End User License Agreement

• 1.1 "Software" means the Exaro Studio plugin and all components delivered with it, including game-system components obtained from the built-in store and installed by the Software into Your projects.
• 1.2 "Services" means the connected features Licensor operates or resells, including license activation, the component store, and the Generation Services.
• 1.3 "Subscription" means the recurring paid plan that entitles You to use the Software and Services while it remains active and in good standing.
• 1.4 "License Key" means the unique key issued to You that activates the Software under Your Subscription.
• 1.5 "Seat" means one activated instance of the Software bound to one machine.
• 1.6 "Updates" means bug fixes, patches, and new versions Licensor makes available.
• 1.7 "Tokens" means the prepaid or plan-included units of usage consumed by the Generation Services.
• 1.8 "Generation Services" means asset-generation features (including 3D model, rigging, animation, audio, and image generation) executed on infrastructure Licensor operates or on Premium Engines, and metered in Tokens.
• 1.9 "Premium Engines" means third-party generation providers offered as optional backends within the Generation Services, each subject to its own provider terms disclosed at the point of use.
• 1.10 "Third-Party Services" means external AI providers and model APIs You connect with Your own credentials (e.g. Anthropic, OpenAI, Google), each governed by its own separate terms.
• 1.11 "Fallback Version" means the most recent version of the Software You were entitled to download at the time Your Subscription lapsed.

Subject to Your compliance with this Agreement and to an active Subscription, Licensor grants You a non-exclusive, non-transferable, revocable license to install and use the Software on the number of Seats included in Your Subscription, solely to develop, build, and ship Your own Unreal Engine projects. Except as provided in Section 4 (Fallback License), this license is effective only while Your Subscription is active.

3.1 The Subscription renews automatically for successive billing periods at the price and interval disclosed at checkout, until cancelled. The renewal terms, price, and cancellation mechanism are presented, and Your express consent to them is collected, at the point of purchase.

3.2 You may cancel at any time through Your account or the sales channel You purchased through; cancellation takes effect at the end of the current paid billing period, and cancelling is no harder than subscribing was.

3.3 Licensor will provide at least thirty (30) days' notice before a price increase takes effect; the increase applies from Your next renewal after the notice period, and You may cancel before it applies.

3.4 If a renewal payment fails, Licensor may retry payment and Your entitlement continues through a short grace period before lapsing; final payment failure or cancellation lapses the Subscription at the end of the paid period.

3.5 Content You have shipped into Your own projects remains Yours after lapse (Section 7); a lapsed Subscription stops Software activation and Services access going forward, subject to Section 4.

If You have paid for twelve (12) or more consecutive months of the Subscription, then upon lapse or cancellation Licensor grants You a perpetual, non-exclusive, non-transferable license to continue using the Fallback Version on Your existing Seats, for the same purposes as Section 2. The fallback license covers the Software only: it does not include Updates, the Services, the Generation Services, or new activations on additional machines. If Your Subscription lapses before twelve consecutive paid months, the Software stops activating when the paid period (plus any grace) ends.

You shall not, and shall not permit any third party to:

• copy, redistribute, sublicense, rent, lease, sell, or otherwise make the Software available to any third party, except as compiled into and as part of Your own shipped project where the Software's runtime components are required;
• reverse engineer, decompile, or disassemble the Software, except to the extent expressly permitted by applicable law notwithstanding this limitation;
• remove, alter, or obscure any proprietary notices, License Keys, or activation mechanisms;
• share, resell, or transfer Your License Key or Tokens, or circumvent Seat limits, Token metering, or the activation/verification system;
• use the Software or Services to build a product that competes with the Software or Services.

6.1 The Software requires activation with a valid License Key. Activation binds a Seat to Your machine and issues a signed entitlement token that the Software verifies locally, including offline within a grace period (approximately thirty (30) days), after which the Software must reach the activation service again to refresh.

6.2 Licensor may revoke a License Key and its entitlements upon refund, chargeback, fraud, or breach of this Agreement. Revocation disables paid features.

6.3 The Software transmits only the data necessary for activation and verification (a machine fingerprint and the License Key). See PRIVACY.md.

The Software is licensed, not sold. Licensor retains all right, title, and interest in and to the Software and Services and all intellectual property therein. You retain all rights to the projects and content You create using the Software. Content that store components install into Your project may be modified and shipped as part of Your projects without restriction; the component packages themselves remain Software and may not be redistributed as tools, templates, or marketplace listings.

8.1 Generation Services consume Tokens at the rates disclosed in the Software or Your account before each operation runs. Token prices and consumption rates may change prospectively with notice; changes never reduce a Token balance You already hold.

8.2 Tokens are a limited, non-exclusive entitlement to use the Generation Services. Tokens have no cash value, are not transferable, are not redeemable for money, and — except where required by applicable law or Section 12 — are non-refundable once consumed. Unused purchased Tokens remain available while Your account is in good standing, including across Subscription lapses; they are forfeited only on account closure or termination for breach.

8.3 The Generation Services run on GPU infrastructure that is provisioned dynamically. Licensor targets high availability but does not guarantee uninterrupted service, queue times, or generation success; a generation that fails to produce output due to a Service fault is not charged, or is re-credited.

8.4 When You select a Premium Engine, the operation is fulfilled by that third-party provider under its own terms, which are disclosed at the point of use and may impose additional conditions on outputs. Licensor passes through, and does not expand, the rights those providers grant.

8.5 You agree not to use the Generation Services to create content that is unlawful, infringes third-party rights, or violates the acceptable-use terms of an underlying provider, and not to probe, overload, or circumvent metering of the Services.

9.1 As between You and Licensor, You own the assets You generate through the Generation Services, and Licensor assigns to You any interest it may hold in them. Licensor does not use Your inputs or outputs to train models.

9.2 AI-generated content may not be protectable by copyright in some jurisdictions, may resemble outputs generated for other users from similar inputs (no exclusivity is promised), and may be inaccurate or unsuitable. You are responsible for the rights in any inputs You supply and for reviewing outputs — including generated code, assets, and project changes — before shipping them.

9.3 The Software's approval workflow previews mutating operations before they are applied. You are responsible for reviewing and approving those operations.

10.1 The Software can connect to Third-Party Services using API keys or credentials You supply. You are solely responsible for obtaining those keys, for all usage fees charged by those services, and for complying with their terms. Such usage is between You and the provider and does not consume Tokens.

10.2 Licensor does not control and is not responsible for Third-Party Services, their availability, pricing, or the content they generate.

If You are a consumer in the EU, EEA, or UK, You have a fourteen (14) day right of withdrawal from the Subscription and from Token purchases. By starting to use the Services or consuming Tokens within that period, You request immediate performance; where permitted by law, You remain entitled to a refund proportionate to what has not been performed or consumed. Nothing in this Agreement limits statutory consumer rights that cannot be waived by contract.

Fees are as stated at the point of purchase. Refund eligibility follows the refund policy published by the applicable sales channel (direct or marketplace) and applicable law — see our Refund Policy. A refund or chargeback revokes the associated License Key and entitlements, including any unconsumed Tokens included in the refunded purchase.

If You obtained the Software through a third-party marketplace (for example Fab), the marketplace's standard end-user license governs that copy of the Software to the extent of any conflict, and its refund policy governs that purchase. The Services — including activation-gated features, Tokens, and the Generation Services — remain governed by this Agreement.

The Software and Services are provided "as is" and "as available" without warranty of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Licensor does not warrant that the Software or Services will be error-free or uninterrupted. This section does not limit non-waivable statutory warranties owed to consumers.

To the maximum extent permitted by law, Licensor shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, data, or goodwill, arising out of or related to the Software, the Services, or this Agreement. Licensor's total aggregate liability shall not exceed the amounts You paid for the Software and Services in the twelve (12) months preceding the claim.

This Agreement is effective until terminated. It terminates automatically if You breach it. Upon termination for breach You must stop using and remove the Software, and unconsumed Tokens are forfeited. Lapse or cancellation of the Subscription is not termination of this Agreement and is governed by Sections 3 and 4. Sections 4, 5, 7, 9, and 11 through 20 survive termination.

Licensor may update this Agreement for future versions of the Software or Services. Material changes will be notified at least thirty (30) days before they take effect; continued renewal after the notice period constitutes acceptance, and You may cancel before the change applies. The version of this Agreement delivered with the Software governs that copy.

Your use of the Software and Services is subject to the privacy practices described in PRIVACY.md, incorporated by reference.

This Agreement is governed by the laws of the Commonwealth of Virginia, United States, without regard to its conflict-of-laws rules, subject to any mandatory consumer-protection law of Your country of residence.

This Agreement, together with the terms presented at the point of purchase, is the entire agreement between the parties regarding the Software and Services and supersedes all prior understandings, including prior versions of this Agreement for copies delivered under this version. If any provision is held unenforceable, the remaining provisions stay in effect.

Unreal® and Unreal Engine® are trademarks or registered trademarks of Epic Games, Inc. in the United States and elsewhere. The Software is an independent product of CodeHawke and is not affiliated with, endorsed by, or sponsored by Epic Games, Inc. All other trademarks belong to their respective owners.

CodeHawke — support@codehawke.com — https://exarostudio.com