Public Offer and Terms of Use Uniqore
Uniqore LLC offers legal entities, individual entrepreneurs and adult natural persons who use Uniqore exclusively in their professional or business activities and not as consumers to conclude a licence agreement on the following terms.
1. Parties and the Product
1.1. The Licensor is Uniqore LLC, BIN 260840038553, address: Republic of Kazakhstan, 010000, Astana, Saraishyk district, 10/1 Rakymzhan Koshkarbayev Avenue, non-residential premises 18, email: hi@uniqore.ai, phone: +7 777 687 95 77.
1.2. The Customer is a legal entity, an individual entrepreneur or a natural person of full legal capacity over 18 years of age who has accepted the Offer. A natural person may use the Product only and exclusively in their own professional or business activities and not as a consumer.
1.3. The Product is not intended and not permitted for personal, family, household or other needs unrelated to professional or business activities. A natural person confirms this purpose upon acceptance. If, contrary to this confirmation, a mandatory consumer-protection rule applies to the relationship, such rule applies only to the extent required by law, and the remaining terms of the agreement remain in force.
1.4. A person accepting the Offer on behalf of a legal entity or an individual entrepreneur confirms their authority. That person and the Customer are responsible for the accuracy of the information provided and for the consequences of a lack of authority to the extent provided by law. A natural person acting in their own name is themselves the Customer.
1.5. The Product is the Uniqore software product, including the desktop application, server components, API, integrations, updates and artificial-intelligence features. The Plan is the combination of price, period, features and limits. The current general Plans and prices are published on the website https://uniqore.ai in the pricing section. The Subscription is a licence for consecutive billing periods with automatic renewal. In an invoice, a primary accounting document or a payment purpose the transaction may be described as a service of granting a non-exclusive licence to the Uniqore product; this means the grant of a right of use under this agreement and does not change its nature as a licence.
2. Acceptance and Evidence
2.1. The agreement is concluded when the Customer performs at least one of the following actions:
- ticks consent to the Offer, confirms the permitted purpose of use and creates an account, activates or uses the Product;
- pays an invoice containing a reference to the Offer, a link to it and its version number;
- after being notified of a new edition, continues a paid Subscription in the next period.
2.2. Acceptance is full and unconditional. Procurement terms, letters or any other document of the Customer do not modify the agreement without the Licensor's written consent.
2.3. The Licensor may record the text and version of the Offer, the confirmed purpose of use, the date, time, full name, email, organisation, IIN or BIN where necessary, the invoice, the payment, account, device and session identifiers, the IP address and the technical log. The parties acknowledge this data as evidence of the Customer's actions unless its inaccuracy is proven.
3. Licence and Terms of Use
3.1. Subject to payment and compliance with the agreement, the Licensor grants, for the paid period, a simple non-exclusive, limited, revocable and non-transferable licence to use the Product for the Customer's internal professional or business tasks. The territory is worldwide. The number of user licences and permitted users, devices, integrations, models, requests and other limits are determined by the Plan or the invoice.
3.2. Free, trial or experimental access is granted at the Licensor's discretion and may be modified or terminated immediately, without compensation.
3.3. Without the Licensor's written consent the Customer may not:
- transfer, sublicense, resell, lease the Product or provide it to third parties as a standalone service;
- circumvent limits and protection, probe for vulnerabilities, disrupt the operation of the Product or create excessive load;
- extract the source code, decompile, modify or create derivative products, except as expressly permitted by a mandatory rule of law;
- use the Product, its documentation, results or data about its operation to develop or train a competing product;
- use the Product for personal, family, household or other non-professional and non-business needs;
- violate the law, the rights of third parties, security, confidentiality or the restrictions of a connected provider;
- use the Product for malicious code, covert profiling or a fully automated decision producing significant consequences for a person, without the oversight and legal basis required by law.
3.4. All exclusive rights to the Product, interfaces, documentation, updates, brand elements and improvements belong to the Licensor or its rights holders. Rights not expressly granted to the Customer are reserved. The Licensor may use feedback and suggestions about the Product without restriction or remuneration.
4. Price, Automatic Renewal and Payment
4.1. The current general Plans and prices are published at https://uniqore.ai. Relationships without an individual invoice are governed by the Plan published on the website at the moment of acceptance or at the start of a new billing period. The price, currency, number of licences and period may be specified separately in an invoice; for the period stated in it, the invoice prevails. The price is the licence fee for the grant of the right to use the Product. Unless otherwise specified, one-hundred-percent prepayment applies, and a payment is deemed made once the funds are credited to the Licensor.
4.2. The Subscription renews automatically for periods of the same duration until the Customer disables renewal in the account or notifies hi@uniqore.ai before the start of the next period.
4.3. By linking a payment method and confirming the first payment, the Customer instructs the Licensor and the payment provider to charge the Subscription price at each renewal until renewal is disabled. The Licensor may retry an unsuccessful charge, use another previously authorised payment method, demand payment by invoice and immediately restrict access until the debt is paid in full. Any authorisation of the payment-instrument holder required by the bank or the provider is completed in the payment interface.
4.4. Disabling renewal stops future charges and terminates the licence at the end of the paid period. Non-use of the Product, a reduction in the number of users or disabling renewal after the start of a period do not entitle the Customer to a refund or recalculation. Payments for a period that has begun are non-refundable, except where expressly required by law or in the case of a confirmed erroneous duplicate charge.
4.5. The Licensor may change the price and the Plan published on the website for the next period by giving notice through the website, the account, an invoice or email before the charge. A Customer who disagrees must disable renewal before the new period; continuing the Subscription constitutes consent.
4.6. In the event of late payment the Customer shall, at the Licensor's request, pay a penalty of 0.1 percent of the outstanding amount for each calendar day, but not more than 10 percent of the outstanding amount, and reimburse the collection costs permitted by law. The Customer may not withhold, set off or reduce a payment without the Licensor's written consent or a mandatory requirement of law.
5. Artificial Intelligence and Operation of the Product
5.1. The Product and its results are provided "as is" and "as available". The output of artificial intelligence is probabilistic and may be incorrect, incomplete, outdated, biased or similar to third-party material. The Customer verifies the output and is solely responsible for decisions based on it.
5.2. The Product is not legal, medical, financial, accounting or other professional advice. The Licensor does not guarantee a commercial result, uniqueness, eligibility for legal protection, fitness for a particular purpose or the absence of third-party rights.
5.3. Without a separate written SLA the Licensor does not guarantee uninterrupted operation, absence of errors, preservation of every copy of data, compatibility or a support period. The Customer keeps the necessary source data and backups.
5.4. The Licensor may at any time update, replace, restrict or discontinue features, models, integrations and limits. It is not responsible for the Customer's internet connection, equipment and settings, nor for the actions, changes, blocking or discontinuation of a CRM, bank, payment system, model or other external service.
6. Customer Data
6.1. The Customer retains the rights to its data and instructs the Licensor to process it to the extent necessary for the performance, protection and billing of the Product. Settings, the connection of a CRM, integrations, and text or audio analysis configured by an authorised user are deemed the Customer's documented instructions.
6.2. The Customer determines the purposes, scope, legal bases and periods of processing of its data and warrants that, before transferring it:
- it holds all rights and authority, has notified the data subjects and obtained the necessary consents, including for call recording, transfer to third parties and cross-border transfer;
- it has limited the data to the stated purpose and has lawfully granted users access;
- it does not transfer state secrets, full payment-card data, passwords, biometric data, medical or other especially sensitive information, unless a specific feature and a written agreement expressly provide for it.
6.3. The Licensor grants access to the data only to persons bound by a confidentiality obligation, applies reasonable protective measures, keeps records of access and incidents and assists in fulfilling mandatory requests of data subjects. Non-standard assistance, recovery or manual export is charged separately.
6.4. The Licensor may engage and change providers of infrastructure, artificial intelligence, speech recognition, email, payments, support and integrations. The list of providers, countries and categories of data is disclosed in the Privacy Policy. In the event of a reasoned objection the Customer may disable the affected feature or the Subscription before a new transfer; the Licensor is not obliged to create a replacement.
6.5. The database containing personal data is stored in the territory of the Republic of Kazakhstan. Cross-border transfer is performed only where a legal basis provided by law exists. Until localisation and the applicable legal bases have been technically confirmed, actual processing is not started.
6.6. The Licensor does not use the Customer's content to train publicly available models without the Customer's separate consent, but may use technical, aggregated and irreversibly anonymised information for security, analytics and improvement of the Product.
6.7. The Licensor may, without notice, decline to carry out an instruction, block, delete or isolate data if it suspects a violation of the law, the agreement, the rights of third parties or security requirements. It is not obliged to legally review every instruction.
6.8. The Customer responds to requests of data subjects and authorities as the person who determined the purposes of processing. The Licensor forwards such requests to the Customer and reports a confirmed incident within a period that allows the mandatory requirements of law to be met; the initial report may be subsequently clarified.
6.9. Before access is terminated the Customer exports the data it needs on its own. After termination of the licence the Licensor may delete the data according to its standard schedule; backups are deleted in the normal cycle unless the law requires retention.
6.10. No more than once a year the Customer may request a standard description of the protective measures and the available confirmations. An additional audit is possible only upon a mandatory demand of an authority following a confirmed material incident, is conducted remotely in the first instance, no earlier than 30 calendar days after the request, does not disclose the data of others, code, vulnerabilities or secrets, and is paid for by the Customer unless a material culpable breach by the Licensor is identified.
6.11. The Customer indemnifies the Licensor for documented losses, defence costs, third-party claims and administrative penalties caused by the Customer's data, instructions, or the absence of a legal basis, consent, notification or authority on the Customer's part, to the extent permitted by law.
7. Suspension and Termination
7.1. The Licensor may immediately, in whole or in part and without prior notice, suspend, restrict or block access in the event of late or declined payment, a breach of the agreement, third-party rights or security, signs of fraud, compromise, unlawful use, excessive load or a legal, technical, reputational or information risk, as well as upon a complaint, a demand of an authority, a court, a rights holder or a provider, for maintenance or due to the unavailability of an external service.
7.2. The Licensor independently assesses the sufficiency of the grounds, may request documents, remove disputed material, change limits and maintain the restriction until the risk is eliminated. Such a measure does not in itself confirm a breach by the Customer and does not give rise to the Licensor's liability for unavailability.
7.3. The Licensor may immediately withdraw from the agreement out of court in the event of a material or repeated breach, outstanding debt, unlawful use, infringement of rights to the Product, of data requirements or of security, false information, or the impossibility of continuing operation under the law or the terms of a provider.
7.4. The Licensor may withdraw from the agreement at any time without a breach by the Customer by notifying the Customer and specifying the termination date, which may be the date of the notice. In that case the Licensor refunds the prepayment in proportion to the unused part of the paid period. The Customer may terminate the agreement by disabling renewal; a paid period that has already begun and payments made are retained.
7.5. Termination does not cancel outstanding debt, liability, restrictions on rights, confidentiality, the terms on data, on disputes and other provisions which by their meaning continue to apply.
8. Confidentiality
8.1. A party does not disclose the non-public business, technical and financial information of the other party and uses it only for the purposes of the agreement. The obligation does not extend to information that is lawfully known, independently developed, public other than as a result of a breach, or subject to mandatory disclosure.
8.2. The Licensor may disclose information to employees, contractors, providers, consultants, investors and prospective acquirers of the business who need it and who are bound by a confidentiality obligation.
9. Liability
9.1. To the maximum extent permitted by law the Licensor does not compensate for lost profit, loss of revenue, customers, reputation or data, the cost of a replacement solution or other indirect or consequential losses.
9.2. The Licensor's aggregate liability for all claims is limited to the amount of the licence fee actually received for the one billing period in which the ground for the claim arose; for free access the limit is zero. The limitations do not apply if a mandatory rule of law expressly prohibits their application.
9.3. The Licensor is not responsible for the consequences of the Customer's data, instructions, equipment, account, employee or contractor. Payment of a penalty or damages does not release the Customer from the outstanding debt or from ceasing the breach.
10. Amendments and Other Terms
10.1. The Licensor may amend the Offer, the Plans and the rules by publishing a new version of the Offer and the current prices at https://uniqore.ai. Changes concerning security, the law, free features or providers may take effect upon publication; other material changes apply after notice through the website, the account or email. Use after the effective date or payment for a new period constitutes acceptance; a Customer who disagrees ceases use and disables renewal.
10.2. A party is not liable for extraordinary and unavoidable circumstances. For the Licensor these also include objectively unavoidable failures of communications, a data centre, a CRM, a payment system or a model, cyberattacks, provider restrictions, sanctions and mandatory actions of authorities.
10.3. The law of the Republic of Kazakhstan applies. Before filing a claim in court the Customer sends a written claim to hi@uniqore.ai; the response period is 10 business days. A dispute is heard by the court at the Licensor's location, subject to mandatory jurisdiction rules. This does not limit the Licensor's right to immediately recover outstanding debt, stop an infringement of rights, protect data or seek interim measures.
10.4. The Licensor may assign the agreement to an affiliate, a legal successor or an acquirer of the business in compliance with the law. The Customer may not assign the agreement without the Licensor's written consent.
10.5. The invalidity of one term does not terminate the others; it is replaced by a permissible term closest to its economic purpose. Failure to exercise a right does not constitute a waiver of it.
10.6. The Offer, the applicable Plan, the invoice and the confirmed payment authorisation constitute the agreement. An individually signed agreement prevails, followed by the invoice for the relevant period, then the Offer, then the general information about the Plan on the website.
11. Licensor's Details
Uniqore LLC
BIN 260840038553
Address: Republic of Kazakhstan, 010000, Astana, Saraishyk district, 10/1 Rakymzhan Koshkarbayev Avenue, non-residential premises 18
Email: hi@uniqore.ai
Phone: +7 777 687 95 77
Director: Roman Baranov