DDAS SOFTWARE LICENSE AGREEMENT

1. Grant of License

DDAS grants the customer a non-exclusive, non-transferable, company-wide perpetual license to use the purchased library within their own organization. The license permits deployment on an unlimited number of machines and projects owned or operated by the licensee. Redistribution, transfer, or deployment to third parties is prohibited unless expressly permitted under the applicable edition of this Agreement.

The license authorizes use of the software only in connection with machines, systems, and equipment developed or manufactured by the licensed customer, including associated machine control software, edge devices, gateways, and related components that form part of such machines or systems.

Operation of such machines or systems by end users or third parties does not require a separate DDAS license.

Use of the software on, with, or connected to machines, systems, or equipment developed or manufactured by another organization requires a separate DDAS license unless expressly authorized by DDAS in writing.

For the avoidance of doubt, connecting, integrating, or deploying the software on an edge device, gateway, controller, server, or other hardware in connection with a machine, system, or piece of equipment developed or manufactured by another organization shall constitute use requiring a separate DDAS license.

CRA‑Compliance Additions

DDAS provides technical documentation describing the security-relevant characteristics, interfaces, and operational requirements of the software, as required under the Cyber Resilience Act (CRA).

DDAS provides a Software Bill of Materials (SBOM) in CycloneDX format, and additionally in SPDX format, for each released version of the software.

DDAS provides security updates for all editions of the software during the Security Support Period, as described in Section 9a.

The customer is responsible for integrating the software into a secure system environment and for ensuring that the software is used in accordance with the documented security requirements.

2. Standard & Professional Editions (Closed Library)

These editions are delivered as compiled, closed‑source libraries. The customer may use the library internally and deploy it on unlimited machines, but may not:

sell, sublicense, rent, lease, or distribute the library
provide the library to third parties in any form
include the library in commercial products as a standalone component
reverse‑engineer, decompile, modify, or extract internal logic
upload or publish the library to any repository
share the library with contractors unless they work under the customer’s direct control

Use is strictly limited to the customer’s own internal engineering and machine applications.

3. Professional Edition — Updates & Support

The Professional Edition includes a 12‑month Maintenance License, which provides:

bugfix & feature updates
compatibility updates (e.g., new CODESYS SP versions)
priority support
integration assistance

4. Enterprise Edition (Source Code License)

The Enterprise Edition includes all rights and benefits of the Professional Edition, plus the following source‑code rights:

Enterprise customers receive full source code and are permitted to:

modify the library
create internal derivative works based upon the source code
integrate the library and derivative works into their own machine control software, systems, and related products
redistribute compiled versions of the library solely as an integrated component of their own machine software, systems, and products

Any modified version, derivative work, or integration based upon the DDAS Library remains subject to the licensing restrictions set forth in Section 1.

The License Manager Library is excluded from the Enterprise Source Code License and is provided only in compiled form.

Enterprise customers may not:

redistribute the library or source code as a standalone product
publish or expose the source code
sublicense the library outside their organization

Enterprise source code is confidential and must be protected from unauthorized access.

After the 12‑month period expires, customers may renew the Maintenance License to continue receiving updates and support. Security updates are provided independently of the customer’s Maintenance License status, as described in Section 9a. Security fixes for modified source code are the customer’s responsibility; DDAS provides them for the unmodified libraries.

5. No Resale or Redistribution (All Editions)

Under all license types, the customer is prohibited from:

selling the library as a product
offering it as part of a toolkit, framework, or library collection
transferring the license to another company
providing the library to partners, clients, or third parties

Only Enterprise customers may redistribute compiled versions of the library solely as an integrated component of their own machine software, systems, and products.

6. Software Version Rights, Update & Upgrade Eligibility

Definitions. DDAS software versions use the scheme x.y.z.n:

Major Version (x.y): the CODESYS generation the software is built for (for example 3.5 for CODESYS V3.5). A change of x.y (for example from 3.5 to 4.0) is a new Major Version.
Feature Level (x.y.z): a release with new or changed functions, starting with version x.y.z.0.
Correction Release (x.y.z.n, n > 0): a release of a Feature Level that only corrects errors or vulnerabilities and adds no new functions.
Product Line: the Feature Levels of a Major Version that are compatible with the same environment (CODESYS version, target systems, dependencies), as stated in the release notes.

Purchased Feature Level. The OEM license and activation key are valid for the Feature Level purchased, including all of its Correction Releases. The customer may continue to use this Feature Level indefinitely.

Correction Releases. Correction Releases of the purchased Feature Level are provided at no additional cost as long as no newer Feature Level of the same Product Line has been released. After that, Correction Releases without security relevance are provided only to customers with an active Maintenance License. Security updates are always provided as described in Section 9a.

New Feature Levels. A newer Feature Level requires an active Maintenance License or a paid upgrade. A Feature Level delivered to the customer as a security update under Section 9a is licensed to the customer under this Agreement at no additional cost; if it requires a new activation key, DDAS provides that key free of charge.

Maintenance License. An active Maintenance License entitles the customer to install and use all versions of the current Major Version released during the maintenance period at no additional cost, including new Feature Levels, Correction Releases and compatibility updates. Activation keys for new Feature Levels are provided with the update. It is the customer’s responsibility to renew the Maintenance License before its expiration to maintain continuous eligibility for updates and support.

A Maintenance License may only be purchased and activated for an existing, valid OEM license and only extends update and support rights for that license. If the customer does not renew the Maintenance License and later wishes to use a newer Feature Level, a paid upgrade or a new OEM license for that version is required.

Major Versions. A new Major Version introduces significant new functionality or architectural changes and requires a new OEM license. Maintenance Licenses cannot be used to upgrade to a newer Major Version.

Edition Upgrade Eligibility:

Customers may upgrade from Standard to Professional or from Professional to Enterprise at any time by paying the applicable price difference. Edition upgrades include a new 12‑month Maintenance License starting from the upgrade date.

Edition upgrades apply only to the Major version that is current at the time of the upgrade. If a newer Major version has been released, the customer must upgrade to that Major version and cannot upgrade into an older Major version.

7. Intellectual Property

All libraries, documentation, and related materials remain the intellectual property of Delaware Digital Application Solutions LLC. No ownership is transferred.

8. Warranty & Liability

The software is provided “as‑is” without warranties of any kind. DDAS is not liable for indirect, incidental, or consequential damages arising from use of the software.

The customer acknowledges that, according to the current state of technology, it is not possible to create software that operates without errors under all conditions. DDAS does not warrant that the software will meet the customer’s specific requirements, operate without interruption, or function in combination with third‑party hardware or software unless explicitly documented. Deviations from expected behavior do not constitute defects unless they substantially impair normal operation.

This warranty disclaimer does not limit DDAS’s obligation to provide security updates as required under applicable law and Section 9a.

9. Support & Updates

Support and update rights depend on the purchased edition:

Standard: 3 months helpdesk support
Professional: 12 months updates + priority support
Enterprise: 12 months updates + direct engineering contact

These periods concern support and feature and bugfix updates. They do not limit the Security Support Period under Section 9a.

Renewal of the Maintenance License is optional and not required for continued use of the licensed Feature Level.

9a. Security Support Period

Duration. DDAS handles vulnerabilities and provides security updates for five years from the release of the purchased Feature Level (its version x.y.z.0) (Security Support Period). The end date, stated as month and year, is given in the offer, in the license confirmation and in the release notes of that Feature Level. DDAS may extend the Security Support Period.

Delivery. Security updates are delivered free of charge in the latest compatible version of the Product Line. If the customer uses an older Feature Level, the customer receives this version free of charge, even if it contains new functions; it is licensed to the customer as described in Section 6. Installing a security update does not extend the Security Support Period of the purchased Feature Level. Each security update remains available for at least ten years after its release.

Information. DDAS handles reported vulnerabilities under its coordinated vulnerability disclosure policy, publishes security advisories at https://security.ddas.digital and informs customers about security-relevant issues and available security updates without undue delay, including mitigation guidance. Vulnerabilities can be reported to security@ddas.digital.

Applicability. This Section applies to all editions, independently of any Maintenance License.

10. Limitation of Liability

The customer is solely responsible for testing, validating, and verifying the correct functionality of the software within their specific application, environment, and safety requirements. The customer must perform sufficient testing in a safe, non‑production environment before deploying the software in any operational, commercial, or safety‑relevant system. DDAS shall not be liable for any losses, damages, or malfunctions resulting from insufficient testing, improper integration, or deployment without prior validation by the customer.

The software is not designed or intended for use in safety functions and must not be used as part of a safety-related control function.

The customer is solely responsible for determining whether the software is suitable for the intended application, environment, and operational conditions. The customer must verify that the software functions correctly within the intended system architecture and with all third‑party components used. DDAS shall not be liable for errors, malfunctions, or damages resulting from operation outside the documented specifications, improper configuration, insufficient maintenance, or interaction with hardware or software not explicitly supported by DDAS.

DDAS does not guarantee compatibility with any particular system configuration, and the customer must ensure that the software behaves as expected before deploying it in production or safety‑relevant systems.

DDAS shall not be liable for any loss, corruption, or destruction of data, nor for any recovery costs, restoration efforts, or business interruption resulting from such data loss. The customer is solely responsible for implementing appropriate data backup, redundancy, and protection measures.

Notwithstanding anything to the contrary in this Agreement, DDAS’s total aggregate liability arising out of or related to this Agreement, whether in contract, tort (including negligence), strict liability, or otherwise, shall not exceed the total amount paid by the customer for the applicable software license.

DDAS shall not be liable for any delay or failure to perform its obligations under this Agreement resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, internet outages, governmental actions, power failures, or failures of third-party service providers.

This limitation of liability does not restrict DDAS’s obligation to provide security updates as required under applicable law and Section 9a.

11. NDA, Custom Agreements & Assignment

Enterprise customers may request an NDA, custom licensing terms, or engineering agreements.

The customer may not assign, transfer, or otherwise convey this Agreement or any rights granted under it without DDAS’s prior written consent. Any attempted assignment in violation of this provision shall be void.

Notwithstanding the foregoing, the customer may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets, provided the successor entity agrees in writing to be bound by this Agreement.

12. Open Source Components

The software may contain or interface with components licensed under open‑source licenses. If any open‑source components are included within the delivered DDAS software package, the respective open‑source license terms apply and take precedence over this agreement. The customer receives usage rights to such components solely under the terms of the applicable open‑source licenses. DDAS does not grant any rights beyond those provided by the respective open‑source licensors.

DDAS provides a Software Bill of Materials (SBOM) in CycloneDX format, and additionally in SPDX format, for each released version of the software, including all open‑source components contained within the delivered package.

13. Termination

DDAS may terminate this Agreement with immediate effect if the customer:

breaches any material provision of this Agreement
uses the software outside the licensed scope
attempts to circumvent licensing or activation mechanisms
violates applicable laws related to software use

Upon termination, the customer must immediately:

cease all use of the software
uninstall and delete all copies
cease any future distribution of machines, software, or systems containing the software after the effective date of termination

No refunds will be issued upon termination.

Survival

Sections 5 (No Resale or Redistribution), 7 (Intellectual Property), 8 (Warranty & Liability), 10 (Limitation of Liability), 12 (Open Source Components), 13 (Termination), 15 (Audit Rights), and 16 (Governing Law and Jurisdiction) shall survive termination or expiration of this Agreement.

14. Export Control Compliance

The customer agrees to comply with all applicable export control and sanctions laws, including:

U.S. Export Administration Regulations (EAR)
U.S. Treasury sanctions programs
any applicable export laws in the customer’s jurisdiction

The customer shall not export or transfer the software to prohibited countries, entities, or individuals.

15. Audit Rights

DDAS reserves the right to verify compliance with this Agreement.

Upon reasonable notice, the customer shall provide information necessary to confirm:

the number of machines using the software
the organizations operating those machines
adherence to licensing terms

All audit information will be treated confidentially.

Audits shall be conducted no more than once per calendar year and upon at least thirty (30) days’ prior written notice. DDAS shall bear the cost of the audit unless a material licensing violation is discovered, in which case the customer shall reimburse reasonable audit costs.

Audit rights include the ability to verify compliance with security‑related obligations applicable under law, including requirements arising from the Cyber Resilience Act (CRA).

16. Governing Law and Jurisdiction

This Agreement is governed by the laws of the State of Delaware, USA, excluding its conflict‑of‑law rules.

Any disputes shall be resolved exclusively in the state or federal courts located in Delaware, USA.

17. Severability

If any provision of this Agreement is found invalid or unenforceable, the remaining provisions remain in full force.

The invalid provision shall be replaced with a valid one that best reflects the original intent.

18. Entire Agreement

This Agreement constitutes the entire agreement between the parties regarding the DDAS Library and supersedes all prior agreements or communications.