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Emergent Financial Limited Public License (EF-LPL)

Version 1.0, May 5, 2023

Copyright © 2023 Emergent Financial, LLC

1. Definitions

"Copyright Owner" refers to the individual or entity that owns the copyright in the software provided under this license.

"Software" refers to the proprietary software licensed under this EF-LPL.

"Source Code" refers to the human-readable form of the software.

"User" refers to any individual or entity that uses the Software.

2. License Grant

Copyright Owner hereby grants the User a non-exclusive, royalty-free, worldwide license to use, copy, and modify, and distribute the Software, provided that the following conditions are met:

a. The User must include a copy of this License with any distribution of the Software.
b. The User must contribute any modifications made to the Software back to the original project, in the form of patches, updates, or other improvements.
c. The User acknowledges that any contributions made by the User to the Software and contributed back to the original project shall be the property of the Copyright Owner.
d. The User must make their own source code publicly available if they use, distribute or modify the Software.
e. The User may not sell, rent, lease, sublicense, or otherwise transfer rights to the Software.
f. The User may not include this Software in any product or service that is sold, rented, leased, sublicensed, or otherwise transferred to a third party.
g. The User may not use the Software for any purpose that is illegal or prohibited by applicable law.
h. The User may not use the Software to engage in any activity that interferes with or disrupts the Software or any servers or networks connected to the Software.

3. Intellectual Property Rights

The Copyright Owner retains all copyrights and other intellectual property rights in the Software. This License does not grant any rights to use the trademarks or trade names of the Copyright Owner.

4. Warranty Disclaimer

The Software is provided "as is", without any warranties or guarantees of any kind, express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose, and non-infringement. The Copyright Owner does not warrant that the Software will meet the User's requirements or that the operation of the Software will be uninterrupted or error-free.

In no event shall the Copyright Owner be liable for any direct, indirect, incidental, special, exemplary, or consequential damages (including, but not limited to, procurement of substitute goods or services; loss of use, data, or profits; or business interruption) however caused and on any theory of liability, whether in contract, strict liability, or tort (including negligence or otherwise) arising in any way out of the use of this Software, even if advised of the possibility of such damage.

5. Termination

This license may be terminated by the Copyright Owner if the User fails to comply with any of the terms and conditions of this EF-LPL. Upon termination, the User must cease using and distributing the Software.

6. Governing Law

This EF-LPL shall be governed by and construed in accordance with the laws of the jurisdiction in which the Copyright Owner is located, without regard to conflict of law principles.

7. Entire Agreement

This EF-LPL constitutes the entire agreement between the Copyright Owner and the User regarding the use of the Software and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.

8. Miscellaneous

If any provision of this EF-LPL is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The failure of the Copyright Owner to enforce any right or provision of this EF-LPL shall not be deemed a waiver of such right or provision.

This license can be amended only by a written instrument executed by the Copyright Owner.

The User may request a license to sell or include the Software in a product or service whether open or closed source by contacting the Copyright Owner for permission. The Copyright Owner has the right to decline any such requests.

Third-parties the User distributes the Software to must agree to the terms and conditions of this EF-LPL.

9. Acknowledgment

By using the Software, the User acknowledges that they have read this EF-LPL, understand it, and agree to be bound by its terms and conditions.