LAST UPDATED: MARCH 2025

This end user licence agreement for the Adaption Platform (“Agreement”) sets out the terms governing your use of the Software and Services. By accessing the Software and Services, you agree to the terms of this Agreement. You agree that you are at least 18 years old. The Agreement is a legally binding contract between you, either individually or if applicable on behalf of your corporate entity/employer, (“you” or “Customer”) and Kallikor Limited (“us”, “we” or “Kallikor”).

We have the right to modify the terms of this Agreement from time to time and we will notify you of the update on the Website. Your continued use of the Software and Services following such notification shall be deemed to be your acceptance of the revised terms.

1. Definitions

“Adaption Platform” – Kallikor’s platform for creating synthetic environments, including all related software, updates, and materials.

“Customer Property” – all pre-existing materials and assets created by, or on behalf of, you.

“Intellectual Property Rights” – means any and all copyright, trade marks, patents, rights in inventions, know-how, trade secrets and confidential information and other intellectual property of a similar or corresponding character.

“Kallikor Property” – the Adaption platform, website, and all related materials, including improvements and modifications.

“Software and Services” means the Adaption Platform, and all other products and services provided by Kallikor to you under this Agreement.

1.1 Your License to Use Our Platform. Subject to the terms and conditions of this Agreement, we grant you a personal, non-exclusive, non-transferable, non-sublicensable, revocable, limited right and licence to use the Software and Services for the term of this Agreement.

1.2 Restrictions of Use. You must not:

copy the Software and Services (no back-up, archival or storage copies are permitted for any reason); 

upload the Software and Services to the internet, servers or to any cloud based system other than as authorised by Kallikor in writing; 

modify, merge, distribute, translate, reverse engineer, decompile, disassemble, create derivative works of, hack or interfere with the Software and Services or any part of it; 

use the Software and Services in any way which breaches the Acceptable Use Policy; 

upload to the Software and Services, or otherwise use the Software and Services in any way to process, any personal data (as defined in applicable data protection laws) other than the personal data you provide to us as part of creating your account for the Software and Services; and 

use our Software and Services to make or operate a competing platform.

1.3 Our License to Use Your Data. You hereby grant Kallikor a perpetual, irrevocable, royalty-free, transferable, sublicensable worldwide licence to: 

1.3.1 access, collect, store, process, transmit, copy and use any data and information collected by Kallikor or provided by you in connection with your use of the Software and Services in order to provide and improve the Software and Services; and 

1.3.2 use your name, logo, or brands on a list of customers of the Software and Services, in marketing materials, and on Kallikor’s website.

2. Intellectual Property Ownership

2.1 Owned by You. You retain ownership in: (a) the Customer Property that you either develop or independently own and upload to the Software and Services; and (b) all of your trade marks, logos and other brand assets.

2.2 Owned by Us. We retain ownership in: (a) the Kallikor Property; and (b) any other assets, tools or software which we may make available to you via the Software and Services. Notwithstanding the restrictions set out in clause 1.2 (Restrictions,, to the extent that you make any modifications to, or any derivative works from, any of the Kallikor Property, you hereby assign to us all rights, title and interest in and to all such modifications and derivative works. We separately retain ownership of our name, logo and associated trade marks.

2.3 Foreground IPR. All Intellectual Property Rights in any output or product of use of the Adaption Platform (“Adaption Output IPR“) shall be owned by Kallikor. Kallikor hereby grants You a worldwide, non-exclusive, non-transferable, non-sublicensable, revocable licence to use the Foreground IPR to the extent necessary to benefit from the Services.

2.4 Third Party Content. To the extent that you include any third party content in any of your Customer Property, you, and not us, shall be responsible for obtaining all necessary licences, consents, permissions and approvals required for your use of such content.

2.5 Performance Data and Feedback. Kallikor shall have the right to collect, analyse, and use aggregate and anonymised data derived from the provision of the Software and Services, including user interactions, performance metrics, and system analytics, for the purpose of improving its platform, services, and overall technology infrastructure. Such data shall not include any personally identifiable or confidential information. Additionally, Kallikor shall have a perpetual, non-exclusive, royalty-free right to use any feedback, suggestions, or recommendations provided, solely for the purpose of enhancing its products and services.

3. Platform Status and Availability 

3.1 The Adaption Platform is still in development, and as such, certain bugs, defects, and other issues may arise during its use. Given the evolving nature of the solution, this Agreement reflects the current state of the service. We provide no warranties about its functionality or availability. We may occasionally have downtime for maintenance.

4. Fees and Payment

4.1 Fees are billed annually in advance. All Fees are non-refundable for any reason.

4.2 At the end of each 12 month period, the Software and Services shall renew automatically for successive 12 month periods unless the Customer provides at least sixty (60) days prior written notice to Kallikor of their intention to not renew.

4.3 You shall provide Kallikor with accurate and complete billing information. By submitting such information, you authorise Kallikor to charge the Fees incurred through your account to that payment method.

4.4 Kallikor may use third party services for the purpose of facilitating payment of Fees. By submitting your payment information, you grant us the right to provide the information to these third parties subject to our Privacy Policy and the privacy policy of those third party services.

4.5 We reserve the right to refuse or cancel your order at any time for reasons including (but not limited to): availability of the Software and Services, errors in the description or price of the Software and Services, error in your order or any other reason. We reserve the right to refuse or cancel your order if fraud or an unauthorised or illegal transaction is suspected.

5. Account Security

5.1 You are responsible for keeping your login details confidential and secure. You will use all reasonable security practices and systems applicable to prevent and take prompt and proper remedial action against unauthorised access, copying, modification, storage, reproduction, display or distribution of the same.

6. Term and Termination

6.1 Term. This Agreement will run from the date you register your account to access to the Software and Services and will continue until it is terminated in accordance with its terms.

6.2 Suspension/ Termination. We may:

• Suspend your access if we believe you are in breach of this Agreement;
• Unless we and you have agreed otherwise in writing, terminate your access on thirty (30) days written notice to you at any time;
• suspend an account that has been inactive for a period of at least ninety (90) days.

6.3 After Termination. Upon termination:

• You must stop using the Software and Services;
• We will delete or return your data upon request;
• All rights and obligations of the parties will cease to have effect, except for: (i) any and all accrued rights and obligations at the termination date; and (ii) those rights and obligations of the parties necessary for the interpretation and enforcement of it.

7. Liability

7.1 Exclusions. Nothing in this Agreement limits or excludes any party’s liability for fraud, fraudulent misrepresentation or wilful misconduct. 

7.2 Limitation of Liability. Subject to clause 7.1, the maximum aggregate liability of Kallikor and its affiliates, officers, directors, employees and agents in respect of loss or damage under this Agreement, whether in contract, tort (including negligence), or for breach of statutory duty or in any other way, shall not exceed $100.

7.3 Indemnification. You agree to defend, indemnify, and hold harmless Kallikor and any parent, subsidiary, affiliate, director, officer, employee, licensor, distributor, supplier, agent, reseller, owner, or operator of Kallikor from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from a) your use of the Software and Services.

8. General Terms

8.1 Assignment. You may not assign, sub-contract or otherwise transfer all or part of this Agreement without Kallikor’s prior written consent.

8.2 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of England.

8.3 Jurisdiction. Each party irrevocably submits to the exclusive jurisdiction of the courts of England.

9. Contact

If you have questions about this Agreement, please contact us through your named Kallikor Representative (if applicable) or via our website: https://kallikor.ai 

Appendix 1 – Acceptable Use Policy

This Appendix presents acceptable and unacceptable uses of the Kallikor Software and Services. You, and anyone using our platform through your account, agree not to:

• probe, scan or test the vulnerability of any system or network;
• breach or otherwise circumvent any security or authentication measures;
• access, tamper with or use non-public areas or parts of the Software and Services;
• generate, distribute, publish or facilitate unsolicited mass email, promotions, advertisings or other solicitations (“spam”) or false source-identifying information (“spoofing” or “fishing”);
• copy, sublicence, resell or distribute the Software and Services;
• modify, merge, distribute, translate, reverse engineer, decompile, disassemble, create derivative works of, hack or interfere with the Software and Services or any part of them;
• use the Software and Services, or upload content to Kallikor’s servers, in any way which: (i) is illegal or infringes third party Intellectual Property Rights; (ii) is related to gambling and/or adult content; (iii) is defamatory, racist, discriminatory, offensive or inappropriate; or (iv) that may be harmful to Kallikor, its operations and/or reputation;
• intercept, mine or otherwise collect data or information from the Software and Services or other Kallikor systems using unauthorised third-party software or otherwise;
• post or upload any files that contain any malicious code, including viruses, spyware, Trojan horses, worms, time bombs or intentionally corrupted data;
• access the Software and Services in any manner that is intended to avoid incurring fees due under this or any other agreement;
• attempt to access, copy, steal, modify or otherwise interact with third party content stored or located on Kallikor’s servers; and/or
• upload to the Software and Services, or Kallikor’s servers, anything which causes damage to or affects the operation of the Software and Services or any third party content.