Software licence agreement
Version 1.0, effective 19 October 2026
This is a plain-language commercial licence drafted as a starting point. Have it reviewed by a solicitor before relying on it.
This agreement is between the licensor ("we", "us") and the person or organisation that purchases or evaluates Sheetwarden ("you"). By downloading, installing or using the software you accept these terms.
1. Definitions
- Software: the Sheetwarden library in built form, its type declarations, worker assets, documentation and any updates we provide.
- Developer: an individual who writes, modifies, tests or maintains code that calls the Software's API.
- Application: your software product into which the Software is embedded.
- Licence Key: the signed key we issue recording your tier, seat count, expiry and any domain restrictions.
- Tier: Viewer, Professional or Enterprise, as described on our pricing page at the time of purchase.
2. Evaluation licence
You may use the Software without a Licence Key to evaluate it, develop and test an Application, and run it on local, staging or internal-demonstration environments, for as long as you need. You may not use it without a valid Licence Key in production, meaning any deployment available to your customers, end users or the public.
3. Commercial licence grant
On payment, we grant you a non-exclusive, non-transferable, worldwide licence for the term to:
- have up to the licensed number of Developers use the Software to build Applications;
- embed the Software in an unlimited number of your Applications and deploy them to an unlimited number of end users and domains, subject to any domain restriction recorded in your Licence Key;
- use the features of your Tier. Features of a higher Tier that are present in the bundle are not licensed and must not be enabled in production.
The Enterprise Tier additionally permits redistribution of the Software as part of Applications you sell or license to third parties (OEM), on the terms set out in your order form.
4. Restrictions
Except as expressly permitted, you may not:
- distribute, sell, lease or sublicense the Software on its own or as part of a product whose main purpose is to provide spreadsheet functionality to developers;
- remove, hide or circumvent the Licence Key check or the evaluation badge, or use a key issued to someone else;
- reverse engineer, decompile or derive the source code of the Software, except where law permits it for interoperability and you have first asked us;
- use the Software to build a competing spreadsheet component or to train a machine-learning model to do so;
- use our trade marks except to state truthfully that your Application uses the Software.
5. Term, renewal and perpetual fallback
Licences run for one year from purchase. Renewal entitles you to updates and support for a further year and to a fresh Licence Key. If you do not renew, you keep a perpetual licence to the last version released during your paid term, for the Developers and Tier you paid for, and you may continue to deploy Applications built with it. Support and updates end.
6. Fees and taxes
Fees are those shown at checkout or on your order form, exclusive of VAT and other taxes, which are added where applicable. Fees are non-refundable except as required by law or stated in section 7. Adding Developers mid-term is charged pro rata.
7. Support, updates and refunds
During the paid term we provide email support and all updates to the Software. If within thirty days of your first purchase the Software fails to open a workbook that you reasonably expected it to open, and we cannot fix it, we will refund the purchase in full on request.
8. Privacy and data
The Software processes files entirely within the end user's browser and makes no network requests. We receive no workbook content. The Licence Key is verified locally. Our website's data practices are described in the privacy notice.
9. Intellectual property
We own the Software and all rights in it. You own your Applications and your workbooks. Feedback you give us may be used without obligation. The Software incorporates third-party open-source components, listed in the distribution's licences folder, each under its own licence.
10. Warranty
We warrant that for ninety days from purchase the Software will materially conform to its documentation. Your remedy is repair, replacement or refund. Otherwise the Software is provided "as is". We do not warrant that it will reproduce every Excel calculation, format or macro identically; compatibility is described in the documentation and improves over time. You are responsible for verifying results that matter.
11. Liability
Neither party excludes liability for death or personal injury caused by negligence, fraud, or anything that cannot be limited by law. Otherwise, neither party is liable for indirect or consequential loss, loss of profit, data or business, and our total liability under this agreement is limited to the fees you paid in the twelve months before the claim.
12. Termination
We may terminate if you materially breach this agreement and do not cure within thirty days of notice. On termination for breach, all rights end and you must stop deploying the Software. Sections 4, 9, 10, 11 and 13 survive.
13. General
This agreement is governed by the laws of England and Wales, and the courts there have exclusive jurisdiction. It is the whole agreement between us about the Software and replaces earlier discussions. If a term is unenforceable the rest stands. Neither party may assign without consent, except that either may assign to a successor of substantially all its business. Notices go to the email addresses on record.