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## ZEN PROTOCOL SOFTWARE LICENSE

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This Zen Protocol Software License (this **"Agreement"** ) governs Your use of the
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computer software (including wallet, miner, tools, compilers, documentation, examples, source
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code and other files) as may be made available by **Zen** **Protocol Ltd** ,​ a Seychelles company
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(​ **“Licensor”** ​) via GitLab at ​https://gitlab.com/zenprotocol/zenprotocol or from any other
distribution source authorized by Licensor from time to time (together with the authorized
Community Releases defined below, the “ **Licensed****Software”** ).​ References herein to “You” or
“Your” means each person that installs, executes, accesses, stores, copies, modifies (to the extent
permitted in this Agreement), distributes or otherwise makes use of the Licensed Software (each
a ​ **“Use”** ​). You are only authorized to Use the Licensed Software if You agree fully comply with
the terms and conditions of this Agreement. Otherwise, if you do not agree to the terms and
conditions of this Agreement, You may not Use the Licensed Software in any manner, and You
should in that case immediately delete any copies of the Licensed Software that You may have
made.
You acknowledge and agree that (A) Licensor has spent considerable time, effort and
resources in the development of the Licensed Software, and that the Licensed Software contains
valuable intellectual property rights owned by the Licensor, and (B) Your right to Use the
Licensed Software (as set forth and limited by this Agreement) constitutes good and valuable
consideration exchanged for Your agreement to the terms and conditions herein and the
consideration​ ​paid​ ​for​ ​the​ ​Purchased​ ​Tokens.
You​ ​therefore​ ​further​ ​agree​ ​as​ ​follows:

1. Definitions.​ The following terms when used with initial capital letters shall have
the​ ​meanings​ ​stated​ ​below:
(a) “ **Authorized****Nodes** ”​ means the collection of all installed instances of the
executable portions of the Licensed Software, where each such instance is connected to
all​ ​other​ ​such​ ​instances​ ​via​ ​direct​ ​or​ ​indirect​ ​peer-to-peer​ ​network​ ​connections.
    (b) “ **Authorized****Protocol** ​” means the rules, data structures, programming
language, scripts, cryptographic signing methods, and communication protocols solely as
specified and defined by Licensor from time to time, that provide the sole mechanism for
the addition of new transactions and contracts to the applicable Blockchain, verification
of such additions, and achieving consensus among Authorized Nodes regarding the
validity and immutability of such Blockchain; provided that, after the Community
Release Date, the Authorized Protocol shall mean such version of the Authorized
Protocol in effect on the Community Release Date, or as applicable any amendment
thereafter made by the required consensus of Authorized Nodes (determined in
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accordance with the Authorized Protocol in effect immediately prior to such amendment).
(c) “ **Blockchain** ” means the distributed, public, digital ledger containing
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records (blocks) evidencing transactions and contracts, structured and signed via digital
encrypted signatures in accordance with the Authorized Protocol, which blocks are
formed, confirmed by consensus, and extended solely by Authorized Nodes running the
Licensed​ ​Software​ ​in​ ​accordance​ ​with​ ​the​ ​Authorized​ ​Protocol.
(d) “ **Community ​ Release** ”​ means a future version of the Licensed Software
designated by Licensor as the “Community Release Version 1.0,” together with any
permitted modification of such Licensed Software developed and distributed in
compliance with the terms of this Agreement by Licensor, You or any other person.
Licensor will use good faith efforts to make the Community Release available to You by
June​ ​30,​ ​2018.
(e) “ **Community ​ Release Blockchain** ”​ means a new Blockchain that will be
initiated with a new genesis block on the Community Release Date, and that will
continue​ ​from​ ​and​ ​after​ ​the​ ​Community​ ​Release​ ​Date.
(f) “ **Community ​ Release Date** ​” means the date that Licensor makes the first
Community​ ​Release​ ​version​ ​available​ ​to​ ​You.
(g) “ **Initial ​ Blockchain** ”​ means the initial Blockchain prior to the Community
Release​ ​Date​ ​that​ ​shall​ ​terminate​ ​on​ ​the​ ​Community​ ​Release​ ​Date.
(h) “ **Purchased ​ Tokens** ”​ means Tokens that You purchase directly from the
Licensor​ ​prior​ ​to​ ​the​ ​Community​ ​Release​ ​Date.
(i) “ **Token** ​ ”​ means a data packet, structured and signed via digital encrypted
signatures in accordance with the Authorized Protocol, which data packet is included in
the applicable Blockchain and transferable via the applicable Blockchain in accordance
with the Authorized Protocol. A “Token” is “contained” in a Wallet if such Token is
registered on the Blockchain to a public key or keys contained in such Wallet determined
in​ ​accordance​ ​with​ ​the​ ​Authorized​ ​Protocol.
(j) “ **Wallet**​ ​” means the executable portion of the Licensed Software that
includes generated private and public cryptographic keys used for signing and encrypting
transactions and contracts on the applicable Blockchain, together with the unique set of
private and public keys associated with Your Use. Multiple installed instances of such
Licensed Software associated with the same private and public keys are a single “Wallet”
for​ ​purposes​ ​of​ ​this​ ​Agreement.

2. Use​ ​and​ ​Restrictions​.
    (a) Grant of License.​ Conditioned upon Your compliance with ​ **Section 2, 3
and 4** of this Agreement, Licensor grants to You a limited, non-exclusive, personal,
non-transferable right and license to Use any number of instances of the Licensed
Software solely in connection with Your operation of Authorized Nodes and Your Wallet
in connection with the applicable Blockchain. You shall include, and shall under no
circumstances remove, Licensor’s and its licensors' copyright, trademark, service mark,
and other proprietary notices on any complete or partial copies of the Licensed Software
in the same form and location as the notice appears on the original work. A copy of this
Agreement shall be included with each copy of the Licensed Software or portion of the
Licensed​ ​Software​ ​that​ ​you​ ​make.
(b) Restrictions; Reservation of Rights.​ Customer shall not use the Licensed
Software for any purpose other than as expressly set forth in this Agreement. Except as
expressly permitted under ​ Section 4 with​ respect to the Community Release only, ​You
shall not modify or create derivatives of, translate, reverse engineer, disassemble, reverse
compile, de-compile or otherwise attempt to determine the functionality of the Licensed
Software (except, in each case, only to the extent as may be permitted by law), or for any
reason attempt to ascertain, derive and/or appropriate the source code except for source
code that is included in the Licensed Software as provided to You by Licensor. In the
event that You create any modifications or derivatives of the Licensed Software, whether
or not authorized, You hereby assign, and agree to assign and to cause any of Your
employees or contractors to assign, such modifications and derivatives of the Licensed
Software to Licensor, and to do all things necessary to establish and perfect Licensor’s
ownership and rights in same. Prior to the Community Release Date, You shall not
resell, redistribute or otherwise make the Licensed Software (including the copy
furnished to You by Licensor) available to any third party. You acknowledge and agree
that the rights granted hereunder are not a sale of the Licensed Software (including the
copy furnished to You by Licensor) and that You shall destroy all copies (in whatever
form or media) of the Licensed Software upon expiration or termination of this
Agreement for any reason, except that you may retain an archival copy of Your private
and public keys contained in Your Wallet. No express or implied rights or licenses are
granted herein, except as expressly granted in this Section ​ 2 ,​ and Licensor reserves all
title and all other rights to the Licensed Software (including all copies thereof, in
whatever​ ​form​ ​or​ ​media)​ ​including​ ​all​ ​intellectual​ ​property​ ​rights​ ​therein.
(c) Lawful Use​. You acknowledge and agree that Your Use of the Licensed
Software, the Blockchain and Tokens may be subject to regulation in certain
jurisdictions, and some Uses may be prohibited in certain jurisdictions. You are solely
responsible for Your Use of the Licensed Software, and You shall ensure that Your Use
of the Licensed Software is in compliance with all laws, regulations and orders applicable
to​ ​You.

3. Initial​ ​Term​.​ ​​ ​Prior​ ​to​ ​the​ ​Community​ ​Release​ ​Date:
    (a) Purchased Tokens​. Tokens are required to use the Licensed Software
prior to the Community Release Date, and functionality of the Licensed Software will be
restricted until you acquire at least one Purchased Token. You must purchase at least one
Purchased Token from Licensor prior to the Community Release Date in order to Use the
Licensed Software in connection with the Initial Blockchain. You may purchase
additional Purchased Tokens for the purpose of using multiple Wallets, or to create, enter
into, and execute contracts and transactions on the Initial Blockchain with other users of
the Licensed Software in accordance with the Authorized Protocol. Licensor shall
transfer Your Purchased Tokens to a public address in Your Wallet that You provide to
Licensor at the time of purchase. You are solely responsible for designating and
providing to Licensor a valid and correct public address from Your Wallet, and
understand that providing an incorrect or invalid public address may result in permanent
loss​ ​of​ ​Your​ ​Purchased​ ​Token,​ ​and​ ​no​ ​refund​ ​shall​ ​be​ ​provided​ ​in​ ​such​ ​case.
(b) Licensed Software Activation.​ The Licensed Software is licensed, not
sold. Each Purchased Token that you acquire shall provide to You the license right to
activate one Wallet for Use with the Licensed Software. You may, however, download
and install one copy of the Licensed Software prior to acquiring a Purchased Token for
the​ ​sole​ ​purpose​ ​of​ ​acquiring​ ​a​ ​Purchased​ ​Token​ ​to​ ​be​ ​contained​ ​in​ ​Your​ ​Wallet.
(c) Token Transfer and Reset.​ You may transfer a Token contained in Your
Wallet via the Initial Blockchain solely through Use of the Licensed Software, so long as
you maintain at least one Token in Your Wallet. You acknowledge and agree, however,
that any such transfer of Tokens occurring on the Initial Blockchain shall be disregarded
from​ ​and​ ​after​ ​the​ ​Community​ ​Release​ ​Date.

4. Community​ ​Release​.​ ​​ ​From​ ​and​ ​after​ ​the​ ​Community​ ​Release​ ​Date:
    (a) You shall only Use a Community Release version of the Licensed
Software​ ​and​ ​shall​ ​cease​ ​Use​ ​of​ ​any​ ​and​ ​all​ ​prior​ ​versions​ ​or​ ​releases.
    (b) Licensor shall transfer any Purchased Tokens that you purchased from
Licensor to to a public address in Your Wallet using the Community Release version of
the Licensed Software. Any Tokens that You may have acquired through transfers or
mining on the Initial Blockchain will be disregarded. You are solely responsible for
designating and providing to Licensor a valid and correct public address from Your
Wallet using the Community Release version of the Licensed Software promptly after the
Community Release Date, and understand that providing an incorrect or invalid public
address may result in permanent loss of Your Purchased Token, and no refund shall be
provided​ ​in​ ​such​ ​case.
    (c) You may distribute a Community Release version of the Licensed
Software to any other person, provided that You shall (i) only distribute a complete copy
of the Licensed Software (including source code) as provided to You by Licensor (or
another party if You obtained the Licensed Software from another source), (ii) include a
copy of this Agreement with any such distribution, (iii) include in unmodified form
Licensor’s and its licensors' copyright, trademark, service mark, and other proprietary
notices on any such distribution of the Licensed Software in the same form and location
as the notice appears on the original work, (iv) only distribute the Licensed Software
under the terms and conditions of this Agreement without any additional or different
terms and conditions, and (v) shall not require any fee, payment, royalty or other
consideration​ ​for​ ​any​ ​distribution​ ​or​ ​transfer​ ​of​ ​the​ ​Licensed​ ​Software.
(d) You shall only Use a Community Release version of the Licensed
Software that fully complies (to the best of Your knowledge) with: (i) the latest version
of the Authorized Protocol published by Licensor and in effect as of the Community
Release Date, or as applicable (ii) the then current amended version of the Authorized
Protocol if such Authorized Protocol has been amended by the required consensus of
Authorized Nodes (determined in accordance with the Authorized Protocol in effect
immediately​ ​prior​ ​to​ ​such​ ​amendment).
(e) Subject to Your compliance with this Section 4(e), You may modify the
Community Version of the Licensed Software solely for the purposes of: (i) improving
the Licensed Software only for use with the Community Release Blockchain in a manner
that fully complies with the then current Authorized Protocol, or (ii) developing a test
version of Licensed Software for testing Use in connection with a good faith proposal by
You or another person to modify the Authorized Protocol; provided in each case,
however, that You agree that any such modified version of the Licensed Software shall
be subject to this Agreement and shall only be distributed by You to any other person
subject to this Agreement (and no other agreement). You shall distribute a complete
copy of the source code for any such modified version of the Licensed Software together
with Your distribution of such modified Licensed Software, and shall include a copy of
this Agreement with any such distribution. You shall not impose any additional or
different terms or conditions in connection with any such modified version of the
Licensed Software. You acknowledge and agree that any modifications of the Licensed
Software that You develop shall be owned by the Licensor and shall be deemed part of
the Licensed Software under this Agreement. If You modify the Licensed Software, You
represent and warrant to Licensor and to each person who directly or indirectly receives a
copy of Your modified version of the Licensed Software that such modified version of
the Licensed Software is not subject to any patent or other intellectual property rights that
may impose any royalty or payment obligation or otherwise restrict or condition the
rights of Licensor or such persons under this Agreement with respect to such modified
Licensed Software. If You do not agree with or cannot comply with the foregoing terms
and conditions regarding modification of the Licensed Software, then You may not make
or​ ​distribute​ ​any​ ​modifications​ ​to​ ​the​ ​Licensed​ ​Software.
(f) You may Use a test version of the Licensed Software (that does not
comply with the then current Authorized Protocol or that You are testing to confirm
compliance with such Authorized Protocol) that You or any other person develops in
accordance with this Agreement solely in a test environment for non-commercial and
non-production development and testing purposes with a copy of the Blockchain, and not
in​ ​connection​ ​with​ ​the​ ​then​ ​current​ ​Community​ ​Release​ ​Blockchain.
5. Term​ ​and​ ​Termination​.
    (a) Termination for Breach​. Licensor may terminate Your rights under this
Agreement in the event that You fail to comply with any term or condition of this
Agreement, including the breach of any representation or warranty or failure to perform
any condition or obligation required under this Agreement, and if You fail to cure the
breach to Licensor’s satisfaction within fifteen (15) days of receipt by You of written or
e-mail notice thereof. If Licensor terminates Your rights under this Agreement, You
shall thereafter cease all Use of the Licensed Software (including any Community
Release, whether or not obtained from Licensor). You acknowledge and agree that notice
hereunder may be provided Licensor by sending notice to the e-mail address that You
provide to Licensor in connection with Your purchased of any Purchased Token, or by
any​ ​other​ ​lawful​ ​and​ ​reasonable​ ​method​ ​of​ ​notice.
    (b) Survival​. ​ **Sections 6, 7, 8 and 9** ​, shall survive expiration or termination of
this​ ​Agreement​ ​for​ ​any​ ​reason.
6. No Promotion​. You shall not, without the prior written consent of Licensor, use
in advertising, publicity, or otherwise, the name of Licensor or any officer, director, employee,
consultant or agent of Licensor, nor any trade name, trademark, trade device, service mark,
symbol​ ​or​ ​any​ ​abbreviation,​ ​contraction​ ​or​ ​simulation​ ​thereof​ ​owned​ ​by​ ​either​ ​of​ ​the​ ​foregoing.
7. Disclaimer​ ​of​ ​Warranties;​ ​Limitation​ ​of​ ​Liability​.
(a) Limitation on Rights Subject to Claim of Infringement.​ If the Licensed
Software becomes subject to a claim of infringement, Licensor may at its sole option (x)
obtain the right for You to continue using the Licensed Software; (y) replace or modify
the Licensed Software such that it does not infringe, and terminate Your rights under this
Agreement with respect to such prior version; or (z) terminate this Agreement if
Licensor. EXCEPT FOR THE REMEDIES SET FORTH IN THIS **SECTION****7,**
LICENSOR SHALL HAVE NO LIABILITY TO YOU FOR INTELLECTUAL
PROPERTY RIGHTS INFRINGEMENT, AND SHALL IN NO INSTANCE HAVE
ANY LIABILITY TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR
CONSEQUENTIAL​ ​DAMAGES​ ​RELATED​ ​TO​ ​ANY​ ​INFRINGEMENT.
(b) Disclaimer of Warranties.​ THE LICENSED SOFTWARE IS PROVIDED
ON AN "AS IS" AND "AS AVAILABLE" BASIS. NEITHER LICENSOR NOR ITS
THIRD PARTY LICENSORS MAKE ANY WARRANTIES, EXPRESS OR IMPLIED,
REGARDING THE CORRECTNESS, QUALITY, ACCURACY, SECURITY,
COMPLETENESS, RELIABILITY, PERFORMANCE, TIMELINESS, PRICING OR
CONTINUED AVAILABILITY OF THE LICENSED SOFTWARE OR THE FAILURE
OF ANY CONNECTION OR COMMUNICATION SERVICE TO PROVIDE OR
MAINTAIN ACCESS TO THE LICENSED SOFTWARE. LICENSOR
SPECIFICALLY DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES OF
NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, OPERATION OF THE LICENSED SOFTWARE AND
ANY PARTICULAR APPLICATION OR USE OF THE LICENSED SOFTWARE
(WHETHER​ ​OR​ ​NOT​ ​KNOWN).
(c) Limitation of Liability.​ YOUR SOLE REMEDY AND THE
LICENSOR’S SOLE OBLIGATION RELATING TO THIS AGREEMENT, THE
BLOCKCHAIN, TOKENS AND THE LICENSED SOFTWARE SHALL BE
GOVERNED EXCLUSIVELY BY THIS AGREEMENT AND IN NO EVENT SHALL
LICENSOR’S LIABILITY TO YOU THEREFORE EXCEED THE LESSER OF (X)
THE ACTUAL AMOUNTS PAID TO LICENSOR BY YOU FOR YOUR
PURCHASED TOKENS, AND (Y) ONE THOUSAND UNITED STATES DOLLARS
($1,000). IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY SPECIAL,
INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM
BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, OR ANY
OTHER LEGAL OR EQUITABLE THEORY, WHETHER IN TORT OR CONTRACT,
EVEN IF LICENSOR IS AWARE OF THE LIKELIHOOD OF SUCH DAMAGES
OCCURRING, INCLUDING COMPENSATION, REIMBURSEMENT OR DAMAGES
ON ACCOUNT OF THE LOSS OF PRESENT OR PROSPECTIVE PROFITS,
EXPENDITURES, INVESTMENTS OR COMMITMENTS, WHETHER MADE IN
THE ESTABLISHMENT, DEVELOPMENT OR MAINTENANCE OF BUSINESS
REPUTATION OR GOODWILL, FOR LOSS OF DATA, COST OF SUBSTITUTE
PRODUCTS, COST OF CAPITAL, AND THE CLAIMS OF ANY THIRD PARTY, OR
FOR ANY OTHER REASON WHATSOEVER. Neither Licensor nor its licensors shall
be responsible for any damages or expenses resulting from version of the Licensed
Software that is provided by any other person, or from any unauthorized Use of the
Licensed Software or from any unintended or unforeseen results obtained by You
resulting​ ​from​ ​such​ ​Use.

8. Title to Licensed Software.​ Nothing contained in this Agreement shall directly or
indirectly be construed to assign or grant to You any right, title or interest in and to the
trademarks, copyrights, patents or trade secrets of Licensor or any ownership rights in or to the
Licensed​ ​Software.
9. General
(a) Entire Agreement​. This Agreement contains the entire agreement of the
Parties with respect to their subject matter and supersedes all existing and all other oral,
written​ ​or​ ​other​ ​communications​ ​between​ ​the​ ​Parties​ ​concerning​ ​this​ ​subject​ ​matter.
(b) Amendments.​ This Agreement may not be modified, except by a writing
signed​ ​by​ ​both​ ​Licensor​ ​and​ ​You.
(c) Assignment.​ You may not assign the Agreement, in whole or in part. If
You are otherwise authorized under this Agreement to distribute the Licensed Software to
a third party, such third party shall take such License Software subject to a separate
Agreement between Licensor and such third party (and not by assignment). This
Agreement shall be binding upon and shall inure to the benefit of the parties hereto and
their​ ​respective​ ​successors.
(d) Equitable Relief​. You acknowledges that a breach of any provision of
**Section 2, 3** or **4** of this Agreement shall cause Licensor irreparable injury and damage.
Therefore, those breaches may be stopped through injunctive proceedings, without
posting of any bond, in addition to any other rights and remedies which may be available
to Licensor at law or in equity, and You will not urge that such remedy is not appropriate
under​ ​the​ ​circumstances.
(e) Severability.​ If any provision of this Agreement (or any portion thereof)
is invalid, illegal or unenforceable, the validity, legality and enforceability of the
remainder​ ​of​ ​this​ ​Agreement​ ​shall​ ​not​ ​be​ ​affected​ ​or​ ​impaired.
(f) No Waiver​. The failure by Licensor to insist upon strict performance of
any of the provisions contained in this Agreement shall in no way constitute a waiver of
its rights as set forth in this Agreement, at law or in equity, or a waiver of any other
provisions or subsequent default by You in the performance or compliance with any of
the​ ​terms​ ​and​ ​conditions​ ​set​ ​forth​ ​in​ ​this​ ​Agreement.
(g) Construction.​ The headings and captions in this Agreement are intended
for convenience of reference and shall not affect interpretation. The terms "include" or
"including" and “e.g.,” as used in this Agreement, shall be deemed to include the phrase
"without​ ​limitation."
(h) Governing Law​. This Agreement is deemed entered into in Seychelles,
and and any disputes hereunder shall be governed by and construed in accordance with
the laws of Seychelles, without giving effect to principles of conflict of law of any
jurisdiction. Excluding only claims of infringement of intellectual property rights
embodied in the Licensed Software (which claims may be brought in any court having
valid jurisdiction), the courts of Seychelles shall have exclusive venue and jurisdiction to
determine any disputes which may arise out of or in connection with this Agreement.
You consent to the personal jurisdiction of, and venue in, the courts within Seychelles
and hereby waive any objection to such jurisdiction and venue on any grounds, including
the convenience of the forum. Neither the United Nations Convention on Contracts for
the International Sale of Goods nor the Uniform Computer Information Transactions Act
as​ ​enacted​ ​shall​ ​apply​ ​to​ ​this​ ​Agreement.
(i) Export Control Notice.​ The Licensed Software may be subject to United
States or foreign export control laws. You shall ensure that any exports from the United
States are in compliance with the U.S. export control laws. You agree that You will not
submit the Licensed Software to any government agency for licensing consideration or
other​ ​regulatory​ ​approval​ ​without​ ​the​ ​prior​ ​written​ ​consent​ ​of​ ​Licensor.