PySimpleGUI License Agreement

Version 1.1, Last updated: March 26, 2024

This PySimpleGUI License Agreement (the "Agreement") governs the use,
reproduction, distribution, modification and all other exploitation of
PySimpleGUI. The Agreement is made by and between PySimpleSoft, Inc.
("Licensor") and the person or legal entity using PySimpleGUI hereunder
("Licensee" and, together with Licensor, the "Parties").

If you are using PySimpleGUI on behalf of a legal entity such as an employer,
then "Licensee" means that legal entity, and you represent and warrant that you
have the authority and capacity to enter into this Agreement on behalf of
Licensee.

"PySimpleGUI" consists of the following materials:
* the PySimpleGUI software library, version 5.0 or later (the "Library");
* the PySimpleGUI Library documentation (the "Documentation");
* sample programs demonstrating use of the Library (the "Demo Programs"); and
* utility programs relating to PySimpleGUI (the "Utilities").

PySimpleGUI may require you to obtain and use third-party software which is
distributed under separate license terms. Any such software is not considered
"PySimpleGUI" hereunder and is subject solely to such separate license terms.

PySimpleGUI is made available to Licensee pursuant to this Agreement for the
purpose of (1) pursuant to Section 1.2, enabling Authorized Developers to use
the Library in connection with developing Licensee Applications, and to use the
Documentation, the Demo Programs and the Utilities in connection therewith; and
(2) pursuant to Section 1.3, enabling End Users of the Licensee Applications to
execute the Library as a dependency of the Licensee Applications; each as
defined and more fully set forth herein and subject to the limitations set
forth herein.

Licensor agrees to license PySimpleGUI to Licensee only in accordance with the
terms of this Agreement. By using PySimpleGUI, Licensee agrees to be bound by
the terms of this Agreement. If you do not agree to the terms of this
Agreement, you may not copy, use, distribute, modify or otherwise attempt to
exploit PySimpleGUI.

Licensee acknowledges that Licensor may from time to time update or modify this
Agreement, by publishing a new version of this Agreement on Licensor's website.
Licensee may continue to use the version of PySimpleGUI that it previously
obtained under the prior version of this Agreement, but any version of
PySimpleGUI received or used thereafter shall be subject to the updated version
of this Agreement.

Accordingly, in consideration of the mutual covenants set forth herein, the
receipt and sufficiency of which is hereby acknowledged, the Parties agree as
follows.

1.	Authorized Developers; License Grants; Limitations.

1.1.	Definitions. As used herein:

* "Authorized Developer" means any individual person who has registered on
  Licensor's site at https://PySimpleGUI.com (the "Site") to develop one or
  more of Licensee's own applications which make use of the Library as a
  dependency in accordance with Section 1.5 (collectively, "Licensee
  Applications") and is either (1) a Hobbyist Developer; or (2) a Commercial
  Developer who has purchased an active PySimpleGUI paid license hereunder
  which is fully paid up pursuant to Section 3.

* "Hobbyist Developer" means any individual who uses PySimpleGUI for
  development purposes solely for either or both of the following: (1) personal
  (e.g., not on behalf of an employer or other third party), Non-Commercial
  purposes; or (2) Non-Commercial educational or learning purposes (1 and 2
  together, the "Permitted No-cost Purposes").

* "Commercial Developer" means any individual who uses PySimpleGUI for
  development purposes who is not a Hobbyist Developer.

As used in this Section 1, "Non-Commercial" means use which is both (1) not on
behalf or for the benefit of any company or other organization; and (2) not
involving the receipt of any commercial advantage or monetary compensation. If
you have questions about whether your contemplated use is "Non-Commercial,"
please contact us at license@pysimplegui.com.

For the avoidance of doubt: 

* Only Authorized Developers (e.g., Hobbyist Developers and Commercial
  Developers who satisfy the requirements for Authorized Developers) may use
  PySimpleGUI for development purposes.

* A Hobbyist Developer may not use PySimpleGUI for any development purpose
  other than the Permitted No-cost Purposes.

* Only Commercial Developers may use PySimpleGUI to develop Licensee
  Applications for any commercial purpose; for the benefit of, on behalf of or
  on computer hardware belonging to an employing company or other organization;
  or for commercial educational purposes, such as the development of a paid
  training course.

If you have questions about whether your contemplated Licensee Application
would be a Permitted No-cost Purpose subject to a Hobbyist Developer license,
please contact us at license@pysimplegui.com.

1.2.	Development License Grants. Subject to the terms and conditions of this
Agreement:

1.2.1.	Library. Licensor grants Licensee a limited, personal, revocable,
non-exclusive, non-sublicensable, non-transferable license during the Term (1)
for its Authorized Developers to internally install, use, reproduce and modify
the Library to develop Licensee Applications; and (2) to redistribute the
Library to recipients of its Licensee Applications ("End Users"); provided,
that such redistribution may not include publishing the source code of the
Library (in modified or unmodified form) in a publicly accessible website or
repository or in other publicly accessible form.

1.2.2.	Documentation. Licensor grants Licensee a limited, personal, revocable,
non-exclusive, non-sublicensable, non-transferable license during the Term for
its Authorized Developers to internally access, use, and reproduce a reasonable
number of copies of the Documentation for the sole purpose of facilitating the
use of the Library by Licensee Applications in accordance with this Agreement.
For the avoidance of doubt, Licensee may not modify or redistribute the
Documentation.

1.2.3.	Demo Programs. Licensor grants Licensee a limited, personal, revocable,
non-exclusive, non-sublicensable, non-transferable license during the Term to
install, use, execute, reproduce and modify the Demo Programs, and to
incorporate modified portions of the Demo Programs into the Licensee
Applications; provided, that (1) the Demo Programs may not be used for any
purposes other than in connection with the use of the Library; and (2) the Demo
Programs may not be (individually or as a whole) redistributed in unmodified
form or as a program with substantially similar functionality to the Demo
Programs.

1.2.4.	Utilities. Licensor grants Licensee a limited, personal, revocable,
non-exclusive, non-sublicensable, non-transferable license during the Term to
install, use, execute, reproduce and modify the Utilities, but not to
distribute or publish the Utilities or any modified version.

1.2.5.	Developer Key Required. The licenses granted in this Section 1.2 may
only be exercised by Authorized Developers. For Hobbyist Developers, these
licenses may only be exercised within the period of time during which each such
Hobbyist Developer has a then-active Developer Key pursuant to Section 3.
Licensor may in its discretion permit recipients of PySimpleGUI to make limited
use of it for a limited trial period without a Developer Key.

1.2.6.	Limitations for Hobbyist Developers. For Hobbyist Developers, the
licenses granted in this Section 1.2 may only be exercised for the Permitted
No-cost Purposes.

1.2.7.	Limitations on Modification of the Library. Licensee's right to modify
the Library pursuant to this Section 1.2 is further limited as follows: (a)
Licensee may not modify or extend the Library or take any other action which
has the effect of enabling bypass of the Library's protection mechanisms
requiring the use of valid Developer Keys or Distribution Keys. (b) Licensee
explicitly acknowledges and agrees that Licensor's digital signature of the
Library is only applicable to the unmodified Library as made available by
Licensor, and that any modifications to the Library will result in Licensor's
digital signature no longer applying to the modified version.

1.2.8.	Limitations on Distribution of the Library. Licensee's right to
distribute the Library (in modified or unmodified form) pursuant to this
Section 1.2 is subject to Licensee (a) including the applicable proprietary
notices set forth in Section 2.2; and (b) including the PySimpleGUI Flow-Down
License Terms set forth in Exhibit A in the license terms that Licensee uses to
distribute the Licensee Application.

1.2.9.	Distribution Keys. Commercial Developers may obtain from Licensor a
PySimpleGUI distribution key ("Distribution Key") through the Authorized
Developer's Site account and utilizing the Distribution Key through the
protection mechanism made available in the Library to permit distribution to
End Users. The Commercial Developer may use its Distribution Key to enable End
Users to install and execute the Licensee Applications, including the Library
incorporated therein, without requiring each recipient to obtain a Developer
Key or be limited to a trial period as described in Section 1.2.5. Licensee
shall be responsible for all activities occurring under Distribution Keys
obtained by its Authorized Developers and for the compliance with this
Agreement of all Licensee Applications using such Distribution Keys.

1.3.	Run-time End User License Grant. Subject to the terms and conditions of
this Agreement, Licensor grants Licensee a limited, personal, revocable,
non-exclusive, non-sublicensable, non-transferable license during the Term to
install and execute the Library solely for it and its employee End Users to
internally use the corresponding Licensee Applications with which the Library
is distributed. For the avoidance of doubt, the license set forth in this
Section 1.3 does not permit modification, external redistribution, integration
of the Library with other software, or any other use of the Library (for
development purposes or otherwise) except solely as distributed with the
unmodified Licensee Applications; any such activities are permitted only by
Authorized Developers and only to the extent permitted by Section 1.2. If the
Licensee Application does not include a valid Distribution Key from a
Commercial Developer, then the period of use of the Library within the Licensee
Application will be limited to a trial period for any End User who does not
register as an Authorized Developer hereunder.

1.4.	License Restrictions. The licenses granted to Licensee hereunder are
expressly made subject to the following limitations: except as expressly
permitted herein, Licensee may not (and shall not permit any third party to):
(a) copy all or any portion of PySimpleGUI; (b) modify or translate
PySimpleGUI; (c) reverse engineer, decompile or disassemble the Software, in
whole or in part, except solely to the extent permitted under applicable law;
(d) create derivative works based on PySimpleGUI; (e) publicly display or
publish PySimpleGUI; (f) rent, lease, sublicense, sell, distribute, assign,
transfer, or otherwise permit access to PySimpleGUI to any third party; (g)
bypass or work around any requirements for license keys, limitations on access,
or obfuscation or security mechanisms incorporated into PySimpleGUI; (h) use
PySimpleGUI for illegal or otherwise harmful purposes, including without
limitation harassment, defamation, creation or delivery of unsolicited emails
or spam, infringement of third party intellectual property rights or other
third party rights, or distribution of viruses, worms, malware or other harmful
or destructive software; (i) incorporate PySimpleGUI or any portion thereof
into any software that purports to subject it to open source software or
similar license terms, including any prior version of PySimpleGUI (modified or
unmodified) which was previously distributed under such licenses; or (j)
exercise any other right to PySimpleGUI not expressly granted in this
Agreement. 

1.5.	Licensee Application Prohibitions. Notwithstanding anything else in
this Agreement, Licensee shall ensure that Licensee Applications (a) do not
have the purpose, intent or functionality of enabling End Users to make further
use of PySimpleGUI for their own development purposes or to carry out any
activities otherwise restricted or prohibited hereunder; (b) do not have a
substantially similar purpose to PySimpleGUI; (c) do not enable End Users to
interact, integrate or otherwise develop user interfaces via direct or indirect
access to PySimpleGUI's functionality; and (d) are not intended or designed for
use in high-risk use cases that could reasonably result in death, severe bodily
injury, or other physical property or environmental damage.

1.6.	No Use with Earlier Versions of PySimpleGUI. For the avoidance of
doubt, no portions of PySimpleGUI distributed under this Agreement may be used
in connection with, or in any way incorporated with or into, any versions of
the PySimpleGUI library prior to version 5.0 that have been distributed under
the GNU Lesser General Public License.

1.7.	Additional Grant to Python Software Foundation. With regards to
portions of PySimpleGUI that Licensor uploads to PyPI, Python Software
Foundation ("PSF") may copy and redistribute such portions unmodified on PyPI
in the form provided by Licensor, with no further action required by PSF.

1.8.	Prohibition on Training Artificial Intelligence. As used herein,
"Artificial Intelligence" means a system or model that is intended to generate
or identify patterns in code or data, produce insights or correlations, or make
predictions, recommendations, or decisions; in each case, where the system or
model operates using machine learning, neural networks, large language models,
or other approaches designed to approximate cognitive abilities. Licensee shall
not (and shall not directly or indirectly permit or assist anyone else to) use
PySimpleGUI, or any part thereof, to train an Artificial Intelligence that is
offered to third parties on a commercial basis or as part of a larger
commercial offering. The preceding sentence does not prohibit use of
PySimpleGUI in conjunction with an Artificial Intelligence in other ways, such
as developing a front-end user interface.

2.	Intellectual Property Ownership; Notices.

2.1.	Licensor Ownership. PySimpleGUI is not sold to Licensee, and all rights
not expressly granted herein are reserved to Licensor. As between the parties,
Licensor and its licensors own all right, title and interest in and to
PySimpleGUI and any part thereof, including, without limitation, all
copyrights, patents, trademarks, trade secrets or other intellectual property
or proprietary rights.

2.2.	Proprietary Notices. Licensee shall not modify or remove any copyright
or patent notices or other proprietary notices or markings from any portion of
PySimpleGUI (whether modified or unmodified) without Licensor's explicit
written permission. Licensor shall ensure that any Licensee Applications that
use the Library include a notice in the following form within the Licensee
Application as well as any corresponding Licensee documentation or materials:

For unmodified versions of PySimpleGUI:

    This product includes PySimpleGUI (https://PySimpleGUI.com).  PySimpleGUI
    is Copyright (c) PySimpleSoft, Inc. and/or its licensors.  Use of
    PySimpleGUI is subject to the license terms available at
    https://PySimpleGUI.com/eula

    PYSIMPLEGUI IS PROVIDED "AS IS," WITHOUT ANY WARRANTIES, WHETHER EXPRESS OR
    IMPLIED. PYSIMPLESOFT DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT
    LIMITATION THE IMPLIED WARRANTIES OF NONINFRINGEMENT, TITLE,
    MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

For modified versions of PySimpleGUI:

    This product includes a modified version of PySimpleGUI
    (https://PySimpleGUI.com).  PySimpleGUI is Copyright (c) PySimpleSoft, Inc.
    and/or its licensors.  Use of PySimpleGUI is subject to the license terms
    available at https://PySimpleGUI.com/eula

    PYSIMPLEGUI IS PROVIDED "AS IS," WITHOUT ANY WARRANTIES, WHETHER EXPRESS OR
    IMPLIED. PYSIMPLESOFT DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT
    LIMITATION THE IMPLIED WARRANTIES OF NONINFRINGEMENT, TITLE,
    MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

If the Licensee Application or the corresponding Licensee documentation or
materials include Licensee's copyright notices or other third parties' notices,
then Licensee shall include the above notice together with such notices.

2.3.	Licensor Marks. As between the parties hereto, all of Licensor's
trademarks and service marks applicable to Licensor or PySimpleGUI
(collectively, the "Licensor Marks") are the sole property of Licensor and/or
its licensors. Subject to the terms and conditions of this Agreement, Licensor
grants Licensee a limited, personal, revocable, non-exclusive,
non-sublicensable, non-transferable license to use the Licensor Mark
"PySimpleGUI" in connection with Licensee's permitted distribution of the
Library hereunder. The license set forth in this Section 2.3 is explicitly
conditioned on (a) Licensee's agreement not to challenge Licensor's ownership
of the Licensor Marks at any time during the Term or thereafter; (b) Licensee
ensuring that any modified version of the Library is clearly and prominently
noted as such; (c) Licensee complying with all trademark usage guidelines and
requirements that Licensor may publish from time to time; and (d) Licensee
immediately correcting incorrect usage of the Licensor Marks upon request from
Licensor. Licensee shall immediately cease usage of the Licensor Marks upon
written notice thereof from Licensor. All goodwill arising from use of the
Licensor Marks shall inure to the benefit of Licensor.

3.	Developer Keys; Fees and Payments.

3.1.	Developer Keys. In order to develop Licensee Applications pursuant to
Section 1.2 (and subject to any limited trial period usage as may be permitted
by Licensor from time to time), each Authorized Developer shall obtain a
PySimpleGUI developer license key ("Developer Key") by registering on the
Site as set forth therein. Each Developer Key is personal to the specific
Authorized Developer, and Licensee shall not permit Authorized Developers to
disclose, share or reuse Developer Keys. For the avoidance of doubt, any
disclosure, sharing or reuse of a Developer Key by Licensee's Authorized
Developers, whether or not authorized by Licensee, shall be a material breach
permitting termination of this Agreement pursuant to Section 8.3. Developer
Keys are Licensor's Confidential Information pursuant to Section 5. Developer
Keys are limited to a specified time period (which shall be annual from the
start date of the Developer Key, unless otherwise explicitly stated by
Licensor). Upon the expiration of a Developer Key for a Hobbyist Developer,
they may no longer use the Developer Key and must obtain a new Developer Key
from the Site in order to continue using PySimpleGUI for development purposes
pursuant to Section 1.2. Upon the expiration of a Developer Key for a
Commercial Developer, they may continue to use their Developer Key for versions
of PySimpleGUI released during that period, but may not obtain subsequent
updated versions under Section 4.2 unless they purchase a new Developer Key.

3.2.	Fees for Commercial Developer Keys; Taxes. Before obtaining each
Developer Key for a Commercial Developer, Licensee shall pay to Licensor the
corresponding fees as stated on the Site and using the payment mechanism made
available on the Site. All payments shall be made in United States dollars. All
amounts payable by Licensee hereunder are exclusive of taxes and similar
assessments, and Licensee is responsible for all sales, use, and excise taxes,
and any other similar taxes of any kind imposed by any federal, state, or local
governmental or regulatory authority on any amounts payable by Licensee
hereunder, excluding any taxes imposed on Licensor's income.

3.3.	Accuracy of Registration Details. Licensee represents and warrants that
(a) all information provided by it and its Authorized Developers when
registering for Developer Keys shall be truthful, accurate, complete and not
misleading, and (b) it and its Authorized Developers shall not misrepresent
their use of PySimpleGUI as qualifying for a Hobbyist Developer Key if their
use does not satisfy the Permitted No-cost Purposes.

4.	Support and Updates.

4.1.	Support. Licensor has no obligation hereunder to provide support to
Licensee or its Authorized Developers. Authorized Developers may submit
Feedback (as defined in Section 5.4) consisting of issues and bug reports to
the PySimpleGUI software repository as described on the Site or in the
Documentation. Licensor may in its sole discretion address such issues or bug
reports in current or future versions of PySimpleGUI, but has no obligation to
do so.

4.2.	Updates. Licensor has no obligation hereunder to make available updated
versions of PySimpleGUI. In the event that Licensor elects to make available an
updated version of PySimpleGUI, then Authorized Developers with a then-active
Developer Key may download and use the updated version, and the updated version
shall be included in the definition of "PySimpleGUI" thereafter for purposes of
this Agreement.

5.	Confidentiality; Feedback.

5.1.	Confidential Information. Licensee acknowledges that portions of
PySimpleGUI and certain other materials are confidential as provided herein.
"Confidential Information" means any and all information, whether provided in
writing, orally, visually, electronically or by other means, related to
Licensor's or its licensors' services and/or business that, whether it
constitutes a Trade Secret or not, is treated as confidential or secret by
Licensor (that is, it is the subject of efforts by Licensor that are reasonable
under the circumstances to maintain its secrecy), including, but not limited
to, (i) Trade Secrets as defined below; (ii) any and all other information
which is disclosed by Licensor to Licensee orally, electronically, visually, or
in a document or other tangible form which is either identified as or should be
reasonably understood to be confidential and/or proprietary; and, (iii) any
notes, extracts, analysis, or materials prepared by Licensee which are copies
of or derivative works of Licensor's or its licensors' proprietary or
confidential information from which the substance of Confidential Information
can be inferred or otherwise understood. Confidential Information shall not
include information which Licensee can clearly establish by written evidence:
(a) already is lawfully known to or independently developed by Licensee without
access to the Confidential Information or Trade Secrets, (b) is disclosed by
Licensor in non-confidential published materials, (c) is generally known to the
public, or (d) is rightfully obtained from any third party without any
obligation of confidentiality.

5.2.	Trade Secrets. As used herein, "Trade Secrets" means all non-public
information whether tangible or intangible related to Licensor's and its
licensors' services or business that (i) derives economic value, actual or
potential, from not being generally known to or readily ascertainable by other
persons who can obtain economic value from its disclosure or use; and (ii) is
the subject of efforts that are reasonable under the circumstances to maintain
its secrecy, which may include, without limitation, (a) marking any information
reduced to tangible form clearly and conspicuously with a legend identifying
its confidential or trade secret nature; (b) identifying any oral communication
as confidential or secret immediately before, during, or after such oral
communication; or (c) otherwise treating such information as confidential.

5.3.	Licensee Obligations. Licensee agrees not to disclose Confidential
Information or Trade Secrets to any third party and will protect and treat all
Confidential Information and Trade Secrets with the highest degree of care.
Except as otherwise expressly provided in this Agreement, Licensee will not use
or make any copies of Confidential Information or Trade Secrets, in whole or in
part, without the prior written authorization of Licensor.  Licensee may
disclose Confidential Information or Trade Secrets if required by statute,
regulation, or order of a court of competent jurisdiction, provided that
Licensee provides Licensor with prior notice, discloses only the minimum
Confidential Information or Trade Secrets required to be disclosed, and
cooperates with Licensor in taking appropriate protective measures.  These
obligations shall continue for three (3) years following termination or
expiration of this Agreement with respect to Confidential Information that does
not rise to the level of a Trade Secret and shall continue for Trade Secrets so
long as they remain Trade Secrets.

5.4.	Feedback. As used herein, "Feedback" means any comments, questions,
suggestions, issues, bug reports, or related feedback provided by Licensee to
Licensor relating to PySimpleGUI, including, without limitation, suggesting or
recommending changes to any part of PySimpleGUI, or new features or
functionality relating thereto. All Feedback is, and will be treated as,
non-confidential and non-proprietary, regardless of any markings Licensee may
apply to it. Licensee hereby assigns to Licensor all right, title, and interest
in, and Licensor is free to use without any attribution or compensation to
Licensee, any ideas, know-how, concepts, techniques, or other intellectual
property and proprietary rights contained in the Feedback, whether or not
patentable, for any purpose whatsoever, including but not limited to,
developing, manufacturing, having manufactured, licensing, marketing, and
selling, directly or indirectly, products and services using such Feedback. To
the extent the foregoing assignment of rights, title and interest in and to
Feedback is prohibited by applicable law, Licensee hereby grants Licensor a
non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide
license (including the right to sublicense through multiple tiers) to (a) fully
use, practice and exploit those non-assignable rights, title and interest,
including, but not limited to, the right to use, reproduce, adapt, publicly
perform, publicly display, modify, prepare derivative works, publish, transmit
and distribute Feedback, or any portion thereof, in any form, medium or
distribution method now known or hereafter existing, known or developed, for
any purpose, and to develop, manufacture, have manufactured, license, market,
and sell, directly or indirectly, products and services using Feedback; and (b)
authorize any such use by others of Feedback, or any portion thereof, in the
same manner.

6.	NO LICENSOR WARRANTIES; LIABILITY.

6.1.	DISCLAIMER OF WARRANTIES. PYSIMPLEGUI IS PROVIDED TO LICENSEE "AS IS".
LICENSOR DOES NOT MAKE ANY, AND HEREBY SPECIFICALLY DISCLAIMS ANY,
REPRESENTATIONS, ENDORSEMENTS, GUARANTEES, OR WARRANTIES, EXPRESS OR IMPLIED,
RELATED TO PYSIMPLEGUI INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF
MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT OF
INTELLECTUAL PROPERTY RIGHTS. Licensee acknowledges that Licensor does not
guarantee compatibility between PySimpleGUI and any future versions thereof,
and that Licensor makes no commitments as to future development, availability,
release or licensing of any current or future versions of PySimpleGUI. Licensee
will have sole responsibility for the adequate protection and backup of
Licensee's software, data and equipment used with PySimpleGUI. The entire risk
as to the quality and performance of PySimpleGUI and any obligation with
respect to service and support is borne by Licensee. Licensee understands that
Software hosted by Licensor for evaluation purposes may not be secure or
stable. Licensee waives any claim against Licensor which may arise as a result
of Licensee's breach of the foregoing. This Agreement does not grant Licensee
any right to any maintenance, services, including without limitation, any
support, enhancement, modification, bug fix or update to the Software, and
Licensor is under no obligation to provide or inform Licensee of any such
maintenance or services.

6.2.	DISCLAIMER OF LIABILITY. LICENSEE EXPLICITLY AGREES THAT, TO THE
MAXIMUM EXTENT PERMITTED BY LAW, LICENSOR SHALL NOT BE LIABLE UNDER ANY LEGAL
THEORY FOR ANY DAMAGES SUFFERED IN CONNECTION WITH THE USE OF THE SOFTWARE,
INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOST SAVINGS OR ANY DIRECT,
INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES,
WHETHER RESULTING FROM IMPAIRED OR LOST DATA, SOFTWARE OR COMPUTER FAILURE, THE
LICENSEE APPLICATIONS, OR ANY OTHER CAUSE, BY LICENSEE OR ANY OTHER THIRD
PARTY, EVEN IF IT HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
LICENSEE HEREBY EXPRESSLY RELEASES LICENSOR FROM ANY AND ALL LIABILITY OR
RESPONSIBILITY TO ANY DAMAGE CAUSED, DIRECTLY OR INDIRECTLY, TO LICENSEE OR ANY
THIRD PARTY AS A RESULT OF THE USE OF THE SOFTWARE OR THE INSTALLATION THEREOF
INTO LICENSEE'S COMPUTER ENVIRONMENT. IN THE EVENT THAT THE DISCLAIMERS OF
LIABILITY SET FORTH HEREIN ARE HELD TO BE UNENFORCEABLE, THE PARTIES AGREE THAT
UNDER NO CIRCUMSTANCES SHALL LICENSOR'S AGGREGATE LIABILITY HEREUNDER OR IN
CONNECTION WITH THIS AGREEMENT EXCEED THE AMOUNTS PAID BY LICENSEE TO LICENSOR
IN THE 12 MONTHS PRECEDING THE DATE THAT A CLAIM FIRST ACCRUES. LICENSEE SHALL
BRING ANY CLAIM AGAINST LICENSOR WITHIN 12 MONTHS OF THE DATE THAT THE CLAIM
FIRST ACCRUES, AND HEREBY WAIVES ANY CLAIMS THAT IT DOES NOT BRING WITHIN SUCH
TIME PERIOD.

6.3.	Essential Terms. THIS SECTION 6 IS AN ESSENTIAL BASIS OF LICENSOR'S
DECISION TO OFFER PYSIMPLEGUI, AND SHALL APPLY REGARDLESS OF THE LEGAL THEORY
UPON WHICH DAMAGES MAY BE CLAIMED; REGARDLESS OF WHETHER A PARTY KNEW OR SHOULD
HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES; AND REGARDLESS OF WHETHER THE
FOREGOING LIMITATIONS OF LIABILITY CAUSE ANY REMEDY TO FAIL IN ITS ESSENTIAL
PURPOSE.

7.	Indemnification. Licensee agrees to defend, indemnify and hold Licensor
and its directors, officers, employees and representatives harmless for any
claims, expenses, losses, costs, fees (including attorneys' fees) or damages of
any sort resulting from (a) Licensee's breach of this Agreement; (b) Licensee's
use of PySimpleGUI or exercise of the license rights granted hereunder; or (c)
the Licensee Applications, or Licensee's or any third party's use thereof. 

8.	Term and Termination.

8.1.	Term. This Agreement shall commence on the date on which Licensee
downloads PySimpleGUI or otherwise obtains a copy of PySimpleGUI, and shall
continue thereafter until terminated as set forth herein.

8.2.	Termination by Licensee. Licensee may terminate this Agreement with
written notice to Licensor, effective upon Licensee destroying all copies of
PySimpleGUI in its possession and refraining from receiving or downloading
further copies.

8.3.	Termination for Licensee's Breach. This limited License will
immediately terminate without notice if Licensee fails to comply with any
obligation of this Agreement. Additionally, if Licensor reasonably suspects
that Licensee has breached the Agreement, then Licensor may deliver written
notice of the suspected breach to Licensee, and the Agreement shall
automatically terminate 10 days following the date of such notice unless
Licensee cures the breach to Licensor's satisfaction within such period.

8.4.	Effect of Termination; Survival. Upon termination of this Agreement for
any reason, the licenses granted to Licensee with respect to PySimpleGUI shall
immediately terminate and Licensee hereby undertakes to: (i) immediately cease
to use, distribute or otherwise exploit any part of PySimpleGUI or any modified
version thereof; and (ii) promptly destroy and delete any copy of PySimpleGUI
installed or copied by Licensee. Sections 2.1, 2.3, 3, 5-7, 8.4, 9 and 10 will
survive termination of this Agreement indefinitely in accordance with their
terms.

9.	Assignment; Governing Law. The License is personal to Licensee and
Licensee agrees not to transfer, sublicense, lease, rent, or assign their
rights under this Agreement, and any such attempt shall be null and void.
Licensor may assign, transfer, or sublicense this Agreement or any rights or
obligations thereunder at any time in its sole discretion. This Agreement shall
be governed by and construed in accordance with the laws of the State of North
Carolina and the United States of America without regard to the conflicts of
laws provisions thereof. The parties expressly exclude the United Nations
Convention on Contracts for the International Sale of Goods from this
Agreement. All actions arising out of or in connection with this Agreement
shall be brought in the state or federal courts residing in Durham, North
Carolina, United States of America, and both parties hereby irrevocably consent
to the exclusive jurisdiction of such courts and waive any objections as to
venue or inconvenience of forum.

10.	Miscellaneous. No changes or modifications to this Agreement by
Licensee or waivers of any provision of this Agreement by Licensor shall be
effective unless evidenced in a writing referencing this Agreement and signed
for and on behalf of Licensor. The failure of Licensor to enforce its rights
under this Agreement at any time for any period shall not be construed as a
waiver of such rights. There are no third party beneficiaries hereunder. This
Agreement constitutes the entire agreement between the parties regarding the
subject matter hereof and supersede all negotiations, conversations, or
discussions between or among the parties relating to the subject matter of this
Agreement. Neither Party relied on any promises or representations, written or
oral, of the other party in forming this Agreement, except for those expressly
contained herein. In the event that any provision of this Agreement shall be
determined to be unenforceable, that provision will be limited or eliminated to
the minimum extent necessary so that this Agreement shall otherwise remain in
full force and effect and enforceable. Licensee may not distribute, download or
otherwise export or re-export PySimpleGUI or any underlying technology except
in full compliance with this Agreement, United States laws and regulations and
any other applicable laws and regulations. Licensee represents and warrants
that it and its Authorized Developers are not located in, under control of, or
a national or resident of any country where exercise of the licenses granted
hereunder would not comply with all such laws or regulations. It is agreed that
because of the proprietary nature of PySimpleGUI, Licensor's remedies at law
for a breach by the Licensee of its obligations under this Agreement may be
inadequate and that Licensor will, in the event of such breach, be entitled to,
in addition to any other remedy available to it, equitable relief, including
injunctive relief, without the posting of any bond and in addition to all other
remedies provided under this Agreement or available at law.

Exhibit A

PySimpleGUI Flow-Down License Terms

This product (the "Product") includes PySimpleGUI (https://PySimpleGUI.com) or
a version of PySimpleGUI modified by the person or legal entity that provided
you with this product ("Provider").

PySimpleGUI is Copyright (c) PySimpleSoft, Inc. and/or its licensors.

Use of PySimpleGUI is subject to the license terms available at
https://PySimpleGUI.com/eula, including all limitations of liability and other
terms set forth therein. By using the Product, you acknowledge and agree that
PySimpleSoft has no obligation or liability to you regarding the operation,
support or maintenance of PySimpleGUI or of the Product. PYSIMPLEGUI IS
PROVIDED "AS IS," WITHOUT ANY WARRANTIES, WHETHER EXPRESS OR IMPLIED.
PYSIMPLESOFT DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THE
IMPLIED WARRANTIES OF NONINFRINGEMENT, TITLE, MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE.
