License conditions for the use of CODESYS software

General terms and conditions (EULA) for the provision of this software or software package (hereinafter referred to as "software"). Please read the following software license agreement carefully before using the supplied software. By downloading or installing the software, you accept the provisions of this license agreement.

The following Software Usage Agreement applies between you - hereinafter referred to as the "User" - and the company CODESYS GmbH, 87439 Kempten - hereinafter referred to as the "Provider".

With this license agreement, you acquire the right to use software, e.g. from the CODESYS Store (https://store.codesys.com) or from the website (https://codesys.com). The permission to use some products is limited in time (products with the suffix “subscription”). If you do not agree to the following license agreements, you as a User are not permitted to save and/or install the software. If you have already installed the software although you do not agree to the license agreement, delete or uninstall the software immediately.

1.         Subject matter of the license agreement

The subject of the license agreement is the software that you receive either directly or via the CODESYS Store. With this software, the User is able to use and expand the CODESYS Development System and/or implement a CODESYS runtime environment on a special programmable logic controller (PLC), hereinafter also referred to as "device". The User has the right to install the functions of the software subsequently to the device software and/or the CODESYS Development System programming system.

This allows the User to use the functions specified in the software data sheet.

2.         Geographical restrictions

None.

3.         Rights of use

3.1      Different license models grant different rights of use. A CODESYS soft container or CODESYS key (hardware dongle) is required to use the demo, full or temporary license.


 

Free of charge:             Software that is marked as "Free" in the CODESYS Store does not contain an automated license check by the Provider and can be used free of charge.

Demo:                           Depending on availability, the User can order a simple and non-sublicensable demo license of the supplied software. The license-protected demo software is free of charge but can run for a limited time and/or with reduced functionality.

Full version:                  The software is license-protected and subject to a charge. The User has the option of purchasing a full license at the prices valid in the CODESYS Store. This gives the User an unlimited, non-exclusive, and non-sublicensable license to use the software supplied.

Time license:                Alternatively, the User is offered a time-limited license with which he acquires a simple, non-sublicensable license to use the supplied software for an agreed, consecutive period (subscription).

Floating user license:   Alternatively, the User is offered a floating user license that provides him with a divisible license to use the supplied software. The maximum simultaneous use of the software must be licensed.

Private license:             The software is license-protected and subject to a charge. This license provides the customer with an unlimited, non-exclusive, and non-sublicensable license to use the software supplied. It is not permitted to use the software supplied for commercial purposes or to offer it for sale commercially.

The type of user license offered for a product can be found in the software data sheet.


 

3.2      It is not permitted to edit or change, modify, disassemble, or decompile the delivered software, to use other reverse engineering methods, to circumvent the licensing mechanism or to leave these tasks to third parties, unless this is absolutely necessary for the exercise of rights arising from the licenses of any open source components contained therein.

3.3      The software may contain components that are licensed as open-source software. The contents of the respective open-source licenses apply to these components, as recorded in the software. The list of components and the associated license conditions can be viewed prior to purchase and are included in the software. The licensee receives a non-exclusive right of use to the open-source software used from the respective rights holders under the conditions set out in the applicable license conditions. These license conditions only apply to the components that are not licensed as open-source software.

All further rights to use and exploit the software remain with the Provider.

4.         Warranty

4.1      The Provider essentially guarantees the functionality described in the product help or the data sheet for the installed software. The following restrictions apply. In particular, there is no guarantee that the software meets the User's requirements, fulfills the User's intended purpose, and functions properly with all other programs selected by the User, unless interfaces to these programs have been explicitly agreed in writing.

4.2      It is agreed and the User acknowledges that, according to the current state of knowledge and technology, it is not possible to create software in such a way that it works without errors under all conditions of use. A negative deviation from the agreed quality of the subject matter of the contract only exists if there is a significant impairment in a regular operating situation. On the other hand, there is no negative deviation from the agreed quality of the subject matter of the contract if there is an impairment in an exceptional situation.


 

4.3      The User must examine the software provided immediately, determine its suitability for the intended purpose and report all initial or later errors immediately and in such detail that the error can be reproduced by the Provider. The User undertakes to provide documentation on the type and occurrence of the error and thus to cooperate in the containment and rectification of errors. The User shall bear sole responsibility for the selection, installation, and use of the software and for the intended results.

The Provider accepts no liability for errors caused by the following circumstances:

(a)     Improper or inadequate maintenance or parameterization

(b)     Operation outside the specification applicable to the software

(c)     Improper preparation and maintenance of the installation site

(d)     the interaction with hardware or software not approved by the Provider.

No special guarantee is assumed that could give rise to any further rights.

4.4      Defects in the software provided by the User (including defects in the program description and other documentation supplied) shall be rectified by the Provider within a reasonable period of time. This shall be done, at the Provider's discretion, either by repair or replacement free of charge.

4.5      The liability and warranty provisions in these license terms apply to the entire software in relation to the Provider. The liability and warranty provisions of the open-source licenses apply between the User and the open source rights holders.


 

5.         Liability

5.1      The software can be used for a wide range of applications. However, the User must check for himself whether it is suitable for the specific application he intends to use. After installation, the User is responsible for ensuring that the software functions in accordance with its specifications.

5.2      The Provider is liable for intent and gross negligence. The Provider shall only be liable for slight negligence in the event of a breach of a material contractual obligation (cardinal obligation), the fulfillment of which is essential for the proper execution of the contract and on the observance of which the customer may regularly rely, as well as in the event of damage resulting from injury to life, limb or health. The Provider owes the care customary in the industry.

5.3      When determining whether the Provider is at fault, it must be taken into account that software cannot be created without technical errors. In the event of slight negligence, liability is limited to the amount of foreseeable damage that can typically be expected to occur; however, this liability is limited to a maximum total of EUR 100,000.00 from the contractual relationship. The Provider is not liable for other damages, consequential damages, or damages from loss of profit.

5.4      The above provisions shall also apply in favor of the Provider's vicarious agents. Liability under the Product Liability Act remains unaffected. The Provider shall not be liable for the loss of data and/or programs insofar as the damage is due to the fact that the User has failed to carry out data backups, thereby ensuring that lost data can be restored with reasonable effort. Before commissioning the device and the applications created with the CODESYS programming system, the User is obliged to carry out sufficient tests in a safe environment.

6.         Termination of the agreement

6.1      In the case of software that can be used for an unlimited period of time, this user agreement does not require termination, but ends with immediate effect as soon as the User uninstalls the Provider's software described here from the device and deletes all existing copies.

6.2      If the software is limited in time (subscription), the user agreement ends with the termination of the subscription on the expiration date of the agreed period of use. Termination of the time-limited use can take place at any time, but must be received at least one month before the end of the time limit in order to be effective at the end of the current period of use. If this is not done or is done too late, the period of use is automatically extended by the period of the time limit agreed in the data sheet. At the end of the limited period of use, the functions of the software are no longer available or are only available to a very limited extent.

7.         Final provisions

These Terms of Use are subject to German law to the exclusion of the UN Convention on Contracts for the International Sale of Goods. The place of performance and jurisdiction for all disputes arising from and in connection with this agreement is Kempten (Allgäu)/Germany. Each party may also be sued at its general place of jurisdiction.

8.         Severability clause

Should a provision of this contract be or become invalid, or should the contract contain a loophole, this shall not affect the validity of the remaining provisions. In place of the invalid provision or to fill the gap, a provision shall apply which, as far as legally possible, comes closest to what the contracting parties intended or would have intended had they considered the point.

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