End-User Licence Agreement

Licence Summary

Licensor

Omnicon Automation BV, Onderzeel 6, 2920 Kalmthout, Belgium, enterprise number BE 1026.374.024

Software

EnvisionSCADA, a web-based (HTML5) and AI/MCP enabled HMI/SCADA platform, with modules, updates and documentation

Licence model

Perpetual, tag-based (device data points); unlimited clients and users; licensed and activated per installation

This EULA applies

From the date you first install, use or copy the Software

This summary is for convenience only. The numbered clauses below prevail.

1. Definitions

In this EULA:

• "Software" means the EnvisionSCADA runtime, modules, Updates and Documentation licensed to you under this EULA.
• "Documentation" means the user and technical documentation made available for the Software in the online knowledge base.
• "Licence" means the right to use the Software granted in clause 2.
• "Updates" means corrections, patches and new versions of the Software that Omnicon Automation makes available.
• "Tag" means a device variable that is enabled in your project configuration. Variables that are not attached to a device, including Local variables, and variables that are disabled, do not consume Tags. The Software reports the licensed and the consumed Tag count.
• "Computer ID" means the identifier the Software derives from the machine or container on which it is installed, and against which a Licence is activated.
• "Terms and Conditions" means Omnicon Automation's published terms of purchase, activation and support, as made available on the Omnicon Automation website.

2. Licence Grant

2.1 Subject to payment of the applicable licence fees and to your compliance with this EULA, Omnicon Automation grants you a non-exclusive, non-transferable and non-sublicensable Licence to install and use the Software for your internal business operations, in accordance with the Documentation and the licensed capacity you have purchased.

2.2 EnvisionSCADA is licensed on a Tag basis. Within your licensed Tag capacity, you may connect unlimited client sessions and users at no additional licence cost. If the number of Tags in your project exceeds your licensed capacity, the Software reports as unlicensed and its operation is restricted until the project is brought back within capacity or the capacity is increased.

2.3 Unless your order states otherwise, the Licence is perpetual for the version or versions licensed. Optional upgrades are available as set out in clause 5. There is no mandatory subscription.

2.4 The Software is licensed per installation. Each installation is activated against the Computer ID of the machine or container on which it runs. You may install the Software on your own infrastructure or on infrastructure you control, whether on-premises, edge, virtual or private cloud. Each running instance of the Software requires its own Licence. Where you operate the Software in a redundant primary and standby configuration, the primary node and the standby node are each separately licensed.

2.5 You may retain copies of the installation media and of your project configuration for backup and disaster recovery purposes. A backup copy may not be run as an additional concurrent instance of the Software without its own Licence.

2.6 The Licence is conditioned on activation of a valid activation code for each installation. A Licence is bound to the Computer ID against which it was activated. Where a change to the machine or its configuration alters the Computer ID and invalidates an activation, you may apply to Omnicon Automation for a replacement activation code for the same Licence; the effect of hardware changes, virtualisation and reinstallation, and the procedure for applying, are set out in the Terms and Conditions. Operating the Software in a manner that circumvents, disables or falsifies its licensing or activation mechanisms is a material breach of this EULA and terminates the Licence.

3. Scope of Use and Restrictions

You shall not, and shall not permit others to:

• use the Software other than in compliance with the applicable laws of the jurisdictions in which you use it;
• reverse engineer, decompile or disassemble the Software, except to the extent the law expressly allows;
• modify or create derivative works of the Software, except as permitted in the Documentation;
• sell, resell, rent, lease, exchange for anything of value, sublicense, distribute or otherwise make the Software available to third parties, except as expressly permitted in writing by Omnicon Automation or under an authorised Omnicon Automation partner, distributor or reseller arrangement;
• remove or alter any proprietary notices or marks on or in the Software; or
• circumvent the Software's licensing or activation mechanisms.

4. Ownership and Intellectual Property

4.1 The Software is licensed, not sold. All worldwide copyrights, trade secrets and other intellectual property rights in the Software and the Documentation are owned as set out in clause 4.3. Rights in the EnvisionSCADA and Omnicon Automation names and logos remain with Omnicon Automation or its licensor.

4.2 This EULA transfers no ownership and grants no rights except the Licence expressly stated. All rights not expressly granted to you are reserved. Nothing in this EULA waives any intellectual property right of Omnicon Automation or its licensor under any law.

4.3 SunForest BV is the sole and exclusive owner of all intellectual property rights in the Software. Omnicon Automation exploits and licenses the Software under licence from SunForest BV.

5. Updates and Upgrades

5.1 Updates that Omnicon Automation provides are covered by this EULA unless supplied under separate terms. Omnicon Automation may release new versions and features from time to time.

5.2 Project exports are designed to remain backward compatible, so that a project created on an earlier version will load on a later runtime. You are responsible for testing Updates in your environment before deploying them to production.

5.3 An activation code authorises the versions of the Software released within its validity period. Versions released within twelve (12) months of the initial licence purchase are covered by the original activation code at no further charge. A version released after that period requires an upgrade code, available as set out in your order or, where your order is silent, on Omnicon Automation's then-current upgrade terms. A Licence activated for an earlier version does not authorise a later version: if you install a version that your activation code does not cover, the Software reports as unlicensed and its operation is restricted until an upgrade code is applied or the covered version is reinstalled. The Licence for the versions it does cover is perpetual, and there is no mandatory subscription.

5.4 Omnicon Automation may change, add to, suspend or discontinue future versions, modules and the availability of the Software, and is not liable to you or to any third party for doing so. This does not affect the perpetual Licence for the version or versions you have already licensed, which you may continue to use in accordance with this EULA.

6. Third-Party and Open-Source Components

6.1 The Software may include third-party or open-source components licensed under their own terms ("Open-Source Components"). Open-Source Components means any software licensed under a licence approved as an open-source licence by the Open Source Initiative, or under any substantially similar licence, including without limitation any licence that, as a condition of distribution, requires the distributor to make the software available in source code format. Such components are provided "as is" by their respective licensors.

6.2 Where the terms of a licence applicable to an Open-Source Component conflict with this EULA, the terms of that licence apply in lieu of the terms of this EULA for that component. Where the terms of such a licence prohibit a restriction imposed by this EULA in respect of that component, that restriction does not apply to that component.

6.3 The Attributions page identifies the Open-Source Components included in the Software and the licences that apply to them. Where the licence of an Open-Source Component requires an offer to provide the corresponding source code, including any modifications made to that component, that offer is hereby made and remains open for as long as that licence requires. You may exercise it by contacting Omnicon Automation at the address in clause 17.

7. Data and Privacy

7.1 EnvisionSCADA runs on your own or on your controlled infrastructure. In the ordinary course, Omnicon Automation does not collect, store or access your operational, process or historian data, and such data is accessed only where you provide it for support purposes.

7.2 Each party shall comply with applicable data-protection law, including the EU GDPR, for any personal data processed in connection with the Software.

7.3 The Software does not connect to Omnicon Automation's servers, does not report telemetry from your installation, and does not require an internet connection in order to operate. Where you choose to enable and configure optional features that integrate with external services, the Software communicates with the services you have specified, using the credentials and endpoints you have configured. Those services are operated by their respective providers under their own terms. You are responsible for deciding whether to enable such features and what data they may access.

8. Operational Responsibility

8.1 EnvisionSCADA is supervisory (HMI/SCADA) software. YOU EXPRESSLY UNDERSTAND AND ACKNOWLEDGE THAT THE SOFTWARE IS CAPABLE OF MONITORING AND CONTROLLING REAL-LIFE, LIVE, NETWORK-CONNECTED INDUSTRIAL EQUIPMENT, DEVICES AND ASSETS. The Software is not a safety-instrumented system and must not be relied on as the sole means of protecting people, equipment or the environment.

8.2 Software of this kind may contain errors, and any resulting instability could cause interruption of supervision, crashes or data loss. You are responsible for the safe design and operation of your process, including independent safety and protection systems, access control, network security and regular backups, and for validating that the Software is suitable for your intended use before relying on it in production.

9. Warranty and Disclaimer

9.1 Omnicon Automation warrants that, for ninety (90) days from first delivery, the Software will materially perform in accordance with the Documentation. Your sole remedy for a breach of this warranty is that Omnicon Automation will use reasonable efforts to correct the non-conformity or provide a workaround.

9.2 Except as expressly stated in clause 9.1, and to the maximum extent permitted by law, the Software is provided on an "as is" basis and Omnicon Automation disclaims all other warranties, express or implied, including the implied warranties of merchantability, fitness for a particular purpose and non-infringement. In particular, Omnicon Automation does not warrant that: (i) the Software will meet your specific requirements; (ii) the Software is fully compatible with any particular platform; (iii) your use of the Software will be uninterrupted, timely, secure or error-free; (iv) the results that may be obtained from the use of the Software will be accurate or reliable; (v) the quality of any products, services, information or other material obtained by you through the Software will meet your expectations; or (vi) all errors in the Software will be corrected.

9.3 Nothing in this EULA excludes or limits any right, guarantee or remedy that cannot be excluded or limited under the law applicable to you.

10. Limitation of Liability

10.1 To the maximum extent permitted by law, Omnicon Automation is not liable for indirect, incidental, special, consequential or exemplary loss, or for loss of profit, revenue, data, use or goodwill, whether or not it has been advised of the possibility of such loss. This includes, for example, loss arising from: the use of or inability to use the Software; the cost of procuring substitute goods or services; unauthorised access to or alteration of your transmissions or data; or the statements or conduct of any third party in connection with the Software.

10.2 To the maximum extent permitted by law, the total liability of Omnicon Automation arising out of or in connection with the Software, whether in contract, tort or otherwise, is limited to the licence fees paid for the Software in the twelve (12) months before the event giving rise to the claim.

10.3 Nothing in this EULA limits or excludes liability that cannot be limited or excluded by law, including liability for death or personal injury caused by negligence, and liability for fraud.

11. Term and Termination

11.1 This EULA applies from the date you first install, use or copy the Software and, for a perpetual Licence, continues until terminated under this clause.

11.2 Omnicon Automation may terminate this EULA if you materially breach it and do not remedy the breach within thirty (30) days of written notice sent in accordance with clause 17.

11.3 On termination, the Licence ends and you shall stop using the Software and destroy or delete all copies in your possession. Clauses that by their nature survive, including ownership, warranty disclaimers, limitation of liability, confidentiality and governing law, continue.

11.4 Continuity of the Licence. If Omnicon Automation ceases to exist, or otherwise ceases to be entitled to license the Software, SunForest BV is automatically substituted as licensor under this EULA on the same terms, with effect from that date and without any further act, payment, re-acceptance or interruption, and you consent in advance to that substitution. Your Licence continues unchanged, and rights and liabilities that accrued before the substitution are not affected. Replacement contact details will be made available on the EnvisionSCADA website.

12. Support

Support and maintenance for the Software, where applicable, are provided under a separate arrangement, by Omnicon Automation or by an authorised Omnicon Automation partner. This EULA does not by itself entitle you to support services; response times and support levels are set out in the applicable partner or support arrangement.

13. Confidentiality

The Software and the Documentation contain confidential and proprietary information of Omnicon Automation and its licensor. You shall not disclose them to third parties except as permitted by this EULA, and shall protect them with at least reasonable care.

14. Compliance and Export

You shall use the Software in compliance with applicable laws, including export-control and sanctions laws, and shall not export, re-export or use the Software in violation of them.

15. Governing Law

This EULA is governed by the laws of Belgium, and the courts of Antwerp, Belgium have exclusive jurisdiction, without prejudice to any mandatory consumer-protection laws that may apply where you are located.

16. General

16.1 Entire agreement and priority. This EULA governs your use of the Software. Omnicon Automation's published Terms and Conditions govern purchase, activation and support. Where more than one document applies, they take effect in the following order of priority, the earlier prevailing over the later in case of conflict:

1. a written agreement signed by you and Omnicon Automation;
2. the order or quotation you have accepted;
3. this EULA, in respect of the use of the Software;
4. the Terms and Conditions, in respect of all other matters.

16.2 Amendment. Omnicon Automation may update this EULA for future versions and Updates. The version accompanying a given release applies to that release. The version you accepted at installation continues to apply to that installation until you install a release accompanied by a later version.

16.3 Assignment. You may not assign this EULA without Omnicon Automation's consent. Omnicon Automation may assign it to an affiliate, in a reorganisation, or to its licensor.

16.4 Severability and waiver. If a provision is invalid, the rest stands; not enforcing a right is not a waiver of it.

17. Notices and Contact

Notices under this EULA, and requests under clause 6.3, may be sent to:

Omnicon Automation BV
Onderzeel 6
2920 Kalmthout
Belgium
contact@omniconautomation.com

Acceptance

By downloading, installing, using or copying the Software, you acknowledge that you have read and agree to this EULA. If you are accepting on behalf of an organisation, you represent that you are authorised to bind that organisation to this EULA. If you do not agree, do not download, install, use or copy the Software.