On 7/29/2024 5:46 PM, Lawrence D'Oliveiro wrote:

> Ah, the old “personal/noncommercial/educational use” weasel words.
>
> Do they spell out what you are allowed to do with it? Are you allowed to
> post videos on commercial sites? Use it to apply for a job? Demo it to
> others?

They have a boatload of legal documents you have to agree to:

1) before you can download the version for personal use, you have to
agree to these Terms & Conditions:

https://www.broadcom.com/company/legal/licensing
---------------------------------------------------------------------------
License and Service Terms & Repository
Your purchase of on-premises software, SaaS/Cloud Services,
Maintenance/Support, Services, and/or Education for CA, Symantec, and
VMware product families (each and all, “Broadcom Offerings”) is subject
to governing terms and documentation.

The terms and documentation listed on this site are for use across all
Software business units, for all products, and for all customers (direct
and indirect), subject to any local country legal requirements. Your
Broadcom Sales Representative may provide the specific terms and
documentation for your Broadcom Offering and engagement with Broadcom.

Broadcom End User Agreement
Unless otherwise agreed by Broadcom in a Transaction Document or a fully
executed agreement between the End User and Broadcom that governs the
Broadcom Offerings ordered, all End Users (direct and indirect) of
Broadcom Offerings are subject to the Broadcom End User Agreement and
the modules applicable to the specific Broadcom Offering. The Broadcom
End User Agreement is available in the languages listed at right.

Specific Program Documentation (SPDs) and SaaS Listings
Current SPDs and SaaS Listings can be found at our support site:
legaldocs.broadcom.com. Archived or legacy versions of SPDs and SaaS
Listings published before September 1, 2022, may be found via the search
bar below or at https://www.broadcom.com/support/saas/offerings to
accommodate customers who are currently contracted under these versions.
Archived or legacy versions of VMware Product Guides published before
September 1, 2022, may be found at
https://www.vmware.com/download/eula/product-guides.html, to accommodate
customers who are currently contracted under these versions. The VMware
SPP Program Guide and the VMware HPP Program Guide apply to use of
VMware SPP and HPP Credits, respectively.

Broadcom Partner EDI Agreement
The Broadcom Partner EDI Terms and Conditions apply to Broadcom Partners
that place orderings using the Broadcom EDI System.
---------------------------------------------------------------------------

2) the "EndUser Agreement" from the 3rd paragraph is a 28-page PDF doc:
https://docs.broadcom.com/doc/end-user-agreement-english

3) they also have a "VMWare Licensing Glossary:
https://docs.broadcom.com/doc/vmware-licensing-glossary

4) and there's the EULA you have to agree to before installing it:
---------------------------------------------------------------------------

VMWARE END USER LICENSE AGREEMENT
Last updated: 03 May 2021

THE TERMS OF THIS END USER LICENSE AGREEMENT (“EULA”) GOVERN YOUR USE OF
THE SOFTWARE, REGARDLESS OF ANY TERMS THAT MAY APPEAR DURING THE
INSTALLATION OF THE SOFTWARE.

BY DOWNLOADING, DEPLOYING, OR USING THE SOFTWARE, YOU AGREE TO BE BOUND
BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO THE TERMS OF THIS
EULA, YOU MUST NOT DOWNLOAD, DEPLOY, OR USE THE SOFTWARE, AND YOU MUST
DELETE OR RETURN THE UNUSED SOFTWARE TO US OR THE VMWARE CHANNEL PARTNER
FROM WHICH YOU ACQUIRED IT WITHIN THIRTY (30) DAYS OF ITS ACQUISITION
AND REQUEST A REFUND OF THE LICENSE FEE, IF ANY, THAT YOU PAID FOR THE
SOFTWARE.

EVALUATION LICENSE. If you license the Software for evaluation purposes
(an “Evaluation License”), your use of the Software is only permitted
for a period of thirty (30) days (unless we specify otherwise), and you
may not use the Software with production data. Notwithstanding any other
provision in this EULA, an Evaluation License of the Software is
provided “AS IS” without indemnification, support or warranty of any
kind, express or implied.

1. LICENSE GRANT.
1.1. General License Grant. We grant you a non-exclusive,
non-transferable (except as set forth in Section 12.1 (Transfers;
Assignment)) license to deploy the Software within the Territory and to
use the Software and the Documentation during the term of the license,
solely for your internal business operations, and subject to the
provisions of the Product Guide. Unless otherwise set forth in the
Order, licenses granted to you will be for use of object code only and
will commence on Delivery.

1.2. Users and Third-Party Agents. Under the License granted to you in
Section 1.1 (General License Grant), you may permit your Users to use
the Software, and you may permit Third-Party Agents to deploy and use
the Software on your behalf for the sole purpose of delivering services
to you. You will be responsible for your Users’ and Third-Party Agents’
compliance with this EULA, and any breach of this EULA by a User or
Third-Party Agent will be deemed to be a breach by you.

1.3. Copying Permitted. You may copy the Software and Documentation as
necessary to deploy and use the number of copies licensed, but otherwise
for archival purposes only.

1.4. Benchmarking. You may use the Software to conduct internal
performance testing and benchmarking studies. You may only publish or
distribute the results of the studies to third parties if we have
reviewed and approved of the methodology, assumptions, and other
parameters of the study prior to publication and distribution. Please
contact us at benchmark@vmware.com <mailto:benchmark@vmware.com> to
request review and approval.

1.5. Services for Affiliates. You may use the Software to deliver IT
services to your Affiliates, provided that those Affiliates may not
directly use the Software.

1.6. Open Source Software. Open Source Software is licensed to you under
the OSS’s own applicable license terms, which can be found in either the
open_source_licenses.txt file accompanying the Software, the
Documentation, or as applicable the corresponding Source Files (as
defined below) for the OSS available at
www.vmware.com/download/open_source.html
<http://www.vmware.com/download/open_source.html>. These OSS license
terms are consistent with the license granted in Section 1 (License
Grant) and may contain additional rights benefiting you. The OSS license
terms take precedence over this EULA to the extent that this EULA
imposes greater restrictions on you than the applicable OSS license
terms. To the extent the license for any Open Source Software requires
us to make available to you the corresponding source code and/or
modifications (the “Source Files”), you may obtain a copy of the
applicable Source Files from our website at
www.vmware.com/download/open_source.html
<http://www.vmware.com/download/open_source.html> or by sending a
written request, with your name and address, to: VMware, Inc., 3401
Hillview Avenue, Palo Alto, CA 94304, United States of America. All
requests should clearly specify: Open Source Files Request, Attention:
General Counsel. This offer to obtain a copy of the Source Files is
valid for three years from the date you acquired the Software.

2. RESTRICTIONS; OWNERSHIP.
2.1. License Restrictions. Without our prior written consent, you must
not, and must not allow any third party to: (a) use the Software in an
application services provider, service bureau, hosted IT services, or
similar capacity for third parties, except as specified in Section 1.5
(Services for Affiliates); (b) disclose to any third party the results
of any benchmarking testing or comparative or competitive analyses of
the Software done by you or on your behalf, except as specified in
Section 1.4 (Benchmarking); (c) make available the Software in any form
to any third parties, except as specified in Section 1.2 (Users and
Third-Party Agents); (d) transfer or sublicense the Software or
Documentation to an Affiliate or any third party, except as expressly
permitted in Section 12.1 (Transfers; Assignment); (e) use the Software
in conflict with the terms and restrictions of the Software’s licensing
model and other requirements specified in the Product Guide and/or the
applicable Order; (f) except to the extent permitted by applicable
mandatory law, modify, translate, enhance, or create derivative works
from the Software, or reverse engineer, decompile, or otherwise attempt
to derive source code from the Software, except as specified in Section

2.2 (Decompilation); (g) remove any copyright or other proprietary
notices on or in any copies of the Software; or (h) violate or
circumvent any technological restrictions within the Software or
specified in this EULA, such as via software or services.
2.2. Decompilation. Notwithstanding Section 2.1, you may decompile the
Software to the extent the laws of the Territory give you the express
right to do so to obtain information necessary to render the Software
interoperable with other software; provided, however, (a) you must first
request that information from us, (b) you must provide all reasonably
requested information to allow us to assess your claim, and (c) we may,
in our discretion, provide that interoperability information to you,
impose reasonable conditions (including a reasonable fee) on that use of
the Software, or offer to provide alternatives to reduce any potential
adverse impact on our proprietary rights in the Software.

2.3. Ownership. The Software and Documentation (including all copies and
portions), all improvements, enhancements, modifications and derivative
works of the Software or Documentation, and all Intellectual Property
Rights in the Software and Documentation, are and will remain the sole
and exclusive property of VMware and its licensors. Your rights to
deploy and use the Software and Documentation are limited to those
expressly granted in this EULA and any applicable Order. No other rights
are implied with respect to the Software, Documentation, or any related
Intellectual Property Rights. You are not authorized to use (and must
not permit any third party to use) the Software or Documentation except
as expressly authorized by this EULA or the applicable Order. We reserve
all rights not expressly granted to you. We do not transfer any
ownership rights in any Software or Documentation.

2.4. Guest Operating Systems. Some Software allows Guest Operating
Systems and application programs to run on a computer system. You
acknowledge that you are responsible for obtaining and complying with
any licenses necessary to operate any third-party software.

3. ORDER. Your Order is subject to this EULA. No Orders are binding on
us until we accept them. Orders for Software are deemed accepted upon
Delivery of the Software included in the Order. Purchase orders issued
to us do not have to be signed by you to be valid and enforceable. All
Orders are non-refundable and non-cancellable except as expressly
provided in this EULA. Any refunds to which you are entitled under this
EULA will be remitted to you or to the VMware channel partner from which
you purchased your Software license.

4. RECORDS AND AUDIT. You must maintain accurate records of your use of
the Software sufficient to show compliance with the terms of this EULA.
We have the right to audit those records and your use of the Software to
confirm compliance with the terms of this EULA. That audit is subject to
reasonable prior notice and will not unreasonably interfere with your
business activities. We may conduct no more than one (1) audit in any
twelve (12) month period, and only during normal business hours. You
must reasonably cooperate with us and any third-party auditor and you
must, without prejudice to our other rights, address any non-compliance
identified by the audit by paying additional fees. You must reimburse us
for all reasonable costs of the audit if the audit reveals either
underpayment of more than five (5%) percent of the Software fees payable
by you for the period audited, or that you have materially failed to
maintain accurate records of Software use.

5. SUPPORT SERVICES. Support and subscription services for the Software
(“Support Services”) are provided pursuant to the Support Services Terms
and are not subject to this EULA. You have no rights to any updates,
upgrades or extensions or enhancements to the Software unless you
separately purchase Support Services or they are included with your
purchase of a license to the Software as provided in the Product Guide.

6. WARRANTIES.
6.1. Software Warranty: Duration and Remedy. We warrant that the
Software will, for a period of ninety (90) days following notice of
availability for electronic download or delivery (“Warranty Period”),
substantially conform to the applicable Documentation, provided that the
Software: (a) has been properly installed and used at all times in
accordance with the applicable Documentation; and (b) has not been
modified or added to by persons other than us or our authorized
representative. We will, at our own expense and as our sole obligation
and your exclusive remedy for any breach of this warranty, either
replace the Software or correct any reproducible error in the Software
reported by you in writing during the Warranty Period. If we determine
that we are unable to correct the error or replace the Software, we will
refund the fees paid for that Software, and the License for that
Software will terminate.

6.2. Disclaimer of Warranty. OTHER THAN THE LIMITED WARRANTY IN SECTION
6.1, TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE, FOR OURSELVES AND ON
BEHALF OF OUR SUPPLIERS, DISCLAIM ALL WARRANTIES WHETHER EXPRESS,
IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY,
SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND
NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR
COURSE OF PERFORMANCE, RELATING TO THE SOFTWARE AND DOCUMENTATION.
NEITHER WE NOR OUR SUPPLIERS WARRANT THAT THE SOFTWARE WILL OPERATE
UNINTERRUPTED, THAT IT WILL BE FREE FROM DEFECTS OR ERRORS, OR THAT IT
WILL MEET (OR IS DESIGNED TO MEET) YOUR BUSINESS REQUIREMENTS.

7. INTELLECTUAL PROPERTY INDEMNIFICATION.
7.1. Defense and Indemnification. Subject to the remainder of this
Section 7, we will: (a) defend you against any Infringement Claim; and
(b) indemnify you from all fines, damages, and costs finally awarded
against you by a court of competent jurisdiction or a government agency,
or agreed to in a settlement, with regard to any Infringement Claim.
These obligations are applicable only if you: (i) provide us with notice
of the Infringement Claim within a reasonable period after learning of
the claim (provided that any delay in providing the notice will relieve
us of our indemnification obligations only to the extent that the delay
prejudices us); (ii) allow us sole control over the defense and
settlement of the Infringement Claim; and (iii) reasonably cooperate in
response to our requests for assistance with regard to the Infringement
Claim. We will not, without your prior written consent, which may not be
unreasonably withheld, conditioned, or delayed, enter into any
settlement of any Infringement Claim that obligates you to admit any
liability or to pay any unreimbursed amounts to the claimant. You may
not settle or compromise any Infringement Claim without our prior
written consent.

7.2. Remedies. If the Software becomes, or in our opinion is likely to
become, the subject of an Infringement Claim, we will, at our option and
expense: (a) procure the rights necessary for you to keep using the
Software; or (b) modify or replace the Software to make it
non-infringing; or (c) terminate the License to the affected Software
and discontinue the related Support Services, and, upon your certified
deletion of the affected Software, refund: (i) for a Perpetual License,
the fees paid for the License to the affected Software, less
straight-line depreciation over a three (3) year useful life beginning
on the date of Delivery of the Software and any unused, prepaid fees for
Support Services, or (ii) for Subscription Software, any prepaid fees,
prorated for the remaining portion of the then-current Subscription Term.

7.3. Exclusions. We will have no obligation under this Section 7 or
otherwise with respect to any Infringement Claim based on: (a)
combination of the Software with non-VMware products or content; (b) use
for a purpose or in a manner for which the Software was not designed;
(c) use of any older version of the Software when use of a newer version
would have avoided the infringement; (d) any modification to the
Software other than those made by us or with our express written
approval; (e) any claim that relates to open source software or freeware
technology or any derivative or other adaptations thereof that is not
embedded by us into the Software; or (f) any Software provided on a no
charge, beta, or evaluation basis.

7.4. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THIS SECTION 7 STATES
YOUR SOLE AND EXCLUSIVE REMEDY AND OUR ENTIRE LIABILITY FOR ANY
INFRINGEMENT CLAIMS.

8. LIMITATION OF LIABILITY.
8.1. Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT
WILL WE BE LIABLE FOR ANY LOST PROFITS OR BUSINESS OPPORTUNITIES, LOSS
OF USE, LOSS OF CONTENT OR DATA FOR ANY REASON (INCLUDING POWER OUTAGES,
SYSTEM FAILURES, OR OTHER INTERRUPTIONS), LOSS OF REVENUE, LOSS OF
GOODWILL, BUSINESS INTERRUPTION, OR FOR ANY INDIRECT, SPECIAL,
INCIDENTAL, OR CONSEQUENTIAL DAMAGES UNDER ANY THEORY OF LIABILITY,
WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, PRODUCT LIABILITY, OR
OTHERWISE. THIS LIMITATION WILL APPLY REGARDLESS OF WHETHER A PARTY HAS
BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES AND REGARDLESS OF
WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. BECAUSE SOME
JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR
CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE FOREGOING LIMITATION MAY NOT
APPLY.

8.2. Cap on Monetary Liability. OUR LIABILITY FOR ANY CLAIM UNDER THIS
EULA WILL NOT EXCEED THE GREATER OF THE LICENSE FEES YOU PAID FOR THE
SOFTWARE GIVING RISE TO THE CLAIM OR $5000.

8.3. Exclusions. THE LIMITATION OF LIABILITY IN SECTIONS 8.1 AND 8.2
WILL NOT APPLY TO (i) OUR INDEMNIFICATION OBLIGATIONS UNDER SECTION 7 OF
THIS EULA OR (ii) ANY LIABILITY WHICH MAY NOT BE EXCLUDED BY LAW.

8.4. Further Limitations. Our suppliers have no liability of any kind
under this EULA. You may not bring a claim directly against any of them
under this EULA. Our liability with respect to any third-party software
embedded in the Software is subject to this Section 8. You may not bring
a claim under this EULA more than eighteen (18) months after the cause
of action arises.

9. TERMINATION.
9.1. EULA Term. The term of this EULA begins on Delivery of the Software
and continues until this EULA is terminated in accordance with this
Section 9.

9.2. Termination for Cause. We may terminate this EULA effective
immediately upon written notice to you if: (a) any payment due under
this EULA is not received within ten (10) days after receiving our
written notice that payment is past due; (b) you materially breach any
other provision of this EULA and fail to cure within thirty (30) days
after receipt of our written notice of the breach; (c) you materially
breach any provision of this EULA in a manner that cannot be cured; or
(d) you terminate or suspend your business.

9.3. Termination for Insolvency. We may terminate this EULA effective
immediately upon written notice to you if you become insolvent, admit in
writing your inability to pay your debts as they mature, make an
assignment for the benefit of creditors, become subject to control of a
trustee, receiver or similar authority, or become subject to any
bankruptcy or insolvency proceeding.

9.4. Effect of Termination. Upon termination of this EULA: (a) all
Licenses to the Software granted to you under this EULA will immediately
end; (b) you must stop all use of the Software and return to us or
certify destruction of the Software and License Keys (including copies),
and (c) you must return or, if we request, destroy, any of our or our
suppliers’ Confidential Information in your possession or under your
control (other than information that must be retained pursuant to law).
Any provision that, by its nature and context is intended to survive
termination or expiration of the EULA, will survive, including Sections
1.6 (Open Source Software), 2 (Restrictions; Ownership), 4 (Records and
Audit), 6.2 (Software Disclaimer of Warranty), 8 (Limitation of
Liability), 9 (Termination), 10 (Confidential Information), 12
(General), 13 (Definitions), and 14 (Terms Applicable to U.S. Federal
End Users). Except as otherwise expressly provided in this EULA or as
required by applicable law or regulation, termination of this EULA will
not entitle you to any refunds, credits, or exchanges.

10. CONFIDENTIAL INFORMATION.
10.1. Protection. Either party may use Confidential Information of the
other party disclosed to it in connection with this EULA to exercise its
rights and perform its obligations under this EULA or as otherwise
permitted by this EULA. The Recipient will disclose the Discloser’s
Confidential Information only to the Recipient’s employees or
contractors who have a need to know the Confidential Information for
purposes of this EULA and who are under a duty of confidentiality no
less restrictive than as specified in this Section 10. Recipient will
protect the Discloser’s Confidential Information from unauthorized use,
access, or disclosure in the same manner as the Recipient protects its
own confidential or proprietary information of a similar nature but with
no less than reasonable care.

10.2. Exceptions. The Recipient’s obligations under Section 10.1 with
respect to any of the Discloser’s Confidential Information will
terminate if the Recipient can demonstrate that the information: (a) was
already rightfully known to the Recipient at the time of disclosure by
the Discloser without any obligation of confidentiality; (b) was
disclosed to the Recipient by a third party who had the right to make
that disclosure without any confidentiality restrictions; (c) is, or
through no fault of the Recipient has become, generally available to the
public; or (d) was independently developed by Recipient without access
to or use of Discloser’s Confidential Information. In addition, the
Recipient will be allowed to disclose Confidential Information to the
extent that disclosure is required by law or by order of a court or
similar judicial or administrative body of competent jurisdiction,
provided that the Recipient notifies the Discloser of the required
disclosure promptly and in writing and cooperates with the Discloser, at
the Discloser’s request and expense, in any lawful action to contest or
limit the scope of the required disclosure.

10.3. Injunctive Relief. Nothing in this EULA limits either party’s
ability to seek equitable relief.

11. ACCOUNT, OPERATIONS AND USAGE DATA. We collect your contact
information and information about your purchase to manage your account
and fulfill your Orders. We also process (a) information necessary to
facilitate the delivery of the Software, including verifying compliance
with the terms of this EULA, invoicing, and providing Support Services,
and (b) Software configuration, performance, and usage data for the
purposes of improving VMware products and services and user experience,
and other analytics purposes as set forth in the Product Guide. To the
extent any of that data includes information which identifies an
individual, we will process that information in accordance with VMware’s
Products & Services Privacy Notice available at
<https://www.vmware.com/help/privacy.html>.

12. GENERAL.
12.1. Transfers; Assignment. Except to the extent transfer may not
legally be restricted or as permitted by our transfer and assignment
policies and in all cases following the process set forth at
www.vmware.com/support/policies/licensingpolicies.html
<http://www.vmware.com/support/policies/licensingpolicies.html>, you
must not assign this EULA, any Order, or any right or obligation
pursuant to this EULA, or delegate any performance under this EULA,
without our prior written consent, which consent will not be
unreasonably withheld, conditioned, or delayed. Any other attempted
assignment or transfer by you will be void. We may use our Affiliates or
other suppliers to provide services to you, provided that we remain
responsible to you for the performance of the services.

12.2. Notices. Any notice by us to you under this EULA will be given:
(a) by email to the email address associated with your account, if you
have subscribed to this method of receiving notices; or (b) by posting
in the VMware customer portal. You must direct legal notices or other
correspondence to VMware, Inc., 3401 Hillview Avenue, Palo Alto,
California 94304, United States of America, Attention: Legal Department.

12.3. Waiver. Waiver of a breach of any provision of this EULA will not
constitute a waiver of any later breach of that provision, or waiver of
a breach of any other provision.

12.4. Severability. If any part of this EULA is held to be invalid or
unenforceable, all remaining provisions will remain in force to the
extent feasible to effectuate the intent of the parties.

12.5. Compliance with Laws. Each party must comply with all laws
applicable to the actions contemplated by this EULA.

12.6. Export Control; Government Regulations. You acknowledge that the
Software is provided subject to the U.S. Export Administration
Regulations, may be subject to the export control laws of the applicable
territory, and that diversion contrary to applicable export control laws
is prohibited. You represent that (1) you are not, and are not acting on
behalf of, (a) any person who is a citizen, national, or resident of, or
who is controlled by the government of any country to which the United
States has prohibited export transactions; or (b) any person or entity
listed on the U.S. Treasury Department list of Specially Designated
Nationals and Blocked Persons, or the U.S. Commerce Department Denied
Persons List or Entity List; and (2) you will not permit the Software to
be used for, any purposes prohibited by law, including, any prohibited
development, design, manufacture or production of missiles or nuclear,
chemical or biological weapons. The Software and Documentation are
deemed to be “commercial computer software” and “commercial computer
software documentation”, respectively, pursuant to Defense Federal
Acquisition Regulation Supplement (“DFARS”) Section 227.7202 and Federal
Acquisition Regulation (“FAR”) Section 12.212(b), as applicable. Any
use, modification, reproduction, release, performing, displaying or
disclosing of the Software and Documentation by or for the U.S. Federal
Government shall be governed solely by the terms and conditions of this
EULA.

12.7. Construction. The headings of sections of this EULA are for
convenience and are not to be used in interpreting this EULA. As used in
this EULA, the word “including” means “including but not limited to”.

12.8. Language. This EULA is in English, and the English language
version governs any conflict with a translation into any other language.

12.9. Governing Law. If your billing address is in the United States,
this EULA is governed by the laws of the State of California and the
federal laws of the United States. If your billing address is outside
the United States, this EULA is governed by the laws of Ireland.
Conflict of law rules are expressly disclaimed. The U.N. Convention on
Contracts for the International Sale of Goods does not apply.

12.10. Third-Party Rights. Other than as expressly provided in this
EULA, this EULA does not create any rights for any person who is not a
party to it, and only persons who are parties to this EULA may enforce
any of its terms or rely on any exclusion or limitation contained in it.

12.11. Order of Precedence. In the event of conflict or inconsistency
among the Product Guide, this EULA and the Order, the following
descending order of precedence applies unless otherwise set forth in an
enterprise license agreement: (a) the Product Guide, (b) this EULA and
(c) the Order. This EULA supersedes any conflicting or additional terms
and conditions of any purchase order, acknowledgement or confirmation,
or other document issued by you for or regarding the Software.

12.12. Entire Agreement. This EULA, together with all accepted Orders
and the Product Guide, contains the entire agreement of the parties with
respect to the subject matter of this EULA and supersedes all previous
or contemporaneous communications, representations, proposals,
commitments, understandings and agreements, whether written or oral,
between the parties regarding its subject matter. This EULA may be
amended only in a writing signed by authorized representatives of both
parties.

13. DEFINITIONS.
13.1. “Affiliate” means, with respect to a party at a given time, an
entity that is directly or indirectly controlled by, is under common
control with, or controls that party, where “control” means an
ownership, voting, or similar interest representing fifty percent (50%)
or more of the total interests outstanding of that entity.

13.2. “Confidential Information” means information or materials provided
by one party (“Discloser”) to the other party (“Recipient”) which is in
tangible form and labelled “confidential” or the like, or information
which a reasonable person knew or should have known to be confidential.
The following information is considered our Confidential Information
whether or not marked or identified as such: (a) License Keys; (b)
information regarding our pricing, product roadmaps or strategic
marketing plans; and (c) non-public materials relating to the Software.

13.3. “Delivery” means either delivery of the physical media (if
applicable) or the date you are notified of availability for electronic
download.

13.4. “Documentation” means that documentation that we generally provide
with the Software, as revised by us from time to time, and which may
include end user manuals, operation instructions, installation guides,
release notes, and on-line help files regarding the use of the Software.

13.5. “Guest Operating Systems” means instances of third-party operating
systems licensed by you, installed in a Virtual Machine, and run using
the Software.

13.6. “Infringement Claim” means any claim by a third party that the
Software infringes any patent, trademark or copyright of that third
party, or misappropriates a trade secret (but only to the extent that
the misappropriation is not a result of your actions) under the laws of:
(a) the United States; (b) Canada; (c) the European Economic Area; (d)
the United Kingdom; (e) Australia; (f) New Zealand; (g) Japan; or (h)
the People’s Republic of China, to the extent that those countries are
part of the Territory for the License.

13.7. “Intellectual Property Rights” means all worldwide intellectual
property rights, including copyrights, trademarks, service marks, trade
secrets, know how, inventions, patents, patent applications, moral
rights, and all other proprietary rights, whether registered or
unregistered.

13.8. “License” means a license granted under Section 1.1 (General
License Grant).

13.9. “License Key” means a serial number that enables you to activate
the Software.

13.10. “License Term” means the duration of a License as specified in
the Order.

13.11. “Open Source Software” or “OSS” means software components
embedded in the Software and provided under separate license terms,
which can be found either in the open_source_licenses.txt file (or
similar file) provided within the Software or at
www.vmware.com/download/open_source.html
<http://www.vmware.com/download/open_source.html>.

13.12. “Order” means a purchase order, enterprise license agreement, or
other ordering document for Software governed by this EULA, issued by
you to us or to your VMware channel partner and is accepted by us as set
forth in Section 3 (Order).

13.13. “Perpetual License” means a License to the Software with a
perpetual term.

13.14. “Product Guide” means the current version of the VMware Product
Guide at the time of your Order, which can be found through links at
www.vmware.com/download/eula <http://www.vmware.com/download/eula>.

13.15. “Support Services Terms” means our then-current support policies,
copies of which are posted at www.vmware.com/support/policies
<http://www.vmware.com/support/policies>.

13.16. “Software” means the VMware computer programs listed on our
commercial price list to which you acquire a license under an Order,
together with any related software code we provide pursuant to a support
and subscription service contract and that is not subject to a separate
license agreement.

13.17. “Subscription Software” means Software that is licensed for a
specific term (“Subscription Term”).

13.18. “Territory” means the country or countries in which you have been
invoiced, except as otherwise provided in the Product Guide. If the
Territory for your Software includes any European Economic Area member
states or the United Kingdom, you may deploy that Software throughout
the European Economic Area and the United Kingdom.

13.19. “Third-Party Agent” means a third party delivering information
technology services to you pursuant to a contract with you.

13.20. “U.S. Federal End User” means any of the following agencies or
establishments of the U.S. Federal Government: (a) executive departments
as defined by 5 U.S.C. 101, (b) military departments as defined by 5
U.S.C. 102, (c) government corporations as defined by 5 U.S.C. 103, (d)
independent establishments as defined by 5 U.S.C. 104, and (e) any
establishment in the legislative or judicial branch of the U.S. Federal
Government (except the Senate, the House of Representatives, the
Architect of the Capitol, and any activities under the Architect’s
direction).

13.21. “User” means an employee, contractor, or Third-Party Agent that
you have authorized to use the Software as permitted under this EULA.

13.22. “Virtual Machine” means a software container that can run its own
operating system and execute applications like a physical machine.

13.23. “VMware”, “We”, or “Us” means VMware, Inc., a Delaware
corporation, if the billing address for your Order is in the United
States, or VMware International Unlimited Company, a company organized
and existing under the laws of Ireland, if the billing address for your
Order is outside the United States.

13.24. "You" means you individually or the legal entity that you
represent. If you are entering into the EULA for an entity, you
represent that you have the authority to bind that entity.

14. TERMS APPLICABLE TO U.S. FEDERAL END USERS. If you are a U.S.
Federal End User, the following terms and conditions supersede or modify
the referenced provisions of this EULA.

14.1. Replace the second paragraph of the preamble with the following:
“BY PURCHASING THE SOFTWARE UNDER A CONTRACT OR ORDER THAT INCORPORATES
THIS EULA, YOU (THE U.S. FEDERAL END USER) AGREE TO BE BOUND BY THE
TERMS OF THIS EULA.”

14.2. Replace the first sentence of Section 1.1 (“General License
Grant”) with the following:
“We grant you a non-exclusive, non-transferable (except as set forth in
Section 12.1 (Transfers; Assignment)), commercial item license to deploy
the Software within the Territory and to use the Software and the
Documentation during the term of the license, solely for your internal
business operations, and subject to the provisions of the Product Guide.”

14.3. Replace Section 1.5 (“Services for Affiliates”) with “Reserved.”

14.4. Replace subsection (a) in the first sentence of Section 2.1
(“License Restrictions”) with the following:
“(a) use the Software in an application services provider, service
bureau, hosted IT services, or similar capacity for third parties;”

14.5. Replace Section 3 (“Order”) with the following:
“Your Order is subject to this EULA. No Orders are binding on us until
we accept them, and all Orders must expressly incorporate this EULA.
Orders for Software are deemed accepted upon Delivery of the Software
included in the Order. Purchase orders issued to us do not have to be
signed by you to be valid and enforceable unless required by applicable
law. All Orders are non-refundable and non-cancellable except as
expressly provided in this EULA. Any refunds to which you are entitled
under this EULA will be remitted to you or to the VMware channel partner
from which you purchased your Software license.”

14.6. Replace Section 4 (“Records and Audit”) with the following:
“You must maintain accurate records of your use of the Software
sufficient to show compliance with the terms of this EULA. We have the
right to audit those records and your use of the Software, at our own
expense, to confirm compliance with the terms of this EULA. That audit
is subject to reasonable prior notice and will not unreasonably
interfere with your business activities. We may conduct no more than one
(1) audit in any twelve (12) month period, and only during normal
business hours. Neither we nor any third-party auditor shall have
physical access to your computing devices in connection with any such
audit without your prior written consent. You must reasonably cooperate
with us and any third-party auditor. We reserve the right to seek
recovery of any underpayments revealed by the audit in accordance with
41 U.S.C. chapter 71 (Contract Disputes) and FAR 52.233-1 (Disputes) or
other applicable agency supplement. No payment obligation shall arise
on your behalf until the conclusion of the dispute process. If an audit
necessitates access to classified information, as that term is defined
in the National Industrial Security Program Operating Manual (NISPOM),
then the audit will be conducted by auditor(s) possessing a personal
security clearance as defined in the NISPOM (“PCL”) at the appropriate
level. In those cases, VMware and any third-party auditor will disclose
Classified Information only to person(s) who both possess a PCL and have
a need to know.”

14.7. Replace Section 7.1 (“Defense and Indemnification”) with the
following:
“Subject to the remainder of this Section 7 and 28 U.S.C. 516, we will
(a) defend you against an Infringement Claim; and (b) indemnify you from
costs and damages finally awarded against you by a court of competent
jurisdiction or a government agency or agreed to in a settlement
approved by us. These obligations are applicable only if you: (i)
provide us with notice of any Infringement Claim within a reasonable
period after learning of the claim (provided that any delay in providing
the notice will relieve us of our indemnification obligations only to
the extent that the delay prejudices us); (ii) allow us the opportunity
to participate in the claim’s defense and settlement as provided in
applicable laws, rules, or regulations; and (iii) reasonably cooperate
in response to our requests for assistance with regard to the
Infringement Claim. You must make every effort to permit us to
participate fully in the defense or settlement of any Infringement
Claim; however, we acknowledge that such participation will be under the
control of the U.S. Department of Justice.

14.8. Replace Section 7.2 (“Remedies”) with the following:
“If the Software becomes, or in our opinion is likely to become, the
subject of an Infringement Claim, we will, at our option and expense:
(a) procure the rights necessary for you to keep using the Software; or
(b) modify or replace the Software to make it non-infringing. If we
determine that the foregoing alternatives are not reasonably available,
then you agree to terminate the License to the affected Software and
discontinue the related Support Services upon our written request, and,
upon your certified deletion of the affected Software, we will refund:
(i) for a Perpetual License, the fees paid for the License to the
affected Software, less straight-line depreciation over a three (3) year
useful life beginning on the date of Delivery of the Software and any
unused, prepaid fees for Support Services, or (ii) for Subscription
Software, any prepaid fees, prorated for the remaining portion of the
then-current Subscription Term. Nothing in this Section 7.2 (Remedies)
will limit our obligations under Section 7.1 (Defense and
Indemnification), provided that you replace the allegedly infringing
Software upon our making alternate Software available to you, or that
you discontinue using the allegedly infringing Software upon receiving
VMware’s written request to terminate the affected License. The
foregoing is subject to the U.S. Federal Government’s right to require
continued use of the Software pursuant to 28 U.S.C. 1498. In the event
of such continued use, you agree to notify us in writing and undertake
at your expense the defense of any Infringement Claim against you, and
we shall have no further indemnification obligation; however, we may
participate at our own expense in the defense of any Infringement Claim
if the claim is against us.”

14.9. Replace the last sentence of Section 8.4 (“Further Limitations”)
with the following:
“You may not bring a claim under this EULA more than eighteen (18)
months after the cause of action arises or such longer period as is
mandated by 41 U.S.C. chapter 71 (Contract Disputes). Nothing in this
Section 8 will impair the U.S. Federal Government’s right to recover for
fraud or crimes arising out of this EULA as permitted under any
applicable federal fraud statute, including the False Claims Act (31
U.S.C. 3729-3733).”

14.10. Add the following to the beginning of Section 9.2 (“Termination
for Cause”):
“Subject to, and to the extent not prohibited by, 41 U.S.C. chapter 71
(Contract Disputes) and FAR 52.233-1 (Disputes),”

14.11. Replace Section 9.3 (“Termination for Insolvency”) with the
following:
“9.3. Termination by You. You may terminate this EULA in accordance with
FAR 52.212-4(l) or FAR 52.212-4(m), if applicable.”

14.12. Replace Section 12.1 (“Transfers; Assignment”) with the following:
“Except to the extent transfer may not legally be restricted or as
permitted by our transfer and assignment policies and in all cases
following the process set forth at
www.vmware.com/support/policies/licensingpolicies.html
<http://www.vmware.com/support/policies/licensingpolicies.html>, you
must not assign this EULA, any Order, or any right or obligation
pursuant to this EULA, or delegate any performance under this EULA,
without our prior written consent, which consent will not be
unreasonably withheld, conditioned, or delayed. We may assign our right
to receive payment in accordance with the Assignment of Claims Act (31
U.S.C. 3727) and FAR 52.212-4(b), and we may assign this EULA to the
extent not prohibited by the Anti-Assignment Act (41 U.S.C. 15).
Subject to the requirements of FAR 42.12 (Novation and Change-of-Name
Agreements), you shall recognize our successor in interest following a
transfer of our assets or a change in our name. Any other attempted
assignment or transfer by either party will be void. Subject to the
foregoing, this EULA will be binding upon and will inure to the benefit
of the parties and their respective successors and assigns. We may use
our affiliates or other suppliers to provide services to you, provided
that we remain responsible to you for the performance of the services.”

14.13. Replace Section 12.9 (“Governing Law”) with the following:
“This EULA is governed by the applicable federal laws of the United
States. The U.N. Convention on Contracts for the International Sale of
Goods does not apply.”

14.14. Add the following to the end of Section 12.10 (“Third-Party Rights”):
“Notwithstanding the foregoing, for any Orders placed with a VMware
channel partner, the VMware channel partner may bring a claim to enforce
the terms of this EULA at our request and on our behalf.”

14.15. Replace Section 12.11 (“Order of Precedence”) with the following:
“12.11. Product Guide. The Product Guide is incorporated by reference in
this EULA. To the extent that any terms and conditions in this EULA or
in the Product Guide are inconsistent with applicable federal law, they
shall be deemed deleted and unenforceable as applied to your Order. In
the event of conflict or inconsistency among the Product Guide and this
EULA, the Product Guide shall take precedence unless otherwise provided
in an enterprise license agreement. This EULA supersedes any conflicting
or additional license terms contained in any purchase order,
acknowledgement or confirmation, or other document issued by you for or
regarding the Software.”

14.16. Replace Section 12.12 (“Entire Agreement”) with the following:
“This EULA and the Product Guide contain the entire agreement of the
parties with respect to the subject matter of this EULA and supersede
all previous or contemporaneous communications, representations,
proposals, commitments, understandings and agreements, whether written
or oral, between the parties regarding its subject matter. This EULA may
be amended only in writing signed by authorized representatives of both
parties.”

14.17. Replace Section 13.1 (“Affiliate”) with “Reserved.”

14.18. Replace Section 13.12 (“Order”) with the following:
“‘Order’ means a purchase order, enterprise license agreement, or other
ordering document issued by you to us or to your VMware channel partner
that references and incorporates this EULA and is accepted by us as set
forth in Section 3 (Order).”

14.19. Replace Section 13.15 (“Support Services Terms”) with the following:
“‘Support Services Terms’ means our then-current support policies,
copies of which are posted at www.vmware.com/support/policies
<http://www.vmware.com/support/policies>, subject to FAR 52.212-4(u) and
General Services Acquisition Manual (“GSAM”) 552.232-78 (Commercial
Supplier Agreements-Unenforceable Clauses).”

14.20. Replace Section 13.18 (“Territory”) with the following:
“‘Territory’ means the United States of America, including U.S. Federal
Government Facilities located outside of the United States of America,
except as otherwise provided in the Product Guide. For purposes of this
section, “U.S. Federal Government Facilities” means buildings that are
both 100% owned and controlled by the U.S. Federal Government and
includes land, bases, installations, vessels, craft, and ships that are
both 100% owned and controlled by the U.S. Federal Government. In the
foregoing sentence, “owned” also includes leased throughout the entire
term of the Order.”

14.21. Replace Section 13.23 (“VMware,” “We,” or “Us”) with the following:
“‘VMware,’ ‘We,’ or ‘Us’ means VMware, Inc., a Delaware corporation.”
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I saw no mention of 'Personal Use' in any of the 4 documents I linked
to/reposted above. Probably they overlooked this during the recent
purchase of VMWare by Broadcom. So it looks like you're safe - for the
time being at least - to use VMWare Workstation Pro for Personal Use to
run your lemonade stand.

Edit: on the initial download page it says:

"Licensing Information: No license key is required for Personal Use.
When installing either application, you will be asked for a License Key
and there will be an option to select for Personal Use."

This doesn't seem to be true. Upon installation of v17.5.0 I was not
offered a Personal Use option. Only 'enter license key' or '30 day trial'.

If you're worried about the man coming after you on day 31, you can get
a $7 license key from Gamers-Outlet.

ps

I have never come across any software license legalese more nonsensical
than this paragraph from the GPL3:

"When you convey a covered work, you waive any legal power to forbid
circumvention of technological measures to the extent such circumvention
is effected by exercising rights under this License with respect to the
covered work, and you disclaim any intention to limit operation or
modification of the work as a means of enforcing, against the work's
users, your or third parties' legal rights to forbid circumvention of
technological measures."

This! Is! GuhNoo!