End User License Agreement

Draft. This document is a draft for review and is not yet in force. [TBD: legal review]

Version 0.1 (draft). This End User License Agreement ("EULA") is between you and Nolatech Ltd, a company registered in Cyprus [TBD: confirm entity, registration number and address] ("we", "us"). It governs the SpanDock desktop and server software, including its updates, installers, command-line tools and documentation (the "Software"). By installing, running or updating the Software, you accept this EULA. If you accept it on behalf of an organisation, you confirm that you can bind it, and "you" means that organisation. If you do not accept it, do not install or use the Software.

SpanDock is proprietary software. It is distributed as compiled binaries, free to use within the limits of the Free tier, with paid tiers for larger use. It is not open source.

1. License grant

• Subject to this EULA, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable license to install and run the Software on devices you own or control, for your internal purposes, within the limits of your license tier.
• Trial. A new installation runs a 30-day trial with the features of a paid tier. After the trial, it runs on the Free tier unless you activate a license key.
• Free tier. The Free tier lets you run one server and a small number of clients, as described at https://spandock.com/pricing. It costs nothing and needs no license key.
• Paid tiers. Paid tiers are bought on https://spandock.com and are also governed by our Terms of Service. If this EULA and the Terms of Service conflict on a paid subscription, the Terms of Service prevail.
• License keys are confidential to your organisation. Do not share or publish them.

2. Restrictions

You may not, and may not let anyone else:

• copy the Software, except for installing it as allowed above and for reasonable backups;
• sell, rent, lease, sublicense, redistribute or host the Software for third parties as a service, except under a written agreement with us;
• reverse engineer, decompile or disassemble the Software, except to the extent the law expressly allows despite this restriction;
• remove, bypass or tamper with license keys, license checks, plan limits or update verification;
• remove or change copyright, trademark or license notices, including the third-party notices;
• use the Software in breach of our Acceptable Use Policy or applicable law, including export-control and sanctions laws.

3. Ownership

The Software is licensed, not sold. We and our licensors keep all rights, title and interest in the Software, including all intellectual property rights. The SpanDock name and logos are our trademarks; this EULA grants no right to use them except to refer to the Software accurately.

4. Open-source components

The Software includes open-source components, which are licensed to you under their own licenses. A list of these components and their license texts is shipped with the Software (THIRD_PARTY_NOTICES) and shown on its About page. Nothing in this EULA limits your rights under those licenses for those components.

5. Your data

• The Software runs on your machines. The telemetry it receives, stores and forwards (traces, logs, metrics, prompts and tool data) stays on your infrastructure and goes only to the destinations you configure. We do not receive it.
• License checks. The Software contacts our servers to check its license and to look for updates. A license check sends an installation identifier, the Software's role, version, operating system and architecture, and counts of active servers, satellites and clients. It does not send your telemetry, prompts or code. See our Privacy Policy.
• Third-party services. If you connect the Software to third-party services (observability platforms, model providers, update mirrors), your use of them is governed by their terms, and you are responsible for the data you send to them.

6. Updates

The Software can check for, download and, if you turn it on, install updates. Updates are covered by this EULA unless they come with different terms. We may change or remove features in updates.

7. Warranty disclaimer

To the maximum extent the law allows, the Software is provided "as is" and "as available", without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and that it will be error-free or uninterrupted. Some jurisdictions do not allow these exclusions, so some of them may not apply to you.

8. Limitation of liability

To the maximum extent the law allows:

• we are not liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill, arising from the Software;
• our total liability arising from the Software is limited to the greater of the amounts you paid us for the Software in the 12 months before the claim and EUR 100. [TBD: confirm cap]

Nothing in this EULA limits liability that cannot be limited by law, such as liability for death or personal injury caused by negligence, or for fraud.

9. Term and termination

This EULA applies until it is terminated. It ends automatically if you breach it and do not fix the breach within 14 days of notice from us. You can end it at any time by uninstalling the Software. When it ends, you must stop using the Software and delete it. Sections 2 to 5, 7, 8 and 10 survive termination.

10. General

• Governing law. This EULA is governed by the laws of Cyprus, and its courts have exclusive jurisdiction, without depriving consumers of the protection of mandatory laws where they live. [TBD: confirm governing law and venue]
• Changes. We may update this EULA. A changed EULA applies to versions of the Software released after the change. The Software asks you to accept a new version before you continue.
• Entire agreement. This EULA, together with the Terms of Service for paid subscriptions and any signed agreement with us, is the entire agreement about the Software.
• Severability. If a provision is held unenforceable, the rest of this EULA stays in effect.
• No waiver. Not enforcing a provision is not a waiver of it.
• Assignment. You may not assign this EULA without our consent. We may assign it as part of a merger, acquisition or sale of assets.

Contact

Questions about this EULA: support@spandock.com.