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UNIFLOW SOFTWARE LICENSE AGREEMENT Version 2.1 — Effective September 2026 Copyright (c) 2024-2026 e-clectic sa. All rights reserved. This Uniflow Software License Agreement ("Agreement") is a legal contract between you ("You", "Your", or "Licensee") and e-clectic sa, a Swiss corporation registered in Lugano, Switzerland ("Licensor" or "Authorized Distributor"), governing your use of the Uniflow software platform, including all associated binary distributions, runtime engines, service applications, graphical user interfaces, official plugins, developer SDK libraries, documentation, updates, and patches (collectively, the "Software"). Licensor markets, licenses, and distributes the Software pursuant to an exclusive worldwide commercial licensing and distribution authorization. BY DOWNLOADING, INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD, INSTALL, COPY, OR USE THE SOFTWARE. -------------------------------------------------------------------------------- SECTION 1 — DEFINITIONS -------------------------------------------------------------------------------- 1.1 "Software" means the Uniflow platform, including the Uniflow GUI application, Uniflow Service background runtime engine, built-in system adapters, official protocol plugins, configuration tools, and all associated documentation, whether distributed in compiled binary form, installer packages, or system containers. 1.2 "Commercial Purpose" means any activity undertaken for, or directed toward, financial gain, revenue generation, business operations, or commercial advantage. This includes, without limitation: (a) Deploying or running the Software in production, staging, or commercial environments of a for-profit entity, corporation, partnership, or enterprise; (b) Using the Software to provide visual automation, protocol ingestion, rule evaluation, device telemetry monitoring, integration, or data-processing services to third parties for commercial compensation or fee; (c) Embedding, integrating, or bundling the Software within any product, hardware appliance, physical security system, industrial control system, or commercial software service that is sold, leased, licensed, or distributed; (d) Operating the Software within commercial buildings, factories, utility plants, industrial facilities, or revenue-generating infrastructure; (e) Offering the Software, or any portion thereof, as a hosted, managed, or cloud-based software-as-a-service (SaaS) platform (whether directly or via third-party infrastructure). 1.3 "Non-Commercial Purpose" means use strictly limited to personal hobbyist projects, home automation, individual academic study, non-profit academic research, classroom educational demonstrations, and non-remunerated charitable activities. 1.4 "Major.Minor Version Stream" means the specific software release track designated by the first two numerical digits of the version number (e.g., Version Stream 1.3 includes releases 1.3.0, 1.3.1, 1.3.2, up to 1.3.999). 1.5 "Plugin" means a modular extension or protocol driver developed to interface with the Software through its documented plugin architecture and application interfaces. 1.6 "Plugin Instance" means a single active, concurrent logical connection endpoint, communication session, or device interface configured and executed within the Software utilizing a specific plugin module. 1.7 "Commercial License" means a paid, legally binding license key and entitlement grant obtained from Licensor or its Authorized Resellers authorizing the deployment and operation of the Software for Commercial Purposes. 1.8 "License Request Code" means the unique composite hardware identifier and cryptographic machine signature generated by the Software's System License Management utility for licensing validation. -------------------------------------------------------------------------------- SECTION 2 — COMMUNITY LICENSE GRANT (Non-Commercial Use) -------------------------------------------------------------------------------- 2.1 Grant of License. Subject to the terms and restrictions of this Agreement, Licensor hereby grants You a personal, limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download, install, copy, and execute the Software solely for Non-Commercial Purposes (Community License). 2.2 Permitted Non-Commercial Scope. Under this Community License, You may: (a) Install and run the Software across local non-commercial systems for personal education, home automation, or charitable non-profit operations; (b) Inspect and reference public developer schemas and documentation; (c) Develop custom non-commercial plugins using the public SDK interfaces. 2.3 Restrictions on Community License. You expressly agree that You shall NOT: (a) Deploy, configure, or execute the Software for any Commercial Purpose as defined in Section 1.2; (b) Distribute, sublicense, lease, rent, host, or commercially redistribute the Software or any compiled derivative binaries to third parties; (c) Conceal, obscure, or remove any copyright notices, author attributions, trademark marks, or legal disclosures embedded in the Software; (d) Claim, represent, or imply authorship, copyright ownership, or origin of the Software. -------------------------------------------------------------------------------- SECTION 3 — COMMERCIAL LICENSES, VERSION STREAMS & INSTANCE LIMITS -------------------------------------------------------------------------------- 3.1 Commercial Requirement. Any deployment, execution, or utilization of the Software for a Commercial Purpose requires a valid, active Commercial License procured directly from Licensor or an Authorized Reseller. 3.2 Major.Minor Version-Locked Scope. Commercial Licenses are issued strictly per specific Major.Minor Version Stream (e.g., Version Stream 1.3): (a) A valid Commercial License entitles Licensee to install, execute, and receive all maintenance updates, conformity bug fixes, security patches, and minor builds issued within that specific purchased Major.Minor Version Stream (e.g., 1.3.1, 1.3.2); (b) The license does not grant entitlement to subsequent Major.Minor version releases (e.g., Version 1.4 or Version 2.0). Upgrading to subsequent Major.Minor version streams requires acquiring a separate version upgrade license or maintaining an active commercial subscription. 3.3 Commercial Tiers. Commercial Licenses are offered across designated commercial tiers: (a) Pro Tier — Commercial platform seat for a designated Major.Minor Version Stream, including baseline protocol connectivity; (b) Enterprise Tier — Enterprise platform seat for high-volume deployments, expanded source limits, enterprise single sign-on (SSO), and designated support SLA terms; (c) Trial Pro Tier — Time-limited, revocable evaluation license issued solely for internal commercial assessment and proof-of-concept testing. 3.4 Modular Plugin Instance Pricing & Enforcement. (a) Commercial Licenses include one (1) default active connection instance per licensed official plugin module; (b) Establishing multiple concurrent connections, field channels, network sessions, or device endpoints using the same plugin requires purchasing additional concurrent Plugin Instances; (c) The Software dynamically restricts concurrent connections to the thresholds authorized in Licensee's license key, as displayed in the Allowed Capacity Limits Table of the Software. Exceeding authorized instance limits or attempting to bypass instance limit enforcement constitutes a material breach of this Agreement. 3.5 Hardware Binding & Machine Activation. (a) Each Commercial License is cryptographically bound to Licensee's designated host hardware via the License Request Code generated by the Software; (b) Commercial Licenses are non-transferable between physical host servers or virtual machine environments without prior written authorization and license re-keying by Licensor. 3.6 Compliance Verification & Audit Rights. Licensor reserves the right, upon thirty (30) calendar days' prior written notice, to audit Licensee's deployment of the Software during normal business hours to verify compliance with authorized seat counts, version streams, and plugin instance limits. If an audit establishes unauthorized deployment or material underpayment, Licensee shall promptly remit the required license fees and reimburse reasonable audit expenses. -------------------------------------------------------------------------------- SECTION 4 — INTELLECTUAL PROPERTY & PROPRIETARY RIGHTS -------------------------------------------------------------------------------- 4.1 Reservation of Title and Ownership. The Software, including all underlying source code, algorithms, visual graph execution engines, IPC runtime daemons, protocol adapters, schemas, documentation, and all intellectual property rights therein (including copyrights, trade secrets, patents, moral rights, and proprietary rights worldwide), is protected by national laws and international copyright treaties. All title, legal ownership, and underlying intellectual property rights in and to the Software remain strictly reserved to the Software's original creator and licensors. Licensor distributes, markets, and sublicenses the Software pursuant to an exclusive commercial distribution grant. This Agreement does not convey to Licensee any ownership, title, or intellectual property rights in or to the Software, but grants solely a limited, revocable, non-exclusive right to use the compiled binary Software in accordance with this Agreement. 4.2 Commercial Branding & Distributor Notices. Licensor displays commercial distribution notices and copyright marks (e.g., "© 2024-2026 e-clectic sa") strictly in its capacity as Authorized Commercial Distributor. Licensee shall not remove, alter, obscure, or conceal any copyright notices, author credits, trademark symbols, digital signatures, or legal disclaimers displayed within the user interface, splash screens, about dialogs, or binary metadata of the Software. 4.3 Reverse Engineering Prohibition. Licensee shall not, and shall not permit any third party to: (a) Decompile, disassemble, reverse engineer, decrypt, or otherwise attempt to derive the source code, object architecture, or underlying trade secrets of the Software, except solely to the non-waivable extent permitted by applicable mandatory law for interoperability purposes; (b) Extract, scrape, or disassemble uncompiled assemblies, libraries, or pipeline artifacts outside the authorized execution of the Software. 4.4 Anti-Circumvention & Tampering Protection. Licensee shall not modify, patch, hook, inject, or tamper with any binary, library, dynamic-link library (.dll), licensing engine component, or runtime configuration file of the Software to: (a) Bypass, alter, or disable license validation routines, cryptographic handshakes, or hardware binding algorithms; (b) Defeat capacity limit counters, concurrent plugin instance limits, or feature gates; (c) Obscure or alter commercial branding, author attributions, or copyright notices. 4.5 Code Signing Trust. Cryptographic code signing applied to release binaries verifies distribution integrity and operating system execution trust. Digital signing by Licensor as Authorized Commercial Distributor does not constitute an assignment or transfer of underlying software authorship or title. -------------------------------------------------------------------------------- SECTION 5 — SDK & THIRD-PARTY PLUGIN EXTENSIONS -------------------------------------------------------------------------------- 5.1 Developer SDK Grant. Licensor provides public developer SDK libraries and API headers solely to facilitate the creation of compatible third-party plugins. Developers are granted a non-exclusive license to reference SDK interfaces and compile compatible plugin assemblies. 5.2 Third-Party Plugin Ownership. Third-party developers retain intellectual property rights in their independent plugin source code, provided such plugins do not incorporate or copy proprietary internal runtimes or source code of the Software. 5.3 Distribution Rules for Plugins. Third-party plugins may be distributed independently, provided that: (a) The plugin does not embed, distribute, or modify core Software binaries or internal runtime engines; (b) The plugin does not circumvent, disable, or tamper with the Software's license management or instance counting systems; (c) The plugin author does not represent the plugin as being created by, officially endorsed by, or warranted by Licensor or the Software's authors without a formal partner agreement. -------------------------------------------------------------------------------- SECTION 6 — LIMITED WARRANTY & SUPPORT -------------------------------------------------------------------------------- 6.1 Non-Commercial & Trial Disclaimer. Software provided under the Community License or Trial Pro tier is provided strictly "AS IS" and "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. 6.2 Two (2) Year Commercial Conformity Warranty. For paid Commercial Licenses (Pro and Enterprise), Licensor warrants for a period of two (2) years from the date of initial commercial delivery or license key issuance ("Warranty Period") that the unmodified Software will perform substantially in conformity with its published documentation and specifications within the purchased Major.Minor Version Stream. 6.3 Corrective Maintenance & Exclusive Remedy. In the event of a verified non-conformity or defect reported to Licensor within the Warranty Period, Licensor's sole obligation and Licensee's exclusive remedy shall be: (a) Licensor shall provide necessary corrective maintenance, software patches, bug fixes, or workarounds within the purchased Major.Minor Version Stream to restore conformity at no additional engineering charge; or (b) If Licensor reasonably determines that defect correction is commercially impracticable, Licensor may terminate the affected license and refund the pro-rata portion of the license fee paid for the non-conforming Software. 6.4 Warranty Exclusions. This limited warranty does not cover defects, faults, or disruptions resulting from: (a) Unauthorized modifications, reverse engineering, binary patching, or tampering by Licensee or third parties; (b) Operating environments, virtual machines, hardware, or third-party operating systems failing to satisfy published system requirements; (c) Third-party plugins, custom drivers, or external integrations not developed or supplied by Licensor; (d) Improper field protocol configurations, malformed network packets, or network infrastructure failures. 6.5 Disclaimer of Implied Warranties. EXCEPT FOR THE EXPRESS TWO-YEAR LIMITED WARRANTY IN SECTION 6.2, LICENSOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SYSTEM INTEGRATION, AND NON-INFRINGEMENT. 6.6 User-Defined Rules, Automation Graphs & Logic Responsibility. The Software operates as an open, deterministic visual rule engine executing user-designed workflows, protocol commands, and telemetry actions. Licensee acknowledges and agrees that Licensee is solely responsible for designing, testing, auditing, validating, and monitoring all visual rules, branching logic, threshold alarms, and device control commands. Licensor exercises no control over Licensee's visual automation designs and assumes no responsibility or liability for equipment damage, operational interruption, factory downtime, or safety incidents resulting from faulty, cyclical, conflicting, or malformed user-defined rules. 6.7 Non-Safety Critical Use. THE SOFTWARE IS NOT DESIGNED, TESTED, CERTIFIED, OR INTENDED FOR USE IN SAFETY-CRITICAL, FAIL-SAFE, OR LIFE-CRITICAL ENVIRONMENTS, INCLUDING WEAPONS SYSTEMS, NUCLEAR CONTROL, AIR TRAFFIC CONTROL, MEDICAL LIFE SUPPORT, OR HAZARDOUS FACILITIES WHERE SOFTWARE ERRORS COULD DIRECTLY RESULT IN DEATH, PERSONAL INJURY, OR CATASTROPHIC ENVIRONMENTAL DAMAGE. ANY SUCH DEPLOYMENT IS UNDERTAKEN STRICTLY AT LICENSEE'S SOLE RISK. -------------------------------------------------------------------------------- SECTION 7 — LIMITATION OF LIABILITY -------------------------------------------------------------------------------- 7.1 Exclusion of Consequential Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LICENSOR, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, COMMERCIAL REVENUE, OPERATIONAL DOWNTIME, DATA LOSS, CORRUPTION OF TELEMETRY, BUSINESS INTERRUPTION, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 7.2 Aggregate Financial Cap. LICENSOR'S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS, DISPUTES, BREACHES, AND DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY LICENSEE TO LICENSOR FOR THE SPECIFIC LICENSED SOFTWARE GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE OCCURRENCE OF THE EVENT. 7.3 Statutory Mandatory Exceptions. The limitations and exclusions in this Section 7 shall not apply to liability resulting from Licensor's unlawful intent (Absicht) or gross negligence (grobe Fahrlässigkeit), death or personal injury caused by negligence or intent, or any other liability that cannot be waived or restricted under mandatory provisions of applicable Swiss law. -------------------------------------------------------------------------------- SECTION 8 — INDEMNIFICATION -------------------------------------------------------------------------------- 8.1 IP Indemnification by Licensor (Commercial Licenses Only). For active, paid Commercial Licenses, Licensor shall defend and indemnify Licensee against third-party judicial claims alleging that the unmodified Software infringes a valid third-party copyright, trade secret, or patent, provided Licensee: (a) Promptly notifies Licensor in writing upon learning of the claim; (b) Grants Licensor sole authority to manage the defense, litigation, and settlement negotiations; (c) Provides all reasonable assistance and cooperation requested by Licensor at Licensor's expense. 8.2 IP Exclusions. Licensor shall have no liability or indemnification obligation under Section 8.1 if the infringement claim arises from: (a) Unauthorized modifications or patching of the Software; (b) Combination or integration of the Software with hardware, platforms, plugins, or software not supplied by Licensor; (c) Use of an outdated or superseded binary build where the claim could have been avoided by adopting the latest conformity patch within the licensed version stream; (d) Custom logic, user-defined rules, or third-party plugins. 8.3 Licensee Indemnification. Licensee agrees to defend, indemnify, and hold harmless Licensor, its officers, directors, employees, and licensors from and against all third-party claims, liabilities, losses, damages, fines, and legal expenses (including reasonable attorneys' fees) arising out of or relating to: (a) Licensee's breach of this Agreement or unauthorized commercial distribution; (b) The operational deployment, field execution, and real-world behavior of Licensee's user-defined visual rules, automation logic, scripts, or protocol commands; (c) Violation of applicable industrial safety codes, physical security standards, or data protection laws by Licensee's software deployment. -------------------------------------------------------------------------------- SECTION 9 — TERM & TERMINATION -------------------------------------------------------------------------------- 9.1 Term. This Agreement commences upon the date Licensee first downloads, installs, or executes the Software and continues until terminated. 9.2 Termination for Cause. Either party may terminate this Agreement immediately upon written notice if the other party commits a material breach of this Agreement and fails to cure such breach within thirty (30) calendar days of receiving formal written notification. Material breaches include, without limitation, unauthorized commercial use under a Community License, circumvention of instance or seat limits, reverse engineering, non-payment of license fees, or violation of Section 4. 9.3 Effect of Termination. Upon termination of this Agreement for any reason: (a) All license grants and usage rights immediately cease; (b) Licensee must immediately cease executing the Software and delete, uninstall, and destroy all copies of the Software, license keys, and related materials in Licensee's possession or control; (c) License fees paid are non-refundable except as expressly provided under the conformity warranty in Section 6. 9.4 Survival. The provisions of Section 1 (Definitions), Section 4 (Intellectual Property), Section 6 (Warranty Disclaimer), Section 7 (Limitation of Liability), Section 8 (Indemnification), Section 9.3–9.4 (Effect of Termination), and Section 10 (General Provisions) shall survive termination or expiration of this Agreement. -------------------------------------------------------------------------------- SECTION 10 — GENERAL PROVISIONS -------------------------------------------------------------------------------- 10.1 Governing Law. This Agreement, and all matters arising out of or relating to it, shall be governed by and construed in accordance with the substantive laws of Switzerland (specifically the Swiss Code of Obligations), to the exclusion of its conflict-of-law principles and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). 10.2 Dispute Resolution & Jurisdiction. Any dispute, claim, or controversy arising out of or in connection with this Agreement, including its formation, validity, breach, or termination, shall be submitted to the exclusive jurisdiction of the competent ordinary courts having jurisdiction over Licensor's registered corporate seat in Lugano, Switzerland. The parties agree to attempt amicable, good-faith business negotiations prior to initiating formal litigation. 10.3 Export Control & Compliance. Licensee shall comply fully with all applicable international and national export control and trade sanctions laws, including the Swiss Goods Control Act (GKG / OSG), European Union export regulations, and United States export administration laws. Licensee warrants that Licensee is not located in, organized under, or operating within any territory subject to comprehensive sanctions or trade embargoes. 10.4 Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permissible, and the remaining provisions of this Agreement shall remain in full force and effect. 10.5 Entire Agreement & Amendments. This Agreement constitutes the complete, final, and exclusive understanding between Licensee and Licensor regarding the Software, superseding all prior oral or written agreements, negotiations, or purchase order terms. No modification or amendment of this Agreement shall be binding unless executed in writing by an authorized representative of Licensor. 10.6 Assignment. Licensee may not assign, sublicense, delegate, or transfer this Agreement or any rights granted hereunder without the prior written consent of Licensor. Licensor may freely assign or transfer its rights and obligations under this Agreement in connection with a corporate reorganization, merger, acquisition, or restructuring. 10.7 No Waiver. The failure of Licensor to enforce any provision or exercise any contractual right hereunder shall not constitute a waiver of that provision or right, nor shall it affect the validity of this Agreement. -------------------------------------------------------------------------------- SECTION 11 — CONTACT & NOTICES -------------------------------------------------------------------------------- For licensing inquiries, Commercial License purchases, plugin instance add-ons, or formal legal notices: e-clectic sa Via Carlo Frasca 10 6900 Lugano, Switzerland UID: CHE-105.447.283 Web: https://e-clectic.ch https://getuniflow.app https://uni-flow.ch