End-User License Agreement (EULA)

for Code Effects Business Rules Engine

Effective Date: The date on which the Licensee downloads, installs, or
otherwise lawfully obtains a copy of the Code Effects Business Rules
Engine.
Company: Code Effects Software, LLC, a limited liability company
organized and existing under the laws of the State of Georgia, United
States ("Licensor")

1. Acceptance of Terms

By installing, copying, or otherwise using the Software, You
(“Licensee”) agree to be bound by the terms of this EULA. If You do not
agree, do not install or use the Software.

2. Definitions

-   Software: The Code Effects Business Rules Engine, including its Rule
    Editor and Rule Engine components, related assemblies, scripts,
    documentation, and updates.

-   Product: For the purposes of this Agreement, a Product shall mean a
    single, distinct software application or service developed, owned,
    or controlled by the Licensee, regardless of technology or platform,
    that:

    -   Is distributed, deployed, or made available as a whole under a
        single name, version, or release; and
    -   Functions as a unified solution for its intended purpose,
        whether delivered as a website, desktop/mobile application,
        enterprise system, or other separately installable or hostable
        software; and
    -   Is operated as a single instance for one entity, even if it
        comprises multiple modules, services, or subcomponents
        internally.

    For the avoidance of doubt:

    -   Multiple installations of the same Product for the same customer
        organization are covered under one license.
    -   A materially different application (new name, new codebase, or
        new release serving a separate purpose) constitutes a separate
        Product and requires its own license.
    -   White-labeling, sublicensing, or redistribution of the Product
        to third parties constitutes multiple Products unless otherwise
        agreed in writing.

    This definition ties the license to a unified deliverable (the
    “product” the customer sells, deploys, or runs) rather than to each
    technical instance. It prevents the Licensee from being charged for
    staging servers, QA environments, or internal copies, while ensuring
    that multiple distinct applications cannot be treated as a single
    Product.

    All license grants are limited to a single Product unless otherwise
    stated. See Section 4 for edition-specific terms.

-   Edition: A licensing tier of the Software, as defined in Section 4.

-   Distribution Rights: The right to distribute the Software with a
    Product to external parties. Distribution rights are not included in
    any edition unless explicitly purchased.

3. General License Grant

Licensor grants Licensee a non-exclusive, non-transferable, revocable
license to use the Software, subject to:

1.  The scope of the Edition purchased.
2.  Payment of applicable fees.
3.  Compliance with this EULA.

4. Editions and Specific Terms

The Software is available in the following Editions. Unless otherwise
noted, each license applies to a single Product:

4.1 Engine Free

-   Scope: Free to use with no feature limitations, except each call to
    the public Evaluate() and Filter() methods of the Code Effects API
    is delayed by 3 seconds.
-   License Type: Perpetual license.
-   Support: Online documentation and community resources (e.g.,
    Stack Overflow) only.
-   Cost: Free; no hidden fees.
-   Distribution Rights: Not included.

4.2 Engine Enterprise

-   Scope: Full commercial license of the Rule Engine without delays.
-   License Type: Perpetual license.
-   Support: Basic Support.
-   Cost: One-time license fee per Product; no hidden fees.
-   Distribution Rights: Not included.

4.3 Engine Subscription

-   Scope: Identical to Engine Enterprise but billed on a monthly
    subscription basis.
-   License Type: Subscription license (monthly recurring).
-   Support: Basic Support.
-   Cost: Monthly subscription fee per Product; no hidden fees.
-   Distribution Rights: Not included.

4.4 Editor Source

-   Scope: Full source code for the Rule Editor component.
-   Note: This Edition also includes one Engine Enterprise license for
    the same Product.
-   License Type: Perpetual license.
-   Support: Basic Support.
-   Cost: One-time license fee per Product; no hidden fees.
-   Distribution Rights: Not included.

4.5 Engine Source

-   Scope: Full source code for the Rule Engine component.
-   Note: This Edition also includes one Engine Enterprise license for
    the same Product.
-   License Type: Perpetual license.
-   Support: Basic Support.
-   Cost: One-time license fee per Product; no hidden fees.
-   Distribution Rights: Not included.

4.6 Full Source

-   Scope: Full source code for both Rule Editor and Rule Engine. Covers
    any number of Products.
-   Note: This Edition automatically includes one Engine Enterprise
    license for every Product used under the Full Source license.
-   License Type: Perpetual license.
-   Support: Basic Support.
-   Cost: One-time license fee; no hidden fees.
-   Distribution Rights: Not included.

5. Restrictions

Licensee shall not:

1.  Distribute, sublicense, or rent the Software except as expressly
    permitted.
2.  Modify, decompile, or reverse engineer the Software unless permitted
    under an Edition granting source code.
3.  Use the Software in more Products than licensed.
4.  Remove or alter proprietary notices.

6. Distribution Rights

No Edition includes Distribution Rights by default. Licensee must obtain
a separate Distribution License from Licensor to distribute the Software
as part of a Product offered to third parties.

7. Support and Maintenance

Basic Support includes:

-   - Email support.
-   - Community resources such as Stack Overflow.
-   - Access to Licensor’s online documentation.
-   Under Basic Support, Licensee is guaranteed to receive technical
    support from Licensor; however, response times are not guaranteed.
    In practice, responses are generally provided within 48 hours.
-   Community-only editions (Engine Free) exclude direct email support.
-   Extended or enterprise-level support is available under separate
    agreements.

8. Intellectual Property

The Software is licensed, not sold. Licensor retains all ownership,
title, and intellectual property rights.

9. Termination

This Agreement becomes effective on the Effective Date (as defined
above) and remains in force until terminated.

Licensor may terminate this Agreement immediately if Licensee fails to
comply with any term of this Agreement. Upon termination, Licensee must
cease use of the Software and destroy all copies.

10. Limitation of Liability

The Software is provided “AS IS.” Licensor is not liable for indirect,
incidental, or consequential damages. Liability shall not exceed the
fees paid by Licensee for the applicable Edition.

11. Governing Law

This Agreement is governed by the laws of the State of Georgia, United
States, without regard to conflict of law provisions.

12. Entire Agreement

This EULA, together with any applicable ordering documents, constitutes
the entire agreement between Licensor and Licensee regarding the
Software. It supersedes any prior agreements or communications.