XALDON DEVELOPER LICENSE AGREEMENT (EVALUATION AND NON-PRODUCTION USE ONLY)

Last Updated: 27 April 2026

This xaldon Developer License Agreement (“Agreement”) is entered into between:

xaldon Technologies GmbH, with registered office at Albert-Einstein-Str. 2, 97080 Wuerzburg, Germany (“Licensor”),

and

the individual or legal entity accepting this Agreement (“Licensee”).

By downloading, installing, or using the Software, Licensee agrees to be bound by this Agreement.

1. DEFINITIONS

1.1 “Software”
Means the OpenDMA Adaptors, Enterprise Content Integration Server, APIs, libraries, documentation, and all related materials provided by Licensor.

1.2 “Non-Production Use”
Means use solely for internal evaluation, development, testing, prototyping, and demonstration purposes in a non-operational environment.

1.3 “Production Use”
Means any use of the Software:

• in a live or operational environment,
• with real or production data,
• to support internal business operations, or
• in connection with any commercial or revenue-generating activity.

2. LICENSE GRANT

2.1 Licensor grants Licensee a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:

• download and install the Software,
• use the Software and APIs,
• develop, test, and prototype applications,

solely for Non-Production Use.

2.2 The Software is provided free of charge under this Agreement.

2.3 No rights are granted for Production Use or commercial exploitation.

3. RESTRICTIONS

Licensee shall not:

3.1 Production Use
Use the Software for any Production Use.

3.2 Commercial Use
Use the Software for any commercial purpose, including providing services to third parties.

3.3 Distribution
Distribute, sublicense, rent, lease, or otherwise make the Software available to third parties.

3.4 Circumvention
Circumvent or attempt to circumvent technical restrictions or licensing mechanisms.

3.5 Reverse Engineering
Reverse engineer, decompile, or disassemble the Software, except to the limited extent permitted under §§ 69d, 69e German Copyright Act (UrhG).

3.6 Competitive Use
Use the Software to develop or offer a competing product or service.

3.7 Benchmark Disclosure
Publish performance or benchmark results without prior written consent of Licensor.

4. COMMERCIAL LICENSE REQUIREMENT

A separate commercial license agreement with Licensor is required if Licensee:

• uses the Software in Production Use,
• deploys the Software in any operational environment,
• embeds or distributes the Software,
• provides services to third parties using the Software, or
• derives direct or indirect commercial benefit from the Software.

5. INTELLECTUAL PROPERTY RIGHTS

5.1 The Software is licensed, not sold.

5.2 Licensor retains all rights, title, and interest in and to the Software, including all intellectual property rights.

5.3 This Agreement does not grant any ownership rights to Licensee.

6. OPEN SOURCE COMPONENTS

The Software may include or interact with components licensed under open source licenses.

Such components are subject to their respective licenses, which shall prevail with respect to those components.

7. NO SUPPORT OR MAINTENANCE

The Software is provided without any obligation for support, maintenance, updates, or upgrades.

8. WARRANTY

8.1 The Software is provided free of charge.

8.2 To the extent permitted by law, Licensor provides the Software without any warranty, in particular without warranty for:

• defects,
• fitness for a particular purpose,
• non-infringement.

8.3 Mandatory statutory rights remain unaffected.

9. LIABILITY

9.1 Licensor shall be liable without limitation:

• for intent (Vorsatz) and gross negligence (grobe Fahrlässigkeit),
• for injury to life, body, or health,
• under the German Product Liability Act (Produkthaftungsgesetz).

9.2 In cases of slight negligence (leichte Fahrlässigkeit), Licensor shall only be liable for breach of essential contractual obligations (Kardinalpflichten). In such case, liability is limited to foreseeable, typical damages.

9.3 Any further liability is excluded.

10. TERM AND TERMINATION

10.1 This Agreement becomes effective upon acceptance.

10.2 Licensor may terminate this Agreement at any time if Licensee breaches its terms.

10.3 Upon termination, Licensee shall:

• cease all use of the Software, and
• delete all copies.

11. AUDIT AND VERIFICATION

Licensor may request written confirmation from Licensee regarding compliance with this Agreement.

Licensee shall provide accurate and complete information upon reasonable request.

12. EXPORT CONTROL

Licensee shall comply with all applicable export control laws and regulations of the European Union and other applicable jurisdictions.

13. GOVERNING LAW AND JURISDICTION

13.1 This Agreement shall be governed by the laws of the Federal Republic of Germany.

13.2 If Licensee is a merchant (Kaufmann), legal entity under public law, or special fund under public law, the exclusive place of jurisdiction shall be the registered seat of Licensor.

14. SEVERABILITY

If any provision of this Agreement is or becomes invalid, the validity of the remaining provisions shall not be affected.

15. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties regarding the Software.

16. CONTACT

xaldon Technologies GmbH
Albert-Einstein-Str. 2
97080 Wuerzburg
Germany

xaldon.com

BY DOWNLOADING OR USING THE SOFTWARE, LICENSEE AGREES TO THIS AGREEMENT.