End User Licence Agreement

Type: End User Licence Agreement · Version: 2026-04-17 · Published: 2026-04-17 11:25 UTC
════════════════════════════════════════════════════════════════ MAKRR — END USER LICENCE AGREEMENT (HARDWARE & FIRMWARE) Version 1.0 · Effective 2026-04-17 Trashify Tech OÜ · Registry code 16495334 ════════════════════════════════════════════════════════════════ AT A GLANCE — You OWN the hardware you buy. You LICENCE the firmware and the deployed models on it. Different rules for each. — Hardware warranty is 12 months from delivery, business-to- business only, covering REPAIR OR REPLACEMENT at our option. No refunds. — Shipping is DAP Incoterms 2020. Title transfers on the later of full payment and delivery. — Subscription lapse: you keep the device. The last deployed model keeps running locally. Cloud services (new model pushes, OTA firmware updates, telemetry ingestion) stop. — No reverse engineering. No modification of firmware. No using our software for nefarious purposes. These restrictions survive subscription lapse. — Exports to sanctioned destinations prohibited. Regulation (EU) 2021/821 (dual-use) and sanctions laws apply. — AI outputs are probabilistic. No safety-critical use. ──────────────────────────────────────────────────────────────── SECTION 1. PARTIES AND SCOPE ──────────────────────────────────────────────────────────────── 1.1 Parties. This End User Licence Agreement (the "EULA") is between TRASHIFY TECH OÜ, a private limited company registered in Estonia under code 16495334 with registered office at Gonsiori tn 29-3, 10147 Tallinn, Estonia ("Trashify", "we"), and the Customer who purchased or otherwise received the hardware and associated software ("you"). 1.2 Relationship to the Terms. This EULA is part of the Agreement defined in the MAKRR Terms of Service at /legal/tos. The Terms continue to apply. In case of conflict on hardware, firmware, or device-lifecycle matters, this EULA prevails. All other matters remain subject to the Terms. 1.3 What this EULA covers. (a) HARDWARE — MAKRR-compatible edge-computing devices (including Nvidia Jetson-based devices such as Jetson Xavier and Jetson Orin NX) and any accessories shipped with them; (b) FIRMWARE — software pre-installed or later installed on the Hardware by us or on our behalf, including the MAKRR runtime, inference engine, orchestrator, OTA update agent, calibration tools, and configuration utilities. The Firmware is a mix of our proprietary software and incorporated open-source components listed in Schedule A; (c) DEPLOYED MODELS — model artefacts pushed to the Hardware, whether trained by you through the Service, supplied by us, or pretrained and cached on the device. 1.4 What this EULA does not cover. This EULA does not govern (i) the cloud Service, which is governed by the Terms; (ii) stand- alone open-source components, which are governed by their own licences listed in Schedule A; or (iii) Nvidia proprietary components (CUDA, TensorRT, Jetson Linux, JetPack, etc.), which are subject to Nvidia's own licence terms shipped with the device. ──────────────────────────────────────────────────────────────── SECTION 2. PURCHASE OF HARDWARE ──────────────────────────────────────────────────────────────── 2.1 Orders. Hardware is sold through the checkout flow on the Service, processed by Stripe. An order is confirmed when we mark it "paid" and begin fulfilment. A tax invoice is issued on paid status. 2.2 Prices and taxes. Prices are stated in Euro (or the currency offered at checkout) and are EXCLUSIVE of VAT, import duty, customs charges, local taxes and shipping surcharges, unless expressly stated. VAT rules follow your location and VAT status. You are responsible for any taxes or import charges levied at destination. 2.3 Incoterms and risk. Unless otherwise agreed in writing, shipment is on DAP (Delivered At Place) Incoterms 2020 to the address you specified at checkout. Risk of loss passes when the shipment is tendered for delivery at the destination. Title passes on the LATER of (a) full payment cleared and (b) delivery. Until title passes, you hold the Hardware as bailee and insure it at full replacement value. 2.4 Delivery timing. Estimated delivery dates are non-binding. Delay does not give rise to compensation or a right to cancel, provided delivery occurs within a commercially reasonable period. 2.5 Inspection and non-conformity. You must inspect the Hardware on receipt and notify us at support@makrr.ai of any visible damage, shortage or non-conformity WITHIN SEVEN (7) DAYS of delivery, with photographs where practicable. Failure to notify within that window is deemed acceptance of the Hardware as conforming. 2.6 No refund on Hardware. Hardware purchases are final. Once fulfilment has begun, no refund is given except for a Hardware unit that (a) is non-conforming under clause 3 and cannot be repaired or replaced, or (b) we cancel for sanctions, export- control or credit reasons under clause 2.8. 2.7 B2B only. Hardware is sold only to businesses acting in the course of their trade. Hardware is not sold to consumers. The consumer withdrawal right under Directive 2011/83/EU does not apply to B2B sales. If, despite this clause, a court determines you are a consumer, any mandatory consumer rights that apply are preserved as required by law and all other clauses continue in force. 2.8 Screening and refusal. We may refuse or cancel any order, including after acceptance, where sanctions or export-control screening reveals a prohibited destination, person or end-use, or where our payment processor flags the transaction, or where there is a credit or fraud concern. We will refund any amount received for an order we cancel on these grounds. ──────────────────────────────────────────────────────────────── SECTION 3. HARDWARE WARRANTY ──────────────────────────────────────────────────────────────── 3.1 Warranty period. We warrant that the Hardware will, for a period of TWELVE (12) MONTHS from the date of delivery (the "Warranty Period"), be free from material defects in materials and workmanship under normal use in accordance with the documentation. 3.2 Exclusive remedy: repair or replacement. During the Warranty Period, if Hardware is materially defective, we will, at our option, REPAIR or REPLACE it. This is your sole and exclusive remedy for defective Hardware and our sole obligation. Refund is not available. 3.3 Claim process. Submit a claim to support@makrr.ai with the device serial number, proof of purchase, and a description of the defect. We will provide an RMA number and return instructions. You bear outbound return shipping; we bear return shipping of the repaired or replaced unit to the original delivery address. 3.4 Exclusions. The warranty does not cover: (a) damage caused by accident, misuse, neglect, mishandling, lightning, water, power surges, or operation outside stated environmental limits; (b) damage caused by modification, opening the enclosure (except as expressly documented), unauthorised repair, or use of non-approved parts or accessories; (c) cosmetic wear; (d) loss or damage in transit after risk-of-loss transfer; (e) failure caused by software not supplied by us; (f) consumables; (g) devices with removed, altered, or defaced serial numbers; (h) defects resulting from reverse-engineering attempts or tamper-evidence activation. 3.5 Nvidia components. Certain components (in particular Nvidia Jetson modules) also carry a manufacturer warranty from Nvidia. We pass through to you the benefit of any Nvidia warranty to the extent permitted by Nvidia. Warranty service for those components may be handled by Nvidia's authorised channel. 3.6 Out-of-warranty repair. After the Warranty Period we may offer paid repair or replacement at our discretion, subject to parts availability. 3.7 End-of-support. We may end support for a particular Hardware SKU on not less than twelve (12) months' notice. After end-of-support, we may stop delivering firmware and model updates to that SKU; the Hardware will continue to operate with the software it has at end-of-support, subject to clause 8. 3.8 No other warranties. Except as set out in this clause 3, and to the maximum extent permitted by law, we give no other warranties, express or implied, in respect of the Hardware. Implied warranties of merchantability, fitness for purpose, satisfactory quality and non-infringement are excluded. ──────────────────────────────────────────────────────────────── SECTION 4. LICENCE OF FIRMWARE ──────────────────────────────────────────────────────────────── 4.1 Grant. Subject to your compliance with this EULA and your payment of applicable fees, we grant you a NON-EXCLUSIVE, NON- TRANSFERABLE, NON-SUBLICENSABLE, REVOCABLE licence to install, run, and use the Firmware solely on the Hardware on which it was supplied or on Hardware to which it is lawfully deployed by us through the Service, for your internal business purposes, for the operational life of that Hardware. 4.2 Ownership. The Firmware (excluding incorporated open-source components, which are subject to their own licences) is LICENSED, NOT SOLD. We and our licensors retain all right, title and interest in and to the Firmware, including all IP rights. No right is granted except those expressly set out in this EULA. 4.3 Restrictions (STRICT — survive subscription lapse and termination). You must not, and must not permit any third party to: (a) copy, modify, translate, or create derivative works of the Firmware, except as expressly permitted by this EULA or by the licence of the relevant open-source component; (b) decompile, disassemble, reverse engineer, extract model weights from on-device binaries, or otherwise attempt to derive the source code of the Firmware, except and only to the extent this restriction cannot be lawfully excluded under Article 6 of Directive 2009/24/EC (interoperability), and then only after giving us prior written notice and reasonable opportunity to provide the necessary interoperability information ourselves; (c) rent, lease, lend, sell, sublicense, assign, distribute, or otherwise transfer the Firmware, or use it in a service-bureau, managed-service, or "as-a-service" offering to third parties; (d) remove, alter or obscure any proprietary notice, label, watermark or signed-binary marker; (e) use the Firmware on hardware other than the Hardware supplied or designated by us; (f) circumvent or disable any security, authentication, licence-enforcement, telemetry or tamper-detection feature; (g) use the Firmware to develop a competing product; (h) use the Firmware for surveillance, identification, scoring, or decision-making practices that are prohibited or restricted by the Acceptable Use Policy or by applicable law; (i) use the Firmware in breach of export controls or sanctions. These restrictions survive subscription lapse, termination of the Service, and end of the Warranty Period. Breach of this clause is a material breach and terminates the licence automatically. 4.4 OTA updates. We may, at our discretion, push updates to the Firmware over the air while the device is subscribed, including security patches, bug fixes, performance improvements and new features. You consent to such updates and accept that they may change Firmware behaviour. We will use reasonable efforts to avoid material regressions and to provide release notes in-product. 4.5 Telemetry. The Firmware collects operational telemetry necessary to provide the Service — uptime, resource utilisation, inference counts, model versions, error logs and similar. Telemetry does not include the content of inference inputs. Telemetry is processed under the Privacy Policy and the DPA. 4.6 Open-source components. The Firmware incorporates the open-source components listed in Schedule A (Third-Party Notices). Your use of those components is subject to their licences. Where a licence requires source disclosure, source is available at [SOURCE_DISCLOSURE_URL] or on written request to legal@makrr.ai for the period required by the applicable licence. ──────────────────────────────────────────────────────────────── SECTION 5. DEPLOYED MODELS ──────────────────────────────────────────────────────────────── 5.1 Your Customer Models. Where you deploy a Customer Model trained by you through the Service, you retain ownership, subject to data-licence propagation described in clause 6.10 of the Terms. You grant us the licence set out in that clause to host, convert, sign, and deliver the model to Hardware you designate. 5.2 Our pretrained models. We may make certain pretrained or baseline models available for deployment. Those are licensed to you on the terms of this EULA, for use on the Hardware only, unless we attach a different licence at point of delivery. 5.3 Third-party pretrained model licences. Models produced on the Service using third-party pretrained components (for example, Florence-2, OWLv2, SAM, Grounding DINO, torchvision Faster R-CNN, Mask R-CNN, SSD, RT-DETR) may carry attribution, notice, share-alike or non-commercial obligations under their licences. We pass through those licences in Schedule A. You are responsible for compliance in your deployment and any distribution. 5.4 AI outputs are probabilistic. Clause 9 of the Terms (AI outputs — no warranty, no reliance) applies in full to any output of any Deployed Model running on the Hardware. In particular: (a) AI outputs must not be relied on as the sole basis for any decision; (b) the Hardware and Deployed Models must not be used in medical diagnosis or treatment, autonomous vehicles, aviation, nuclear facilities, weapons targeting or lethal autonomy, critical infrastructure control, law-enforcement identification, life-safety systems, or any other life- or safety-critical application, without our prior written consent and full compliance with applicable law (including the AI Act). ──────────────────────────────────────────────────────────────── SECTION 6. DEVICE SECURITY, AUTHENTICATION AND CUSTODY ──────────────────────────────────────────────────────────────── 6.1 Provisioning credentials. Each device is provisioned with unique credentials (mutual-TLS certificates, HMAC API keys, device identity). Do not remove, duplicate or share those credentials. If the device is lost, stolen, compromised or transferred, notify support@makrr.ai without undue delay so we can revoke credentials. 6.2 Physical security. You are responsible for the physical security, environmental protection, and proper installation of the Hardware. The Hardware is intended for fixed, supervised industrial and commercial deployments. Operating conditions (temperature, humidity, ingress protection, power) are in the datasheet. 6.3 Deployment environments. You are responsible for ensuring that the location, field of view, framing and lawful basis of any camera or sensor connected to the Hardware complies with privacy, labour, CCTV and AI laws. Where the device captures identifiable persons, clause 11 of the Terms and the DPA apply. 6.4 Analytics calibration. Calibration parameters (field of view, mounting height, camera angle, scale overrides) entered in the Service are used to derive analytics. You are responsible for their accuracy. Outputs derived from calibration are estimates only. 6.5 Tamper. Any evidence of unauthorised opening, modification or tampering voids the warranty and terminates the Firmware licence. ──────────────────────────────────────────────────────────────── SECTION 7. COMPLIANCE, EXPORT CONTROLS AND SANCTIONS ──────────────────────────────────────────────────────────────── 7.1 Compliance generally. You must comply with all laws applicable to your receipt, installation and use of the Hardware, including product-safety, EMC, radio, labour, CCTV, data-protection and AI laws. 7.2 Regulatory markings. Where CE, UKCA or other conformity markings apply, declarations of conformity are made available in the product documentation. Markings cover the Hardware in its shipped configuration; we make no declaration for user modifications or integrations. 7.3 Export controls. The Hardware and Firmware may incorporate components subject to the EU Dual-Use Regulation (Regulation (EU) 2021/821), US Export Administration Regulations, and similar regimes. You must not re-export, resell, or transfer the Hardware or Firmware, directly or indirectly, to: (a) any country or region subject to comprehensive sanctions by the EU, UN, UK or US (including Cuba, Iran, North Korea, Syria, and the non-government- controlled areas of Ukraine); (b) any person or entity on a competent sanctions list (EU Consolidated List, UK OFSI, US OFAC SDN, US Entity List); (c) for any end-use prohibited by applicable export-control law, including development of weapons of mass destruction, military end-uses in embargoed destinations, or unauthorised human-rights-sensitive surveillance. 7.4 Screening. We may refuse or cancel any order and may disable any device where sanctions or export-control screening reveals a prohibited destination, person or end-use. 7.5 Your representation. On each order and on each deployment, you represent that you are not acting for or on behalf of any sanctioned person and that the Hardware will not be used in a prohibited end-use. ──────────────────────────────────────────────────────────────── SECTION 8. SUBSCRIPTION LAPSE AND DEVICE LIFECYCLE ──────────────────────────────────────────────────────────────── 8.1 Ownership survives subscription. Your ownership of the Hardware is independent of any ongoing subscription to the Service. A lapse, cancellation or suspension of a subscription does not affect your ownership. 8.2 What keeps working offline. On subscription lapse, the Hardware continues to run the most recently deployed model with its installed Firmware version, performing local inference to the extent it does not require cloud connectivity. Telemetry may be buffered and discarded. 8.3 What stops on lapse. On subscription lapse, we may cease: (a) deploying new models, (b) delivering OTA Firmware updates, (c) accepting device uploads, (d) cloud dashboarding, (e) analytics ingestion, and (f) other subscription-dependent features. Subscription-gated Firmware features may be disabled remotely. 8.4 Reactivation. Re-subscribing at a compatible tier reactivates the suspended functions, subject to availability. 8.5 Security patches post-lapse. Critical security patches may continue to be offered for a reasonable period at our discretion, even during lapse. 8.6 Restrictions survive lapse. The restrictions in clauses 4.3 and 5.4 remain fully in force during and after subscription lapse. You may continue to USE the device with its installed software for its intended purposes, but you may not modify, reverse engineer, or redistribute anything on it. 8.7 End-of-life of the device. At end-of-life, we encourage return for environmentally-sound disposal under Directive 2012/19/EU (WEEE), as transposed in your country. Contact support@makrr.ai for a return label. ──────────────────────────────────────────────────────────────── SECTION 9. TERMINATION OF THIS EULA ──────────────────────────────────────────────────────────────── 9.1 Automatic termination. The Firmware licence in clause 4 and the Deployed Model licences in clause 5 terminate automatically upon: (a) your uncured material breach of this EULA or the Terms (including the AUP, export controls, or sanctions); (b) your insolvency or equivalent event; or (c) your tampering with the Hardware in breach of clause 6.5. 9.2 Effect. On termination of the Firmware licence, you must stop using the Firmware and destroy or return any copies. Your Hardware ownership is unaffected, but the Hardware may cease to function in any meaningful way without the Firmware. No refund is due on termination for your breach. 9.3 Survival. Clauses 2.5, 3.8, 4.3, 5.4, 7, 10, 12, and Schedule A survive termination. ──────────────────────────────────────────────────────────────── SECTION 10. WARRANTY DISCLAIMER AND LIABILITY ──────────────────────────────────────────────────────────────── 10.1 Disclaimer. Except for the limited warranty in clause 3, and to the maximum extent permitted by law, the Hardware, Firmware, Deployed Models and all outputs are provided "as is" and "as available". We disclaim all other warranties, express, implied, statutory or otherwise, including merchantability, fitness for a particular purpose, satisfactory quality, accuracy, non-infringement and uninterrupted operation. 10.2 Liability cap. Our total aggregate liability under or in connection with this EULA, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the price paid by you for the specific Hardware unit giving rise to the liability. Where liability relates to the Firmware or Deployed Models generally and not to a specific Hardware unit, the general liability cap in clause 14.3 of the Terms applies. 10.3 Excluded losses. Clause 14.2 of the Terms (indirect and consequential losses excluded) applies in full. 10.4 Non-excludable liability. Nothing in this EULA limits or excludes liability for (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) liability that cannot be limited or excluded under mandatory applicable law, including liability for defective products under Directive 85/374/EEC (or successor legislation, including Directive (EU) 2024/2853) to the extent applicable to your circumstances. ──────────────────────────────────────────────────────────────── SECTION 11. DATA PROTECTION ──────────────────────────────────────────────────────────────── Data protection in relation to devices, device telemetry, and content captured by devices is governed by the Terms, the Privacy Policy, and — where personal data is processed on your behalf — the Data Processing Agreement at /legal/dpa. Where a camera connected to the Hardware captures identifiable persons, you are the controller and we are the processor. You must have a documented lawful basis and appropriate safeguards. ──────────────────────────────────────────────────────────────── SECTION 12. GENERAL ──────────────────────────────────────────────────────────────── 12.1 Governing law and jurisdiction. Estonian law. Exclusive jurisdiction: Harju County Court, Tallinn. Subject to clause 18.2 of the Terms. 12.2 Assignment. You may not assign this EULA without our written consent; we may assign under the same conditions as the Terms. 12.3 Entire agreement. This EULA, together with the documents referenced in clause 1.2, is the entire agreement of the parties on its subject matter. 12.4 Severability; no waiver. Clauses 18.7 and 18.8 of the Terms apply equally. 12.5 Language. English governs; translations are for convenience only. ──────────────────────────────────────────────────────────────── SCHEDULE A — THIRD-PARTY NOTICES ──────────────────────────────────────────────────────────────── The Firmware and Deployed Models distributed with or for the Hardware may incorporate the following third-party components. Your use is subject to their licences. Nvidia JetPack, CUDA, TensorRT, cuDNN, Jetson Linux Licence: Nvidia licence (shipped with device) Notice: See /etc/nvidia/LICENSE on device PyTorch, torchvision (including Faster R-CNN, Mask R-CNN, SSD, Keypoint R-CNN reference implementations) Licence: BSD-3-Clause Notice: Copyright (c) Meta Platforms, Inc. RT-DETR (real-time DEtection TRansformer) Licence: Apache-2.0 Notice: Copyright (c) Baidu Authors / community contributors ONNX / ONNX Runtime Licence: MIT Notice: Copyright (c) Microsoft Corporation Florence-2 Licence: MIT Notice: Copyright (c) Microsoft Corporation OWL-ViT / OWLv2 Licence: Apache-2.0 Notice: Copyright (c) Google LLC Segment Anything (SAM) / SAM2 Licence: Apache-2.0 Notice: Copyright (c) Meta Platforms, Inc. Grounding DINO Licence: Apache-2.0 Notice: Copyright (c) IDEA-Research and community contributors Hugging Face Transformers Licence: Apache-2.0 Notice: Copyright (c) Hugging Face, Inc. OpenCV Licence: Apache-2.0 Notice: Copyright (c) OpenCV contributors FFmpeg Licence: LGPL-2.1+ / GPL (depending on build flags) Notice: See on-device notice; source code available as per clause 4.6 Other open-source components as listed on-device in /etc/makrr/LICENSES (full NOTICE file shipped with Firmware) Source code for any LGPL component distributed in object form is available on written request to legal@makrr.ai for the period required by the applicable licence. ──────────────────────────────────────────────────────────────── CONTACT ──────────────────────────────────────────────────────────────── Trashify Tech OÜ Registry code: 16495334 Registered office: Gonsiori tn 29-3, Kesklinna linnaosa, 10147 Tallinn, Harju maakond, Estonia Support: support@makrr.ai Legal: legal@makrr.ai Export compliance: compliance@makrr.ai ════════════════════════════════════════════════════════════════ Version 1.0 · Effective 2026-04-17 ════════════════════════════════════════════════════════════════