Licence Agreement

This licence agreement (“Agreement”) is a legal contract between you (“Licensee”) and Halbon Labs Ltd (Company No. 16608971), trading as Template Empire (“Licensor”).

By purchasing and downloading any product from templateempire.io, you agree to be bound by this Agreement. This Agreement forms part of our Terms of Service.

1. Definitions

• “Product” — the software source code, documentation, and associated assets delivered upon purchase
• “Licence Key” — the unique key issued to you upon purchase that activates your licence
• “Project” — a single application or website deployed to one production domain
• “End Product” — the finished application you build using the Product, customised for your specific use case
• “Client” — a third party for whom you build an End Product under a services contract

2. Licence Grant

Upon receipt of payment and issuance of a Licence Key, the Licensor grants you a non-exclusive, perpetual, worldwide licence to use the Product in accordance with this Agreement.

Each Licence Key entitles you to use the Product in one (1) Project. If you wish to use the same Product in additional Projects, you must purchase additional licences.

The licence is perpetual — it does not expire. Once purchased, you may continue using the Product in your Project indefinitely.

3. Permitted Use

Under this licence, you may:

1. Use the Product as a foundation for one End Product deployed to one production domain
2. Modify, adapt, and extend the source code for your End Product
3. Deploy the End Product commercially — charge your users, bill clients, collect subscriptions, or generate revenue in any lawful manner
4. Use the Product for unlimited staging, development, and testing environments associated with that one Project
5. Use the Product in personal, educational, or internal business projects
6. Allow your team members (employees or contractors) to access and work on the source code for the licensed Project

4. Restrictions

You may not:

1. Redistribute the Product or any substantial portion of it as a template, starter kit, boilerplate, theme, or code library — whether for free or for sale
2. Resell or sublicence the Product or grant access to the unmodified source code to third parties outside the scope of your Project
3. Share your Licence Key with anyone outside your organisation or use it for more than one Project
4. Publish the unmodified Product source code in a public repository (e.g. a public GitHub repo). Your End Product may be open-source if the template code has been substantially modified and integrated
5. Remove or circumvent any licence verification mechanisms included in the Product
6. Claim authorship of the original template design or present the Product as your own creation
7. Use the Product in any application that is unlawful, harmful, or infringes third-party rights

4.1 Clarification: What Counts as Redistribution

Building a SaaS product with our template and selling subscriptions to your users is permitted — that is the intended use. What is prohibited is taking our template and selling or distributing the source code itself (or a trivially modified version) as a template for others to build their own projects.

In simple terms: sell the product you build, not the template you built it with.

5. Transferability

The licence is transferable. You may transfer the licence to a Client for whom you have built an End Product, provided:

1. The transfer is for the same single Project the licence was originally used for
2. You retain no copies of the Product source code after the transfer (beyond what is integrated into the End Product)
3. The Client agrees to the terms of this Agreement

To transfer a licence, email support@templateempire.io with the Licence Key and the recipient's details. We will update our records accordingly.

6. Source Code & Modifications

You receive full, unobfuscated source code for the Product. You are free to modify, refactor, and extend the code in any way that serves your Project. There are no restrictions on the technologies, libraries, or services you integrate.

Modifications you make are owned by you. We claim no rights over your custom code, configurations, designs, or content. The original unmodified portions of the Product remain the intellectual property of the Licensor.

7. Updates & Support

7.1 Updates

When we release updates to a Product you have purchased, you may download the updated version from your account. Updates are provided at our discretion and we are under no obligation to release updates on any particular schedule.

Major version upgrades (e.g. a complete rewrite for a new framework version) may be released as a separate product and are not guaranteed to be included as a free update.

7.2 Support

Support availability depends on the product tier purchased:

Support covers issues with the Product as delivered. It does not cover custom modifications, third-party integrations, deployment configuration, or general programming assistance. Support is provided via email at support@templateempire.io.

8. Ownership & Intellectual Property

The Licensor retains all intellectual property rights in the Product, including copyright, design rights, and trade marks, protected under the Copyright, Designs and Patents Act 1988 and the Trade Marks Act 1994.

This Agreement grants you a licence to use the Product. It does not transfer ownership of the Product's intellectual property to you. You acknowledge that the Product represents substantial original creative work.

9. Warranty Disclaimer

The Product is provided “as is” and “as available”. To the maximum extent permitted by law, the Licensor disclaims all warranties, whether express, implied, or statutory, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.

Nothing in this section affects your statutory rights as a consumer under the Consumer Rights Act 2015. Digital content must be of satisfactory quality (s.34), fit for a particular purpose (s.35), and as described (s.36). If the Product fails to meet these standards, you are entitled to the remedies set out in our Terms of Service.

10. Limitation of Liability

Nothing in this Agreement excludes or limits the Licensor's liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded or limited under applicable law.

Subject to the above, the Licensor's total liability under or in connection with this Agreement shall not exceed the licence fee paid by you for the Product giving rise to the claim.

The Licensor shall not be liable for any indirect, incidental, special, or consequential damages arising from the use of the Product, including but not limited to loss of profits, data, or business opportunity. This applies whether the claim is based in contract, tort, or otherwise.

11. Termination

This licence is perpetual unless terminated. The Licensor may terminate this Agreement if you materially breach any of its terms and fail to remedy the breach within 30 days of written notice.

Upon termination:

• Your right to use the Product ceases immediately
• You must destroy all copies of the Product in your possession (excluding code already deployed in a live End Product)
• The Licensor may deactivate your Licence Key

Sections 4 (Restrictions), 8 (Ownership), 9 (Warranty Disclaimer), 10 (Limitation of Liability), and 12 (General Provisions) survive termination.

12. General Provisions

• Governing law — this Agreement is governed by the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction
• Entire agreement — this Agreement, together with the Terms of Service, constitutes the entire agreement regarding the licensing of the Product
• Severability — if any provision is found unenforceable, the remaining provisions continue in full force
• No waiver — failure to enforce any term shall not constitute a waiver of that term
• Force majeure — neither party shall be liable for failure to perform obligations due to circumstances beyond their reasonable control
• Consumer rights preserved — nothing in this Agreement overrides your statutory rights under the Consumer Rights Act 2015

For questions about this Agreement, contact us at support@templateempire.io.