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| 1 | +# Moderne Source Available License |
| 2 | + |
| 3 | +## Acceptance |
| 4 | + |
| 5 | +This Agreement sets forth the terms and conditions on which the Licensor makes the Software available. By installing, downloading, accessing, using, or distributing any part of the Software, you agree to all of the terms and conditions of this agreement. |
| 6 | + |
| 7 | +If you are receiving the Software on behalf of your company, you represent and warrant that you have the authority to agree to this agreement on behalf of such entity. |
| 8 | + |
| 9 | +The Licensor reserves the right to update this agreement from time to time. |
| 10 | + |
| 11 | +## Definitions |
| 12 | + |
| 13 | +**Agreement**: This Moderne Source Available License agreement. |
| 14 | + |
| 15 | +**Control**: Ownership, directly or indirectly, of substantially all the assets of an entity, or the power to direct its management and policies by vote, contract, or otherwise. |
| 16 | + |
| 17 | +**License**: The license as described in the License paragraph below. |
| 18 | + |
| 19 | +**Licensor**: The entity offering these terms, including Moderne, Inc., on behalf of itself and its subsidiaries and affiliates worldwide. |
| 20 | + |
| 21 | +**Modify**/**Modified**/**Modification**: Copying or adapting all or part of the work in a way that requires copyright permission, other than making an exact copy. The resulting work is called a _modified version_ of the original work. |
| 22 | + |
| 23 | +**Moderne**: The Moderne software as described in [moderne.ai](https://www.moderne.ai/). |
| 24 | + |
| 25 | +**Software**: Specific software components designed to work with Moderne and provided under this agreement. |
| 26 | + |
| 27 | +**Trademark**: Trademarks, service marks, and any other similar rights associated with the Licensor. |
| 28 | + |
| 29 | +**Use**: Any activity you perform with the Software that requires a license under this agreement. |
| 30 | + |
| 31 | +**You**: The recipient of the Software, whether an individual or an entity, on whose behalf this agreement is accepted. |
| 32 | + |
| 33 | +**Your Company**: Any legal entity, sole proprietorship, or organization that you work for, including all organizations that control, are controlled by, or are under common control with that organization. |
| 34 | + |
| 35 | +**Your Licenses**: All licenses granted to you for the Software under this agreement. |
| 36 | + |
| 37 | +## License |
| 38 | + |
| 39 | +The Licensor grants you a non-exclusive, royalty-free, worldwide, non-sublicensable, non-transferable license to use, copy, distribute, make available, and prepare derivative works of the Software, subject to the limitations and conditions below. |
| 40 | + |
| 41 | +## Limitations |
| 42 | + |
| 43 | +**You may not:** |
| 44 | + |
| 45 | +1. Make the functionality of the Software or a modified version available to third parties as a service. |
| 46 | + |
| 47 | +2. Distribute the Software or a modified version in a manner that makes its functionality available to third parties. |
| 48 | + |
| 49 | +**Prohibited actions include (but are not limited to):** |
| 50 | + |
| 51 | +* Enabling third parties to interact with the functionality of the Software or a modified version in distributed form or remotely through a computer network. |
| 52 | + |
| 53 | +* Offering products or services whose value derives from the Software or a modified version. |
| 54 | + |
| 55 | +* Providing a product or service that performs the functions of the Software or a modified version. |
| 56 | + |
| 57 | +You may not alter, remove, or obscure any licensing, copyright, or other notices provided by the Licensor. Any use of the Licensor’s trademarks is subject to applicable law. |
| 58 | + |
| 59 | +## Patents |
| 60 | + |
| 61 | +The Licensor grants you a license under any patent claims the Licensor owns or can license, to make, use, sell, offer for sale, import, and distribute the Software, subject to the limitations and conditions in this agreement. |
| 62 | + |
| 63 | +This license does not cover patent claims caused by your modifications or additions to the Software. |
| 64 | + |
| 65 | +If you or your company make any written claim that the Software infringes or contributes to the infringement of any patent, your patent license under this agreement terminates immediately. |
| 66 | + |
| 67 | +## Notices |
| 68 | + |
| 69 | +You must ensure that anyone who receives a copy of any part of the Software from you also receives a copy of this agreement. |
| 70 | + |
| 71 | +If you modify the Software, you must include prominent notices in any modified copies stating that you have modified the Software. |
| 72 | + |
| 73 | +## No Other Rights |
| 74 | + |
| 75 | +This agreement does not imply any licenses beyond those expressly granted. |
| 76 | + |
| 77 | +## Termination |
| 78 | + |
| 79 | +If you use the Software in violation of this agreement, such use is unlicensed, and your licenses will terminate automatically. |
| 80 | + |
| 81 | +If the Licensor notifies you of a violation and you cease all violations within 30 days, your licenses will be reinstated retroactively. |
| 82 | + |
| 83 | +However, subsequent violations will result in automatic and permanent termination of your licenses. |
| 84 | + |
| 85 | +## No Liability |
| 86 | + |
| 87 | +To the extent permitted by law, the Software is provided "as is," without warranties or conditions of any kind. The Licensor is not liable for any damages arising from this agreement or your use of the Software. |
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