End User License Agreement

The license for the proprietary Vodou binaries. Open-source components are governed by their own licenses.

Effective date: July 25, 2026 Version: 1.4

This End User License Agreement ("Agreement") is a legally binding contract between you ("you" or "User") and Vodou Inc. ("Vodou," "we," "us," or "our") governing your use of the proprietary Vodou software components, including the compiled executables vodou-core, oi, vodou-hook-bin, and any other binary-only artifact distributed by Vodou (collectively, the "Software").

BY DOWNLOADING, INSTALLING, COPYING, OR USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE SOFTWARE.

If you are accepting on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "you" refers to that entity.

1. Scope; Relationship to Open-Source Components

1.1. What this Agreement covers. This Agreement covers the proprietary Software: the compiled executables identified above (vodou-core, oi, vodou-hook-bin, and any other binary-only artifact) that Vodou distributes via GitHub Releases on VodouAI/vodou-core, official installers/archives published by Vodou, or any other Vodou-authorized binary channel. The Software is licensed in binary form only. Engine source code (including Rust sources under src/**, Cargo.toml, Cargo.lock, and related crates) is proprietary, is not licensed under the Apache License, Version 2.0 (or the MIT License), and is not published in VodouAI/vodou-core or VodouAI/OS.

1.2. What this Agreement does not cover. Separately, Vodou publishes an open-source client surface (for example gateway TypeScript/JavaScript, skills, scripts, installers, and documentation) in the public repository VodouAI/OS under the Apache License, Version 2.0. Third-party components may be governed by their own licenses. Nothing in this Agreement limits, conditions, or modifies any rights granted to you under those open-source licenses as applied to the components they cover. If a provision of this Agreement conflicts with an open-source license as applied to such a component, the open-source license controls for that component only.

1.3. Mixed distributions. Official prebuilt install archives may contain both (a) proprietary Software covered by this Agreement and (b) open-source files covered by Apache-2.0, MIT (historical copies), or third-party licenses. In that case: proprietary binaries remain under this Agreement; open-source files remain under their respective licenses. The presence of an Apache-2.0 (or historical MIT) LICENSE in an adjacent source repository (including VodouAI/OS) does not re-license the Software binaries.

1.4. Services. Use of Vodou's hosted services — including accounts, the managed LLM tier, billing, and the services available at app.vodou.ai — is governed by the Vodou Terms of Service (https://app.vodou.ai/terms.html), which are incorporated by reference where you use those services. The Vodou Privacy Policy (https://app.vodou.ai/privacy.html) describes our data practices.

2. License Grant

Subject to your compliance with this Agreement, Vodou grants you a personal, limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and run the Software, in binary form only, on devices you own or control, for your internal use.

The Software is licensed, not sold. Vodou and its licensors retain all right, title, and interest in and to the Software, including all intellectual property rights. All rights not expressly granted are reserved.

No OEM or redistribution under this Agreement. This Agreement does not grant rights to redistribute, embed, white-label, OEM, host-as-a-service, or otherwise commercially provide the Software to third parties as a product or component. Those rights require a separate signed enterprise/OEM license from Vodou. Possession of Vodou's Apache-2.0-licensed open-source client materials does not expand the rights granted in this Section.

3. Restrictions

Except to the extent a restriction is prohibited by applicable law, you will not, and will not permit any third party to:

(a) redistribute, sell, rent, lease, lend, sublicense, host, OEM, white-label, or otherwise commercially provide the Software to third parties — including as a standalone product, as a managed/hosted service, or combined with Vodou's open-source client, Admin UI, or any product shell — except under a separate signed enterprise/OEM agreement with Vodou (this clause restricts the proprietary Software only and does not modify Apache-2.0 / other open-source rights in open-source components alone); (b) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software, except and only to the extent such activity is expressly permitted by applicable law notwithstanding this limitation; (c) modify, adapt, translate, or create derivative works of the Software; (d) circumvent, disable, or interfere with license enforcement, account authentication, usage metering, quota enforcement, or other technical protection measures in the Software or the related services; (e) remove, alter, or obscure any proprietary notices on or in the Software; (f) use the Software to develop a competing product, or use any output of the Software for the purpose of training a substitute for the Software's proprietary functionality; (g) use the Software in violation of applicable law, or to infringe or misappropriate the rights of any third party.

4. Account; Activation

Certain functionality requires a Vodou account and a valid authentication token. You are responsible for safeguarding your account credentials and tokens. Vodou may verify license and entitlement status through its servers, and functionality that depends on server-side entitlement may be unavailable without a valid, active account in good standing.

5. Autonomous Operation; Your Systems and Data

You acknowledge and agree that:

5.1. The Software is an agentic system: when you configure or instruct it to do so, it can execute commands, run programs, read, create, modify, and delete files, access networks, send communications, and take other actions on your devices and connected accounts, including on schedules or autonomously without per-action confirmation.

5.2. You authorize all such actions taken by the Software operating under your account, configuration, instructions, and permission settings, and you are solely responsible for them, including actions taken by autonomous agents, scheduled tasks, and background workers you enable.

5.3. You are responsible for configuring permissions appropriately, for supervising automation you enable, and for maintaining independent backups of any data the Software can access. ALPHA AND EARLY-RELEASE SOFTWARE IN PARTICULAR MAY CONTAIN DEFECTS; DO NOT POINT IT AT DATA YOU CANNOT AFFORD TO LOSE WITHOUT BACKUPS.

5.4. To the maximum extent permitted by law, Vodou is not responsible for loss, corruption, or disclosure of data, or for actions taken on your systems or accounts, resulting from your configuration, instructions, or enabled automations.

6. AI Outputs

The Software generates content using artificial intelligence models. AI output is probabilistic and may be inaccurate, incomplete, offensive, or otherwise unsuitable, and may not reflect real facts, current events, or correct code. You will independently verify output before relying on it. Output is not professional advice (including legal, medical, financial, tax, or accounting advice), and no attorney-client, physician-patient, or other professional relationship is created. As between you and Vodou, you are responsible for your use of outputs, including their accuracy, fitness, and legality.

7. Third-Party Services; BYOK

7.1. The Software can connect to third-party services (for example, LLM providers, email, messaging, calendars, and other MCP-connected services). Your use of each third-party service is governed by that third party's terms and privacy policy, and you are responsible for complying with them.

7.2. If you supply your own API keys ("BYOK"), you are responsible for the security of those keys, for all usage and charges incurred under them, and for compliance with the applicable provider's terms.

7.3. Vodou does not control and is not responsible for third-party services, their availability, or their handling of your data.

8. Telemetry and Privacy

The Software and related services collect account, entitlement, and usage-metering data (such as token counts, model identifiers, feature usage, and diagnostic logs) as described in the Vodou Privacy Policy (https://app.vodou.ai/privacy.html). Conversation content and memory databases created by the Software are stored locally on your device by default; content transits Vodou servers only as described in the Privacy Policy (for example, when you use the managed LLM tier).

9. Updates

The Software may download and install updates, including replacement binaries, automatically or with your action. Updates may add, modify, or remove functionality. This Agreement governs all updates unless an update is accompanied by a separate license, in which case that license governs the update. Vodou has no obligation to provide updates or to continue to make any feature available.

10. Feedback

If you provide feedback, suggestions, or ideas about the Software, you grant Vodou a perpetual, irrevocable, worldwide, royalty-free license to use them without restriction or obligation to you.

11. Term and Termination

11.1. This Agreement is effective until terminated.

11.2. Termination. Your license terminates automatically, without notice, if you materially breach this Agreement. Vodou may also terminate or suspend the license and/or server-dependent functionality upon termination or suspension of your account for cause under the Terms of Service.

11.3. Effect. Upon termination you must cease all use of the Software and destroy all copies of the proprietary binaries in your possession or control. Termination does not affect your rights in open-source components under their own licenses.

11.4. Survival. Sections 1, 3, 5, 6, 7, 10, 11.3, 12, 13, 14, 15, 16, and 17 survive termination.

12. Disclaimer of Warranties

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, VODOU AND ITS LICENSORS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. VODOU DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT AI OUTPUTS WILL BE ACCURATE OR RELIABLE. THE SOFTWARE IS PRE-RELEASE ("ALPHA"/"BETA") QUALITY UNLESS EXPRESSLY DESIGNATED OTHERWISE.

Some jurisdictions do not allow the exclusion of implied warranties, so some of the above may not apply to you. In that case, implied warranties are limited to the minimum scope and duration required by law.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) IN NO EVENT WILL VODOU OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR DATA USE, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (b) VODOU'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE WILL NOT EXCEED THE GREATER OF (i) FIFTY U.S. DOLLARS (US $50) AND (ii) THE AMOUNTS YOU PAID TO VODOU FOR THE SOFTWARE OR RELATED SUBSCRIPTIONS IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

The foregoing limitations apply notwithstanding any failure of essential purpose of any limited remedy. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you. Nothing in this Agreement limits liability that cannot be limited under applicable law (including, where applicable, liability for fraud, or for death or personal injury caused by negligence).

14. Indemnification

You will defend, indemnify, and hold harmless Vodou and its officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use or misuse of the Software; (b) actions taken on your systems or accounts by automations you enable; (c) your violation of this Agreement or applicable law; or (d) your violation of any third-party right, including under third-party service terms applicable to keys or accounts you connect.

15. Export; Sanctions; Government Use

You represent that you are not located in, organized under the laws of, or ordinarily resident in any country or region subject to comprehensive U.S. sanctions, and that you are not on any U.S. government restricted-party list. You will comply with all applicable export control and sanctions laws, including the U.S. Export Administration Regulations. The Software is "commercial computer software"; if you are a U.S. government end user, it is provided with only those rights granted to all other end users under this Agreement, consistent with FAR 12.212 and DFARS 227.7202.

16. Dispute Resolution; Arbitration; Class Action Waiver

Please read this section carefully — it affects your legal rights.

16.1. Informal resolution first. Before filing a claim, you and Vodou agree to try to resolve any dispute informally: send a written description of the dispute to legal@vodou.ai, and we will do the same to your account email. If the dispute is not resolved within thirty (30) days, either party may proceed under this Section.

16.2. Binding arbitration. Any dispute, claim, or controversy arising out of or relating to this Agreement or the Software that is not resolved informally will be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, rather than in court, except that (a) either party may bring an individual claim in small-claims court, and (b) either party may seek injunctive or equitable relief in court for actual or threatened infringement or misappropriation of intellectual property or for circumvention of technical protection measures. The Federal Arbitration Act governs the interpretation and enforcement of this Section. Arbitration will be conducted by a single arbitrator, in English, on an individual basis, and may proceed remotely (by videoconference or on written submissions) where the AAA rules permit. Judgment on the award may be entered in any court of competent jurisdiction.

16.3. Class action waiver. YOU AND VODOU EACH WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. Claims may be brought only on an individual basis. If this class action waiver is found unenforceable as to a particular claim, that claim (and only that claim) must proceed in court, and the waiver remains enforceable as to all other claims.

16.4. Mass filings. If twenty-five (25) or more similar arbitration demands are filed against Vodou by the same or coordinated counsel, the parties agree the demands will be resolved in staged proceedings: ten (10) cases selected by each side will be arbitrated first as bellwethers, with the remainder tolled and subject to good-faith global resolution discussions informed by the bellwether outcomes before further proceedings.

16.5. Opt-out. You may opt out of Sections 16.2–16.4 by emailing legal@vodou.ai within thirty (30) days of first accepting this Agreement, with your name, account email, and a clear statement that you opt out of arbitration. Opting out does not affect any other provision of this Agreement.

17. Governing Law; Venue

This Agreement is governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws principles, and excluding the U.N. Convention on Contracts for the International Sale of Goods. Subject to Section 16, the state and federal courts located in Delaware have exclusive jurisdiction over any dispute not subject to arbitration, and the parties consent to personal jurisdiction and venue there.

18. Changes to this Agreement

Vodou may modify this Agreement for future versions and updates of the Software. The modified Agreement will be included with the Software distribution and/or posted at https://app.vodou.ai/eula.html with an updated effective date. Your continued use of the Software after an update accompanied by modified terms constitutes acceptance of those terms for that and later versions. Material changes will not apply retroactively.

19. General

This Agreement (together with the documents it references — including, where applicable, the Terms of Service and Privacy Policy — and any LICENSING.md shipped inside an official hybrid archive for packaging clarity) is the entire agreement between you and Vodou regarding the Software for end-user / internal use, and supersedes all prior or contemporaneous understandings on that subject. A signed written agreement between you and Vodou (for example, an enterprise or OEM software license) controls over this Agreement to the extent of any conflict for the use rights granted in that signed agreement; this EULA alone does not authorize OEM, white-label, redistribution, or commercial embed of the Software. If any provision is held unenforceable, it will be modified to the minimum extent necessary, and the remainder will remain in effect. Vodou's failure to enforce a provision is not a waiver. You may not assign this Agreement; Vodou may assign it in connection with a merger, acquisition, or sale of assets. Notices to Vodou must be sent to legal@vodou.ai; notices to you may be sent to your account email. "Including" means "including without limitation."

20. Contact

Vodou Inc. Email: legal@vodou.ai