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End User License Agreement (EULA)

Type: Sovereign One-Time Purchase Asset

# END USER LICENSE AGREEMENT ## quell — CSS Architecture System **Effective upon electronic acceptance at checkout.** --- > *quell. Quiet the cascade, not your design.* --- ## RECITALS This End User License Agreement ("**Agreement**") governs your acquisition and use of the quell CSS Architecture System (the "**Software**") distributed by the Licensor through Lemon Squeezy as Merchant of Record. By affirmatively selecting the acceptance checkbox at checkout, you enter into a binding legal agreement with the Licensor. No license is granted absent that affirmative act. Read this Agreement carefully before completing your purchase. --- ## SECTION 1 — DEFINITIONS **1.1 "Agreement"** means this End User License Agreement, including all incorporated terms, as accepted electronically at checkout. **1.2 "Authorized Users"** means the individual Licensee, and, where the Licensee is an entity, its employees, contractors, and agents who access the Software under the Licensee's account in accordance with this Agreement. **1.3 "Bilingual Commentary"** means the dual-language inline annotations, instructional remarks, architectural explanations, and explanatory notes embedded within the Software source files. **1.4 "Build-Pipeline Tools"** means any bundler, preprocessor, compiler, transpiler, minifier, package manager, dependency injector, framework-specific compilation layer, module resolver, tree-shaker, or equivalent external tooling not constituting a part of native browser CSS rendering. **1.5 "Derivative Work"** means any work that incorporates, is based upon, or adapts the Software's CSS architecture, cascade methodology, naming conventions, or layer structure in a manner that would constitute a derivative work under applicable copyright law. **1.6 "Documentation"** means all architectural documentation, technical annotations, educational commentary, usage guides, and explanatory materials embedded within or distributed alongside the Software source files. **1.7 "Effective Date"** means the date on which the Licensee completes the checkout process and affirmatively accepts this Agreement. **1.8 "Intended Architecture"** has the meaning ascribed in Section 5. **1.9 "License"** means the rights granted to Licensee under Section 3 of this Agreement. **1.10 "Licensee"** or "**you**" means the individual or legal entity that has accepted this Agreement and purchased a license to the Software through Lemon Squeezy. **1.11 "Licensor"** means the author and rights holder of the Software, operating as the software publisher through Lemon Squeezy as Merchant of Record. **1.12 "Lemon Squeezy"** means Lemon Squeezy LLC, the Merchant of Record through which the Software is sold and through which acceptance logs are maintained. **1.13 "Moral Rights"** means the author's rights of attribution, integrity, and disclosure as recognized under Law No. 65-00 of the Dominican Republic and equivalent rights under applicable international law, which are legally distinct from and independent of the contractual rights and obligations set forth in this Agreement. **1.14 "Protected Literary Elements"** means the Bilingual Commentary, attribution notices, metadata, explanatory headers, architectural annotations, and educational Documentation embedded within the Software source files, each of which constitutes a protected literary work under applicable copyright law independently of the underlying functional code. **1.15 "Purchase Price"** means the exact amount paid by Licensee through Lemon Squeezy for the License, as recorded in Lemon Squeezy's transaction logs, excluding taxes, fees, and currency conversion amounts not remitted to the Licensor. **1.16 "Software"** means the quell CSS Architecture System, comprising: CSS layers; CSS volumes; cascade methodologies; naming conventions; architectural Documentation; Bilingual Commentary; metadata; technical annotations; and all educational documentation embedded within source files, as distributed by the Licensor. ---
## SECTION 2 — LICENSE GRANT **2.1 Broad Commercial License.** Subject to the terms and conditions of this Agreement, and conditioned upon timely payment of the Purchase Price, the Licensor hereby grants to Licensee a non-exclusive, non-sublicensable, non-transferable, worldwide, royalty-free (following payment) license to: - (a) download, install, and use the Software in connection with an unlimited number of Licensee's own projects and client projects; - (b) integrate the Software into commercial products, applications, and digital experiences developed by or for Licensee; - (c) deploy the Software in production environments, staging environments, and development environments; - (d) use the Software to develop client deliverables and charge fees for such services; - (e) use the Software across multiple domains and web properties under Licensee's control or developed by Licensee for clients; - (f) retain the Software in version-controlled repositories, provided such repositories are not publicly accessible in a manner that would enable third-party extraction of the Software as a standalone product. **2.2 Authorized Users.** Licensee may extend access to the Software to Authorized Users solely for purposes that fall within the scope of Section 2.1. Licensee remains fully responsible for each Authorized User's compliance with this Agreement. **2.3 No Sublicensing or Redistribution.** The License does not permit Licensee to: sublicense the Software to third parties as a standalone architectural system; redistribute or resell the Software in whole or in substantial part; or incorporate the Software into a competing CSS architecture product, framework, or toolkit made available to third parties. **2.4 Reservation of Rights.** The Licensor reserves all rights not expressly granted herein. No implied licenses arise from this Agreement.
--- ## SECTION 3 — PERMITTED USES The following uses are expressly permitted under this Agreement: **3.1** Deployment of the Software in Licensee's client-facing commercial projects and internal applications. **3.2** Modification of the Software's CSS layer configurations and volume assignments to suit Licensee's project-specific requirements, provided all Protected Literary Elements are preserved in accordance with Section 7. **3.3** Use of the Software's cascade methodology and naming conventions as the architectural foundation for Licensee's or a client's project stylesheet. **3.4** Reference to and display of the Software's Documentation for internal team education, provided such distribution is limited to Authorized Users. **3.5** Archival copies of the Software for backup and disaster recovery purposes. --- ## SECTION 4 — RESTRICTIONS The following are expressly prohibited: **4.1** Removing, altering, obscuring, or replacing any Protected Literary Elements, including Bilingual Commentary, attribution notices, metadata, explanatory headers, or architectural annotations. **4.2** Passing the Software through Build-Pipeline Tools in a manner that strips, minifies, or removes Protected Literary Elements from the distributed or stored output. **4.3** Sublicensing, selling, renting, leasing, or otherwise transferring the Software or the License to any third party. **4.4** Distributing the Software or any substantial portion thereof as a standalone CSS architecture product, framework, template library, or toolkit. **4.5** Representing to any third party that the Software was authored by Licensee or any party other than the Licensor. **4.6** Using the Software in a manner that violates applicable law, including applicable intellectual property law, privacy law, or data protection law. **4.7** Reverse engineering the Software for the purpose of creating a competing CSS architecture system. **4.8** Using the Software outside the Intended Architecture in a manner that creates operational expectations the Licensor is not contractually obligated to support under this Agreement. --- ## SECTION 5 — INTENDED ARCHITECTURE **5.1 Definition.** The "**Intended Architecture**" means the operational model under which the Software executes natively through browser CSS rendering engines, without the interposition of any Build-Pipeline Tools between the Software source files and their evaluation by the browser. **5.2 Design Principle.** The Software is expressly engineered to function without: build systems; compilers; preprocessors; transpilers; bundlers; packaging pipelines; dependency managers; or framework-specific compilation layers. This characteristic is fundamental to the Software's architecture and to the Licensor's design intent. **5.3 Scope of Operational Expectations.** The Licensor's representations regarding Software behavior, and all implied warranties not disclaimed herein, apply exclusively to deployments conforming to the Intended Architecture. The Licensor assumes no responsibility for Software behavior, output quality, or functionality when the Software is processed through Build-Pipeline Tools or otherwise deployed outside the Intended Architecture. **5.4 Licensee Responsibility.** Licensee bears sole responsibility for verifying compatibility between the Software and any third-party tooling Licensee chooses to employ, and for maintaining deployment environments consistent with the Intended Architecture. --- ## SECTION 6 — OWNERSHIP AND INTELLECTUAL PROPERTY **6.1 Licensor's Title.** The Software, including all CSS layers, volumes, cascade methodologies, naming conventions, Documentation, Protected Literary Elements, and all intellectual property embodied therein, is and shall remain the exclusive property of the Licensor. This Agreement conveys a license only; no title or ownership interest in the Software is transferred to Licensee. **6.2 Copyright Protection.** The Software is protected as a computer program and as a literary work under Law No. 65-00 on Copyright of the Dominican Republic and under applicable international copyright conventions, including the Berne Convention and the WIPO Copyright Treaty. Protected Literary Elements embedded within the Software source files constitute independently protectable literary works. **6.3 Acknowledgment.** Licensee acknowledges the Licensor's exclusive ownership of all intellectual property in the Software and agrees not to contest, challenge, or otherwise impair those rights during or after the term of this Agreement. --- ## SECTION 7 — DOCUMENTATION AND PROTECTED LITERARY ELEMENTS **7.1 Protected Status.** All Protected Literary Elements — including Bilingual Commentary, attribution notices, metadata, explanatory headers, architectural annotations, and embedded educational Documentation — constitute protected intellectual property of the Licensor. They are protected both as components of the Software and as independently protectable literary works under applicable copyright law. **7.2 Preservation Obligation.** Licensee shall preserve all Protected Literary Elements in a manner that reasonably maintains the Licensor's authorship, attribution, and documentation rights. Licensee may make implementation-related modifications to the Software, including restructuring files, adapting code organization, or customizing architectural components for authorized projects, provided such modifications do not remove, obscure, falsify, misattribute, or materially impair the visibility or integrity of the Protected Literary Elements. For avoidance of doubt, reasonable implementation, integration, formatting, organizational, or project-specific modifications that do not diminish the Licensor's authorship, attribution, or documentation rights shall not constitute a violation of this Section. Licensee shall not remove, conceal, falsify, replace, claim authorship of, or materially alter any Protected Literary Element in a manner that misrepresents its origin, authorship, purpose, or educational content. **7.3 Breach.** Removal or alteration of any Protected Literary Element by Licensee or any Authorized User constitutes a material breach of this Agreement and may give rise to independent liability under applicable copyright law, including potential Moral Rights claims under Section 8. **7.4 Build-Pipeline Processing and Documentation Preservation.** Licensee may process the Software through Build-Pipeline Tools for implementation, deployment, optimization, compression, bundling, or operational purposes. The mere use of such tools, including tools that remove comments or metadata from production-generated output, shall not by itself constitute a violation of this Agreement. However, Licensee shall not use Build-Pipeline Tools or other technical processes to remove, conceal, alter, replace, or destroy Protected Literary Elements within the original licensed source materials, maintained source repositories, archival copies, or other retained versions of the Software under Licensee's control. For avoidance of doubt, the temporary or automated omission of comments, metadata, or documentation from compiled, bundled, minified, compressed, or production-generated output does not constitute a breach of this Agreement, provided that the Protected Literary Elements remain preserved within the licensed source materials and are not intentionally removed for the purpose of obscuring authorship, attribution, documentation rights, or the Licensor's intellectual property interests. --- ## SECTION 8 — MORAL RIGHTS **8.1 Statutory Foundation.** The Licensor holds Moral Rights in the Software as an author of literary and technical works under Law No. 65-00 on Copyright of the Dominican Republic, including the right of attribution and the right of integrity. **8.2 Legal Distinctness.** Moral Rights are legally distinct from the contractual rights and obligations established by this Agreement. Moral Rights violations are not governed by, and do not automatically fall within the scope of, the contractual liability cap set forth in Section 13. Where Dominican law or other applicable law provides independent statutory remedies for Moral Rights violations — including injunctive relief, statutory damages, or criminal sanctions — those remedies remain available to the Licensor independently of any contractual claim or recovery. **8.3 Right of Attribution.** Unauthorized removal of attribution notices identifying the Licensor as the author of the Software, or false attribution of authorship to any other party, constitutes a violation of the Licensor's right of attribution and may independently constitute a Moral Rights violation under Law No. 65-00. **8.4 Right of Integrity.** Unauthorized alteration of the Software's Bilingual Commentary, explanatory annotations, architectural Documentation, or other Protected Literary Elements in a manner that prejudices the author's honor or reputation may constitute a violation of the Licensor's right of integrity under Law No. 65-00. **8.5 No Waiver.** Nothing in this Agreement shall be construed as a waiver by the Licensor of any Moral Rights. The Licensor does not waive, assign, or otherwise transfer Moral Rights to Licensee. --- ## SECTION 9 — COPYRIGHT NOTICES **9.1 Retention.** Licensee must retain all copyright notices included in the Software source files in their original form and position. Licensee may not remove, alter, or obscure any copyright notice. **9.2 Notices in Derivative Works.** Any Derivative Work incorporating the Software must include a clear, legible notice identifying the Licensor's copyright in the original Software. --- ## SECTION 10 — AS-IS WARRANTY DISCLAIMER **10.1** THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. **10.2** TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSOR EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION: ANY IMPLIED WARRANTY OF MERCHANTABILITY; FITNESS FOR A PARTICULAR PURPOSE; SATISFACTORY QUALITY; NON-INFRINGEMENT; ACCURACY; UNINTERRUPTED OPERATION; OR FREEDOM FROM DEFECTS. **10.3** THE LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL MEET LICENSEE'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION OR ERROR, OR BE FREE FROM VULNERABILITIES. **10.4** SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES. IN SUCH JURISDICTIONS, THE FOREGOING EXCLUSIONS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW. --- ## SECTION 11 — INTENDED ARCHITECTURE DISCLAIMER **11.1** THE LICENSOR EXPRESSLY DISCLAIMS ALL RESPONSIBILITY FOR SOFTWARE BEHAVIOR, FUNCTIONALITY, OUTPUT INTEGRITY, OR OPERATIONAL FAILURES ARISING FROM USE OF THE SOFTWARE OUTSIDE THE INTENDED ARCHITECTURE. **11.2** WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE LICENSOR ASSUMES ZERO RESPONSIBILITY FOR FAILURES, DEFECTS, UNEXPECTED OUTPUTS, OR DEGRADED FUNCTIONALITY CAUSED OR CONTRIBUTED TO BY ANY OF THE FOLLOWING: BUNDLERS; PREPROCESSORS; COMPILERS; TRANSPILERS; PACKAGE MANAGERS; DEPENDENCY INJECTION SYSTEMS; FRAMEWORK ADAPTATION LAYERS; EXTERNAL SCRIPTS; THIRD-PARTY TOOLING; BUILD SYSTEMS; OR ANY OTHER BUILD-PIPELINE TOOLS. **11.3** DEPLOYMENT OUTSIDE THE INTENDED ARCHITECTURE VOIDS ALL OPERATIONAL EXPECTATIONS AND DOES NOT CREATE ANY SUPPORT, INDEMNIFICATION, OR REMEDIATION OBLIGATION ON THE PART OF THE LICENSOR. --- ## SECTION 12 — CONSEQUENTIAL DAMAGES EXCLUSION **12.1** TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LICENSOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE, HOWEVER CAUSED AND REGARDLESS OF THEORY OF LIABILITY — INCLUDING WITHOUT LIMITATION: LOSS OF PROFITS; LOSS OF REVENUE; LOSS OF DATA; LOSS OF BUSINESS OPPORTUNITIES; BUSINESS INTERRUPTION; LOSS OF GOODWILL; COST OF SUBSTITUTE SOFTWARE OR SERVICES; OR ANY OTHER COMMERCIAL LOSS — EVEN IF THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. **12.2** THIS EXCLUSION APPLIES WHETHER THE CLAIM ARISES IN CONTRACT, TORT, STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE LICENSOR'S REMEDY IS DEEMED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. --- ## SECTION 13 — LIMITATION OF LIABILITY AND PURCHASE-PRICE CAP **13.1 Aggregate Cap.** TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSOR'S TOTAL AGGREGATE LIABILITY TO LICENSEE ARISING OUT OF OR RELATED TO THIS AGREEMENT — WHETHER IN CONTRACT, TORT, STATUTE, OR OTHERWISE — SHALL NOT EXCEED THE EXACT PURCHASE PRICE PAID BY LICENSEE THROUGH LEMON SQUEEZY FOR THE LICENSE THAT GAVE RISE TO THE CLAIM. **13.2 Measure of Cap.** For purposes of Section 13.1, the applicable cap is the exact amount recorded in Lemon Squeezy's transaction logs as paid by Licensee. The cap is not measured by: the estimated value of the Software; the value of any project in which the Software is used; anticipated enterprise impact; or any other measure of value beyond the actual Purchase Price paid. **13.3 Moral Rights Carve-Out.** The liability cap set forth in Section 13.1 does not limit or apply to: (a) Moral Rights claims brought under Law No. 65-00 or equivalent law where independent statutory remedies are available; or (b) liability that cannot lawfully be capped or limited under applicable law. **13.4 Basis of Bargain.** Licensee acknowledges that the limitations in this Section and the exclusions in Section 12 reflect a reasonable allocation of risk between sophisticated commercial parties and form a material part of the basis of the bargain between the parties. Without these limitations, the License would not be offered at the Purchase Price. --- ## SECTION 14 — CLICK-WRAP ACCEPTANCE **14.1 Mechanism.** Prior to completing purchase through Lemon Squeezy, Licensee must affirmatively select an unchecked checkbox containing language substantially equivalent to: > *"I have read, understood, and agree to the EULA, including the strict limitation of architectural liability and the purchase-price damage cap."* **14.2 Condition Precedent.** Affirmative selection of the acceptance checkbox is a condition precedent to the grant of any license under this Agreement. No license is granted, and no rights arise in favor of Licensee, absent such acceptance. **14.3 Enforceability.** The electronic acceptance mechanism constitutes a valid, binding manifestation of Licensee's assent to this Agreement under Law No. 126-02 on Electronic Commerce, Documents, and Digital Signatures of the Dominican Republic, and under equivalent principles of electronic contract formation recognized in other applicable jurisdictions. **14.4 Capacity.** By completing the acceptance process, Licensee represents that: (a) if an individual, Licensee is of legal age to enter binding contracts in Licensee's jurisdiction; and (b) if an entity, the individual completing acceptance has full authority to bind the entity to this Agreement. --- ## SECTION 15 — ELECTRONIC RECORDS AND EVIDENCE **15.1 Record Maintenance.** Lemon Squeezy maintains transactional logs recording, at minimum: the date and time of acceptance; the version of the Agreement accepted; the identity information provided at checkout; and the amount of the Purchase Price paid. **15.2 Admissibility.** Acceptance logs, transactional records, and associated metadata maintained by Lemon Squeezy constitute admissible electronic records and documentary evidence of Licensee's assent to this Agreement under Law No. 126-02 of the Dominican Republic and under equivalent evidentiary standards in other applicable jurisdictions. **15.3 Licensee Acknowledgment.** Licensee acknowledges that such electronic records may be introduced as evidence in any dispute resolution proceeding, arbitration, or legal action arising from or related to this Agreement. **15.4 Record Retention.** The Licensor and Lemon Squeezy may retain electronic records related to this Agreement for a period consistent with applicable legal requirements and their standard records management policies. --- ## SECTION 16 — AUDIT AND COMPLIANCE **16.1 Right to Audit.** Upon reasonable written notice of no fewer than ten (10) business days, the Licensor may request that Licensee provide written certification of compliance with the material terms of this Agreement, including confirmation that Protected Literary Elements have been preserved and that the Software is being deployed within the Intended Architecture. **16.2 Cooperation.** Licensee shall respond to any compliance inquiry within twenty (20) business days and shall cooperate in good faith with any reasonable audit request. Licensee shall not be required to disclose trade secrets or confidential client information unrelated to Software usage. **16.3 Costs.** If an audit reveals a material breach of this Agreement, Licensee shall bear the reasonable costs of the audit in addition to any other remedies available to the Licensor. --- ## SECTION 17 — LICENSE SUSPENSION **17.1 Grounds for Suspension.** The Licensor may suspend the License, with written notice, if: (a) Licensee is reasonably believed to be in material breach of this Agreement; (b) Licensee fails to respond to a compliance request within the period specified in Section 16.2; or (c) Licensee's use of the Software poses an imminent risk of harm to the Licensor's intellectual property rights. **17.2 Notice.** The Licensor will provide written notice of suspension specifying the grounds for suspension and, where a cure is possible, a reasonable cure period of not fewer than ten (10) business days. **17.3 Restoration.** The License will be reinstated upon the Licensor's written confirmation that the breach has been cured or the concern resolved to the Licensor's reasonable satisfaction. --- ## SECTION 18 — LICENSE REVOCATION **18.1 Grounds for Revocation.** The Licensor may revoke the License, with immediate effect upon written notice, if: (a) Licensee commits a material breach that is incapable of cure; (b) Licensee removes or alters Protected Literary Elements in violation of Section 7; (c) Licensee sublicenses or redistributes the Software in violation of Section 2.3 or Section 4.3–4.4; or (d) Licensee contests the Licensor's ownership of the Software or Moral Rights. **18.2 Effect of Revocation.** Upon revocation: all license rights granted under this Agreement terminate immediately; Licensee must cease all use of the Software and destroy all copies in Licensee's possession or control; and the Licensor retains all claims arising from conduct prior to revocation. **18.3 No Refund.** Revocation for breach does not entitle Licensee to a refund of any portion of the Purchase Price. --- ## SECTION 19 — TERM AND TERMINATION **19.1 Term.** This Agreement commences on the Effective Date and continues in perpetuity unless earlier terminated in accordance with this Section. **19.2 Termination by Licensee.** Licensee may terminate this Agreement at any time by permanently destroying all copies of the Software in Licensee's possession or control and ceasing all use. Termination by Licensee does not entitle Licensee to a refund. **19.3 Termination by Licensor for Breach.** The Licensor may terminate this Agreement immediately upon written notice if Licensee commits a material breach and fails to cure such breach within fifteen (15) days of written notice specifying the breach in reasonable detail, provided that breaches incapable of cure may result in immediate termination pursuant to Section 18. **19.4 Effect of Termination.** Upon termination for any reason: (a) all rights granted under this Agreement terminate immediately; (b) Licensee must cease all use of the Software and destroy all copies; (c) Sections 1, 6, 7, 8, 9, 10, 11, 12, 13, 15, 21, 22, 23, and 24 survive termination indefinitely; and (d) any accrued rights or obligations of either party survive termination. --- ## SECTION 20 — GOVERNING LAW **20.1** This Agreement is governed by and construed in accordance with the laws of the Dominican Republic, including Law No. 65-00 on Copyright and Law No. 126-02 on Electronic Commerce, Documents, and Digital Signatures, without regard to conflict-of-law principles that would require application of the laws of another jurisdiction. **20.2** To the extent that Licensee is located in a jurisdiction that mandates application of local consumer protection or mandatory law provisions, those provisions apply only to the extent required by law and do not otherwise displace the governing law selected herein. --- ## SECTION 21 — DISPUTE RESOLUTION AND ARBITRATION **21.1 Informal Resolution.** Before initiating arbitration, the parties agree to attempt good-faith resolution of any dispute through direct negotiation. The complaining party shall provide written notice of the dispute with reasonable specificity. The parties shall have thirty (30) days from delivery of such notice to resolve the dispute before arbitration may be initiated. **21.2 Binding Arbitration.** Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or validity thereof, that is not resolved through informal negotiation shall be finally resolved by binding arbitration administered in Santo Domingo, Dominican Republic, by a sole arbitrator appointed by mutual agreement of the parties or, failing agreement within fifteen (15) days, by an arbitral institution of established reputation. **21.3 Arbitration Language.** Arbitration proceedings shall be conducted in Spanish or English, or bilingually, as the parties may agree or the arbitrator may determine. **21.4 Confidentiality.** Arbitration proceedings and all related submissions, evidence, and awards are confidential and shall not be disclosed by either party except as required by law or to enforce an award. **21.5 Award.** The arbitral award shall be final and binding. Judgment on the award may be entered in any court of competent jurisdiction. **21.6 Exceptions.** Notwithstanding the foregoing, either party may seek provisional or interim injunctive or equitable relief from a court of competent jurisdiction as provided in Section 22, without waiving the right to arbitrate the underlying dispute. --- ## SECTION 22 — INJUNCTIVE RELIEF **22.1** Licensee acknowledges that breach of Sections 4, 7, or 8 of this Agreement would cause irreparable harm to the Licensor for which monetary damages would not constitute an adequate remedy. **22.2** In the event of any actual or threatened breach of Sections 4, 7, or 8, the Licensor is entitled to seek immediate injunctive or other equitable relief from a court of competent jurisdiction without the requirement to post a bond or other security, and without prejudice to any other remedy available at law or in equity. **22.3** Moral Rights violations may independently support injunctive relief and other equitable remedies under Law No. 65-00, separately from any contractual claim. --- ## SECTION 23 — SEVERABILITY If any provision of this Agreement is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remaining provisions shall continue in full force and effect. The parties intend that the risk allocation and liability structure established by this Agreement be given maximum effect consistent with applicable law. --- ## SECTION 24 — ENTIRE AGREEMENT **24.1** This Agreement constitutes the entire agreement between the Licensor and Licensee with respect to the Software and supersedes all prior or contemporaneous understandings, representations, or agreements, whether written or oral, relating to the subject matter hereof. **24.2** No amendment, modification, or waiver of any provision of this Agreement is effective unless made in writing and signed by an authorized representative of the Licensor. **24.3** The Licensor's failure to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision with respect to any future act or omission. **24.4** Section headings are for convenience only and shall not affect the interpretation of this Agreement. --- *This Agreement is effective as of the date of electronic acceptance by Licensee at checkout through Lemon Squeezy.* --- © quell — All rights reserved. Unauthorized reproduction, distribution, or modification of the Software or its Protected Literary Elements is strictly prohibited.
     
# 2. License Grant
# 2. License Grant **2.1 Broad Commercial License.** Subject to the terms and conditions of this Agreement, and conditioned upon timely payment of the Purchase Price, the Licensor hereby grants to Licensee a non-exclusive, non-sublicensable, non-transferable, worldwide, royalty-free (following payment) license to: - (a) download, install, and use the Software in connection with an unlimited number of Licensee's own projects and client projects; - (b) integrate the Software into commercial products, applications, and digital experiences developed by or for Licensee; - (c) deploy the Software in production environments, staging environments, and development environments; - (d) use the Software to develop client deliverables and charge fees for such services; - (e) use the Software across multiple domains and web properties under Licensee's control or developed by Licensee for clients; - (f) retain the Software in version-controlled repositories, provided such repositories are not publicly accessible in a manner that would enable third-party extraction of the Software as a standalone product. **2.2 Authorized Users.** Licensee may extend access to the Software to Authorized Users solely for purposes that fall within the scope of Section 2.1. Licensee remains fully responsible for each Authorized User's compliance with this Agreement. **2.3 No Sublicensing or Redistribution.** The License does not permit Licensee to: sublicense the Software to third parties as a standalone architectural system; redistribute or resell the Software in whole or in substantial part; or incorporate the Software into a competing CSS architecture product, framework, or toolkit made available to third parties. **2.4 Reservation of Rights.** The Licensor reserves all rights not expressly granted herein. No implied licenses arise from this Agreement.