The question Common Practices around Incorporating License Agreements by Reference about the software developer insisting that the contract include the line:

If any of our current or future software, used by Customer, contain a EULA, it is hereby incorporated by reference.

made me wonder if there were any limits to the terms a referenced EULA can add to the contract.

If the EULA were changed to include something Customer objected to, like "by using this program you give Developer a perpetual non-revocable license to all of the data you enter into it", what recourse does Customer have? Would all of the possible things Customer will not agree to need to be laid out in advance? My guess would be that Customer would add a clause that they could somehow end the contract if Customer objected to the terms of the referenced EULAs.

Are there restrictions to the types of terms that can be included in the referenced EULA? If the "extra" terms referenced weren't explicitly a software EULA, does that make a difference?

I don't have a particular jurisdiction in mind. I would be interested to know if there are differences in how referencing other agreements is treated in different regions.


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