LICENSE

Copyright (c) 2011-2025 NVIDIA CORPORATION & AFFILIATES. All rights reserved.

This project is licensed under the Apache 2.0 license, whose full license text is available below.

This project contains portions of code that are based on or derived from
other open source projects, which may have different licenses whose text
is available below.

All modifications and additions to other projects are licensed under the
Apache License 2.0 unless otherwise specified. Please refer to the individual
file headers for specific copyright and license information.

Below is a list of other projects that have portions contained by this project:

--------------------------------------------------------------------------------
causal-conv1d
--------------------------------------------------------------------------------
Original Source: https://github.com/Dao-AILab/causal-conv1d
Copyright (c) 2024, Tri Dao.
Licensed under the BSD 3-Clause License

--------------------------------------------------------------------------------
flash-attention
--------------------------------------------------------------------------------
Original Source: https://github.com/Dao-AILab/flash-attention/
Copyright (c) 2022, the respective contributors, as shown by the AUTHORS file.
Licensed under the BSD 3-Clause License
The AUTHORS file is available at `tensorrt_llm/_torch/visual_gen/jit_kernels/flash_attention/cute/AUTHORS`

--------------------------------------------------------------------------------
flash-linear-attention
--------------------------------------------------------------------------------
Original Source: https://github.com/fla-org/flash-linear-attention
Copyright (c) 2023-2025 Songlin Yang
Licensed under the MIT License

--------------------------------------------------------------------------------
InstructEval
--------------------------------------------------------------------------------
Original Source: https://github.com/declare-lab/instruct-eval
Copyright (c) 2020 Dan Hendrycks
Copyright (c) 2023 Deep Cognition and Language Research (DeCLaRe) Lab
Licensed under the MIT License

--------------------------------------------------------------------------------
LTX-2
--------------------------------------------------------------------------------
Original Source: https://github.com/Lightricks/LTX-2
Copyright (c) 2025-2026 Lightricks Ltd.
Licensed under the LTX-2 Community License Agreement

The LTX-2 Community License Agreement applies only to use of the code in the
`tensorrt_llm/_torch/visual_gen/models/ltx2/` directory of this project.

--------------------------------------------------------------------------------
Mamba
--------------------------------------------------------------------------------
Original Source: https://github.com/state-spaces/mamba
Copyright 2023 Tri Dao, Albert Gu
Licensed under the Apache License 2.0

--------------------------------------------------------------------------------
Quack
--------------------------------------------------------------------------------
Original Source: https://github.com/Dao-AILab/quack
Copyright (c) 2025, Tri Dao.
Copyright (c) 2025, Wentao Guo, Ted Zadouri, Tri Dao.
Licensed under the Apache License 2.0

--------------------------------------------------------------------------------
SGLang
--------------------------------------------------------------------------------
Original Source: https://github.com/sgl-project/sglang
Copyright contributors to the SGLang project
Licensed under the Apache License 2.0

--------------------------------------------------------------------------------
Suffix Automaton Speculative Decoding
--------------------------------------------------------------------------------
Original Source: https://github.com/basetenlabs/sa_spec
Copyright 2025 Baseten
Licensed under the Apache License 2.0

--------------------------------------------------------------------------------
Text Generation Inference
--------------------------------------------------------------------------------
Original Source: https://github.com/huggingface/text-generation-inference
Copyright 2022 Hugging Face
Licensed under the Apache License 2.0

--------------------------------------------------------------------------------
Transformers
--------------------------------------------------------------------------------
Original Source: https://github.com/huggingface/transformers
Copyright 2018 The HuggingFace Team
Licensed under the Apache License 2.0

--------------------------------------------------------------------------------
XGrammar
--------------------------------------------------------------------------------
Original Source: https://github.com/mlc-ai/xgrammar
Copyright (c) 2024 by XGrammar Contributors
Licensed under the Apache License 2.0

--------------------------------------------------------------------------------
vLLM
--------------------------------------------------------------------------------
Original Source: https://github.com/vllm-project/vllm
Copyright contributors to the vLLM project
Licensed under the Apache License 2.0

================================================================================
                              Apache 2.0 LICENSE
================================================================================

                                 Apache License
                           Version 2.0, January 2004
                        http://www.apache.org/licenses/

   TERMS AND CONDITIONS FOR USE, REPRODUCTION, AND DISTRIBUTION

   1. Definitions.

      "License" shall mean the terms and conditions for use, reproduction,
      and distribution as defined by Sections 1 through 9 of this document.

      "Licensor" shall mean the copyright owner or entity authorized by
      the copyright owner that is granting the License.

      "Legal Entity" shall mean the union of the acting entity and all
      other entities that control, are controlled by, or are under common
      control with that entity. For the purposes of this definition,
      "control" means (i) the power, direct or indirect, to cause the
      direction or management of such entity, whether by contract or
      otherwise, or (ii) ownership of fifty percent (50%) or more of the
      outstanding shares, or (iii) beneficial ownership of such entity.

      "You" (or "Your") shall mean an individual or Legal Entity
      exercising permissions granted by this License.

      "Source" form shall mean the preferred form for making modifications,
      including but not limited to software source code, documentation
      source, and configuration files.

      "Object" form shall mean any form resulting from mechanical
      transformation or translation of a Source form, including but
      not limited to compiled object code, generated documentation,
      and conversions to other media types.

      "Work" shall mean the work of authorship, whether in Source or
      Object form, made available under the License, as indicated by a
      copyright notice that is included in or attached to the work
      (an example is provided in the Appendix below).

      "Derivative Works" shall mean any work, whether in Source or Object
      form, that is based on (or derived from) the Work and for which the
      editorial revisions, annotations, elaborations, or other modifications
      represent, as a whole, an original work of authorship. For the purposes
      of this License, Derivative Works shall not include works that remain
      separable from, or merely link (or bind by name) to the interfaces of,
      the Work and Derivative Works thereof.

      "Contribution" shall mean any work of authorship, including
      the original version of the Work and any modifications or additions
      to that Work or Derivative Works thereof, that is intentionally
      submitted to Licensor for inclusion in the Work by the copyright owner
      or by an individual or Legal Entity authorized to submit on behalf of
      the copyright owner. For the purposes of this definition, "submitted"
      means any form of electronic, verbal, or written communication sent
      to the Licensor or its representatives, including but not limited to
      communication on electronic mailing lists, source code control systems,
      and issue tracking systems that are managed by, or on behalf of, the
      Licensor for the purpose of discussing and improving the Work, but
      excluding communication that is conspicuously marked or otherwise
      designated in writing by the copyright owner as "Not a Contribution."

      "Contributor" shall mean Licensor and any individual or Legal Entity
      on behalf of whom a Contribution has been received by Licensor and
      subsequently incorporated within the Work.

   2. Grant of Copyright License. Subject to the terms and conditions of
      this License, each Contributor hereby grants to You a perpetual,
      worldwide, non-exclusive, no-charge, royalty-free, irrevocable
      copyright license to reproduce, prepare Derivative Works of,
      publicly display, publicly perform, sublicense, and distribute the
      Work and such Derivative Works in Source or Object form.

   3. Grant of Patent License. Subject to the terms and conditions of
      this License, each Contributor hereby grants to You a perpetual,
      worldwide, non-exclusive, no-charge, royalty-free, irrevocable
      (except as stated in this section) patent license to make, have made,
      use, offer to sell, sell, import, and otherwise transfer the Work,
      where such license applies only to those patent claims licensable
      by such Contributor that are necessarily infringed by their
      Contribution(s) alone or by combination of their Contribution(s)
      with the Work to which such Contribution(s) was submitted. If You
      institute patent litigation against any entity (including a
      cross-claim or counterclaim in a lawsuit) alleging that the Work
      or a Contribution incorporated within the Work constitutes direct
      or contributory patent infringement, then any patent licenses
      granted to You under this License for that Work shall terminate
      as of the date such litigation is filed.

   4. Redistribution. You may reproduce and distribute copies of the
      Work or Derivative Works thereof in any medium, with or without
      modifications, and in Source or Object form, provided that You
      meet the following conditions:

      (a) You must give any other recipients of the Work or
          Derivative Works a copy of this License; and

      (b) You must cause any modified files to carry prominent notices
          stating that You changed the files; and

      (c) You must retain, in the Source form of any Derivative Works
          that You distribute, all copyright, patent, trademark, and
          attribution notices from the Source form of the Work,
          excluding those notices that do not pertain to any part of
          the Derivative Works; and

      (d) If the Work includes a "NOTICE" text file as part of its
          distribution, then any Derivative Works that You distribute must
          include a readable copy of the attribution notices contained
          within such NOTICE file, excluding those notices that do not
          pertain to any part of the Derivative Works, in at least one
          of the following places: within a NOTICE text file distributed
          as part of the Derivative Works; within the Source form or
          documentation, if provided along with the Derivative Works; or,
          within a display generated by the Derivative Works, if and
          wherever such third-party notices normally appear. The contents
          of the NOTICE file are for informational purposes only and
          do not modify the License. You may add Your own attribution
          notices within Derivative Works that You distribute, alongside
          or as an addendum to the NOTICE text from the Work, provided
          that such additional attribution notices cannot be construed
          as modifying the License.

      You may add Your own copyright statement to Your modifications and
      may provide additional or different license terms and conditions
      for use, reproduction, or distribution of Your modifications, or
      for any such Derivative Works as a whole, provided Your use,
      reproduction, and distribution of the Work otherwise complies with
      the conditions stated in this License.

   5. Submission of Contributions. Unless You explicitly state otherwise,
      any Contribution intentionally submitted for inclusion in the Work
      by You to the Licensor shall be under the terms and conditions of
      this License, without any additional terms or conditions.
      Notwithstanding the above, nothing herein shall supersede or modify
      the terms of any separate license agreement you may have executed
      with Licensor regarding such Contributions.

   6. Trademarks. This License does not grant permission to use the trade
      names, trademarks, service marks, or product names of the Licensor,
      except as required for reasonable and customary use in describing the
      origin of the Work and reproducing the content of the NOTICE file.

   7. Disclaimer of Warranty. Unless required by applicable law or
      agreed to in writing, Licensor provides the Work (and each
      Contributor provides its Contributions) on an "AS IS" BASIS,
      WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or
      implied, including, without limitation, any warranties or conditions
      of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A
      PARTICULAR PURPOSE. You are solely responsible for determining the
      appropriateness of using or redistributing the Work and assume any
      risks associated with Your exercise of permissions under this License.

   8. Limitation of Liability. In no event and under no legal theory,
      whether in tort (including negligence), contract, or otherwise,
      unless required by applicable law (such as deliberate and grossly
      negligent acts) or agreed to in writing, shall any Contributor be
      liable to You for damages, including any direct, indirect, special,
      incidental, or consequential damages of any character arising as a
      result of this License or out of the use or inability to use the
      Work (including but not limited to damages for loss of goodwill,
      work stoppage, computer failure or malfunction, or any and all
      other commercial damages or losses), even if such Contributor
      has been advised of the possibility of such damages.

   9. Accepting Warranty or Additional Liability. While redistributing
      the Work or Derivative Works thereof, You may choose to offer,
      and charge a fee for, acceptance of support, warranty, indemnity,
      or other liability obligations and/or rights consistent with this
      License. However, in accepting such obligations, You may act only
      on Your own behalf and on Your sole responsibility, not on behalf
      of any other Contributor, and only if You agree to indemnify,
      defend, and hold each Contributor harmless for any liability
      incurred by, or claims asserted against, such Contributor by reason
      of your accepting any such warranty or additional liability.

   END OF TERMS AND CONDITIONS

   APPENDIX: How to apply the Apache License to your work.

      To apply the Apache License to your work, attach the following
      boilerplate notice, with the fields enclosed by brackets "[]"
      replaced with your own identifying information. (Don't include
      the brackets!)  The text should be enclosed in the appropriate
      comment syntax for the file format. We also recommend that a
      file or class name and description of purpose be included on the
      same "printed page" as the copyright notice for easier
      identification within third-party archives.

   Copyright [yyyy] [name of copyright owner]

   Licensed under the Apache License, Version 2.0 (the "License");
   you may not use this file except in compliance with the License.
   You may obtain a copy of the License at

       http://www.apache.org/licenses/LICENSE-2.0

   Unless required by applicable law or agreed to in writing, software
   distributed under the License is distributed on an "AS IS" BASIS,
   WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or implied.
   See the License for the specific language governing permissions and
   limitations under the License.

================================================================================
                              MIT LICENSE
================================================================================

Permission is hereby granted, free of charge, to any person obtaining a copy
of this software and associated documentation files (the "Software"), to deal
in the Software without restriction, including without limitation the rights
to use, copy, modify, merge, publish, distribute, sublicense, and/or sell
copies of the Software, and to permit persons to whom the Software is
furnished to do so, subject to the following conditions:

The above copyright notice and this permission notice shall be included in all
copies or substantial portions of the Software.

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 AND NONINFRINGEMENT. IN NO EVENT SHALL THE
AUTHORS OR COPYRIGHT HOLDERS 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.

================================================================================
                              BSD 3-Clause License
================================================================================

Redistribution and use in source and binary forms, with or without
modification, are permitted provided that the following conditions are met:

* Redistributions of source code must retain the above copyright notice, this
  list of conditions and the following disclaimer.

* Redistributions in binary form must reproduce the above copyright notice,
  this list of conditions and the following disclaimer in the documentation
  and/or other materials provided with the distribution.

* Neither the name of the copyright holder nor the names of its
  contributors may be used to endorse or promote products derived from
  this software without specific prior written permission.

THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS"
AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE
IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE
DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT HOLDER OR CONTRIBUTORS BE LIABLE
FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL
DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR
SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER
CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY,
OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE
OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

================================================================================
                     LTX-2 Community License Agreement
================================================================================

LTX-2 Community License Agreement
License date: January 5, 2026


By using or distributing any portion or element of LTX-2, you agree
to be bound by this Agreement.

1. Definitions.

"Agreement" means the terms and conditions for the license, use,
reproduction, and distribution of LTX-2 and the Complementary
Materials, as specified in this document.

"Control" means the direct or indirect ownership of more than
fifty percent (50%) of the voting securities or other ownership
interests, or the power to direct the management and policies of
such Entity through voting rights, contract, or otherwise.

"Data" means a collection of information and/or content extracted
from the dataset used with LTX-2, including to train, pretrain,
or otherwise evaluate LTX-2. The Data is not licensed under this
Agreement.

"Derivatives of LTX-2" means all modifications to LTX-2, works
based on LTX-2, or any other model which is created or initialized
by transfer of patterns of the weights, parameters, activations or
output of LTX-2, to the other model, in order to cause the other
model to perform similarly to LTX-2, including – but not limited
to - distillation methods entailing the use of intermediate data
representations or methods based on the generation of synthetic
data by LTX-2 for training the other model. For clarity, Derivatives
of LTX-2 include: (i) any fine-tuned or adapted weights, parameters,
or checkpoints derived from LTX-2; (ii) derivative model architectures
that incorporate or are based upon LTX-2's architecture; and
(iii) any modified or extended versions of the Complementary
Materials. All intellectual property rights in Derivatives of LTX-2
shall be subject to the terms of this Agreement, and you may not
claim exclusive ownership rights in any Derivatives of LTX-2 that
would restrict the rights granted herein.

"Entity" means any individual, corporation, partnership, limited
liability company, or other legal entity. For purposes of this
Agreement, an Entity shall be deemed to include, on an aggregative
basis, all subsidiaries, affiliates, and other companies under
common Control with such Entity. When determining whether an Entity
meets any threshold under this Agreement (including revenue
thresholds), all subsidiaries, affiliates, and companies under
common Control shall be considered collectively.

"Harm" includes but is not limited to physical, mental,
psychological, financial and reputational damage, pain, or loss.

"Licensor" or "Lightricks" means the owner that is granting the
license under this Agreement. For the purposes of this Agreement,
the Licensor is Lightricks Ltd.

"LTX-2" means the large language models, text/image/video/audio/3D
generation models, and multimodal large language models and their
software and algorithms, including trained model weights, parameters
(including optimizer states), machine-learning model code,
inference-enabling code, training-enabling code, fine-tuning
enabling code, accompanying source code, scripts, documentation,
tutorials, examples, and all other elements of the foregoing
distributed and made publicly available by Lightricks (including,
for example, at https://github.com/Lightricks/LTX-2) for the LTX-2
model released on January 5, 2026. This license is applicable to
all LTX-2 versions released since January 5, 2026, and all future
releases of LTX-2 under this license.

"Output" means the results of operating LTX-2 as embodied in
informational content resulting therefrom.

"you" (or "your") means an individual or legal Entity licensing
LTX-2 in accordance with this Agreement and/or making use of LTX-2
for whichever purpose and in any field of use, including usage of
LTX-2 in an end-use application - e.g. chatbot, translator, image
generator.

2. Grant of License. Subject to the terms and conditions of this
Agreement, you are granted a non-exclusive, worldwide,
non-transferable and royalty-free limited license under Licensor's
intellectual property or other rights owned by Licensor embodied
in LTX-2 to use, reproduce, prepare, distribute, publicly display,
publicly perform, sublicense, copy, create derivative works of,
and make modifications to LTX-2, for any purpose, subject to the
restrictions set forth in Attachment A; provided however, that
Entities with annual revenues of at least $10,000,000 (the
"Commercial Entities") are required to obtain a paid commercial
use license in order to use LTX-2 and Derivatives of LTX-2,
subject to the terms and provisions of a different license (the
"Commercial Use Agreement"), as will be provided by the Licensor.
Commercial Entities interested in such a commercial license are
required to [contact Licensor](https://ltx.io/model/licensing).
Any commercial use of LTX-2 or Derivatives of LTX-2 by the
Commercial Entities not in accordance with this Agreement and/or
the Commercial Use Agreement is strictly prohibited and shall be
deemed a material breach of this Agreement. Such material breach
will be subject, in addition to any license fees owed to Licensor
for the period such Commercial Entity used LTX-2 (as will be
determined by Licensor), to liquidated damages, which will be paid
to Licensor immediately upon demand, in an amount equal to double
the amount that would otherwise have been paid by you for the
relevant period of time. Such amount reflects a reasonable estimation
of the losses and administrative costs incurred due to such breach.
You agree and understand that this remedy does not limit the Licensor's
right to pursue other remedies available at law or equity.

3. Distribution and Redistribution. You may host for third parties
remote access purposes (e.g. software-as-a-service), reproduce
and distribute copies of LTX-2 or Derivatives of LTX-2 thereof in
any medium, with or without modifications, provided that you meet
the following conditions:

(a) Use-based restrictions as referenced in paragraph 4 and all
provisions of Attachment A MUST be included as an enforceable
provision by you in any type of legal agreement (e.g. a
license) governing the use and/or distribution of LTX-2 or
Derivatives of LTX-2, and you shall give notice to subsequent
users you distribute to, that LTX-2 or Derivatives of LTX-2
are subject to paragraph 4 and Attachment A in their entirety,
including all use restrictions and acceptable use policies;

(b) You must provide any third party recipients of LTX-2 or
Derivatives of LTX-2 a copy of this Agreement, including all
attachments and use policies. Any Derivative of LTX-2 (as
defined in Section 1, including but not limited to fine-tuned
weights, modified training code, models trained on Outputs, or
any other derivative) must be distributed exclusively under
the terms of this Agreement with a complete copy of this
license included;

(c) You must cause any modified files to carry prominent notices
stating that you changed the files;

(d) You must retain all copyright, patent, trademark, and
attribution notices excluding those notices that do not
pertain to any part of LTX-2, Derivatives of LTX-2.

You may add your own copyright statement to your modifications and
may provide additional or different license terms and conditions -
respecting paragraph 3(a) - for use, reproduction, or distribution
of your modifications, or for any such Derivatives of LTX-2 as a
whole, provided your use, reproduction, and distribution of LTX-2
otherwise complies with the conditions stated in this Agreement,
and you provide a complete copy of this Agreement with any such
use, reproduction and distribution of LTX-2 and any Derivatives
thereof.

4. Use-based restrictions. The restrictions set forth in Attachment A
are considered Use-based restrictions. Therefore, you cannot use
LTX-2 and the Derivatives of LTX-2 in violation of the specified
restricted uses. You may use LTX-2 subject to this Agreement,
including only for lawful purposes and in accordance with the
Agreement. "Use" may include creating any content with, fine-tuning,
updating, running, training, evaluating and/or re-parametrizing
LTX-2. You shall require all of your users who use LTX-2 or a
Derivative of LTX-2 to comply with the terms of this paragraph 4.

5. The Output You Generate. Except as set forth herein, Licensor
claims no rights in the Output you generate using LTX-2. You are
accountable for input you insert into LTX-2, the Output you
generate and its subsequent uses. No use of the Output can
contravene any provision as stated in the Agreement.

6. Updates and Runtime Restrictions. To the maximum extent permitted
by law, Licensor reserves the right to restrict (remotely or
otherwise) usage of LTX-2 in violation of this Agreement, update
LTX-2 through electronic means, or modify the Output of LTX-2
based on updates. You shall undertake reasonable efforts to use
the latest version of LTX-2. Any use of the non-current version
of LTX-2 is done solely at your risk.

7. Export Controls and Sanctions Compliance. You acknowledge that
LTX-2, Derivatives of LTX-2 may be subject to export control laws
and regulations, including but not limited to the U.S. Export
Administration Regulations and sanctions programs administered by
the Office of Foreign Assets Control (OFAC). You represent and
warrant that you and any users of LTX-2 are not (i) located in,
organized under the laws of, or ordinarily resident in any country
or territory subject to comprehensive sanctions; (ii) identified
on any U.S. government restricted party list, including the
Specially Designated Nationals and Blocked Persons List; or
(iii) otherwise prohibited from receiving LTX-2 under applicable
law. You shall not export, re-export, or transfer LTX-2, directly
or indirectly, in violation of any applicable export control or
sanctions laws or regulations. You agree to comply with all
applicable trade control laws and shall indemnify and hold
Licensor harmless from any claims arising from your failure to
comply with such laws.

8. Trademarks and related. Nothing in this Agreement permits you to
make use of Licensor's trademarks, trade names, logos or to
otherwise suggest endorsement or misrepresent the relationship
between the parties; and any rights not expressly granted herein
are reserved by the Licensor.

9. Disclaimer of Warranty. Unless required by applicable law or
agreed to in writing, Licensor provides LTX-2 on an "AS IS" BASIS,
WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or
implied, including, without limitation, any warranties or
conditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS
FOR A PARTICULAR PURPOSE. You are solely responsible for
determining the appropriateness of using or redistributing LTX-2
and Derivatives of LTX-2 and assume any risks associated with
your exercise of permissions under this Agreement.

10. Limitation of Liability. In no event and under no legal theory,
whether in tort (including negligence), contract, or otherwise,
unless required by applicable law (such as deliberate and grossly
negligent acts) or agreed to in writing, shall Licensor be liable
to you for damages, including any direct, indirect, special,
incidental, or consequential damages of any character arising as
a result of this Agreement or out of the use or inability to use
LTX-2 (including but not limited to damages for loss of goodwill,
work stoppage, computer failure or malfunction, or any and all
other commercial damages or losses), even if Licensor has been
advised of the possibility of such damages.

11. Accepting Warranty or Additional Liability. While redistributing
LTX-2 and Derivatives of LTX-2, you may, provided you do not
violate the terms of this Agreement, choose to offer and charge
a fee for, acceptance of support, warranty, indemnity, or other
liability obligations. However, in accepting such obligations,
you may act only on your own behalf and on your sole
responsibility, not on behalf of Licensor, and only if you agree
to indemnify, defend, and hold Licensor harmless for any liability
incurred by, or claims asserted against Licensor, by reason of
your accepting any such warranty or additional liability.

12. Governing Law. This Agreement and all relations, disputes, claims
and other matters arising hereunder (including non-contractual
disputes or claims) will be governed exclusively by, and construed
exclusively in accordance with, the laws of the State of New York.
To the extent permitted by law, choice of laws rules and the
United Nations Convention on Contracts for the International Sale
of Goods will not apply. For the purposes of adjudicating any
action or proceeding to enforce the terms of this Agreement, you
hereby irrevocably consent to the exclusive jurisdiction of, and
venue in, the federal and state courts located in the County of
New York within the State of New York. The prevailing party in
any claim or dispute between the parties under this Agreement
will be entitled to reimbursement of its reasonable attorneys'
fees and costs. You hereby waive the right to a trial by jury,
to participate in a class or representative action (including in
arbitration), or to combine individual proceedings in court or
in arbitration without the consent of all parties.

13. Term and Termination. This Agreement is effective upon your
acceptance and continues until terminated. Licensor may terminate
this Agreement immediately upon written notice to you if you
breach any provision of this Agreement, including but not limited
to violations of the use restrictions in Attachment A or
unauthorized commercial use. Upon termination: (a) all rights
granted to you under this Agreement will immediately cease;
(b) you must immediately cease all use of LTX-2 and Derivatives
of LTX-2; (c) you must delete or destroy all copies of LTX-2
and Derivatives of LTX-2 in your possession or control; and
(d) you must notify any third parties to whom you distributed
LTX-2 or Derivatives of LTX-2 of the termination. Sections 8-13,
and Section 15 shall survive termination of this Agreement.
Termination does not relieve you of any obligations incurred
prior to termination, including payment obligations under
Section 2. In addition, if You commence a lawsuit or other
proceedings (including a cross-claim or counterclaim in a lawsuit)
against Licensor or any person or entity alleging that LTX-2 or
any Output, or any portion of any of the foregoing, infringe any
intellectual property or other right owned or licensable by you,
then all licenses granted to you under this Agreement shall
terminate as of the date such lawsuit or other proceeding is filed.

14. Disputes and Arbitration. All disputes arising in connection with
this Agreement shall be finally settled by arbitration under the
Rules of Arbitration of the International Chamber of Commerce
("ICC Rules"), by one (1) arbitrator appointed in accordance with
the ICC Rules. The seat of arbitration shall be New York, NY, USA,
and the proceedings shall be conducted in English. The arbitrator
shall be empowered to grant any relief that a court could grant.
Judgment on the arbitration award may be entered by any court
having jurisdiction thereof. Each party waives its right to a
trial by jury and to participate in any class or representative
action.

15. If any provision of this Agreement is held to be
invalid, illegal
or unenforceable, the remaining provisions shall be unaffected
thereby and remain valid as if such provision had not been set
forth herein.

END OF TERMS AND CONDITIONS

ATTACHMENT A: Use Restrictions

When using the Outputs, LTX-2 and any Derivatives thereof, you
will comply with the Acceptable Use Policy. In addition, you
agree not to use the Outputs, LTX-2 or its Derivatives in any
of the following ways:

1. In any way that violates any applicable national, federal,
state, local or international law or regulation;

2. For the purpose of exploiting, Harming or attempting to
exploit or Harm minors in any way;

3. To generate or disseminate false information and/or content
with the purpose of Harming others;

4. To generate or disseminate personal identifiable information
that can be used to Harm an individual;

5. To generate or disseminate information and/or content (e.g.
images, code, posts, articles), and place the information
and/or content in any context (e.g. bot generating tweets)
without expressly and intelligibly disclaiming that the
information and/or content is machine generated;

6. To defame, disparage or otherwise harass others;

7. To impersonate or attempt to impersonate (e.g. deepfakes)
others without their consent;

8. For fully automated decision making that adversely impacts an
individual's legal rights or otherwise creates or modifies a
binding, enforceable obligation;

9. For any use intended to or which has the effect of
discriminating against or Harming individuals or groups based
on online or offline social behavior or known or predicted
personal or personality characteristics;

10. To exploit any of the vulnerabilities of a specific group of
persons based on their age, social, physical or mental
characteristics, in order to materially distort the behavior
of a person pertaining to that group in a manner that causes
or is likely to cause that person or another person physical
or psychological Harm;

11. For any use intended to or which has the effect of
discriminating against individuals or groups based on legally
protected characteristics or categories;

12. To provide medical advice and medical results interpretation;

13. To generate or disseminate information for the purpose to be
used for administration of justice, law enforcement,
immigration or asylum processes, such as predicting an
individual will commit fraud/crime commitment (e.g. by text
profiling, drawing causal relationships between assertions
made in documents, indiscriminate and arbitrarily-targeted use);

14. To generate and/or disseminate malware (including – but not
limited to – ransomware) or any other content to be used for
the purpose of harming electronic systems;

15. To engage in, promote, incite, or facilitate discrimination
or other unlawful or harmful conduct in the provision of
employment, employment benefits, credit, housing, or other
essential goods and services;

16. To engage in, promote, incite, or facilitate the harassment,
abuse, threatening, or bullying of individuals or groups of
individuals;

17. For military, warfare, nuclear industries or applications,
weapons development, or any use in connection with activities
that may cause death, personal injury, or severe physical or
environmental damage;

18. For commercial use only: To train, improve, or fine-tune any
other machine learning model, artificial intelligence system,
or competing model, except for Derivatives of LTX-2 as
expressly permitted under this Agreement;

19. To circumvent, disable, or interfere with any technical
limitations, safety features, content filters, or use
restrictions implemented in LTX-2 by Licensor;

20. To use LTX-2 or Derivatives of LTX-2 in any product, service,
or application that directly competes with Licensor's
commercial products or services, or is designed to replace or
substitute Licensor's offerings in the market, without
obtaining a separate commercial license from Licensor.