TERMS AND CONDITIONS OF ALPHANEURAL AI

PLEASE REVIEW THESE TERMS OF SERVICE, NOTICES AND DISCLAIMERS CAREFULLY. BY ACCESSING AND/OR USING THE PLATFORM PROVIDED WITH RESPECT TO ALPHANEURAL AI, YOU HAVE READ, UNDERSTOOD, AND ACCEPTED ALL OF THE FOLLOWING TERMS, AS WELL AS ALL OF THE TERMS WHICH ARE INCORPORATED HEREIN BY REFERENCE. NOTHING HEREIN CONSTITUTES LEGAL, FINANCIAL, BUSINESS, INVESTMENT OR TAX ADVICE AND YOU SHOULD CONSULT YOUR OWN LEGAL, FINANCIAL, BUSINESS, INVESTMENT, TAX OR OTHER PROFESSIONAL ADVISOR(S) BEFORE ENGAGING IN ANY ACTIVITY IN CONNECTION HEREWITH.

1. RIGHTS AND OBLIGATIONS
   The following terms and conditions, including the relevant notices and disclaimers (collectively, the “Terms”), regulates the use of the platform called Alpha Neural AI (hereinafter the “Platform”) through the following website: https://www.alphaneural.io/ and/or www.alfnrl.io. Alpha Neural AI is the Platform developed by AlphaNeural AI, a Swiss association registered in Steinhausen, Hinterbergstrasse 49 6312 Steinhausen, as well as the contractual relationship between AlphaNeural AI Association (“AlphaNeural AI”) and you (“You” or “Your”). By accessing and/or using the services related to the Platform, You have read, understood, and accepted all of the following Terms and agree to be legally bound by these Terms, in their most recent version; You further represent and warrant that:

• (i) You are of legal age to enter into a binding agreement; and
• (ii) if You represent a corporation, governmental organization or other legal entity, You have the right, power and authority to enter into these Terms on behalf of such corporation, governmental organization or other legal entity and to legally bind it to these Terms.
  Your access and/or use of the Platform and its Services (as defined below) is contingent upon Your acceptance of these Terms. These Terms can be amended at any time. Amendments will be effective 14 (fourteen) days after the modified terms and conditions have been posted on the Website, except for amendments that relate to new features or made for legal reasons, which will become effective immediately. If You do not agree to such modified terms, You should discontinue Your use of the Services.

2. THE SERVICES
   The Platform serves as a comprehensive interface, designed to provide You, the user, with seamless access to a suite of integrated services specifically tailored for artificial intelligence development and deployment. These services include:

• AI Assets Marketplace: A dedicated environment where You can upload, manage, and utilize various AI assets, including but not limited to Models, Agents, and Datasets. Upon uploading an asset, a corresponding Non-Fungible Token (NFT) is generated to represent ownership or usage rights. You have the flexibility to retain these assets for private, personal use or to make them available to the wider AlphaNeural user community through direct sale, purchase, or subscription-based access models.
• GPU Aggregation Layer: This service provides You with the capability to access and procure decentralized Graphics Processing Unit (GPU) computational resources on a pay-per-use basis. These resources are essential for computationally intensive tasks such as AI model training and inference operations.
• Neural Labs Interface: A user-friendly graphical interface designed for the straightforward deployment and ongoing management of your AI assets. Within this interface, users can efficiently search for, utilize, purchase, or subscribe to the various AI assets available on the Platform.
• Model Subscription Services: Offering flexible, paid access plans that allow You to subscribe to individual AI models or agents, or curated bundles thereof, according to your specific needs and requirements.
• Agent Integration: Facilitating the use and deployment of sophisticated AI agents capable of interacting seamlessly with both traditional Web2 Application Programming Interfaces (APIs) and emerging Web3 decentralized protocols and services.
  (collectively referred to as the “Services”).

3. DISCLAIMERS
   You accept and understand the following risks related to the technologies employed by AlphaNeural AI to provide the Services.

• RISKS OF TOKENS
  Where applicable, the tax rules applicable to tokens are uncertain and may vary by jurisdiction. You are advised to consult independent tax advisors regarding any potential tax liabilities related to tokens acquisition, use, or sale. Transactions involving tokens may lead to tax obligations, including withholding taxes, income taxes, or tax reporting requirements. The use of tokens may be subject to income, capital gains, or sales taxes, depending on jurisdictional regulations.
• RISKS OF THE SERVICES
  The use of the Platform should only be considered by those who thoroughly understand the goals and risks of AI and blockchain technologies. You understand and accept that AlphaNeural AI may rely on third party service providers and online resources, therefore Alpha Neural AI is not able to guarantee the operational continuity of the Services that may become unreliable and result in loss, technical issues, errors or failures of the Services provided. Your use of any third-party content, services, and integrations is at Your own risk and subject to any terms, conditions, or policies (including privacy policies) applicable to such third-party services.
  As for NFTs, they are tokens which means digital representation of rights and/or value and exist as ledger entries at a specific “public address” on a blockchain network and ownership refers to control over the tokens via the “private key” associated with that address. It is essential for You to secure Your private keys carefully, as the loss of private key access - whether through misplacement or unauthorized access - leads to the permanent and irretrievable loss of tokens and AlphaNeural AI and no other third party is able to recover lost tokens.
  All software and technologies related to the Services (including the Platform) are in its early development stage, thus they may contain, for example, coding errors or security vulnerabilities. Potential issues, such as cyberattacks, and other threats, could compromise the Services’ security. Additionally, potential malicious activities, such as hacking or social engineering threats, could occur. Security vulnerabilities in user interfaces or hardware devices may also arise, jeopardizing data and applications connected to the Services.

By accessing or using the Platform, You represent that You possess a thorough understanding of the functionalities, characteristics, goals, and inherent risks associated with artificial intelligence (AI) and blockchain-based technologies; use of the Platform is recommended only for individuals who meet this understanding.
You acknowledge and agree that the provision of the Services may depend on third-party service providers and online resources. Consequently, Alpha Neural AI cannot guarantee uninterrupted or error-free operational continuity. The Services may experience periods of unreliability, potentially leading to data loss, technical difficulties, errors, or service failures for which AlphaNeural AI disclaims liability. Furthermore, Your interaction with any third-party content, services, or integrations accessed through or connected to the Platform is undertaken solely at Your own risk, governed by the terms, conditions, and privacy policies of the respective third parties.
Non-Fungible Tokens (NFTs) utilized within the Platform are digital tokens representing rights and/or value, recorded as ledger entries on a specific blockchain network at a public address. Ownership and control of these NFTs are determined by possession of the corresponding private key associated with that public address. It is Your sole and critical responsibility to maintain the security and confidentiality of Your private keys. The loss of access to Your private keys, whether due to misplacement, theft, or unauthorized access, will result in the permanent and irreversible loss of the associated NFTs. You acknowledge that AlphaNeural AI and any other third party cannot recover lost or inaccessible tokens.
You also acknowledge that the software, technologies, and protocols underlying the Services (including the Platform) are under continuous development and should be considered as being in an early stage. As such, they may contain inherent weaknesses, including but not limited to coding errors, bugs, and security vulnerabilities.
These factors may expose the Services and Your data to various risks, such as cyberattacks, hacking attempts, social engineering schemes, and other malicious activities that could compromise security and functionality. Vulnerabilities may also exist in user interfaces or the hardware devices You use to access the Services, potentially jeopardizing data and applications connected thereto.

4. LIMITS OF USE & PROHIBITED CONDUCT
   By accessing and/or using the Platform and its Services, You acknowledge and agree that You shall not use, or assist third parties to use, the Platform and its Services any way which may constitute a contravention of applicable laws or which may contradict the purposes or hinder the operations of the Platform and its Services or hinder the operations of other users of the Platform and its Services. Without limitation to the foregoing, You acknowledge and agree that You shall not use, or assist third parties to use the Platform and its Services for illegal or fraudulent purposes, including money laundering, fraud, terrorist financing, other unlawful purposes or violating these Terms, any applicable law and any court or competent authority rulings or orders. This include but is not limited to the following actions:

• (i) attempting to gain unauthorized access to the Platform, its underlying systems;
• (ii) introducing malicious software, viruses, or other harmful components that could disrupt the Services’ or the Platform’s functionality or compromise its security;
• (iii) decompiling, reverse engineering, or attempting to derive the source code of the Platform or any of its components;
• (iv) impersonating another user, misrepresenting Your identity, or engaging in any deceptive practices on the Platform;
• (v) exploiting Platform features, tools, or services in a manner that could overload, harm, or impair its operation or performance.

4.1 PROHIBITION ON AI SYSTEMS AND MODELS
You are expressly prohibited from using, scraping, crawling, indexing, or otherwise collecting data from the Platform or any third party websites, including but not limited to any content, information, images, or metadata (“Platform Data”), for the purposes of developing, training, or enhancing any AI models or systems, machine learning algorithms, or similar automated systems, whether for personal, academic, or commercial purposes, without the express prior written consent of the interested parties.
In the event of unauthorized use of Platform Data for AI training, scraping, or related purposes, AlphaNeural AI reserves the right to pursue all available legal remedies, including but not limited to injunctive relief, damages, and statutory penalties, to the fullest extent permitted by law.
If You become aware of any unauthorized use of Platform Data in contravention of this section, You agree to immediately notify AlphaNeural AI and provide any relevant information or assistance in investigating and addressing such violations.

4.2 ADDITIONAL CONTENT GUIDELINES AND TAKEDOWN
You agree not to post, upload, share, or otherwise make available on the Platform any content (including Models, Datasets, or Agents) that

• (i) is unlawful, harmful, defamatory, or infringes upon the rights of any third party;
• (ii) includes offensive or hateful content;
• (iii) is fraudulent, deceptive, or involves the unauthorized disclosure of personal or confidential information.
  AlphaNeural AI reserves the right, but is not obligated, to remove or restrict access to any such content and to take any other actions it deems appropriate, including reporting you to relevant authorities, if it determines, at its sole discretion, that your content violates these Terms or applicable law.
  If we receive any notification or claim alleging that content you have uploaded infringes another party’s rights or otherwise violates these Terms or applicable law, we may remove or restrict access to such content immediately. We shall bear no liability to you whatsoever for taking any actions in good faith to comply with our obligations under these Terms or under any law or regulation.

5. INTELLECTUAL PROPERTY RIGHTS
   For the purposes of these Terms, “Intellectual Property Rights” or “IP” or “IPR” refers to all rights, titles, and interests recognized globally under any law or regulation relating to - without limitation:

• (i) copyright;
• (ii) trademarks;
• (iii) patents;
• (iv) trade secrets;
• (v) design rights;
• (vi) database rights.
  This includes both registered and unregistered rights, pending applications, and any renewals, extensions, or continuations of such rights or any rights, titles, and interests otherwise capable of being protected under applicable laws.
  Software, design, layout, interface, text, graphics, sound, image files, and other elements of the Platform and of the Services (“AlphaNeural IPRs”) are the exclusive property of AlphaNeural AI and/or its licensors. This includes, but is not limited to, all source and object code, design, trademarks, look and feel, and proprietary content. Certain elements are also protected by trade secrecy and other IPRs.
  You are granted a limited non-exclusive, non-transferable right to access and use the AlphaNeural IPRs solely and exclusively for the purposes of using the Services and the Platform as allowed by these Terms. This license does not grant any rights to copy, distribute, modify, create derivative works of, or otherwise exploit the AlphaNeural IPRs. Unauthorised access, use, or reproduction of any part of the AlphaNeural IPRs is strictly prohibited and may result in suspension or termination of Your access to the Services and the Platform, along with potential legal action.
  AlphaNeural AI grants You a worldwide, royalty-free license to use the Services’ and Platform’s trademark(s) solely for the purpose of referencing or identifying AlphaNeural AI or as agreed with AlphaNeural AI in writing. However, You may not use the Platform’s trademarks for commercial purposes or any unauthorized promotional activities.

5.1. OWNERSHIP AND LIABILITY DISCLAIMER FOR AI REDEMPTION
By implementing a specific AI Solution through the provided Platform and/or Services, you acknowledge and agree that:

• You may claim authorship of the AI Solution (“Redeem”) upon its creation, asserting that it is your own work. By Redeeming the AI Solution, you expressly acknowledge that AlphaNeural AI does not exercise any control, supervision, or authorship over the AI Solution;
• You assume full and sole responsibility for any and all uses, consequences, and implications of the AI Solution, including but not limited to its functionality, compliance with applicable laws, third-party rights, and ethical considerations;
• AlphaNeural AI shall bear no liability whatsoever for any claims, damages, liabilities, costs, losses, or legal actions arising from or related to the AI Solution, including but not limited to claims from you or any third party regarding false Redeem, IPR’s rights, data protection, regulatory compliance, misuse, or harm caused by the AI Solution;
• You shall indemnify, defend, and hold harmless AlphaNeural AI, its affiliates, officers, directors, employees, and agents from and against any and all claims, demands, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related the Redeem of the AI Solution;
• By Redeeming the AI Solution, you irrevocably waive any present or future claim against the AlphaNeural AI related to the AI Solution, including but not limited to claims for assistance, liability, warranty, support, or any other form of recourse.

5.2. LICENSE GRANTED BY USERS FOR HOSTING
By uploading any content (including, without limitation, Models, Datasets, or Agents) to the Platform, You grant AlphaNeural AI and its affiliates a non-exclusive, worldwide, royalty-free license to store, distribute, host, display, and publicly perform such content solely for the purpose of providing the Services in accordance with these Terms. You represent and warrant that You have all necessary rights to grant this license and that Your content does not infringe the rights of any third parties.

6. DATA PROTECTION
In order to provide You with the Platform and its Services, You acknowledge and agree that Your relevant personal data and/or information may be collected, stored and processed for executing these Terms. By accessing and/or using the Services and the Platform, You have read and understood to the relevant privacy notice and cookie policy, and You acknowledge that such data and/or information in accordance with the terms of the privacy notice may be processed.

7. TERMINATION
These Terms can be terminated or suspended as well as Your access to the Services and the Platform at any time, including, without limitation, in the event of Your alleged or actual misuse of the Platform and its Services or breach of these Terms.

8. REPRESENTATION AND WARRANTIES
By using the Services and the Platform, You acknowledge and agree to the representations and warranties stated below:

• You meet all eligibility criteria outlined in these Terms, including age and legal capacity requirements;
• Your use of the Services and the Platform will comply with these Terms and all applicable laws, regulations, and rules in Your jurisdiction;
• Your activities related with the Services will be conducted for lawful purposes and will not involve fraudulent, deceptive, or otherwise prohibited actions;
• You will be solely responsible for the execution of any action and/or omission on the Platform in relation to the Services therefore for any losses and/or damages resulting from such action and/or omission;
• You recognize and accept that tokens (i) may hold no intrinsic or monetary value, nor is there any guarantee or representation of liquidity or future worth; (ii) it may lack transferability and liquidity, as tokens are not intended to be repurchased or resold on any kind of DLT trading venues; and (iii) any entity or individual of AlphaNeural AI does not bear any responsibility or liability regarding the tokens themselves, their value, transferability, or liquidity.

9. LIMITATION OF LIABILITY
In no event will officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers, or licensors of AlphaNeural AI will be liable for any loss or damages, including without limitation, direct, indirect, special, consequential, or punitive loss or damages, arising from or related to Your use of the Services and the Platform, whether in an action of contract, tort or otherwise, and regardless of whether such damages were foreseeable and whether or not advised of the possibility of such damages. Without limiting the generality of the foregoing, AlphaNeural AI takes no responsibility for and will not be liable for any financial or other loss or damages arising from or related to the use of the Services, the Platform, any AlphaNeural AI’s third party service providers, including, without limitation, to any of the following:

• (i) inability of access and unauthorized access;
• (ii) technical failure, malfunction or shutdown of any hardware of software component including GPUs, CPU, memory units or other network infrastructure;
• (iii) server failure, hacks or unavailability;
• (iv) data loss;
• (v) corrupted data on servers;
• (vi) failure to update or provide correct information;
• (vii) phishing or other websites masquerading as the Platform;
• (viii) delays or interruptions; and
• (ix) loss of business or goodwill.
  AlphaNeural AI provides the Services on an “as-is” and “as-available” basis, without representations, warranties, or guarantees of any kind (express, implied, or statutory), including:
• the accuracy, reliability, or availability of the Services and of the Platform;
• the suitability or effectiveness of the Services for achieving the outcomes described within the Platform; and
• the absence of errors, interruptions, or vulnerabilities in the Services and/or the Platform.
  You acknowledge and agree that by using third party providers and the relevant pieces of software, including but not limited to APIs, source code, machine learning models, third-party libraries, and cloud-based services, AlphaNeural AI assumes no liability including but not limited to any errors, inaccuracies, security vulnerabilities, data loss, or any other technical or operational issues arising from their use. You further acknowledge and accept that:
• third parties’ technologies may be integrated with the Services and may be subject to updates, modifications, or discontinuation beyond AlphaNeural AI’s control, and that AlphaNeural AI makes no warranties, express or implied, regarding their availability, accuracy, or fitness for a particular purpose; and
• availability and functionality of third-party services may change (e.g., termination of agreements by providers and or amendments affecting integration). AlphaNeural AI disclaims liability for any losses arising from such changes or interruptions.

10. INDEMNIFICATION
You agree to indemnify, defend, and hold harmless AlphaNeural AI, its affiliates, directors, officers, and employees from any claims, damages, or liabilities arising from: breaches of the representations and warranties under these Terms, false or misleading information provided to AlphaNeural AI or third parties; and Your actions, omissions, or misuse of the Services and/or the Platform resulting in harm to AlphaNeural AI or others.

11. NO FIDUCIARY DUTY
AlphaNeural AI does not act as a fiduciary for You. AlphaNeural AI’s role is limited to providing the Services and the Platform You may utilize for Your personal objectives.
You accept and acknowledge that these Terms do not create a fiduciary, agency, partnership, or joint venture relationship between You and AlphaNeural AI.

12. ENTIRE AGREEMENT
These Terms constitute all the terms and conditions agreed and supersede any prior agreements in relation to the subject matter of these Terms, whether written or oral.

13. SEVERABILITY AND WAIVER
Unless as otherwise stated in these Terms, should any provision of these Terms be held totally or partially invalid or unenforceable, such invalidity or unenforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of these Terms, and the application of that provision shall be enforced to the extent permitted by applicable laws. The failure to exercise or enforce any of the rights or provisions of these Terms shall not be considered as a waiver of responsibility with respect to these Terms.

14. ASSIGNMENT
These Terms may be assigned and/or be delegated in any of its obligations hereunder, in whole or in part. In the event, You transfer or sell the Token these Terms will apply accordingly.

15. GOVERNING LAW AND JURISDICTION
You accept and understand that these Terms are exclusively subject to and governed by Swiss law to the exclusion of Swiss international private law and any international treaties. You therefore waive any other rights, laws or regulatory provisions otherwise applicable under the jurisdiction in which You are resident. All disputes arising from or under these Terms shall be subject to the exclusive jurisdiction of the competent courts of Zug, Switzerland.