Track B (Nudova Build) License Agreement

DRAFT — pending counsel review

This agreement is a working draft for product and sales alignment. It is not legal advice and is not enforceable until counsel approves a final version and You execute it with Nudova.

This Track B (Nudova Build) License Agreement (“Agreement”) is between Devxhub Limited / Nudova (“Nudova”) and the customer named in the order form (“You”). It supplements the Nudova Source-Available License shipped with the product repositories.

1. Grant scope

Subject to payment and this Agreement, Nudova grants You a non-exclusive, non-transferable license to:

• View and modify the Nudova source delivered to You
• Deploy modified or unmodified builds for Your own end clients, up to N concurrent production deployments, where N is the concurrent-deployment count on Your order form

“Your own end clients” means organizations You bill or support under Your brand. It does not mean the public at large, nor unlimited multi-tenant SaaS for unrelated customers without a Track C (Nudova SaaS) agreement.

2. No sublicensing of source

You may not sublicense, assign, or transfer the source code (or a substantial portion of it) to any third party. End clients may receive compiled deployments and runtime configuration You operate for them; they do not receive a source license from Nudova through You unless Nudova issues them a separate license.

3. No competing-product clause

You may not use the Software to build, operate, or offer a product that competes with Nudova’s commercial offerings (including a hosted multi-tenant commerce/admin platform marketed as a substitute for Nudova), whether under Your brand or a white-label.

4. No redistribution

You may not publish, mirror, or distribute the source tree (or derivative source) on public or shared repositories, package registries, or media, except to Your authorized employees and contractors under written confidentiality obligations no less protective than this Agreement.

5. Licensing subsystem untouchable

You may not remove, disable, bypass, fork-out, or materially alter the licensing, check-in, entitlement, or verdict-verification subsystem. Builds You deploy for end clients must continue to check in to Nudova’s license server (or a successor Nudova designates) under keys Nudova issues.

6. Term and survival on expiry

This Agreement runs for the term on Your order form. On expiry or non-renewal:

• Source access and new deliveries end
• Nudova may suspend or revoke license keys for deployments beyond the survival rules below

7. Perpetual survival (deployment count frozen)

If Your order form includes perpetual survival, then upon timely expiry (not revocation for breach):

• Deployments that were active and within the paid concurrent count N at expiry may continue to run
• The concurrent deployment count is frozen at that number — You may not add deployments, re-seat keys to new instances beyond replacements Nudova expressly allows, or expand entitlements
• Source updates, new modules, and support end unless You renew

8. Audit right

Nudova may, on reasonable notice, audit Your compliance with concurrent deployment limits, key handling, and the licensing-subsystem requirement — including review of deployment inventories and check-in records. You will cooperate and remediate over-deployment within thirty (30) days of notice.

9. Relationship to other documents

• Product repository LICENSE files state the source-available baseline
• Operator issuance for agencies (one key per end client) is an internal Nudova procedure and does not expand Your grant
• Order forms control N, fees, and any negotiated carve-outs

10. Contact

licensing@nudova.dev