Commercial License (per seat)

PROPRIETARY COMMERCIAL SOFTWARE LICENSE AGREEMENT (PER SEAT)

Last updated: June 18, 2026

This Proprietary Commercial Software License Agreement (the 'Agreement') governs a company's ('Licensee', 'you') use of the proprietary packages distributed through pub.mariuti.com (the 'Packages') under a Team plan, licensed by Alexandru Florian Mariuti ('Licensor', 'we'). By purchasing seats, inviting developers, or downloading the Packages on behalf of an organization, you agree to this Agreement.


1. DEFINITIONS

'Seat' means the authorisation for one named individual developer to authenticate to pub.mariuti.com and use the Packages at development time. Seats are named, not concurrent or floating.

'Licensed Developer' means an individual to whom you have assigned a Seat.

'Development Time' means use of the Packages to write, build, test, or debug your own software.

'Application' means a software product developed by you that incorporates the Packages in compiled/object/runtime form.


2. LICENSE GRANT

2.1 Subject to your payment of the applicable fees and compliance with this Agreement, we grant you a non-exclusive, non-transferable, non-sublicensable, worldwide license, for the subscription term, for a number of Licensed Developers not exceeding your purchased Seats, to use the Packages at Development Time.

2.2 The number of individuals who use or access the Packages for development purposes must not exceed the number of Seats.


3. WHAT COUNTS AS A SEAT

3.1 Per developer. Each individual who uses or accesses the Packages for development purposes requires a Seat.

3.2 CI/CD carve-out. Automated build, test, and continuous-integration/continuous-delivery systems are NOT Licensed Developers and do NOT consume a Seat. They must authenticate using the read-only, seat-exempt service tokens we provide for that purpose.

3.3 Machines. A Licensed Developer may use their Seat on the machines they personally use for development; a Seat must not be shared between individuals.


4. REDISTRIBUTION

4.1 Permitted (royalty-free). You may distribute the Packages solely in compiled/object/runtime form embedded within your Application, with no per-server, per-end-user, or run-time royalty.

4.2 Prohibited. You must not redistribute the Packages themselves in source or package (pub) form; publish them on pub.dev or any other registry; make them available for use outside your Application; or use them in any open-source or other project that would expose their source.


5. RESTRICTIONS

You must not: (a) share tokens or Seats except per Section 7; (b) sublicense the Packages, except as embedded runtime within your Application; (c) reverse engineer, decompile, or disassemble the Packages, except to the extent that applicable law expressly permits; or (d) remove or alter proprietary notices.


6. OWNERSHIP

The Packages and all intellectual property rights in them remain ours. Any modifications or derivative works of the Packages are owned by us; your own Application (excluding the Packages) remains yours.


7. SEAT REASSIGNMENT

A Seat may be reassigned from one Licensed Developer to another when the first genuinely ceases development work. Reassigning a Seat to circumvent per-seat pricing (for example, rapidly rotating a single Seat among many people) is prohibited, and we may rate-limit reassignments to detect abuse.


8. DEVELOPMENT-TIME VS RUNTIME

The Seat governs Development-Time use. Runtime deployment of your compiled Application is royalty-free; there is no per-server or per-end-user fee.


9. TERM, RENEWAL, AND TERMINATION

9.1 The license runs for the subscription term and renews per your billing cycle until cancelled.

9.2 On non-renewal, you may continue to use versions of the Packages obtained while your subscription was active, but you lose access to updates and new versions, consistent with our access model.

9.3 On termination for material breach, the license ends; continued use of the Packages after termination is infringement. Already-downloaded code cannot be technically revoked; your right to continue using it after termination is governed solely by this Agreement.


10. SEATS TRUE-UP AND AUDIT

We may audit Seat counts and require a true-up for any Seats used beyond those purchased. Seats are assigned to named accounts/emails in your organization dashboard.


11. WARRANTY DISCLAIMER

THE PACKAGES ARE PROVIDED 'AS IS' WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.


12. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE FEES YOU PAID IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. WE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES.


13. CONFIDENTIALITY

The Packages are our confidential and proprietary information. You will not disclose them except to Licensed Developers bound by confidentiality obligations.


14. DATA PROTECTION

Our processing of personal data in connection with team accounts is governed by our Privacy Policy and, for business customers, the Data Processing Agreement at pub.mariuti.com/dpa.


15. GENERAL

15.1 Governing law and venue, and export-compliance obligations, are as stated in the order form or, absent one, as we reasonably specify for our jurisdiction.

15.2 This Agreement is the entire agreement on its subject matter for self-serve Team customers, except where superseded by a signed Master Agreement.


Questions about this license: info@mariuti.com