Effective Date: June 13, 2025
Belto Inc. ("Licensor") hereby grants the subscribing institution ("Licensee") a non-exclusive, non-transferable, limited license to access and utilize the Belto Doc AI platform (the “Platform”) strictly for internal educational use in accordance with the terms of this agreement. The Licensee is responsible for ensuring that only authorized faculty, staff, and enrolled students have access to the platform under this license.
The Licensee is authorized to utilize the Platform for academic support, instruction, faculty development, and student learning purposes within the licensed institution. Licensee shall not sublicense, rent, lease, distribute, resell, or commercialize access to the Platform, nor reverse engineer, copy, or modify its source code, AI models, or data systems. Licensee agrees to ensure compliance with institutional codes of conduct, honor codes, and academic integrity policies during use of the Platform.
Belto Inc. retains full ownership of all software, source code, algorithms, training models, designs, trademarks, service marks, visual assets, platform content, and proprietary intellectual property. Licensee retains ownership of any student or faculty-generated data or instructional materials uploaded, while granting Belto a limited right to access, store, process, and analyze such data strictly for Platform functionality, continuous improvement, and educational reporting.
Licensee shall pay fees as defined in the mutually executed Purchase Agreement or Service Order. Annual or multi-year license options are available. Payments shall be made within 30 days of invoice unless otherwise specified. Late payments may result in suspension of access until the balance is resolved. Licensee agrees that license fees are non-refundable except as expressly permitted under Section 6.
Belto Inc. agrees to operate in full compliance with U.S. federal regulations, including FERPA (Family Educational Rights and Privacy Act), and will not disclose, sell, or redistribute identifiable student information without written consent. All user data is encrypted both in transit and at rest, and handled according to strict security protocols. Institutional data will not be used for commercial or marketing purposes unrelated to the academic mission of the Licensee.
Belto will use commercially reasonable efforts to maintain uninterrupted access to the Platform, with occasional planned maintenance windows communicated in advance. Either party may terminate this Agreement for material breach, subject to 30 days written notice and opportunity to cure. In the event of termination, Belto will retain user records for 30 days to allow data export before permanent deletion. Pro-rata refunds may be issued only if service outages exceed 15 consecutive business days outside of Licensee's control.
Belto reserves the right to modify, enhance, or improve the Platform through regular updates, which may include feature improvements, interface redesigns, AI model retraining, or technical optimizations. Updates will not materially reduce core functionality during the license term. Substantial feature discontinuations will be communicated at least 90 days in advance.
Belto Doc uses advanced AI language models for educational support. Licensee acknowledges that AI-generated responses may occasionally produce inaccurate, incomplete, or contextually ambiguous content. AI outputs should not replace instructor feedback, legal advice, or academic evaluation. Faculty and students remain responsible for reviewing, editing, and verifying AI-generated content. Belto provides no warranty as to accuracy or completeness of AI outputs.
Belto Inc. shall not be liable for any indirect, incidental, consequential, or special damages arising from the use or inability to use the Platform. Belto’s total aggregate liability under this Agreement shall not exceed the amount of fees paid by Licensee in the preceding 12 months.
This Agreement shall be governed by the laws of the State of California, USA. Both parties agree to resolve any disputes first through informal mediation; if unresolved, disputes shall be submitted to binding arbitration in California, with legal costs allocated as determined by the arbitrator.
This Licensing Agreement, together with any signed Service Orders, represents the entire agreement between the parties, superseding all prior discussions or proposals. Any modifications must be made in writing and mutually agreed upon by authorized representatives of both parties.