a) and 13(b), and accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.

c. Effect of Termination. Upon the termination of these EigenAI Terms for any reason: (i) the licenses granted hereunder in respect of the EigenAI Services shall immediately terminate and you and your users shall cease use of the EigenAI Services; (ii) EigenAI will cease providing any Support Services; (iii) you shall pay to Eigen Labs the full amount of any outstanding fees due hereunder; and (iv) within fourteen (14) calendar days of such termination, each party shall destroy or return all Proprietary Information of the other party in its possession or control, and will not make or retain any copies of such information in any form, except that the receiving party may retain one (1) archival copy of such information solely for purposes of ensuring compliance with EigenAI Terms.

  1. Disclaimer

THE EIGENAI SERVICES AND SUPPORT SERVICES ARE PROVIDED "AS IS" AND EIGEN LABS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. EIGEN LABS MAKES NO WARRANTY OR GUARANTEE REGARDING THE ACCURACY, RELIABILITY, QUALITY OR SAFETY OF ANY OUTPUT GENERATED BY THE EIGENAI SERVICES. EIGEN LABS DOES NOT WARRANT THAT THE SERVICES OR DELIVERABLES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES OR DELIVERABLES.

  1. Limitation of Liability

a. Limit of Liability and Waiver of Consequential Damages. EXCEPT FOR YOUR BREACH OF SECTIONS 7, 12, AND 13, OR YOUR BREACH OF ANY REPRESENTATIONS OR WARRANTIES OR YOUR INDEMNITY OBLIGATIONS, NEITHER PARTY NOR ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND TECHNOLOGY SUPPLIERS), OFFICERS, SHAREHOLDERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES; OR (C) FOR ANY DIRECT DAMAGES, COSTS, LOSSES, OF LIABILITIES IN AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE GREATER OF ONE HUNDRED DOLLARS AND THE FEES PAID BY YOU TO EIGEN LABS FOR THE EIGENAI SERVICES UNDER THESE EIGENAI TERMS IN THE 6 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER THIS AGREEMENT.

b. Limits. Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. IN THESE STATES, EIGEN LABS’ LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

  1. Miscellaneous

Eigen Labs may change these EigenAI Terms from time to time by providing notice either by emailing the email address associated with your account or by posting a notice at https://eigencloud.xyz and by updating the “Last Revised” date at the top of these EigenAI Terms. You can review the most current version of these EigenAI Terms at any time at https://docs.eigencloud.xyz. The revised EigenAI Terms will become effective immediately after Eigen Labs posts or sends you notice of such changes, and if you use the EigenAI Services after that date, your use will constitute acceptance of the revised EigenAI Terms. If any change to these EigenAI Terms is not acceptable to you, your only remedy is to stop using the EigenAI Services. If any provision of these EigenAI Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these EigenAI Terms will otherwise remain in full force and effect and enforceable. You may not assign, transfer or sublicense these EigenAI Terms or your rights or obligations hereunder without the prior written consent of Eigen Labs, but Eigen Labs may assign or transfer these EigenAI Terms, in whole or in part, without restriction. Any attempted assignment or transfer of these EigenAI Terms by the parties in contravention of the foregoing shall be null and void. Eigen Labs’ failure to exercise or enforce any right or provision of these EigenAI Terms shall not be a waiver of that right. No agency, partnership, joint venture, or employment is created as a result of these EigenAI Terms and neither party has any authority of any kind to bind the other party in any respect whatsoever. In any action or proceeding to enforce rights under these EigenAI Terms, the prevailing party will be entitled to recover costs and attorneys' fees. All notices under these EigenAI Terms will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested. Any delays in or failure of performance of Eigen Labs shall not constitute a default hereunder or give rise to any claims for damages if, to the extent that, and for such period that, such delays or failures of performance are caused by any events beyond the reasonable control of Eigen Labs including, without limitation, any of the following specific occurrences: acts of God or the public enemy, acts of terrorism, pandemics, epidemics, labor strikes, expropriation or confiscation of facilities, compliance with any unanticipated duly promulgated governmental order, acts of war, rebellion or sabotage or damage resulting therefrom, fires, floods, explosion, or riots. The foregoing shall not excuse your payment obligations.