Reference Guide

Internal Use - Confidential
US Commercial Terms of Sale (rev. 06NOV2020)
Translated versions may be found at www.dell.com/eula_translations
End User License Agreement
This End User License Agreement (“EULA”) is between the individual consumer or business entity that will use
the Software (“You”) and the applicable entity identified in the “Licensor Table” located at
www.dell.com/swlicensortable (“Licensor”).
This EULA governs Your use of: (a) the object code version of Dell branded software that is preinstalled on Dell
hardware or otherwise provided to You pursuant to a purchase contract, quote, order form, invoice or online
procurement process (each, an “Order”); (b) associated software license keys, if any (“License Keys”); (c)
updates to such software (“Updates”); (d) the documentation for such software; and (e) all copies of the
foregoing (collectively, “Software”). If You accept this EULA, or if You install or use the Software, then You agree
to this EULA unless You already have a signed agreement with Dell Marketing L.P. or one of its affiliates (“Dell”)
that includes licensing terms that govern Your use of the Software (“Pre-Existing Agreement”). If You accept this
EULA or install or use the Software on behalf of a business entity, then You represent that You have authority to
take those actions, and this EULA will be binding on that business entity unless the entity already has a Pre-
Existing Agreement. If You do not agree to this EULA, do not install or use the Software.
If You are a business entity and You purchase Software from a third party (“Reseller”) who sublicenses the
Software to You under the terms of an agreement between You and such Reseller (a “Sublicense Agreement”),
then the terms of Your Sublicense Agreement with the Reseller shall govern Your use of the Software and not
this EULA. Resellers may only grant rights, and must pass through conditions, consistent with this EULA. Thus,
even though Your Sublicense Agreement is between you and the Reseller, by installing or using the Software,
You acknowledge and agree that: (a) any license rights in the Sublicense Agreement that are greater than the
license rights in this EULA shall not apply; (b) any license conditions in this EULA that are not contained in the
Sublicense Agreement apply to You; (c) the limitations of liability set forth in this EULA will apply in favor of
Licensor, its affiliates and suppliers despite the existence of a Sublicense Agreement; and (d) Licensor is a third-
party beneficiary of the Sublicense Agreement and is entitled to exercise and enforce all of the Reseller’s rights
and benefits under that Sublicense Agreement.
If You purchase Software as an individual consumer, nothing in this EULA affects your statutory rights if the laws
of your state or country do not permit it to do so.
1. License Grant.
1.1. Right to Use. Subject to and in consideration of your full compliance with the terms and conditions of this
EULA, Licensor grants to You a personal, non-exclusive license to use the Software during the period stated in
the applicable Order (if no period is specified, You may use the Software perpetually). If You are an individual
consumer, this license grant allows You to use the Software in connection with Your own personal use. If You
are a business entity, this license grant allows You to use the Software in connection with the internal business
operations of Your entity. In addition, You may make a reasonable number of copies of the Software solely as
needed for backup or archival purposes. Additional license terms for certain Software may be included in the
Offering Specific Terms Table located at www.dell.com/offeringspecificterms (“OST Table”), and additional terms
for Software that is licensed to You for a limited time (“Subscription Software”) are located at
www.dellemc.com/subscription_terms (“Subscription Terms”).
1.2. Third Party Use. If You are a business entity, You may allow Your contractors (each, a “Permitted Third
Party”) to use the Software solely for the purpose of providing services to You, provided that such use is in
compliance with this EULA. You are liable for any breach of this EULA by any Permitted Third Party.
1.3. Rights Reserved. The Software is licensed and not sold. Except for the license expressly granted in this
EULA, Licensor, on behalf of itself and its affiliates and suppliers, retains all rights in and to the Software and in
all related materials (“Works”). The rights in these Works are valid and protected in all forms, media and