Add EULA for K3sup Pro (ONLY)

Signed-off-by: Alex Ellis (OpenFaaS Ltd) <alexellis2@gmail.com>

Author: alexellis

EULA.md

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+End User License Agreement (EULA) for K3sup Pro
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+1. Licensed Software
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+1.1 K3sup Pro (the “Licensed Software”) is licensed as commercial software and must not be used without a valid license key issued by OpenFaaS Ltd.
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+1.2 K3sup Pro may be offered in different editions or variants from time to time. The term “K3sup Pro” in this Agreement refers to any commercially licensed edition or variant of K3sup Pro provided by OpenFaaS Ltd.
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+1.3 OpenFaaS Ltd (“Supplier”) is a company registered in England & Wales, company number: 11076587, registered address: Peterborough, UK.
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+2. Your Agreement
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+2.1 By accessing, executing, or otherwise using the Licensed Software, you (“Customer”) acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms and conditions. If you are not willing to be bound by the terms of this Agreement, do not access or use the Licensed Software.
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+2.2 If you are using the Licensed Software in your capacity as employee or agent of a company or organization, then any references to “you” in this Agreement shall refer to such entity and not to you in your personal capacity. You warrant that you are authorized to legally bind the company or organization on whose behalf you are accessing the Licensed Software. If you are not so authorized, then neither you nor your company or organization may use the Licensed Software in any manner whatsoever.
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+2.3 This Agreement, including any supplemental terms, is between you (“Customer”) and OpenFaaS Ltd (“Supplier”).
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+2.4 Governing law. This Agreement is entered into under the jurisdiction of the Courts of England and Wales and shall be governed by, and construed in accordance with, the laws of England and Wales, exclusive of its choice of law rules.
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+3. No Free Trial
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+3.1 No free trial is offered or available for K3sup Pro. Access to and use of the Licensed Software requires a valid, paid license at all times.
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+3.2 Any evaluation use of K3sup Pro may only occur under a separate, written evaluation agreement executed by Supplier in its sole discretion. In the absence of such a written evaluation agreement, you must not use the Licensed Software for any evaluation or trial purposes.
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+4. Grant of License; Ownership; Restrictions; Feedback
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+4.1 License Grant. Subject to the terms and conditions of this Agreement and any applicable order form, invoice, quote, or checkout confirmation (each an “Order Form”), Supplier grants to Customer a limited, non-exclusive, non-transferable, revocable license to install and use the Licensed Software solely for Customer’s internal purposes and only for the term and in accordance with the conditions and limitations set forth herein and in the applicable Order Form.
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+4.2 Third-Party and Open Source Software. To the extent that there is any third-party software embedded in, bundled with, or otherwise provided to Customer in connection with the Licensed Software (“Third Party Software”), such Third Party Software shall be used solely with the operation of the Licensed Software and not as a standalone application or for any other purpose. Certain Third Party Software may be subject to an open source license (“OSS License”). Customer’s rights with respect to such components are governed by the applicable OSS License; nothing in this Agreement shall restrict, limit, or otherwise affect any rights or obligations Customer may have under such OSS License. This includes, without limitation, the Apache License, Version 2.0 and the MIT License.
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+4.3 Ownership. As between the parties, Supplier retains all right, title, and interest in and to the Licensed Software and all related materials, including all intellectual property rights therein, whether now existing or later arising.
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+4.4 Intellectual Property Rights. Copyright for samples, code, logos, trademarks, diagrams, and documentation rests with Supplier. All pre-existing intellectual property remains the property of the originating party; no intellectual property is transferred from Customer to Supplier under this Agreement.
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+4.5 Restrictions. Except to the extent expressly permitted by applicable law and only to the extent Supplier is not permitted by that applicable law to exclude or limit such rights, Customer shall not (and shall not permit any third party to) distribute, display, sublicense, rent, lease, lend, timeshare, use in a service bureau, modify, translate, reverse engineer, decompile, disassemble, create derivative works based on, or copy the Licensed Software or related documentation. Customer shall not remove, alter, or obscure any proprietary notices or labels on the Licensed Software.
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+4.6 Feedback. Customer may provide feedback to Supplier about the Licensed Software (including suggestions or enhancement requests). Supplier may develop, modify, and improve the Licensed Software based on Customer’s feedback without obligation to Customer, and Customer irrevocably assigns to Supplier all right, title, and interest in such feedback.
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+5. Licensing and Use Rights
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+5.1 Personal Use via GitHub Sponsorship. Personal use is permitted through an active GitHub Sponsorship to either @alexellis or @openfaas on GitHub at a minimum of 25 USD per month. Termination, lapse, or downgrade of Sponsorship below this minimum immediately terminates the license. Personal use counts only for installation to privately owned hardware, or rented cloud hosts, which are in no way connected to or operated for or on the behalf of a business. Personal licenses are for a single named individual, non-transferable, and may not be used to provide services to, or on behalf of, any business, organization, or client.
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+5.2 Commercial Use. Commercial use requires a paid license per user (seat). A minimum of five (5) seats is required and licenses are paid annually via ACH in USD or SWIFT in GBP. To request a commercial license, email [contact@openfaas.com](mailto:contact@openfaas.com). Contractors, consultants, managed service providers, and any use on infrastructure connected to or operated for or on behalf of a business require a commercial license.
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+5.3 Priority of Terms. If there is any conflict between this Section 5 and any Order Form, the Order Form shall prevail solely with respect to the quantities, term, and pricing stated therein.
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+6. Termination and Continuing Obligations; Renewal Responsibility
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+6.1 Term. This Agreement is effective from the first date you install, access, or use the Licensed Software and continues until terminated as set forth below.
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+6.2 By Customer. Customer may terminate this Agreement at any time by permanently deleting the Licensed Software, destroying all copies, and ceasing all use.
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+6.3 By Supplier. Supplier may terminate this Agreement immediately upon written notice if Customer fails to comply with any terms or conditions herein, including use without a valid license (including a lapsed Sponsorship for personal use) or use beyond the scope or term of the license granted.
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+6.4 Automatic Termination. This Agreement terminates automatically without notice upon expiry of the license term, failure to renew, or termination of the qualifying GitHub Sponsorship for personal use.
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+6.5 Effect of Termination. Upon termination, Customer must immediately stop using the Licensed Software, delete all copies in its possession or control, and confirm in writing to Supplier that these actions have been completed. Sections 1, 2, 4, 5, 7, 8, and 9 survive termination.
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+6.6 Renewal Responsibility. It is the sole responsibility of Customer to renew and remit payment for any licenses in a timely manner to maintain uninterrupted access and compliance. Supplier recommends requesting a renewal quote at least thirty (30) days prior to the expiry of the current term. Supplier bears no costs, liabilities, or obligations related to Customer’s failure to renew or remit payment; any interruption due to non-renewal or non-payment does not entitle Customer to any remedies or compensation.
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+7. Customer Data; Audit
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+7.1 Account Data. To use the Licensed Software, Customer may need to provide contact and billing information (“Account Data”). Customer must provide complete and accurate Account Data and keep it up to date. By providing Account Data, Customer consents to receive communications from Supplier regarding the Licensed Software and other Supplier products. Customer may opt out of marketing communications by contacting [contact@openfaas.com](mailto:contact@openfaas.com).
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+7.2 Audit. Supplier may audit Customer’s use of the Licensed Software to assess compliance with this Agreement. Customer agrees to cooperate and provide reasonable assistance and access to relevant records (including, for example, purchase records, deployment records, and license key usage logs). Any audit shall not unreasonably interfere with Customer’s normal business operations.
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+8. Co-Marketing
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+8.1 At the request of Supplier, Customer agrees to participate in reasonable marketing activities that promote the benefits of the Licensed Software to other potential customers, which may include providing testimonials, case studies, and references.
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+8.2 Customer grants Supplier the right to use Customer’s name and logo on Supplier’s websites and in Supplier’s promotional materials.
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+8.3 Customer agrees that Supplier may disclose Customer as a customer of the Licensed Software.
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+9. Limitation of Liability; Disclaimer
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+9.1 Warranty Disclaimer. The Licensed Software and documentation are provided “as is” and “as available” without warranty of any kind, express or implied. Customer uses the Licensed Software at its own risk. Customer assumes all responsibility for selecting the Licensed Software to achieve its intended results and for the installation of, and results obtained from, the Licensed Software.
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+9.2 No Consequential Damages. IN NO EVENT SHALL SUPPLIER BE LIABLE HEREUNDER FOR SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF USE, OR LOSS OF DATA, EVEN IF ADVISED OF THE POSSIBILITY THEREOF OR, IF REASONABLY FORESEEABLE, INCURRED BY CUSTOMER OR END USERS, OR CLAIMED AGAINST CUSTOMER BY ANY OTHER PARTY (WHETHER ANY SUCH CLAIMS ARISE UNDER THEORY OF CONTRACT, TORT, OR OTHERWISE).
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+9.3 Liability Cap. To the extent permitted by applicable law, the aggregate liability of Supplier and its licensors, personnel, subcontractors, and suppliers arising out of or related to this Agreement shall not exceed the license fees paid by Customer hereunder in the twelve (12) months immediately preceding the event giving rise to the claim.
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+10. Contact
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+If you have any questions about these terms or the Licensed Software, contact Supplier at [contact@openfaas.com](mailto:contact@openfaas.com).