SHA-256 0f827b6bbd03a8ea90706bfbdfd3f2cdff465681debf8c357cb99df3c6c7a360
TELION DESKTOP SOFTWARE LICENSE AGREEMENT PUBLISHER-REVIEW DRAFT — NOT APPROVED FOR COMMERCIAL DISTRIBUTION Draft version: 2026-09-05 This draft is an engineering control document. Telion's issuing legal entity, registered address, effective date, governing law, venue, dispute terms, warranty language, liability limits, refund terms, and required regional terms must be completed and reviewed by TELION LLC before release. 1. ACCEPTANCE AND AUTHORITY You may install, activate, or use Telion only after accepting the version of this Agreement, the Privacy Notice, and the Safety Notice identified in your signed Telion license credential. If you accept for an organization, you represent that you are authorized to bind that organization. Direct individual accounts are for adults. Student access must be provided only through an eligible institution-managed arrangement authorized by a signed institutional agreement. Direct student accounts and self-service Educational purchases are not available. 2. LICENSE IS LIMITED BY THE PURCHASED PLAN Telion grants a limited, non-exclusive, non-transferable right to use the software only for the users, devices, compute class, model size, organization, and permitted purpose of the active plan or signed enterprise order. Pricing page descriptions are summaries; this Agreement, the signed entitlement, and any signed order form control. The correct plan is determined by the actual purpose and beneficiary of the work, not by the user's email address, job title, academic affiliation, or who pays the subscription. Work performed for an employer, client, customer, sponsor, product, service, revenue-generating activity, internal business operation, regulatory submission, production decision, or commercial deliverable is Commercial Use unless a signed order expressly says otherwise. You must change to an eligible plan before the purpose, beneficiary, user count, device count, model size, or compute requirements exceed the current plan. An Educational or Academic Research entitlement may not be used to avoid the price or terms of a commercial plan. A commercial business may not use a Free, Individual, Educational, or Academic Research entitlement for its work, including by asking a student, instructor, employee, contractor, or university collaborator to perform the work under that restricted entitlement. 3. PLAN-SPECIFIC PERMITTED USE Free - One account user and one machine for 30 days after the one-time activation. - CPU execution only and no more than 50,000 degrees of freedom. - Noncommercial evaluation and learning only. - No paid work, client services, employer work, commercial product development, production decisions, or other Commercial Use. Individual - One named user and one machine, with CPU and GPU compute. - Independent personal projects that are not Commercial Use. - Not for work performed for or primarily benefiting an employer, business, client, customer, or other commercial organization. Professional - One named professional user and no more than five activated machines. - Commercial Use is permitted for that named user. - The entitlement may not be shared with coworkers, contractors, or clients. Educational - Available only through a separately verified institution agreement; it is not available through direct student or instructor self-service purchase. - One eligible student or instructor and one machine under that agreement. - CPU execution only and no more than 50,000 degrees of freedom. - Teaching, classroom exercises, supervised coursework, and learning only. - Not for consulting, institutional operations, commercial work, product development, funded deliverables, or research outside course instruction. Academic research requires an eligible Academic Research plan. Academic Research Individual - One verified academic researcher and one machine, with CPU and GPU compute. - Noncommercial scholarly research performed through an eligible academic institution. - Not for consulting, client services, commercial product development, or work whose primary purpose is a commercial sponsor's product, service, regulatory submission, or contractual commercial deliverable. Academic Research Lab - Available only through a separately verified institution agreement covering the lab, authorized members, roles, and affiliation evidence. - Up to ten authorized members of that verified academic research group and no more than five activated machines, with CPU and GPU compute. - The same noncommercial scholarly-research restrictions as Academic Research Individual apply to every member and project. - Seats may not be shared outside the licensed lab or used by a business. Academic Research Lab Plus - Available only through a separately verified institution agreement covering the lab, authorized members, roles, and affiliation evidence. - Up to twenty-five authorized members of that verified academic research group, with CPU and GPU compute and the machine allowance shown by the entitlement. - The same noncommercial scholarly-research restrictions as Academic Research Individual apply to every member and project. - Seats may not be shared outside the licensed lab or used by a business. Startup - Up to five authorized users in the licensed commercial organization, with CPU and GPU compute and the machine allowance shown by the entitlement. - Commercial Use is permitted for that organization. - Access may not be shared with clients, affiliates, or other organizations. Business - Up to twenty-five authorized users in the licensed commercial organization, with CPU and GPU compute and the machine allowance shown by the entitlement. - Commercial Use is permitted for that organization. - Access may not be shared with clients, affiliates, or other organizations. Enterprise - Permitted users, organizations, deployment, compute, model size, and purposes are those stated in the signed enterprise order. - Where a signed enterprise order conflicts with this Agreement, the order controls only for the expressly identified conflict. 4. ACCOUNT, SEAT, AND ELIGIBILITY INTEGRITY Credentials and named-user seats may not be sold, transferred, pooled, or shared. You must keep eligibility and organization information accurate and promptly stop restricted use when eligibility ends. Academic-domain ownership alone does not prove enrollment, employment, institutional authorization, or a noncommercial purpose. Telion may request reasonably necessary evidence of plan eligibility and use, subject to the Privacy Notice and confidentiality obligations. Telion may suspend mismatched use while providing a reasonable path to correct or upgrade the plan, except where immediate action is required by law, security, fraud prevention, or third-party license terms. 5. ENGINEERING AND SCIENTIFIC USE Telion is decision-support software. You are responsible for model selection, inputs, assumptions, mesh quality, convergence, validation, interpretation, and compliance with professional and regulatory obligations. Results must be independently reviewed and validated by qualified people. Telion must not be used as the sole basis for safety certification, regulatory approval, or life-critical control. A plan that permits Commercial Use does not certify a model, result, design, or professional decision. 6. AI SERVICES AND DIAGNOSTICS Optional AI connections may send selected prompts, project context, or other identified data to the provider chosen by the user. Provider terms, privacy practices, supported territories, and charges are separate from Telion. Telion must present and record the applicable connection disclosure before sending data. Optional diagnostics are disabled by default and require separate, revocable consent. Project or result content is not included unless the user explicitly attaches it to a support submission. 7. THIRD-PARTY SOFTWARE AND OPEN-SOURCE RIGHTS Telion includes third-party software governed by separate terms. Those terms control for the applicable component where required. Nothing in this Agreement limits rights granted by an applicable open-source license, including lawful debugging, modification, relinking, or replacement rights for covered LGPL components. Installed Third-Party Notices and the Open-Source Source Offer identify the applicable components and materials. 8. OWNERSHIP AND USER MATERIALS Subject to third-party rights, Telion retains rights in the software and its documentation. Users retain their rights in models, inputs, scripts, and results. Supplying material to an AI provider, support request, collaborator, or external service is the user's choice and responsibility, subject to the applicable disclosure and terms. 9. PRIVACY, EXPORT, AND TERRITORY Personal data is handled under the versioned Privacy Notice identified by the license credential. Use, download, updates, AI connections, and entitlement issuance are limited to the countries, persons, organizations, and purposes approved by Telion's active legal-release policy and applicable law. 10. FINAL PRODUCT TERMS REQUIRED The production version must contain publisher-reviewed provisions for warranty, disclaimers, liability, indemnity, termination, refunds, automatic renewal, governing law, dispute resolution, regional consumer rights, notices, and the complete identity and address of the issuing entity. This draft cannot be used to authorize public distribution.