SuperDoc DOCX Engine Proprietary License
Version 2026-07-14 Company: Harbour Enterprises, Inc., d/b/a SuperDoc, 1735A Union Street, San Francisco, CA 94123 (“Company”) Canonical URL: https://docs.superdoc.dev/resources/docx-engine-license This SuperDoc DOCX Engine Proprietary License (this “License”) governs access to and use of the proprietary package published as @superdoc/docx-engine, together with any related code, documentation, examples, tests, artifacts, and materials. It is entered into between Harbour Enterprises, Inc., d/b/a SuperDoc (“Company”), and the customer or user that accepts it (“Customer”). This License operates in two ways: (a) where Customer and Company have entered into a SuperDoc Master Services Agreement, SuperDoc Commercial License Agreement, order form, or other written agreement governing SuperDoc or DOCX Engine (the “Base Agreement”), this License supplements and forms part of that Base Agreement with respect to DOCX Engine; and (b) where no Base Agreement exists, this License is a standalone, binding proprietary license governing Customer’s access to and use of DOCX Engine. Capitalized terms used but not defined here have the meanings given in the Base Agreement, if any. Acceptance by use. By installing, importing, executing, copying, or otherwise using DOCX Engine — including by installing any software package that incorporates DOCX Engine as a dependency — Customer agrees to be bound by this License. This License is a conspicuous license included with the DOCX Engine package; no click-through or signature is required for it to be binding. If Customer does not agree, Customer must not install, access, or use DOCX Engine. Existing customers; no separate acceptance required. If, at the time of access, Customer has a Base Agreement in effect that grants Customer the right to use DOCX Engine (including where the Base Agreement’s defined “Services,” “Software,” or licensed scope encompasses DOCX Engine), then the Base Agreement governs Customer’s use of DOCX Engine, this License’s acceptance requirement is deemed satisfied, and no separate or further acceptance of this License is required as a condition of access. In that case, this License applies only to supplement the Base Agreement to the extent set forth in Section 6, and any conspicuous notice or in-package license is provided for the convenience of users who lack a Base Agreement and does not impose additional terms on Customer. Open-source notice. SuperDoc’s open-source code is available under AGPLv3. DOCX Engine, published as @superdoc/docx-engine, is proprietary software and is not open source. The open-source SuperDoc editor and the proprietary DOCX Engine are separately licensed components. Use of SuperDoc’s open-source code remains governed by the applicable open-source license. Use of DOCX Engine is governed by this DOCX Engine Proprietary License. Nothing in the open-source license grants any right to reverse engineer, deobfuscate, reconstruct, clone, or reimplement DOCX Engine, and nothing in this License modifies Customer’s rights or obligations under the AGPLv3 license for SuperDoc’s open-source code.1. Definitions
1.1 “DOCX Engine” means the proprietary DOCX engine software package published as @superdoc/docx-engine, including any updates, upgrades, patches, and successor versions provided by or on behalf of Company. 1.2 “DOCX Engine Materials” means DOCX Engine and any related code, object code, minified, compiled, or obfuscated code, source maps, if ever provided, APIs, SDKs, libraries, license keys, examples, sample code, documentation, install instructions, tests, demos, package artifacts, and other materials provided by or on behalf of Company in connection with DOCX Engine. 1.3 “Derived Engine Information” means non-public behavior, outputs, performance characteristics, benchmarks, analyses, implementation details, test results, or other technical information derived from access to the DOCX Engine Materials, including information derived by inspecting, testing, benchmarking, prompting, analyzing, or running DOCX Engine for the purpose of understanding its non-public implementation, reconstructing its functionality, or creating a substitute or substantially similar implementation. For clarity, DOCX Engine Materials and Derived Engine Information do not include Customer Data, Customer-authored applications, Customer-authored integrations, or ordinary documents, files, content, or outputs created by Customer or its end users through authorized use of DOCX Engine, except to the extent such materials reveal non-public implementation details of DOCX Engine or are used to reverse engineer, benchmark, validate, train, or create a substitute or substantially similar implementation. 1.4 “Competing Product” means any document editor, document editing or rich-text SDK, collaborative editing system, document rendering or conversion engine, diffing tool, document export system, hosted document infrastructure product, or other product or service that competes with or is substantially similar to SuperDoc or any DOCX Engine Materials. 1.5 “Authorized Use” means installing and using DOCX Engine solely as a dependency of SuperDoc, including with SuperDoc’s AGPL-licensed open-source code, for evaluation, development, testing, and other use permitted under the AGPLv3 license applicable to SuperDoc’s open-source code, in each case solely in compliance with this DOCX Engine Proprietary License. For Customers with a Base Agreement, order form, selected plan, or other written agreement with Company, Authorized Use also includes any production or commercial use expressly permitted by that agreement, subject to the licensed scope, plan limits, permitted document experience(s), usage limits, and term stated therein. 1.6 “Prohibited AI Use” means uploading, submitting, disclosing, ingesting, indexing, embedding, summarizing, translating, deobfuscating, analyzing, or otherwise processing the DOCX Engine Materials, or any behavior, outputs, performance characteristics, benchmarks, analyses, implementation details, or test results derived from access to the DOCX Engine Materials, using any artificial intelligence, machine learning, code-generation, code-analysis, model-training, model-evaluation, or automated reverse-engineering system, including any large language model (LLM) or other generative AI system, for the purpose of reconstructing source code, understanding non-public implementation details, creating a substitute or substantially similar implementation, including any clean-room, black-box, or behavior-based reimplementation, or developing, training, fine-tuning, prompting, benchmarking, validating, improving, or assisting a Competing Product.2. License Grant
2.1 Subject to Customer’s continued compliance with this DOCX Engine Proprietary License, the Base Agreement, if any, and payment of all applicable fees, if any, Company grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license to install and use DOCX Engine solely as a dependency of SuperDoc, including with SuperDoc’s AGPL-licensed open-source code, and solely for Authorized Use. If Customer has a Base Agreement, order form, selected plan, or other written agreement with Company that expressly grants rights to use DOCX Engine, Customer’s use is limited to the licensed scope, plan limits, permitted document experience(s), usage limits, and term stated in that agreement. If Customer does not have a Base Agreement, Customer may install and use DOCX Engine solely as a dependency of SuperDoc, including with SuperDoc’s AGPL-licensed open-source code, for uses permitted under the AGPLv3 license applicable to SuperDoc’s open-source code, provided that Customer complies with this DOCX Engine Proprietary License. For clarity, this License does not permit Customer to use DOCX Engine, DOCX Engine Materials, or Derived Engine Information to reverse engineer, reconstruct, deobfuscate, clone, reimplement, validate or benchmark the DOCX Engine, nor does this License permit Customer to use DOCX Engine, DOCX Engine Materials, or Derived Engine Information, including in connection with any AI tools, to train, improve, or assist any Competing Product or substitute implementation of the DOCX Engine. 2.2 Contractors and affiliates. Customer may permit its affiliates and contractors to use DOCX Engine solely for Customer’s internal benefit and solely within Customer’s licensed scope, provided that each such affiliate and contractor is bound by written obligations no less protective of Company than this License. Customer is fully responsible and liable for all acts and omissions of its affiliates, contractors, users, and representatives as if they were Customer’s own. 2.3 Self-hosting. DOCX Engine is self-hosted by Customer. Company does not host Customer’s production deployment and does not access Customer’s document contents from Customer’s production environment unless Customer voluntarily provides such information to Company for support, troubleshooting, implementation, or other assistance. 2.4 Reservation of rights. All rights not expressly granted in this License are reserved by Company. No right or license is granted by implication, estoppel, or otherwise.3. Restrictions
3.1 Customer will not, and will not permit its affiliates, contractors, users, or representatives to, directly or indirectly: (a) Reverse engineer, deobfuscate, decompile, disassemble, decode, reconstruct source code from, reconstruct any source map of, or otherwise attempt to discover the source code, object code, underlying structure, ideas, know-how, algorithms, or non-public implementation details of the DOCX Engine Materials or Derived Engine Information, whether manually or with the assistance of any large language model (LLM) or other AI system, except to the limited extent, and only to the extent, such restriction is prohibited by non-waivable applicable law; (b) Modify, translate, or create derivative works based on the DOCX Engine Materials, except to the extent expressly permitted by Company or authorized within DOCX Engine; (c) Remove, alter, or obscure any license, copyright, or other proprietary notices, banners, or labels, or any hidden, embedded, or forensic markers, contained in or accompanying the DOCX Engine Materials; (d) Redistribute, republish, mirror, resell, rent, lease, sublicense (except to contractors as permitted in Section 2.2), or otherwise make the DOCX Engine Materials available to any third party, or make any DOCX Engine package available as a standalone package; (e) No cloning. Use the DOCX Engine Materials or Derived Engine Information to develop, train, prompt, benchmark, validate, improve, or assist any Competing Product, substitute implementation, or substantially similar implementation, including by means of any artificial intelligence, machine learning, or automated system. For clarity, building Customer-authored applications and integrations powered by DOCX Engine, including with AI or developer-assistance tools, is permitted within Authorized Use; using the DOCX Engine Materials or Derived Engine Information to reconstruct or substitute for DOCX Engine is not. (f) No prohibited AI use; no clean-room cloning. Engage in any Prohibited AI Use, or use DOCX Engine behavior, outputs, examples, tests, documentation, DOCX Engine Materials, or Derived Engine Information as a specification to clone, substitute for, or otherwise reimplement DOCX Engine, whether by clean-room, black-box, or behavior-based methods or with the assistance of a large language model (LLM) or other AI system. (g) Circumvent or attempt to circumvent any obfuscation, technical protection, marker, or license-enforcement measure in the DOCX Engine Materials; (h) Use the DOCX Engine Materials outside the scope of the Authorized Use or the licensed scope, plan, or document experience(s) without Company’s prior written approval; or (i) Accept this License using a false or misappropriated identity, or purport to accept it on behalf of an entity without authority to bind that entity. 3.2 Customer represents, covenants, and warrants that it will use the DOCX Engine Materials and Derived Engine Information only in compliance with this License, the Base Agreement, if any, and all applicable laws and regulations.4. Ownership and Proprietary Rights
4.1 Company owns and retains all right, title, and interest in and to the DOCX Engine Materials, all improvements, enhancements, modifications, and derivative works thereof, and all intellectual property rights in any of the foregoing. Except for the limited license expressly granted in Section 2, no ownership interest or other right in the DOCX Engine Materials is transferred to Customer. 4.2 As between the parties, Customer owns all right, title, and interest in and to Customer Data, as defined in the Base Agreement. If no Base Agreement exists, “Customer Data” means documents, files, data, content, prompts, workflows, models, outputs, materials, and other information processed through DOCX Engine by Customer or its end users, or voluntarily provided by Customer to Company. 4.3 Feedback. If Customer provides Company with suggestions, feedback, or recommendations regarding the DOCX Engine Materials, Company may use and incorporate such feedback without restriction or obligation to Customer.5. Confidentiality
5.1 The DOCX Engine Materials are proprietary to Company. Non-public information regarding the source code, non-public implementation details, architecture, roadmap, pricing, support, implementation, security, performance, benchmarks, test results, and operation of DOCX Engine constitutes Company’s Proprietary Information and Confidential Information. The confidentiality obligations of the Base Agreement, if any, apply to such information. 5.2 If no Base Agreement exists, Customer agrees (a) to take reasonable precautions to protect the DOCX Engine Materials and Company’s other Proprietary Information, and (b) not to use or disclose such information except as necessary to exercise its rights under this License. These obligations do not apply to information that Customer can document is or becomes generally available to the public without breach of this License, was rightfully known to Customer without restriction prior to receipt, was rightfully disclosed to Customer without restriction by a third party, or was independently developed without use of Company’s Proprietary Information, or to disclosures required by law.6. Order of Precedence
6.1 This License supplements the Base Agreement with respect to DOCX Engine. In the event of a conflict between this License and the Base Agreement regarding DOCX Engine: (a) to the extent the Base Agreement expressly addresses the same subject matter and affords Company protections equal to or greater than those in this License, the Base Agreement controls; and (b) to the extent this License affords Company greater protection with respect to the DOCX Engine Materials — including the restrictions in Section 3 (reverse engineering, no cloning, prohibited AI use, and proprietary notices and markers), ownership in Section 4, and the remedies in Sections 9 and 10 — this License controls. 6.2 Where no Base Agreement exists, this License is the complete and exclusive agreement between the parties governing the DOCX Engine Materials and supersedes all prior or contemporaneous understandings relating to that subject matter. 6.3 Existing customers. For Customers with a Base Agreement that expressly grants rights to use DOCX Engine, this License supplements the Base Agreement only with respect to DOCX Engine. This License does not create additional fees or expand Customer’s licensed scope, plan limits, permitted document experience(s), usage limits, or term. To the extent Customer’s Base Agreement expressly addresses the same subject matter, Section 6.1 governs order of precedence.7. Term and Termination
7.1 This License takes effect upon Customer’s acceptance and continues for the term of the Base Agreement or the applicable order form or selected plan. Where no Base Agreement exists, this License continues until terminated in accordance with this Section 7. 7.2 Any breach or attempted breach of Section 3 involving reverse engineering, deobfuscation, source-code reconstruction of the DOCX Engine, Prohibited AI Use, clean-room or black-box cloning of the DOCX Engine, circumvention of technical protections, removal of proprietary notices or markers, or unauthorized redistribution of the DOCX Engine automatically and immediately terminates the license granted in Section 2. For other breaches of Authorized Use, licensed scope, plan limits, or document experience limits, Company may suspend or terminate Customer’s access to DOCX Engine if Customer does not cure the breach after notice. No cure period is required for any breach that is intentional, repeated, unlawful, likely to cause material harm, or reasonably likely to compromise the confidentiality, security, ownership, or proprietary status of the DOCX Engine Materials. 7.3 Upon termination or expiration, Customer’s license rights end, and Customer will cease all use of the DOCX Engine Materials, permanently delete or destroy all copies in its possession or control, and, upon Company’s request, certify such deletion or destruction in writing. Customer remains responsible for ensuring that any continued use of SuperDoc complies with the applicable open-source license or a separate commercial license. 7.4 Survival. Sections 1, 3, 4, 5, 6, 7.3, 8, 9, 10, and 11, and any accrued payment obligations, survive termination or expiration of this License.8. Warranty Disclaimer
THE DOCX ENGINE MATERIALS ARE PROVIDED “AS IS,” AND COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE DOCX ENGINE MATERIALS WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY RESULTS OBTAINED FROM THEIR USE WILL BE ACCURATE OR RELIABLE. CUSTOMER ACKNOWLEDGES THAT DOCX ENGINE IS SELF-HOSTED AND THAT CUSTOMER IS RESPONSIBLE FOR OPERATING ITS OWN DEPLOYMENT ENVIRONMENT, INFRASTRUCTURE, SYSTEMS, PROMPTS, MODELS, WORKFLOWS, AND ANY THIRD-PARTY AI SYSTEMS USED WITH DOCX ENGINE.9. Limitation of Liability
9.1 EXCEPT FOR A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 9.2 EXCEPT FOR A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, EACH PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS LICENSE SHALL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER FOR DOCX ENGINE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY; PROVIDED THAT EACH PARTY’S AGGREGATE LIABILITY FOR CLAIMS ARISING FROM ITS CONFIDENTIALITY OBLIGATIONS, DATA SECURITY OBLIGATIONS, OR INDEMNIFICATION OBLIGATIONS SHALL NOT EXCEED TWO TIMES (2X) THE FEES PAID OR PAYABLE BY CUSTOMER FOR DOCX ENGINE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY. WHERE A BASE AGREEMENT EXISTS, THE LIABILITY PROVISIONS OF THE BASE AGREEMENT GOVERN ON AN AGGREGATE BASIS ACROSS THE BASE AGREEMENT AND THIS LICENSE, AND THIS SECTION 9 DOES NOT INCREASE EITHER PARTY’S CAP UNDER THE BASE AGREEMENT. IF CUSTOMER HAS NOT PAID AND DOES NOT OWE ANY FEES FOR DOCX ENGINE, COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS LICENSE SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100). 9.3 NOTWITHSTANDING THE FOREGOING, (A) CUSTOMER’S PAYMENT OBLIGATIONS SHALL NOT BE LIMITED BY SECTION 9.2; (B) CUSTOMER’S BREACH OF SECTION 3 OR USE OF THE DOCX ENGINE MATERIALS OUTSIDE THE LICENSED SCOPE SHALL NOT LIMIT COMPANY’S RIGHT TO SEEK PAYMENT OF APPLICABLE ADDITIONAL OR UPGRADE FEES, SUSPENSION, TERMINATION, OR INJUNCTIVE OR EQUITABLE RELIEF; AND (C) TO THE EXTENT THE PARTIES HAVE A BASE AGREEMENT, THIS SECTION 9 DOES NOT LIMIT EITHER PARTY’S INDEMNIFICATION OBLIGATIONS UNDER THE BASE AGREEMENT.10. Equitable Relief
10.1 Customer acknowledges that any breach or threatened breach of Section 3 (Restrictions), Section 4 (Ownership), or Section 5 (Confidentiality) would cause Company irreparable harm for which monetary damages would be an inadequate remedy. Accordingly, Company is entitled to seek injunctive and other equitable relief to prevent or restrain any such breach, without the necessity of posting a bond or proving actual damages, in addition to any other remedies available at law or in equity.11. General
11.1 Governing law. This License is governed by the laws of the State of California, without regard to its conflict-of-laws provisions. The state and federal courts located in San Francisco, California will have exclusive jurisdiction over any dispute arising out of or relating to this License, and the parties consent to such jurisdiction and venue. 11.2 Assignment. This License is not assignable or transferable by Customer without Company’s prior written consent, except that either party may assign it in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, provided that the assignee agrees in writing to be bound and the assignment does not expand Customer’s licensed scope or permitted use of the DOCX Engine Materials. 11.3 Severability and waiver. If any provision of this License is found unenforceable, it will be limited or eliminated to the minimum extent necessary so that the remainder remains in full force and effect. No waiver or modification is effective unless set forth in a writing signed by both parties, except that Company may publish updated versions of the standalone DOCX Engine license at a stable URL, and Customer’s continued use of DOCX Engine after the effective date of an updated standalone version constitutes acceptance; for Customers under a Base Agreement, changes to this License require mutual written agreement. 11.4 Versioning and records. Company may maintain records of the version, effective date, and content hash of each published version of this License and of Customer’s acceptance. Such records are admissible as evidence of the terms accepted by Customer. 11.5 Entire agreement. This License, together with the Base Agreement (if any) and any applicable order form, is the complete and exclusive statement of the parties’ agreement regarding the DOCX Engine Materials and supersedes all prior and contemporaneous communications relating to that subject matter.Acceptance
This License becomes binding on Customer when Customer (acting through a person with authority to bind it) installs, imports, executes, copies, or otherwise uses DOCX Engine, including by installing any software package that incorporates DOCX Engine as a dependency. The person acting for Customer represents that they are authorized to bind Customer, or that they are acting in an individual capacity and will not use DOCX Engine for any entity that has not accepted these terms. No click-through, order form, or handwritten or electronic signature is required for this License to be binding.Copyright © 2026 Harbour Enterprises, Inc., d/b/a SuperDoc. All rights reserved.