Software License Agreement
of DELTA LOGIC
Attachment Software license agreement - Terms and conditions for the software cession of individual user licenses
Date: 08th August 2011
1. Object of the contract
1.1 Object of the contract is the cession of computer programs (among others: source and object codes, byte codes, dynamic link libraries, shared libraries, static libraries, header files, executables), the manufacturer documentation, user manuals as well as all additional written or on-line documents serving as explanation (»product documentation«).
1.2 The following definitions are component of the object of the contract:
1.2.1 »Licenser« is DELTA LOGIC Automatisierungstechnik GmbH, located in 73525 Schwaebisch Gmuend, Germany.
1.2.2 »Licensee« is the individual user of a license or the copy of a license.
1.2.3 »Software«: source and object code, byte code, dynamic link libraries, shared libraries, static libraries, header files, executables, manufacturer documentation, user manuals as well as all additional written documents serving as explanation (»product documentation«) are called summarizing »software«.
1.2.4 »License«: As »license« the software is defined which was purchased by the licensee.
1.2.5 »Software Application Programming Interface (API)«: As »Software Application Programming Interface (API)« the software components are defined - either delivered by the licenser or developed by the licensee - , that enable the access to the functionality of the license. As software components are defined: header files, executables for event services and network communication, macro- and/or script-programming interfaces, components as COM or Java Beans and distributed components as CORBA, DCOM or Java RMI.
1.2.6 »Value-Added Interface«: As »Value-Added Interface« a programmatic interface is defined which enables to use the functionality of the license directly or indirectly via a Software Application Programming Interface. 1.2.7 »Software product«: The application developed by the licensee making use of the license is defined as »software product«.
1.3 Object of the contract is the use of the license that is listed in the order confirmation and/or in the delivery note.
2. License grants
2.1 For the contract duration the licenser gives the licensee the non-exclusive and non-transferable cash right to use the Software Application Programming Interface, inclusive of the functionality of one license on a single computer, summarizing called platform, and used by a single individual user. A use of the copy of a license by more or different persons is not permitted unless something else is particularly agreed in these terms and conditions.
2.2 If multiple copies have been purchased the licensee is authorized to install the license on one computer. The licensee is entitled under consideration of section 2.1 to make the use of the license possible for the number of persons in accordance with the number of acquired copies of a license.
2.3 For data saving and disaster-recovery purposes the licensee is also authorized to make (a) a backup copy of the license or (b) to transfer the license to a hard disk and to keep the original copy solely.
2.4 Applying to the distribution of software products which have been created with Java libraries or libraries of the licenser: The licensee is entitled to distribute software products which have been developed with the license and are not appointed as software development
tool, in this respect that the access to the functionality of the license by means of Software Application Programming Interface and Value-Added interface - direct and indirect - is not possible. Therefore the development of a product allowing the access to the ACCON-
AGLink-API directly or indirectly (e.g. an OPC server) is not allowed.
3. License restrictions
3.1 The software is in the property of the licenser or his suppliers. It is protected by copyright law. Unauthorized use will be prosecuted under civil law and criminal law. The licensee may use the software only according to the available terms and conditions for licensees. 3.2 The license is granted neither exclusive nor as a transferable right to use.
3.3 The licensee is not entitled to the external distribution
3.3.1 of any components of the Software Application Programming Interface
3.3.2 of any components of the Value-Added interface and
3.3.3 any executable delivered with the software unless other conditions are particularly agreed in these terms and conditions.
3.4 Furthermore the licensee is not authorized to:
3.4.1 decompile, disassemble or reverse engineer any object code form of any part of the software,
3.4.2 rent or lend the software,
3.4.3 disclose the source code of the software to any person or entity,
3.4.4 copy the product documentation including all online available documentation.
4. License protection duties
4.1 The licensee commits to prevent the unauthorized access of third parties to the software by suitable measures, to point out the retention of the terms and conditions on hand and the copyright to his employees firmly. The licensee will particularly ask his employees to make no unauthorized copies of the software.
4.2 If an employee of the licensee or a third party violates the copyright on the left software, the licensee is obliged to do his best to assist the clearing up of the copyright injury and advise the licenser about the corresponding injury action particularly immediately. This is also necessary when the licensee has violated the copyright by an own action.
4.3 The licenser can carry out an audit at the licensee based on a well-founded opportunity to convince him of the use of the license in accordance with these terms and conditions.
4.4 At termination of the contract relationship the licensee is obliged to the return or destructs all original data mediums and the product
documentation as well as possible copies. Place of performance for the return is the respective residence of the licenser.
5. Limited warranty
5.1 It is pointed out that it is not possible for the current developments in technology to develop computer software that works error-free in all conceivable combinations and applications. Object of the contract and object of the warranty is therefore an in principle useable software according to the product documentation. The software requires the application by a software programmer with experience in
the application of development tools and class libraries. The software isn't designed to the application of laymen like private consumers or for the private domestic use.
5.2 The licenser ensures that the after delivery unchanged software under normal operating conditions and normal maintenance fulfils all functions essentially which arise from the product documentation.
5.3 The warranty period starts with delivery and is 6 months.
5.4 Defects have to be announced immediately to the licenser in writing and described in detail.
5.5 At first the warranty right is restricted to improvement. After this the licenser makes all reasonable efforts for the remedying of considerable, proved and lasting defects of the unchanged software.
5.6 If the defect isn't cleared by the licenser within an adequate time period by improvement or by substitute delivery, then the licensee can reduce the license fee adequately or demand redhibition of the contract. In the case of a substitute delivery or the redhibition of
the contract the scheduled obligations of the licensee in paragraphs 2, 3 and 4 remain valid.
5.7 The licensee can agree on further-reaching maintenance and help performances at the use of the left software on the basis of a maintenance agreement to be compensated separately on the respectively applicable maintenance terms of the licenser.
5.8 If the licensee has used improvement although there was not a defect then he has to compensate adequately the service of the licenser for the check of the facts.
6. Liability of the licenser
6.1 The licenser is liable independently of the legal justification for damages that were caused by culpable injury of an essential contractual duty to be represented by him in a way endangering reaching the contract purpose liable. The liability is restricted to the contract typical damage that the licenser had to calculate at completion of a contract due to the circumstances confessed at this time for him. A liability for lost profit, ceased savings, indirect damages and resultant damages is excluded. The liability for loss of data is
excluded. The licensee is obliged to make corresponding backup copies.
6.2 The mentioned limitations of liability don't apply to damages based on firm intention, gross negligence or the lack of assured qualities or for possible claims due to the product liability law.
6.3 There is an assurance of qualities only when it was particularly and in writing explained to the respective licensee by a representative who is authorized to give of such assurances particularly and in writing by the licenser opposite.
7. Contract duration, cancellation and license fee
7.1 The license is granted on the basis of single charges on a permanent time period unless the licenser and the licensee have agreed on something else particularly and in writing.
7.2 The licenser can terminate the contract relationship in liberal estimation with monthly period if the licensee has violated the terms and conditions. The right to cancellation without notice for important reasons remains untouched.
7.3 The licensee can terminate the contract relationship with an immediate effect any time when he stops the use of the software simultaneously and returns it to the licenser as well as destroys possible copies.
7.4 The termination of contract doesn't touch the obligations of the licensee according paragraphs 2, 3 and 4.
7.5 When the contract is terminated, there is no refund of the license fee charges.
8. Miscellaneous
8.1 Place of performance is the respective residence of the licenser.
8.2 Supplementary agreements or contract changes and additions have to be in writing. The terms and conditions regulated here are more important than contrary conditions which can appear at the call of the software over display. Other general terms and Conditions,
particularly those of the licensee do not become contract contents even when the licenser doesn't contradict particularly.
8.3 Place of jurisdiction is Schwaebisch Gmuend provided that the licensee is full merchant.
8.4 This contract is subject to the right of the Federal Republic of Germany.
8.5 If a regulation of these terms and conditions should be trivial, ineffective or impracticable, then this does not touch the effectiveness of the contract in the whole. The legal regulation takes the place of the trivial, ineffective or impracticable determination that corresponds the most to the intended.
DELTA LOGIC Automatisierungstechnik GmbH
Stuttgarter Strasse 3
73525 Schwaebisch Gmuend
Telephone: +49 7171 916-120
Telefax: +49 7171 916-220
E-Mail: sales@deltalogic.de
Internet: www.deltalogic.de