Copyright (c) 2024-2025, Jupyt
All rights reserved.

# PROPRIETARY SOFTWARE LICENSE AGREEMENT

## 1. DEFINITIONS

"Software" refers to the Jupyt JupyterLab extension, including all source code, object code, documentation, and related materials provided by Licensor.

"Licensor" refers to Jupyt, the copyright holder and owner of the Software.

"Licensee" refers to the individual or entity that has obtained a copy of the Software through PyPI, npm, or other authorized distribution channels.

"JupyterLab" refers to the JupyterLab environment in which the Software operates.

## 2. LICENSE GRANT

Licensor grants Licensee a non-exclusive, non-transferable, revocable license to:

a) Install and use the Software within JupyterLab for Licensee's internal business purposes;
b) Make one copy of the Software solely for backup or archival purposes;
c) Use the Software in conjunction with JupyterLab notebooks and related workflows.

## 3. RESTRICTIONS

Licensee shall NOT:

a) Copy, modify, translate, adapt, alter, transform, or create derivative works of the Software;
b) Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software;
c) Distribute, sublicense, lease, rent, loan, sell, or otherwise transfer the Software to any third party;
d) Remove, alter, or obscure any proprietary notices or labels on the Software;
e) Use the Software for service bureau or time-sharing purposes;
f) Use the Software to develop competing products or services;
g) Use the Software in any way that violates the terms of service of JupyterLab or its hosting platform;
h) Use the Software for any illegal or unauthorized purpose.

## 4. OWNERSHIP

The Software is licensed, not sold. Licensor retains all right, title, and interest in and to the Software, including all intellectual property rights. No license or other right in or to the Software is granted except as expressly set forth in this Agreement.

## 5. CONFIDENTIALITY

The Software contains valuable trade secrets and confidential information of Licensor. Licensee agrees to maintain the confidentiality of the Software and not to disclose the Software to any third party without the prior written consent of Licensor.

## 6. TERM AND TERMINATION

This Agreement is effective until terminated. Licensee may terminate this Agreement at any time by destroying all copies of the Software. This Agreement will terminate automatically if Licensee breaches any term of this Agreement. Upon termination, Licensee must destroy all copies of the Software.

## 7. WARRANTY DISCLAIMER

THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL MEET LICENSEE'S REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE.

## 8. LIMITATION OF LIABILITY

IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

## 9. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the United States, without giving effect to any principles of conflicts of law.

## 10. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written.

## 11. JUPYTERLAB COMPATIBILITY

The Software is designed to work with JupyterLab and may require specific versions of JupyterLab to function properly. Licensee is responsible for ensuring compatibility with their JupyterLab installation.

## 12. UPDATES AND MAINTENANCE

Licensor may provide updates or maintenance releases of the Software from time to time. Such updates may be subject to additional terms and conditions as determined by Licensor.

By installing, copying, or otherwise using the Software, Licensee agrees to be bound by the terms of this Agreement.

Jupyt