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LICENSE
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LTX-2
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License
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LTX-2
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| 1 |
+
LTX-2 Community License Agreement
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| 2 |
+
License date: January 5, 2026
|
| 3 |
+
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| 4 |
+
|
| 5 |
+
By using or distributing any portion or element of LTX-2, you agree
|
| 6 |
+
to be bound by this Agreement.
|
| 7 |
+
|
| 8 |
+
1. Definitions.
|
| 9 |
+
|
| 10 |
+
"Agreement" means the terms and conditions for the license, use,
|
| 11 |
+
reproduction, and distribution of LTX-2 and the Complementary
|
| 12 |
+
Materials, as specified in this document.
|
| 13 |
+
|
| 14 |
+
"Control" means the direct or indirect ownership of more than
|
| 15 |
+
fifty percent (50%) of the voting securities or other ownership
|
| 16 |
+
interests, or the power to direct the management and policies of
|
| 17 |
+
such Entity through voting rights, contract, or otherwise.
|
| 18 |
+
|
| 19 |
+
"Data" means a collection of information and/or content extracted
|
| 20 |
+
from the dataset used with LTX-2, including to train, pretrain,
|
| 21 |
+
or otherwise evaluate LTX-2. The Data is not licensed under this
|
| 22 |
+
Agreement.
|
| 23 |
+
|
| 24 |
+
"Derivatives of LTX-2" means all modifications to LTX-2, works
|
| 25 |
+
based on LTX-2, or any other model which is created or initialized
|
| 26 |
+
by transfer of patterns of the weights, parameters, activations or
|
| 27 |
+
output of LTX-2, to the other model, in order to cause the other
|
| 28 |
+
model to perform similarly to LTX-2, including – but not limited
|
| 29 |
+
to - distillation methods entailing the use of intermediate data
|
| 30 |
+
representations or methods based on the generation of synthetic
|
| 31 |
+
data by LTX-2 for training the other model. For clarity, Derivatives
|
| 32 |
+
of LTX-2 include: (i) any fine-tuned or adapted weights, parameters,
|
| 33 |
+
or checkpoints derived from LTX-2; (ii) derivative model architectures
|
| 34 |
+
that incorporate or are based upon LTX-2's architecture; and
|
| 35 |
+
(iii) any modified or extended versions of the Complementary
|
| 36 |
+
Materials. All intellectual property rights in Derivatives of LTX-2
|
| 37 |
+
shall be subject to the terms of this Agreement, and you may not
|
| 38 |
+
claim exclusive ownership rights in any Derivatives of LTX-2 that
|
| 39 |
+
would restrict the rights granted herein.
|
| 40 |
+
|
| 41 |
+
"Entity" means any individual, corporation, partnership, limited
|
| 42 |
+
liability company, or other legal entity. For purposes of this
|
| 43 |
+
Agreement, an Entity shall be deemed to include, on an aggregative
|
| 44 |
+
basis, all subsidiaries, affiliates, and other companies under
|
| 45 |
+
common Control with such Entity. When determining whether an Entity
|
| 46 |
+
meets any threshold under this Agreement (including revenue
|
| 47 |
+
thresholds), all subsidiaries, affiliates, and companies under
|
| 48 |
+
common Control shall be considered collectively.
|
| 49 |
+
|
| 50 |
+
"Harm" includes but is not limited to physical, mental,
|
| 51 |
+
psychological, financial and reputational damage, pain, or loss.
|
| 52 |
+
|
| 53 |
+
"Licensor" or "Lightricks" means the owner that is granting the
|
| 54 |
+
license under this Agreement. For the purposes of this Agreement,
|
| 55 |
+
the Licensor is Lightricks Ltd.
|
| 56 |
+
|
| 57 |
+
"LTX-2" means the large language models, text/image/video/audio/3D
|
| 58 |
+
generation models, and multimodal large language models and their
|
| 59 |
+
software and algorithms, including trained model weights, parameters
|
| 60 |
+
(including optimizer states), machine-learning model code,
|
| 61 |
+
inference-enabling code, training-enabling code, fine-tuning
|
| 62 |
+
enabling code, accompanying source code, scripts, documentation,
|
| 63 |
+
tutorials, examples, and all other elements of the foregoing
|
| 64 |
+
distributed and made publicly available by Lightricks (including,
|
| 65 |
+
for example, at https://github.com/Lightricks/LTX-2) for the LTX-2
|
| 66 |
+
model released on January 5, 2026. This license is applicable to
|
| 67 |
+
all LTX-2 versions released since January 5, 2026, and all future
|
| 68 |
+
releases of LTX-2 under this license.
|
| 69 |
+
|
| 70 |
+
"Output" means the results of operating LTX-2 as embodied in
|
| 71 |
+
informational content resulting therefrom.
|
| 72 |
+
|
| 73 |
+
"you" (or "your") means an individual or legal Entity licensing
|
| 74 |
+
LTX-2 in accordance with this Agreement and/or making use of LTX-2
|
| 75 |
+
for whichever purpose and in any field of use, including usage of
|
| 76 |
+
LTX-2 in an end-use application - e.g. chatbot, translator, image
|
| 77 |
+
generator.
|
| 78 |
+
|
| 79 |
+
2. Grant of License. Subject to the terms and conditions of this
|
| 80 |
+
Agreement, you are granted a non-exclusive, worldwide,
|
| 81 |
+
non-transferable and royalty-free limited license under Licensor's
|
| 82 |
+
intellectual property or other rights owned by Licensor embodied
|
| 83 |
+
in LTX-2 to use, reproduce, prepare, distribute, publicly display,
|
| 84 |
+
publicly perform, sublicense, copy, create derivative works of,
|
| 85 |
+
and make modifications to LTX-2, for any purpose, subject to the
|
| 86 |
+
restrictions set forth in Attachment A; provided however, that
|
| 87 |
+
Entities with annual revenues of at least $10,000,000 (the
|
| 88 |
+
"Commercial Entities") are required to obtain a paid commercial
|
| 89 |
+
use license in order to use LTX-2 and Derivatives of LTX-2,
|
| 90 |
+
subject to the terms and provisions of a different license (the
|
| 91 |
+
"Commercial Use Agreement"), as will be provided by the Licensor.
|
| 92 |
+
Commercial Entities interested in such a commercial license are
|
| 93 |
+
required to contact Licensor. Any commercial use of LTX-2 or
|
| 94 |
+
Derivatives of LTX-2 by the Commercial Entities not in accordance
|
| 95 |
+
with this Agreement and/or the Commercial Use Agreement is strictly
|
| 96 |
+
prohibited and shall be deemed a material breach of this Agreement.
|
| 97 |
+
Such material breach will be subject, in addition to any license
|
| 98 |
+
fees owed to Licensor for the period such Commercial Entity used
|
| 99 |
+
LTX-2 (as will be determined by Licensor), to liquidated damages,
|
| 100 |
+
which will be paid to Licensor immediately upon demand, in an
|
| 101 |
+
amount equal to double the amount that would otherwise have been
|
| 102 |
+
paid by you for the relevant period of time. Such amount reflects
|
| 103 |
+
a reasonable estimation of the losses and administrative costs
|
| 104 |
+
incurred due to such breach. You agree and understand that this
|
| 105 |
+
remedy does not limit the Licensor's right to pursue other remedies
|
| 106 |
+
available at law or equity.
|
| 107 |
+
|
| 108 |
+
3. Distribution and Redistribution. You may host for third parties
|
| 109 |
+
remote access purposes (e.g. software-as-a-service), reproduce
|
| 110 |
+
and distribute copies of LTX-2 or Derivatives of LTX-2 thereof in
|
| 111 |
+
any medium, with or without modifications, provided that you meet
|
| 112 |
+
the following conditions:
|
| 113 |
+
|
| 114 |
+
(a) Use-based restrictions as referenced in paragraph 4 and all
|
| 115 |
+
provisions of Attachment A MUST be included as an enforceable
|
| 116 |
+
provision by you in any type of legal agreement (e.g. a
|
| 117 |
+
license) governing the use and/or distribution of LTX-2 or
|
| 118 |
+
Derivatives of LTX-2, and you shall give notice to subsequent
|
| 119 |
+
users you distribute to, that LTX-2 or Derivatives of LTX-2
|
| 120 |
+
are subject to paragraph 4 and Attachment A in their entirety,
|
| 121 |
+
including all use restrictions and acceptable use policies;
|
| 122 |
+
|
| 123 |
+
(b) You must provide any third party recipients of LTX-2 or
|
| 124 |
+
Derivatives of LTX-2 a copy of this Agreement, including all
|
| 125 |
+
attachments and use policies. Any Derivative of LTX-2 (as
|
| 126 |
+
defined in Section 1, including but not limited to fine-tuned
|
| 127 |
+
weights, modified training code, models trained on Outputs, or
|
| 128 |
+
any other derivative) must be distributed exclusively under
|
| 129 |
+
the terms of this Agreement with a complete copy of this
|
| 130 |
+
license included;
|
| 131 |
+
|
| 132 |
+
(c) You must cause any modified files to carry prominent notices
|
| 133 |
+
stating that you changed the files;
|
| 134 |
+
|
| 135 |
+
(d) You must retain all copyright, patent, trademark, and
|
| 136 |
+
attribution notices excluding those notices that do not
|
| 137 |
+
pertain to any part of LTX-2, Derivatives of LTX-2.
|
| 138 |
+
|
| 139 |
+
You may add your own copyright statement to your modifications and
|
| 140 |
+
may provide additional or different license terms and conditions -
|
| 141 |
+
respecting paragraph 3(a) - for use, reproduction, or distribution
|
| 142 |
+
of your modifications, or for any such Derivatives of LTX-2 as a
|
| 143 |
+
whole, provided your use, reproduction, and distribution of LTX-2
|
| 144 |
+
otherwise complies with the conditions stated in this Agreement,
|
| 145 |
+
and you provide a complete copy of this Agreement with any such
|
| 146 |
+
use, reproduction and distribution of LTX-2 and any Derivatives
|
| 147 |
+
thereof.
|
| 148 |
+
|
| 149 |
+
4. Use-based restrictions. The restrictions set forth in Attachment A
|
| 150 |
+
are considered Use-based restrictions. Therefore, you cannot use
|
| 151 |
+
LTX-2 and the Derivatives of LTX-2 in violation of the specified
|
| 152 |
+
restricted uses. You may use LTX-2 subject to this Agreement,
|
| 153 |
+
including only for lawful purposes and in accordance with the
|
| 154 |
+
Agreement. "Use" may include creating any content with, fine-tuning,
|
| 155 |
+
updating, running, training, evaluating and/or re-parametrizing
|
| 156 |
+
LTX-2. You shall require all of your users who use LTX-2 or a
|
| 157 |
+
Derivative of LTX-2 to comply with the terms of this paragraph 4.
|
| 158 |
+
|
| 159 |
+
5. The Output You Generate. Except as set forth herein, Licensor
|
| 160 |
+
claims no rights in the Output you generate using LTX-2. You are
|
| 161 |
+
accountable for input you insert into LTX-2, the Output you
|
| 162 |
+
generate and its subsequent uses. No use of the Output can
|
| 163 |
+
contravene any provision as stated in the Agreement.
|
| 164 |
+
|
| 165 |
+
6. Updates and Runtime Restrictions. To the maximum extent permitted
|
| 166 |
+
by law, Licensor reserves the right to restrict (remotely or
|
| 167 |
+
otherwise) usage of LTX-2 in violation of this Agreement, update
|
| 168 |
+
LTX-2 through electronic means, or modify the Output of LTX-2
|
| 169 |
+
based on updates. You shall undertake reasonable efforts to use
|
| 170 |
+
the latest version of LTX-2. Any use of the non-current version
|
| 171 |
+
of LTX-2 is done solely at your risk.
|
| 172 |
+
|
| 173 |
+
7. Export Controls and Sanctions Compliance. You acknowledge that
|
| 174 |
+
LTX-2, Derivatives of LTX-2 may be subject to export control laws
|
| 175 |
+
and regulations, including but not limited to the U.S. Export
|
| 176 |
+
Administration Regulations and sanctions programs administered by
|
| 177 |
+
the Office of Foreign Assets Control (OFAC). You represent and
|
| 178 |
+
warrant that you and any users of LTX-2 are not (i) located in,
|
| 179 |
+
organized under the laws of, or ordinarily resident in any country
|
| 180 |
+
or territory subject to comprehensive sanctions; (ii) identified
|
| 181 |
+
on any U.S. government restricted party list, including the
|
| 182 |
+
Specially Designated Nationals and Blocked Persons List; or
|
| 183 |
+
(iii) otherwise prohibited from receiving LTX-2 under applicable
|
| 184 |
+
law. You shall not export, re-export, or transfer LTX-2, directly
|
| 185 |
+
or indirectly, in violation of any applicable export control or
|
| 186 |
+
sanctions laws or regulations. You agree to comply with all
|
| 187 |
+
applicable trade control laws and shall indemnify and hold
|
| 188 |
+
Licensor harmless from any claims arising from your failure to
|
| 189 |
+
comply with such laws.
|
| 190 |
+
|
| 191 |
+
8. Trademarks and related. Nothing in this Agreement permits you to
|
| 192 |
+
make use of Licensor's trademarks, trade names, logos or to
|
| 193 |
+
otherwise suggest endorsement or misrepresent the relationship
|
| 194 |
+
between the parties; and any rights not expressly granted herein
|
| 195 |
+
are reserved by the Licensor.
|
| 196 |
+
|
| 197 |
+
9. Disclaimer of Warranty. Unless required by applicable law or
|
| 198 |
+
agreed to in writing, Licensor provides LTX-2 on an "AS IS" BASIS,
|
| 199 |
+
WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or
|
| 200 |
+
implied, including, without limitation, any warranties or
|
| 201 |
+
conditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS
|
| 202 |
+
FOR A PARTICULAR PURPOSE. You are solely responsible for
|
| 203 |
+
determining the appropriateness of using or redistributing LTX-2
|
| 204 |
+
and Derivatives of LTX-2 and assume any risks associated with
|
| 205 |
+
your exercise of permissions under this Agreement.
|
| 206 |
+
|
| 207 |
+
10. Limitation of Liability. In no event and under no legal theory,
|
| 208 |
+
whether in tort (including negligence), contract, or otherwise,
|
| 209 |
+
unless required by applicable law (such as deliberate and grossly
|
| 210 |
+
negligent acts) or agreed to in writing, shall Licensor be liable
|
| 211 |
+
to you for damages, including any direct, indirect, special,
|
| 212 |
+
incidental, or consequential damages of any character arising as
|
| 213 |
+
a result of this Agreement or out of the use or inability to use
|
| 214 |
+
LTX-2 (including but not limited to damages for loss of goodwill,
|
| 215 |
+
work stoppage, computer failure or malfunction, or any and all
|
| 216 |
+
other commercial damages or losses), even if Licensor has been
|
| 217 |
+
advised of the possibility of such damages.
|
| 218 |
+
|
| 219 |
+
11. Accepting Warranty or Additional Liability. While redistributing
|
| 220 |
+
LTX-2 and Derivatives of LTX-2, you may, provided you do not
|
| 221 |
+
violate the terms of this Agreement, choose to offer and charge
|
| 222 |
+
a fee for, acceptance of support, warranty, indemnity, or other
|
| 223 |
+
liability obligations. However, in accepting such obligations,
|
| 224 |
+
you may act only on your own behalf and on your sole
|
| 225 |
+
responsibility, not on behalf of Licensor, and only if you agree
|
| 226 |
+
to indemnify, defend, and hold Licensor harmless for any liability
|
| 227 |
+
incurred by, or claims asserted against Licensor, by reason of
|
| 228 |
+
your accepting any such warranty or additional liability.
|
| 229 |
+
|
| 230 |
+
12. Governing Law. This Agreement and all relations, disputes, claims
|
| 231 |
+
and other matters arising hereunder (including non-contractual
|
| 232 |
+
disputes or claims) will be governed exclusively by, and construed
|
| 233 |
+
exclusively in accordance with, the laws of the State of New York.
|
| 234 |
+
To the extent permitted by law, choice of laws rules and the
|
| 235 |
+
United Nations Convention on Contracts for the International Sale
|
| 236 |
+
of Goods will not apply. For the purposes of adjudicating any
|
| 237 |
+
action or proceeding to enforce the terms of this Agreement, you
|
| 238 |
+
hereby irrevocably consent to the exclusive jurisdiction of, and
|
| 239 |
+
venue in, the federal and state courts located in the County of
|
| 240 |
+
New York within the State of New York. The prevailing party in
|
| 241 |
+
any claim or dispute between the parties under this Agreement
|
| 242 |
+
will be entitled to reimbursement of its reasonable attorneys'
|
| 243 |
+
fees and costs. You hereby waive the right to a trial by jury,
|
| 244 |
+
to participate in a class or representative action (including in
|
| 245 |
+
arbitration), or to combine individual proceedings in court or
|
| 246 |
+
in arbitration without the consent of all parties.
|
| 247 |
+
|
| 248 |
+
13. Term and Termination. This Agreement is effective upon your
|
| 249 |
+
acceptance and continues until terminated. Licensor may terminate
|
| 250 |
+
this Agreement immediately upon written notice to you if you
|
| 251 |
+
breach any provision of this Agreement, including but not limited
|
| 252 |
+
to violations of the use restrictions in Attachment A or
|
| 253 |
+
unauthorized commercial use. Upon termination: (a) all rights
|
| 254 |
+
granted to you under this Agreement will immediately cease;
|
| 255 |
+
(b) you must immediately cease all use of LTX-2 and Derivatives
|
| 256 |
+
of LTX-2; (c) you must delete or destroy all copies of LTX-2
|
| 257 |
+
and Derivatives of LTX-2 in your possession or control; and
|
| 258 |
+
(d) you must notify any third parties to whom you distributed
|
| 259 |
+
LTX-2 or Derivatives of LTX-2 of the termination. Sections 8-13,
|
| 260 |
+
and Section 15 shall survive termination of this Agreement.
|
| 261 |
+
Termination does not relieve you of any obligations incurred
|
| 262 |
+
prior to termination, including payment obligations under
|
| 263 |
+
Section 2. In addition, if You commence a lawsuit or other
|
| 264 |
+
proceedings (including a cross-claim or counterclaim in a lawsuit)
|
| 265 |
+
against Licensor or any person or entity alleging that LTX-2 or
|
| 266 |
+
any Output, or any portion of any of the foregoing, infringe any
|
| 267 |
+
intellectual property or other right owned or licensable by you,
|
| 268 |
+
then all licenses granted to you under this Agreement shall
|
| 269 |
+
terminate as of the date such lawsuit or other proceeding is filed.
|
| 270 |
+
|
| 271 |
+
14. Disputes and Arbitration. All disputes arising in connection with
|
| 272 |
+
this Agreement shall be finally settled by arbitration under the
|
| 273 |
+
Rules of Arbitration of the International Chamber of Commerce
|
| 274 |
+
("ICC Rules"), by one (1) arbitrator appointed in accordance with
|
| 275 |
+
the ICC Rules. The seat of arbitration shall be New York, NY, USA,
|
| 276 |
+
and the proceedings shall be conducted in English. The arbitrator
|
| 277 |
+
shall be empowered to grant any relief that a court could grant.
|
| 278 |
+
Judgment on the arbitration award may be entered by any court
|
| 279 |
+
having jurisdiction thereof. Each party waives its right to a
|
| 280 |
+
trial by jury and to participate in any class or representative
|
| 281 |
+
action.
|
| 282 |
+
|
| 283 |
+
15. If any provision of this Agreement is held to be
|
| 284 |
+
invalid, illegal
|
| 285 |
+
or unenforceable, the remaining provisions shall be unaffected
|
| 286 |
+
thereby and remain valid as if such provision had not been set
|
| 287 |
+
forth herein.
|
| 288 |
+
|
| 289 |
+
END OF TERMS AND CONDITIONS
|
| 290 |
+
|
| 291 |
+
ATTACHMENT A: Use Restrictions
|
| 292 |
+
|
| 293 |
+
When using the Outputs, LTX-2 and any Derivatives thereof, you
|
| 294 |
+
will comply with the Acceptable Use Policy. In addition, you
|
| 295 |
+
agree not to use the Outputs, LTX-2 or its Derivatives in any
|
| 296 |
+
of the following ways:
|
| 297 |
+
|
| 298 |
+
1. In any way that violates any applicable national, federal,
|
| 299 |
+
state, local or international law or regulation;
|
| 300 |
+
|
| 301 |
+
2. For the purpose of exploiting, Harming or attempting to
|
| 302 |
+
exploit or Harm minors in any way;
|
| 303 |
+
|
| 304 |
+
3. To generate or disseminate false information and/or content
|
| 305 |
+
with the purpose of Harming others;
|
| 306 |
+
|
| 307 |
+
4. To generate or disseminate personal identifiable information
|
| 308 |
+
that can be used to Harm an individual;
|
| 309 |
+
|
| 310 |
+
5. To generate or disseminate information and/or content (e.g.
|
| 311 |
+
images, code, posts, articles), and place the information
|
| 312 |
+
and/or content in any context (e.g. bot generating tweets)
|
| 313 |
+
without expressly and intelligibly disclaiming that the
|
| 314 |
+
information and/or content is machine generated;
|
| 315 |
+
|
| 316 |
+
6. To defame, disparage or otherwise harass others;
|
| 317 |
+
|
| 318 |
+
7. To impersonate or attempt to impersonate (e.g. deepfakes)
|
| 319 |
+
others without their consent;
|
| 320 |
+
|
| 321 |
+
8. For fully automated decision making that adversely impacts an
|
| 322 |
+
individual's legal rights or otherwise creates or modifies a
|
| 323 |
+
binding, enforceable obligation;
|
| 324 |
+
|
| 325 |
+
9. For any use intended to or which has the effect of
|
| 326 |
+
discriminating against or Harming individuals or groups based
|
| 327 |
+
on online or offline social behavior or known or predicted
|
| 328 |
+
personal or personality characteristics;
|
| 329 |
+
|
| 330 |
+
10. To exploit any of the vulnerabilities of a specific group of
|
| 331 |
+
persons based on their age, social, physical or mental
|
| 332 |
+
characteristics, in order to materially distort the behavior
|
| 333 |
+
of a person pertaining to that group in a manner that causes
|
| 334 |
+
or is likely to cause that person or another person physical
|
| 335 |
+
or psychological Harm;
|
| 336 |
+
|
| 337 |
+
11. For any use intended to or which has the effect of
|
| 338 |
+
discriminating against individuals or groups based on legally
|
| 339 |
+
protected characteristics or categories;
|
| 340 |
+
|
| 341 |
+
12. To provide medical advice and medical results interpretation;
|
| 342 |
+
|
| 343 |
+
13. To generate or disseminate information for the purpose to be
|
| 344 |
+
used for administration of justice, law enforcement,
|
| 345 |
+
immigration or asylum processes, such as predicting an
|
| 346 |
+
individual will commit fraud/crime commitment (e.g. by text
|
| 347 |
+
profiling, drawing causal relationships between assertions
|
| 348 |
+
made in documents, indiscriminate and arbitrarily-targeted use);
|
| 349 |
+
|
| 350 |
+
14. To generate and/or disseminate malware (including – but not
|
| 351 |
+
limited to – ransomware) or any other content to be used for
|
| 352 |
+
the purpose of harming electronic systems;
|
| 353 |
+
|
| 354 |
+
15. To engage in, promote, incite, or facilitate discrimination
|
| 355 |
+
or other unlawful or harmful conduct in the provision of
|
| 356 |
+
employment, employment benefits, credit, housing, or other
|
| 357 |
+
essential goods and services;
|
| 358 |
+
|
| 359 |
+
16. To engage in, promote, incite, or facilitate the harassment,
|
| 360 |
+
abuse, threatening, or bullying of individuals or groups of
|
| 361 |
+
individuals;
|
| 362 |
+
|
| 363 |
+
17. For military, warfare, nuclear industries or applications,
|
| 364 |
+
weapons development, or any use in connection with activities
|
| 365 |
+
that may cause death, personal injury, or severe physical or
|
| 366 |
+
environmental damage;
|
| 367 |
+
|
| 368 |
+
18. For commercial use only: To train, improve, or fine-tune any
|
| 369 |
+
other machine learning model, artificial intelligence system,
|
| 370 |
+
or competing model, except for Derivatives of LTX-2 as
|
| 371 |
+
expressly permitted under this Agreement;
|
| 372 |
+
|
| 373 |
+
19. To circumvent, disable, or interfere with any technical
|
| 374 |
+
limitations, safety features, content filters, or use
|
| 375 |
+
restrictions implemented in LTX-2 by Licensor;
|
| 376 |
+
|
| 377 |
+
20. To use LTX-2 or Derivatives of LTX-2 in any product, service,
|
| 378 |
+
or application that directly competes with Licensor's
|
| 379 |
+
commercial products or services, or is designed to replace or
|
| 380 |
+
substitute Licensor's offerings in the market, without
|
| 381 |
+
obtaining a separate commercial license from Licensor.
|