CircleChain Commercial License
License Overview
CircleChain is a proprietary blockchain infrastructure platform that operates under a commercial licensing model. While our core codebase is not open source, we maintain transparency by publicly sharing our platform's technical principles, API documentation, and blockchain data to promote ecosystem transparency and interoperability.
This license applies to the CircleChain blockchain platform and its related services, including but not limited to transaction processing, digital asset management, identity authentication, and other core functional modules.
License Types
- Commercial License - For enterprise users and commercial applications
- Developer License - For technical integration and development testing
- Evaluation License - For product evaluation and proof-of-concept projects
Commercial Licensing Agreement
Agreement Background
Given that the Licensor develops and owns the CircleChain blockchain infrastructure platform, which provides enterprise-grade digital asset management and blockchain service solutions; and that the Licensee wishes to obtain and use the above-mentioned system on its business platform, the Licensor is willing to provide the above-mentioned system to the Licensee and issue a use license.
Accordingly, both parties agree to enter into this Agreement, the terms of which are as follows:
1 Definition
The relevant terms used in this Agreement are defined as follows:
1.1) "Agreement" - Refers to this agreement and all attachments and all amendments signed in accordance with this agreement
1.2) "Platform and System" - Refers to the blockchain infrastructure platform established by CircleChain and the business system built on it, including but not limited to transaction processing, digital asset management, identity authentication, and other core services
1.3) "Computer Program" - Refers to the program run by the CircleChain server and client, as well as related business systems based on it, including API services, blockchain nodes, wallet management, and other components
1.4) "Functional Modules" - Refers to functional and business modules running on the CircleChain service platform, including but not limited to transaction validation, smart contract execution, consensus mechanisms, and other blockchain operations
1.5) "Licensing Program" - Refers to the system software and peripheral products related to the CircleChain blockchain, including core blockchain engine, API gateway, management console, and other components. The list of system software can be listed in the attachment, which is attached to and made part of this agreement, and all further instructions are defined in the attachment
1.6) "Licensed Information" - Means any information related to the Licensed Program, which is owned by the Licensor and licensed to the Licensee along with the Licensed Program, including the documents specified in the appendix and other documents specified in writing ---API documentation, user manual, interface format and input/output format, the above-mentioned materials are delivered to the licensee as confidential content or the exclusive property rights of the licensor
1.7) "Licensed Software" - Means the Licensed System Platform and Licensed Materials
1.8) "Authorized Personnel" - Means employees of the Licensee and persons of other parties working for the Licensee under a contract directly or indirectly with the Licensee
1.9) "Improvement" - Means any revision, refinement or modification of the Licensed Software, or any work done to increase the scope of use, functionality or other useful features of the Software, including but not limited to performance optimization, security enhancements, new feature development, and other improvements
2 Grant of License
2.1) License Scope - According to the terms and conditions of this agreement, the licensor agrees to grant, and the licensee agrees to accept a non-transferable, non-exclusive license to use the licensed software or the licensor's cloud service on the designated computer operating system. The use of corresponding services on the platform is limited to the internal use of the licensee and the provision of corresponding services to its subsidiaries or affiliated companies. No third party has any right to use the Licensed Software, or any part thereof, except as provided above. No one has the right to sell, lease, transfer rights or otherwise transfer or make use of the licensed software or any part thereof to others.
2.2) System Integration Restrictions - The restrictions set forth in Clause 2 of this Agreement apply to any software system that uses the Licensed Software as part of it, unless the Licensor and the Licensee have reached a separate written agreement.
2.3) Functional Module Licensing - For each system function that will be licensed, a separate license is required as a supplement to this agreement. When the specified function cannot be operated or cannot be used for some reason, the license to use the specified function obtained by the licensee in accordance with this agreement or the supplementary license of any machine/container obtained in accordance with the supplementary agreement can be transferred to a backup machine/container, but Licensee must use its best efforts to overcome this situation as quickly as possible.
2.4) Redeployment Rights - The licensee may obtain the prior written approval of the licensor to redeploy the service for the licensed software, and the licensor shall not refuse without reason. There is no additional charge for redeployment services.
3. Services Provided by Licensor
3.1) Software Delivery - Licensed programs and licensed materials, the licensor will provide the licensee with a licensed program and corresponding licensed materials in the form of object code.
3.2) Installation, Initial Training and Adjustment - The licensor will provide software installation, basic training, and technical adjustment services
3.3) Additional Training
Additional training can be described in the form of attachments. If the licensee submits additional training requirements to the licensor in written form, the licensor shall try its best to provide such training services in a timely manner according to the requirements of the licensee at the designated location or other appropriate place acceptable to both parties.
3.4) Delivery Arrangements
After this agreement takes effect, both parties shall negotiate on the provision of licensed software and licensed materials as stipulated above, as well as various services provided by the licensor, and make an arrangement agreed by both parties.
3.5) Other Advisory Services
3.5.1 In addition to the training services specified in Section 3.2, Section 3.3 and the appendix above, the Licensor shall also provide the Licensee with consulting services related to the licensed software according to the written request of the Licensee.
3.5.2 Before starting to provide any additional services, the Licensor shall work with the Licensee to formulate an additional adjustment list of the Licensed Software that meets the requirements of the Licensed Software and/or other special service requirements.
3.5.3 Licensee shall indicate the priority of these additional services and when to utilize them.
3.5.4 Thereafter, the Licensor shall report to the Licensee the various charges for the above services and estimate the overall expenses based on these charges, and at the same time, it must confirm whether the above schedule is acceptable.
3.5.5 The Licensor will not proceed with such services until receipt of the Licensee's written reply that the above charges and schedule are accepted.
3.6) Maintenance Services
3.6.1 During an initial period of 6 months from the date on which the applicable Licensed Software is fully installed, the Licensor will correct errors and/or malfunctions in the Licensed Software, if during this period the Licensor also develops updates to the Licensed Software version, it will be provided to the licensor. Maintenance service hours are from 8:00 am to 5:00 pm EST or DST, Monday through Friday, excluding national holidays.
3.6.2 After the above 6-month period, the Licensor will continue to provide the Licensee with the same level of services for maintaining the Licensed Software, but the Licensee must pay the service fee in accordance with the provisions of Clause 5-2. Before the expiration of the initial period specified in item 3-6-1, the licensee may notify the licensor in writing that the above-mentioned maintenance services of the licensor will no longer be required after the initial period expires. After the initial period, the licensee may terminate the maintenance service provided by the licensor by notifying the licensor in writing 60 days in advance. Licensor will not refund any remaining fees for performing that portion of the Services.
3.6.3 At any time, when the licensee defaults on the maintenance fee to the licensor, the licensor will stop providing the above maintenance services to the licensee. Suspension of the maintenance service for any reason shall not affect other parts of this agreement.
4 Agreement Term, Trial Period, Termination and Obligations
4.1) Agreement Effective Date - This Agreement shall take effect from the date of the last signature. From the time when the licensed program is finally installed on the designated server or container platform, the license period stipulated in this agreement will be calculated and valid forever, unless it is terminated in accordance with the following provisions of this article.
4.2) Trial Period Terms - The trial period is 90 days from the day after the licensed program was last installed and completed. During the trial period, the licensee will decide whether to terminate the use license of the licensed software, and accordingly decide whether to terminate this agreement in whole or in part. In the absence of such termination, at any time thereafter, Licensee will have the right to terminate this Agreement and the licenses granted to Licensee hereunder upon 60 days' written notice to Licensor.
4.2.1 During the trial period, if the licensee decides to terminate this agreement and the use license of the licensed software, it shall send a written notice to the licensor by registered mail, and the postmark date on the registered mail shall not be later than the trial period the last day of the period.
4.2.2 For the above termination, except that the licensee must return the licensed software and not disclose the software according to Article 6 of this agreement, neither the licensor nor the licensee shall bear any responsibility.
4.3) Breach Termination - If the Licensee breaches any of the obligations under this Agreement, the Licensor may, in addition to taking any available remedies, if it deems it necessary, terminate all rights, as long as it notifies the other party in writing 2 months in advance, stating the relevant regulations it has violated. Unless the period specified in this notice provides with Licensee a satisfactory remedy for the above-mentioned breach, and if the remedy period requires more than 2 months, Licensee must begin and continue to work hard to correct its breach during this period. Behavior.
4.4) Post-Termination Obligations - After the above-mentioned termination of this agreement, the licensor shall not undertake any obligation to return the fees paid by the licensee under this agreement. Licensee's payment shall be made immediately, and, within 30 days after termination, Licensee shall deliver to Licensor all documents related to the Licensed Software provided to it or altered by it, and Licensee shall List all unused Licensed Software placed in any storage and credited to any media. Licensee may retain one copy of the Licensed Software, however, it may only be used for archival purposes. During normal times, Licensor shall be given a reasonable opportunity to learn about the Software to verify Licensee's compliance with the above obligations.