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Nexusflow.ai License Terms for Personal Use
Release Date: 08/19/2024
“Agreement” means these terms and conditions for use, reproduction, distribution and modification of the
Nexusflow Materials set forth herein.
“Documentation” means the specifications, manuals and documentation accompanying Nexusflow Models
distributed by Nexusflow
“Licensee” or “you” means you, or your employer or any other person or entity (if you are entering into this
Agreement on such person or entity’s behalf), of the age required under applicable laws, rules or regulations to
provide legal consent and that has legal authority to bind your employer or such other person or entity if you are
entering in this Agreement on their behalf.
“Nexusflow Models” means the large language models and software and algorithms, including machine-learning
model code, trained model weights, inference-enabling code, training-enabling code, fine-tuning enabling code and
other elements of the foregoing made available by Nexusflow.
“Nexusflow Materials” means, collectively, Nexusflow Models and Documentation (and any portion thereof) made
available under this Agreement.
“Nexusflow” or “we” means Nexusflow.ai Inc.
“Personal”: means any use of the Nexusflow Materials that is (i) solely for personal, non-profit, research,
non-production, and non-commercial purposes and (ii) not directly or indirectly connected to any commercial
activities, business operations, or employment responsibilities. For illustration purposes, Personal use of a
Nexusflow does not include any usage by individuals employed in companies in the context of their daily tasks, any
activity that is intended to generate revenue, or that is performed on behalf of a commercial entity.
By using or distributing any portion or element of the Nexusflow Materials, you agree to be bound by this
Agreement.
1. License.
a. Subject to all terms and conditions hereof and your compliance therewith, you are granted a
non-exclusive, worldwide, non-transferable and royalty-free limited license under Nexusflow’s intellectual
property or other rights owned by Nexusflow embodied in the Nexusflow Materials to use, reproduce,
distribute, and copy, and as it pertains to the Nexusflow Models only, create derivative works of, and make
modifications to, the Nexusflow Materials for Personal uses only.
b. If you need a license that permits other than Personal use, please contact Nexusflow at info@nexusflow.ai.
Nexusflow reserves the right to grant or not grant such licenses in its sole discretion.
c. Subject to the limited license under Section 1.a.:
i. If you distribute or make the Nexusflow Materials (or any derivative works thereof), available to a
third party, you shall provide a copy of this Agreement to such third party and such party shall be
bound by the terms of this Agreement;
ii. You must retain in all copies of the Nexusflow Materials that you distribute the following
attribution notice within a “Notice” text file distributed as a part of such copies: “Nexusflow
Models are licensed under the Nexusflow.ai License Terms for Personal Use, Copyright ©
Nexusflow.ai Inc. All Rights Reserved.”;
iii. You shall not supply the Nexusflow Materials in the course of a commercial activity, whether in
return for payment or free of charge, in any medium or form, including but not limited to through
a hosted or managed service (e.g. SaaS, cloud instances, etc.), or behind a software layer;
iv. Your use of the Nexusflow Materials must comply with applicable laws and regulations (including
trade compliance laws and regulations) and adhere to any additional terms or policies that
Nexusflow makes available to you, which are hereby incorporated by reference into this
Agreement; and
v. You will not use the Nexusflow Materials or any output or results of the Nexusflow Materials to
improve any model (excluding Nexusflow Models or derivative works thereof).
2. Disclaimer of Warranty. UNLESS REQUIRED BY APPLICABLE LAW, THE NEXUSFLOW MATERIALS AND ANY
OUTPUT AND RESULTS THEREFROM ARE PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTIES OF ANY
KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE,
NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. YOU ARE SOLELY
RESPONSIBLE FOR DETERMINING THE APPROPRIATENESS OF USING OR REDISTRIBUTING THE NEXUSFLOW
MATERIALS AND ASSUME ANY RISKS ASSOCIATED WITH YOUR USE OF THE NEXUSFLOW MATERIALS AND ANY
OUTPUT AND RESULTS.
3. Limitation of Liability. IN NO EVENT WILL NEXUSFLOW, ITS LICENSORS OR AFFILIATES BE LIABLE UNDER ANY
THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, PRODUCTS LIABILITY, OR OTHERWISE,
ARISING OUT OF THIS AGREEMENT, FOR ANY LOST PROFITS OR ANY INDIRECT, SPECIAL, CONSEQUENTIAL,
INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES, EVEN IF NEXUSFLOW OR ITS AFFILIATES HAVE BEEN
ADVISED OF THE POSSIBILITY OF ANY OF THE FOREGOING.
4. Intellectual Property.
a. No trademark licenses are granted under this Agreement, and in connection with the Nexusflow Materials,
neither Nexusflow nor Licensee may use any name or mark owned by or associated with the other or any
of its affiliates, except as required for reasonable and customary use in describing and the Nexusflow
Materials.
b. You will indemnify and hold harmless Nexusflow from and against any claim by any third party arising out
of or related to your use of the Nexusflow Materials.
5. Term and Termination. The term of this Agreement will commence upon your acceptance of this Agreement or
access to the Nexusflow Materials and will continue in full force and effect until terminated in accordance with
the terms and conditions herein. Nexusflow may terminate this Agreement if you are in breach of any term or
condition of this Agreement. Upon termination of this Agreement, you shall delete and cease use of the
Nexusflow Materials. Sections 1.c, 2, 3, 4, 5 (the last sentence) and 6 shall survive the termination of this
Agreement.
6. Governing Law and Jurisdiction. This Agreement will be governed and construed under the laws of the State
of California without regard to choice of law principles, and the UN Convention on Contracts for the
International Sale of Goods does not apply to this Agreement. The courts of California shall have exclusive
jurisdiction of any dispute arising out of this Agreement.
7. Attribution. This model is derived from Qwen as offered by Qwen Teams from Alibaba. You agree that your use
of the Nexusflow Materials (defined below) shall be subject to the applicable terms and conditions of the
Qwen Community License Agreement, available below and at
https://huggingface.co/Qwen/Qwen2.5-72B-Instruct/blob/main/LICENSE
Qwen LICENSE AGREEMENT Release Date: September 19, 2024
By clicking to agree or by using or distributing any portion or element of the Qwen Materials, you
will be deemed to have recognized and accepted the content of this Agreement, which is effective
immediately.
1. Definitions
a. This Qwen LICENSE AGREEMENT (this "Agreement") shall mean the terms and conditions
for use, reproduction, distribution and modification of the Materials as defined by this Agreement.
b. "We" (or "Us") shall mean Alibaba Cloud.
c. "You" (or "Your") shall mean a natural person or legal entity exercising the rights granted by
this Agreement and/or using the Materials for any purpose and in any field of use.
d. "Third Parties" shall mean individuals or legal entities that are not under common control with
us or you.
e. "Qwen" shall mean the large language models, and software and algorithms, consisting of
trained model weights, parameters (including optimizer states), machine-learning model code,
inference-enabling code, training-enabling code, fine-tuning enabling code and other elements of
the foregoing distributed by us.
f. "Materials" shall mean, collectively, Alibaba Cloud's proprietary Qwen and Documentation
(and any portion thereof) made available under this Agreement.
g. "Source" form shall mean the preferred form for making modifications, including but not
limited to model source code, documentation source, and configuration files.
h. "Object" form shall mean 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.
2. Grant of Rights
You are granted a non-exclusive, worldwide, non-transferable and royalty-free limited license
under Alibaba Cloud's intellectual property or other rights owned by us embodied in the Materials
to use, reproduce, distribute, copy, create derivative works of, and make modifications to the
Materials.
3. Redistribution
You may distribute copies or make the Materials, or derivative works thereof, available as part of
a product or service that contains any of them, with or without modifications, and in Source or
Object form, provided that you meet the following conditions:
a. You shall give any other recipients of the Materials or derivative works a copy of this
Agreement;
b. You shall cause any modified files to carry prominent notices stating that you changed the
files;
c. You shall retain in all copies of the Materials that you distribute the following attribution
notices within a "Notice" text file distributed as a part of such copies: "Qwen is licensed under the
Qwen LICENSE AGREEMENT, Copyright (c) Alibaba Cloud. All Rights Reserved."; and
d. You may add your own copyright statement to your modifications and may provide additional
or different license terms and conditions for use, reproduction, or distribution of your
modifications, or for any such derivative works as a whole, provided your use, reproduction, and
distribution of the work otherwise complies with the terms and conditions of this Agreement.
4. Restrictions
If you are commercially using the Materials, and your product or service has more than 100
million monthly active users, you shall request a license from us. You cannot exercise your rights
under this Agreement without our express authorization.
5. Rules of use
a. The Materials may be subject to export controls or restrictions in China, the United States or
other countries or regions. You shall comply with applicable laws and regulations in your use of
the Materials.
b. If you use the Materials or any outputs or results therefrom to create, train, fine-tune, or
improve an AI model that is distributed or made available, you shall prominently display “Built with
Qwen” or “Improved using Qwen” in the related product documentation.
6. Intellectual Property
a. We retain ownership of all intellectual property rights in and to the Materials and derivatives
made by or for us. Conditioned upon compliance with the terms and conditions of this Agreement,
with respect to any derivative works and modifications of the Materials that are made by you, you
are and will be the owner of such derivative works and modifications.
b. No trademark license is granted to use the trade names, trademarks, service marks, or
product names of us, except as required to fulfill notice requirements under this Agreement or as
required for reasonable and customary use in describing and redistributing the Materials.
c. If you commence a lawsuit or other proceedings (including a cross-claim or counterclaim in a
lawsuit) against us or any entity alleging that the Materials or any output therefrom, or any part of
the foregoing, infringe any intellectual property or other right owned or licensable by you, then all
licenses granted to you under this Agreement shall terminate as of the date such lawsuit or other
proceeding is commenced or brought.
7. Disclaimer of Warranty and Limitation of Liability
a. We are not obligated to support, update, provide training for, or develop any further version
of the Qwen Materials or to grant any license thereto.
b. THE MATERIALS ARE PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED
WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY,
NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO
WARRANTY AND ASSUME NO RESPONSIBILITY FOR THE SAFETY OR STABILITY OF THE
MATERIALS AND ANY OUTPUT THEREFROM.
c. IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING, BUT
NOT LIMITED TO ANY DIRECT, OR INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES
ARISING FROM YOUR USE OR INABILITY TO USE THE MATERIALS OR ANY OUTPUT OF
IT, NO MATTER HOW IT’S CAUSED.
d. You will defend, indemnify and hold harmless us from and against any claim by any third
party arising out of or related to your use or distribution of the Materials.
8. Survival and Termination.
a. The term of this Agreement shall commence upon your acceptance of this Agreement or
access to the Materials and will continue in full force and effect until terminated in accordance
with the terms and conditions herein.
b. We may terminate this Agreement if you breach any of the terms or conditions of this
Agreement. Upon termination of this Agreement, you must delete and cease use of the Materials.
Sections 7 and 9 shall survive the termination of this Agreement.
9. Governing Law and Jurisdiction.
a. This Agreement and any dispute arising out of or relating to it will be governed by the laws of
China, without regard to conflict of law principles, and the UN Convention on Contracts for the
International Sale of Goods does not apply to this Agreement.
b. The People's Courts in Hangzhou City shall have exclusive jurisdiction over any dispute
arising out of this Agreement.