License Agreement

1. Grant of License

Upon completion of a project or service engagement with Vertex, the Specialist (service provider) grants you (the Client) a license to use the deliverables according to the terms of the license type selected at purchase.

Unless the Extended License is purchased, the Specialist retains intellectual property rights to any pre-existing code, frameworks, or methodologies incorporated into the deliverables.

2. Standard License

The Standard License permits:

• Use of deliverables for your internal business operations
• Deployment of AI solutions within your organization
• Modification and customization for your specific needs
• Integration with your existing systems and workflows
• Commercial use within a single project or application
• Creation of derivative works for internal use

Standard licenses are valid for a single entity/organization. Organizations requiring multi-team deployment or redistribution should upgrade to the Extended License.

3. Extended License

The Extended License includes all Standard License rights plus:

• Full intellectual property ownership transfer
• Rights to resell or redistribute the deliverables
• White-label and rebranding permissions
• Multi-seat license for teams up to 25 users
• Use in SaaS products or client-facing applications
• Sublicensing rights to third parties

4. Intellectual Property Rights

Deliverables may contain:

• Custom Code: Code written specifically for your project - ownership transfers upon payment completion
• Pre-existing Components: Specialist's libraries or frameworks - licensed for use but ownership retained by Specialist
• Third-party Dependencies: Open-source or licensed software - subject to their respective licenses
• AI Models: Trained models may have usage restrictions based on training data licenses

With the Extended License, full ownership of custom code transfers to the Client, excluding any third-party components or pre-existing Specialist IP explicitly identified.

5. Restrictions

Regardless of license type, you may NOT:

• Use deliverables for illegal purposes or to cause harm
• Misrepresent the origin or authorship of the work
• Use the Specialist's name or likeness for endorsement without permission
• Violate applicable data protection or privacy regulations
• Use deliverables in ways that violate third-party rights
• Remove or alter copyright notices or attribution where required

6. Deliverable Acceptance

Upon delivery of work, Clients have a review period to:

• Test and validate deliverables against agreed specifications
• Request revisions within the scope of the original agreement
• Accept the work and release payment to the Specialist
• Raise disputes through our resolution process if necessary

7. Confidentiality

All Specialists on Vertex agree to maintain confidentiality of Client information, business logic, and proprietary data shared during engagements. Specialists will not use, disclose, or retain confidential information beyond what is necessary to complete the agreed services. NDAs can be arranged for sensitive projects.

8. Warranty and Support

Vertex and the Specialist warrant that:

• Deliverables will substantially conform to agreed specifications
• Work will be performed with professional skill and care
• Deliverables will not knowingly infringe third-party IP rights
• A 14-day bug-fix period is included for reported defects

Extended support and maintenance packages are available separately. Vertex's liability is limited to the total amount paid for the engagement.

9. Termination

This license is perpetual unless terminated for breach. If you violate these terms, your license may be terminated and you must cease all use of the deliverables. Vertex may pursue legal remedies for unauthorized use.