Lightricks
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LTX-2.3

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-                         LTX-2 Community License Agreement
-                           License date: January 5, 2026
-By using or distributing any portion or element of LTX-2, you agree
-to be bound by this Agreement.
-   1. Definitions.
-      "Agreement" means the terms and conditions for the license, use,
-      reproduction, and distribution of LTX-2 and the Complementary
-      Materials, as specified in this document.
-      "Control" means the direct or indirect ownership of fifty percent
-      (50%) or more of the voting securities or other ownership
-      interests, or the power to direct the management and policies of
-      such Entity through voting rights, contract, or otherwise.
-      "Data" means a collection of information and/or content extracted
-      from the dataset used with LTX-2, including to train, pretrain,
-      or otherwise evaluate LTX-2. The Data is not licensed under this
-      Agreement.
-      "Derivatives of LTX-2" means all modifications to LTX-2, works
-      based on LTX-2, or any other model which is created or initialized
-      by transfer of patterns of the weights, parameters, activations or
-      output of LTX-2, to the other model, in order to cause the other
-      model to perform similarly to LTX-2, including – but not limited
-      to - distillation methods entailing the use of intermediate data
-      representations or methods based on the generation of synthetic
-      data by LTX-2 for training the other model. For clarity, Derivatives
-      of LTX-2 include: (i) any fine-tuned or adapted weights, parameters,
-      or checkpoints derived from LTX-2; (ii) derivative model architectures
-      that incorporate or are based upon LTX-2's architecture; and
-      (iii) any modified or extended versions of the Complementary
-      Materials. All intellectual property rights in Derivatives of LTX-2
-      shall be subject to the terms of this Agreement, and you may not
-      claim exclusive ownership rights in any Derivatives of LTX-2 that
-      would restrict the rights granted herein.
-      "Entity" means any individual, corporation, partnership, limited
-      liability company, or other legal entity. For purposes of this
-      Agreement, an Entity shall be deemed to include, on an aggregative
-      basis, all subsidiaries, affiliates, and other companies under
-      common Control with such Entity. When determining whether an Entity
-      meets any threshold under this Agreement (including revenue
-      thresholds), all subsidiaries, affiliates, and companies under
-      common Control shall be considered collectively.
-      "Harm" includes but is not limited to physical, mental,
-      psychological, financial and reputational damage, pain, or loss.
-      "Licensor" or "Lightricks" means the owner that is granting the
-      license under this Agreement. For the purposes of this Agreement,
-      the Licensor is Lightricks Ltd.
-      "LTX-2" means the large language models, text/image/video/audio/3D
-      generation models, and multimodal large language models and their
-      software and algorithms, including trained model weights, parameters
-      (including optimizer states), machine-learning model code,
-      inference-enabling code, training-enabling code, fine-tuning
-      enabling code, accompanying source code, scripts, documentation,
-      tutorials, examples, and all other elements of the foregoing
-      distributed and made publicly available by Lightricks (including,
-      for example, at https://github.com/Lightricks/LTX-2) for the LTX-2
-      model released on January 5, 2026. This license is applicable to
-      all LTX-2 versions released since January 5, 2026, and all future
-      releases of LTX-2 under this license.
-      "Output" means the results of operating LTX-2 as embodied in
-      informational content resulting therefrom.
-      "you" (or "your") means an individual or legal Entity licensing
-      LTX-2 in accordance with this Agreement and/or making use of LTX-2
-      for whichever purpose and in any field of use, including usage of
-      LTX-2 in an end-use application - e.g. chatbot, translator, image
-      generator.
-   2. Grant of License. Subject to the terms and conditions of this
-      Agreement, you are granted a non-exclusive, worldwide,
-      non-transferable and royalty-free limited license under Licensor's
-      intellectual property or other rights owned by Licensor embodied
-      in LTX-2 to use, reproduce, prepare, distribute, publicly display,
-      publicly perform, sublicense, copy, create derivative works of,
-      and make modifications to LTX-2, for any purpose, subject to the
-      restrictions set forth in Attachment A; provided however, that
-      Entities with annual revenues of at least $10,000,000 (the
-      "Commercial Entities") are required to obtain a paid commercial
-      use license in order to use LTX-2 and Derivatives of LTX-2,
-      subject to the terms and provisions of a different license (the
-      "Commercial Use Agreement"), as will be provided by the Licensor.
-      Commercial Entities interested in such a commercial license are
-      required to contact Licensor. Any commercial use of LTX-2 or
-      Derivatives of LTX-2 by the Commercial Entities not in accordance
-      with this Agreement and/or the Commercial Use Agreement is strictly
-      prohibited and shall be deemed a material breach of this Agreement.
-      Such material breach will be subject, in addition to any license
-      fees owed to Licensor for the period such Commercial Entity used
-      LTX-2 (as will be determined by Licensor), to liquidated damages,
-      which will be paid to Licensor immediately upon demand, in an
-      amount equal to double the amount that would otherwise have been
-      paid by you for the relevant period of time. Such amount reflects
-      a reasonable estimation of the losses and administrative costs
-      incurred due to such breach. You agree and understand that this
-      remedy does not limit the Licensor's right to pursue other remedies
-      available at law or equity.
-   3. Distribution and Redistribution. You may host for third parties
-      remote access purposes (e.g. software-as-a-service), reproduce
-      and distribute copies of LTX-2 or Derivatives of LTX-2 thereof in
-      any medium, with or without modifications, provided that you meet
-      the following conditions:
-      (a) Use-based restrictions as referenced in paragraph 4 and all
-          provisions of Attachment A MUST be included as an enforceable
-          provision by you in any type of legal agreement (e.g. a
-          license) governing the use and/or distribution of LTX-2 or
-          Derivatives of LTX-2, and you shall give notice to subsequent
-          users you distribute to, that LTX-2 or Derivatives of LTX-2
-          are subject to paragraph 4 and Attachment A in their entirety,
-          including all use restrictions and acceptable use policies;
-      (b) You must provide any third party recipients of LTX-2 or
-          Derivatives of LTX-2 a copy of this Agreement, including all
-          attachments and use policies. Any Derivative of LTX-2 (as
-          defined in Section 1, including but not limited to fine-tuned
-          weights, modified training code, models trained on Outputs, or
-          any other derivative) must be distributed exclusively under
-          the terms of this Agreement with a complete copy of this
-          license included;
-      (c) You must cause any modified files to carry prominent notices
-          stating that you changed the files;
-      (d) You must retain all copyright, patent, trademark, and
-          attribution notices excluding those notices that do not
-          pertain to any part of LTX-2, Derivatives of LTX-2.
-      You may add your own copyright statement to your modifications and
-      may provide additional or different license terms and conditions -
-      respecting paragraph 3(a) - for use, reproduction, or distribution
-      of your modifications, or for any such Derivatives of LTX-2 as a
-      whole, provided your use, reproduction, and distribution of LTX-2
-      otherwise complies with the conditions stated in this Agreement,
-      and you provide a complete copy of this Agreement with any such
-      use, reproduction and distribution of LTX-2 and any Derivatives
-      thereof.
-   4. Use-based restrictions. The restrictions set forth in Attachment A
-      are considered Use-based restrictions. Therefore, you cannot use
-      LTX-2 and the Derivatives of LTX-2 in violation of the specified
-      restricted uses. You may use LTX-2 subject to this Agreement,
-      including only for lawful purposes and in accordance with the
-      Agreement. "Use" may include creating any content with, fine-tuning,
-      updating, running, training, evaluating and/or re-parametrizing
-      LTX-2. You shall require all of your users who use LTX-2 or a
-      Derivative of LTX-2 to comply with the terms of this paragraph 4.
-   5. The Output You Generate. Except as set forth herein, Licensor
-      claims no rights in the Output you generate using LTX-2. You are
-      accountable for input you insert into LTX-2, the Output you
-      generate and its subsequent uses. No use of the Output can
-      contravene any provision as stated in the Agreement.
-   6. Updates and Runtime Restrictions. To the maximum extent permitted
-      by law, Licensor reserves the right to restrict (remotely or
-      otherwise) usage of LTX-2 in violation of this Agreement, update
-      LTX-2 through electronic means, or modify the Output of LTX-2
-      based on updates. You shall undertake reasonable efforts to use
-      the latest version of LTX-2. Any use of the non-current version
-      of LTX-2 is done solely at your risk.
-   7. Export Controls and Sanctions Compliance. You acknowledge that
-      LTX-2, Derivatives of LTX-2 may be subject to export control laws
-      and regulations, including but not limited to the U.S. Export
-      Administration Regulations and sanctions programs administered by
-      the Office of Foreign Assets Control (OFAC). You represent and
-      warrant that you and any users of LTX-2 are not (i) located in,
-      organized under the laws of, or ordinarily resident in any country
-      or territory subject to comprehensive sanctions; (ii) identified
-      on any U.S. government restricted party list, including the
-      Specially Designated Nationals and Blocked Persons List; or
-      (iii) otherwise prohibited from receiving LTX-2 under applicable
-      law. You shall not export, re-export, or transfer LTX-2, directly
-      or indirectly, in violation of any applicable export control or
-      sanctions laws or regulations. You agree to comply with all
-      applicable trade control laws and shall indemnify and hold
-      Licensor harmless from any claims arising from your failure to
-      comply with such laws.
-   8. Trademarks and related. Nothing in this Agreement permits you to
-      make use of Licensor's trademarks, trade names, logos or to
-      otherwise suggest endorsement or misrepresent the relationship
-      between the parties; and any rights not expressly granted herein
-      are reserved by the Licensor.
-   9. Disclaimer of Warranty. Unless required by applicable law or
-      agreed to in writing, Licensor provides LTX-2 on an "AS IS" BASIS,
-      WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or
-      implied, including, without limitation, any warranties or
-      conditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS
-      FOR A PARTICULAR PURPOSE. You are solely responsible for
-      determining the appropriateness of using or redistributing LTX-2
-      and Derivatives of LTX-2 and assume any risks associated with
-      your exercise of permissions under this Agreement.
-   10. Limitation of Liability. In no event and under no legal theory,
-       whether in tort (including negligence), contract, or otherwise,
-       unless required by applicable law (such as deliberate and grossly
-       negligent acts) or agreed to in writing, shall Licensor be liable
-       to you for damages, including any direct, indirect, special,
-       incidental, or consequential damages of any character arising as
-       a result of this Agreement or out of the use or inability to use
-       LTX-2 (including but not limited to damages for loss of goodwill,
-       work stoppage, computer failure or malfunction, or any and all
-       other commercial damages or losses), even if Licensor has been
-       advised of the possibility of such damages.
-   11. Accepting Warranty or Additional Liability. While redistributing
-       LTX-2 and Derivatives of LTX-2, you may, provided you do not
-       violate the terms of this Agreement, choose to offer and charge
-       a fee for, acceptance of support, warranty, indemnity, or other
-       liability obligations. However, in accepting such obligations,
-       you may act only on your own behalf and on your sole
-       responsibility, not on behalf of Licensor, and only if you agree
-       to indemnify, defend, and hold Licensor harmless for any liability
-       incurred by, or claims asserted against Licensor, by reason of
-       your accepting any such warranty or additional liability.
-   12. Governing Law. This Agreement and all relations, disputes, claims
-       and other matters arising hereunder (including non-contractual
-       disputes or claims) will be governed exclusively by, and construed
-       exclusively in accordance with, the laws of the State of New York.
-       To the extent permitted by law, choice of laws rules and the
-       United Nations Convention on Contracts for the International Sale
-       of Goods will not apply. For the purposes of adjudicating any
-       action or proceeding to enforce the terms of this Agreement, you
-       hereby irrevocably consent to the exclusive jurisdiction of, and
-       venue in, the federal and state courts located in the County of
-       New York within the State of New York. The prevailing party in
-       any claim or dispute between the parties under this Agreement
-       will be entitled to reimbursement of its reasonable attorneys'
-       fees and costs. You hereby waive the right to a trial by jury,
-       to participate in a class or representative action (including in
-       arbitration), or to combine individual proceedings in court or
-       in arbitration without the consent of all parties.
-   13. Term and Termination. This Agreement is effective upon your
-       acceptance and continues until terminated. Licensor may terminate
-       this Agreement immediately upon written notice to you if you
-       breach any provision of this Agreement, including but not limited
-       to violations of the use restrictions in Attachment A or
-       unauthorized commercial use. Upon termination: (a) all rights
-       granted to you under this Agreement will immediately cease;
-       (b) you must immediately cease all use of LTX-2 and Derivatives
-       of LTX-2; (c) you must delete or destroy all copies of LTX-2
-       and Derivatives of LTX-2 in your possession or control; and
-       (d) you must notify any third parties to whom you distributed
-       LTX-2 or Derivatives of LTX-2 of the termination. Sections 8-13,
-       and Section 15 shall survive termination of this Agreement.
-       Termination does not relieve you of any obligations incurred
-       prior to termination, including payment obligations under
-       Section 2. In addition, if You commence a lawsuit or other
-       proceedings (including a cross-claim or counterclaim in a lawsuit)
-       against Licensor or any person or entity alleging that LTX-2 or
-       any Output, or any portion of any of the foregoing, infringe any
-       intellectual property or other right owned or licensable by you,
-       then all licenses granted to you under this Agreement shall
-       terminate as of the date such lawsuit or other proceeding is filed.
-   14. Disputes and Arbitration. All disputes arising in connection with
-       this Agreement shall be finally settled by arbitration under the
-       Rules of Arbitration of the International Chamber of Commerce
-       ("ICC Rules"), by one (1) arbitrator appointed in accordance with
-       the ICC Rules. The seat of arbitration shall be New York, NY, USA,
-       and the proceedings shall be conducted in English. The arbitrator
-       shall be empowered to grant any relief that a court could grant.
-       Judgment on the arbitration award may be entered by any court
-       having jurisdiction thereof. Each party waives its right to a
-       trial by jury and to participate in any class or representative
-       action.
-   15. If any provision of this Agreement is held to be
-       invalid, illegal
-       or unenforceable, the remaining provisions shall be unaffected
-       thereby and remain valid as if such provision had not been set
-       forth herein.
-   END OF TERMS AND CONDITIONS
-   ATTACHMENT A: Use Restrictions
-      When using the Outputs, LTX-2 and any Derivatives thereof, you
-      will comply with the Acceptable Use Policy. In addition, you
-      agree not to use the Outputs, LTX-2 or its Derivatives in any
-      of the following ways:
-      1. In any way that violates any applicable national, federal,
-         state, local or international law or regulation;
-      2. For the purpose of exploiting, Harming or attempting to
-         exploit or Harm minors in any way;
-      3. To generate or disseminate false information and/or content
-         with the purpose of Harming others;
-      4. To generate or disseminate personal identifiable information
-         that can be used to Harm an individual;
-      5. To generate or disseminate information and/or content (e.g.
-         images, code, posts, articles), and place the information
-         and/or content in any context (e.g. bot generating tweets)
-         without expressly and intelligibly disclaiming that the
-         information and/or content is machine generated;
-      6. To defame, disparage or otherwise harass others;
-      7. To impersonate or attempt to impersonate (e.g. deepfakes)
-         others without their consent;
-      8. For fully automated decision making that adversely impacts an
-         individual's legal rights or otherwise creates or modifies a
-         binding, enforceable obligation;
-      9. For any use intended to or which has the effect of
-         discriminating against or Harming individuals or groups based
-         on online or offline social behavior or known or predicted
-         personal or personality characteristics;
-      10. To exploit any of the vulnerabilities of a specific group of
-          persons based on their age, social, physical or mental
-          characteristics, in order to materially distort the behavior
-          of a person pertaining to that group in a manner that causes
-          or is likely to cause that person or another person physical
-          or psychological Harm;
-      11. For any use intended to or which has the effect of
-          discriminating against individuals or groups based on legally
-          protected characteristics or categories;
-      12. To provide medical advice and medical results interpretation;
-      13. To generate or disseminate information for the purpose to be
-          used for administration of justice, law enforcement,
-          immigration or asylum processes, such as predicting an
-          individual will commit fraud/crime commitment (e.g. by text
-          profiling, drawing causal relationships between assertions
-          made in documents, indiscriminate and arbitrarily-targeted use);
-      14. To generate and/or disseminate malware (including – but not
-          limited to – ransomware) or any other content to be used for
-          the purpose of harming electronic systems;
-      15. To engage in, promote, incite, or facilitate discrimination
-          or other unlawful or harmful conduct in the provision of
-          employment, employment benefits, credit, housing, or other
-          essential goods and services;
-      16. To engage in, promote, incite, or facilitate the harassment,
-          abuse, threatening, or bullying of individuals or groups of
-          individuals;
-      17. For military, warfare, nuclear industries or applications,
-          weapons development, or any use in connection with activities
-          that may cause death, personal injury, or severe physical or
-          environmental damage;
-      18. For commercial use only: To train, improve, or fine-tune any
-          other machine learning model, artificial intelligence system,
-          or competing model, except for Derivatives of LTX-2 as
-          expressly permitted under this Agreement;
-      19. To circumvent, disable, or interfere with any technical
-          limitations, safety features, content filters, or use
-          restrictions implemented in LTX-2 by Licensor;
-      20. To use LTX-2 or Derivatives of LTX-2 in any product, service,
-          or application that directly competes with Licensor's
-          commercial products or services, or is designed to replace or
-          substitute Licensor's offerings in the market, without
-          obtaining a separate commercial license from Licensor.