LICENSE.txt

Superblocks Community Software License

This Superblocks Community License Agreement (the “Agreement”) sets forth the terms on which DayZero
Software, Inc. d/b/a Superblocks (“Superblocks”) makes available certain software made available by Superblocks
under this Agreement (the “Software”). BY INSTALLING, DOWNLOADING, ACCESSING, USING OR
DISTRIBUTING ANY OF THE SOFTWARE, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS
AGREEMENT.IF YOU DO NOT AGREE TO SUCH TERMS AND CONDITIONS, YOU MUST NOT USE THE
SOFTWARE. IF YOU ARE RECEIVING THE SOFTWARE ON BEHALF OF A LEGAL ENTITY, YOU
REPRESENT AND WARRANT THAT YOU HAVE THE ACTUAL AUTHORITY TO AGREE TO THE
TERMS AND CONDITIONS OF THIS AGREEMENT ON BEHALF OF SUCH ENTITY. “Licensee” means you,
an individual, or the entity on whose behalf you are receiving the Software.

1. LICENSE GRANT AND CONDITIONS.

1.1 License. Subject to the terms and conditions of this Agreement, Superblocks hereby grants to Licensee a
non-exclusive, royalty-free, worldwide, non-transferable, non-sublicenseable license during the term of this
Agreement to: (a) use the Software; (b) prepare modifications and derivative works of the Software; (c)
distribute the Software (including without limitation in source code or object code form); and (d) reproduce
copies of the Software (the “License”). Licensee is not granted the right to, and Licensee shall not, exercise the
License for an Excluded Purpose. For purposes of this Agreement, “Excluded Purpose” means making
available any software-as-a-service, platform-as-a-service, infrastructure-as-a-service or other similar online
service that competes with Superblocks’ products or services.

1.2 Conditions. In consideration of the License, Licensee’s distribution of the Software is subject to the
following conditions:

  a. Licensee must cause any Software modified by Licensee to carry prominent notices stating that Licensee
  modified the Software.
  b. On each Software copy, Licensee shall reproduce and not remove or alter all Superblocks or third party
  copyright or other proprietary notices contained in the Software, and Licensee must provide the notice
  below with each copy.

  “This software is made available by DayZero Software, Inc. d/b/a Superblocks, under the terms of the
  Superblocks Community License Agreement. © 2022 DayZero Software, Inc.”

1.3 Licensee Modifications. Licensee may add its own copyright notices to modifications made by Licensee
and may provide additional or different license terms and conditions for use, reproduction, or distribution of
Licensee’s modifications. While redistributing the Software or modifications thereof, Licensee may choose to
offer, for a fee or free of charge, support, warranty, indemnity, or other obligations. Licensee, and not
Superblocks, will be responsible for any such obligations.

1.4 No Sublicensing. The License does not include the right to sublicense the Software, however, each recipient
to which Licensee provides the Software may exercise the Licenses so long as such recipient agrees to the terms
and conditions of this Agreement.

2. TERM AND TERMINATION. This Agreement will continue unless and until earlier terminated as set forth
herein. If Licensee breaches any of its conditions or obligations under this Agreement, this Agreement will
terminate automatically and the License will terminate automatically and permanently.

3. INTELLECTUAL PROPERTY. As between the parties, Superblocks will retain all right, title, and interest in
the Software, and all intellectual property rights therein. Superblocks hereby reserves all rights not expressly
granted to Licensee in this Agreement. Superblocks hereby reserves all rights in its trademarks and service
marks, and no licenses therein are granted in this Agreement.

4. DISCLAIMER. SUPERBLOCKS HEREBY DISCLAIMS ANY AND ALL WARRANTIES AND
CONDITIONS, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND SPECIFICALLY
DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE, WITH RESPECT TO THE SOFTWARE.

5. LIMITATION OF LIABILITY. SUPERBLOCKS WILL NOT BE LIABLE FOR ANY DAMAGES OF
ANY KIND, INCLUDING BUT NOT LIMITED TO, LOST PROFITS OR ANY CONSEQUENTIAL,
SPECIAL, INCIDENTAL, INDIRECT, OR DIRECT DAMAGES, HOWEVER CAUSED AND ON ANY
THEORY OF LIABILITY, ARISING OUT OF THIS AGREEMENT. THE FOREGOING SHALL APPLY TO
THE EXTENT PERMITTED BY APPLICABLE LAW.

6. GENERAL.

6.1  Governing Law. This Agreement will be governed by and interpreted in accordance with the laws of the
state of California, without reference to its conflict of laws principles. If Licensee is located within the United
States, all disputes arising out of this Agreement are subject to the exclusive jurisdiction of courts located in San
Mateo County, California. USA. If Licensee is located outside of the United States, any dispute, controversy or
claim arising out of or relating to this Agreement will be referred to and finally determined by arbitration in
accordance with the JAMS International Arbitration Rules. The tribunal will consist of one neutral arbitrator.
The place of arbitration will be Palo Alto, California. The language to be used in the arbitral proceedings will be
English. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction
thereof.

6.2.  Assignment. Licensee may not assign its rights under this Agreement to any third party. Superblocks may
freely assign its rights under this Agreement to any third party.

6.3.  Other.  This Agreement is the entire agreement between the parties regarding the subject matter hereof.
No amendment or modification of this Agreement will be valid or binding upon the parties unless made in
writing and signed by the duly authorized representatives of both parties. In the event that any provision,
including without limitation any condition, of this Agreement is held to be unenforceable, this Agreement and
all licenses and rights granted hereunder will immediately terminate. Waiver by Superblocks of a breach of any
provision of this Agreement or the failure by Superblocks to exercise any right hereunder will not be construed
as a waiver of any subsequent breach of that right or as a waiver of any other right.