Contract Service

Master Lease & Service Agreement

This agreement ("Agreement") is entered into by and between DairiX Manufacturing ("Lessor") and the contracting entity ("Lessee").

Article I: Grant of Lease

Lessor hereby leases to Lessee the DairiX Autonomous Distribution Unit(s) specified in the Order Summary. This lease includes the physical hardware, onboard sensor suite, and a non-exclusive license to the DairiX Navigation Software.

Article II: Geofencing & Operational Limits

The Units are programmed with strict geofencing protocols. Operations are restricted to the Target Deployment Zone specified at the time of configuration. Relocation beyond established GPS boundaries without written authorization constitutes a breach of contract and will trigger automated unit lockdown.

Article III: Autonomous Support & Maintenance

Lessor Obligations: DairiX provides 24/7 remote situational awareness monitoring, over-the-air (OTA) software updates, and scheduled preventive maintenance on drive motors and refrigeration systems.
Technical SLA: Maintenance teams will respond to critical hardware failures within 4 hours of remote diagnostic confirmation.

Article IV: Lessee Responsibilities

Lessee is responsible for the daily replenishment of dairy products, maintaining hygiene standards in the vending slot, and providing a secured charging docking station at the base of operations.

Article V: Liability & Indemnification

Lessor maintains primary liability insurance for autonomous navigation incidents. Lessee is responsible for liabilities arising from product quality (post-replenishment) and unauthorized physical tampering with the unit.

Article VI: Payment & Termination

Service fees are billed monthly in advance. Lessor reserves the right to terminate service and remotely reclaim units upon 30 days of consecutive non-payment.

DairiX Asset Purchase Agreement

This Asset Purchase Agreement ("Agreement") defines the terms for the full acquisition of DairiX hardware systems by the Buyer.

Article I: Asset Transfer

Upon final settlement of the purchase price, DairiX Manufacturing ("Seller") transfers full legal title and ownership of the specified Autonomous Unit(s) to the Buyer. This includes all mechanical, electrical, and structural components.

Article II: Software Licensing

While the hardware is purchased outright, the DairiX Autonomous Operating System (DAOS) is provided under a perpetual, non-transferable license. Buyer is prohibited from reverse-engineering or modifying the core navigation stack.

Article III: Warranty & hardware Support

Drive Train: 3-year comprehensive warranty on motors, transmission, and LiDAR sensor suite.
Power System: 5-year warranty on the high-capacity Lithium-ion battery pack (maintaining at least 80% health).
Structure: Lifetime warranty against fiberglass corrosion or structural frame failure under normal operating conditions.

Article IV: Post-Purchase Compliance

Buyer agrees to maintain the hardware in accordance with Seller's technical manual to ensure public safety. Failure to install critical safety-related firmware updates may void the warranty and navigation license.

Article V: Confidentiality

The technical specifications, sensor fusion logic, and internal cooling designs are considered Trade Secrets. Buyer shall not disclose technical architecture to third-party competitors.

Article VI: Delivery & Acceptance

Seller shall deliver the unit to the specified deployment site. Ownership risk transfers upon Buyer's physical acceptance and successful field-readiness test.

Terms & Conditions

Welcome to DairiX. These Terms & Conditions ("Terms") govern your use of the DairiX website, autonomous hardware, and associated cloud services. By accessing our platform or initiating a contract, you agree to be bound by these Terms in their entirety.

1. Acceptance and Eligibility

By using our services, you represent that you are at least 18 years of age and possess the legal authority to enter into binding agreements. If you are entering into these terms on behalf of a corporation, you represent that you have the authority to bind such entity.

2. User Accounts and Security

Users are responsible for maintaining the confidentiality of their account credentials. You agree to notify DairiX immediately of any unauthorized access. DairiX shall not be liable for losses caused by any unauthorized use of your account, whether with or without your knowledge.

3. Proprietary Rights and Intellectual Property

All technology, including but not limited to the DairiX Autonomous Operating System (DAOS), sensor fusion algorithms, and hardware architecture, are the exclusive property of DairiX Manufacturing. Users are granted a limited, non-transferable license to use the system as intended. Reverse engineering, decompiling, or attempting to extract source code is strictly prohibited and will result in immediate termination of service and legal action.

4. Acceptable Use Policy

The DairiX unit must be used only for its intended purpose of autonomous dairy distribution. You shall not use the system for:

Transportation of hazardous or illegal materials.
Operation outside of designated and approved GPS geofences.
Modification of safety sensors or autonomous override systems.
Any activity that violates local traffic or distribution laws.

5. Limitation of Liability

To the maximum extent permitted by law, DairiX shall not be liable for any indirect, incidental, special, or consequential damages, including loss of profits, data, or use. Our total liability for any claim arising under these terms shall not exceed the amount paid for the service in the six months preceding the claim.

6. Indemnification

You agree to indemnify and hold harmless DairiX, its officers, and employees from any claims, damages, or expenses arising from your misuse of the autonomous system, violation of these terms, or infringement of any third-party rights.

7. Modifications to Terms

DairiX reserves the right to modify these Terms at any time. Significant changes will be communicated via the dashboard. Continued use of the service after such modifications constitutes acceptance of the new Terms.

8. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Republic of the Philippines. Any disputes shall be resolved exclusively in the courts of Taguig City, Metro Manila.

Service Agreement

This Service Agreement ("SLA") defines the operational support, maintenance protocols, and uptime guarantees provided for DairiX Autonomous Units.

1. Scope of Autonomous Support

DairiX provides continuous background support for all active fleet units, including:

Remote Situational Awareness: 24/7 monitoring of vehicle health and navigation status.
OTA Updates: Periodic software patches to improve navigation logic and safety protocols.
Cloud Dashboard: Access to real-time sales data, inventory levels, and battery telemetry.

2. Maintenance and Repair Protocols

To ensure public safety and operational efficiency, the following maintenance schedule is mandatory:

Tier 1 (Daily): Customer is responsible for cleaning sensors (LiDAR/Cameras) and hygiene of the vending slot.
Tier 2 (Quarterly): DairiX technicians will perform deep diagnostics on motor controllers and refrigeration seals.
Tier 3 (Annual): Full hardware overhaul, including battery stress testing and structural integrity checks.

3. Uptime Guarantee and SLAs

DairiX aims for a 98% operational uptime. In the event of a critical hardware failure (Class A), DairiX commits to a 4-hour response time for remote diagnostics and a 24-hour on-site repair window within primary service zones.

4. Connectivity and Network Requirements

The unit requires a persistent 4G/5G or high-speed Wi-Fi connection. While the unit has offline safety failsafes, autonomous distribution may be limited or paused if signal strength drops below -110 dBm. DairiX is not responsible for localized network outages.

5. Battery and Energy Management

Users must ensure the unit is returned to its docking station when battery levels reach 15%. Allowing the battery to fully deplete (0%) multiple times may damage the Lithium-ion cells and void the power system warranty.

6. Support Channels

Emergency support is available via:

In-app "SOS" signal from the fleet dashboard.
Dedicated technical hotline for Enterprise clients.
Email support for non-critical configuration changes.

7. Force Majeure

DairiX shall not be liable for failure to perform its obligations under this agreement if such failure results from acts of God, extreme weather conditions (Typhoons), or governmental restrictions on autonomous vehicle operation.

Autonomous Dairy Distribution Vehicle

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