Proprietary Source Code License Agreement

This Proprietary Source Code License Agreement ("Agreement") is entered into between
[Licensor Name] ("Licensor") and [Customer Name] ("Licensee").

1. Grant of License

Upon payment of the agreed fixed price of [amount and currency], Licensor grants
Licensee a perpetual, non-exclusive, non-transferable, royalty-free license to use,
copy, modify, merge, distribute internally, and create derivative works of the source
code described in Schedule A ("the Software") solely within Licensee's organization.

2. Internal Use

"Within Licensee's organization" means use by Licensee and its employees, contractors,
and affiliates for Licensee's own internal business operations. This includes:

- Running the Software on any number of servers or workstations owned or operated
  by Licensee.
- Modifying, adapting, and extending the source code.
- Distributing the Software internally to employees and contractors.
- Creating derivative works for internal use.

3. Restrictions

Licensee shall not:

1. Sell, sublicense, rent, or lease the Software or any derivative work to any
   third party outside Licensee's organization.
2. Redistribute, publish, or disclose the source code, in whole or in part, to any
   party outside Licensee's organization, except to contractors bound by a
   confidentiality agreement no less restrictive than this Agreement.
3. Remove or alter any copyright notice, proprietary legend, or attribution
   contained in the Software.
4. Use the Software to compete with Licensor or to develop a product offered to
   third parties that is substantially similar to the Software.

4. Ownership

The Software is licensed, not sold. Licensor retains all right, title, and interest
in and to the Software, including all intellectual property rights. This Agreement
grants a license only, not ownership.

5. Derivative Works

All derivative works created by Licensee ("Modifications") shall be owned by Licensee
for internal use. Licensee may not transfer, sell, or disclose Modifications outside
its organization. Licensor retains ownership of the original Software underlying any
Modifications.

6. No Warranty

The Software is provided "as is" without warranty of any kind, express or implied,
including but not limited to warranties of merchantability, fitness for a particular
purpose, or non-infringement. Licensor does not warrant that the Software will be
error-free or operate without interruption.

7. Limitation of Liability

In no event shall Licensor be liable for any direct, indirect, incidental, special, or
consequential damages arising out of the use or inability to use the Software,
even if advised of the possibility of such damage.

8. Term and Termination

This license is perpetual once the fixed price is paid. However, Licensor may
terminate this Agreement immediately if Licensee breaches any provision of Section 3.
Upon termination, Licensee shall cease all use and destroy all copies of the Software
within thirty (30) days.

9. Confidentiality

The source code constitutes confidential information of Licensor. Licensee shall
protect it with at least the same degree of care it uses for its own confidential
information, and in no event less than reasonable care.

10. Governing Law

This Agreement shall be governed by the laws of [jurisdiction]. Any disputes
shall be resolved in the courts of [jurisdiction].

11. Entire Agreement

This Agreement constitutes the entire agreement between the parties regarding the
Software and supersedes all prior agreements. Any amendment must be in writing and
signed by both parties.

Licensor: _______________________  Date: __________

Licensee: _______________________  Date: __________

Schedule A -- Software

- Project name: gitea-svn-mirror
- Repository: [URL or path]
- Commit / version: [hash or tag]