# AGNT Community Core License **Version:** 2.0 · **Effective Date:** September 24, 2026 · **Licensor:** AGNT GG, Inc. | ✅ You CAN | ❌ You CAN'T | |---|---| | Use AGNT free for personal use, including with your household | Use AGNT in a business with US$1M+ revenue or 10+ people without a Paid License | | Use AGNT free in a business under US$1M revenue **and** under 10 people | Charge for AGNT setup, support, training, audits, or workflows unless you are a Certified Partner | | Use AGNT free for education, research, or a registered nonprofit | Provide paid AGNT services to a client that doesn't hold its own Paid License | | Evaluate AGNT free for 30 days, once per organization | Resell AGNT or AGNT plans unless you are a Certified Partner | | Upgrade anytime to Personal, Business, Certified Partner, or Enterprise | Host AGNT for others, white-label it, OEM it, or embed it without an Enterprise Agreement | | Keep and sell what you create with AGNT | Give away, redistribute, or publish AGNT or its source code | | Help someone set up their own AGNT, unpaid | Fork AGNT or build a competing product | | Publish public tutorials, videos, and posts about AGNT | Use "AGNT" or "Annie" in company, product, package, or domain names | | Sell your own plugins that contain no AGNT code | Treat a referral link as partner status | | Earn commissions through the AGNT Referral Program | Expect payment, ownership, a license, or partner status for contributing code | | As a Certified Partner, resell AGNT and sell setup, support, and services | Get around any of this by relabeling payments or splitting companies | --- ## 1. Licensor This license is granted by **AGNT GG, Inc.**, which also does business as **"AGNT"**, **"AGNT.gg"**, and **"AGNT Labs"** (together, **"Licensor"**). Every reference to any of those names, in this license, in the Software, or in related documentation, means AGNT GG, Inc. --- ## 2. Definitions - **Software:** The AGNT software and everything Licensor distributes with it, in source or compiled form: the desktop application, backend and frontend, command-line tools, SDKs, and Licensor-published plugins, as well as the widgets, workflows, templates, skills, and prompts shipped with it, the documentation, and any updates, builds, or modifications of any of these. Where this license restricts hosting, access, resale, or Services, "Software" also includes AGNT Cloud. "Software" excludes Third-Party Components. - **Third-Party Components:** Open-source or other third-party software distributed with the Software under its own license. Each is governed by its own license, and nothing in this license limits the rights that license grants. - **AGNT Cloud:** Licensor's hosted and managed offerings, including its cloud plans and Managed Operations, each governed by its own terms of service. - **Paid License:** A Personal, Business, Certified Partner, or Enterprise license issued by Licensor under Section 4. - **Organization:** You, if you act as an individual, or the legal entity on whose behalf you use the Software, together with every entity that controls, is controlled by, or is under common control with it. "Control" means ownership of more than fifty percent (50%) of the voting interests or the power to direct management. - **Household:** You and the people who live in your home. - **Small Business:** An Organization that, for its most recently completed fiscal year, had **less than US$1,000,000 in total gross revenue** and has **fewer than 10 People**. Both conditions must be met. Revenue and People are counted across the whole Organization. - **People:** Employees and individual contractors working for the Organization, counted as full-time equivalents. - **Commercial Use:** Any use of the Software by or for an Organization that operates for profit or in connection with generating revenue, reducing costs, or delivering products or services. - **Own Use:** Use by you for your own benefit; by your Household for personal, non-commercial purposes; or by your Organization and its employees for its own internal operations. Using the Software to create Outputs, or to deliver your own products and services to your customers, is Own Use. Running the Software on a Third Party's behalf, including with its data, accounts, credentials, or workflows, or giving a Third Party access to the Software, is not. - **Third Party:** Any person or organization other than you, your Household, and your own Organization, including clients and customers. - **Compensation:** Anything of value received directly or indirectly, including money, fees, retainers, subscriptions, tips, donations, equity, barter, hardware or product markups, referral payments, or payment for any related product or service, however it is labeled. - **Services:** Installing, configuring, deploying, operating, maintaining, supporting, customizing, training on, advising on, assessing, auditing, or building workflows, agents, integrations, or other solutions with the Software for a Third Party. - **Certified Partner:** A holder of a current Certified Partner license under a signed AGNT Partner Program agreement with Licensor. - **Enterprise Agreement:** A written agreement for an Enterprise license, signed by an authorized officer of AGNT GG, Inc. - **Referral Program:** Licensor's program that pays commissions for referring customers who purchase AGNT plans, governed by its own terms. - **Outputs:** Content you create by using the Software, such as documents, code, media, and data, excluding any part of the Software itself. - **Contribution:** Any code, documentation, design, or other material you submit to Licensor for inclusion in the Software, including by pull request, commit, patch, issue, or message. --- ## 3. Free Community License By downloading, installing, copying, using, or contributing to the Software, you agree to this license. If you do not agree, do not use the Software. Licensor grants you a **free, worldwide, non-exclusive, non-transferable, non-sublicensable license** to download, install, copy, run, view, and modify the Software for your Own Use, provided that you meet at least one of the following: 1. **Personal use:** you use the Software for personal, non-commercial purposes, including with your Household; 2. **Evaluation:** you evaluate the Software **once per Organization** for up to thirty (30) days, to decide whether to acquire a Paid License; 3. **Education and research:** you use the Software for non-commercial teaching, learning, or research; 4. **Nonprofit:** your Organization is a registered nonprofit or charity using the Software for its nonprofit mission; or 5. **Small Business:** your Organization is a Small Business, including for Commercial Use, and does not receive paid Services (see Section 5.3). The Software is **source-available, not open source**. Access to its source code grants no rights beyond this license. --- ## 4. License Levels Any Commercial Use not covered by Section 3 requires a Paid License. You can obtain a Paid License from Licensor through [agnt.gg](https://agnt.gg), by contacting Licensor, or by purchasing from a Certified Partner authorized to resell it. Every license is issued by Licensor. Each Paid License builds on the Community License and is subject to this license and to the plan terms in effect when you purchase or renew. Current features, limits, and prices are published at [agnt.gg/pricing](https://agnt.gg/pricing) and may change over time. | License | Who it's for | What it offers, in broad terms | |---|---|---| | **Community** | Individuals, households, education, nonprofits, and Small Businesses | The full local desktop Software, free, under Section 3 | | **Personal** | Individuals and solo operators | Everything in Community, licensed for Commercial Use, plus cloud-based features such as a dedicated hosted instance, encrypted sync and backup, remote execution, and priority support | | **Business** | Teams and organizations | Everything in Personal, plus multiple team seats and collaboration features such as shared credentials, team approvals, centralized audit records, and priority support. Larger organizations may arrange Managed Operations, with dedicated operations engineering, custom development, and service-level commitments | | **Certified Partner** | Businesses that resell AGNT and set it up, service, and support it for others | The right to resell AGNT plans, provide paid Services, and represent AGNT as a "Certified AGNT Partner", plus partner resources, directory eligibility, and a revenue share on the plans they sell | | **Enterprise** | Organizations needing rights beyond the standard licenses | Custom rights by signed Enterprise Agreement, such as white-labeling, OEM, embedding, redistribution, or hosting for others, with custom terms and support. Contact Licensor | **Growing past the Small Business limits.** If your Organization stops qualifying as a Small Business, you must obtain a Paid License within **thirty (30) days** after the end of the fiscal year in which you stopped qualifying, or within thirty (30) days of your headcount reaching 10 People, whichever comes first. **Certified Partners.** A Certified Partner license requires a signed AGNT Partner Program agreement, which sets out partner fees, certification, resale terms, and revenue share. If a partnership ends, the rights to resell and to provide Services for Compensation end with it. **The Referral Program is not partnership.** Earning referral commissions, including through a connected payment account or referral link, does not make you a Certified Partner and grants no right to resell the Software, provide Services for Compensation, or represent Licensor. Only a Partner Program agreement or an Enterprise Agreement may permit a use restricted in Section 6.1, and only to the extent it says so expressly. --- ## 5. Services and Resale 1. **Unpaid help.** You may help a Third Party install, configure, or use their own licensed copy of the Software, provided that you receive no Compensation for that help. 2. **Paid Services.** Only Licensor and Certified Partners may provide Services to a Third Party for Compensation. 3. **Every paid client holds a Paid License.** Any Organization that receives Services for Compensation, from a Certified Partner or anyone else, must hold its own Paid License issued by Licensor **before any work begins**, regardless of its size or eligibility under Section 3. 4. **Resale.** Only Certified Partners may resell AGNT plans and licenses, and only those Licensor makes available for resale under the Partner Program agreement. Every license is issued by Licensor to the end customer, who is bound by this license in its own name. 5. **Client's own setup.** Unless an Enterprise Agreement permits otherwise, Services are performed only on hardware or accounts owned and controlled by the client, including the client's own AGNT Cloud account. 6. **Public educational content.** Publishing tutorials, videos, articles, or posts about the Software that are available to the public is not Services, even if the content earns advertising, sponsor, or Referral Program revenue. Paid courses, workshops, coaching, or content sold to specific clients are Services. --- ## 6. Restrictions ### 6.1 Restricted Uses Unless a signed Partner Program agreement or Enterprise Agreement expressly permits it, you **MAY NOT**: 1. **Sell, resell, rent, lease, sublicense, or distribute** the Software, or any license or access to it, to any Third Party; 2. **Host or operate** the Software for Third Parties, including as SaaS, a multi-tenant platform, or a managed service on infrastructure you own or control; 3. **Bundle, embed, or OEM** the Software into any product, package, device, or service that is sold or offered to others; 4. **Rebrand or white-label** the Software, fork it to create a separate product, or use it to build a product that competes with the Software or with AGNT Cloud; 5. **Publish or redistribute** the Software's source code outside Licensor's official repositories. Forking a public Licensor repository on GitHub, as GitHub's terms allow, is permitted solely to prepare Contributions and grants no other rights; 6. **Use Licensor's trademarks** in any company, product, package, service, or domain name, in any logo, or in any way that suggests endorsement, except as permitted in Section 10. ### 6.2 Never Permitted Under any license or agreement, you **MAY NOT**: 1. **Circumvent** any license check, usage limit, or technical protection in the Software; 2. **Remove or modify** copyright notices or attribution; 3. **Evade this license** by structuring, relabeling, splitting, or routing any activity, payment, entity, or arrangement to avoid a requirement or restriction of this license. Licensor will apply this license to the substance of what you do, regardless of how it is labeled. Only Licensor may grant licenses to the Software. Certified Partners resell licenses that Licensor issues; no one may grant, sell, or transfer a license on Licensor's behalf except as a signed agreement with Licensor expressly allows. --- ## 7. Your Outputs Licensor claims no ownership of your Outputs. You may use, sell, and distribute them for any purpose, subject to the terms of any AI model or service used to create them. This does not permit you to distribute the Software, or any part of it, as or within an Output. --- ## 8. Plugins, Modifications, and Feedback You may create plugins and extensions for the Software and distribute or sell them, provided that they contain no part of the Software's code, do not include, bundle, install, or provide access to the Software, and are clearly labeled as third-party additions not part of or endorsed by the Software or Licensor. You may modify the Software for your permitted use. Your modifications remain subject to this license and may not be distributed except as this license allows. If you give Licensor suggestions or feedback, you grant Licensor a perpetual, irrevocable, worldwide, royalty-free license to use them for any purpose. --- ## 9. Contributions By submitting a Contribution, you agree that: 1. **Licensor owns it.** You hereby assign to Licensor all right, title, and interest in and to the Contribution, including all copyrights and other intellectual property rights. Where an assignment is not permitted by law, you grant Licensor an exclusive, perpetual, irrevocable, worldwide, royalty-free, transferable, and sublicensable license to use, modify, distribute, license, and commercialize the Contribution for any purpose, and you waive, or agree not to assert, any moral rights in it. 2. **No payment.** You are not entitled to any payment, royalty, revenue share, credit, or other Compensation for the Contribution, whether or not Licensor uses it. 3. **No license or status.** Contributing does not grant you a Paid License, Certified Partner status, Enterprise rights, or any right beyond this license, and does not relieve you of any restriction in it. 4. **No obligation.** Licensor may accept, modify, reject, or remove any Contribution at its sole discretion. 5. **You have the right to give it.** The Contribution is your original work, or you have the right to submit it on these terms, including with any required permission from your employer. If it includes third-party material, you identify that material and its license when you submit it. 6. **Confirmation.** You will sign the AGNT Contributor Agreement or any other document Licensor reasonably requests to confirm or record these terms. --- ## 10. Attribution and Trademarks Where the Software is visible in your public-facing use, you must credit "Powered by AGNT" and link to [AGNT.gg](https://agnt.gg), and you must keep all copyright notices in the source code. You may refer to the Software by name to describe it accurately, such as "built with AGNT". Certified Partners may use the designation "Certified AGNT Partner" and represent Licensor as their Partner Program agreement allows. Otherwise, the terms "Official", "by AGNT", or any similar suggestion of endorsement are reserved to Licensor. --- ## 11. Verification On Licensor's reasonable written request, no more than once per year, you will confirm in writing the basis on which you use the Software, such as your Small Business status, or, if you provide Services or resell, your Certified Partner status and the Paid Licenses held by the clients you serve. --- ## 12. Ownership The Software is licensed, not sold. Licensor retains all right, title, and interest in and to the Software. All rights not expressly granted in this license are reserved. --- ## 13. Warranty Disclaimer THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. --- ## 14. Limitation of Liability IN NO EVENT SHALL AGNT GG, INC. BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE. WHERE LIABILITY CANNOT BE EXCLUDED, LICENSOR WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS, DATA, OR BUSINESS, AND ITS TOTAL LIABILITY WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID LICENSOR IN THE TWELVE (12) MONTHS BEFORE THE CLAIM OR US$100. --- ## 15. Indemnity You will defend and indemnify Licensor against any third-party claim arising from your use of the Software, your Services, your resale, your Outputs, or your breach of this license. --- ## 16. Termination and Remedies This license automatically terminates if you violate any of its terms. If the violation can be cured and it is your first, your license is reinstated if you cure it within thirty (30) days of notice from Licensor, including by obtaining any required Paid License. Upon termination, you must cease all use of the Software and destroy all copies. Any use of the Software beyond this license, including Commercial Use above the Small Business limits without a Paid License, or paid Services or resale without a Certified Partner license, is unlicensed. In addition to any other remedy, Licensor may charge the fees for the Paid License that would have covered that use for its full duration, and may seek injunctive relief without posting bond. If Licensor prevails in enforcing this license, you will pay its reasonable attorneys' fees and costs. Sections 6, 9, and 12 through 19 survive termination. --- ## 17. Versions and Legacy Licenses This license applies to every version of the Software released on or after its Effective Date. By installing or using any such version, you accept this license. Licensor may publish updated versions of this license, each applying to versions of the Software released after it. Any license or plan purchased before the Effective Date, including any lifetime license, keeps the features and services it was sold with, but for those versions it grants only the rights this license provides and does not include Certified Partner status or Enterprise rights. --- ## 18. Entire License The summary table at the top is part of this license. It summarizes the Sections and never grants more than they do. Anything not expressly permitted is reserved to Licensor. For versions of the Software released on or after its Effective Date, this document is the only license and supersedes any other license text distributed with the Software. The AGNT Partner Program agreement, an Enterprise Agreement, AGNT Cloud terms, Referral Program terms, or another written agreement signed by an authorized officer of AGNT GG, Inc. may grant additional rights, but none may permit anything in Section 6.2. If any provision is held unenforceable, it will be enforced to the maximum extent permitted and the rest of this license remains in effect. Licensor's failure to enforce a provision is not a waiver. Licensor may assign this license; you may not. --- ## 19. Governing Law This license is governed by the laws of the State of Delaware and applicable United States federal law, without regard to conflict of law principles. The state and federal courts located in Delaware have exclusive jurisdiction over any dispute arising from it, except that Licensor may seek injunctive relief in any court of competent jurisdiction. --- ## Contact **AGNT GG, Inc. — Legal & Licensing** 📧 [legal@agnt.gg](mailto:legal@agnt.gg) 🌐 [https://agnt.gg/LICENSE.md](https://agnt.gg/LICENSE.md) --- © 2026 AGNT GG, Inc. All rights reserved. **"AGNT"**, **"AGNT Labs"**, **"AGNT.gg"**, and **"Annie"**, together with the AGNT and Annie logos and related names and marks, are trademarks of AGNT GG, Inc.