EULA for custom fonts with temporary exclusivity

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  John Hudson Posts: 2,977

  February 2022

  A few things to consider:
  
  This kind of agreement is typically a combination of usage rights licensing and a work contract.
  
  The licensing part will specify what rights the client has to the fonts, and for how long. Typically, the usage rights and limitations will be similar to rights in a retail EULA, e.g. desktop installation (including possible number of users, but often specified in terms of the client organisation (including subsidiaries? or other arrangements of multiple companies under the same ownership), web use, etc.—find out all the ways in which the client wants to use the font, and provide appropriate sections or appendices to the agreement. Normally, in the case of limited exclusivity, the use rights will be perpetual, and the grant of exclusivity and its period can be expressed as a limit on the licensor (you) not to license the fonts to any other party for a period of X years (usually from delivery of the final fonts to the client).
  
  Does the client also want distribution rights in addition to use rights? i.e. are they wanting to share the fonts outside of their organisation, whether in a limited way—perhaps to branding agencies or design studios—or in a more general way, e.g. something like Harvard University Press’ distribution of our Murty Indic fonts under a no-fee non-commercial use license? If yes, then the terms under which the fonts are distributed by the client needs to be specified in the agreement and, if they will be releasing the fonts publicly under a EULA, that EULA needs to be appended to the agreement.
  
  The work contract part of the agreement will cover the schedule of deliverables and payment, usually broken into milestones. The bigger the project, the longer the schedule and hence probably more milestones, usually with a one or more deliverables and an invoice schedule associated with each milestone.
  
  Any novel legal agreement should be reviewed by a lawyer.

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  Michael Rafailyk Posts: 141

  February 2022 edited February 2022

  @John Hudson, thank you for the information, very helpful!
  
  Looks like it is better to use permissive license to describe what the licensee can.

  
  In the case of different countries, do both parties have to sign the printed/scanned version of the EULA document?

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  JoyceKetterer Posts: 792

  February 2022

  Hi Micheal -
  
  I can help walk you through this is you want walking through but it would be easier for me to talk. If you want, please pm me.  You can keep the client happy without giving away the store.
  
  Joyce

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