LICENSE AGREEMENT

This License Agreement (herein "AGREEMENT") is a legal agreement between 
you (herein "LICENSEE"), either an individual or a legal entity, and us, 
MG-SOFT d.o.o (herein "MG-SOFT") for the software as identified herein 
and associated media (herein "LICENSED SOFTWARE").

MG-SOFT is a registered trademark of MG-Soft d.o.o., Maribor, Slovenia 
(herein "TRADEMARK").

For purposes of this AGREEMENT, LICENSEE and MG-SOFT are severely 
referred to as "Party", and jointly referred to as "Parties".

LICENSED SOFTWARE is suitable only for use by software professionals 
and/or for use by persons under direct supervision of software 
professionals. Use of this software by non-professional public is 
prohibited. If you legally acquired software, and if you are not 
software professional and/or person under direct supervision of software 
professional contact MG-SOFT immediately. For purposes of this AGREEMENT 
term "OPENING OF PACKAGE" means any of the following: opening actual box 
containing medium or media containing the software, copying installation 
files from a server or other source or any other action the result of 
which is installation of a software owned and/or copyrighted by MG-SOFT 
on a COMPUTER, or creation of "license.key" whichever occurs later 
(herein "OPENING OF PACKAGE").

WARNING: THIS AGREEMENT RELATES TO EXACT TYPE OF LICENSED SOFTWARE YOU 
HAVE CHOSEN AT OR PRIOR TO THE TIME OF OPENING OF PACKAGE.

For purposes of this AGREEMENT term "copyright" refers to copyright in 
the countries which recognize the term as such, and material and moral 
author rights in the countries which recognize the term author and 
related rights as such (herein "COPYRIGHT")

For purposes of this AGREEMENT term "unauthorized distribution" (herein 
"UNAUTHORIZED DISTRIBUTION") pertains to any action having resulted in 
not previously permitted use of LICENSED SOFTWARE, and in particular: 
- to make permanent or temporary reproductions of a computer program by 
any means and in any form, in part or in whole. Insofar as loading, 
displaying, running, transmission or storage of the computer program 
necessitate its reproduction; - to make translations, adaptations, 
arrangements and any other alterations of a computer program and the 
reproduction of the results thereof; - to distribute the original of the 
computer program or copies thereof in any form, including its rental; on 
any computer and/or other machine possessing capability of running of 
LICENSED SOFTWARE.

By OPENING OF PACKAGE containing the LICENSED SOFTWARE, you agree to be 
bound by the terms of this AGREEMENT, notwithstanding any other terms 
set forth in any purchase order, order, invoice, or any other document 
(herein "LICENSE").

For purposes of this AGREEMENT, wording "legally acquiring" or similar 
refers to paying for LICENSE or other means by which such LICENSE is 
legally acquired.

This AGREEMENT constitutes entire agreement between you and MG-SOFT with 
respect to the subject matter hereof and supersedes all prior agreements 
and understandings, both written and oral, between you and MG-SOFT with 
respect to the subject matter hereof. This AGREEMENT may be amended, 
superseded, renewed or extended only by a written instrument signed by 
each of the Parties.

1. COPYRIGHT INFORMATION

The LICENSED SOFTWARE is owned and Copyright-ed by MG-SOFT. LICENSED 
SOFTWARE is protected by applicable copyright laws, author's and 
neighboring laws and international treaties.

You are eligible to install at most one copy of the LICENSED SOFTWARE 
per legally acquired LICENSE on at most one COMPUTER. For the purposes 
of this AGREEMENT a COMPUTER is a device that computes, especially a 
programmable electronic machine that performs high-speed mathematical or 
logical operations or that assembles, stores, correlates, or otherwise 
processes information, including one set of peripherals, especially a 
monitor, keyboard, and mouse. Therefore, you must treat the LICENSED 
SOFTWARE (including any accompanying documentation) like any other 
copyright material (i.e., a book or musical recording), except that you 
may make one copy of the LICENSED SOFTWARE solely for the backup or 
archival purposes and not for any other purposes such us distribution to 
any third party.

Any UNAUTHORIZED DISTRIBUTION of the LICENSED SOFTWARE, in whole or a 
part thereof, with or without license.key is strictly prohibited and 
will subject the distributing and/or infringing party to civil and/or 
criminal penalties. As a part of the terms of this AGREEMENT, you agree 
to promptly notify MG-SOFT of any violations of this paragraph or any 
other paragraph of this AGREEMENT, or any other infringement or breach 
of this AGREEMENT, by you or any third party.

Without obtaining appropriate authorization with MG-SOFT, the LICENSEE 
is not permitted to bundle the LICENSED SOFTWARE (whole or a part, with 
or without license.key file) with LICENSEE's products and ship them to 
LICENSEE's customers or end-users. Bundling of LICENSED SOFTWARE without 
prior written consent of MG-SOFT constitutes UNAUTHORIZED DISTRIBUTION.

This AGREEMENT shall NOT be construed as granting, either expressly or 
by implication, or otherwise, any rights related to any patents, model 
utility rights, design rights, trademarks, copyrights, trade secrets and 
other intellectual property rights, including and not limited to 
TRADEMARK.

2. TERM AND LICENSE TYPES

MG-SOFT only issues time limited LICENSE. As a rule, LICENSE is valid 
for ONE YEAR from OPENING OF PACKAGE. TWO and THREE YEARS are available 
at the time of purchase. Under specific term MG-SOFT may tolerate use of 
LICENSED SOFTWARE after termination of LICENSE. BEWARE: MG-SOFT MAY 
REVOKE PERMISSION TO USE OF LICENSED SOFTWARE AFTER TERMINATION OF 
LICENSE AT ANY TIME WITHOUT PRIOR NOTICE.

Each installed copy of MG-SOFT software product must be covered by an 
appropriate LICENSE.

MG-SOFT issues a unique license.key file for each granted LICENSE. Once 
the license.key is applied to the applicable software, the software 
product in the About window displays its unique serial number, LICENSE 
type (usually 'Single user license') and LICENSE status ('Active' or 
'Renewable' or 'Not Renewable'). Each license.key entitles the user to 
install and use the LICENSED SOFTWARE per this AGREEMENT.

As a rule, MG-SOFT issues and distributes license.key in form of a file. 
However, MG-SOFT may at their own discretion decide to issue hard wired 
license.key instead of or in addition to license.key in form of a file. 
In such a case MG-SOFT will supply you with such hard wired license.key 
in form of flash drive or any other form MG-SOFT chooses at their own 
discretion.

BEWARE: LICENSE.KEY FILE CONTAINS INFORMATION ABOUT THE USER, PRODUCT 
FOR WHICH THE LICENSE IS ISSUED (INCLUDING THE EDITION OF THE SOFTWARE 
AND OS PLATFORM) AND THE TIME-FRAME WHEN THE LICENSE IS "ACTIVE". If you 
disagree with the content of LICENSE.KEY contact MG-SOFT immediately. 
MG-SOFT reserves the right to revoke LICENSE at any time if you fail to 
provide form of control of LICENSE instead of license.key containing 
said information.

LICENSE are issued for the selected time period (either for one year or 
two years or three years TIME-FRAME) and can be renewed. During the 
TIME-FRAME (the LICENSE is "Active") the user is eligible to download 
and/or install any and all software updates and/or new releases of the 
software that MG-SOFT provides within such TIME-FRAME from OPENING OF 
PACKAGE or RENEWAL.

(a) START OF LICENSE

This LICENSE is effective upon your OPENING OF PACKAGE which shall be 
deemed acceptance of this AGREEMENT, whether or not you actually install 
or operate the LICENSED SOFTWARE.

This LICENSE is valid for either one, two, or three years from OPENING 
OF PACKAGE depending on type of software supplied. In case of doubt, the 
LICENSE is valid one year from OPENING OF PACKAGE.

Each installed copy of MG-SOFT's software product must be covered by 
appropriate LICENSE.

MG-SOFT offers SINGLE USER LICENSE, DEVELOPER LICENSE, REDISTRIBUTABLE 
RUN-TIME LICENSE, and OEM LICENSE, latter not subject of this AGREEMENT. 
In addition, EVALUATION LICENSE is available for 30-day trials. You may 
only use EVALUATION LICENSE once per each type of LICENSE and per each 
software installed for purposes of evaluation unless specifically 
authorized otherwise in writing. All other uses of software covered by 
EVALUATION LICENSE is prohibited. Second term of EVALUATION LICENSE, 
whether or not enabled by COMPUTER or software, is considered 
UNAUTHORIZED DISTRIBUTION.

FOR INFORMATION ONLY: MG-SOFT does not offer so called "floating 
licenses" (wherein floating licensing also known as concurrent licensing 
or network licensing, is a software licensing approach in which a 
limited number of licenses for a software application are shared among a 
larger number of users over time), the reason being that many users 
install the software on their laptops and then use it somewhere in the 
field where it might be quite inconvenient for them if the software was 
trying to connect to some kind of licensing server in the home office in 
order to determine if it is eligible to start-up or not, depending on 
the current number of other users.

(b) TERMINATION OF LICENSE

LICENSE is terminated upon expiration of TIME-FRAME. You are authorized 
to continue to use LICENSED SOFTWARE after LICENSE termination until 
such time that MG-SOFT revokes such use at MG-SOFT discretion but you 
are not authorized to download and/or install any and all software 
updates and/or new releases of the software that MG-SOFT provides. MG-
SOFT is not responsible for operation of LICENSED SOFTWARE after LICENSE 
has been terminated.

LICENSE may be terminated by MG-SOFT at any time for violation of this 
AGREEMENT.

(c) RENEWAL OF LICENSE

EVALUATION LICENSE cannot be renewed.

LICENSE except EVALUATION LICENSE is eligible LICENSE for purposes of 
this AGREEMENT (ELIGIBLE LICENSE). ELIGIBLE LICENSE can be renewed in 
accordance with this AGREEMENT. Upon termination of ELIGIBLE LICENSE you 
may RENEW ELIGIBLE LICENSE for additional TIME-FRAME, as a rule, for ONE 
YEAR, with TWO or THREE YEARS TIME-FRAMEs available at the time of 
purchasing. You are only eligible to RENEW ELIGIBLE LICENSE within not 
more than ONE YEAR after termination of ELIGIBLE LICENSE. New TIME-FRAME 
is computed from time of license RENEWAL.

BEWARE: LICENSE THAT HAS BEEN RENEWED IS NOT AN ADDITIONAL LICENSE, IT 
IS THE SAME LICENSE RENEWED FOR ADDITIONAL PERIOD SPECIFIED IN TIME-
FRAME AT THE TIME OF PURCHASE OF RENEWAL.

(d) TYPE OF LICENSE

(d)(i) SINGLE USER LICENSE

For purposes of this AGREEMENT, single user is either an individual or a 
legal entity running LICENSED SOFTWARE on a single computer (herein 
SINGLE USER).

If, at the time of purchase, you selected SINGLE USER LICENSE, you have 
agreed to acquire SINGLE USER LICENSE (herein "SINGLE USER LICENSE") as 
LICENSE type. With the SINGLE USER LICENSE, you, the LICENSEE, may 
install at most one copy of the LICENSED SOFTWARE to at most one 
computer, and use it during TIME-FRAME.

During the TIME-FRAME of SINGLE USER LICENSE you are authorized to use 
LICENSED SOFTWARE as well as download and install all new versions and 
software updates upon release by MG-SOFT.

After application of license.key as provided to you under SINGLE USER 
LICENSE, the LICENSED SOFTWARE product displays 'SINGLE USER LICENSE' 
and its unique serial number in the About window. Each LICENSE entitles 
the user to install and use the LICENSED SOFTWARE on only one computer, 
i.e., each license.key file can be applied to at most one copy of the 
installed software. Use of license.key on more than one copy constitutes 
UNAUTHORIZED DISTRIBUTION.

Specifically, you are prohibited from bundling of any MG-SOFT's products 
and license.key under SINGLE USER LICENSE. Bundling of any MG-SOFT's 
products and license.key without prior specific written permission by 
MG-SOFT constitutes UNAUTHORIZED DISTRIBUTION.

(d)(ii) DEVELOPER LICENSE and REDISTRIBUTABLE RUN-TIME LICENSE

For purposes of this AGREEMENT, developer is either an individual or a 
legal entity developing products with help of LICENSED SOFTWARE on a 
single computer with an understanding that results of such development 
may be run on other computers, each of these computers in need of 
separate license (herein DEVELOPER).

If, at the time of purchase, you selected DEVELOPER LICENSE, you have 
agreed to acquire DEVELOPER LICENSE (herein "DEVELOPER LICENSE") as 
LICENSE type. With the DEVELOPER, the LICENSEE can install at most one 
copy of the LICENSED SOFTWARE to at most one computer, and may use, 
during TIME-FRAME, use of MG-SOFT software development kit.

For purposes of this AGREEMENT, each of computers running results of 
development by DEVELOPER may only run results of development by 
DEVELOPER if separate redistributable run-time LICENSE is provided by 
DEVELOPER, this redistributable run-time LICENSE terminating upon 
termination of DEVELOPER LICENSE, this redistributable run-time LICENSE 
not permitting download and installation of all new versions and 
software updates upon MG-SOFT release (herein REDISTRIBUTABLE RUN-TIME 
LICENSE).

In addition to one copy of LICENSED SOFTWARE to run as DEVELOPER you are 
also permitted to provide as many REDISTRIBUTABLE RUN-TIME LICENSE with 
results of development as you selected at the time of purchase. 
DEVELOPER LICENSE comprises a license for one DEVELOPER and a certain 
number of redistributable run-time licenses (exact number of run-time 
licenses depends on the licensed software development kit). This means 
that one DEVELOPER can install the licensed version of the development 
kit to his or her computer. The redistributable run-time licenses can be 
deployed in the development environment in order to test and debug the 
product through its development stages. After the product is developed, 
the redistributable run-time licenses can be deployed (bundled with your 
application) either within your company (i.e., if you were developing an 
in-house tool) and/or sold to your end-users (again, bundled with your 
application). You are eligible to redistribute in such manner only such 
number of MG-SOFT's run-time modules as you have received 
redistributable run-time licenses with the purchased software 
development kit. To deploy or redistribute additional copies of MG-
SOFT's run-time modules please contact MG-SOFT Sales Team and order an 
adequate number of additional redistributable run-time licenses. YOU ARE 
NOT PERMITTED TO REDISTRIBUTE THE EVALUATION VERSION OF MG-SOFT'S RUN-
TIME MODULES.

FOR INFORMATION ONLY: If you plan to deploy or resell large quantities 
of MG-SOFT's run-time modules bundled with your value-added application, 
you may wish to consider signing the OEM License Agreement, under which 
there are no restrictions on the number of the redistributed MG-SOFT's 
run-time modules bundled with your value-added application.

DEVELOPER LICENSE comprises privileges as set forth under SINGLE USER 
LICENSE. In addition to that, with each DEVELOPER LICENSE the LICENSEE 
receives a right to redistribute a certain number of MG-SOFT's 
redistributable binaries along with the developed application that 
relies to such MG-SOFT's binaries. Precise list of redistributable 
binaries covered by such license is supplied to LICENSEE at the time of 
purchase of such license.

(d)(iii) EVALUATION LICENSE

EVALUATION LICENSE is limited-time limited purpose permission to use 
LICENSED SOFTWARE in order to determine suitability of the evaluated 
software product, its available functions, performance capabilities and 
similar features (herein EVALUATION LICENSE).

If you choose EVALUATION LICENSE you are permitted to download and use 
LICENSED SOFTWARE for period not exceeding 30 DAYS. Upon termination of 
EVALUATION LICENSE you agree to either (1) purchase one of available 
LICENSE excluding EVALUATION LICENSE which is not for sale, or (2) or 
uninstall and/or destroy all copies of the LICENSED SOFTWARE.

You, the LICENSEE, are NOT PERMITTED to use the LICENSED SOFTWARE 
installed under EVALUATION LICENSE for any kind of commercial purposes 
such as testing of other software or equipment that you are developing, 
SNMP debugging, problem solving, stress testing, providing support, 
training or similar purposes.

BEWARE: YOU AGREE THAT UNDER TERMS OF EVALUATION LICENSE LICENSED 
SOFTWARE MAY AT ANY TIME , I.E. AT ITS STARTUP OR AT ANY POINT 
THEREAFTER, SEND A SNMP TRAP NOTIFICATION TO MG-SOFT SERVER INCLUDING 
INFORMATION ABOUT THE USER AND PRODUCT FOR WHICH THE LICENSE IS ISSUED 
(INCLUDING THE EDITION OF THE SOFTWARE AND OS PLATFORM).

(e) MIGRATION

If you would like to use a different edition of the LICENSED SOFTWARE 
you have an option to migrate your LICENSE to a LICENSE that will 
support the desired edition of the software product, for additional 
payment to be specified at the time of migration. (MIGRATED LICENSE).

TIME FRAME of MIGRATED LICENSE is ONE YEAR, however you have option to 
purchase TWO or THREE YEAR TIME-FRAME at the time of purchase. TIME-
FRAME for MIGRATED LICENSE is computed from time of purchase of MIGRATED 
LICENSE.

BEWARE: MIGRATED LICENSE DOES NOT GIVE YOU AN ADDITIONAL LICENSE. 
RATHER, IT ONLY REPLACES YOUR CURRENT LICENSE WITH A NEW LICENSE. AFTER 
MIGRATING A LICENSE, YOUR OLD LICENSE IS REVOKED AND SHALL NOT BE USED 
ANYMORE.

4. LIMITATION OF LIABILITY

This is an AGREEMENT between software professionals or merchants. MG-
SOFT offers no warranty for the fitness of the LICENSED SOFTWARE for any 
particular task, nor will MG-SOFT be liable for any loss of profits, 
loss of data, or any incidental or consequential damage caused by the 
use or misuse of the LICENSED SOFTWARE. MG-SOFT further disclaims all 
such consequential liability. If the software media is defective, it 
should be returned to MG-SOFT for repair or replacement within 10 days 
of receipt, postage prepaid, otherwise MG-SOFT offers no customer remedy 
with regard to the LICENSED SOFTWARE.

MG-SOFT OFFERS NO WARRANTY OF PERFORMANCE, EXPRESS OR IMPLIED, WITH 
REGARD TO THE LICENSED SOFTWARE. MG-SOFT FURTHER DISCLAIMS ALL OTHER 
WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED 
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH 
REGARD TO THE LICENSED SOFTWARE.

YOU MAY HAVE OTHER RIGHTS UNDER APPLICABLE LAWS OF YOUR COUNTRY OR 
STATE. WHERE SUCH MANDATORY RULES APPLY, THIS AGREEMENT IS DEEMED TO BE 
CONFORMED ONLY TO THE EXTENT OF SUCH MANDATORY RULES. ALL OTHER 
PROVISIONS OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT TO 
ACCOMPLISH THE PURPOSES SET FORTH HEREIN.

UNLESS SPECIFICALLY COVERED IN APPLICABLE LAW OR REGULATION, THE AMOUNT 
OF ANY REMUNERATION MAY NOT EXCEED THE PRICE YOU PAID WHILE LEGALLY 
ACQUIRING LICENSE.

5. UPDATES AND TECHNICAL SUPPORT

MG-SOFT will make Technical Support available to registered LICENSEES of 
the LICENSED SOFTWARE.

MG-SOFT may, from time to time, revise or update the LICENSED SOFTWARE. 
In doing so, MG-SOFT will make available such revisions or updates to 
you only by means of electronic delivery only within TIME-FRAME of your 
LICENSE. Any such revision or update shall equally be deemed subject to 
the terms of this LICENSE and shall not in any way be deemed an 
extension or modification of it, and shall not be deemed consent to any 
varying terms.

MG-SOFT is under no obligation to maintain older versions of LICENSED 
SOFTWARE once updated version of LICENSED SOFTWARE has been made 
available.

6. OTHER RESTRICTIONS

You, the LICENSEE may not remove any copyright marks, reverse engineer, 
decompile or disassemble the LICENSED SOFTWARE for any purpose 
whatsoever, nor may seek to imitate the "look and feel" of the LICENSED 
SOFTWARE, or incorporate any or all of its copyrighted elements into any 
product or presentation for any purpose whatsoever.

7. MISCELLANEOUS

(a) Licensing Fees

MG-SOFT always quotes Licensing fees in their net values in EURO 
currency. On request, MG-SOFT can quote the value also in another 
currency displaying said currency. If currency is not displayed, quote 
is in EURO despite any other text to the contrary. The LICENSEE is 
responsible for all local tax fees and expenses, VAT, import fees, and 
all other charges involved in importing the licensed software.

(b) VAT and customers from EU

VAT registered customers residing in EU should provide their VAT ID 
number with the order. The provided VAT ID number must correspond with 
the BillTo address given on the order. Without providing a valid VAT ID 
number, MG-SOFT will add to the order total applicable VAT rate based on 
the location of the customer.

(c) Withholding taxes; Gross-up

All payments and amounts should be made in the full net amount without 
any deduction or set-off, free and clear of any deduction of any taxes, 
levies, imports, duties, charges, fees and withholdings of any nature, 
imposed by any governmental or other authority. If there is a mandatory 
withholding or deduction by operation of law (usually with respect to 
tax), the paying party shall gross-up the payment so that MG-SOFT will 
receive the full net total amount, as stated on the Invoice (or price 
quote / Pro Forma Invoice).

(d) Ordering Additional licenses

For some software products, but not all, MG-SOFT offers discounts if 
they are purchased in quantities of two or more licenses. Such discount 
is offered only when these licenses are purchased as a part of the same 
order. MG-SOFT does not offer discounts based on previous purchases.

(e) Delivery options

MG-SOFT delivers purchased LICENSE (packed in .zip or .tar.gz file) 
either (1) electronically at MG-SOFT discretion by e-mail or by 
providing a download URL, or by sending physical copy of a medium, or 
(2) physically at MG-SOFT discretion on USB Flash card sent through an 
express courier or other hard-wired option. MG-SOFT reserves the right 
to deliver LICENSE in both options (1), and (2) per this paragraph.

 (f) Return Policy

In case of physical delivery (on USB Flash card), MG-SOFT accepts 
product returns and refund such orders only when the product is returned 
unopened (i.e. originally sealed). On the other hand, in case of 
electronic delivery, MG-SOFT does not accept product returns and does 
not refund such orders.

8. GENERAL

Except if otherwise specifically agreed to in writing by MG-SOFT, this 
License is personal between the LICENSEE and MG-SOFT. It is not 
transferable, and any attempt by you to rent, lease, sublicense, assign 
or transfer any of the rights, duties or obligations hereunder is void. 
Any party who obtains a copy of this License, whether or not authorized 
("transferee") from a LICENSEE ("transferor") shall equally be bound by 
the terms of this License. MG-SOFT, however, waives no rights it may 
have against such transferor or transferee.

This AGREEMENT and any dispute, controversy and proceeding arising out 
of or relating to this AGREEMENT and the conduct of the parties hereto 
shall be governed by, and construed in accordance with the laws of the 
Republic of Slovenia to the exclusion of the rules of conflict of laws. 
By opening this package you consent to the jurisdiction of the courts of 
the Republic of Slovenia for final, binding resolution of any dispute 
arising from this AGREEMENT, or any action by you, in contract, or 
otherwise, in violation of the rights and obligations set forth herein. 
Any judgment of such court shall be entitled to be enforced in any court 
of appropriate jurisdiction. The Parties agree to use of Slovenian 
language during all proceedings before any court, relating to this 
AGREEMENT.






[Document Revision: 6/Apr/2021]
