Last updated June 1, 2025
For the purposes of this Agreement:
2.1 The Licensee is granted one of the following licenses, as specified in the applicable order form or agreement:
2.2 Subject to payment of all applicable fees and strict adherence to the terms of this Agreement, the Licensor grants the Licensee a limited, non-exclusive, non-transferable, non-sublicensable license to install, access, and use the Software solely for the Licensee's internal business purposes, in accordance with:
2.3 The Software is provided as a modular and configurable platform. The terms of this EULA apply fully and equally to all configurations, activated modules, or integrated extensions, regardless of the specific functionality in use by the Licensee at any given time.
2.4 The Software may be deployed and operated in virtualized environments (including but not limited to virtual machines and container orchestration platforms) as well as on physical hardware. All such environments are subject to the same licensing terms and must comply with applicable license metrics (e.g., number and type of devices in scope, activated microservices or modules).
The Licensee shall not, directly or indirectly:
4.1 The Licensee shall install and operate the Software in accordance with deployment instructions, architecture guidelines, and technical specifications provided by the Licensor.
4.2 Subject to the applicable license scope, the Licensee may deploy the Software in designated environments, including production, non-production (e.g., development, testing), and one disaster recovery instance for business continuity purposes.
4.3 The Software is not distributed as a publicly downloadable product. Installation packages and configuration artifacts are provided directly by the Licensor or its authorized representatives as part of a coordinated deployment process.
4.4 Installation assistance or integration support is not included under this Agreement and must be contracted separately.
5.1 The Licensor reserves the right to verify the Licensee’s compliance with the terms of this Agreement.
5.2 Upon reasonable written request, the Licensee shall provide documentation and system- level information sufficient to demonstrate compliance with license scope and restrictions.
5.3 Audits shall be performed during standard business hours with prior written notice and shall be conducted in a manner designed to minimize interference with the Licensee’s operations.
5.4 If an audit reveals that the Licensee has breached the terms of this Agreement or exceeded the licensed scope of use, the Licensee shall promptly take all necessary actions to remedy the non-compliance, including but not limited to the payment of applicable additional license or usage fees and reimbursement of reasonable audit-related costs.
6.1 All intellectual property rights, including but not limited to copyrights, trade secrets, patents, trademarks, and know-how related to the Software, are and shall remain the exclusive property of the Licensor and its licensors.
6.2 This Agreement does not grant any title or ownership rights to the Licensee. No implied licenses are granted.
6.3 The Licensee acknowledges that license fees may be paid on its behalf by a third party (e.g., an integration partner). Such payment shall have no effect on the Licensee’s obligations under this Agreement. The validity and enforceability of the terms and conditions set forth herein are independent of any commercial arrangements between the Licensor and third parties.
7.1 Each Party agrees to protect the other’s Confidential Information using the same degree of care it uses to protect its own confidential materials, but in no event less than reasonable care.
7.2 “Confidential Information” means all non-public, proprietary information disclosed by either Party in connection with this Agreement, including but not limited to the Software, technical documentation, pricing, business methods, and trade secrets.
7.3 These obligations shall survive termination of this Agreement for a period of three (3) years.
8.1 The Software may incorporate or depend upon third-party open-source software packages, which are subject to their own separate license terms and conditions.
8.2 The Licensee agrees to comply with all applicable open-source licenses associated with such components, as identified in documentation or other written notices supplied by the Licensor.
9.1 This Agreement does not entitle the Licensee to any form of technical support, maintenance, updates, or upgrades.
9.2 Any such services, including ongoing maintenance or priority support, must be governed by a separate written agreement, such as a Support and Maintenance Agreement or Service Level Agreement (SLA), to be negotiated between the Parties.
10.1 This Agreement shall remain effective unless and until terminated according to its terms.
10.2 Either Party may terminate this Agreement with immediate effect upon written notice if the other Party materially breaches any provision of this Agreement and fails to cure such breach within thirty (30) days of receiving written notice thereof.
10.3 Upon termination of this Agreement, the Licensee shall immediately cease all use of the Software and shall return to the Licensor or securely destroy all copies of the Software, including any backup or archival copies, in its possession or control.
10.4 If this Agreement was executed as part of a broader commercial arrangement involving an integration partner or reseller, the termination of such upstream arrangements shall have no effect on the validity of this EULA and granted license. The license shall remain in full force and effect in accordance with its terms, provided the Licensee continues to comply with the obligations and restrictions set forth herein.
11.1 The Software is provided “as is” and “as available,” without warranties of any kind, whether express, implied, or statutory, including but not limited to any warranties of merchantability, fitness for a particular purpose, or non-infringement.
11.2 The Licensor does not warrant that the Software will be error-free, uninterrupted, or compatible with all environments or systems. The entire risk as to the quality and performance of the Software rests with the Licensee.
12.1 To the maximum extent permitted by applicable law, the Licensor shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to loss of profits, loss of data, business interruption, or the cost of substitute goods or services, arising out of or in connection with the use or inability to use the Software, even if the Licensor has been advised of the possibility of such damages.
12.2 In any event, the Licensor’s total cumulative liability under this Agreement shall not exceed the total license fees actually paid by the Licensee for the Software, regardless of the form of the claim or theory of liability.
The Licensee may not assign, delegate, or otherwise transfer this Agreement, in whole or in part, or any of its rights or obligations hereunder, without the prior written consent of the Licensor. Any attempted assignment or transfer without such consent shall be null and void.
This Agreement shall be governed by and construed in accordance with the laws of Bosnia and Herzegovina, without regard to its conflict of laws principles. The Parties irrevocably agree to submit to the exclusive jurisdiction of the competent courts located in Banja Luka, Bosnia and Herzegovina for the resolution of any disputes arising out of or in connection with this Agreement.
15.1 This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, understandings, or representations, whether written or oral.
15.2 No amendment or modification of this Agreement shall be valid unless made in writing and signed by duly authorized representatives of both Parties.
15.3 If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect to the maximum extent permitted by law.
15.4 The failure or delay by either Party to enforce any provision of this Agreement shall not constitute a waiver of such provision or any other provision. Any waiver must be in writing to be effective and shall not constitute a continuing waiver unless expressly stated.
15.5 Neither Party shall be liable for delays or failure to perform due to causes beyond its reasonable control.