GRAVITY MARK COMMERCIAL LICENSE ADDENDUM
Last Updated: 09/2022
1. Commercial License Addendum. This Commercial License Addendum (“Addendum”) to the GravityMark Evaluation License (“Agreement”) is effective upon Licensee’s payment and Tellusim’s acceptance of the License Fee as set forth in Section 2 below. All terms not otherwise defined in this Addendum shall have the meaning set forth in the Agreement.
2. License Fee. Licensee may request a Commercial License subject to the terms and conditions of this Addendum by sending a written request to Tellusim. Tellusim may send Licensee an invoice for the then current License Fee as set forth on https://gravitymark.tellusim.com/pro/. For the avoidance of doubt, Tellusim may reject any request for a Commercial License in its sole discretion for any reason or no reason.
3. Commercial License. Subject to the terms and conditions hereof, Tellusim grants to Licensee the following rights and privileges (the “Commercial License”) and Licensee hereby accepts such Commercial License: a worldwide, limited, non-assignable, non-exclusive, and non-transferable license to Operate the GravityMark Software for a commercial purpose in a production environment. Under the Commercial License, the Gravity Mark Software may be used to test, evaluate, and demonstrate commercial products subject to the terms of this Addendum.
4. Term. Unless earlier terminated, the term of the Commercial License shall be five (5) years (“CL Term”) from the receipt and acceptance of the License Fee by Tellusim, provided, however, that the Parties may extend the CL Term upon mutual consent. In the event of the expiration of the CL Term under this Section 4, Licensee’s Operation of the GravityMark Software shall be subject to the terms of the Agreement without the application of the terms of this Addendum.
5. Termination. Tellusim may terminate this Addendum immediately upon notice in the event that Licensee breaches any terms of the Addendum or the Agreement.
6. Effect of Termination. In the event of Termination of this Addendum and Agreement pursuant to Section 5 hereof, Licensee shall delete and uninstall the GravityMark Software and shall have no further right to Operate the GravityMark Software for any reason.
7. Attribution. In the event that Licensee tests its commercially available products with GravityMark software and publishes any results therefrom, Licensee shall place a prominent notice stating “Tested with Tellusim GravityMark” or such other notice as agreed by the Parties.
8. Controlling Agreement. In the event of a conflict between this Addendum and the Agreement, the terms of this Addendum shall control to the extent this Addendum is in effect.