LICENSE

Stability AI Non-Commercial License Agreement
Last Updated: February 20, 2025

I. INTRODUCTION

This Stability AI Non-Commercial License Agreement (the “Agreement”) applies to any individual person or entity
(“You”, “Your” or “Licensee”) that uses or distributes any portion or element of the Stability AI Materials or
Derivative Works thereof for any Research & Non-Commercial use. Capitalized terms not otherwise defined herein
are defined in Section IV below.

This Agreement is intended to allow research and non-commercial uses of the Model free of charge.

By clicking “I Accept” or by using or distributing or using any portion or element of the Stability Materials
or Derivative Works, You agree that You have read, understood and are bound by the terms of this Agreement.

If You are acting on behalf of a company, organization, or other entity, then “You” includes you and that entity,
and You agree that You:
(i) are an authorized representative of such entity with the authority to bind such entity to this Agreement, and
(ii) You agree to the terms of this Agreement on that entity’s behalf.

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II. RESEARCH & NON-COMMERCIAL USE LICENSE

Subject to the terms of this Agreement, Stability AI grants You a non-exclusive, worldwide, non-transferable,
non-sublicensable, revocable, and royalty-free limited license under Stability AI’s intellectual property or other
rights owned by Stability AI embodied in the Stability AI Materials to use, reproduce, distribute, and create
Derivative Works of, and make modifications to, the Stability AI Materials for any Research or Non-Commercial Purpose.

- **“Research Purpose”** means academic or scientific advancement, and in each case, is not primarily intended
  for commercial advantage or monetary compensation to You or others.
- **“Non-Commercial Purpose”** means any purpose other than a Research Purpose that is not primarily intended
  for commercial advantage or monetary compensation to You or others, such as personal use (i.e., hobbyist)
  or evaluation and testing.

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III. GENERAL TERMS

Your Research or Non-Commercial license under this Agreement is subject to the following terms.

### a. Distribution & Attribution
If You distribute or make available the Stability AI Materials or a Derivative Work to a third party, or a product
or service that uses any portion of them, You shall:
1. Provide a copy of this Agreement to that third party.
2. Retain the following attribution notice within a **"Notice"** text file distributed as a part of such copies:

   **"This Stability AI Model is licensed under the Stability AI Non-Commercial License,
   Copyright © Stability AI Ltd. All Rights Reserved."**

3. Prominently display **“Powered by Stability AI”** on a related website, user interface, blog post,
   about page, or product documentation.
4. If You create a Derivative Work, You may add your own attribution notice(s) to the **"Notice"** text file
   included with that Derivative Work, provided that You clearly indicate which attributions apply to the
   Stability AI Materials and state in the **"Notice"** text file that You changed the Stability AI Materials
   and how it was modified.

### b. Use Restrictions
Your use of the Stability AI Materials and Derivative Works, including any output or results of the Stability
AI Materials or Derivative Works, must comply with applicable laws and regulations (including Trade Control
Laws and equivalent regulations) and adhere to the Documentation and Stability AI’s AUP, which is hereby
incorporated by reference.

Furthermore, You will not use the Stability AI Materials or Derivative Works, or any output or results of the
Stability AI Materials or Derivative Works, to create or improve any foundational generative AI model
(excluding the Model or Derivative Works).

### c. Intellectual Property

#### (i) Trademark License
No trademark licenses are granted under this Agreement, and in connection with the Stability AI Materials
or Derivative Works, You may not use any name or mark owned by or associated with Stability AI or any of
its Affiliates, except as required under Section IV(a) herein.

#### (ii) Ownership of Derivative Works
As between You and Stability AI, You are the owner of Derivative Works You create, subject to Stability AI’s
ownership of the Stability AI Materials and any Derivative Works made by or for Stability AI.

#### (iii) Ownership of Outputs
As between You and Stability AI, You own any outputs generated from the Model or Derivative Works to the extent
permitted by applicable law.

#### (iv) Disputes
If You or Your Affiliate(s) institute litigation or other proceedings against Stability AI (including a
cross-claim or counterclaim in a lawsuit) alleging that the Stability AI Materials, Derivative Works, or
associated outputs or results, or any portion of any of the foregoing, constitutes infringement of intellectual
property or other rights owned or licensable by You, then any licenses granted to You under this Agreement
shall terminate as of the date such litigation or claim is filed or instituted.

You will indemnify and hold harmless Stability AI from and against any claim by any third party arising out
of or related to Your use or distribution of the Stability AI Materials or Derivative Works in violation of
this Agreement.

#### (v) Feedback
From time to time, You may provide Stability AI with verbal and/or written suggestions, comments, or other
feedback related to Stability AI’s existing or prospective technology, products, or services (collectively,
“Feedback”).

You are not obligated to provide Stability AI with Feedback, but to the extent that You do, You hereby grant
Stability AI a **perpetual, irrevocable, royalty-free, fully-paid, sub-licensable, transferable, non-exclusive,
worldwide right and license** to exploit the Feedback in any manner without restriction.

Your Feedback is provided **“AS IS”** and You make no warranties whatsoever about any Feedback.

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IV. DEFINITIONS

- **“Affiliate(s)”** means any entity that directly or indirectly controls, is controlled by, or is under common
  control with the subject entity. For purposes of this definition, “control” means direct or indirect ownership
  or control of more than 50% of the voting interests of the subject entity.
- **“AUP”** means the Stability AI Acceptable Use Policy available at https://stability.ai/use-policy, as may
  be updated from time to time.
- **"Derivative Work(s)"** means:
  (a) Any derivative work of the Stability AI Materials as recognized by U.S. copyright laws.
  (b) Any modifications to a Model, and any other model created which is based on or derived from the Model or
      the Model’s output, including **fine-tune** and **low-rank adaptation** models derived from a Model or
      a Model’s output, but does not include the output of any Model.
- **“Model”** means Stability AI’s Stable Virtual Camera model.
- **"Stability AI" or "we"** means Stability AI Ltd. and its Affiliates.
- **"Software"** means Stability AI’s proprietary software made available under this Agreement now or in the future.
- **“Stability AI Materials”** means, collectively, Stability’s proprietary Model, Software, and Documentation
  (and any portion or combination thereof) made available under this Agreement.
- **“Trade Control Laws”** means any applicable U.S. and non-U.S. export control and trade sanctions laws and regulations.