LICENSE

SCIENTA LAB EVA MODEL LICENSE AGREEMENT

This Scienta Lab EVA Model License Agreement (the "License") constitutes an agreement between you or the legal entity you represent ("you" or "your") and Scienta Lab ("Scienta"), governing your use of the EVA Materials. If you are using the EVA Materials on behalf of a legal entity, you represent and warrant to Scienta that you have full legal authority to act on behalf of that legal entity as applicable under the License. If you do not have the authority to accept this License or if you disagree with any or all of the License, you shall not use the EVA Materials in any manner. By using or distributing any portion or element of the EVA Materials, you imply your agreement to be bound by the License.

"EVA Materials" means any datasets, code, model weights or any other materials provided by Scienta related to the EVA foundation models, including any updates or modifications made from time to time, whether in Source or Object form, and is made available to you under this License.


1. License Grant.
      1.1 License Scope. Subject to the terms of this License, Scienta grants you a non-exclusive, worldwide, non-transferable, non-sublicensable, revocable and royalty-free limited license under Scienta's intellectual property or other rights owned by Scienta embodied in the EVA Materials to use and reproduce the EVA Materials solely for Non-Commercial Research Purposes.
      1.2 Use Restrictions. Restricted activities in relation to the License or use of EVA Materials include:
            1.2.1 You shall use the EVA Materials, Contributions, and Outputs (as defined below) solely for Non-Commercial Research Purposes;
            1.2.2 You shall not create, distribute, or make available any Derivative Works of the EVA Materials;
            1.2.3 You shall not, directly or indirectly: (a) use or provide access to any Outputs to train, optimize, improve, or otherwise enhance the functionality or performance of any machine learning models or related technologies; (b) engage in any form of model distillation, knowledge distillation, or other methods that would transfer knowledge from the EVA Materials to other models; (c) use the EVA Materials or Outputs for any commercial purposes, including but not limited to the development of commercial products or services;
            1.2.4 You shall not sublicense, sell, resell, transfer, assign, or otherwise dispose of the EVA Materials or any rights therein;
            1.2.5 Your use of the EVA Materials shall be subject to any additional terms and conditions that: (a) Scienta provides to you separately; or (b) Scienta otherwise makes available to you.

2. Sharing and Distribution.
      2.1 Subject to Section 1, if you share or make available the EVA Materials to a third party for your Non-Commercial Research Purposes, you shall:
            2.1.1 provide a copy of this License to that third party;
            2.1.2 retain the following attribution notice within a "Notice" text file distributed as a part of such copies: "This is licensed under the Scienta Lab EVA Model License Agreement, Copyright © Scienta Lab. All Rights Reserved";
            2.1.3 prominently display "Powered by Scienta Lab EVA" on a related website, user interface, publication, or documentation.
      2.2 You shall not distribute or make available any modified versions of the EVA Materials, as Derivative Works are not permitted under this License.

3. Publication and Attribution.
      3.1 If you publish or present any research, results, or findings derived from the use of the EVA Materials, you shall:
            3.1.1 cite the EVA Materials in accordance with standard academic citation practices;
            3.1.2 include an acknowledgment that the research was conducted using the EVA Materials provided by Scienta Lab.

4. Submission of Contribution.
      Unless you explicitly state otherwise, any Contribution intentionally submitted for inclusion in the EVA Materials by you to Scienta shall be under the terms and conditions of this License, without any additional terms or conditions. Notwithstanding the above, nothing herein shall supersede or modify the terms of any separate license agreement you may have executed with Scienta regarding such Contributions.

5. Export Control.
      You shall comply with all applicable export laws, restrictions and regulations, including but not limited to those of the United States and the European Union, and any other applicable authorities.

6. Disclaimer of Warranty.
      EVA MATERIALS PROVIDED BY SCIENTA OR ANY OUTPUT YOU RECEIVED ARE PROVIDED "AS IS." EXCEPT TO THE EXTENT PROHIBITED BY LAW, SCIENTA MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR OTHERWISE, REGARDING THE ACCURACY, COMPLETENESS OR PERFORMANCE OF THE EVA MATERIALS AND YOUR OUTPUT, OR WITH RESPECT TO SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

7. Limitation of Liability.
      In no event and under no legal theory, whether in tort (including negligence), contract, or otherwise, unless required by applicable law (such as deliberate and grossly negligent acts) or agreed to in writing, shall any Contributor be liable to You for damages, including any direct, indirect, special, incidental, or consequential damages of any character arising as a result of this License or out of the use or inability to use the EVA Materials (including but not limited to damages for loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses), even if such Contributor has been advised of the possibility of such damages.

8. Termination.
      8.1 This License is effective until terminated. Scienta may terminate this License at any time without notice if you breach any term of this License.
      8.2 Upon termination, you shall immediately cease all use of the EVA Materials and destroy all copies in your possession or control.
      8.3 Sections 5, 6, 7, and 9 shall survive termination of this License.

9. General Terms.
      9.1 Relationship of Parties. You and Scienta are independent contractors, and nothing herein shall be deemed to constitute either party as the agent or representative of the other or both parties as joint venturers or partners for any purpose.
      9.2 Assignment. This License and the rights and obligations herein may not be assigned or transferred, in whole or in part, by You without the prior written consent of Scienta. Any assignment in violation of this provision is void. Scienta may freely assign or transfer this License, in whole or in part. This License shall be binding upon, and inure to the benefit of, the successors and permitted assigns of the parties.
      9.3 Governing Law. This License shall be governed, construed and interpreted in accordance with the laws of the jurisdiction in which Scienta is incorporated, without giving effect to principles of conflicts of law.
      9.4 Severability. If any provision of this License is held to be invalid, illegal or unenforceable in any respect, that provision shall be limited or eliminated to the minimum extent necessary so that this License otherwise remains in full force and effect and enforceable.
      9.5 Entire Agreement. This License constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous understandings regarding such subject matter.

10. Definitions.
      10.1 "Commercial Entity" means any entity engaged in any activity intended for or directed toward commercial advantage or monetary compensation, including, without limitation, the development of any product or service intended to be sold or made available for a fee. For the purpose of this License, references to a Commercial Entity expressly exclude any universities, non-profit organizations, not-for-profit entities, research institutes and educational and government bodies.
      10.2 "Contribution" means any work of authorship, including the original version of the EVA Materials and any modifications or additions to that EVA Materials, that is intentionally submitted to Scienta for inclusion in the EVA Materials by the copyright owner or by an individual or legal entity authorized to submit on behalf of the copyright owner. For the purposes of this definition, "submitted" means any form of electronic, verbal, or written communication sent to Scienta or its representatives, including but not limited to communication on electronic mailing lists, source code control systems, and issue tracking systems that are managed by, or on behalf of, Scienta for the purpose of discussing and improving the EVA Materials, but excluding Outputs and all communications that are conspicuously marked or otherwise designated in writing by the copyright owner as "Not a Contribution".
      10.3 "Contributor" means Scienta and any individual or legal entity on behalf of whom a Contribution has been received by Scienta and subsequently incorporated within the EVA Materials.
      10.4 "Derivative Work" means any work, whether in Source or Object form, that is based on (or derived from) the EVA Materials and for which the editorial revisions, annotations, elaborations, or other modifications represent, as a whole, an original work of authorship. For the purposes of this License, Derivative Works shall not include works that remain separable from, or merely link (or bind by name) to the interfaces of, the EVA Materials.
      10.5 "Non-Commercial Research Purposes" means uses solely for academic research, educational purposes, or non-profit research activities, that are not intended for or directed toward commercial advantage or monetary compensation, and do not involve the facilitation of development of any product or service to be sold or made available for a fee. For the avoidance of doubt, the provision of Outputs as a service, whether for a fee or otherwise, is not a Non-Commercial Research Purpose.
      10.6 "Object" means any form resulting from mechanical transformation or translation of a Source form, including but not limited to compiled object code, generated documentation, and conversions to other media types.
      10.7 "Output" means any output, including any prediction, embedding, representation, sequence, structure, annotation, or any other result that is elicited directly or indirectly by, or otherwise made available to, you in connection with your use of the EVA Materials. For the avoidance of doubt, it includes any intermediate results, such as activations across model layers, intermediate outputs from model layers (e.g., attention maps), as well as gradients and embeddings produced by the EVA Materials.
      10.8 "Source" means the preferred form for making modifications, including but not limited to EVA Materials source code, documentation source, and configuration files.


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