End User License Agreement

 

EDDSON EULA 2020

EDDSON™ End User License Agreement

This agreement is made by and between User (hereafter referred to as the “Licensee”) and Verident, LLC
(hereafter referred to as “Developer”).

Developer has developed a dental management software package including modifications, enhancements,
improvements, updates, additions, derivative works, documentation and related material (“Software”).
In consideration of the mutual covenants and premises herein contained, the parties hereto agree as
follows:

1. Developer grants to Licensee a non-exclusive license to use the Software. The software is
licensed, not sold. This agreement only gives Licensee certain rights to use the features
included in the software edition you licensed. Developer reserves all other rights. Unless
applicable law gives you more rights despite this limitation, you may use the software only as
expressly permitted in this agreement.

2. End User License may be transferred to a new licensee subject to approval by Developer.
Developer reserves the right to charge a transfer fee at their sole discretion.

3. Licensee agrees that Software is the sole property of Developer and includes valuable trade
secrets of Developer. Licensee agrees to treat Software as confidential and will not without the
express written authorization of Developer:

a. Demonstrate, copy, sell, or market Software to any third party; or

b. Publish or otherwise disclose information relating to performance of the Software or produced
using Software to any third party; or

c. Modify, disassemble, decompile, reverse engineer, or otherwise translate Software or any portion
thereof.

4. Licensee acknowledges that the Developer provides no warranty of any kind related to the
installation or use of the Software or any associated service supplied by Developer or a third
party. Licensee further acknowledges that any risk arising out of the use or performance of
Software or services remains with Licensee. In no event shall Developer or Software be liable
for any damage whatsoever arising out of the use of or inability to use Software or associated
services even if Developer or System has been advised of the possibility of such damages.

5. Licensee acknowledges that responsibility for the storage and security of all Software data and
related files rests SOLEY with the Licensee. This includes protecting Software and related
data files from unauthorized access as well as performing data redundancy functions (back-up)
and storage hardware maintenance. In no event shall Developer or System be liable for any
damages whatsoever arising out of the theft or loss of Software data or related files.

6. This License Agreement shall be governed, construed, and enforced in accordance with the
laws of the United States of America and of the State of Missouri.
EDDSON EULA 2020

7. This Agreement constitutes the entire and only agreement between the parties for Software and
all other prior negotiations, representations, agreements, and understandings are superseded
hereby. No agreements altering or supplementing the terms hereof may be made except by
means of a written document signed by the duly authorized representatives of the parties.

8. Licensee shall comply with all applicable federal, state and local laws, regulations, and
ordinances in connection with its activities pursuant to this Agreement.

9. Failure of Developer to enforce a right under this Agreement shall not act as a waiver of that
right or the ability to later assert that right relative to the particular situation involved.
10. If any provision of this Agreement shall be found by a court to be void, invalid or unenforceable,
the same shall be reformed to comply with applicable law or stricken if not so conformable, so
as not to affect the validity or enforceability of this Agreement.

11. Developer reserves the right to terminate the Licensee’s software license and this agreement at
any time by providing Licensee 60-days written notice of said termination. Developer shall
provide Licensee with a full copy of or access to Licensee’s software data within 5 business
days of said termination.

12. Licensee shall have the right to terminate this agreement at any time by providing Developer 30-
days written notice of said termination. Developer shall provide Licensee with a full copy of or
access to Licensee’s software data within 5 business days of said termination.

13. Licensee agrees to pay monthly support, software update, and use fees as detailed in their
executed Services Election agreement. Support includes internet based, email, and/or
telephone support as requested by Licensee. Developer reserves the right to adjust or change
the monthly charge at any time and will be required to provide a minimum of sixty (60) days
prior written notice to Licensee.