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QuantumAI Proprietary License (QPL v1.1)

Effective Date: [01/20/2025]
Licensor: Reece Dixon (QuantaScript)
Jurisdiction: United States, European Union, and international intellectual property laws

1. Grant of License

1.1 Non-Commercial Use (Personal & Research License)

Subject to the terms and conditions of this Agreement, the Licensor grants the Licensee a non-exclusive, non-transferable, revocable, and limited license to use QuantumAI strictly for personal, academic, and non-commercial research purposes.

  • Licensees may not use QuantumAI for commercial, financial, or business purposes.
  • Redistribution of QuantumAI for non-commercial research purposes is permitted, provided that all original copyright notices and licensing terms remain intact.
  • The Licensee may not sublicense, resell, or otherwise transfer access to QuantumAI under this non-commercial license.

1.2 Commercial Use (Paid License Required)

Any use of QuantumAI in a commercial setting, including but not limited to corporate AI applications, financial modeling, SaaS offerings, API services, monetized analytics, or AI-powered trading, requires a separate paid commercial license.

  • Corporate Entities, Startups, Governments, and Financial Institutions must enter into a formal licensing agreement before using QuantumAI for commercial purposes.
  • Commercial uses without an approved paid license are expressly prohibited and subject to legal enforcement and financial penalties.

2. Restrictions & Prohibited Uses

The Licensee shall not, directly or indirectly:

  • Modify, decompile, reverse-engineer, disassemble, or create derivative works based on QuantumAI without explicit authorization.
  • Use QuantumAI for military applications, autonomous weapons, mass surveillance, or any human rights violations.
  • Use QuantumAI for cybersecurity breaches, hacking tools, cryptographic decryption, or unauthorized data mining.
  • Use QuantumAI in any way that infringes upon applicable data privacy laws, including but not limited to GDPR, CCPA, and HIPAA.
  • Distribute, sublicense, rent, lease, sell, or otherwise transfer QuantumAI to any third party without prior written consent from the Licensor.

Violation of these restrictions shall result in immediate termination of this license and may subject the Licensee to legal action and financial damages.

3. Commercial Licensing Fees & Revenue Sharing

3.1 Tiered Commercial Licensing Structure

License Type Target Users Price (USD) Revenue Share (%)
Startup Companies with <$5M revenue $250,000 15%
Enterprise Companies with >$5M revenue $5,000,000+ 20%
Exclusive Enterprise custom licensing Negotiable 30%+

3.2 Revenue Sharing Terms

  • Commercial Licensees must report revenue generated from QuantumAI-powered applications quarterly.
  • Licensor reserves the right to audit financial statements to ensure compliance with licensing terms.
  • Failure to pay revenue share will result in immediate revocation of the commercial license.

3.3 Unauthorized Commercial Use & Liquidated Damages

Any unauthorized commercial use of QuantumAI shall result in the following penalties:

  1. Immediate termination of this license and legal enforcement actions.
  2. Liquidated damages equivalent to 2x the net revenue generated from unauthorized QuantumAI use.
  3. Court orders and injunctive relief to prevent continued use.

4. Derivative Works & Forking

4.1 Restrictions on Commercial Forking & Derivatives

  • Licensees may not create, distribute, or monetize any forked, modified, or derivative versions of QuantumAI without explicit approval.
  • A formal request for derivative development must be submitted before any forking, adaptation, or modification for commercial use.

4.2 Control Over Model Weights

  • All trained, fine-tuned, or derived model weights remain subject to this license, even if customized or further developed.
  • Commercially trained models must be separately reported and licensed.

5. Buyout, Acquisition & Exclusive Licensing Rights

  • The Licensor retains a Right of First Refusal over any potential corporate buyout or acquisition of QuantumAI.
  • The minimum acquisition price for an exclusive license is $250 million USD or 15% equity in the acquiring company.
  • Exclusive licensing deals exceeding $500 million USD may be negotiated separately.

6. Legal Compliance, Ethical Use & Enforcement

6.1 Ethical Use & Prohibited Applications

QuantumAI shall not be used in applications that violate international human rights laws, including but not limited to:

  • Development of autonomous weapons, mass surveillance, or AI-powered tracking systems.
  • Unlawful data harvesting, unauthorized biometrics, or invasive behavioral analytics.
  • AI-based cyberattacks, fraud, or any form of illegal exploitation.

6.2 Compliance Review & Revocation Rights

The Licensor reserves the right to audit and revoke licenses if a Licensee is found in violation of ethical or legal compliance standards.

6.3 Smart Contract-Based Kill-Switch

  • Commercial API access is secured via blockchain smart contract enforcement.
  • Non-compliant licenses may be revoked programmatically, cutting off unauthorized access to QuantumAI models and services.

7. Jurisdiction, Dispute Resolution & Legal Remedies

7.1 Governing Law

  • This license is governed under the laws of Delaware, USA, with international applicability under EU GDPR, WIPO Copyright Treaties, and global IP protection statutes.

7.2 Arbitration & Legal Dispute Resolution

  • Any disputes arising under this license shall be resolved via arbitration under the International Chamber of Commerce (ICC).
  • Litigation may be pursued in U.S. federal courts, European Union jurisdictions, or any other recognized international courts.

7.3 Legal Fees & Indemnification

  • Licensees shall indemnify and hold harmless the Licensor from any third-party claims, liabilities, or damages arising from misuse of QuantumAI.
  • In case of litigation, the prevailing party shall be entitled to recover all legal fees and costs.

8. Modifications & Future License Versions

8.1 Versioning & License Updates

  • Existing Licensees retain rights under the version they agreed to unless they opt into updated terms.

8.2 Notification Requirements

  • Material changes in licensing terms require a 30-day advance notice, communicated via:
    • Email notifications to existing Licensees.
    • Official public notices on GitHub and company websites.

9. Boilerplate Legal Terms

  • Severability: If any provision of this license is found to be unenforceable, the remaining provisions shall remain in full effect.
  • Entire Agreement: This document constitutes the full legal agreement governing QuantumAI's licensing terms.
  • No Waiver: Failure to enforce a provision does not constitute a waiver of future enforcement rights.

🚀 Summary of Key Terms

Clause Description
Paid License Required Commercial use requires a formal paid license.
Revenue Share Licensees must pay 15-30% of AI-driven revenue.
No Unauthorized Forking Derivative works require explicit approval.
Acquisition Rights Buyout minimum of $250M USD or 15% equity.
Ethical Compliance AI use must align with ethical & legal standards.
License Revocation Non-compliant use leads to immediate termination.
Smart Contract Enforcement Blockchain-based access control.

This QuantumAI Proprietary License (QPL v1.1) is designed to ensure full legal protection, maximize monetization, and prevent unauthorized exploitation.