END USER LICENSE AGREEMENT
This End-User License Agreement (this “EULA”) is a legal agreement between you and Onli
(“Licensor”), the author of ______________ ____________
[Software name] including all HTML files, XML files, Java files, graphics files, animation files,
data files, technology, development tools, scripts and programs, both in object code and source
code (the “Software”), the deliverables provided pursuant to this EULA, which may include
associated media, printed materials, and “online” or electronic documentation.
By installing, copying, or otherwise using the Software, Licensee agrees to be bound by the
terms and conditions set forth in this EULA. If Licensee does not agree to the terms and
conditions set forth in this EULA, then Licensee may not download, install, or use the Software.
- Grant of License
A) Scope of License. Subject to the terms of this EULA, Licensor hereby grants to Licensee a
royalty-free, non-exclusive license to possess and to use a copy of the Software.
B) Installation and Use. (Check one)
☐ Licensee can NOT make back-up copies of the Software. Licensee may install and use
(Check one) ☐ an unlimited number of ☐ a maximum of _ copies of the
Software solely for Licensee’s (Check one) ☐ business and personal use ☐ business use
☐ personal use.
☐ Licensee can make back-up copies of the Software. Licensee may install and use
(Check one) ☐ an unlimited number of ☐ a maximum of _ copies of the
Software and make multiple back-up copies of the Software, solely for Licensee’s
(Check one) ☐ business and personal use ☐ business use ☐ personal use.
C) Reproduction and Distribution. (Check one)
☐ Not applicable
☐ Licensee may reproduce and distribute (Check one) ☐ an unlimited number of ☐ a
maximum number of __ copies of the Software, provided each copy shall be a true
and complete copy, including all intellectual property notices, and shall be accompanied by a
copy of this EULA. Licensee is not allowed to charge for distributing the Software, either for
profit or to recover media and distribution costs.
Standalone distribution (Check one)
☐ Not applicable
☐ Copies of the Software may be distributed as a standalone product or included
with your own product, as long as the Software is not sold or included in a
product or package that intends to receive benefits through the inclusion of the
Software.
2. Description of Rights and Limitations
A) Limitations. Licensee and third parties may not reverse engineer, decompile, or
disassemble the Software, except and only to the extent that such activity is expressly
permitted by applicable law notwithstanding the limitation.
B) Update and Maintenance. (Check one)
☐ Not applicable
☐ Licensor shall provide updates and maintenance on the Software: (Check one)
☐ On an as needed basis
☐ Every 6 months
☐ Every year
☐ Other: _________________________
C) Separation of Components. The Software is licensed as a single product. Its components
may not be separated for use on more than one computer.
3. Title to Software. Licensor represents and warrants that it has the legal right to enter into and
perform its obligations under this EULA, and that use by the Licensee of the Software, in
accordance with the terms of this EULA, will not infringe upon the intellectual property rights of
any third parties.
4. Intellectual Property. All now known or hereafter known tangible and intangible rights, title,
interest, copyrights and moral rights in and to the Software, including but not limited to all
images, photographs, animations, video, audio, music, text, data, computer code, algorithms, and
information, are owned by Licensor. The Software is protected by all applicable copyright laws
and international treaties.
5. Support. (Check one)
☐ Licensor has NO obligation to provide support services for the Software.
☐ Licensor will provide (Check one) ☐ on site ☐ phone support, available
(Check one) ☐ 24 hours per day 7 days per week ☐ during normal business hours ☐ other:
___________________ for a time period of (Check one) ☐ 6 months ☐ 1
year
☐ other: ___________________.
6. Duration. This EULA is (Check one) ☐ perpetual ☐ effective for
______________ ___________ [Period of time] or until:
A) Automatically terminated or suspended if Licensee fails to comply with any of the terms
and conditions set forth in this EULA; or
B) Terminated or suspended by Licensor, with or without cause.
In the event this EULA is terminated, you must cease use of the Software and destroy all copies
of the Software.
7. Jurisdiction. This EULA shall be deemed to have been made in, and shall be construed
pursuant to the laws of the State of _____, without regard to conflicts of laws
provisions thereof. Any legal action or proceeding relating to this EULA shall be brought
exclusively in courts located in _____________ [City], _____
[State], and each party consents to the jurisdiction thereof. The prevailing party in any action to
enforce this EULA shall be entitled to recover costs and expenses including, without limitation,
attorneys’ fees. This EULA is made within the exclusive jurisdiction of the United States, and its
jurisdiction shall supersede any other jurisdiction of either party’s election.
- Non-Transferable. (Check one)
☐ Not applicable
☐ This EULA is not assignable or transferable by Licensee, and any attempt to do so would be
void.
☐ This EULA is not assignable or transferable by Licensee without the prior written consent of
Licensor, and any attempt to do so shall be void.
9. Severability. No failure to exercise, and no delay in exercising, on the part of either party,
any privilege, any power or any rights hereunder will operate as a waiver thereof, nor will any
single or partial exercise of any right or power hereunder preclude further exercise of any other
right hereunder. If any provision of this EULA shall be adjudged by any court of competent
jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the
minimum extent necessary so that this EULA shall otherwise remain in full force and effect and
enforceable.
10. WARRANTY DISCLAIMER. LICENSOR, AND AUTHOR OF THE SOFTWARE,
HEREBY EXPRESSLY DISCLAIM ANY WARRANTY FOR THE SOFTWARE. THE
SOFTWARE AND ANY RELATED DOCUMENTATION IS PROVIDED “AS IS” WITHOUT
WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, OR NON-INFRINGEMENT. LICENSEE ACCEPTS ANY AND
ALL RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE.
11. LIMITATION OF LIABILITY. LICENSOR SHALL NOT BE LIABLE TO LICENSEE,
OR ANY OTHER PERSON OR ENTITY CLAIMING THROUGH LICENSEE ANY LOSS OF
PROFITS, INCOME, SAVINGS, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL,
SPECIAL, PUNITIVE, DIRECT OR INDIRECT DAMAGE, WHETHER ARISING IN
CONTRACT, TORT, WARRANTY, OR OTHERWISE. THESE LIMITATIONS SHALL
APPLY REGARDLESS OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
UNDER NO CIRCUMSTANCES SHALL LICENSOR’S AGGREGATE LIABILITY TO
LICENSEE, OR ANY OTHER PERSON OR ENTITY CLAIMING THROUGH LICENSEE,
EXCEED THE FINANCIAL AMOUNT ACTUALLY PAID BY LICENSEE TO LICENSOR
FOR THE SOFTWARE.
12. Entire Agreement. This EULA constitutes the entire agreement between Licensor and
Licensee and supersedes all prior understandings of Licensor and Licensee, including any prior
representation, statement, condition, or warranty with respect to the subject matter of this
EULA.
13. Additional Provisions and/or Disclosures.
For additional information regarding this EULA, please contact:
_________________ [Company name]
Attn: _____________
Address: ____________________________
Tel: _____________
Fax: _____________
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