End User License Agreement (EULA)

This End User License Agreement ("Agreement") is a legal agreement between you ("User") and Zuplo, Inc., a Delaware corporation ("Zuplo"), governing the use of Zuplo’s proprietary software tool designed for local development (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, do not install or use the Software.

1. License Grant#

Subject to the terms of this Agreement, Zuplo grants you a limited, non-exclusive, non-transferable, non-sublicensable license to use the Software solely for internal local development purposes and only if you are an active customer of Zuplo.

2. Restrictions#

You may not:

• Distribute, sublicense, lease, rent, or otherwise make the Software available to any third party;
• Use the Software for any commercial purpose other than in connection with your authorized use of Zuplo services;
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software;
• Use the Software if you are not a current customer of Zuplo.

3. Intellectual Property Ownership#

All intellectual property rights in and to the Software — including but not limited to all code, documentation, interfaces, design, and trademarks — are and shall remain the exclusive property of Zuplo and its licensors.
This Agreement does not grant you any rights, title, or interest in or to any trademarks, trade secrets, copyrights, patents, or other intellectual property owned by Zuplo, except for the limited license expressly set forth in Section 1.

Any feedback, suggestions, or improvements you provide regarding the Software may be freely used by Zuplo without any obligation to you.

4. Open Source Software Notice#

The Software may include or rely on components that are subject to separate open source licenses. These components are not governed by this Agreement but instead by their respective licenses.

Copies of the applicable open source licenses are provided in the distribution of the Software.

5. Termination#

This license is effective until terminated. It will automatically terminate without notice if you cease to be a customer of Zuplo or fail to comply with any term of this Agreement. Upon termination, you must immediately cease all use of the Software and destroy all copies.

6. No Warranty#

The Software is provided "as is," without warranty of any kind, express or implied, including but not limited to the implied warranties of merchantability or fitness for a particular purpose.

7. Limitation of Liability#

In no event shall Zuplo be liable for any indirect, incidental, special, or consequential damages, or damages for loss of profits, revenue, data, or use, incurred by you or any third party, whether in an action in contract or tort, arising from your use of the Software.

8. Governing Law#

This Agreement is governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.

9. Entire Agreement#

This Agreement constitutes the entire agreement between the parties with respect to the Software and supersedes all prior or contemporaneous understandings.

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