# End-User License Agreement (EULA) Template A comprehensive reference for drafting software license agreements for desktop applications, mobile apps, and downloadable software. **Last Updated:** January 2026 **Sources:** [TermsFeed](https://www.termsfeed.com/blog/sample-eula-template/), [Termly](https://termly.io/resources/templates/eula/), [ComplyDog](https://complydog.com/blog/complete-eula-guide-end-user-license-agreement-software-companies), [Hyperstart](https://www.hyperstart.com/blog/end-user-license-agreement/) --- ## What is an EULA? An **End-User License Agreement (EULA)** is a legal contract between a software developer/vendor and the end user that grants the user permission to use the software under specified conditions. ### When to Use an EULA ✅ **Use an EULA for:** - Desktop applications (Windows, macOS, Linux) - Mobile apps (iOS, Android) - Downloadable software, games, or industry-specific tools - Software that requires installation on user devices - Plug-ins, extensions, or add-ons ❌ **An EULA alone is usually not enough for:** - SaaS (Software-as-a-Service) applications → Use **Terms of Service** (and a **Privacy Policy**) - Web-based services → Use **Terms of Service** (and a **Privacy Policy**) - Cloud-based platforms → Use a **SaaS Agreement** (often paired with a **Privacy Policy**) **Exception:** If your SaaS includes a downloadable client (desktop or mobile), use an EULA for the client and Terms of Service for the web platform, with cross-references between them. **Reference:** [What to Pick in SaaS: EULA, SLA or ToS](https://www.termsfeed.com/blog/what-pick-saas-eula-sla-tos/), [EULA vs. Terms and Conditions](https://termly.io/resources/articles/eula-vs-terms-and-conditions/) --- ## EULA vs. Other Agreements | Agreement Type | Purpose | Use Case | |---------------|---------|----------| | **EULA** | Grants license to use software | Desktop apps, mobile apps, downloaded software | | **Terms of Service (ToS)** | Governs use of a service | Websites, SaaS, online stores, cloud platforms | | **SLA (Service Level Agreement)** | Defines uptime, support, performance guarantees | Enterprise software, SaaS with availability commitments | | **Privacy Policy** | Explains data collection/usage | Required by law (GDPR, CCPA) for data processing | **Key Difference:** An EULA licenses **software** (code), while ToS governs **services** (access to a platform). **Reference:** [The difference between an EULA and a SaaS Agreement](https://www.law365.co/blog/what-is-the-difference-between-a-eula-and-a-saas-agreement) --- ## EULA Acceptance Mechanisms ### Clickwrap (Recommended) **Definition:** Users must affirmatively click "I Agree" or check a box before accessing the software. **Enforceability:** Generally strong **when notice is clear and assent is unambiguous**. Enforceability depends on jurisdiction and presentation. **Implementation:** - Display EULA during installation or first launch - Require user to scroll through the agreement or click "Read More" - Present an "I Agree" button that must be clicked to proceed - Optionally include a checkbox: "☑ I have read and agree to the EULA" - Disable the "Install" or "Continue" button until the user accepts **Legal Basis:** Electronic signature laws (e.g., UETA/E-SIGN in the U.S.) generally recognize electronic assent, but enforceability still turns on presentation and notice. **Reference:** [How to Use Clickwrap for Your EULA](https://www.termsfeed.com/blog/how-clickwrap-eula/), [Clickwrap Agreements and Legal Enforceability](https://www.upcounsel.com/clickwrap) ### Browsewrap (Not Recommended for EULAs) **Definition:** Terms are linked on a webpage, and consent is implied by continued use. **Enforceability:** Often weak unless notice is highly conspicuous and the user takes an action indicating assent. **Why not for EULAs:** Software licenses require explicit consent. Browsewrap is better suited for website Terms of Service. **Reference:** [Browsewrap vs. Clickwrap](https://www.termsfeed.com/blog/browsewrap-clickwrap/) ### Shrinkwrap (Legacy, Physical Media) **Definition:** Terms are printed inside a sealed software package. Opening the package constitutes acceptance. **Enforceability:** Varies by jurisdiction; historically upheld in some contexts but less common today. **Modern Use:** Rare; only for physical retail software. **Reference:** [Shrinkwrap (contract law) - Wikipedia](https://en.wikipedia.org/wiki/Shrinkwrap_(contract_law)) --- ## EULA Template Structure Below is a comprehensive template with all essential sections. Customize based on your software type and jurisdiction. --- ### 1. **Title and Effective Date** ``` END-USER LICENSE AGREEMENT (EULA) Effective Date: [Insert Date] Last Updated: [Insert Date] ``` **Best Practice:** Update the "Last Updated" date whenever you modify the EULA. Notify existing users of material changes. --- ### 2. **Introduction and Acceptance** ``` IMPORTANT – READ CAREFULLY This End-User License Agreement ("Agreement") is a legal contract between you (either an individual or a single entity, referred to as "You" or "User") and [Company Name] ("Company," "We," "Us," or "Our") for the software product identified above, which includes computer software and may include associated media, printed materials, and "online" or electronic documentation (collectively, the "Software"). BY INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT INSTALL OR USE THE SOFTWARE. ``` **Key Elements:** - Define both parties (user and vendor) - Define "Software" (include all components: code, documentation, updates) - Affirmative consent statement ("BY INSTALLING... YOU AGREE") - Rejection clause ("IF YOU DO NOT AGREE... DO NOT INSTALL") **Reference:** [Understanding End User License Agreements (EULA)](https://www.sirion.ai/library/contract-management/end-user-license-agreement-eula/) --- ### 3. **License Grant** ``` 1. LICENSE GRANT Subject to the terms and conditions of this Agreement, [Company Name] grants You a limited, non-exclusive, non-transferable, revocable license to: (a) Install and use the Software on [NUMBER] device(s) for your personal or internal business use; and (b) Make one (1) backup copy of the Software for archival purposes. This license does not grant You any right to redistribute, sublicense, rent, lease, or make the Software available to third parties unless expressly authorized in writing. ``` **Customization Options:** | License Type | Description | Example Text | |-------------|-------------|--------------| | **Single-User** | One user, one device | "on one (1) device owned or controlled by You" | | **Multi-Device** | One user, multiple devices | "on up to five (5) devices owned by You" | | **Enterprise** | Organization-wide | "by employees of Your organization on devices owned or controlled by Your organization" | | **Subscription** | Time-limited | "for the duration of your active subscription" | | **Trial/Evaluation** | Limited functionality/time | "for a period of thirty (30) days for evaluation purposes only" | **Key Terms to Define:** - **Non-exclusive:** Others can also license the software - **Non-transferable:** User cannot give/sell the license to others - **Revocable:** You can terminate the license if terms are breached - **Limited:** Scope is restricted to specific uses **Reference:** [Sample EULA Template [Download]](https://www.termsfeed.com/blog/sample-eula-template/) --- ### 4. **Restrictions on Use** ``` 2. RESTRICTIONS You may NOT: (a) Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software, except to the extent permitted by applicable law; (b) Modify, adapt, translate, or create derivative works based on the Software; (c) Copy the Software (except for one backup copy as permitted in Section 1); (d) Rent, lease, lend, sell, redistribute, or sublicense the Software; (e) Remove, alter, or obscure any proprietary notices (copyright, trademark, patent) on or in the Software; (f) Use the Software for any illegal purpose or in violation of any applicable laws or regulations; (g) Use the Software to develop a competing product or service; (h) Use the Software in any way that could damage, disable, overburden, or impair the Software or interfere with any other party's use. ``` **Additional Restrictions (Optional):** - **No automated use:** "Use the Software via bots, scrapers, or automated tools" - **No circumvention:** "Bypass or disable any security features or digital rights management (DRM)" - **Geographic restrictions:** "Use the Software in countries subject to U.S. export restrictions" - **No high-risk use:** "Use the Software in life-support systems, nuclear facilities, or aircraft navigation" **Reference:** [End User License Agreement: Key Sections](https://www.contractscounsel.com/t/us/end-user-license-agreement) --- ### 5. **Intellectual Property Rights** ``` 3. INTELLECTUAL PROPERTY (a) Ownership: The Software is licensed, not sold. [Company Name] and its licensors retain all right, title, and interest in and to the Software, including all intellectual property rights therein. (b) Copyright: The Software is protected by copyright laws and international treaty provisions. Unauthorized reproduction or distribution of this Software, or any portion of it, may violate applicable laws. (c) Trademarks: All trademarks, service marks, trade names, and logos used in connection with the Software are the property of [Company Name] or its licensors. You may not use such marks without prior written permission. ``` **Why This Matters:** Establishes that the user is only renting access, not acquiring ownership of the code. **Reference:** [What is an End-User License Agreement (EULA)?](https://www.servicenow.com/products/it-asset-management/what-is-eula.html) --- ### 6. **Updates and Maintenance** ``` 4. UPDATES AND SUPPORT (a) Updates: [Company Name] may, at its sole discretion, provide updates, patches, or upgrades to the Software. Such updates will be subject to the terms of this Agreement unless accompanied by a separate license. (b) Automatic Updates: The Software may download and install updates automatically where permitted by law and your device settings. Where required, you will be asked for consent. (c) Support: [Company Name] is not obligated to provide technical support, maintenance, or updates unless separately agreed upon in writing. [OPTIONAL: If support is included] Technical support is available via [email/portal] during business hours [specify hours and time zone]. Support does not include customization, training, or on-site assistance. ``` **Best Practice:** Clearly state whether support is included or sold separately. If support is a paid add-on, reference the separate support agreement. --- ### 7. **Warranty Disclaimer** ``` 5. WARRANTY DISCLAIMER THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. [COMPANY NAME] DOES NOT WARRANT THAT: (a) The Software will meet your requirements or expectations; (b) The operation of the Software will be uninterrupted or error-free; (c) Defects in the Software will be corrected; (d) The Software is free from viruses or other harmful components. YOU ASSUME ALL RISK ASSOCIATED WITH THE USE OF THE SOFTWARE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. ``` **Legal Note:** Many jurisdictions (e.g., EU under the Digital Content Directive) limit or override blanket warranty disclaimers for consumer software. Consult local counsel. **Reference:** [End User License Agreement: Essentials & best practices](https://www.hyperstart.com/blog/end-user-license-agreement/) --- ### 8. **Limitation of Liability** ``` 6. LIMITATION OF LIABILITY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL [COMPANY NAME] OR ITS LICENSORS BE LIABLE FOR ANY: (a) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (including but not limited to loss of profits, data, or business interruption) arising out of the use or inability to use the Software; (b) DAMAGES EXCEEDING THE AMOUNT YOU PAID FOR THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THIS LIMITATION APPLIES EVEN IF [COMPANY NAME] HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. ``` **Cap Options:** - **Paid software:** "damages shall not exceed the amount you paid for the Software" - **Free software:** "damages shall not exceed $50" - **Subscription:** "damages shall not exceed the fees paid in the 12 months preceding the claim" **Reference:** [Understanding EULAs and License Terms](https://secureprivacy.ai/blog/understanding-eulas-license-terms-guide) --- ### 9. **Termination** ``` 7. TERMINATION (a) Termination by User: You may terminate this Agreement at any time by uninstalling and destroying all copies of the Software in your possession. (b) Termination by Company: [Company Name] may terminate this Agreement immediately if You breach any term of this Agreement. (c) Effect of Termination: Upon termination: - Your license to use the Software will immediately cease; - You must uninstall and destroy all copies of the Software; and - Provisions that by their nature should survive (e.g., intellectual property, warranty disclaimer, limitation of liability, dispute resolution, and governing law) will survive termination. ``` **Best Practice:** Include a "cure period" for paid software: "You have 30 days to cure any breach before termination takes effect." --- ### 10. **Data Privacy and Collection** ``` 8. DATA COLLECTION AND PRIVACY (a) Data Collection: The Software may collect usage data, including but not limited to crash reports, performance metrics, and anonymized usage statistics. (b) Personal Data: If the Software collects personal data, such data will be handled in accordance with our Privacy Policy, available at [URL]. (c) User Consent: Where required by law, we will obtain your consent for specific data processing activities. Your use of the Software is also subject to the Privacy Policy. (d) Third-Party Analytics: The Software may use third-party analytics services (e.g., Google Analytics) that may collect data about your use of the Software. (e) GDPR Compliance: If You are located in the European Economic Area (EEA), you may have rights to access, rectify, or delete your personal data. Contact us at [email] to exercise these rights. ``` **CRITICAL:** If your software collects personal data, you **MUST** have a separate Privacy Policy that complies with GDPR, CCPA, and other data protection laws. **Reference:** [Understanding End User License Agreements (EULA)](https://www.sirion.ai/library/contract-management/end-user-license-agreement-eula/) --- ### 11. **Export Control and Compliance** ``` 9. EXPORT RESTRICTIONS The Software may be subject to export control laws and regulations (for example, U.S. Export Administration Regulations, if applicable). You agree that you will comply with all applicable export laws, including that: (a) You will not export, re-export, or transfer the Software to any country, entity, or person prohibited by U.S. law or regulations; (b) You are not located in, under the control of, or a national or resident of any country to which exports are restricted or embargoed under applicable law; (c) You are not listed on any applicable government list of prohibited or restricted parties; and (d) You will not use the Software for any purposes prohibited by applicable law, including prohibited weapons or military end uses. ``` **Why This Matters:** Required if your software uses encryption or is subject to U.S. export control regulations (EAR, ITAR). **Reference:** [How to Create an End-User License Agreement (EULA)](https://legittai.com/blog/how-to-create-end-user-license-agreement) --- ### 12. **Governing Law and Jurisdiction** ``` 10. GOVERNING LAW (a) Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [State/Country], without regard to its conflict of law provisions. (b) Jurisdiction: Any legal action or proceeding arising out of or related to this Agreement shall be brought exclusively in the courts of [State/Country], and You consent to the personal jurisdiction of such courts. (c) Waiver of Jury Trial: YOU AND [COMPANY NAME] WAIVE ANY RIGHT TO A JURY TRIAL IN ANY PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT. ``` **Customization by Region:** | Region | Recommended Governing Law | Notes | |--------|--------------------------|-------| | **U.S. Software** | Delaware or California | Business-friendly; well-established case law | | **EU Software** | Germany, Ireland, or home country | GDPR compliance; consumer protection laws | | **Global Software** | Use your home jurisdiction | Consumer protection laws may still apply based on the user's location | **Reference:** [What is Governing Law in Contracts?](https://www.icertis.com/contracting-basics/governing-law/) --- ### 13. **Dispute Resolution (Arbitration)** ``` 11. DISPUTE RESOLUTION (a) Informal Resolution: Before initiating arbitration or litigation, You agree to attempt to resolve any dispute informally by contacting us at [email]. We will attempt to resolve the dispute within 30 days. (b) Binding Arbitration: If informal resolution fails, any dispute arising out of or related to this Agreement shall be resolved by binding arbitration under the rules of the American Arbitration Association (AAA). (c) Arbitration Location: Arbitration shall take place in [City, State]. (d) Class Action Waiver: YOU AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE ACTION. (e) Exceptions: Either party may seek injunctive relief in court to protect intellectual property rights. ``` **Why Arbitration?** - Faster and less expensive than litigation - Confidential (proceedings are not public) - Limits class action lawsuits **Consumer Protection Note:** Some jurisdictions restrict mandatory arbitration clauses for consumers. Consider providing an opt-out mechanism and consult local counsel. **Reference:** [Understanding End-User License Agreements (EULA): Dispute Resolution](https://www.mondaq.com/arbitration-dispute-resolution/1334928/understanding-end-user-license-agreements-eula-why-your-software-needs-one-and-practical-business-insights) --- ### 14. **Third-Party Software and Open Source** ``` 12. THIRD-PARTY COMPONENTS (a) Third-Party Software: The Software may include third-party software components that are subject to separate license terms ("Third-Party Components"). A list of Third-Party Components and their licenses is available at [URL or in THIRD_PARTY_LICENSES.txt]. (b) Open Source Software: Some Third-Party Components are licensed under open source licenses (e.g., MIT, Apache-2.0, GPL). Your use of such components is governed by the applicable open source license. A copy of each open source license is provided in [location]. (c) GPL/LGPL Notice (if applicable): If the Software includes components licensed under the GNU General Public License (GPL) or Lesser General Public License (LGPL), you will receive the source code or written offer required by the applicable license, as described in our third-party notices. ``` **CRITICAL:** If your software includes GPL/LGPL components, you **MUST** comply with copyleft obligations. See the managing-software-licensing skill for details. **Reference:** See `skills/managing-software-licensing/SKILL.md` for open source compliance. --- ### 15. **Indemnification** ``` 13. INDEMNIFICATION You agree to indemnify, defend, and hold harmless [Company Name], its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) Your use or misuse of the Software; (b) Your violation of this Agreement; (c) Your violation of any third-party rights, including intellectual property rights; (d) Your violation of any applicable laws or regulations. ``` **Why This Matters:** Protects the vendor from lawsuits resulting from the user's actions (e.g., user uses software to infringe copyright). --- ### 16. **Force Majeure** ``` 14. FORCE MAJEURE [Company Name] shall not be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to: (a) Acts of God (earthquakes, floods, fires); (b) War, terrorism, or civil unrest; (c) Government actions or regulations; (d) Pandemic or epidemic; (e) Cyberattacks, internet outages, or telecommunications failures; (f) Labor disputes or strikes. ``` **Why This Matters:** Protects the vendor from liability during events beyond their control (e.g., COVID-19 pandemic, natural disasters). --- ### 17. **General Provisions (Boilerplate)** ``` 15. GENERAL PROVISIONS (a) Entire Agreement: This Agreement constitutes the entire agreement between You and [Company Name] concerning the Software and supersedes all prior agreements and understandings, whether written or oral. (b) Amendment: [Company Name] may update this Agreement from time to time. If we make material changes, we will notify You by [email/in-app notification]. Where required by law, we will request your consent. If you do not agree, you must stop using the Software. (c) Severability: If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect. (d) Waiver: No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term. (e) Assignment: You may not assign or transfer this Agreement without [Company Name]'s prior written consent. [Company Name] may assign this Agreement without restriction. (f) Independent Contractors: The parties are independent contractors. This Agreement does not create a partnership, joint venture, or agency relationship. (g) Survival: Provisions that by their nature should survive termination (including intellectual property, warranty disclaimer, limitation of liability, dispute resolution, and governing law) shall survive. ``` **Best Practice:** The "severability" clause ensures that if one provision is invalidated, the rest of the EULA remains enforceable. --- ### 18. **Contact Information** ``` 16. CONTACT INFORMATION If you have any questions about this Agreement, please contact us at: [Company Name] [Address] [City, State, ZIP] [Country] Email: [legal@company.com] Phone: [Phone Number] ``` **Best Practice:** Provide a dedicated legal contact (e.g., `legal@company.com`) rather than a general support email. --- ## Regional Compliance Considerations ### European Union (GDPR & Digital Content Directive) **Key Requirements:** - **GDPR:** If processing personal data, you must have a separate Privacy Policy with legal basis, data retention, and user rights (access, rectification, deletion). - **Digital Content Directive (Directive (EU) 2019/770, implemented in 2022):** Consumer rights to conformity and remedies cannot be waived. Blanket warranty disclaimers may be unenforceable for consumers. - **Consumer Rights Directive:** Consumers generally have a 14-day right of withdrawal for digital content unless they expressly consent to immediate performance and acknowledge the loss of that right. **Template Addition for EU:** ``` EU CONSUMER RIGHTS If You are a consumer located in the European Union: (a) Right of Withdrawal: You have the right to withdraw from this Agreement within 14 days of purchase without giving any reason. However, by downloading or using the Software, You expressly consent to immediate performance and acknowledge that You lose your right of withdrawal. (b) Legal Warranty: EU law provides a legal guarantee covering defects that existed at the time of delivery. This guarantee cannot be excluded or limited by this Agreement. (c) Data Protection: Your personal data will be processed in accordance with the General Data Protection Regulation (GDPR). See our Privacy Policy at [URL]. ``` **Reference:** [Understanding End User License Agreements (EULA): EU Consumer Rights](https://www.hyperstart.com/blog/end-user-license-agreement/) --- ### California (CCPA/CPRA) **Key Requirements:** - Users have the right to know what personal data is collected - Users have the right to delete their data - Users have the right to opt-out of data sales **Note:** CCPA/CPRA disclosures are typically provided in a standalone Privacy Policy; include a clear link from the EULA. **Template Addition for California:** ``` CALIFORNIA CONSUMER PRIVACY ACT (CCPA) If You are a California resident: (a) Right to Know: You have the right to request disclosure of the personal information we collect, use, disclose, or sell. (b) Right to Delete: You have the right to request deletion of your personal information, subject to certain exceptions. (c) Right to Opt-Out: We do not sell your personal information. If this changes, we will update this Agreement and provide an opt-out mechanism. (d) Non-Discrimination: We will not discriminate against You for exercising your CCPA rights. To exercise these rights, contact us at [email or toll-free number]. ``` **Reference:** [CCPA Compliance for Software](https://termly.io/resources/articles/what-is-eula/) --- ### Germany (Specific Requirements) **Best Practice:** Present the EULA **before purchase** (not just during installation) to align with common German consumer contract expectations. **Implementation:** - Display the EULA on the product page or checkout page - Require a checkbox: "☑ I have read and agree to the EULA [link]" - Provide the full EULA text via a clearly visible link **Reference:** [Understanding End User License Agreements (EULA): Germany](https://www.sirion.ai/library/contract-management/end-user-license-agreement-eula/) --- ## Common Pitfalls and How to Avoid Them | Pitfall | Consequence | Solution | |---------|-------------|----------| | **No EULA presented before purchase** | May reduce enforceability in some jurisdictions (e.g., Germany) | Display EULA on product page with checkbox | | **Vague license scope** | User confusion, potential overreach claims | Specify exact number of devices, users, or time period | | **Missing GPL/LGPL attribution** | Open source license violation | Include THIRD_PARTY_LICENSES.txt with all OSS licenses | | **Blanket warranty disclaimer in EU** | Unenforceable under EU consumer law | Add specific EU consumer rights section | | **No update mechanism** | Stuck with outdated terms | Include amendment clause with notification requirement | | **Browsewrap acceptance** | Low enforceability | Use clickwrap ("I Agree" button) instead | | **Missing governing law** | Jurisdiction disputes | Specify state/country law explicitly | | **Class action waiver in California** | May be unenforceable | Consult CA-specific counsel; offer opt-out | **Reference:** [Common EULA Mistakes](https://complydog.com/blog/complete-eula-guide-end-user-license-agreement-software-companies) --- ## Checklist: Before Publishing Your EULA - [ ] **Acceptance mechanism:** Clickwrap implementation (not browsewrap) - [ ] **License scope:** Clearly defined (devices, users, duration) - [ ] **Restrictions:** Explicit prohibitions (reverse engineering, redistribution) - [ ] **Intellectual property:** Ownership and copyright notice - [ ] **Warranty disclaimer:** "AS IS" language (with regional exceptions) - [ ] **Liability cap:** Damages limited to purchase price or reasonable amount - [ ] **Termination clause:** Breach and cure period defined - [ ] **Data privacy:** GDPR/CCPA compliance (link to Privacy Policy) - [ ] **Export control:** U.S. export restrictions if applicable - [ ] **Governing law:** State/country specified - [ ] **Dispute resolution:** Arbitration or court jurisdiction - [ ] **Third-party licenses:** Open source components disclosed - [ ] **Contact information:** Legal email or address provided - [ ] **Regional compliance:** EU/California/Germany-specific clauses added - [ ] **Version date:** "Last Updated" timestamp included - [ ] **Legal review:** Reviewed by qualified counsel (recommended) --- ## EULA Example (Minimal Desktop Application) ``` END-USER LICENSE AGREEMENT (EULA) Effective Date: January 1, 2026 IMPORTANT – READ CAREFULLY This End-User License Agreement ("Agreement") is between you ("User") and Acme Software Inc. ("Acme") for the Acme Productivity Suite software ("Software"). BY INSTALLING OR USING THE SOFTWARE, YOU AGREE TO THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE SOFTWARE. 1. LICENSE GRANT Acme grants you a limited, non-exclusive, non-transferable, revocable license to install and use the Software on up to three (3) devices owned by you for personal or internal business use. 2. RESTRICTIONS You may not: (a) reverse engineer, decompile, or disassemble the Software; (b) copy, modify, or distribute the Software; (c) remove copyright notices; or (d) use the Software for illegal purposes. 3. INTELLECTUAL PROPERTY The Software is licensed, not sold. Acme retains all rights, title, and interest in the Software. 4. WARRANTY DISCLAIMER THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. ACME DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 5. LIMITATION OF LIABILITY ACME'S TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT YOU PAID FOR THE SOFTWARE. ACME SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES. 6. TERMINATION This license terminates automatically if you breach any term. Upon termination, you must destroy all copies of the Software. 7. GOVERNING LAW This Agreement is governed by the laws of Delaware, USA. 8. CONTACT Acme Software Inc. 123 Tech Street, Wilmington, DE 19801 Email: legal@acmesoftware.com BY CLICKING "I AGREE," YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS. ``` --- ## Additional Resources ### Official Sources - [EULA Template - Free and for 2026](https://www.eulatemplate.com/) - [Sample EULA Template [Download] - TermsFeed](https://www.termsfeed.com/blog/sample-eula-template/) - [Free EULA Template - Termly](https://termly.io/resources/templates/eula/) - [Free End User License Agreement Template - LawDepot](https://www.lawdepot.com/contracts/software-license-agreement/?loc=US) ### Legal Guidance - [Complete EULA Guide - ComplyDog](https://complydog.com/blog/complete-eula-guide-end-user-license-agreement-software-companies) - [EULA Software License Agreement - L.A. TECH & MEDIA LAW FIRM](https://techandmedialaw.com/eula-software-license-agreement/) - [End User License Agreement: Essentials - Hyperstart](https://www.hyperstart.com/blog/end-user-license-agreement/) ### Acceptance Mechanisms - [How to Use Clickwrap for Your EULA - TermsFeed](https://www.termsfeed.com/blog/how-clickwrap-eula/) - [Browsewrap vs. Clickwrap - TermsFeed](https://www.termsfeed.com/blog/browsewrap-clickwrap/) - [Clickwrap Agreement Enforceability](https://www.esignglobal.com/blog/legal-enforceability-clickwrap-browsewrap-agreements) ### Regional Compliance - [Understanding End User License Agreements (EULA): EU & GDPR](https://www.sirion.ai/library/contract-management/end-user-license-agreement-eula/) - [CCPA Compliance - Termly](https://termly.io/resources/articles/what-is-eula/) --- ## Version History | Version | Date | Changes | |---------|------|---------| | 1.0.0 | 2026-01 | Initial EULA template with EU/CCPA compliance, clickwrap guidance, and export control | --- **Disclaimer:** This template is provided for informational purposes only and does not constitute legal advice. Consult a qualified attorney before using this template for your software product. Laws vary by jurisdiction, and this template may require customization to comply with local regulations.