Stalwart Enterprise License 1.0 (SELv1) Agreement
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Last Update: July 8, 2024

PLEASE CAREFULLY READ THIS STALWART ENTERPRISE LICENSE AGREEMENT ("AGREEMENT").
THIS AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU AND STALWART
LABS LTD AND GOVERNS YOUR USE OF THE SOFTWARE (DEFINED BELOW). IF YOU DO NOT
AGREE WITH THIS AGREEMENT, YOU MAY NOT USE THE SOFTWARE. IF YOU ARE USING THE
SOFTWARE ON BEHALF OF A LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE
AUTHORITY TO AGREE TO THIS AGREEMENT ON BEHALF OF SUCH ENTITY. IF YOU DO NOT
HAVE SUCH AUTHORITY, DO NOT USE THE SOFTWARE IN ANY MANNER.

This Agreement is entered into by and between Stalwart Labs Ltd and you, or
the legal entity on behalf of whom you are acting.

1. DEFINITIONS

1.1. "Software" refers to the Stalwart Mail Server Enterprise Edition software,
including all its versions, updates, modifications, accompanying documentation,
and related materials.
1.2. "Subscription" refers to the paid access to the Software provided by Licensor
to Licensee.
1.3. "Licensor" refers to Stalwart Labs Ltd, the entity providing the Software.
1.4. "Licensee" refers to the individual or entity installing, accessing, or
using the Software with a valid Subscription.
1.5. "License Key" refers to the unique code provided by Licensor upon purchasing
a Subscription which activates the full features of the Software.
1.6. "Source Code" refers to the human-readable version of the Software's code,
as opposed to the compiled machine-readable version.

2. GRANT OF LICENSE

2.1. Licensor grants Licensee a revocable, non-exclusive, non-transferable,
non-sublicensable, limited license to download, install, and use the Software.
2.2. The use of the Software is conditioned upon Licensee maintaining an active
and valid paid subscription with Licensor. The paid subscription covers all
versions of the Software and all updates and modifications.
2.3. This license grants Licensee the right to use the Software for both personal
and commercial purposes. However, Licensee is expressly prohibited from reselling,
leasing, sublicensing, or otherwise redistributing the Software itself.
2.4. This license is further governed by the terms and conditions set forth
in any licensing agreements separately executed between Licensor and Licensee.
In the event of any conflict between the terms of this Agreement and the terms
of a signed licensing agreement, the terms of the signed licensing agreement
shall control.
2.5. You are not granted any other rights beyond what is expressly stated herein.

3. LICENSE KEYS

3.1. The Software shall not be used without a valid License Key issued by Licensor.
3.2. Licensee is required to use valid License Keys issued by Licensor to run
the Software, including any modified versions. Any attempts to bypass the License
Key requirement is a violation of this Agreement.
3.3. Distribution or sharing of License Keys to third parties, not associated
with Licensee, is strictly prohibited.
3.4. License Keys are bound to the subscription period. Should your subscription
expire, all License Keys will become invalid after 15 days from the subscription
expiration date.
3.5. Any instance of the Software using such an expired key will revert to the
Community Edition functionality after the aforementioned 15-day period.

4. SOURCE CODE USAGE

4.1. Licensee is permitted to view, copy, and modify the Software's Source Code,
as made available by Licensor, solely for Licensee's internal business use and
in compliance with this Agreement's terms.
4.2. Any modifications to the Source Code do not grant Licensee any ownership
rights to the original Software or any modifications. All rights, title, and
interest to the Software and its Source Code remain exclusively with Licensor.
4.3. Licensee is strictly prohibited from altering, removing, or in any way
tampering with the License Key validation system within the Software. Any such
unauthorized modifications will be considered a material breach of this Agreement
and may result in legal action.
4.3. Notwithstanding the availability of the Software's Source Code for review
and limited modification, the Software and its Source Code are not open source
and remain proprietary to Licensor. The provision of access to the Source Code
does not confer any rights typically associated with open source software, including
but not limited to the right to freely sublicense, or create derivative works
for public distribution. All rights not expressly granted herein are reserved
by Licensor.
4.4. Notwithstanding the foregoing, you may copy the Source Code for development
and testing purposes, without requiring a Subscription.

5. INTELLECTUAL PROPERTY RIGHTS

5.1. The Licensor retains all rights, title, and interest in and to the Software,
including all intellectual property rights therein. This Agreement does not
transfer any ownership rights to the Licensee.
5.2. The Licensee must not remove, alter, or obscure any proprietary notices
(including copyright and trademark notices) on the Software.

6. TERMINATION

6.1. Licensor reserves the right to terminate this Agreement immediately if
the Licensee fails to comply with any terms and conditions of this Agreement.
6.2. In the event of a termination, you will be provided with a written notice,
sent to the email address used during your subscription to the Software, outlining
the reasons for the termination.
6.3. Upon termination, all rights granted to you under this Agreement will cease,
and you must promptly cease all use of the Software.

7. LIMITATION OF LIABILITY

In no event will the Licensor be liable for any indirect, incidental, special,
consequential, or punitive damages, or any loss of profits or revenues, whether
incurred directly or indirectly, or any loss of data, use, goodwill, or other
intangible losses, resulting from (i) your use or inability to use the Software;
(ii) any unauthorized access to or use of our servers and/or any personal information
stored therein.

8. GOVERNING LAW & JURISDICTION

This Agreement shall be governed by and construed under the laws of the United
Kingdom. Any disputes arising from or related to this Agreement shall be resolved
in the jurisdiction of London, UK.

9. DATA PROTECTION & PRIVACY

By using the Software, you consent to the collection, processing, and use of
any personal data as required for the functionality of the Software. The specifics
of data handling and storage will be outlined in the company's Privacy Policy,
which can be accessed on the company's website.

10. ACCEPTANCE

By downloading, installing, or using the Software software, even without explicitly
clicking on an "I Agree" button or a similar mechanism, you acknowledge that
you have read, understood, and agreed to be bound by the terms and conditions
of this Agreement.

11. ASSIGNMENT

This Agreement and the rights granted hereunder may not be transferred or assigned
by you but may be assigned by Licensor without restriction.

12. SEVERABILITY

If any provision of this Agreement is held to be unenforceable or invalid for
any reason, that provision shall be reformed to the extent necessary to make
it enforceable and consistent with the intent of the parties, and the remaining
provisions shall remain in full force and effect.

13. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Licensor and the
Licensee with respect to the subject matter hereof and supersedes all prior
or contemporaneous understandings regarding such subject matter. No amendment
to or modification of this Agreement will be binding unless in writing and signed
by the Licensor.

14. DISCLAIMERS AND WARRANTIES

The Software is provided "AS IS" and "AS AVAILABLE", without warranty of any
kind, either express or implied, including, without limitation, warranties of
merchantability, fitness for a particular purpose, and non-infringement. Licensor
does not warrant that the Software will be error-free, that access thereto will
be uninterrupted, or that defects will be corrected.

15. INDEMNIFICATION

Licensee agrees to indemnify, defend, and hold harmless Licensor, its officers,
directors, employees, agents, licensors, suppliers, and any third-party information
providers from and against all claims, losses, expenses, damages, and costs,
including reasonable attorneys' fees, resulting from any violation of this Agreement
or any activity related to your use or misuse of the Software (including negligent
or wrongful conduct).

16. FORCE MAJEURE

Neither party shall be in default or otherwise liable for any delay in or failure
of its performance under this Agreement if such delay or failure arises by any
reason of any event beyond the reasonable control of a party, including acts
of God, the elements, earthquakes, floods, fires, epidemics, riots, failures
or delays in transportation or communications, or any act or failure to act
by the other party or such other party’s officers, employees, agents, or contractors.
The parties will promptly inform and consult with each other as to any of the
above causes which, in their judgment, may or could be the cause of a delay
in the performance of this Agreement.

17. CONTACT INFORMATION

If you have any questions about this Agreement, please contact Stalwart Labs
Ltd. at:

Stalwart Labs Ltd.
128 City Road
London, United Kingdom
hello@stalw.art