Nodo Icons Pro License Agreement

Version 1.0 — effective [date] · https://nodoicons.com/license/pro/ · questions: legal@nodoicons.com

This agreement is between [legal name of the seller], [address], VAT [number] ("Nodo", "we") and the person or organization that buys, downloads or uses the Pro Icons ("you"). By buying, downloading, installing or using the Pro Icons you accept this agreement. If you accept on behalf of an organization, you confirm you are authorized to bind it.

1. Definitions

Icons: all icons and glyphs published as Nodo Icons, in every style and format (SVG, outlined SVG, PNG, PDF, icon font, sprite, Figma files, React, Vue and other packages), including updates and modified copies.
Free Icons: the Icons in the Linear style. They are licensed separately under the MIT License included with them, and this agreement does not apply to them.
Pro Icons: every Icon that is not a Free Icon, in particular the Light, Bold, Sharp, Twotone, Duotone, Bulk, Solid, Contained and Soft styles, in every format.
Source Files: the Pro Icons in a form from which they can be extracted or reused on their own, such as SVG, outlined SVG, PNG, PDF, font, sprite, Figma or package files.
Seat: one named person who accesses the Source Files.
Organization: the company or legal entity that buys the license, including the people it employs or engages, and, for Enterprise, the entities it controls.
End Product: a finished work that incorporates Pro Icons and is made by a Seat, such as a website, web or mobile app, software, game, presentation, document, video, printed material or marketing material, in which the Pro Icons cannot be accessed, downloaded or reused separately from the work.
Plan: the license purchased: Pro (sold in blocks of 10 Seats) or Enterprise (unlimited Seats within the Organization, with the Extended Rights in section 5).
AI System: any machine-learning, generative or artificial-intelligence model, system or dataset.

2. License grant

Once the purchase is completed, Nodo grants you a perpetual, worldwide, non-exclusive, non-transferable and non-sublicensable license to use the Pro Icons under this agreement, for the number of Seats included in your Plan.
Pro: each block covers up to 10 Seats; you may buy any number of blocks. Enterprise: unlimited Seats within the Organization.
End users of your End Products may use the Pro Icons as part of those End Products, without a license of their own.
Early-access purchases carry exactly the same rights as purchases at list price.

3. Seats

Every person who accesses the Source Files needs a Seat. A developer who only works in a codebase where the Pro Icons are already implemented, without accessing the Source Files, does not.
Seats belong to named people, not to devices, shared accounts or teams. Logins, license keys and download links may not be shared outside your Seats.
A Seat may be reassigned when its holder permanently leaves the project or the Organization. Rotating Seats to stay under the limit is not allowed.
If more people need the Source Files than your Plan covers, you must add blocks or upgrade before they use them.
Freelancers and contractors working for an Organization may use that Organization's Seats, only for the Organization's projects.

4. What you may do

Use the Pro Icons in an unlimited number of End Products, for personal and commercial purposes, including work for clients.
Modify, recolor, resize, combine and animate the Pro Icons, and create derivative icons for use in your End Products.
Ship the Pro Icons inside compiled, bundled or rendered End Products, including the compiled output of open-source projects.
Keep the Pro Icons in internal design files, Figma libraries, design systems and private repositories accessible only to your Seats.
Use the Pro Icons in printed material, presentations, video, advertising and merchandise, provided the Pro Icons are not the main value of the item.
Let AI coding or design assistants place the Pro Icons into your own End Products, provided the Source Files stay within your Seats.

5. Enterprise Extended Rights

With an Enterprise Plan you may also include up to 300 distinct Pro Icons in templates, themes, UI kits or starter kits that you distribute to third parties, free or for sale, provided that: (a) the Pro Icons are not the main value of the product; (b) they are not offered as an icon set, library, font or package; (c) they cannot be extracted as a set; and (d) the product carries the notice "Icons by Nodo Icons, licensed for use within this product only".

6. What you may not do

Sell, rent, lease, sublicense, give away, share or otherwise distribute the Pro Icons or Source Files, original or modified, in any way that lets others use them apart from an End Product.
Include Pro Icons in products that others can reuse, such as icon sets, fonts, plugins, npm or other packages, component libraries, design systems, templates, themes, UI kits, starter kits, Figma Community files or website and app builders, whether free or paid, except under the Enterprise Extended Rights.
Publish Source Files, or the raw source code of the packages, in public repositories or in any location accessible to people outside your Seats. Use the Free Icons for public repositories.
Use the Pro Icons in a logo, trademark, service mark or other brand identifier, or register them as your intellectual property.
Use the Pro Icons, or any part of them, to train, fine-tune, evaluate or prompt an AI System, include them in any dataset, or create icons that imitate or compete with Nodo Icons.
Sell the Pro Icons as NFTs or other digital collectibles.
Claim to be the author of the Pro Icons, including modified ones, or remove the license notices from package or font files.
Share credentials, license keys or download links, take part in group buys, or use more Seats than your Plan covers.
Use the Pro Icons in unlawful, defamatory, hateful or deceptive content, or in content that infringes the rights of others.

7. Client work

You may deliver End Products containing Pro Icons to clients, who may use those End Products without a license.
If a client will access the Source Files after delivery, the client needs its own license.
A license bought on behalf of a client may be transferred to that client once, by writing to support@nodoicons.com.

8. Updates and support

Your license includes every future update to Nodo Icons, including new icons, new styles, new formats and new major versions, at no extra cost, for as long as Nodo publishes them.
Nodo has no obligation to publish updates on any schedule, and may change or retire formats or packages.
Support is provided by email on a best-effort basis, without guaranteed response times.
You keep the right to use the Pro Icons you have received even if Nodo stops publishing updates or ceases operating.

9. Delivery, license keys and account

The Pro Icons are delivered by download from your account and, where available, through a private package registry accessed with a license key.
You must keep your license key and account credentials confidential. If they leak, tell us and we will issue new ones.

10. Payment, taxes and refunds

Payments are processed by Lemon Squeezy as merchant of record, which also handles taxes and invoices. Each Plan is a one-time payment.
You may request a refund within 14 days of purchase by writing to support@nodoicons.com. When a refund is granted, the license ends and you must delete the Pro Icons and stop using them in new work.
If you are a consumer in the European Union, at checkout you are asked to consent to immediate delivery of the digital content and to acknowledge that this ends your statutory right of withdrawal. The voluntary refund in 10.2 applies in any case.

11. Upgrades

You can add blocks of 10 Seats at any time at the then-current price, without paying again for the blocks you already own.
You can upgrade from Pro to Enterprise by paying the difference between the Enterprise price and what you have already paid for Pro.

12. Ownership, trademarks and third-party marks

Nodo keeps all rights, title and interest in the Icons. The license grants a right of use, not ownership.
You own your End Products, excluding the Pro Icons they contain.
The name "Nodo Icons" and its logo are not licensed under this agreement.
If the Icons include third-party brand marks, those marks belong to their owners and must be used under the owners' guidelines.

13. Verification

Nodo may ask you, no more than once a year and with reasonable notice, to confirm in writing the number of people using the Source Files. Nodo will treat this information as confidential.

14. Termination

If you materially breach this agreement and do not fix the breach within 14 days of our email notice, the license ends.
The license ends immediately, without refund, if you resell or publicly share the Pro Icons or Source Files, or knowingly exceed your Seats.
When the license ends you must stop using the Pro Icons in new work and delete all copies of the Source Files. End Products already published or delivered in good faith may remain in use.

15. Warranty and liability

The Pro Icons are provided "as is" and "as available", without warranties of any kind, to the extent permitted by law.
To the extent permitted by law, Nodo is not liable for indirect, incidental or consequential losses, and its total liability is limited to the amount you paid for the license.
If you act as a business, you agree to cover reasonable costs and claims arising from your End Products or from your breach of this agreement.
Nothing in this agreement limits liability that cannot be limited by law, or the mandatory rights of consumers.

16. Changes to this agreement

Nodo may publish new versions of this agreement for future purchases. Your purchase stays governed by the version you accepted, unless you accept a newer one.

17. Governing law and disputes

This agreement is governed by Italian law.
Disputes will first be raised by email to legal@nodoicons.com and handled in good faith for at least 30 days.
Courts of [city], Italy, have exclusive jurisdiction for business customers. Consumers may also bring claims before the courts of their place of residence and keep the protections of its mandatory laws.

18. General

This agreement is the entire agreement about the Pro Icons and replaces any earlier version.
If any part is found unenforceable, the rest remains in force.
Not enforcing a right is not a waiver of it.
Nodo may transfer this agreement to a successor of the Nodo Icons business. You may transfer your license only as allowed in section 7.3, or with our written consent, or as part of a merger or sale of your Organization.
Notices are sent by email: to the address on your account, and to Nodo at legal@nodoicons.com.
If this agreement is translated, the English version prevails.