Introduction

This source code license agreement is by and between Daniel Reyes (Software Provider) and (Licensee).

This agreement shall begin on [DATE]

This Source Code License Agreement ("Agreement") is entered into by and between the Licensor and the Licensee, collectively referred to as the "Parties." The purpose of this Agreement is to establish the terms and conditions under which the Licensor grants the Licensee certain rights to access, use, and, where permitted, modify the source code specified herein.

This Agreement outlines the scope of the license, limitations on use, and the responsibilities of each party in relation to the source code. It is designed to protect the intellectual property of the Licensor while allowing the Licensee to use the Software in accordance with agreed terms.

By entering into this Agreement, both Parties affirm their understanding of the legal obligations involved and commit to complying with all applicable terms. This document forms the foundation of the legal relationship governing the use of the source code and any related materials.

Software Covered

This agreement governs access to and use of the source code for the software listed below, referred to as the "Software."

In exchange for the foregoing,  agrees to provide Sarah Mitchell with the following fees and/or royalties:

Terms & Conditions

Both the Licensee and the Software Provider agree to abide by the terms and conditions listed below.

First Name Surname With the acceptance of this source code licencing agreement, has authorised $55,000.00 total licences to be used as permitted. These licences are non-transferable and perpetual.

The licences provided are valid for , as well as any employees or subcontractors performing services for the Licensee.

“Software” shall be defined as all source codes, object codes, link libraries, utility programmes, project files, and scripts connected to the software stated above throughout this agreement.

At all times, the Software will be the intellectual property of Sarah Mitchell

License Grant

shall have the nonexclusive and nontransferable rights as described below in consideration of all terms and conditions specified within this contract.

will have the right to include Sarah Mitchell 's dynamic and statically linked libraries.

Additionally, will be able to make and distribute an unlimited number of copies of the libraries listed above.

Restrictions

The following are not permitted unless the Software Owner has given his or her prior written authorisation.

• The software's source codes, header files, build files, and libraries are distributed.

• Unless otherwise stated in this agreement, the programme should not be merged, compiled, or duplicated.

• Any notifications in or on the software, as well as any documentation supplied with the product, are altered or removed.

• Any software distribution by that is not done with Sarah Mitchell 's permission.

• Any source codes relevant to the software that are not included in this agreement will not be disclosed.

• Any object code contained inside the software shall not be disassembled, recompiled, or reverse engineered.

• The number of licences used at any given moment must never exceed the number of licences purchased under this agreement.

All software included in this source code licence agreement, as well as all accompanying documentation, is supplied "as is."

After first access is granted, will be allowed a 72-hour period. The Licensee may report any faults, missing features, or other concerns with the source code during this time.

The source code must be inspected in its original state for this initial inspection. Acceptance of the Software by shall be deemed by any modification or other alteration of the source code.

Sarah Mitchell undertakes to promptly repair any problems, after which accepts the source code for usage in accordance with the conditions of this agreement.

Sarah Mitchell makes no guarantee as to the source code’s performance once it has been accepted by .

Liability

Under no circumstances will either party or its representatives be liable to the other for any incidental, consequential, or indirect damages, including but not limited to lost or damaged data, revenue loss, economic loss, or commercial loss, resulting from a breach of any of the terms and conditions set forth in this source code licence agreement.

Regardless of whether the alleged violation is a fundamental breach or a fundamental provision, this limitation of liability will apply.

Both parties are aware that some countries may not allow the exclusion of liability for consequential damages, so the aforementioned limitation may not apply to them.

Term & Termination

While the period of this agreement may be indefinite, it may be terminated instantly if any of the terms and conditions specified above are breached.

The defaulting party shall be given 30 days to repair the breach after receiving written notification, or the agreement will be terminated immediately.

Any leaks of the licenced source code or theft of the Client's computers shall not be grounds for termination of this agreement under any circumstances.

If this is terminated, must destroy any copies of the Software, as well as the accompanying documentation.

Copyright Notice

The parties agree that a copyright notice will be included in all final versions of the Software that contain source code and are intended for distribution to third parties. This obligation helps ensure that intellectual property rights are visibly asserted and that all recipients are made aware of the ownership and usage restrictions.

Including a copyright notice not only serves as a legal safeguard but also as a deterrent against unauthorized duplication, use, or modification of the source code. It sets a clear expectation for how the Software may be used and establishes accountability among users.

Furthermore, this notice reinforces the professional integrity of the parties involved by demonstrating a commitment to upholding copyright laws. It is a proactive step that aligns with industry standards for software distribution and intellectual property protection.

Applicable law

This agreement shall be interpreted and enforced in accordance with the laws of Sender.State. By choosing this jurisdiction, the parties acknowledge that any legal actions, disputes, or claims related to this agreement will be governed under the legal framework of that state.

All proceedings, whether they involve negotiation, arbitration, or litigation, must be carried out within this legal context. The selection of a single jurisdiction ensures predictability and consistency in resolving potential legal issues.

By agreeing to these terms, the parties minimize ambiguity and reduce the risk of conflicting legal interpretations. It provides a stable and reliable foundation for addressing any concerns that may arise throughout the course of the agreement.

Modification

No terms or conditions on this agreement shall be modified or replaced without the written consent of both parties.

Both parties agree that direct monetary damages may not be the sole extent of damages related to a breach of this source code license agreement.

Therefore, each party agrees a breach in this agreement by Sarah Mitchell will allow Sarah Mitchell to seek additional relief from Sarah Mitchell.

Indemnity

agrees to hold Sarah Mitchell harmless as well as defend Sarah Mitchell from any and all damages, costs, and liabilities that take place from a lawsuit due to any of the following

• Product Distribution

• Breach of Contract

• Software installation

Additionally, First Name Surname shall indemnify and hold harmless against any damages related to the source code.

Written Notice

Any and all notifications with regard to this source code license agreement shall be delivered either by email,  in person or by certified mail to the address listed below.

Licensee:

If by mail:

If by email:

Software Provider:

If by mail: 14 Banksia St, Brisbane QLD 4000

If by email: daniel@acmeclimate.com.au

No employer/employee relationship is implied or established through this source code agreement.

Both parties shall remain fully independent business entities at all times.

Agreement

This document will serve as the Parties' entire binding agreement for the source code mentioned.

All terms and conditions specified in this Source Code License agreement have been made known to both parties. Both parties express their approval and acceptance of this agreement by signing below.