[{"data":1,"prerenderedAt":526},["ShallowReactive",2],{"document-end-user-software-license-agreement-D791":3},{"document":4,"label":21,"preview":11,"thumb":22,"thumb600":23,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":24,"breadcrumb":28,"related":36,"customDescModule":176,"customdescription":6,"mdFm":177,"mdProseHtml":525},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":15,"keywords":20},"END-USER SOFTWARE LICENSE AGREEMENT This End-User Software License Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Licensor\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [LICENSEE NAME] (the \"Licensee\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] RECITALS WHEREAS, Licensor has developed certain computer programs and related documentation more particularly described in Schedule A attached hereto (the \"Products\") and desires to grant Licensee a license to use the Software. WHEREAS, Licensee wishes to use the Software under the conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the mutual promises set forth herein, Licensee and Licensor hereby agree as follows: Definitions The following definitions shall apply to this Agreement: \"Software\" means the computer programs and documentation listed in Schedule A attached to this Agreement. \"Install\" means placing the Software on a computer's hard disk, CD-ROM or other secondary storage device. \"Derivative Works\" means a work that is based upon one or more preexisting works, such as a revision, modification, translation, abridgment, condensation, expansion or any other form in which such a preexisting work may be recast, transformed or adapted, and that, if prepared without authorization by the owner of the preexisting work, would constitute copyright infringement. \"Use\" means (i) executing or loading the Software into computer RAM or other primary memory, and (ii) copying the Software for archival or emergency restart purposes. \"Territory\" means [SPECIFY TERRITORY] Software License [PERPETUAL LICENSE] Licensor hereby grants to Licensee a perpetual, non-exclusive license to use the Software and Documentation (collectively, the \"Software System\"), subject to the terms and conditions hereinafter set forth. This License is effective when executed by both parties and the license granted to the Software remains in force until Licensee stops using the Software or until Licensor terminates this License because of Licensee's failure to comply with any of its terms and conditions. OR [TERM OF YEARS] This License is effective when executed by both parties and will last for a term of [NUMBER] years. [OPTIONAL:] Thereafter, this License shall automatically be renewed for successive [NUMBER] year terms unless Licensee gives Licensor written notice at least [NUMBER] days before the day on which the license or renewal would expire of its intention not to renew this License. (AND) [SINGLE USER/CPU LICENSE] Licensor hereby grants to Licensee a nonexclusive license to install and use the Software on one single user computer in its possession, provided the Software is in use on only one computer at any time. The Software is \"in use\" on a computer when it is loaded into temporary memory (RAM) or installed into the permanent memory of a computer--for example, a hard disk, CD-ROM or other storage device. If the Software is permanently installed on the hard disk or other storage device of a computer (other than a network server) and one person uses that computer more than [%] of the time, then that person may also use the Software on a portable or home computer. OR [MULTIPLE STANDALONE COMPUTERS] Licensor hereby grants to Licensee a nonexclusive license to install and use the Software on up to [NUMBER] of single-user computers in its possession. OR [SITE LICENSE] Licensor hereby grants to Licensee a nonexclusive license to install and use the Software on any computer located at [FULL ADDRESS], provided such computers cannot be accessed from outside the site by a telecommunications network or otherwise. OR [NETWORK LICENSE] Licensor hereby grants to Licensee a nonexclusive license to install and use the Software on the Local Area Network currently operating at the following site: [ADDRESS], provided the total number of users who have access to the Software at any time does not exceed [NUMBER]. License Fee As consideration for the perpetual license to use the Software System granted to Licensee herein, Licensee shall pay to Licensor the total sum of [AMOUNT], pursuant to the Payment Schedule set forth in Schedule C. LICENSEE'S RIGHTS AND OBLIGATIONS Licensee may either: Make one copy of the Software solely for backup or archival purposes, or Transfer the Software to a single hard disk, provided Licensee keep the original solely for backup or archival purposes. The Software and Documentation are protected by [COUNTRY] copyright laws and international treaties. Licensee must treat the Software and Documentation like any other copyrighted material - for example a book. Licensee may not: Copy the Documentation Copy the Software except to make archival or backup copies as provided above Modify or adapt the Software or merge it into another program Reverse engineer, disassemble, decompile or make any attempt to discover the source code of the Software Place the Software onto a server so that it is accessible via a pubic network such as the Internet Sublicense, rent, lease or lend any portion of the Software or Documentation. LIMITED WARRANTY Licensor warrants that for a period of [NUMBER] of days after delivery of the Software to Licensee: The physical media on which this copy of the Software is distributed will be free from defects in materials and workmanship under normal use, and The Software will perform in substantial accordance with the Documentation. To the extent permitted by law, THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, AND LICENSOR DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, regardless of whether Licensor knows or had reason to know of Licensee particular needs. No employee, agent, or distributor of Licensor is authorized to modify this warranty, nor to make any additional warranties. LIMITED REMEDY Licensor entire liability and Licensee exclusive remedy shall be: The replacement of any CD-ROM(s) or other media not meeting the Limited Warranty which is returned to Licensor or to an authorized Dealer or Distributor with a copy of Licensee's receipt, or If Licensor or an authorized Dealer or Distributor are unable to deliver a replacement CD-ROM(s) or other media that is free of defects in materials or workmanship, Licensee may terminate this Agreement by returning the Software and Documentation and Licensee's money will be refunded. IN NO EVENT WILL LICENSOR BE LIABLE TO LICENSEE FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OR THE INABILITY TO USE THE SOFTWARE (EVEN IF LICENSOR OR AN AUTHORIZED DEALER OR DISTRIBUTOR HAS BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. Representations and Warranties Licensor hereby represents and warrants to Licensee that: Licensor is the owner of all right, title and interest, including copyright, in all the Licensed Materials, or has the authority to enter into this Agreement on behalf of the owner. Licensor has not granted any rights or licenses to the Licensed Materials that would conflict with Licensor's obligations under this Agreement. Licensor is fully aware of Licensee's business requirements and intended uses for the Software and the Software shall satisfy such requirements and is fit for such intended uses. Licensor will not enter into any agreement with any third party which would affect Licensee's rights under this Agreement, or bind Licensee to any third party, without Licensee's prior written consent.",null,"End-User Software License Agreement","14",85,"doc","https://templates.business-in-a-box.com/imgs/1000px/end-user-software-license-agreement-D791.png","https://templates.business-in-a-box.com/imgs/250px/791.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#791.xml",{"title":6,"description":6},[16,19],{"label":17,"url":18},"Software & Technology","/templates/software-technology-business/",{"label":17,"url":18},"end user software license agreement","End-User Software License Agreement Template","https://templates.business-in-a-box.com/imgs/400px/791.png","https://templates.business-in-a-box.com/imgs/600px/791.png",[25,16,19],{"label":26,"url":27},"Templates","/templates/",[29,30,33],{"label":26,"url":27},{"label":31,"url":32},"Legal Agreements","/templates/business-legal-agreements/",{"label":34,"url":35},"Intellectual Property & Licensing","/templates/intellectual-property-and-licensing/",[37,41,45,49,53,57,61,65,69,73,77,81,85,99,113,130,144,160],{"label":38,"url":39,"thumb":40,"extension":10},"End-User Software License Agreement B2C","/template/end-user-software-license-agreement-b2c-D792","https://templates.business-in-a-box.com/imgs/250px/792.png",{"label":42,"url":43,"thumb":44,"extension":10},"End User License Agreement","/template/end-user-license-agreement-D13011","https://templates.business-in-a-box.com/imgs/250px/13011.png",{"label":46,"url":47,"thumb":48,"extension":10},"SaaS End User License Agreement","/template/saas-end-user-license-agreement-D12857","https://templates.business-in-a-box.com/imgs/250px/12857.png",{"label":50,"url":51,"thumb":52,"extension":10},"Software License Agreement","/template/software-license-agreement-D12928","https://templates.business-in-a-box.com/imgs/250px/12928.png",{"label":54,"url":55,"thumb":56,"extension":10},"SaaS Software License Agreement","/template/saas-software-license-agreement-D12860","https://templates.business-in-a-box.com/imgs/250px/12860.png",{"label":58,"url":59,"thumb":60,"extension":10},"Software Development and License Agreement","/template/software-development-and-license-agreement-D801","https://templates.business-in-a-box.com/imgs/250px/801.png",{"label":62,"url":63,"thumb":64,"extension":10},"Trial Software License Agreement","/template/trial-software-license-agreement-D815","https://templates.business-in-a-box.com/imgs/250px/815.png",{"label":66,"url":67,"thumb":68,"extension":10},"Licensee Oriented Software License Agreement","/template/licensee-oriented-software-license-agreement-D794","https://templates.business-in-a-box.com/imgs/250px/794.png",{"label":70,"url":71,"thumb":72,"extension":10},"Licensor Oriented Software License Agreement","/template/licensor-oriented-software-license-agreement-D795","https://templates.business-in-a-box.com/imgs/250px/795.png",{"label":74,"url":75,"thumb":76,"extension":10},"Trademark License Agreement For Software","/template/trademark-license-agreement-for-software-D766","https://templates.business-in-a-box.com/imgs/250px/766.png",{"label":78,"url":79,"thumb":80,"extension":10},"Vendor-Oriented Software License Agreement","/template/vendor-oriented-software-license-agreement-D816","https://templates.business-in-a-box.com/imgs/250px/816.png",{"label":82,"url":83,"thumb":84,"extension":10},"License Agreement","/template/license-agreement-D1180","https://templates.business-in-a-box.com/imgs/250px/1180.png",{"description":86,"descriptionCustom":6,"label":87,"pages":8,"size":88,"extension":10,"preview":89,"thumb":90,"svgFrame":91,"seoMetadata":92,"parents":93,"keywords":97,"url":98},"SOFTWARE DEVELOPMENT & CONSULTING SERVICES AGREEMENT This Software Development and Consulting Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Company\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [DEVELOPER NAME] (the \"Developer\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] RECITALS WHEREAS Company wishes to [DESCRIBE NEEDS TO BE ADDRESSED], and; WHEREAS Company wishes to hire Developer to develop these custom software packages, and; WHEREAS Developer desires to develop these custom software packages for Company. NOW THEREFORE, the parties hereto hereby agree as follows: CONSULTING SERVICES DEFINED The term \"Consulting Services\" when used in this Agreement means the performance of professional services that include but are not limited to system analysis, program development, personnel training, documentation writing and general business consulting. SCOPE AND SERVICES Developer shall provide and deliver to Company custom software and consulting services in regards thereto as outlined in Article 3. This software development shall result in software products which may be used for implementing: [DESCRIBE] DEVELOPER RESPONSIBILITIES Developer shall develop custom software which will modify, customize, amend, enhance or otherwise change the following pre-existing Developer software packages to fulfill the requirements of Company: [DESCRIBE] The requirements to be fulfilled by the custom programming to the above listed packages are presently undefined. The defining of Company requirements shall occur in Phases, each Phase representing a division of the Company operation, and such Sub-phases representing either the development of a particular application, or a Sub-phase representing the modification of a particular application. Each Phase and Sub-phase shall be designed, approved, programmed, delivered, tested, and accepted pursuant to the procedures listed below. DEVELOPMENT PHASES AND SUB-PHASES Developer shall consult with Company personnel for the purpose of designing programming specifications. Specifications shall contain those items listed on Attachment A. Once Developer has designed said programming specifications, they will be delivered to Company together with their operation performance estimates (OPE) for every program mentioned in the specifications. The OPE will indicate any limitations on the program, and the estimated response times for on-line programs or runtimes for the batch programs. Upon receipt of said programming specifications, Company will either approve or disapprove of said specifications. Such approval will be at the sole discretion of Company. Upon approval of the programming specifications, Developer design, in conjunction with Company, an Acceptance test for these specifications. The Acceptance test will follow those standards listed in Attachment B. The specifications, OPE's and the Acceptance test will be incorporated into a Phase-Agreement. If Company does not approve said specifications, Developer and Company will again consult and restart the procedure. After the creation of the Acceptance Test, the parties shall create the Phase Agreement. The Phase Agreement shall contain the following: The fixed price for the Phase. The functional names of the applications to be created. The date of delivery, and that time is of the essence. The Phase Agreement will also have the following items attached thereto: The Functional Specifications which is a narrative explanation of the operation of the programs, containing Exhibits of all screen and reports. The Programming Specifications to be used by the programmers creating the software for Company. The Functional Specifications for the software after customization. File layouts for all files used or created in that Phase, including record and/or data field descriptions. The operation performance estimates. The Acceptance Tests, including test data. Upon the signing of the Phase Agreement by both Company and Developer, Company shall pay to Developer [%] of the fixed cost indicated in the Phase Agreement. Developer will then proceed to write the programming for that phase. On the delivery date specified in the Phase Agreement, Developer shall deliver to Company the completed programming for that phase. For delivery on or before the delivery date specified in the Phase Agreement, Company shall pay to Developer [%] of the price for that Phase. For delivery after the date specified in the Phase Agreement, but prior to the expiration of a grace period of [NUMBER] days, Company shall pay to Developer [%] of the price for that Phase. Failure by Developer to deliver the completed programming by the end of the [NUMBER] days after the delivery date specified in the Phase Agreement delivery after the date specified in the Phase Agreement, but prior to the expiration of a grace period of [NUMBER] days, Company shall pay to Developer [%] of the price for that Phase. Failure by Developer to deliver the completed programming by the end of the [NUMBER] days after the delivery date specified in the Phase Agreement will entitle Company to a [%] reduction in the cost of the entire Phase for each [NUMBER] day period in which Developer is late. The delivery date may only be modified by written amendment to the Phase Agreement signed by both parties. In the event that Developer fails to deliver the completed programs [NUMBER] months after the original delivery date, and the delivery date was not modified, Company may cancel that Phase Agreement. In the event of such cancellation, Developer shall deliver to Company all work in progress, program specifications, etc., then in Developer's possession. Cancellation pursuant to such failure to deliver shall not require any further payments to Developer as normally required pursuant to Article 19. Upon delivery, Company shall conduct the acceptance test that was created by the parties. Upon passing the acceptance test, Company shall pay to Developer an additional [%] of the price of the phase, Developer was paid [%] for the delivery of the programs, Company shall pay to Developer [%] for the passing of the Acceptance Test. Company shall retain the final [%] until the successful completion of [NUMBER] days of actual live use of said phase. If the programs fail to perform the acceptance tests, the parties shall follow this procedure: Company shall immediately notify Developer by telephone of the failure of the test. Company shall then confirm such notice by sending written confirmation of the failure plus proper documentation to Developer by certified mail, return receipt requested. Developer may immediately begin reprogramming to remedy the failure. If the failure can be remedied within [NUMBER] days, and the Acceptance testing shall continue. In the event that the failure cannot be remedied after the [NUMBER] day, Developer shall notify Company within an additional [NUMBER] days of the new delivery date for that Phase. In no event shall the new delivery date be more than [NUMBER] days after the original delivery date. After Company has used the phase programs for a period of [NUMBER] consecutive days of uptime as defined in Article 11, without failure, Company shall pay to Developer the final [%] payment. Nothing in this procedure shall be construed to prevent several Phases and Sub-phases to be commenced simultaneously. SOFTWARE DOCUMENTATION DELIVERABLES Developer shall deliver to Company software documentation products as outlined in Attachment \"D\". COMPANY'S RESPONSIBILITIES Company shall furnish information requested by Developer that is necessary for Developer to fulfill its responsibilities under this Agreement","Software Development and Consulting Services Agreement",91,"https://templates.business-in-a-box.com/imgs/1000px/software-development-and-consulting-services-agreement-D800.png","https://templates.business-in-a-box.com/imgs/250px/800.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#800.xml",{"title":6,"description":6},[94,96],{"label":17,"url":95},"software-technology-business",{"label":17,"url":95},"software development consulting services agreement","/template/software-development-and-consulting-services-agreement-D800",{"description":100,"descriptionCustom":6,"label":101,"pages":102,"size":103,"extension":10,"preview":104,"thumb":105,"svgFrame":106,"seoMetadata":107,"parents":108,"keywords":111,"url":112},"CUSTOM SOFTWARE DEVELOPMENT AGREEMENT This Custom Software Development Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [CUSTOMER NAME] (the \"Customer\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Developer\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS WHEREAS Customer wishes to [DESCRIBE NEEDS TO BE ADDRESSED], and wants to hire Developer to develop these custom software packages, and; WHEREAS Developer desires to develop these custom software packages for Customer: NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties hereto, intending, to be legally bound, agree as follows: Purpose of Agreement Customer desires to retain Developer as an independent contractor to develop the computer software (the \"Software\") described in the Functional Specifications contained in Exhibit A attached to and made part of this Agreement. Developer is ready, willing and able to undertake the development of the Software and agrees to do so under the terms and conditions set forth in this Agreement. Preparation of Development Plan Developer shall prepare a development plan (\"Development Plan\") for the Software, satisfying the requirements set forth in the Functional Specifications. The Development Plan shall include: Detailed Specifications for the Software; A listing of all items to be delivered to Customer under this Agreement (\"Deliverables\"); A delivery schedule containing a delivery date for each Deliverable; and A payment schedule setting forth the amount and time of Developer's compensation. ACCEPTANCE OF DEVELOPMENT PLAN Developer shall deliver the Development Plan to Customer by [DEVELOPMENT PLAN DEADLINE]. Customer shall have [NUMBER] days to review the Development Plan. Upon approval of the Development Plan by Customer, it will be marked as Exhibit B and will be deemed by both parties to have become a part of this Agreement and will be incorporated by reference. Developer shall then commence development of Software that will substantially conform to the requirements set forth in the Development Plan. If the Development Plan is in Customer's reasonable judgment unsatisfactory in any material respect, Customer shall prepare a detailed written description of the objections. Customer shall deliver such objections to Developer within [NUMBER] days of receipt of the Development Plan. Developer shall then have [NUMBER] days to modify the Development Plan to respond to Customer's objections. Customer shall have [NUMBER] days to review the modified Development Plan. If Customer deems the modified Development Plan to be unacceptable, Customer has the option of terminating this Agreement upon written notice to Developer or permitting Developer to modify the Development Plan again under the procedure outlined in this paragraph. If this Agreement is terminated, the obligations of both parties under it shall end except for Customer's obligation to pay Developer all sums due for preparing the Development Plan and the ongoing obligations of confidentiality set forth in the provision of this Agreement entitled \"Confidentiality.\" Payment for Development Plan If the Development Plan is not accepted by Customer and Customer terminates this Agreement, Developer shall be entitled to compensation on a time and materials basis at an hourly rate of [HOURLY RATE] plus expenses to the date of termination. Developer shall submit an invoice detailing its time and expenses preparing the Development Plan. If the invoice amount is less than the amounts paid to Developer prior to termination, Developer shall promptly return the excess to Customer. If the invoice amount exceeds the amounts paid to Developer prior to termination, Customer shall promptly pay Developer the difference. However, Developer's total compensation for preparing the Development Plan shall not exceed [AMOUNT]. Payment [TIME AND MATERIALS AGREEMENT] Developer shall be compensated at the rate of [RATE] per hour [OR \"day,\" \"week,\" \"month\"]. Payment will be made within [NUMBER OF DAYS] days of Developer's submission of an invoice for work completed. [OPTIONAL: \"Unless otherwise agreed upon in writing by Customer, Customer's maximum liability for all services performed during the term of this Agreement shall not exceed [MAXIMUM AMOUNT].\"] OR [FIXED PRICE AGREEMENT] The total contract price shall be set forth in the Development Plan. Customer shall pay the Developer the sum of [INITIAL AMOUNT] upon execution of this Agreement and the sum of [AMOUNT IF PLAN APPROVED] upon Customer's approval of the Development Plan. The remainder of the contract price shall be payable in installments according to the payment schedule to be included in the Development Plan. Each installment shall be payable upon completion of each project phase by Developer and acceptance by Customer in accordance with the provision of this Agreement entitled \"Acceptance Testing of Software.\" Payment of Developer's Costs Customer shall reimburse Developer for all out-of-pocket expenses incurred by Developer in performing services under this Agreement. Such expenses include, but are not limited, to: All communications charges Costs for providing conversion services for converting Customer's database Media costs Travel expenses other than normal commuting, including airfares, rental vehicles, and highway mileage in company or personal vehicles at [cents per mile] Other expenses resulting from the work performed under this Agreement. Developer shall submit an itemized statement of Developer's expenses. Customer shall pay Developer within [NUMBER] days from the date of each statement. Late Fees Late payments by Customer shall be subject to late penalty fees of [%] per month from the due date until the amount is paid. Materials Customer shall make available to Developer, at Customer's expense, the following materials, facilities and equipment: [LIST] These items will be provided to Customer by [DATE]. Changes in Project Scope If at any time following acceptance of the Development Plan by Customer, Customer should desire a change in Developer's performance under this Agreement that will alter or amend the Specifications or other elements of the Development Plan, Customer shall submit to Developer a written proposal specifying the desired changes. Developer will evaluate each such proposal at its standard rates and charges. Developer shall submit to Customer a written response to each such proposal within [NUMBER] working days following receipt thereof. Developer's written response shall include a statement of the availability of Developer's personnel and resources, as well as any impact the proposed changes will have on the contract price, delivery dates or warranty provisions of this Agreement. Changes to the Development Plan shall be evidenced by a \"Development Plan Modification Agreement.\" The Development Plan Modification Agreement shall amend the Development Plan appropriately to incorporate the desired changes and acknowledge any effect of such changes on the provisions of this Agreement. The Development Plan Modification Agreement shall be signed by authorized representatives of Customer and Developer, whereupon Developer shall commence performance in accordance with it. Should Developer not approve the Development Plan Modification Agreement as written, Developer will so notify Customer within [NUMBER] working days of Developer's receipt of the Development Plan Modification Agreement. Developer shall not be obligated to perform any services beyond those called for in the Development Plan prior to its approval of the Development Plan Modification Agreement.","Custom Software Development Agreement","16",116,"https://templates.business-in-a-box.com/imgs/1000px/custom-software-development-agreement-D787.png","https://templates.business-in-a-box.com/imgs/250px/787.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#787.xml",{"title":6,"description":6},[109,110],{"label":17,"url":95},{"label":17,"url":95},"custom software development agreement","/template/custom-software-development-agreement-D787",{"description":114,"descriptionCustom":6,"label":115,"pages":116,"size":117,"extension":10,"preview":118,"thumb":119,"svgFrame":120,"seoMetadata":121,"parents":123,"keywords":122,"url":129},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","3",513,"https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":122,"description":6},"non disclosure agreement nda",[124,126],{"label":31,"url":125},"business-legal-agreements",{"label":127,"url":128},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":131,"descriptionCustom":6,"label":132,"pages":133,"size":117,"extension":10,"preview":134,"thumb":135,"svgFrame":136,"seoMetadata":137,"parents":139,"keywords":142,"url":143},"Terms and Conditions Welcome to [COMPANY NAME]. Thanks for using our products and services (\"Services\"). The Services are provided by [COMPANY NAME] (\"COMPANY NAME\"), located at [ADRESSE, CITY, STATE, COUNTRY] By using our Services, you are agreeing to these terms. Please read these Terms and Conditions (\"Terms\", \"Terms and Conditions\") carefully before using the http://www.[YOURWEBSITE].com website and the mobile application (the \"Service\") operated by [COMPANY NAME] (\"us\", \"we\", or \"our\"). Our Services are very diverse, so sometimes additional terms or product requirements (including age requirements) may apply. Additional terms will be available with the relevant Services, and those additional terms become part of your agreement with us if you use those Services. Terminology The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer notice, and any or all Agreements: \"Client\", \"You\" and \"Your\" refer to you, the person accessing this website and accepting the Company's terms and conditions. \"The Company\", \"Ourselves\", \"We\" and \"Us\" refer to our Company. \"Party\", \"Parties\" or \"Us\" refers to both the Customer and ourselves, or either the Customer or ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner, whether through formal meetings of a fixed duration, or by any other means, with the express purpose of meeting the Client's needs in terms of providing the Company's declared services / products, in accordance with and subject to applicable US laws. Any use of the above terminology or other words in the singular, plural, capital letters and/or plural, and/or these terms, is considered interchangeable and therefore a reference to them. Using our Services You must follow any policies made available to you within the Services. Don't misuse our Services. For example, don't interfere with our Services or try to access them using a method other than the interface and the instructions that we provide. You may use our Services only as permitted by law, including applicable export and re-export control laws and regulations. We may suspend or stop providing our Services to you if you do not comply with our terms or policies or if we are investigating suspected misconduct. Using our Services does not give you ownership of any intellectual property rights in our Services or the content you access. You may not use content from our Services unless you obtain permission from its owner or are otherwise permitted by law. These terms do not grant you the right to use any branding or logos used in our Services. Don't remove, obscure, or alter any legal notices displayed in or along with our Services. In connection with your use of the Services, we may send you service announcements, administrative messages, and other information. You may opt out of some of those communications. Some of our Services are available on mobile devices. Do not use such Services in a way that distracts you and prevents you from obeying traffic or safety laws. Privacy Statement We are committed to protecting your privacy. [COMPANY NAME]'s privacy policies explain how we treat your personal data and protect your privacy when you use our Services. By using our Services, you agree that [COMPANY NAME] can use such data in accordance with our privacy policies. Only authorized employees within the company who, in the course of their duties, can access and use information collected from individual customers. We are constantly reviewing our systems and data to ensure the best possible service to our customers. Government authorities have created specific offences for unauthorized actions against computer systems and data. We will investigate such actions with a view to bringing legal action and/or civil action for damages against those responsible. Purchases If you wish to purchase any product or service made available through the Service (\"Purchase\"), you may be asked to supply certain information relevant to your Purchase including, without limitation, your [SPECIFY]. Subscriptions Some parts of the Service are billed on a subscription basis (\"Subscription(s)\"). You will be billed in advance on a recurring [SPECIFY]. Software in our Services When a Service requires or includes downloadable software, this software may update automatically on your device once a new version or feature is available. Some Services may let you adjust your automatic update settings. [COMPANY NAME] gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by [COMPANY NAME] as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by [COMPANY NAME], in the manner permitted by these terms. You may not copy, modify, distribute, sell, or lease any part of our Services or included software, nor may you reverse engineer or attempt to extract the source code of that software, unless laws prohibit those restrictions or you have our written permission. Disclaimer Exclusions and Limitations The information contained on this website is provided on an \" as is \" basis. To the fullest extent permitted by law, this company: excludes all representations and warranties with respect to this website and its content or that are or may be provided by affiliates or any other third party, including with respect to any inaccuracy or omission in this website and/or the Company's documentation; and excludes any liability for damages arising out of or in connection with your use of this website. [COMPANY NAME], and [COMPANY NAME]'s suppliers and distributors, will not be responsible for lost profits, revenues, or data, financial losses or indirect, special, consequential, exemplary, punitive damages or damage caused to your computer, computer software, systems and programs and data relating thereto or any other direct or indirect, consequential or incidental damages. Liability for our Services To the extent permitted by law, the total liability of [COMPANY NAME], and its suppliers and distributors, for any claims under these terms, including for any implied warranties, is limited to the amount you paid us to use the Services. In all cases, [COMPANY NAME], and its suppliers and distributors, will not be liable for any loss or damage that is not reasonably foreseeable. However, this company does not exclude liability for death or personal injury caused by its negligence. The above exclusions and limitations apply only to the extent permitted by law. We recognize that in some countries, you might have legal rights as a consumer. None of your legal rights as a consumer are affected waived by contract. Business uses of our Services If you are using our Services on behalf of a business, that business accepts these terms","Terms And Conditions","6","https://templates.business-in-a-box.com/imgs/1000px/terms-and-conditions-D12667.png","https://templates.business-in-a-box.com/imgs/250px/12667.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12667.xml",{"title":138,"description":6},"terms and conditions",[140,141],{"label":31,"url":125},{"label":31,"url":125},"terms conditions","/template/terms-and-conditions-D12667",{"description":145,"descriptionCustom":6,"label":146,"pages":116,"size":117,"extension":10,"preview":147,"thumb":148,"svgFrame":149,"seoMetadata":150,"parents":152,"keywords":151,"url":159},"DATA PRIVACY POLICY INTRODUCTION [COMPANY NAME] is committed to protecting the privacy and confidentiality of personal data collected or processed during its business operations. This Data Privacy Policy outlines the principles and practices that govern the collection, use, and disclosure of personal data by the Company. SCOPE This Policy applies to all employees, contractors, vendors, and third parties who collect, use, or process personal data on behalf of the Company. It also applies to all personal data collected from customers, clients, partners, and other individuals. PERSONAL INFORMATION COLLECTION We may collect personal information, such as name, address, email, phone number, and job title, from customers, employees, and stakeholders. We collect personal information through various channels, such as our website, email, phone, and in-person interactions. We may also collect personal information from third-party sources, such as service providers and business partners. USE OF PERSONAL INFORMATION The Company will only use personal data for the purposes for which it was collected or as otherwise permitted by applicable laws and regulations. Personal data may be used for, but not limited to, the following purposes: Providing products or services requested by individuals; Communicating with individuals about products, services, or other business-related matters; Conducting market research, analytics, and improving business operations; Managing and administering employee or contractor relationships; Complying with legal or regulatory requirements; Protecting the rights and interests of the Company or its customers. DISCLOSURE The Company may share personal data with third parties for legitimate business purposes, including but not limited to, service providers, vendors, contractors, and business partners. Personal data may also be disclosed to comply with legal or regulatory requirements, or in response to lawful requests from public authorities. The Company will take appropriate measures to ensure that third parties receiving personal data are bound by confidentiality obligations and provide adequate protection to the personal data. DATA RETENTION","Data Privacy Policy","https://templates.business-in-a-box.com/imgs/1000px/data-privacy-policy-D13465.png","https://templates.business-in-a-box.com/imgs/250px/13465.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13465.xml",{"title":151,"description":6},"data privacy policy",[153,156],{"label":154,"url":155},"Human Resources","human-resources",{"label":157,"url":158},"Company Policies","company-policies","/template/data-privacy-policy-D13465",{"description":161,"descriptionCustom":6,"label":162,"pages":163,"size":164,"extension":10,"preview":165,"thumb":166,"svgFrame":167,"seoMetadata":168,"parents":169,"keywords":174,"url":175},"YOUR WEBSITE ADDRESS SERVICE AGREEMENT/TERMS OF USE ACCEPTANCE OF TERMS The services that [YOUR COMPANY NAME] provides to User is subject to the following Terms of Use (\"TOU\"). [YOUR COMPANY NAME] reserves the right to update the TOU at any time without notice to User. The most current version of the TOU can be reviewed by clicking on the \"Terms of Use\" hypertext link located at the bottom of our Web pages. This Agreement, which incorporates by reference other provisions applicable to use of [YOUR WEBSITE ADDRESS], including, but not limited to, supplemental terms and conditions set forth hereof (\"Supplemental Terms\") governing the use of certain specific material contained in [YOUR WEBSITE ADDRESS], sets forth the terms and conditions that apply to use of [YOUR WEBSITE ADDRESS] by User. By using [YOUR COMPANY NAME] (other than to read this Agreement for the first time), User agrees to comply with all of the terms and conditions hereof. The right to use [YOUR WEBSITE ADDRESS] is personal to User and is not transferable to any other person or entity. User is responsible for all use of User's Account (under any screen name or password) and for ensuring that all use of User's Account complies fully with the provisions of this Agreement. User shall be responsible for protecting the confidentiality of User's password(s), if any. [YOUR COMPANY NAME] shall have the right at any time to change or discontinue any aspect or feature of [YOUR WEBSITE ADDRESS], including, but not limited to, content, hours of availability, and equipment needed for access or use. Changed Terms [YOUR COMPANY NAME] shall have the right at any time to change or modify the terms and conditions applicable to User's use of [YOUR WEBSITE ADDRESS], or any part thereof, or to impose new conditions, including, but not limited to, adding fees and charges for use. Such changes, modifications, additions or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on [YOUR WEBSITE ADDRESS], or by electronic or conventional mail, or by any other means by which User obtains notice thereof. Any use of [YOUR WEBSITE ADDRESS] by User after such notice shall be deemed to constitute acceptance by User of such changes, modifications or additions. DESCRIPTION OF SERVICES Through its Web property, [YOUR COMPANY NAME] provides User with access to a variety of resources, including download areas, communication forums and product information (collectively \"Services\"). The Services, including any updates, enhancements, new features, and/or the addition of any new Web properties, are subject to the TOU. Equipment User shall be responsible for obtaining and maintaining all telephone, computer hardware, software and other equipment needed for access to and use of [YOUR WEBSITE ADDRESS] and all charges related thereto. User Conduct User shall use [YOUR WEBSITE ADDRESS] for lawful purposes only. User shall not post or transmit through [YOUR WEBSITE ADDRESS] any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which, without [YOUR COMPANY NAME] 's express prior approval, contains advertising or any solicitation with respect to products or services. Any conduct by a User that in [YOUR COMPANY NAME] 's discretion restricts or inhibits any other User from using or enjoying [YOUR WEBSITE ADDRESS] will not be permitted. User shall not use [YOUR WEBSITE ADDRESS] to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users to become subscribers of other on-line information services competitive with [YOUR COMPANY NAME]. [YOUR WEBSITE ADDRESS] contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of [YOUR WEBSITE ADDRESS] are copyrighted as a collective work under the [YOUR COUNTRY] copyright laws. [YOUR COMPANY NAME] owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. User may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. User may download copyrighted material for User's personal use only. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of [YOUR COMPANY NAME] and the copyright owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. User acknowledges that it does not acquire any ownership rights by downloading copyrighted material. User shall not upload, post or otherwise make available on [YOUR WEBSITE ADDRESS] any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not protected by copyright rests with User. User shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from such a submission. By submitting material to any public area of [YOUR WEBSITE ADDRESS], User automatically grants, or warrants that the owner of such material has expressly granted [YOUR COMPANY NAME] the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. User also permits any other User to access, view, store or reproduce the material for that User's personal use. User hereby grants [YOUR COMPANY NAME] the right to edit, copy, publish and distribute any material made available on [YOUR WEBSITE ADDRESS] by User. The foregoing provisions of Section 5 are for the benefit of [YOUR COMPANY NAME], its subsidiaries, affiliates and its third-party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf. USE OF SERVICES The Services may contain email services, bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, photo albums, file cabinets and/or other message or communication facilities designed to enable User to communicate with others (each a \"Communication Service\" and collectively \"Communication Services\"). User agrees to use the Communication Services only to post, send and receive messages and material that are proper and, when applicable, related to the particular Communication Service. By way of example, and not as a limitation, User agrees that when using the Communication Services, User will not: Use the Communication Services in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise). Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others. Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information","Website Service Agreement Terms of Use","9",75,"https://templates.business-in-a-box.com/imgs/1000px/website-service-agreement_terms-of-use-D840.png","https://templates.business-in-a-box.com/imgs/250px/840.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#840.xml",{"title":6,"description":6},[170,171],{"label":17,"url":95},{"label":172,"url":173},"E-Commerce","ecommerce-business","website service agreement terms use","/template/website-service-agreement-terms-of-use-D840",false,{"seo":178,"reviewer":190,"quick_facts":194,"at_a_glance":197,"personas":201,"variants":226,"glossary":255,"clauses":292,"how_to_fill":343,"common_mistakes":384,"faqs":409,"industries":437,"comparisons":454,"diy_vs_lawyer":469,"jurisdictions":482,"related_template_ids_curated":503,"schema":512,"classification":513},{"meta_title":179,"meta_description":180,"primary_keyword":181,"secondary_keywords":182},"End User Software License Agreement Template (Free Word)","Customize our EULA template to protect your software IP, define user rights, and include liability disclaimers. Download free today. Used in 190+ countries. Free Word and PDF download.","end user software license agreement template",[183,184,185,186,187,188,189],"eula template","end user license agreement template free","eula template word","software eula template","end user software license agreement free download","software licensing agreement template","eula template pdf",{"name":191,"credential":192,"reviewed_date":193},"Bruno Goulet","CEO, Business in a Box","2026-05-02",{"difficulty":195,"legal_review_recommended":196,"signature_required":196},"advanced",true,{"what_it_is":198,"when_you_need_it":199,"whats_inside":200},"An End User Software License Agreement (EULA) is a legally binding contract between a software publisher and the end user that defines the terms under which the software may be installed, accessed, and used. This free Word download covers license grant, permitted and prohibited uses, intellectual property ownership, warranty disclaimers, liability limitations, and termination — and can be edited online and exported as PDF for deployment with any desktop, mobile, or SaaS application.\n","Use a EULA before distributing, selling, or making any software application available to users — whether via download, CD, SaaS portal, or an app store. It is especially critical when the software handles user data, integrates with third-party systems, or is licensed rather than sold outright.\n","License grant and scope, permitted use and restrictions, intellectual property ownership and reservation of rights, warranty disclaimers, limitation of liability, data collection and privacy notice, update and maintenance terms, termination conditions, and governing law. The template includes placeholder brackets throughout so you can tailor it to your product and jurisdiction in under an hour.\n",[202,206,210,214,218,222],{"title":203,"use_case":204,"icon_asset_id":205},"Independent software developers","Protecting IP and limiting liability when distributing a commercial app","persona-software-developer",{"title":207,"use_case":208,"icon_asset_id":209},"SaaS founders","Governing end-user access to a cloud platform before public launch","persona-startup-founder",{"title":211,"use_case":212,"icon_asset_id":213},"Enterprise software vendors","Standardizing license terms across thousands of corporate end users","persona-ceo",{"title":215,"use_case":216,"icon_asset_id":217},"Mobile app publishers","Meeting app store requirements and limiting reverse-engineering exposure","persona-small-business-owner",{"title":219,"use_case":220,"icon_asset_id":221},"IT managers and procurement teams","Reviewing EULA terms before approving software for internal deployment","persona-operations-director",{"title":223,"use_case":224,"icon_asset_id":225},"Game developers and studios","Restricting redistribution, cheating tools, and unauthorized modifications","persona-freelancer",[227,231,235,239,243,247,251],{"situation":228,"recommended_template":229,"slug":230},"Distributing desktop or on-premise software to consumers","End User Software License Agreement","end-user-software-license-agreement-D791",{"situation":232,"recommended_template":233,"slug":234},"Providing a cloud-based SaaS platform to business customers","Software as a Service Agreement","software-development-and-consulting-services-agreement-D800",{"situation":236,"recommended_template":237,"slug":238},"Sharing proprietary code with a business partner or integrator","Software License Agreement (B2B)","software-license-agreement-D12928",{"situation":240,"recommended_template":241,"slug":242},"Open-source project with contribution and use restrictions","Open Source Software License","source-code-license-agreement-D807",{"situation":244,"recommended_template":245,"slug":246},"Engaging a developer to build software you will own","Software Development Agreement","custom-software-development-agreement-D787",{"situation":248,"recommended_template":249,"slug":250},"Licensing software that processes personal data under GDPR or CCPA","Data Processing Agreement","data-processing-agreement-D13954",{"situation":252,"recommended_template":253,"slug":254},"Distributing a mobile game with in-app purchases","Mobile App End User License Agreement","end-user-license-agreement-D13011",[256,259,262,265,268,271,274,277,280,283,286,289],{"term":257,"definition":258},"License Grant","The specific permission a software publisher gives an end user to install and use the software, defining scope, number of permitted installations, and duration.",{"term":260,"definition":261},"Shrink-Wrap License","A EULA delivered with packaged software that the user accepts by opening the packaging or installing the product, without a separate signed agreement.",{"term":263,"definition":264},"Click-Wrap Agreement","A EULA accepted by clicking an 'I Agree' button during installation or account creation, which courts generally treat as an enforceable contract when adequately disclosed.",{"term":266,"definition":267},"Proprietary Software","Software whose source code is owned by the publisher and may not be copied, modified, or redistributed without explicit permission — as opposed to open-source software.",{"term":269,"definition":270},"Reverse Engineering","The process of decompiling or disassembling software to discover its underlying code or logic, typically prohibited in a EULA to protect trade secrets.",{"term":272,"definition":273},"Warranty Disclaimer","A clause in which the publisher expressly states that the software is provided 'as is' and disclaims implied warranties of merchantability and fitness for a particular purpose.",{"term":275,"definition":276},"Limitation of Liability","A clause capping the publisher's total financial exposure to the end user — typically the amount paid for the software in the preceding 12 months.",{"term":278,"definition":279},"Perpetual License","A license that grants the user the right to use the software indefinitely after a one-time payment, as distinct from a subscription that requires ongoing fees.",{"term":281,"definition":282},"Subscription License","A time-limited license tied to recurring payments; access to the software terminates automatically if the subscription lapses.",{"term":284,"definition":285},"Governing Law","The jurisdiction whose laws will be used to interpret the EULA and resolve any disputes arising from it.",{"term":287,"definition":288},"Indemnification","A contractual obligation requiring one party to compensate the other for specified losses, claims, or damages — often used to protect the publisher from user misuse claims.",{"term":290,"definition":291},"Force Majeure","A clause excusing a party from performance obligations due to extraordinary events outside their control, such as natural disasters or government actions.",[293,298,303,308,313,318,323,328,333,338],{"name":294,"plain_english":295,"sample_language":296,"common_mistake":297},"License grant and scope","Defines exactly what the user is permitted to do with the software — install on a specified number of devices, use for personal or commercial purposes, and for what duration.","[COMPANY NAME] grants you a limited, non-exclusive, non-transferable, revocable license to install and use [SOFTWARE NAME] on [NUMBER] device(s) solely for your personal or internal business purposes during the License Term.","Using an overly broad grant such as 'install on any device you own' without a seat or device limit. This prevents the publisher from upselling additional licenses and complicates enforcement.",{"name":299,"plain_english":300,"sample_language":301,"common_mistake":302},"Restrictions on use","Lists prohibited activities — reverse engineering, sublicensing, redistribution, and using the software to build a competing product.","You may not: (a) copy, modify, or distribute the Software; (b) reverse engineer, decompile, or disassemble the Software; (c) sublicense, rent, lease, or transfer the Software to any third party; or (d) use the Software to develop a competing product or service.","Omitting a prohibition on using the software to train AI or machine learning models. This gap is increasingly exploited, particularly with developer tools and data-processing software.",{"name":304,"plain_english":305,"sample_language":306,"common_mistake":307},"Intellectual property ownership","Confirms that the publisher owns all rights to the software, its underlying code, documentation, and updates — and that the EULA is a license, not a sale.","The Software is licensed, not sold. [COMPANY NAME] retains all right, title, and interest in and to the Software, including all patents, copyrights, trademarks, trade secrets, and other intellectual property rights.","Failing to state that the EULA is a license and not a sale. Without this language, the 'first sale doctrine' in the US may allow users to resell or redistribute their copy.",{"name":309,"plain_english":310,"sample_language":311,"common_mistake":312},"User data and privacy","Discloses what data the software collects from the user's device or usage, how it is stored and used, and references the publisher's full privacy policy.","The Software may collect certain usage data and diagnostic information as described in our Privacy Policy at [URL]. By using the Software, you consent to such collection and processing in accordance with applicable data protection laws.","Referencing a privacy policy URL that changes or goes offline. Courts have found that broken links undermine consent and may render the data collection clause unenforceable.",{"name":314,"plain_english":315,"sample_language":316,"common_mistake":317},"Updates, maintenance, and support","States whether the publisher will provide updates, bug fixes, or new versions — and whether doing so is an obligation or purely at the publisher's discretion.","[COMPANY NAME] may, at its sole discretion, provide updates or new versions of the Software. Any such updates are subject to this Agreement unless accompanied by a separate license. [COMPANY NAME] has no obligation to provide support unless set out in a separate Support Agreement.","Promising automatic updates without reserving the right to change features or discontinue the software. This exposes the publisher to breach claims when updates alter functionality users depend on.",{"name":319,"plain_english":320,"sample_language":321,"common_mistake":322},"Warranty disclaimer","Explicitly disclaims implied warranties — merchantability, fitness for a particular purpose, and non-infringement — so the publisher is not liable if the software fails to meet the user's expectations.","THE SOFTWARE IS PROVIDED 'AS IS' WITHOUT WARRANTY OF ANY KIND. [COMPANY NAME] DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.","Using mixed-case or lowercase text for the disclaimer. In the US, the UCC and most courts require conspicuous, typically all-caps language for warranty disclaimers to be enforceable against consumers.",{"name":324,"plain_english":325,"sample_language":326,"common_mistake":327},"Limitation of liability","Caps the publisher's total financial exposure to the user — typically the fees paid for the software in the prior 12 months — and excludes liability for indirect, consequential, or punitive damages.","TO THE MAXIMUM EXTENT PERMITTED BY LAW, [COMPANY NAME]'S TOTAL LIABILITY TO YOU SHALL NOT EXCEED THE AMOUNTS PAID BY YOU FOR THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. IN NO EVENT SHALL [COMPANY NAME] BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES.","Setting the liability cap at a nominal fixed amount (e.g., $100) rather than fees paid. Courts in several jurisdictions have struck down unconscionably low caps, especially in consumer-facing software.",{"name":329,"plain_english":330,"sample_language":331,"common_mistake":332},"Term and termination","Specifies how long the license lasts, what events trigger automatic termination (e.g., breach, non-payment), and what happens to the user's data and installations upon termination.","This Agreement is effective until terminated. Your rights under this Agreement terminate automatically and without notice if you fail to comply with any term. Upon termination, you must cease all use of the Software and destroy all copies in your possession.","No post-termination obligations on the user. Without a clause requiring deletion of copies, users can continue to run software they are no longer licensed to use.",{"name":334,"plain_english":335,"sample_language":336,"common_mistake":337},"Governing law and dispute resolution","Identifies the jurisdiction whose law governs the agreement and specifies whether disputes go to arbitration, mediation, or court — and where.","This Agreement is governed by the laws of [STATE / JURISDICTION], without regard to conflict-of-law principles. Any dispute shall be resolved by binding arbitration administered by [AAA / JAMS] in [CITY], except that either party may seek injunctive relief in any court of competent jurisdiction.","Choosing a governing law jurisdiction with no connection to where the software is developed or the user base is located. Some jurisdictions — particularly US states with strong consumer-protection laws — apply local law regardless of a contractual choice-of-law clause.",{"name":339,"plain_english":340,"sample_language":341,"common_mistake":342},"Entire agreement and severability","States that the EULA is the complete agreement between the parties, superseding prior representations, and that invalid clauses are severed rather than voiding the whole agreement.","This Agreement constitutes the entire agreement between you and [COMPANY NAME] with respect to the Software and supersedes all prior agreements and understandings. If any provision of this Agreement is held invalid or unenforceable, that provision shall be severed and the remaining provisions shall remain in full force.","Omitting a severability clause. If a court voids an overbroad restriction clause — which is common with non-circumvention or data-use provisions — the entire EULA can unravel without it.",[344,349,354,359,364,369,374,379],{"step":345,"title":346,"description":347,"tip":348},1,"Identify the parties and software product","Enter the publisher's full legal entity name and the exact product name and version number. Specify whether the user is an individual consumer or a business entity, as this affects warranty and liability clause enforceability.","Use the same product name here as you use in your app store listing, installer, and marketing materials — inconsistency creates ambiguity in enforcement.",{"step":350,"title":351,"description":352,"tip":353},2,"Define the license scope and seat count","Choose perpetual or subscription, specify the number of permitted device installations, and state whether the license is for personal, commercial, or combined use. Tie the seat count to your pricing model.","For consumer software, 'up to 3 personal devices' is the current market norm and reduces support friction compared to a single-device limit.",{"step":355,"title":356,"description":357,"tip":358},3,"Complete the restrictions list","Review the standard prohibited-use list and add any product-specific restrictions — such as prohibiting use in safety-critical systems, banning AI training use, or restricting geographic deployment where you have export-control obligations.","If your software exports data to third-party APIs, explicitly prohibit users from reverse engineering those integrations — this is a common gap that competitors exploit.",{"step":360,"title":361,"description":362,"tip":363},4,"Link the privacy policy and data collection disclosures","Insert a live, stable URL to your privacy policy and confirm that the data-collection language in the EULA matches what the privacy policy actually describes. These two documents are read together by regulators.","Use a versioned or dated privacy policy URL (e.g., /privacy-v2) so that the link in older EULAs still resolves to the correct historical version if you are ever audited.",{"step":365,"title":366,"description":367,"tip":368},5,"Set the warranty disclaimer in all-caps","Ensure the warranty disclaimer block is formatted in all-capital letters in the final document. This is a UCC and common-law requirement for the disclaimer to be considered 'conspicuous' and therefore enforceable in the US and Canada.","Bold the all-caps block as well — courts have accepted both uppercase and bold as meeting the conspicuousness standard, and using both removes ambiguity.",{"step":370,"title":371,"description":372,"tip":373},6,"Calibrate the liability cap to your pricing","Set the limitation of liability to the greater of fees paid in the prior 12 months or a minimum floor amount (e.g., $50). Confirm the cap is not so low that it would be struck down as unconscionable in your target markets.","If you offer a free tier, explicitly address zero-fee users in the cap — 'fees paid, or $50 if no fees were paid' is cleaner than a blank limitation for free users.",{"step":375,"title":376,"description":377,"tip":378},7,"Choose governing law and dispute venue","Select a governing law jurisdiction where your company is incorporated or has substantial operations. For consumer-facing software in the EU, note that consumer-protection law applies regardless of your choice-of-law clause.","Delaware is the most commonly chosen US governing law for software companies — its commercial court precedents are well-developed and generally favorable to publishers.",{"step":380,"title":381,"description":382,"tip":383},8,"Deploy the EULA at the point of acceptance","Integrate the EULA into your installer as a click-wrap screen, or display it during account creation with a mandatory 'I Agree' checkbox. Store a timestamped record of each user's acceptance in your database.","Scroll-through enforcement — requiring users to scroll to the bottom before the 'Agree' button activates — has been upheld in multiple US and UK cases as evidence of meaningful assent.",[385,389,393,397,401,405],{"mistake":386,"why_it_matters":387,"fix":388},"Burying the EULA after installation without click-wrap acceptance","A EULA displayed only in a readme file or accessible only via a help menu after installation has been found unenforceable in multiple US and EU cases because the user never affirmatively assented to it.","Present the EULA as a mandatory click-wrap screen during installation or account creation, with a checkbox the user must actively select before proceeding.",{"mistake":390,"why_it_matters":391,"fix":392},"Omitting an AI and machine learning use prohibition","Without an explicit restriction, users may legally feed your software's output, interfaces, or documentation into AI training datasets, effectively giving competitors access to your proprietary methods at no cost.","Add a clause expressly prohibiting use of the software or its output to train, fine-tune, or benchmark any artificial intelligence or machine learning model without written consent.",{"mistake":394,"why_it_matters":395,"fix":396},"Using a lowercase warranty disclaimer","Under the UCC and equivalent statutes in Canada and the UK, warranty disclaimers must be conspicuous — meaning a reasonable person would notice them. Lowercase text embedded in a body paragraph consistently fails this test in court.","Format all warranty disclaimer and limitation of liability language in all-capital letters, and consider bolding the block as an additional safeguard.",{"mistake":398,"why_it_matters":399,"fix":400},"Failing to address what happens to user data upon termination","Without a post-termination data clause, users in GDPR and CCPA jurisdictions may assert ongoing data rights even after the license ends, creating compliance exposure and complicating account closure.","Include a clause specifying that the publisher will delete or return user data within a defined period (e.g., 30 days) following termination, and describe any archival exceptions clearly.",{"mistake":402,"why_it_matters":403,"fix":404},"Copying a competitor's EULA without jurisdiction review","EULAs are heavily jurisdiction-specific. A EULA drafted for US consumers may lack mandatory EU consumer-protection clauses, void warranty disclaimers, or fail GDPR consent requirements — exposing you to regulatory fines from the first EU user.","Have a qualified technology attorney review the EULA for each major jurisdiction in which you distribute the software before launch, even if you start from a high-quality template.",{"mistake":406,"why_it_matters":407,"fix":408},"No severability clause","Courts routinely void overbroad restrictions in EULAs — particularly reverse-engineering bans, non-circumvention clauses, and data-use provisions. Without severability, a single voided clause can invalidate the entire agreement.","Include a standard severability clause confirming that if any provision is held invalid, the remaining provisions continue in full force.",[410,413,416,419,422,425,428,431,434],{"question":411,"answer":412},"What is an End User Software License Agreement (EULA)?","A EULA is a legally binding contract between a software publisher and the person or organization using the software. It grants the user a limited right to install and use the software under defined conditions while reserving all intellectual property rights for the publisher. EULAs are distinct from a sale: you purchase a license to use the software, not ownership of the software itself. Nearly every commercial software product — desktop applications, mobile apps, and SaaS platforms — is governed by some form of EULA.\n",{"question":414,"answer":415},"Is a EULA legally enforceable?","A EULA is generally enforceable when the user has adequate notice of its terms and affirmatively accepts them — typically via a click-wrap checkbox during installation or account creation. Courts in the US, UK, Canada, and the EU have upheld click-wrap EULAs as binding contracts. However, specific clauses may be voided if they are unconscionable, violate consumer-protection law, or fail formal requirements — such as all-caps warranty disclaimers under the UCC. Enforceability is jurisdiction-specific, so review by a local attorney is advisable before distributing in new markets.\n",{"question":417,"answer":418},"What is the difference between a EULA and a Terms of Service?","A EULA governs the use of installed or downloaded software and focuses on license scope, IP ownership, and restrictions on copying or modifying the code. A Terms of Service (ToS) governs use of a website or online platform and typically addresses account conduct, content ownership, payment terms, and service availability. SaaS products often use both: a EULA for the software component and a ToS for the platform and account relationship. For most desktop or mobile applications, a EULA alone is sufficient.\n",{"question":420,"answer":421},"Does a EULA need to be signed?","A traditional wet signature is not required for most consumer and business EULAs. Click-wrap acceptance — clicking an 'I Agree' button or checking an acknowledgment box — constitutes a valid electronic signature in the US under the E-SIGN Act, in Canada under PIPEDA and provincial e-commerce laws, and in the EU under the eIDAS Regulation. For enterprise software licenses with significant commercial value, a separately executed order form or signed addendum is common practice to create a stronger paper trail.\n",{"question":423,"answer":424},"What should a EULA always include?","At minimum, a EULA should cover: the license grant and scope, permitted and prohibited uses, intellectual property ownership, a warranty disclaimer in conspicuous text, a limitation of liability with a defined cap, data collection and privacy disclosures, term and termination conditions (including post-termination obligations), and governing law. Missing any of these leaves meaningful legal gaps — particularly the warranty disclaimer and liability cap, which are the primary mechanisms protecting the publisher from user claims.\n",{"question":426,"answer":427},"Can a EULA restrict reverse engineering?","In the US, reverse-engineering restrictions are generally enforceable under contract law, though the Computer Fraud and Abuse Act and DMCA provide additional statutory protections. In the EU, the Software Directive (2009/24/EC) grants users a statutory right to decompile software for interoperability purposes that cannot be contractually waived — meaning a blanket reverse-engineering prohibition is only partially enforceable for EU users. In Canada and the UK, enforceability is similarly limited for interoperability-related decompilation.\n",{"question":429,"answer":430},"How do app store EULAs interact with Apple and Google requirements?","Apple's App Store and Google Play each require developers to agree to their standard developer agreements, which include baseline EULA terms. Apple provides a standard EULA template that applies if you do not supply a custom one. If you provide a custom EULA, it must comply with Apple's or Google's requirements and cannot conflict with their platform terms. Custom EULAs are recommended for any app that collects sensitive data, has significant commercial licensing terms, or restricts user rights beyond platform defaults.\n",{"question":432,"answer":433},"Does a EULA cover GDPR and data privacy compliance?","A EULA can incorporate privacy disclosures and consent language, but it does not replace a standalone Privacy Policy or, where required, a Data Processing Agreement (DPA). Under GDPR, if your software processes personal data on behalf of business customers, a DPA is a separate mandatory document. The EULA should reference the Privacy Policy URL and confirm that use of the software constitutes consent to data collection as described — but the detailed rights and obligations under GDPR belong in dedicated privacy documentation.\n",{"question":435,"answer":436},"What happens if a user violates the EULA?","A breach of the EULA typically triggers automatic termination of the license, requiring the user to stop using the software and delete all copies. The publisher may also seek injunctive relief to prevent ongoing misuse, and damages for any quantifiable harm. In practice, enforcement against individual consumers is rare due to cost, but EULA violations by businesses — particularly unauthorized redistribution or use to build a competing product — are pursued through cease-and-desist letters and, where justified, litigation.\n",[438,442,446,450],{"industry":439,"icon_asset_id":440,"specifics":441},"SaaS / Technology","industry-saas","Cloud-delivered software requires EULA clauses addressing uptime commitments, API access scope, data residency, and subscription auto-renewal terms alongside standard IP and liability provisions.",{"industry":443,"icon_asset_id":444,"specifics":445},"Gaming and Entertainment","industry-retail","Game EULAs add restrictions on cheating software, unauthorized mods, virtual currency rules, and streamer/content-creator licensing terms that standard software EULAs omit.",{"industry":447,"icon_asset_id":448,"specifics":449},"Healthcare / MedTech","industry-healthtech","Software handling patient data requires HIPAA Business Associate Agreement language embedded in or appended to the EULA, plus explicit disclaimers that the software is not a certified medical device.",{"industry":451,"icon_asset_id":452,"specifics":453},"Financial Services","industry-fintech","Fintech and trading software EULAs must disclaim investment advice, address regulatory compliance obligations on the user, and restrict use in jurisdictions where the publisher is not licensed.",[455,458,461,465],{"vs":233,"vs_template_id":456,"summary":457},"software-as-a-service-agreement-D13222","A SaaS Agreement governs access to cloud-hosted software where the user never downloads or installs anything locally — it covers uptime SLAs, subscription billing, data processing, and service credits that a EULA does not address. A EULA governs installed or downloaded software where the user runs code on their own device. SaaS products often combine both: a EULA for any installed client components and a SaaS Agreement for the hosted platform.",{"vs":245,"vs_template_id":459,"summary":460},"software-development-agreement-D13298","A Software Development Agreement is between a client and a developer to build custom software — it governs who owns the resulting code, payment milestones, and delivery obligations. A EULA is between the publisher of finished software and its end users. If you commission software to be built and then distribute it, you need both: a development agreement with your developer and a EULA with your users.",{"vs":462,"vs_template_id":463,"summary":464},"Non-Disclosure Agreement","non-disclosure-agreement-nda-D12692","An NDA protects confidential information shared between two parties during a business relationship or negotiation. A EULA's confidentiality provisions protect the publisher's proprietary software from disclosure by end users, but do not create the reciprocal obligations or the breadth of protection that a standalone NDA provides. Where a software demo or beta program involves sharing unreleased features, an NDA should accompany the EULA.",{"vs":466,"vs_template_id":467,"summary":468},"Terms of Service Agreement","terms-and-conditions-D12714","Terms of Service govern how users may interact with a website or online platform — covering account rules, content policies, payment terms, and dispute resolution. A EULA governs the use of software code itself. For a SaaS business, both documents are typically needed: Terms of Service for the web platform and user accounts, and a EULA for any downloadable components or APIs. Using Terms of Service alone for installed software leaves IP ownership and reverse-engineering restrictions unaddressed.",{"use_template":470,"template_plus_review":474,"custom_drafted":478},{"best_for":471,"cost":472,"time":473},"Independent developers and small software businesses distributing to consumers or small business users in a single jurisdiction","Free","1–2 hours",{"best_for":475,"cost":476,"time":477},"Software distributed in multiple countries, apps handling sensitive user data, or products with significant commercial licensing value","$400–$900","3–5 business days",{"best_for":479,"cost":480,"time":481},"Enterprise software vendors, regulated industries (healthcare, fintech), or publishers facing material IP infringement or export-control risk","$2,000–$8,000+","2–4 weeks",[483,488,493,498],{"code":484,"name":485,"flag_asset_id":486,"note":487},"us","United States","flag-us","EULAs are enforced under contract law, the DMCA, and the Computer Fraud and Abuse Act. Warranty disclaimers must be conspicuous — typically all-caps — to satisfy UCC Article 2 requirements. California's CLRA and consumer-protection statutes may void clauses that limit remedies for defective software sold to consumers, regardless of choice-of-law provisions. The FTC's enforcement of data-collection disclosures means privacy language in EULAs must match actual software behavior precisely.",{"code":489,"name":490,"flag_asset_id":491,"note":492},"ca","Canada","flag-ca","Click-wrap EULAs are enforceable under provincial electronic commerce legislation, provided terms are adequately disclosed before acceptance. Quebec's Language Charter requires that software and accompanying agreements distributed to Quebec consumers be available in French. Canada's Anti-Spam Legislation (CASL) affects any in-app messaging or update notifications that constitute commercial electronic messages. PIPEDA and provincial privacy laws govern data collection disclosures.",{"code":494,"name":495,"flag_asset_id":496,"note":497},"uk","United Kingdom","flag-uk","The UK's Unfair Contract Terms Act 1977 and the Consumer Rights Act 2015 limit the extent to which liability for defective software can be excluded in consumer-facing EULAs — blanket exclusions of all liability are generally void for consumer products. The UK GDPR (post-Brexit equivalent of EU GDPR) applies to data collection from UK users. The Copyright, Designs and Patents Act 1988 governs software copyright protection and permits decompilation for interoperability purposes that a EULA cannot contractually override.",{"code":499,"name":500,"flag_asset_id":501,"note":502},"eu","European Union","flag-eu","The EU Software Directive (2009/24/EC) grants users a statutory right to make backup copies and to decompile for interoperability — these rights cannot be waived by contract. The Unfair Contract Terms Directive prohibits clauses that create a significant imbalance between the parties in consumer contracts, which courts have applied to eliminate one-sided liability exclusions. GDPR requires a lawful basis for all personal data processing, explicit consent language, and a standalone Privacy Policy; EULA data-collection clauses alone are insufficient. The Digital Services Act and Digital Markets Act impose additional obligations on large software platform operators.",[234,246,463,504,505,506,507,508,509,510,250,511],"terms-and-conditions-D12667","data-privacy-policy-D13465","website-service-agreement-terms-of-use-D840","intellectual-property-assignment-D5229","independent-contractor-agreement-D160","service-agreement-D12711","consulting-agreement---long-D12543","cease-and-desist-letter-D12916",{"emit_how_to":196,"emit_defined_term":196},{"primary_folder":125,"secondary_folder":514,"document_type":515,"industry":516,"business_stage":517,"tags":518,"confidence":524},"intellectual-property-and-licensing","agreement","software-and-technology","all-stages",[519,520,521,522,523],"intellectual-property","legal","software-license","eula","licensing",0.95,"\u003Ch2>What is an End User Software License Agreement?\u003C/h2>\n\u003Cp>An \u003Cstrong>End User Software License Agreement (EULA)\u003C/strong> is a legally binding contract between a software publisher and the individual or organization that installs or uses the software. It establishes that the software is being licensed — not sold — and defines the precise scope of that license: which devices it covers, what uses are permitted, what is prohibited, and how long the license lasts. Beyond governing the license itself, a well-drafted EULA assigns intellectual property ownership unambiguously to the publisher, disclaims implied warranties, caps the publisher's financial liability, and sets the terms under which the license terminates. Without one, distributing software leaves the publisher exposed to uncapped liability claims, IP disputes, and users who legally resell or redistribute the product under the first-sale doctrine.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Every time someone downloads, installs, or accesses your software without a binding EULA in place, you are distributing a product with no legal framework protecting you or defining the user's obligations. If the software crashes a user's system, corrupts data, or fails to perform as expected, an absent or unenforceable EULA leaves you without the warranty disclaimer and liability cap that would otherwise limit your exposure to the fees the user paid. Competitors can legally decompile, study, and replicate your product if you have not contractually prohibited it. Users can redistribute or resell your software, undermining your pricing and licensing model. Regulators in the EU and California can treat your data-collection practices as undisclosed and unlawful if the EULA does not contain adequate privacy language. This template gives independent developers, SaaS founders, and enterprise software vendors a professionally structured starting point that addresses all of these risks in a single document — ready to deploy as a click-wrap screen before your first user accepts the license.\u003C/p>\n",1781186034310]