"Product" means iQBus software, including Documentation and any updates or patches provided by Cerebrum City under an applicable Order or services agreement.

"Documentation" means the usage documentation for the Product made available by Cerebrum City, as updated from time to time.

"Customer Deployment" means the instance installed into Customer's Azure tenant/subscription.

"Registration" means the one-time submission described in Section 5.1 by which Customer requests a License Key for a Customer Deployment.

"Registration Data" means the information Customer submits at Registration, as described in Section 5.1, together with Cerebrum City's record of the License Key issued.

"License Key" means the key issued by Cerebrum City following Registration that activates a Customer Deployment for a single Azure tenant.

"Order" means an order form, quote, marketplace purchase, or similar document referencing the Product and pricing.

"Starter Edition", "Grow Edition", and "Enterprise Edition" mean the applicable Product edition made available under an Order or offering description. The Grow Edition and the Enterprise Edition provide the same functional capabilities and differ in licensed capacity, as described in the Documentation and the applicable Order.

"Paid Editions" means the Grow Edition and the Enterprise Edition, collectively.

"Marketplace Terms" means the Microsoft commercial marketplace terms applicable to Customer's acquisition of the Product through the Microsoft Azure Marketplace, if applicable.

"Feedback" means suggestions, enhancement requests, bug reports, or other feedback regarding the Product, excluding Customer's Confidential Information.

Subject to these terms and any applicable Order, Cerebrum City grants Customer a limited, non-exclusive, non-transferable license, without the right to sublicense, to install and use the Product only within Customer's Azure tenant/subscription, for Customer's internal business purposes, in accordance with the Documentation, during the term permitted for that edition/offering.

Customer must not, and must not permit any third party to:

reverse engineer, decompile, or disassemble the Product (except to the extent such restriction is prohibited by law);

remove or alter notices, branding, or license checks;

bypass, disable, modify, circumvent, share, or reuse License Keys or license activation, or bypass any technical restriction of the Product, or assist anyone in doing so;

distribute, sublicense, rent, lease, or host the Product for third parties except as expressly permitted in an Order;

use the Product to develop a competing product, or publicly disclose benchmark or performance test results of the Product without Cerebrum City's prior written consent;

use the Product in violation of applicable law.

Customer Deployments run in Customer's Azure environment. Customer is responsible for: its Azure configuration, networking, and identity setup; data handling within its environment; access control and credential management; backing up its data and configurations (Customer is solely responsible for backup and recovery of data in the Customer Deployment); and ensuring the Azure subscription and underlying services required by the Product remain available and properly configured.

Edition notes: All editions authenticate to the deployment's data services using a user-assigned managed identity. No local database accounts are created and no account passwords are issued. The database servers accept Microsoft Entra authentication only, storage shared key access is disabled, and every data service in the Customer Deployment is reachable only through a private endpoint with public network access disabled. Editions differ in the identity provider available for the Product's own user interface: Starter Edition uses a local application account, and the Paid Editions authenticate users against Customer's Microsoft Entra directory.

Starter Edition declarations. The Starter Edition is made available for evaluation, proof of concept, and non-regulated workloads. At Registration of a Starter Edition Customer Deployment, Customer declares that the Customer Deployment will not process, transmit, or store any of the categories of data described in Section 6.2, in production or in testing, and acknowledges the Starter Edition terms presented at Registration, and accepts this Agreement including Sections 6.2, 6.3, 8.1, and 18. The Product does not accept a Starter Edition Registration without these declarations. Cerebrum City relies on Customer's declarations in issuing a License Key and does not verify them.

Customer may use the Starter Edition to support production operations, at its own risk. Cerebrum City does not approve, monitor, or support production use of the Starter Edition. The Starter Edition does not include directory-based authentication, per-user identity, retention pruning of tracked message data, or audit logging, and does not include updates or patches. Section 18 states the limit of Cerebrum City's liability in connection with the Starter Edition.

Use of a Starter Edition Customer Deployment contrary to Customer's declarations is a breach of this Agreement and is outside the scope of the license granted in Section 2. Cerebrum City's record of Customer's Registration and declarations is evidence of the terms on which the License Key was issued.

Publisher access. The Product is delivered as an Azure Managed Application. As a structural property of that delivery model, Cerebrum City's publisher identity, a group in Cerebrum City's Microsoft Entra tenant, holds the Owner role over the managed resource group created by the deployment, scoped to that resource group and not extending to other resources in Customer's subscription. That role is fixed for the life of the Marketplace plan and cannot be narrowed after publication. That authorization exists to protect Cerebrum City's intellectual property in the deployed software, to support the deployment, and to deliver in-place upgrades where the edition provides them. It does not carry a route to data in the Customer Deployment: storage shared key access is disabled, the database servers accept Microsoft Entra authentication only, every data service is reachable only through a private endpoint with public network access disabled, and Cerebrum City holds no application identity in the Product. Obtaining such a route would require a modification to the deployed infrastructure, including deployment of code to the Product's application services, which executes as the Product's managed identity within the deployment's virtual network. Customer acknowledges that this capability is inherent to the delivery model and cannot be removed without also removing Cerebrum City's ability to deliver updates. All management operations performed by Cerebrum City principals against resources in the managed resource group are recorded in Customer's own Azure activity log, which Cerebrum City cannot alter, and Customer may end the authorization at any time by deleting the managed application. Customer may further constrain the managed resource group through Azure Policy at subscription scope; Cerebrum City cannot remove such a policy assignment, and any exemption from it created within the managed resource group is recorded in Customer's activity log. Cerebrum City will not deploy code to, or otherwise modify, a Customer Deployment other than to deliver an update or patch under Section 8 or to perform work Customer has requested in writing. Multi-factor authentication is enforced for every member of the publisher identity group. Cerebrum City will notify Customer without undue delay on confirming a compromise of the publisher identity or of the systems Cerebrum City uses to deploy code to Customer Deployments.

5.1 Registration and License Key. To activate a Customer Deployment, Customer registers through the Product. Registration requires the first name, last name, organization, and business email address of the registering user; the edition and version of the Product; Customer's acceptance of this Agreement and the version accepted; and, for the Starter Edition, the declarations described in Section 4. When Customer submits the Registration, the Product transmits that information to Cerebrum City once, and Cerebrum City records the time of receipt. Cerebrum City issues a License Key to the registered email address, normally within two business days, and Customer activates the Customer Deployment with it. A License Key is valid for a single Azure tenant. Registration is the only communication the Product initiates with Cerebrum City, and it occurs only on Customer's action.

5.2 No Telemetry. The Product does not transmit telemetry, usage data, message payloads, business content, configuration, user activity, logs, error traces, or health information to Cerebrum City, and does not connect to Cerebrum City after Registration. The Product performs its own health checks and notifies Customer within the Customer Deployment. The Product contains no remote diagnostic capability, and Cerebrum City does not collect logs or data from a Customer Deployment through the Product. Any access by Cerebrum City personnel to a Customer Deployment occurs only under a statement of work, on Customer's express grant, is recorded in Customer's Azure activity log, and is never to an environment containing data of the kinds listed in Section 6.1.

5.3 Registration Data; Aggregated Data. Cerebrum City owns and retains all rights in its records of Registration Data and License Key issuance. Cerebrum City uses Registration Data to issue and administer License Keys, to contact Customer about its license and the Product, to enforce this Agreement, and to protect against fraudulent or unlawful activity. Cerebrum City may use statistical data derived from Registration Data and from the provision of the Product, in aggregated or de-identified form, to operate, analyze, improve, and develop its products and services, to protect the security and integrity of its services, and to create statistical analyses, provided such use does not identify Customer or any natural person, and Cerebrum City will not attempt re-identification.

5.4 Edition Limits. Customer is responsible for ensuring that its use of the Product remains within the licensed capacity and other limits of its edition and applicable Order.

6.1 Materials Provided to Cerebrum City. Customer must not provide to Cerebrum City (including in support tickets, log files, diagnostics, screen shares, or attachments) any protected health information (PHI) as defined under HIPAA, payment card data, government-issued identifiers, financial account numbers or credentials, personal information about individuals, or other regulated or sensitive personal data. Customer will redact such data from any materials before providing them. If Customer provides materials in violation of this Section, Cerebrum City may delete them and may charge Customer for the reasonable costs of secure handling and deletion, and Customer will indemnify Cerebrum City for third-party claims arising from such materials as provided in Section 17.2.

In connection with the Product and with any support provided under this Agreement, Cerebrum City does not create, receive, maintain, or transmit PHI on behalf of Customer, is not a business associate under HIPAA, and does not enter into business associate agreements under this Agreement. Support under this Agreement is delivered without access to a Customer environment containing PHI, and Cerebrum City will not accept such access under this Agreement.

Where Customer separately engages Cerebrum City for professional services, and that engagement requires Cerebrum City to access a Customer environment containing PHI or to view PHI in the course of the work, that engagement is governed by the applicable services agreement and statement of work rather than by this Section, and Cerebrum City will enter into a business associate agreement where one is required by law. Nothing in this Agreement grants or contemplates such access.

6.2 Edition Suitability for Regulated Data. The Starter Edition is licensed for evaluation, proof-of-concept, and non-regulated workloads only. Customer must not use the Starter Edition to process, transmit, or store: protected health information as defined under HIPAA; payment card data; government-issued identifiers; financial account numbers or credentials giving access to financial accounts; personal information about individuals, meaning any data that identifies a natural person or is linked to one; or any other data that a law, regulation, or contract requires to be protected with specific technical safeguards. The Starter Edition does not provide directory-based authentication, per-user identity, configurable retention of tracked message data, or audit logging, and is therefore not suitable for workloads requiring individual accountability for access or defined data retention periods. Workloads involving such data require a Paid Edition. Use of the Starter Edition contrary to this Section is outside the scope of the license granted in Section 2, and Customer is solely responsible for the consequences of such use.

6.3 Non-Production Data. Where Customer uses the Product for evaluation, development, testing, training, or demonstration purposes, Customer must not introduce live data of the categories described in Section 6.2 into such environments. Customer will de-identify, mask, or substitute synthetic data for any such data before use in a non-production environment, consistent with applicable law and Customer's own policies. Customer is solely responsible for determining that data used in non-production environments has been adequately de-identified, and for any consequences arising from the introduction of regulated data into a non-production environment contrary to this Section.

7.1 Applicability. This Section applies only to paid subscriptions or paid services under an Order (for example, Grow Edition or Enterprise Edition subscriptions and paid support or services). If an edition is provided without subscription fees from Cerebrum City (for example, the Starter Edition), this Section does not apply to that edition except to the extent Customer purchases paid services.

7.2 Marketplace Subscriptions. Where Customer acquires a Paid Edition through the Microsoft Azure Marketplace, Microsoft bills and collects the subscription fees, and the consequences of non-payment, including suspension or cancellation of the subscription, are determined by the Marketplace Terms and Customer's agreements with Microsoft. Cerebrum City does not bill Customer for Marketplace subscriptions and has no role in Microsoft's collection or suspension processes.

7.3 Amounts Invoiced by Cerebrum City. Where Cerebrum City invoices Customer directly for paid services under an Order, Cerebrum City will generally attempt to contact Customer to resolve billing issues before taking enforcement action. Overdue amounts accrue a late charge of 1% per month or the maximum rate permitted by law, whichever is lower, plus reasonable costs of collection. Additional late fees may be described in the applicable Order. If an invoiced amount is overdue by more than 60 days and Customer has not responded or resolved the delinquency, Cerebrum City may suspend the paid services to which the invoice relates until payment is received.

7.4 No Remote Disablement. Cerebrum City does not disable, suspend, or alter Customer Deployments remotely. The Product contains no licensing mechanism by which Cerebrum City can disable it, and Cerebrum City will not use the publisher access described in Section 4 to interrupt, stop, or alter a Customer Deployment for non-payment, for any other licensing or commercial reason, or for any purpose other than delivering an update or patch under Section 8 or performing work Customer has requested in writing. Loss of a Marketplace subscription is governed by Section 7.2. Customer acknowledges that it is responsible for continuity planning in connection with its subscriptions and its Azure environment.

7.5 Suspension of Registration Services for Security. Cerebrum City may suspend the issuance of License Keys, or the systems that receive Registrations, immediately and without prior notice to the extent reasonably necessary to address a security threat to those systems, to other customers, or to the integrity of licensing, or to comply with law. Such a suspension does not affect Customer Deployments already activated. Cerebrum City will restore service promptly once the issue is resolved and will provide notice where practicable.

8.1 Starter Edition: Updates/Patches Not Included. Updates and patches are not included for Starter Edition unless Customer engages Cerebrum City under a separate paid services arrangement (for example, support or professional services) covering such work. Where Customer engages Cerebrum City for such work, a newer version of the Starter Edition is delivered by deploying a new Marketplace instance, not by modifying the running Customer Deployment. Starter Edition offerings may be provided without subscription fees from Cerebrum City, and free offerings do not include free remediation labor.

8.2 Paid Editions: UAT First, Then Production. For the Paid Editions, Customer must maintain a pre-production/UAT environment. Updates and patches follow a change-control process: (1) Cerebrum City provides the update/patch to Customer's pre-production/UAT environment; (2) Customer performs testing and provides written approval; (3) production is upgraded/patched following sign-off and scheduling agreed by the parties.

8.3 Microsoft Deprecations and Platform Changes. Customer acknowledges that the Product depends on Microsoft Azure services and features that may be changed, limited, or deprecated by Microsoft. If a Microsoft change or deprecation affects the Product's functionality, Customer's remedy and Cerebrum City's obligations depend on the Product edition and any active services agreement:

(a) Starter Edition: Redeploy Required. Remediation for Microsoft deprecations and platform changes is provided through updated Marketplace releases. Customer must redeploy a new instance of the Product from the Marketplace to obtain the remediation, and Customer is responsible for verifying that the Marketplace release it selects expressly addresses the relevant deprecation or issue. Remediation is not automatic and may require Customer-side migration steps. Any assistance from Cerebrum City with redeployment, migration, or remediation is provided only under a separate paid services arrangement.

(b) Paid Editions: Services-Engaged Remediation. Remediation for Microsoft deprecations and platform changes is handled similarly to updates/patches under Section 8.2 and generally requires an active services agreement (for example, support or professional services). Remediation is not automatic and is not provided free of charge unless expressly stated in an applicable Order or SOW. The parties will follow the pre-production/UAT validation and sign-off process prior to applying changes to production.

(c) No Guarantee of Continued Availability. Cerebrum City does not guarantee that any specific Azure service, feature, SKU, API, or dependency will remain available indefinitely. Cerebrum City will use commercially reasonable efforts to provide remediation options under the terms above when applicable.

Support is provided only if purchased in an Order or separate statement of work ("SOW"). Any engagement that requires Cerebrum City personnel to access a Customer environment is professional services governed by a SOW, on Customer's express grant of access, and is not support under this Agreement. In such an engagement, access will be governed by the SOW and any data processing terms agreed in it, and Customer will implement access controls designed to prevent Cerebrum City from accessing personal data that is not necessary for the services.

Support delivered under this Agreement is provided without access to a Customer environment containing regulated or sensitive personal data of the kinds listed in Section 6.1, and without screen sharing or file transfer that exposes such data. Where an issue cannot be diagnosed without it, the parties will either reproduce the issue using de-identified or synthetic data, or agree a separate statement of work governing the engagement, as described in Section 6.1.

The Product runs on Microsoft Azure services controlled by Customer. Microsoft is responsible for Azure infrastructure availability and hardware/platform operations under Customer's Azure agreements with Microsoft. Customer acknowledges that Microsoft may change or deprecate Azure services in ways that impact the Product, that Microsoft may suspend or terminate Customer's Azure subscription under Customer's agreements with Microsoft, and that such events are outside Cerebrum City's control.

CEREBRUM CITY DOES NOT CONTROL MICROSOFT AZURE AND MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER ABOUT AZURE OR ANY MICROSOFT SERVICE. CEREBRUM CITY IS NOT RESPONSIBLE FOR, AND WILL HAVE NO LIABILITY ARISING FROM: AZURE OUTAGES OR DEGRADED PERFORMANCE; HARDWARE FAILURES OR PLATFORM INCIDENTS WITHIN AZURE; MICROSOFT SERVICE CHANGES, LIMITATIONS, OR DEPRECATIONS; OR CUSTOMER MISCONFIGURATION OF AZURE RESOURCES.

Cerebrum City may offer architecture guidance (including multi-region/multi-site strategies) under a separate paid engagement. If Cerebrum City becomes unable to list the Product on the Microsoft Azure Marketplace, Cerebrum City may discontinue the affected offering upon at least 90 days' notice, and Customer's exclusive remedy is a refund of prepaid fees for the unused portion of the term.

If Customer acquires the Product through the Microsoft Azure Marketplace, these terms govern the Product license and supersede any default marketplace contract terms to the maximum extent permitted by the Marketplace Terms. In the event of conflict, the order of precedence is: (1) an executed Order or SOW; (2) these terms; (3) the Documentation; (4) any marketplace terms not superseded. Microsoft is not a party to these terms and has no obligations under them.

Customer retains all rights to data in its Customer Deployment. Cerebrum City does not claim ownership of Customer data, does not receive it through the Product, and holds no route to it, as described in Section 4. Data processed by the Product, including message payloads and tracked message data, is stored on Azure resources in Customer's own subscription under Customer's own agreements with Microsoft. Customer acknowledges that message payloads persist in the Customer Deployment's database where a message is suspended or dead-lettered, independent of the tracking level configured, until removed by the retention policy Customer configures on a Paid Edition or, on the Starter Edition, until Customer deletes the Application, because the Starter Edition performs no retention pruning. Customer is responsible for selecting a tracking level and, on a Paid Edition, a retention window appropriate to the data it processes.

Configuration of the Customer Deployment is Customer's responsibility. Customer selects the tracking level, the values promoted or recorded from message content, the retention window, and the access rights granted to its own users, including which users may view message payloads. Those choices determine what data is retained in the Customer Deployment, in what form, and for how long. Cerebrum City does not select, review, or have visibility into those settings. Cerebrum City is not liable for the loss, exposure, or unauthorized disclosure of data in the Customer Deployment to the extent it arises from Customer's configuration choices, from Customer's access control decisions, or from Customer's failure to resolve suspended or dead-lettered messages within a reasonable period.

If Customer provides logs, tickets, or other materials containing personal data, Customer is responsible for ensuring it has the right to provide such data, for minimizing what is shared, and for complying with Section 6.

Customer grants Cerebrum City a perpetual, irrevocable, worldwide, royalty-free license to use Feedback for any purpose without restriction or obligation. Cerebrum City may identify Customer by name and logo as a customer in customer lists and marketing materials, consistent with Customer's brand guidelines if provided; Customer may revoke this permission at any time by written notice, and Cerebrum City will cease new uses within 30 days.

Each party may receive confidential information of the other. The receiving party will protect such information using at least reasonable care, use it only to perform obligations and exercise rights under these terms, and not disclose it except to employees, affiliates, and contractors under confidentiality obligations at least as protective, or as required by law with notice to the disclosing party where lawful. These obligations survive for 3 years after termination, and for trade secrets, for as long as the information remains a trade secret.

The Product may include open source or other third-party software components. Such components are licensed under their own applicable license terms, which are listed under "Third-Party Acknowledgements" in the Product's About dialog, and nothing in these terms limits Customer's rights under, or grants rights that supersede, those licenses. Third-party components are provided AS IS, and the limited warranty in Section 16 does not apply to them.

Paid Editions limited warranty: Cerebrum City warrants that, during the subscription term, the Product will perform materially in accordance with the Documentation. Customer's exclusive remedy and Cerebrum City's entire liability for breach of this warranty is that Cerebrum City will use commercially reasonable efforts to correct the non-conformity, and if Cerebrum City cannot do so within a reasonable period, Customer may terminate the affected subscription and receive a refund of prepaid fees for the unused portion of the term.

STARTER EDITION AND ANY FREE, TRIAL, BETA, OR PREVIEW OFFERING ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. EXCEPT AS EXPRESSLY STATED IN THIS SECTION OR AN ORDER, THE PRODUCT IS PROVIDED "AS IS" AND "AS AVAILABLE"; CEREBRUM CITY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; AND CEREBRUM CITY DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION.

High-risk use. The Product is not designed, intended, or licensed for use in hazardous environments requiring fail-safe performance, including nuclear facilities, aircraft navigation or communication, air traffic control, life support, or weapons systems, or any use where Product failure could lead to death, personal injury, or severe damage. Cerebrum City disclaims any express or implied warranty of fitness for such uses, and Customer will not use the Product for them.

17.1 No Intellectual Property Indemnity by Cerebrum City. Cerebrum City provides no indemnity, defense, or other remedy for any third-party claim alleging that the Product infringes or misappropriates any patent, copyright, trademark, trade secret, or other intellectual property right. The disclaimer of the implied warranty of non-infringement in Section 16 applies to all editions, and Customer's remedies with respect to any such claim are limited to those expressly stated in Section 16. If the Product becomes, or in Cerebrum City's opinion is likely to become, the subject of an infringement claim, Cerebrum City may at its option and expense: procure the right for Customer to continue using the Product; modify or replace it so that it becomes non-infringing without material loss of functionality; or terminate the affected license and refund prepaid fees for the unused portion of the term. Cerebrum City may agree to intellectual property indemnification obligations in a negotiated Order or SOW; any such obligations apply only to that Order or SOW and do not amend this Section.

17.2 By Customer. Customer will defend Cerebrum City against any third-party claim arising from: data processed in the Customer Deployment; Customer's use of the Product in violation of law or these terms; Customer's combination of the Product with third-party systems, software, or data; or materials provided to Cerebrum City in violation of Section 6.1; and will indemnify Cerebrum City against amounts finally awarded or agreed in settlement. Each party's indemnity obligations are conditioned on prompt notice, sole control of the defense by the indemnifying party (provided any settlement imposing obligations on the indemnified party requires its consent), and reasonable cooperation.

TO THE MAXIMUM EXTENT PERMITTED BY LAW: NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. EACH PARTY'S TOTAL LIABILITY UNDER THESE TERMS IS LIMITED TO THE AMOUNT PAID OR PAYABLE BY CUSTOMER FOR THE PRODUCT AND/OR SERVICES IN THE 12 MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM. THE FOREGOING LIMITS DO NOT APPLY TO CUSTOMER'S PAYMENT OBLIGATIONS, CUSTOMER'S INDEMNIFICATION OBLIGATIONS UNDER SECTION 17.2, OR CUSTOMER'S BREACH OF SECTIONS 3 OR 6. FOR THE STARTER EDITION AND ANY FREE OFFERING, CEREBRUM CITY'S TOTAL LIABILITY IS LIMITED TO USD 1,000, AND CEREBRUM CITY HAS NO LIABILITY OF ANY KIND FOR LOSS ARISING FROM THE USE OF THE STARTER EDITION TO SUPPORT PRODUCTION OPERATIONS, OR FROM THE PROCESSING OF DATA THAT CUSTOMER DECLARED UNDER SECTION 4 THE CUSTOMER DEPLOYMENT WOULD NOT PROCESS.

These terms remain effective during the subscription term or offering term applicable to the edition. Either party may terminate for material breach not cured within 30 days of written notice. On expiration or termination: Customer must stop using the Product and destroy or remove all copies, installations, and instances from its environment; any Marketplace subscription ends in accordance with the Marketplace Terms; and Sections that by their nature should survive (including 5.3, 6, 7.3 as to accrued amounts, 12, 13, 14, 15, 16, 17, 18, 20, 21, 24, and 25) survive.

Customer is responsible for ensuring its use complies with applicable laws and regulations, including those related to data protection in Customer's environment. Each party will comply with applicable export control and sanctions laws, including the US Export Administration Regulations and regulations of the US Office of Foreign Assets Control. Customer represents that it is not, and is not owned or controlled by, any person on applicable restricted party lists, and is not located in an embargoed jurisdiction; Customer will immediately discontinue use if this ceases to be true, and Cerebrum City may terminate this Agreement and the license granted in Section 2 without notice for violation of this Section. Each party will comply with applicable anti-corruption laws, including the US Foreign Corrupt Practices Act.

The Product and Documentation are "commercial products," "commercial computer software," and "commercial computer software documentation" within the meaning of FAR 2.101, FAR 12.212, and DFARS 227.7202. Any use by or for the US Government is governed solely by these terms, and government users receive only the rights granted to all other customers.

Cerebrum City may offer features or editions identified as beta, preview, pilot, or early access. Such offerings are provided AS IS, are excluded from support commitments, warranties, and indemnities, may be changed or discontinued at any time without notice, and should not be used in production.

The authoritative current version of these terms is the version published at https://www.iqbus.io/product/terms. A copy of these terms may also be displayed within the Product for convenience. Where the copy displayed within the Product differs from the published version, the published version governs, subject to Section 11 and to the version applicable to Customer's Order under this Section.

Cerebrum City may modify these terms by posting a revised version at https://www.iqbus.io/product/terms. Modifications take effect on the first day of the calendar month following posting, except that for Orders with a fixed term of 12 months or longer, modifications take effect at the start of the next renewal term. Each Order is governed by the version of these terms in effect when the Order is placed or renewed. If Customer objects to a modification, Customer's exclusive remedy is to not renew. Material changes will be notified by email to the registered email address and to any subscription contacts, and by posting at the URL above.

These terms are governed by the laws of the State of Georgia, USA, excluding conflicts of law principles. Exclusive venue for disputes is the state and federal courts located in Fulton County, Georgia, and each party consents to personal jurisdiction there.

Entire agreement. These terms, together with Orders and SOWs, are the parties' entire agreement regarding the Product and supersede all prior or contemporaneous agreements and communications on that subject. Terms in any Customer purchase order or similar instrument are void and of no effect.

Force majeure. Neither party is liable for delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including natural disasters, war, terrorism, labor disputes, governmental action, internet or utility failures, and cyberattacks, provided the affected party gives prompt notice and uses reasonable efforts to mitigate.

Assignment. Neither party may assign these terms without the other's prior written consent, except that either party may assign them to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets, with notice to the other party. Any other attempted assignment is void.

Notices. Legal notices must be in writing and sent to the addresses in the applicable Order (for Customer) and to Cerebrum City Corporation, 730 Peachtree St NE, Atlanta, GA 30308, with a copy to support@cerebrumcity.com. Email notice is effective on confirmed receipt.

Severability; waiver. If any provision is unenforceable, it will be modified to the minimum extent necessary, and the remainder stays in effect. Failure to enforce a provision is not a waiver.

Independent contractors; no third-party beneficiaries. The parties are independent contractors. There are no third-party beneficiaries to these terms, including Microsoft.