LICENSE AGREEMENT ”U” FOR SOFTWARE PRODUCTS
1 SUBJECT MATTER
In case of delivery of software products with reference to this License Agreement “U”, 
the following License Agreement between you (“LICENSEE”) and Softing Industrial Automation GmbH (“SOFTING“) applies:
1.1 SUBJECT MATTER of this agreement is the SOFTWARE stored on a data carrier or made available for download with reference to this License Agreement.
1.2 DOCUMENTATION are all written documents and program descriptions for the SOFTWARE.
1.3 APPLICATION SOFTWARE are computer programs generated by the LICENSEE using the SOFTWARE or parts hereof, including SOFTWARE or parts hereof embedded as an integral part of the APPLICATION SOFTWARE.
1.4 APPLICATION DOCUMENTATION is the documentation for the APPLICATION 
SOFTWARE which the LICENSEE produces by using DOCUMENTATION or parts thereof.
2 PERFORMANCE OF SOFTING
2.1 SOFTING shall deliver to the LICENSEE one copy of the SOFTWARE and the DOCUMENTATION. The DOCUMENTATION and the SOFTWARE will be delivered in machine readable form. The SUBJECT MATTER shall be delivered in its current version.
2.2 SOFTING will improve and maintain the SOFTWARE. The LICENSEE may purchase the right to get the regular delivery of the improved version of the SOFTWARE and the DOCUMENTATION.
2.3 If SOFTING and the LICENSEE did not enter into a software maintenance contract, then the LICENSEE may purchase the software updates of the current improved version. In terms of warranty and liability, such software update is deemed to be a new purchase.
3 GRANT OF LICENSE
3.1 SOFTING hereby grants to LICENSEE the perpetual, non-exclusive, non-transferable and not sublicensable right to develop the desired APPLICATION SOFTWARE by using the SOFTWARE. The LICENSEE may use the SOFTWARE in whole or in parts.
3.2 SOFTING grants to LICENSEE the perpetual, non-exclusive, non-transferable and not sublicensable right to use the DOCUMENTATION for the development of the APPLICATION DOCUMENTATION. The DOCUMENTATION may be used in whole or in parts, unmodified or modified.
3.3 SOFTING grants to LICENSEE the right to produce an unlimited number of copies of the APPLICATION SOFTWARE and of the APPLICATION DOCUMENTATION.
3.4 The LICENSEE may distribute copies, which have been produced according to the 
foregoing rules, solely in binary form and grant to the LICENSEE's customers the respective rights of use only to the extent which ensures SOFTING’s interests at least to the extent set forth in SOFTING’s ”License Agreement for Software-Products”. If it is agreed to use a copy protection mechanism for copies of the APPLICATION SOFTWARE, then the LICENSEE is not allowed to transfer copies without being protected by such mechanism.
4 SPECIAL RESTRICTIONS
4.1 The LICENSEE is authorized to use the SOFTWARE only in the conduct of the LICENSEE's normal business.
4.2 Without prior written approval of SOFTING, LICENSEE shall not use SOFTWARE
a) for the planning, construction, production or delivery of planes or parts thereof or the use in planes,
b) in application in nuclear power plants,
c) for navigation,
d) for the production of weapons,
e) in medical applications which may lead to personal injury,
f) or in applications, which might cause damages to water,
g) in facilities which require official approval or are notifiable according to conservation regulations.
4.3 The marketing of SOFTWARE independently from APPLICATION SOFTWARE in the same or in a modified form, under the same or another name is excluded.
4.4 The LICENSEE shall not disclose the SOFTWARE to the LICENSEE's employees which are not directly involved in the development of the APPLICATION SOFTWARE.
4.5 Without prior written approval of SOFTING, the LICENSEE shall not disassemble, decompile or reverse engineer the SOFTWARE, if delivered to the LICENSEE in form of object code or executable code.
4.6 The LICENSEE shall not remove any proprietary or copyright notice, label or marks within the SOFTWARE or the DOCUMENTATION.
4.7 The LICENSEE shall not develop or placing in the stream of commerce a software which is directly competitive to the SOFTWARE during a period of five (5) years after the conclusion of this Agreement.
4.8 The transfer of SOFTWARE to any third party is not allowed.
5 CLAIMS IN CASE OF DEFECTS
5.1 The contract subject matter is free of defects, if at the moment of transfer of risk it shows the composition described in the product or performance description and is free of defects in title. Unless otherwise agreed, SOFTING is obliged to deliver the subject matter free of defects in title only in the country where the performance takes place.
5.2 The term within which LICENSEE can assert your claims is one year as of delivery or as acceptance. Defects must be reproducible, or they must be indicated by computer output.
5.3 In case of a defect according to section above, SOFTING has the choice to meet LICENSEE’s claims either by repair or by delivery of new goods. LICENSEE may ask for reduction of the payment or of withdrawal from the contract if LICENSEE gives unsuccessfully a grace of at least three weeks for fulfillment or SOFTING’s attempts of repair or new delivery have failed at least three times. In case of the withdrawal LICENSEE has to combine the setting of the term with the penalty of refusal.
5.4 Precondition for claims is the proper handling and an adequate use of the SUBJECT MATTER defined in section 1.1 and a save and appropriate place. LICENSEE’s claim is terminated for the SUBJECT MATTER defined in section 1.1 which LICENSEE changes or interferes with in some other way without SOFTING’s written permission.
The same applies if products are handled improperly or in a way which is not conformant with the manual of the product or if the product was repaired by a third party in a way which is not conformant with the requirements for repair.
5.5 If the examination of a notice of defect shows that there is no defect, the costs for the examination will be charged at the valid hourly rates.
5.6 LICENSEE is obliged to provide SOFTING with the support necessary for removing the defect (error description, documents, testing times etc.).
6 LIABILITY
6.1 SOFTING is liable - independently of the grounds - without limitations for intent and gross negligence as well as for damages caused by injury of life, of body or of health. The same applies for claims where the product liability law constitute a liability as well as SOFTING has given a guarantee for the composition of the subject matter.
6.2 SOFTING is liable for slight negligence only insofar as an obligation is broken the obedience of which is of particular significance to the achievement of the aim of the contract (cardinal obligation). However as far as the SUBJECT MATTER is based on national or international standards, SOFTING shall not be liable that those standards are free of right of third parties. The liability is limited to five times the price stipulated in the contract and to those damages on whose emergence SOFTING has to reckon in the context of a typical contract.
6.3 Furthermore, SOFTING is liable within the framework of the legal regulations to the extent that damages are covered by SOFTING’s liability insurance.
6.4 Any additional claims for damages are excluded.
6.5 LICENSEE’s claims concerning defects prescribe after one year, starting from the handover/delivery of the object of purchase to the customer. Hereof excluded are claims for defects of consumers together with compensation claims regarding the injury of life, body and health and/or compensation claims due to grossly negligent or willfully caused damage by SOFTING. To this extent the regular statutory limitation period shall apply.
6.6 The LICENSEE himself is entirely liable for APPLICATION SOFTWARE developed by him, any alterations to the SOFTWARE carried out by him as well as any use of the SOFTWARE in breach of the Special Restrictions.
7 TERM, TERMINATION
The rights to use the SOFTWARE are granted for an indefinite term. The LICENSE and the LICENSEE's right to use the SOFTWARE are automatically terminated if the LICENSEE fails to comply with any provision of this Agreement. In this case, SOFTING will terminate this agreement by written notice. Then the LICENSEE is obligated to destroy all copies of the SOFTWARE being in his possession, including all documentation, any data carriers and copies thereof. Any and all licenses or sub-licenses the LICENSEE may have granted legitimately to the third parties, prior to the termination hereof, shall not be affected by any termination hereof.
8 MISCELLANEOUS
The SOFTWARE is delivered exclusively in accordance with the terms of this License Agreement. Any purchase conditions of the LICENSEE are not applicable, even if the LICENSEE refers to them in its order. Exclusive place of jurisdiction shall be Munich; place of performance shall be Haar. German law shall apply. The Hague convention on contracts for international sale of goods (UNICITARL) is excluded. Any assignments of rights or a transfer of obligations resulting of this agreement requires the prior written approval of SOFTING.
Please address questions regarding this Agreement to: Softing Industrial Automation 
GmbH, Richard-Reitzner Allee 6, 85540 Haar, Germany, Phone: +49 (89) 4 56 56-0, 
Fax: +49 (89) 4 56 56-399

Version: V2.02
22.03.2019