Spine Framework Business Use License 1.0

Preamble

This license governs your use of Spine Framework and software that Dahl Ventures Inc. makes available under this license.

The intent is simple:

Use Spine Framework to run a business. Free.

Use Spine Framework to sell software. Commercial license required.

The terms below define those boundaries.

1. Acceptance

By downloading, installing, copying, modifying, or using the Software, you agree to this license.

If you do not agree to these terms, you may not use the Software.

2. Definitions

Software

“Software” means Spine Framework and any components Dahl Ventures Inc. makes available under this license, including applicable versions of Spine Framework Core, Workbench, Cortex, Portal, Code Intelligence, Agent Skills, MCP Servers, command-line tooling, source code, and accompanying materials.

Third-party software remains governed by its own license terms.

You

“You” means the individual or legal entity exercising rights under this license.

Affiliate

“Affiliate” means an entity that controls, is controlled by, or is under common control with You.

Business Use

“Business Use” means using the Software to operate, support, manage, or deliver the activities of Your organization or an Affiliate.

Business Use may include applications used by Your employees, contractors, customers, suppliers, partners, or other users when the application supports the operation or delivery of Your underlying business.

Business Use does not include offering a Spine-Powered Software Product as defined below.

Client

“Client” means a specific organization for which a Service Provider performs Professional Services.

Service Provider

“Service Provider” means a consultant, contractor, developer, systems integrator, agency, or similar party performing Professional Services for a Client.

Professional Services

“Professional Services” means design, development, configuration, customization, implementation, integration, migration, deployment, hosting, support, maintenance, or similar services performed for a specific Client.

Spine-Powered Application

“Spine-Powered Application” means software created using, incorporating, modifying, or depending materially upon the Software.

Spine-Powered Software Product

“Spine-Powered Software Product” means a Spine-Powered Application that is offered to third parties as a software product or software service for direct or indirect commercial consideration.

This includes, for example:

  • software-as-a-service;
  • subscription software;
  • commercially licensed software;
  • hosted software products;
  • standardized managed software platforms;
  • software for which customers pay primarily for access to the software itself.

A Spine-Powered Application is not a Spine-Powered Software Product merely because customers or other third parties interact with it as part of Your underlying non-software business.

Commercial License

“Commercial License” means a separate written agreement with Dahl Ventures Inc. granting rights beyond those provided by this license.

3. Business Use License

Subject to Your compliance with this license, Dahl Ventures Inc. grants You a worldwide, royalty-free, non-exclusive, non-transferable license to:

  • install and run the Software;
  • copy the Software as reasonably necessary for permitted use;
  • modify the Software;
  • create Spine-Powered Applications;
  • use Spine-Powered Applications for Business Use;
  • allow Your employees, contractors, customers, suppliers, partners, and other authorized users to interact with Spine-Powered Applications as part of Your Business Use; and
  • deploy and operate Spine-Powered Applications for Your organization and its Affiliates.

No subscription or per-user license fee is owed to Dahl Ventures Inc. for permitted Business Use.

4. Customer-Facing Business Use

Business Use is not limited to software visible only to employees.

You may use Spine Framework to build applications used by customers, partners, suppliers, or the public when those applications support Your underlying business rather than constituting the software product You sell.

Examples of permitted Business Use include:

  • a retailer operating an e-commerce application;
  • a manufacturer providing a customer or dealer portal;
  • a bank providing customers with online account services;
  • a healthcare organization providing a patient portal;
  • a company operating its own CRM or support platform;
  • a company providing customers with support, knowledge, community, education, account management, or other digital experiences.

Charging customers for Your underlying goods or services does not by itself make a Spine-Powered Application a Spine-Powered Software Product.

5. Professional Services and Agencies

A Service Provider may use the Software to perform Professional Services for a Client without purchasing a Commercial License, provided that:

  • the Spine-Powered Application is built or operated for that Client's Business Use;
  • the Client's use would otherwise qualify as permitted Business Use under this license; and
  • the Service Provider is selling Professional Services rather than offering the Spine-Powered Application itself as a generally available software product or service.

A Service Provider may charge for Professional Services.

A Service Provider may develop, configure, deploy, host, support, maintain, and operate a Client's Spine-Powered Application on the Client's behalf.

A Service Provider may provide copies of the Software or a Spine-Powered Application to the Client as reasonably necessary for the Client's permitted Business Use, provided the Client agrees to the applicable Spine Framework license.

A Service Provider may reuse its own know-how, techniques, configurations, and independently created components across engagements, subject to the intellectual-property rights of its Clients and Dahl Ventures Inc.

6. When a Commercial License Is Required

A Commercial License is required before You offer a Spine-Powered Software Product commercially to third parties.

Examples include:

  • building a CRM on Spine Framework and selling subscriptions to it;
  • offering a Spine-powered support platform as SaaS;
  • licensing a standardized Spine-powered application to multiple customers;
  • operating a hosted Spine-powered application where customers pay primarily for access to the software;
  • selling licenses to software that incorporates or materially depends upon Spine Framework.

You may develop, prototype, test, and evaluate a future Spine-Powered Software Product under this license before commercial launch.

You must obtain a Commercial License before commercially offering that Spine-Powered Software Product to third parties.

Contact Dahl Ventures Inc. for commercial licensing at: licensing@spine-framework.com

7. Substance Over Labels

The substance of an offering controls, not the name used to describe it.

Calling a payment an implementation fee, hosting fee, membership fee, consulting fee, or service fee does not avoid the Commercial License requirement if the offering is, in substance, a standardized Spine-Powered Software Product.

Likewise, charging for legitimate Professional Services does not require a Commercial License merely because those services involve Spine Framework.

8. No Resale or White-Label Distribution of Spine Framework

This license does not permit You to:

  • rebrand Spine Framework as Your own framework or platform;
  • distribute Spine Framework as Your own software product;
  • sell or sublicense Spine Framework;
  • offer Spine Framework itself as a hosted service;
  • white-label Spine Framework for redistribution;
  • redistribute Workbench, Cortex, Portal, or other included Dahl Ventures Inc. applications as Your own generally available software products; or
  • create a substantially equivalent competing distribution whose primary value is Spine Framework or its included applications.

These uses require an explicit written Commercial License from Dahl Ventures Inc.

Dahl Ventures Inc. is not obligated to grant such a license.

9. Modifications and Application Code

You may modify the Software for uses permitted by this license.

Nothing in this license transfers ownership of Your:

  • business data;
  • customer data;
  • content;
  • trademarks;
  • branding;
  • workflows;
  • configurations; or
  • independently created application code.

Dahl Ventures Inc. retains all rights in Spine Framework, the original Software, its trademarks, and other intellectual property owned by Dahl Ventures Inc.

To the extent You create copyrightable modifications to the Software, You retain whatever ownership rights applicable law gives You in Your original contributions.

However, possession or ownership of a modification does not expand Your rights to use or distribute Spine Framework beyond this license.

10. Distribution

Except as expressly allowed for Affiliates, authorized contractors, Service Providers, and Clients under this license, You may not distribute the Software or modified versions of the Software to third parties.

Permitted recipients receive rights directly under the applicable Spine Framework license, not through a sublicense from You.

You must preserve copyright notices, license notices, and attribution notices included with the Software.

11. No Trademark License

This license does not grant You a license to use the names, trademarks, service marks, or logos of Dahl Ventures Inc. or Spine Framework except as reasonably necessary to identify the Software or state truthfully that Your application is built with Spine Framework.

You may not imply endorsement, certification, sponsorship, or affiliation by Dahl Ventures Inc. without written permission.

12. Third-Party Components

The Software may include or depend upon third-party software.

Third-party components remain subject to their respective licenses.

Nothing in this license limits rights You receive directly under a third-party license.

13. Patent License

Subject to Your compliance with this license, Dahl Ventures Inc. grants You a non-exclusive patent license under any patent claims owned or controlled by Dahl Ventures Inc. that are necessarily infringed solely by Your permitted use of the Software.

This patent license extends only to uses authorized under this license.

If You or Your Affiliate initiate a patent claim alleging that the Software infringes a patent, this patent license terminates for You and Your Affiliates.

14. No Implied Rights

Only the rights expressly granted by this license are granted.

No rights are granted by implication, estoppel, or otherwise.

Dahl Ventures Inc. may offer the Software under different terms to other parties.

15. Future Versions

This license applies to the version of the Software with which it is provided.

Dahl Ventures Inc. may release future versions of Spine Framework under the same or different license terms.

Changes to the license terms of a future release do not retroactively change the license granted for a release You already received.

16. Compliance and Records

You are responsible for determining whether Your use complies with this license.

If Dahl Ventures Inc. reasonably believes You are operating a Spine-Powered Software Product without the required Commercial License, Dahl Ventures Inc. may request information reasonably necessary to determine whether Your use is permitted.

Any such request must be limited to information reasonably related to license compliance and must not require disclosure of unrelated confidential business information.

17. Violations and Cure

If You materially violate this license, Dahl Ventures Inc. may provide written notice describing the violation.

Except for intentional infringement, deliberate unauthorized resale or redistribution, or conduct intended to circumvent this license, Your license will remain in effect if You cure the violation within thirty (30) days after receiving notice.

If the violation is not timely cured, Your rights under this license terminate.

Rights terminated for intentional infringement, deliberate unauthorized resale or redistribution, or deliberate circumvention may terminate immediately upon written notice.

Termination does not limit any other rights or remedies Dahl Ventures Inc. may have.

18. Effect of Termination

When Your rights terminate, You must stop all uses of the Software that require permission under this license.

Termination does not require deletion of Your business data or independently owned content.

Any provisions that by their nature should survive termination—including ownership, warranty disclaimers, limitations of liability, and governing law—will survive.

19. No Warranty

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED.

DAHL VENTURES INC. DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, TO THE EXTENT PERMITTED BY LAW.

YOU ARE RESPONSIBLE FOR EVALUATING THE SOFTWARE AND DETERMINING WHETHER IT IS APPROPRIATE FOR YOUR USE, INCLUDING YOUR SECURITY, PRIVACY, RELIABILITY, COMPLIANCE, AND PRODUCTION REQUIREMENTS.

20. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DAHL VENTURES INC. WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THE SOFTWARE OR THIS LICENSE.

THIS INCLUDES LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITIES, GOODWILL, OR DATA.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DAHL VENTURES INC.'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SOFTWARE OR THIS LICENSE WILL NOT EXCEED US $100.

THIS SECTION DOES NOT LIMIT LIABILITY THAT CANNOT LEGALLY BE LIMITED.

21. Indemnification

[COUNSEL REVIEW REQUIRED]

You agree to defend, indemnify, and hold harmless Dahl Ventures Inc. and its officers, directors, employees, and agents from third-party claims arising from:

  • Your Spine-Powered Applications;
  • Your violation of this license;
  • Your unlawful use of the Software; or
  • Your infringement or violation of another person's rights through content, code, or functionality You add to the Software.

This obligation does not apply to claims caused solely by unmodified Spine Framework software provided by Dahl Ventures Inc.

22. Export and Sanctions

You may not use, export, re-export, transfer, or provide the Software in violation of applicable export-control, sanctions, or trade laws.

23. Governing Law and Venue

[COUNSEL TO COMPLETE]

This license is governed by the laws of the State of [STATE], without regard to conflict-of-law principles.

Any dispute arising from this license will be brought exclusively in the state or federal courts located in [COUNTY, STATE], and You consent to jurisdiction and venue in those courts.

24. Assignment

You may not assign or transfer this license except as part of a merger, acquisition, corporate reorganization, or sale of substantially all assets relating to Your use of the Software, provided the successor agrees to this license.

Dahl Ventures Inc. may assign this license in connection with a merger, acquisition, reorganization, sale of assets, or transfer of the Spine Framework business.

25. Severability

If any provision of this license is held unenforceable, that provision will be enforced to the maximum extent permitted by law and the remaining provisions will remain in effect.

26. Entire Agreement

This license is the entire agreement between You and Dahl Ventures Inc. regarding the rights granted here for the Software, unless You and Dahl Ventures Inc. enter into a separate written agreement covering those rights.

A Commercial License, order form, master services agreement, statement of work, or other signed agreement may grant additional rights or supersede portions of this license as expressly stated in that agreement.

27. Questions and Commercial Licensing

Questions about permitted use or commercial licensing may be sent to:

Dahl Ventures Inc.
Spine Framework Licensing
[ADDRESS]
licensing@spine-framework.com

Quick Reference

This section summarizes the license but does not replace the terms above.

Use License
Build software for Your own company Included
Use Spine Framework across Your teams Included
Let Your customers use an application that supports Your underlying business Included
Hire an agency to build or maintain a custom application for Your company Included
Agency charges a Client for custom development, hosting, or support Included
Prototype a future SaaS product Included until commercial offering
Sell subscriptions to a Spine-Powered Software Product Commercial License required
License a Spine-Powered Software Product to third parties Commercial License required
Offer a standardized Spine-powered platform to multiple clients Commercial License required
White-label or resell Spine Framework itself Not permitted without explicit written agreement

If there is any conflict between this Quick Reference and the license terms above, the license terms control.

Copyright © 2026 Dahl Ventures Inc. All rights reserved.