Plexora End User Licence Agreement
Version 1.0
SPDX-License-Identifier: LicenseRef-Plexora-EULA-1.0

Copyright (c) 2026 BioCognia. All rights reserved.

IMPORTANT: read this agreement before installing or using Plexora. By
installing, copying, or using the Software you agree to be bound by it. If you
do not agree, do not install or use the Software.

In short, for orientation only (the terms below are what govern):

- Plexora Free -- everything Plexora does without a licence -- may be used by
  anyone, for any purpose, including commercial use, at no charge and with no
  account.
- Plexora Pro is a paid subscription, per Seat and per term, bought for an
  academic or a commercial Use Class at https://account.biocognia.com.
- Plugins are welcome: you may build and distribute them freely, and you own
  what you write.
- You may not publish a modified copy or fork of Plexora itself.

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1. DEFINITIONS

   "Software" means Plexora, including its source code, object code,
   documentation, and bundled assets, as made available by the Licensor,
   excluding Third-Party Components (Section 13).

   "Licensor" ("we", "us") means BioCognia, 22 West Ave, Brockton, MA 02301,
   USA.

   "You" means the individual or legal entity exercising rights under this
   agreement. If you are acting in the course of your employment or
   engagement, "You" includes your employer or the entity engaging you.

   "Free" means the Software used without a Licence Key: every feature that
   runs without one.

   "Licensed Features" means the features of the Software that run only under
   a Licence Key that grants them: the features of Plexora Pro, and any
   feature that is off by default and that the Licensor has enabled for your
   Licence Key (Section 3).

   "Licence Key" means a licence key, activation code, token, certificate, or
   offline licence file issued through the Account Portal that enables
   Licensed Features.

   "Account Portal" means the BioCognia account platform at
   https://account.biocognia.com, through which accounts, seats, devices and
   purchases are managed.

   "Subscription Term" means the period for which you have paid, as stated in
   your order or in the Account Portal.

   "Seat" means one named individual permitted to use Licensed Features under
   your subscription.

   "Use Class" means the class of use a subscription was bought for, academic
   or commercial, as stated in your order.

   "Noncommercial Purpose" means any use that is not a Commercial Use,
   including academic research, classroom and educational use, personal
   study, and use by a nonprofit research institute, public research
   organization, charitable organization, or government body. Use by such
   an organization is a Noncommercial Purpose regardless of the source of
   its funding, including funding from a commercial entity, provided the
   use itself is not a Commercial Use.

   "Commercial Use" means use of the Software that is directed toward
   commercial advantage or monetary compensation, including without
   limitation: use by or on behalf of a for-profit entity in its business
   operations; use to provide services to third parties for a fee; use to
   develop, test, manufacture, validate, or support a product or service
   that is sold or licensed for a fee; use in fee-for-service contract
   research; and incorporating the Software or its output into a commercial
   product or offering.

   "Plugin" means software that extends the Software solely through the
   Software's documented extension interfaces -- the `plexora.plugins`
   entry point group and the public API exposed by the `plexora.api`
   package -- and that does not include, embed, or require any modification
   to the Software.

   "Modified Version" means any copy of the Software in which any file has
   been added, removed, altered, renamed, or replaced, and any work that is
   a derivative work of the Software under copyright law. A Plugin is not
   a Modified Version.

   "Your Results" means data, figures, gates, regions, reports, and other
   output you produce by running the Software on your own data.

2. FREE: GRANT FOR ANY PURPOSE

   Subject to your compliance with this agreement, we grant you a
   worldwide, royalty-free, non-exclusive, non-transferable, non-
   sublicensable licence to:

   (a) install, run, and use the Software as Free for any purpose,
       including Commercial Use;

   (b) reproduce and distribute verbatim, unmodified copies of the
       Software, provided that each copy retains this agreement in full and
       all copyright and attribution notices; and

   (c) make modifications to your own copy of the Software, solely for your
       own internal use -- for example to fix a bug, resolve a
       compatibility problem in your environment, or debug an issue --
       subject to Sections 5 and 6, and never to enable Licensed Features
       without a Licence Key that grants them.

   Free needs no account, no Licence Key, and no network connection. No
   fee may be charged for the Software itself under this grant. Recovery of
   actual media or bandwidth costs for distributing a verbatim copy is
   permitted. Which features run as Free may change between versions of the
   Software.

3. PRO: GRANT PER SEAT, TERM, AND USE CLASS

   Subject to this agreement and to payment of the applicable fees, we grant
   you a non-exclusive, non-transferable, non-sublicensable licence, during
   the Subscription Term, to use the Licensed Features your Licence Key
   grants:

   (a) for the number of Seats you have purchased, each used by the one
       named individual it is assigned to;

   (b) on the number of devices per Seat stated in your plan or in the
       Account Portal; and

   (c) within the Use Class you purchased: a subscription bought for the
       academic Use Class may be used for Noncommercial Purposes only; a
       subscription bought for the commercial Use Class may be used for any
       purpose, including Commercial Use.

   Plexora Pro includes every Licensed Feature of the Software, Video Studio
   among them, except the features that are off by default. A feature that
   is off by default, such as External MCP access, is not part of Plexora Pro
   or of a trial and is not sold; the Licensor may enable it for a Licence
   Key, at its discretion, and once enabled it is used on the same terms as
   Plexora Pro, for the Seats and the Subscription Term of that licence.

   A trial licence grants Plexora Pro for the trial period stated when it
   starts, to evaluate the Software, at no charge. It ends at the end of
   that period and does not renew.

   Everything else in the Software remains available to you as Free under
   Section 2.

4. ACADEMIC USE CLASS

   The academic Use Class is available to individuals at accredited
   universities, teaching hospitals, government research institutes, and
   other non-profit research organisations, for research and teaching that
   is a Noncommercial Purpose. It does not cover work performed for, or
   funded as a service to, a for-profit entity. We may verify eligibility,
   for example by institutional email domain, and may require the commercial
   Use Class where the use is a Commercial Use.

5. RESTRICTIONS

   You may not:

   (a) circumvent, disable, or interfere with the Software's licensing,
       activation, or entitlement checks, or use a Licence Key you were not
       issued;

   (b) share a Licence Key or a Seat with anyone who is not the individual
       that Seat is assigned to;

   (c) make Licensed Features available to anyone who does not hold a Seat,
       including through a hosted or network-accessible service;

   (d) use a subscription bought for the academic Use Class for Commercial
       Use; or

   (e) remove or alter any proprietary notice in the Software.

6. NO DISTRIBUTION OF MODIFIED VERSIONS

   You may not distribute, publish, share, host, sell, sublicense, or
   otherwise make available to any third party any Modified Version, in
   source or object form, in whole or in part. This includes publishing a
   public fork of the Software's repository, distributing patched builds or
   container images, redistributing the Software under a different name,
   and making a Modified Version available to third parties as a hosted or
   network-accessible service.

   Modifications you make under Section 2(c) must remain within your own
   organization. You are encouraged, but not required, to submit them to
   the Licensor for possible inclusion upstream.

   Nothing in this Section restricts your distribution of Plugins, which is
   governed by Section 7.

7. PLUGINS

   You may write, use, distribute, sell, and license Plugins without
   restriction under this agreement, and without needing the Licensor's
   permission.

   You own the Plugins you write and may license them on any terms you
   choose, including commercial terms. A Plugin is not a Modified Version
   and is not subject to Section 6 or to any Use Class limitation in
   Section 3, whether or not it is distributed together with the Software.
   A Plugin that relies on Licensed Features may require its users to hold
   their own Seat.

   For the avoidance of doubt: linking to, importing, calling, subclassing,
   or registering against the Software's documented extension interfaces
   does not by itself make your Plugin a derivative work of the Software
   for the purposes of this agreement.

   Distributing the Software itself alongside your Plugin remains subject
   to Section 2(b) -- the copy of the Software must be verbatim.

8. YOUR RESULTS AND ATTRIBUTION

   Your Results are yours. We claim no ownership of them. When a Licence Key
   expires or is revoked, nothing you made with the Software is deleted or
   locked, and it stays readable and exportable as Free.

   Any copy of the Software you distribute, and any publication or
   presentation reporting results obtained using the Software, must retain
   or provide, as applicable, the copyright notice above and a reference to
   this agreement. Academic users are asked to cite the Software in
   accordance with the citation information provided with it.

9. LICENCE ADMINISTRATION AND DATA

   Free makes no licensing network call. Activating a Licence Key, and the
   periodic renewal of an activated licence, send the Licence Key or
   certificate, a hash that identifies the device, any name you give the
   device, a coarse platform family, and the Software version. They never
   send your data, file names, paths, or anything about what you are looking
   at. We process this information to administer licences and to detect
   licence sharing. Your account details are held by the Account Portal;
   the Software itself never receives your password, email address, or
   payment details. Setting BIOCOGNIA_OFFLINE=1 prevents every licensing
   network call.

   The Software's optional anonymous usage data is described in its
   documentation, and can be switched off at any time with
   "plexora telemetry off" or DO_NOT_TRACK=1.

10. FEES AND RENEWAL

   Fees are charged per Seat per Subscription Term for the Use Class you
   purchased, at the price stated at the time of purchase, and are
   non-refundable except as required by law or by our published refund
   policy. Fees exclude taxes, which are charged as required in your
   jurisdiction.

   A subscription renews for successive terms, unless cancelled, at the
   price per Seat at which it was bought. Seats added to a subscription
   during a term are charged at that same price per Seat, prorated for the
   rest of the term; a reduction in Seats is credited against the next
   renewal and is not refunded. We may change the prices of new
   subscriptions at any time; a price change never applies mid-term.

11. TERM AND TERMINATION

   Section 2 applies for as long as you comply with this agreement. Section
   3 applies for the Subscription Term and each renewal of it. You may
   cancel a subscription at any time, effective at the end of the current
   term.

   When a subscription expires, Licensed Features may continue for a grace
   period stated in your licence and then stop; the Software continues as
   Free.

   If you breach any term, your rights under this agreement terminate
   automatically. If the breach is your first and you cure it in full, and
   take reasonable steps to correct its effects, within 30 days of
   receiving written notice from the Licensor, your rights are reinstated
   as of the date of cure. We may revoke a Licence Key immediately in the
   case of a chargeback, fraud, or a breach of Section 5(a) or 5(b).

   On termination of your rights under Section 3 you must stop using
   Licensed Features. On termination of your rights under Section 2 you
   must cease all use of the Software and destroy all copies in your
   possession or control. Sections 6, 8, 12, 13, 15, 16, and 17 survive
   termination. Termination does not affect any licence you or anyone else
   holds in a Plugin.

12. RESERVATION OF RIGHTS; NO TRADEMARK LICENCE

   All rights not expressly granted are reserved by the Licensor. This
   agreement does not grant permission to use the trade names, trademarks,
   service marks, product names, or logos of the Licensor, including the
   name "Plexora", except as required for reasonable and customary
   descriptive use in reproducing the notices required by this agreement.

   This agreement grants no patent rights.

13. THIRD-PARTY COMPONENTS

   The Software is distributed with components authored by third parties
   and licensed under their own terms. Those components remain governed
   exclusively by their own licenses, which are unaffected by this
   agreement; in particular, nothing in Section 6 restricts any right you
   hold in a Third-Party Component under that component's own license.
   Known Third-Party Components include:

   - plexora/server/utils/smallestenclosingcircle.py -- Copyright (c) 2020
     Project Nayuki, LGPL-3.0-or-later.
   - the contents of plexora/client/external/ -- see the notices in that
     directory.
   - third-party Python and JavaScript dependencies installed alongside the
     Software, each under its own license.

   Where a Third-Party Component's license conflicts with a term of this
   agreement as applied to that component, that component's license
   controls for that component.

14. FAIR USE AND MANDATORY RIGHTS

   This agreement does not limit any right you have under applicable law
   that cannot be limited by agreement, including fair use, fair dealing,
   and any statutory right to decompile or modify the Software for
   interoperability or error correction.

15. NO WARRANTY

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

   THE SOFTWARE IS A RESEARCH TOOL. IT IS NOT A MEDICAL DEVICE AND IS NOT
   INTENDED, VALIDATED, OR APPROVED FOR CLINICAL DIAGNOSIS, TREATMENT, OR
   ANY OTHER USE INVOLVING PATIENT CARE. YOU ARE RESPONSIBLE FOR VALIDATING
   ANY RESULT BEFORE RELYING ON IT.

16. LIMITATION OF LIABILITY

   TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE LICENSOR
   OR ANY CONTRIBUTOR BE LIABLE FOR ANY CLAIM, DAMAGES, OR OTHER LIABILITY,
   WHETHER IN AN ACTION OF CONTRACT, TORT, OR OTHERWISE, ARISING FROM, OUT
   OF, OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN
   THE SOFTWARE, INCLUDING ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR
   CONSEQUENTIAL DAMAGES, OR ANY LOSS OF DATA, PROFITS, OR RESEARCH
   RESULTS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

   OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT
   SHALL NOT EXCEED THE FEES YOU PAID IN THE TWELVE MONTHS PRECEDING THE
   EVENT GIVING RISE TO THE CLAIM.

   Nothing in this agreement excludes liability that cannot lawfully be
   excluded.

17. GENERAL

   This agreement is the entire agreement between us regarding the Software
   and supersedes any prior understanding. If any provision is held
   unenforceable, that provision shall be enforced to the maximum extent
   permissible and the remaining provisions shall remain in full force and
   effect. Our failure to enforce a provision is not a waiver of it. You may
   not assign this agreement without our written consent; a transfer of a
   Seat or a subscription between individuals or entities may be arranged
   through the Account Portal or by contacting us.

18. LICENSOR AND CONTACT

   Licensor: BioCognia, 22 West Ave, Brockton, MA 02301, USA
   Governing law: the laws of the Commonwealth of Massachusetts, USA

   Licensing:  support@biocognia.com
   Accounts:   https://account.biocognia.com
   Web:        https://nirmallab.github.io/plexora/

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Earlier versions: releases of Plexora made before this agreement was first
shipped were released under the Plexora Academic License 1.0. Those releases
remain available under that licence; this agreement governs the releases that
ship it.
