PROPRIETARY SOFTWARE LICENSE AGREEMENT

Copyright (c) 2026 Vendy
All Rights Reserved.

This software, including all source code, compiled code, documentation,
assets, and related materials (the "Software"), is proprietary and
confidential to Vendy.

1. GRANT OF LICENSE

Subject to compliance with this Agreement, Vendy grants the
Licensee a limited, non-exclusive, non-transferable, non-sublicensable,
revocable license to install and use the Software solely for its intended
purpose.

2. RESTRICTIONS

The Licensee shall not:

- Copy, distribute, sell, rent, lease, sublicense, or transfer the Software.
- Modify, adapt, translate, or create derivative works based on the Software.
- Reverse engineer, decompile, disassemble, or otherwise attempt to derive
  the source code, except where expressly permitted by applicable law.
- Remove, alter, or obscure any copyright, trademark, or proprietary notices.
- Use the Software to provide competing products or services.
- Share license keys, activation credentials, or access mechanisms with
  unauthorized parties.

3. OWNERSHIP

The Software is licensed, not sold. All rights, title, and interest in and
to the Software, including all intellectual property rights, remain the
exclusive property of Vendy.

4. CONFIDENTIALITY

The Licensee agrees to maintain the Software and any non-public information
related to it as confidential and shall not disclose such information to
third parties without prior written consent from Vendy.

5. TERM AND TERMINATION

This license remains in effect until terminated.

Vendy may terminate this license immediately if the Licensee
violates any provision of this Agreement.

Upon termination, the Licensee must cease all use of the Software and
destroy all copies in its possession or control.

6. NO WARRANTY

THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, WHETHER
EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO
ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
TITLE, AND NON-INFRINGEMENT.

7. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, Vendy SHALL NOT BE LIABLE
FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE
DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS INTERRUPTION, OR GOODWILL,
ARISING FROM OR RELATED TO THE USE OF THE SOFTWARE.

IN NO EVENT SHALL Vendy'S TOTAL LIABILITY EXCEED THE AMOUNT PAID
BY THE LICENSEE FOR THE SOFTWARE DURING THE TWELVE (12) MONTHS PRECEDING
THE CLAIM.

8. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the
laws of Argentina, without regard to conflict of law principles.

9. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties
regarding the Software and supersedes all prior or contemporaneous
agreements and understandings.

For licensing inquiries, contact:

Vendy
legal@vendy.ar
vendy.ar
