**JOPLIN SERVER PERSONAL USE LICENSE**

v.1: 21 December 2021

This Joplin Server Personal Use License (the "**License**") is a legally binding
agreement between JOPLIN registered under the laws of France (the
"**Licensor**"), the owner of the server entitled "Joplin Server", the related
software applications, and services  (collectively, the "**Software**") and an
individual user accessing the Software (the "**Licensee**")  (each individually
a "**Party**" and collectively, the "**Parties**").

# 1. Acceptance of the License

* **1.1**  By accessing or otherwise using the Software, the Licensee confirms
  that the Licensee has read the License, accepts the terms of the License, and
  agrees to become legally bound by the License.

* **1.2** If the Licensee is entering into the License on behalf of a legal
  entity, the Licensee represents that the Licensee has the authority and the
  necessary capacity to bind such entity and its affiliates to the terms of the
  License.

* **1.3**  If the Licensee does not have the authority specified in section 1.2
  or if the Licensee does not agree with one or more provisions of the License,
  the Licensee is not allowed to access the Software and the Licensee must not
  accept the License.

* **1.4** By using the Software, the Licensee acknowledges, agrees, and warrants
  that the Licensee:

    * i. Shall comply with the terms of the License and all applicable local,
      state, national and foreign laws, treaties, and regulations;

    * ii. Shall provide only true, accurate, complete, and up-to-date
      information; and

    * iii. Has the capacity to conclude legally binding contracts with the
      Licensor.

# 2. Grant of RIGHTS

* **2.1**  The Licensor hereby grants the Licensee a worldwide, non-exclusive,
  royalty free, and revocable license to access and use the Software in
  accordance with the terms of this License and the applicable laws.

* **2.2** Subject to the terms of the License, the Licensee is entitled to
  access and use the Software for non-commercial purposes for taking personal
  and professional notes, sharing notes with other users of the Software, and
  synchronising data.

* **2.3** Unless authorised by the Licensor in writing, the Software may be used
  for personal non-commercial purposes only. The Licensee is allowed to grant
  access to the Software to others for non-commercial purposes, provided that
  (i) the Licensee is not a business entity, (ii) the Licensee or the third
  party to which the access is granted does not use the Software to generate
  profits of any kind, and (iii) the Software is used for non-commercial
  purposes only. The Licensee is not allowed to: (i) use the Software for
  commercial purposes and (ii) grant others the right to use the Software for a
  fee or for any commercial purposes, including, without limitation, copying,
  reproducing, publishing, transmitting, transferring, selling, renting,
  modifying, creating derivative works from, distributing, reposting,
  performing, displaying, or in any other way commercially exploiting the
  Software without prior written authorisation from the Licensor. By way of
  illustration, the Licensee is not allowed to:

    1.  Install the Software on Licensee's infrastructure and charge others for
        the use of the Software;

    2.  Install the Software behind a proxy and charge others for the use of the
        Software;

    3.  Install the Software on a Licensee's or third party's server and provide
        access to the Software to third parties (a) for a fee or (b) free of
        charge, if the said third parties may use the Software for commercial
        purposes;

    4.  Grant access to the Software to others for a fee or for any commercial
        purposes;

    5.  Grant access to the Software to others for a fee or free of charge if
        the Licensee is a legal or natural person engaged in commercial
        activities; or

    6.  Use the Software or grant other the right to use the Software in a way
        that generates income or commercial profits.

* **2.4** This License does not govern any commercial use of the Software, as
  authorised by the Licensor.

* **2.5**  The Software is licensed and not sold. By accepting the License, the
  Licensee obtains the right to use the Software and not the ownership of the
  Software.

* **2.6**  The Licensor reserves any rights not expressly granted to the
  Licensee under this License.

* **2.7** The Licensee is allowed to make a reasonable number of copies of the
  Software, as and if necessary for the purposes set forth herein, provided that
  only complete copies of the Software are made, including without limitation
  all "read me" files, copyright notices, and other legal notices and terms
  included in the Software.

* **2.8**  The Licensee is permitted to load and run the Software on any device,
  network or cloud virtual machines under Licensee's control (collectively, the
  "**Devices**"), if such Devices are compatible with the Software. The Licensee
  is solely responsible for assessing the compatibility of the Devices to be
  used with the Software.

* **2.9**  It is Licensee's sole responsibility to verify and assess the
  suitability, validity and integrity of the Software prior to using it and to
  decide whether or not the Software fits for the intended use.

* **2.10**  The Licensor reserves the right to grant the right to use the
  Software to third parties.

* **2.11** The Licensee acknowledges and agrees that any use of the Software
  that is prohibited by this License may be unlawful and may result in
  Licensee's criminal liability.

# 3. Covered Software and services

* **3.1**  The License applies only to the Software as provided to the Licensee
  by the Licensor. The License also applies to updates, supplements, and support
  services related to the Software, or any other services provided in relation
  to the Software, unless other terms and conditions have been provided thereto.

* **3.2**  Any software or services that are not provided by the Licensor are
  not covered by this License. Such Software and services are subject to the
  terms and conditions set by the respective third party and the Licensee is
  solely responsible for obtaining, agreeing to, and complying with the
  respective terms and conditions at its own cost and expense.

* **3.3**  The Licensor reserves the right, but is not under any obligation, to
  provide paid or free-of-charge updates and technical support services with
  regard to the Software, including fixing bugs and errors, and the possibility
  to use new versions of the Software.

# 4. Intellectual property and ownership

* **4.1**  All title and copyright in and to the Software (including, but not
  limited to, any source code, images, graphics, photographs, animations, video,
  audio, music, text, and applets, incorporated in the Software) are owned by
  the Licensor. The Software is protected by the English copyright laws and
  international treaties. The Licensee is not allowed to incorporate any portion
  of the Software into other programs or compile any portion of it in
  combination with other programs, or otherwise copy (except to exercise rights
  granted in this License), modify, create derivative works of, distribute,
  assign any rights to, or license the Software in whole or in part.

* **4.2**  The Licensee is not permitted to, without obtaining prior written
  authorisation from the Licensor, to use the trade names, trademarks, service
  marks or product names of the Licensor, except as required for the use of the
  Software.

* **4.3**  The Licensor has made all efforts possible to avoid the Software
  being subject to the rights of third parties, in particular that its use does
  not infringe patents, copyrights or other intellectual property rights of
  third parties. However, the Licensor does not guarantee that the Software is
  not subject to the rights of third parties. The Licensee agrees to notify the
  Licensor immediately and in writing if any third party asserts an infringement
  claim against the Licensee in connection with the Software.

* **4.4**  By submitting any content through the Software (the "Licensee's
  Content"), the Licensee grants  the Licensor unrestricted, sub-licensable,
  royalty-free, perpetual, and irrevocable rights to process the Licensee's
  Content for the purposes of providing the Licensee with the Software and
  carrying out Licensor's legitimate business interests.

* **4.5** The Licensee is not permitted to remove any copyright or other
  proprietary notices and legends.

# 5. PRIVACY AND DATA PROTECTION

* **5.1** The Licensor does not have access in any manner to the Licensee's
  Content. Therefore, the Licensee is solely responsible for creating, keeping
  and maintaining any backup copies of any Licensee's Content or other
  information submitted to, through, or in relation to the Software.

The Parties agree to individually comply with the applicable data protection
laws pertaining to the Software.

# 6. AVAILABILITY

* **6.1**  The availability of the Software may be affected by factors, which
  the Licensor cannot reasonably control, such as bandwidth problems, equipment
  failure, acts and omissions of our third-party service providers, or *force
  majeure* events. The Licensor takes no responsibility for the unavailability
  of the Software caused by such factors.

# 7. Limitation of liability and disclaimer of warranties

* **7.1**  To the extent permitted by the applicable law, the Licensor expressly
  disclaims all warranties, express or implied, for the Software. The Licensor
  provides the Software on an "AS IS" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF
  ANY KIND, either express or implied, including, without limitation, any
  warranties or conditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or
  FITNESS FOR A PARTICULAR PURPOSE. The entire risk arising out of use or
  performance of the Software remains with the Licensee.

* **7.2**  In no event shall the Licensor be liable for any damages whatsoever
  (including, without limitation, damages for loss of business profits, business
  interruption, loss of business information, or any other pecuniary loss)
  arising out of the Licensee's Content, the use of or inability to use the
  Software, even if the Licensor has been advised of the possibility of such
  damages.

* **7.3**  The Licensee is solely responsible for determining the
  appropriateness of the Software and assumes any risks associated with
  Licensee's exercise of permissions under the License.

* **7.4**  Third-party content or services are not covered by this License. The
  Licensee shall ensure Licensee's compliance with any terms set forth by the
  respective third parties at its own risk, cost and expense.  To the maximum
  extent permitted by law, the Licensor excludes any liability for any loss or
  damage resulting from the acts and omissions of such third-party service
  providers.

# 8. Governing Law AND DISPUTE RESOLUTION

* 8.1  This License and any disputes arising out of or in connection with the
  License and the Software shall be governed by and construed in accordance with
  the laws of France. Unless otherwise provided by the applicable law, all
  disputes arising out of or in connection with the License shall be submitted
  to the exclusive jurisdiction of the courts in London, the United Kingdom.

# 9. FINAL PROVISIONS

* **9.1**  **Indemnification.** The Licensee shall indemnify the Licensor at
  Licensee's expense if any claims are asserted by a third party against the
  Licensor by reason of Licensee's misconduct or breach of any terms of the
  License, including failed adherence by the Licensee with any applicable laws,
  including, whether express or implied.

* **9.2**  **Severability.** The unenforceability of any single provision of
  this License shall not affect any other provision hereof. Where such a
  provision is held to be unenforceable, the Parties shall use their best
  endeavours to negotiate and agree upon an enforceable provision, which
  achieves, to the greatest extent possible, the economic, legal and commercial
  objectives of the unenforceable provision.

* **9.3**  **Waiver.** A failure of either Party to enforce strictly a provision
  of this License shall in no event be considered a waiver of any part of such
  provision. No waiver by either Party of any breach or default by the other
  party shall operate as a waiver of any succeeding breach or other default or
  breach by such other Party. No waiver shall have any effect unless it is
  specific, irrevocable and in writing.

* **9.4**  **Term and termination.** The License shall commence upon Licensee's
  access to the Software and continue until terminated by the Licensor. Upon
  termination of the License, the Licensee agrees to (i) stop all access and use
  of the Software and (ii) destroy all copies of the Software and all its
  component parts (if any) stored on the Devices. The provisions of the License
  that, by their nature, continue and survive will survive any termination of
  the License.

* **9.5**  **Amendments.** The Licensor reserves the right, at its sole
  discretion, to change or modify this License at any time by sending a prior
  notification to the Licensee (if the contact details of the Licensee are
  available to the Licensor).  Any modifications to the License shall become
  effective on the date indicated at the top of the amended License.  By
  continuing to use the Software after the date on which the modifications were
  communicated, the Licensee agrees to be bound by the modified License.  The
  Licensor reserves the right to change or discontinue the Software and any
  feature thereof with or without a prior notice to the Licensee.

* **9.6**  **Entire agreement.**  This License constitutes the entire
  understanding between the Parties with respect to the subject matter thereof
  and supersedes all prior agreements, negotiations and discussions between the
  Parties relating thereto.

* **9.7**  **Transfer of rights.** The Licensee is not allowed to assign
  Licensee's rights under the License. The Licensor is entitled to transfer its
  rights and obligations under the License entirely or partially to a third
  party by giving a prior notice to the Licensee. If the Licensee does not agree
  to the transfer, the Licensee can terminate this License by ceasing to use the
  Software.

* **9.8**  **Contact.** For general enquiries and commercial licenses to use the
  Software, please contact the Licensor directly.

***
