End-User License Agreement
for Tridonic software programs
Please read through carefully before opening / installing the software.
This is a legally binding End-User License Agreement (“EULA”) between you (“Customer”) and Tridonic GmbH & Co KG, Färbergasse 15, 6850 Dornbirn, Austria (“Tridonic”) for Tridonic software programs (“Software Product”). By opening the sealed package, confirming by clicking on the “I agree” button during installation or by attaching your signature to and mailing the enclosed registration card or the corresponding electronic form, you hereby declare that you are bound to the terms of this EULA. You should thus read through this EULA carefully! If you do not agree with the Terms of this EULA, you may not open this package or continue with installation! In such cases, please immediately return the complete package with all accompanying items (including written documents, the ring binder and other containers) to the seller to receive a full refund of the purchase price. In order to avoid major damage or loss as the result of data loss, it is absolutely essential that you make back-up copies at regular intervals! Please also include the original software with your initial back-up and keep this, together with the license document, at a safe location.
With this EULA, the Customer license corresponding Software Product in a machine-readable data version and the related user manual. The Software Product and user manual are protected by copyright and intellectual property laws. When the Software Product is purchased, Tridonic grants the Customer the right to use the Software Product to the terms of this EULA. No more extensive use shall be permitted.
§ 1 Software licenses
The Customer may use the Software Product, including documentation, solely on the basis of the licenses granted by Tridonic. Following chapters applies analogously for free software without per user or per device licenses.
A license granted by Tridonic grants the Customer the right to use the Software Product only on one computer (workstation) at the same time (basic license); if the program is app-based, then the Customer is allowed to use it on one mobile device (app license). In case of cloud service the license is limited to one named user (cloud license). The Customer is free to choose the particular computer on which the Software Product is used. “Use” is defined as any sustained or temporary, complete or partial duplication (copying) of the Software Product by saving, loading, running or displaying for the purposes of executing the program and processing the data contained in the Software Product by the computer. If the Customer wishes to use the Software Product at the same time on several workstations, he or she shall purchase a corresponding number of additional licenses.
License points: “license points” shall also be purchased in addition to each license. The number of license points corresponds to the number of electronic units (e.g. led driver) controlled by the Software Product or cloud service. If additional electronic units are installed, it will also be necessary to purchase additional license points.
The Customer may transfer the Software Product to another computer, provided that it is removed from the computer from which it is transferred.
Furthermore the Customer may transfer the Software Product to a third parties if all rights and obligations resulting from this EULA are transferred to the third party and if the third party expressly agrees to comply with the terms of this EULA. Transfer of the Software Product by rental, leasing, loan or any other indirect transfer shall not be permitted. In the case of transfer, the Customer shall submit all existing copies to the third party or destroy the copies not transferred. In the case of transfer to the third parties, the previous Customer’s right to use the Software Product shall become null and void. The Customer shall be obliged to immediately notify Tridonic of the name and the full address of the third party and to furnish written proof of transfer of all rights and obligations from this EULA to the third party. Tridonic reserves the right to deny such transfer in individual cases. However, consent shall not be denied against the principle of good faith.
The Software Product shall be made available only in object code for Customer’s use. The source code or other technical program documentation are not licensed, nor is it an element of this EULA. The Customer may not reverse engineer, decompile, or disassemble the Software Product, except and only to the extent that such activity is expressly permitted by applicable law.
The Software Product may be copied or duplicated only to the extent required for operation on the licensed system and for archiving and back-up purposes. A back-up copy shall be identified as such. The Customer shall not be entitled to make other duplicates, also including copying the manual or parts thereof. Documents made available to the Customer, including duplicates thereof made, shall be destroyed by the Customer unsolicited after the end of the usage period unless legislation prescribes safekeeping of the documentation by the Customer.
The Software Product may not be used within a network or any other computing system (simultaneous multiple use) without having procured the corresponding number of licenses. If the Customer wishes to use the software in a network, the Customer shall take appropriate protection measures to prevent unlicensed multiple usage.
The Customer shall handle all information in relation to the Software Product and the methods and processes used confidentially. The Customer undertakes to protect the Software Product and the documentation against disclosure to or use by third parties. Inasmuch as the Software Product is not a programming tool, the Customer also undertakes not to use any parts of the Software Product or essential processes or ideas therefrom either directly or indirectly to produce own software. Inasmuch as the software is a programming tool, the aforesaid restriction shall be waived only for the use explained in the corresponding product documentation. Modification of the Software Product shall prerequire the express written consent of Tridonic.
Unless otherwise expressly indicated, Tridonic has been exclusively granted all rights, in particular copyrights, to the Software Product. Customers shall be liable for all damage, loss and injury resulting from violation of these rights.
Licenses for the Software Product shall be granted for an undefined period and may be terminated by Tridonic only for good cause. “Good” cause shall be deemed to have occurred, in particular, if the Customer does not duly meet his or her contractual obligations or, despite dunning, does not make due payments within ten days after receipt of the notice. Termination on the part of Tridonic shall cover all versions of the Software Product made available to the Customer, including copies thereof made. The right of use shall be granted to the Customer only after complete payment.
The license granted under this EULA shall authorize the Customer solely to use the licensed Software Product version. If an update or upgrade of the Software Product is purchased, the EULA shall automatically cover this software update/upgrade too. The license covers only one version of the Software Product, hence it is not allowed to use several versions at the same time.
The Software Product may integrate various protection mechanisms for ensuring compliance with the licensing terms.
In the event of termination of the EULA – for whatever reason – the Customer shall be obliged to destroy the original Software Product and all copies thereof, including any modified copies and the written material. The Customer shall confirm this in writing within a period of 14 days.
§ 2 Intellectual property rights
All title and intellectual property rights in and to the Software Product (e.g. text, images, photographs, animations), and any copies the Customer is permitted to make herein are owned by Tridonic. All title and intellectual property rights in and to the content which may be accessed through use of the Software Product is the property of Customer. All rights not expressly granted are reserved by Tridonic.
§ 3 Redistributable components
Notwithstanding the provisions of § 1 of this EULA, Tridonic grants customers the non-exclusive right to reproduce or pass on the object code version of those parts in each Software Product, which are designated as redistributable components or runtime modules in the written or electronic documentation for the Software Product.
The following stipulation shall apply to the “Tridonic OPC-Server”: the Customer shall not be permitted to develop a program or module which primarily relates to lamp control or elaborating / providing lamp controls (including: dimming and scheduling etc.). If this is required, there is the option of an OEM license. Please contact Tridonic Sales Department for this purpose.
The Customer shall not be entitled to distribute the object code of the redistributable components/runtime modules as a part of an own software product, which can be used to write software products. Moreover, the Customer shall not be permitted to include the runtime module of the Software Product in separate runtime modules, e.g. for provision for other developers, either in source code or in compiled (e.g. as DLL or EXE) or other form. If this is required, there is the option of a supplement to the EULA; please contact Tridonic Sales Department for this purpose.
Tridonic grants the Customer the right to forward the redistributable components/runtime modules of the Software Product to third parties under the following preconditions:
- that the Customer market the runtime modules only together with his or her software product and as a part thereof;
- that the Customer use neither the name nor the logo, trademark or other identifying marks of Tridonic when marketing his or her product;
- that the Customer include the relevant copyright note, defined in the corresponding information file, fully or at least one point in the program at which such copyright notes are generally found. The copyright note shall be included at all points (program and packaging etc.), where the copyright for the software itself is noted.
- that the Customer assume all support for the end customer relating to program components based on redistributable components/runtime modules;
- that the Customer hereby declare that he or she will hold Tridonic free from all claims or legal disputes, including legal costs, which may arise or be incurred owing to use or distribution of his or her software product, to indemnify Tridonic and to defend Tridonic against such claims and
- that the Customer not allow his or her end customers to further-distribute the redistributable components/runtime modules.
§ 4 Warranty for Software Products
Tridonic makes substantial efforts in quality assurance to achieve Software Products, which are very largely free of defects and bugs. Tridonic shall however, draw the reader’s attention to the fact that on the basis of the current state of the art, it is not possible to produce software, which is entirely free of defects and bugs.
In case that the Software Product is freeware the following provisions shall apply:
- The warranty is excluded to maximum permitted by Austrian law. That means that the warranty is limited to fraudulent intent.
In the case that a fee has to be paid for the use of the Software Product the following provisions shall apply:
- The Customer shall be entitled to warranty rights only if the Customer has duly and without delay paid the fees and met the examination/complaint lodgment obligations in accordance with Austrian law.
- Tridonic shall be free to choose whether to rework or to replace the Software Product in the event of a defect; rework may also comprise installation of a bug-free, new program version.
- Tridonic shall be entitled to attempt rework at least three times. If the Software Product despite repeated rework attempts has still a defect, the Customer may demand reduction of the remuneration (price reduction) subject to the legal preconditions.
- The warranty period shall be one year as of receipt of the Software Product.
- § 924 ABGB shall expressly not apply.
Warranty shall be excluded in the following cases
- for programs or program components which have been modified or extended by the Customer himself or herself unless the Customer is able to provide proof to Tridonic that such modifications or extensions are not the cause of the defect;
- for defects, malfunctions, damage or loss attributable to incorrect operation, hardware faults, operating system errors, non-compliance with data back-up regulations or other actions outside the scope of responsibility of Tridonic;
- if the Customer denies Tridonic the opportunity to investigate the cause of the defect reported;
- in the case of default in payment or non-compliance with other contractual obligations on the part of the Customer.
The Customer shall not receive any guarantees in legal sense from Tridonic unless this has been separately agreed in writing.
If investigation of a defect report indicates that the case is not covered by warranty or that the Software Product has not been returned in full, the costs incurred by this shall be billed to the Customer. The Customer is free to provide proof that lower expense or no expense has or have been incurred.
Information, technical data and specifications etc. contained in brochures, advertisements, documentation and similar publications are simply descriptions and do not include a warranty of the condition of the products. This also applies to pricing information or information on release of supplements and add-ons.
§ 5 Notice of defects
The Customer is obliged to check the Software Product immediately to ensure that the correct quantity and correct quality have been received. Obvious defects shall be reported in writing to Tridonic within a period of two weeks as of receipt of the Software Product, otherwise no claim under warranty may be made.
§ 6 Liability
Subject to mandatory provisions of law, Tridonic is only liable for damages from the Software Product if evidence is provided of its intent or gross negligence or in case of personal injuries. Liability for slight negligence, the compensation of resulting damages and financial losses, indirect or consequential damages, unrealized savings, interest losses and for damages from third-party claims against the client are excluded to the extent permitted by law.
In the event of non-compliance with any conditions for installation, operational set-up and use (e.g. included in operating instructions) or of violation of regulatory or official conditions of approval, any compensation for damages is excluded to the extent permitted by law.
§ 7 Product modifications and back-up
Tridonic reserves the right to make modifications to the product which do not impair general operability.
In order to avoid major damage or loss as the result of data loss, it is essential that the Customer make back-up copies at regular intervals. The original Software Product shall be included in the initial back-up.
§ 8 Open source
The Software Product may contain open source software (e.g. libraries, runtimes). Tridonic points out to the Customer that this software is licensed under the corresponding license open source license agreement and Tridonic takes no warranties or liability regarding this software.
§ 9 Beta Product
For Software Products marked with “Beta” the following additional terms and conditions are applicable.
The Beta Software Product is still in the testing phase and is provided on an “AS IS” and “AS AVAILABLE” Basis. The Customer is aware that the Beta Software Product contains defects and its use is only for testing purposes. Hence Licensee can’t rely on the correct function of the Beta Software product and is advised to regularly back up his systems.
Tridonic disclaims the warranty and liability to the extent authorized by law. Furthermore it’s Tridonic sole decision to release, license or terminate the use of the Beta Software Product. The Customer can’t derivate any rights in regard to the Beta Software Product.
§ 10 Termination
Without prejudice to any other rights, Tridonic may terminate this EULA if the Customer fails to comply with the terms and conditions of this EULA. In such event, the Customer must destroy all copies of the Software Product and all of its component parts. In case of the use of a cloud service Tridonic will give the Customer thirty (30) days time, to download his data from the cloud; after this period Tridonic will shut down the account of the Customer.
§ 11 Data Protection Policy
Tridonic attach utmost importance to the protection and security of Customers data. Therefore, Tridonic undertake all steps to protect Customers privacy and to treat the data confidentially.
“Personal data” is any information about a person whose identity is known or identifiable. “Person concerned” is a specific or identifiable physical person whose data is used.
Tridonic fully complies with the applicable legal data privacy rules. The full Data Protection Policy can be accessed on the Tridonic webpage.
Tridonic further reserve the right to disclose personal data to third parties if Tridonic is compelled to do so by law, judicial decision of a competent court, or an order of a competent public authority, or if Tridonic is compelled by acts or omissions on part of the Customer to have Tridonic rights, property or assets protected or enforced by the competent authorities.
The Software Product may use a “log-in”. Upon each call-up, access information will be saved in a log file, the so-called server log. The data set saved will contain the following information:
- Date and time
- IP address
- Session ID
- Website called up
- Name of website from which our website was called up
- Browser used.
Tridonic will analyze these log files only in case of any abuse or for analytic purposes.
You can refuse the use of Google Analytics by clicking on the following link. An opt-out cookie will be set on the computer, which prevents the future collection of your data when visiting this website:
Regarding the mobile app and other installed software products, you will be asked during installation, if you want to share your data. You can choose to disable this function. Furthermore you can changes this at any time in the settings. Your IP-address will be anonymized as above.
Further information concerning the terms and conditions of use and data privacy can be found at http://www.google.com/analytics/terms/gb.html or at https://www.google.de/intl/en_uk/policies/. Please note that on this website, Google Analytics code is supplemented by “anonymizeIp” to ensure an anonymized collection of IP addresses (so called IP-masking)
§ 12 Concluding provisions
Place of venue is Feldkirch, Austria. This EULA is exclusively governed by Austrian law without regard to its conflict of law provisions. The UNCITRAL Convention on Contracts for the International Sale of Goods (CISG) shall not apply
Should any provisions in this EULA be invalid, the remaining provisions shall not be affected thereby. The invalid provision shall be replaced by a valid provision that comes as close as possible to the intended purpose
Subsequent supplements or amendments to the EULA shall be put in writing. This shall also apply to any waiving of the written-form clause.
Last update: 12/11/2018