Product License and Use Agreement

This Product License and Use Agreement ("Agreement") applies between Nhat Quang Mvtec ("VIAITEC") and any organisation or individual that receives, downloads, installs or uses VIAITEC products ("Customer"), including evaluation and commercial versions.

Where VIAITEC and the Customer sign a separate contract, purchase order or appendix, those documents prevail; this Agreement applies to matters they do not cover.

This Agreement is made under the Civil Code No. 91/2015/QH13, the Commercial Law No. 36/2005/QH11, the Law on Intellectual Property No. 50/2005/QH11 (as amended) and the Law on Electronic Transactions No. 20/2023/QH15 of Vietnam. Receiving, downloading or using a product, or accepting by electronic means, has the same effect as signing this Agreement.

• Software: libraries (for example ViAiTracker^LT, ViAiDetect, ViAiSteady), header files, models, tools, sample code, documentation and updates provided by VIAITEC.
• Device: ViAiEdge hardware and its embedded software (firmware).
• Product: the Software and/or the Device.
• Evaluation version: a Product provided for evaluation, limited in time or functionality.
• Customer Application: software or a system developed by the Customer that integrates the Product.

VIAITEC grants the Customer a non-exclusive, non-transferable, non-sublicensable right to use the Product for the term and within the scope (number of devices, hardware platforms, territory, purpose) set out in the contract, order or licence notice issued by VIAITEC.

The evaluation version may be used only for internal evaluation, not for commercial purposes or production operation, during the period notified by VIAITEC. At the end of that period, the Customer shall stop using and delete it unless it moves to a commercial version.

The commercial version allows the Customer to integrate the Software into the Customer Application and distribute that application in machine-code form (without source code or models in separable form), within the agreed scope.

Unless approved by VIAITEC in writing or mandatorily permitted by law, the Customer shall not:

1. Reverse engineer, decompile, disassemble, extract models from or attempt to recover the source code of the Software;
2. Remove, disable or circumvent licensing mechanisms, copy protection or other technological measures protecting intellectual property rights;
3. Copy, rent, sell, sublicense or distribute the Software on a standalone basis, or use it to provide services to third parties beyond the agreed scope;
4. Use the Product to develop a product that competes with it;
5. Publish results of evaluating the evaluation version without VIAITEC's consent;
6. Use the Product contrary to the section Lawful use and export control.

The Product, including all copies, updates and documentation, is owned by VIAITEC and protected by intellectual property law. This Agreement grants a right of use only and does not transfer ownership.

The Customer retains all rights to the Customer Application and its own data. Feedback voluntarily provided by the Customer may be used by VIAITEC to improve its products without any payment obligation.

The Product processes images and video directly on the Customer's device or system; VIAITEC does not collect the data processed by the Product. The Customer is the data controller for data collected by its own system and is responsible for complying with the Law on Personal Data Protection No. 91/2025/QH15 and related laws, including giving notice, obtaining consent where needed and ensuring privacy where cameras are installed.

Data the Customer sends to VIAITEC for technical support or evaluation is processed under the Privacy Policy and any separate agreement.

The Customer shall use, transfer and export the Product in compliance with the laws of Vietnam and of the countries concerned, including rules on dual-use goods, export control and sanctions adopted by resolutions of the United Nations Security Council.

The Customer shall not use the Product for the development, production or use of weapons of mass destruction, for unlawful acts or human rights violations, and shall not provide the Product to restricted parties. Use in the defence and security sectors is subject to a separate contract and licences from competent authorities where applicable.

VIAITEC may refuse supply, suspend or terminate the licence if it has grounds to believe that use breaches this section.

Commercial version: VIAITEC warrants that the Software performs substantially in accordance with its technical documentation during the warranty period stated in the contract; if none is stated, the period is 03 months from delivery. The Device is warranted under its warranty card or contract. During the warranty period, VIAITEC will fix defects, provide updates or suitable replacements.

The evaluation version is provided "as is", without warranty, to the extent permitted by law.

Actual performance depends on hardware, cameras, data and operating environment. When integrating the Product into control systems (for example UAVs, robots, fire-control or other potentially hazardous systems), the Customer is responsible for designing, testing and ensuring the safety of the whole system and shall not rely on the Product as the sole safety mechanism.

A party in breach shall compensate the actual, direct damage caused to the other party in accordance with Article 360 of the Civil Code and Articles 302 and 303 of the Commercial Law.

To the extent permitted by law, VIAITEC's total liability under this Agreement shall not exceed the total amount paid by the Customer for the relevant Product in the 12 months before the damage arose; VIAITEC is not liable for loss of profit or indirect damage. This limitation does not apply to damage caused intentionally, damage to life or health, or where the law does not permit limitation.

Any contractual penalty agreed by the parties shall not exceed 8% of the value of the breached part of the contractual obligation under Article 301 of the Commercial Law.

Each party shall keep confidential the technical and commercial information disclosed by the other party and identified as confidential, including evaluation versions, technical documentation and prices, and shall not disclose it to third parties without consent, except at the request of competent state authorities. This obligation survives for 03 years after termination; trade secrets remain protected under intellectual property law.

Neither party is liable for delay or failure to perform caused by a force majeure event under Article 156 of the Civil Code and Article 294 of the Commercial Law, provided it promptly notifies the other party and takes all necessary and possible measures to remedy the situation.

This Agreement takes effect when the Customer receives or uses the Product and continues until the licence term expires. VIAITEC may terminate the licence if the Customer materially breaches this Agreement and fails to remedy it within 15 days of notice, or immediately for breach of the section Lawful use and export control.

On termination, the Customer shall stop using and delete the Software, except copies lawfully distributed within the Customer Application before termination within the agreed scope. Provisions on intellectual property, confidentiality, liability and dispute resolution survive.

This Agreement is governed by the laws of Vietnam.

Disputes shall first be resolved by negotiation within 30 days of notice by either party. Failing that, disputes between traders or involving a foreign element shall be finally settled by arbitration at the Vietnam International Arbitration Centre (VIAC) under its Rules of Arbitration, with the seat of arbitration in Hanoi and the language of arbitration being Vietnamese (or English where a party is foreign). The award is final under the Law on Commercial Arbitration No. 54/2010/QH12.

For consumers, the arbitration clause applies only with the consumer's agreement; consumers may choose the competent People's Court under Article 17 of the Law on Commercial Arbitration.

This Agreement is made in Vietnamese and English. In case of any discrepancy, the Vietnamese version prevails, unless consumer protection law provides otherwise.

For licensing, warranty and technical support, please contact info@viaitec.com or use the Contact page.