Limited License for Use Agreement
*This is a sample use agreement for viewing purposes only*
1. Grant of License
The Company grants the Licensee a limited, non-exclusive, non-transferable license to use the Company's proprietary processes, systems, workflows, templates, documents, and training materials ("Licensed Materials") solely for internal business operations.
The Licensee does not acquire any ownership, rights, or privileges beyond what is expressly granted in this Agreement.
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2. Term and Termination
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This license is month-to-month, contingent upon the Licensee’s compliance and payment of the subscription fee.
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Either party may terminate with 30 days’ written notice.
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Upon termination, the Licensee must:
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Cease all use of the Licensed Materials.
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Remove all proprietary workflows, processes, and templates from their practice.
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Destroy or return all copies of the Licensed Materials.
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Failure to comply after termination may result in legal action, as outlined in Section 10 (Penalties for Unauthorized Use).
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3. Subscription Fees, Payment Terms, and No-Refund Policy
The Licensee agrees to pay a monthly subscription fee according to the selected tier:
License Tiers
Basic License - $250/month
Includes:
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Access to core intake and administrative processes
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Essential client inquiry tracking templates
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Basic workflow documentation
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Limited updates to materials (e.g., minor revisions as needed)
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View-only access to pre-built systems
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Plus License - $375/month
Includes everything in Basic, plus:
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Editable versions of standard templates (e.g., intake coordination templates, basic automation scripts)
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Access to additional workflow automations (e.g., improved client follow-up processes, automated reminders)
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Monthly check-in call (30 min) for guidance on optimizing the systems
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Limited customization of templates (up to 2 minor adjustments per month)
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Access to training materials (e.g., video walkthroughs or SOPs)
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Platinum License - $500/month
Includes everything in Plus, plus:
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Comprehensive access to all advanced Mhoodle systems, including:
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Custom-built automation workflows
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Advanced client tracking dashboards
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KPI reporting tools
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Priority support (faster response time for requests)
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Monthly 1-hour strategy session to optimize systems for practice growth
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Unlimited template customization (within reason)
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Access to exclusive new materials before they’re made available to other clients
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Team access (allowing multiple team members to receive training and use systems)
Payment Terms:
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Due on the 1st of each month.
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Late payments exceeding 5 days may result in suspension or termination of access.
No-Refund Policy:
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All payments are final.
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No refunds, pro-rated or otherwise, will be issued, including for partial months of service, unused features, or Licensee termination.
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If the Licensee chooses to discontinue the subscription, they may do so with 30 days’ notice, but no refunds will be provided for any remaining time in the billing cycle.
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4. Collection Agreement
If payment is not received within 30 days, the Company reserves the right to:
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Send the outstanding balance to a collections agency.
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Charge interest of 1.5% per month (or the highest legally allowed rate).
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Recover reasonable legal fees, court costs, and collection expenses.
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5. Restrictions on Use
The Licensee shall not:
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Modify, copy, or create derivative works based on the Licensed Materials.
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Duplicate, distribute, sublicense, sell, or transfer the Licensed Materials to any third party.
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Claim ownership of any part of the Licensed Materials.
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Use the Licensed Materials outside the agreed-upon business scope.
Violation of these terms will result in immediate termination and penalties as outlined in Section 10 (Penalties for Unauthorized Use).
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6. Confidentiality
The Licensee acknowledges that the Licensed Materials are proprietary and confidential. The Licensee shall:
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Not share, disclose, or distribute these materials to third parties.
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Take reasonable precautions to protect the confidentiality of the Licensed Materials.
7. Intellectual Property Rights
All rights, title, and interest in the Licensed Materials remain with the Company. The Licensee acknowledges that:
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They acquire no ownership rights under this Agreement.
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Use of the Licensed Materials is strictly limited to the scope outlined in this Agreement.
8. Arbitration Clause
Any disputes arising from this Agreement shall be resolved exclusively through binding arbitration under the rules of the American Arbitration Association:
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Arbitration shall take place in Georgia, USA.
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Each party shall bear its own costs unless otherwise determined.
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The arbitrator’s decision shall be final and binding, with no right to appeal.
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9. Limitation of Liability
The Licensed Materials are provided “as is” without warranties. The Company shall not be liable for:
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Any damages, losses, or disruptions resulting from their use.
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Indirect, incidental, or consequential damages under any circumstances.
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10. Penalties for Unauthorized Use
10.1 Unauthorized Use After Termination
If the Licensee continues to use the Licensed Materials after termination of this Agreement, the Company reserves the right to:
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Charge the Licensee three (3) times the highest monthly licensing fee ($1,500 per month) as liquidated damages for each month of continued use.
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Seek an injunction to prevent further use of the Licensed Materials.
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Pursue legal action, seeking compensatory damages, legal fees, and any other remedies available under applicable law.
10.2 Unauthorized Duplication, Distribution, or Sharing
If the Licensee duplicates, distributes, or shares any Licensed Materials in violation of this Agreement, the Company may:
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Immediately revoke all license privileges with no refund.
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Pursue legal action for copyright infringement, seeking statutory damages of up to $150,000 per violation under the U.S. Copyright Act.
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Seek reimbursement for any financial losses incurred due to unauthorized distribution.
11. Governing Law
This Agreement shall be governed by the laws of the State of [Your State], without regard to conflict of law principles.
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12. Entire Agreement
This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements regarding its subject matter.