This Commercial License Agreement ("Agreement") is entered into by and between Andrés Felipe Suárez Villegas, and the individual or entity obtaining a commercial license under this Agreement ("Licensee").
1. Definitions
1.1 "Licensee" refers to the individual or entity obtaining a commercial license under this Agreement.
1.2 "Software" denotes the computer program(s) and associated documentation licensed under this Agreement.
1.3 "Commercial Use" encompasses any use of the Software in connection with an activity that directly or indirectly generates financial benefit.
2. Grant of License
2.1 Subject to the terms and conditions of this Agreement, the Licensor grants to the Licensee a non-exclusive, non-transferable license to:
- Access and use the Software for Commercial Use as specified herein.
3. Fees and Payment
3.1 In consideration for the commercial license granted herein, Licensee agrees to pay Licensor the fees as mutually agreed upon in writing by both parties.
4. Intellectual Property
4.1 The Software is protected by copyright and other applicable intellectual property laws. Licensor retains all right, title, and interest in and to the Software, including all copyright and intellectual property rights therein.
5. Warranties and Liability
5.1 The Software is provided "as is" without warranty of any kind, whether express or implied. Licensor disclaims all warranties, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
5.2 In no event shall Licensor be liable for any direct, indirect, incidental, special, exemplary, or consequential damages arising out of or in connection with the use of the Software, even if Licensor has been advised of the possibility of such damages. This limitation of liability shall apply whether the damages arise from use or misuse of the Software.
6. Termination
6.1 This Agreement shall automatically terminate upon any violation of its terms by the Licensee. Upon termination, the Licensee must immediately cease all use of the Software and destroy all copies in its possession.
7. Governing Law and Jurisdiction
7.1 This Agreement shall be governed by and construed in accordance with the laws of a neutral jurisdiction, excluding its conflict of laws principles. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of a neutral jurisdiction.
8. Entire Agreement
8.1 This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior or contemporaneous agreements, communications, or understandings, whether oral or written.
9. Amendments
9.1 This Agreement may only be amended in writing signed by both parties.
10. Severability
10.1 If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
11. Acceptance
By accepting this Agreement, Licensee agrees to be bound by its terms and conditions.