LICENCE

License Agreement

This License Agreement (the "Agreement") is granted by Nyang Digital iHub to the Spiritua Directors Association of Kenya (SPiDAK).

Grant of License

1.1 License Grant
Subject to the terms and conditions of this Agreement, Nyang Digital iHub grants SPiDAK a non-exclusive, non-transferable license to use the SPiDAK software (the "Software").

1.2 Scope of License
The license granted herein permits SPiDAK to use the Software solely for internal purposes within their organization. SPiDAK may not sublicense, distribute, sell, or transfer the Software to any third party without prior written consent from Nyang Digital iHub.

Ownership and Intellectual Property

2.1 Ownership
The Software and all related intellectual property rights are and will remain the exclusive property of Nyang Digital iHub. This Agreement does not transfer any ownership rights to SPiDAK.

2.2 Restrictions
SPiDAK shall not modify, reverse engineer, decompile, disassemble, or create derivative works of the Software. SPiDAK shall also refrain from removing or altering any copyright, trademark, or other proprietary notices contained in the Software.

Support and Updates

Nyang Digital iHub may, at its discretion, provide support services and updates for the Software. Any such support and updates shall be governed by separate terms and conditions, if applicable.

Term and Termination

4.1 Term
This Agreement shall commence on the effective date and continue until terminated as provided herein.

4.2 Termination for Convenience
Either party may terminate this Agreement at any time, for any reason or no reason, upon written notice to the other party.

4.3 Termination for Breach
If either party breaches any material provision of this Agreement, the non-breaching party may terminate this Agreement immediately upon written notice to the breaching party.

4.4 Effect of Termination
Upon termination of this Agreement, SPiDAK shall immediately cease all use of the Software and delete or destroy any copies of the Software in their possession.

Limitation of Liability

In no event shall Nyang Digital iHub or SPiDAK be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or in connection with this Agreement, even if advised of the possibility of such damages.

Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Kenya. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Kenya.

Entire Agreement

This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.

By accepting this License Agreement, SPiDAK acknowledges that they have read and understood the terms and conditions herein and agree to be bound by them.

For Spiritua Directors Association of Kenya (SPiDAK):

Authorized Representative

For Nyang Digital iHub:

Nyang Digital iHub