Software Agreement & Proprietary License

1. Ownership & intellectual property

AgriAI is proprietary software owned exclusively by AgriAI KE Limited (in registration), Subukia, Nakuru County, Kenya ("AgriAI", "we", "us", "our"). All right, title, and interest in the AgriAI platform remain with us or our licensors, including:

• •source code, build artifacts, and software architecture;
• •the AI crop-diagnosis and disease-detection models, prompts, and processing methods;
• •agronomic logic, the Bwana Shamba assistant, voice logging, and plot-mapping / geolocation processing;
• •user-interface designs, workflows, and user-experience patterns;
• •database schemas, API structures, and system architecture;
• •all documentation and technical materials; and
• •the "AgriAI" name, logo, and brand assets.

The underlying general-purpose AI models used for inference (Anthropic Claude) remain the property of their providers and are used under licence; nothing here claims ownership of those models. Except for the limited licence in Section 3, no right, title, or interest in the platform is transferred to you.

2. Confidential & proprietary materials

The source code, AI prompts and processing methods, model logic, database schemas, and system architecture are confidential trade secrets of AgriAI. You must not disclose, publish, or make available any such materials that you access or infer through use of the software.

3. Licensed usage rights

Subject to your continuous compliance with this agreement, AgriAI grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable licence to:

• •use the software to manage your own farm — records, crops, workers, expenses, AI tools, and dashboards;
• •access the features and functionality as intended through the app; and
• •store, manage, and export your own farm data within the platform.

Organizations and exporters who access farmer compliance data do so only where a farmer has linked to them, and on the terms described in our Privacy Policy. This licence grants no rights to the underlying technology, source code, model logic, or methods.

4. Prohibited activities

You may not, and may not permit any third party to:

• •reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code, model logic, or methods of the platform;
• •copy, modify, translate, or create derivative works based on any part of the platform;
• •scrape, crawl, harvest, or use bots to extract data beyond ordinary use of the interface, or abuse the API or circumvent rate limiting;
• •resell, rent, sublicense, or distribute the service to any third party except as expressly permitted;
• •bypass, disable, or interfere with security, authentication, or tenant-isolation measures;
• •remove or obscure any proprietary, trademark, or attribution notices; or
• •use the platform, or insights gained from it, to build, train, or assist a competing product.

5. Third-party technology

AgriAI integrates third-party services for infrastructure while retaining its proprietary technology layer:

• •Anthropic (Claude) — AI inference for crop diagnosis and the assistant; commercial API tier, inputs are not used to train the models.
• •Supabase — database and authentication, hosted in the EU (Frankfurt, Germany).
• •Netlify — application hosting and serverless functions.
• •Safaricom / M-Pesa — payment processing.
• •Africa's Talking — SMS and one-time passcode (OTP) delivery.
• •Sentry — error and diagnostic monitoring.

All business logic, agronomic and model logic, workflows, and intelligent processing remain AgriAI's proprietary technology. Use of the platform is also subject to these providers' applicable terms. The current list of providers that process personal data is maintained in our Privacy Policy.

6. Your data & how we process it

You retain ownership of the farm data and photos you submit. You control what you share, and you may export or delete your data as described in our Privacy Policy. We process your personal data only as needed to provide the service and as set out in the Privacy Policy. We do not use your identifiable personal data to train or improve any model.

7. Anonymized & aggregated data

We may create anonymized and aggregated data derived from your use of, and the data you submit to, the platform. Anonymized data is processed so that it can no longer be attributed to you or your farm, and we may use, retain, and share it for lawful purposes — including community disease early-warning, research, analytics, and improving our AI models — and may share anonymized data with research or commercial partners.

We will not attempt to re-identify anonymized data, and will require recipients to be bound not to re-identify it. Use of your identifiable data to train any model would require your separate, opt-in consent, which you may withdraw at any time, as described in our Privacy Policy.

8. Accuracy, errors & no warranty

To the maximum extent permitted by law, the platform and all outputs are provided "as is" and "as available", without warranties of any kind, whether express or implied.

9. Service availability

• •The free and paid farmer plans are provided on a best-effort availability basis, with no formal Service Level Agreement (SLA) or uptime guarantee.
• •We do not warrant that the service will be uninterrupted, timely, secure, or error-free; maintenance, updates, and occasional downtime may interrupt it.
• •Enterprise (cooperative / exporter) availability and support are governed by a separate written commercial agreement, negotiated per engagement.

10. Service updates & changes

AgriAI is evolving software. We may update, modify, add, remove, suspend, or discontinue features — or the service as a whole — at any time, with or without prior notice. You acknowledge that functionality may change over time.

11. Term, termination & remedies

This agreement applies for as long as you access or use the platform. We may suspend or terminate your licence and account immediately if you breach it, or use the platform unlawfully. You may stop using AgriAI and cancel at any time, as described in the Terms of Service.

On termination, your right to use the software ends. Before termination you may export your data; after termination we delete your personal data as described in our Privacy Policy. Anonymized and aggregated data, which is not personal data, may be retained. Violations of the ownership, confidentiality, or prohibited-activity provisions may give rise to claims for damages and injunctive relief.

12. Open-source attribution

AgriAI is built on open-source frameworks and libraries — including React and Next.js — used under their respective permissive licences (such as the MIT Licence). The presence of open-source components does not affect AgriAI's ownership of its proprietary business logic, model logic, agronomic methods, and workflows, which are separate from and not licensed under those open-source licences.

13. Order of precedence & related agreements

This agreement forms part of a single set of agreements together with our Terms of Service and Privacy Policy, which apply together. This agreement governs intellectual property, the usage licence, anonymized-data use, and service availability; the Terms of Service govern the broader user relationship; and the Privacy Policy governs the processing of personal data. Where a topic is addressed in more than one document, the document that specifically governs that topic applies.

14. Acceptance

By creating an account or using AgriAI, you agree to respect our intellectual property, to refrain from the prohibited activities above, to accept the limited usage licence defined here, and to submit to Kenyan law and the jurisdiction of the Kenyan courts for any disputes.

15. Governing law & jurisdiction

This agreement is governed by the laws of Kenya. All disputes are subject to the jurisdiction of the competent courts of Kenya.

16. Contact

AgriAI KE Limited (in registration) · Subukia, Nakuru County, Kenya. For licensing, intellectual-property, or partnership inquiries, email hello@agrikeai.com.