License and Maintenance Terms On-Premises DE

1          License terms

In general, a distinction is made between cronetworld, cronetwork and cronetwork Add-on which are described in greater detail in the IIG performance description:

1.1        License terms

1. IIG grants rights of use relating to cronetwork subject to the condition precedent of payment of the agreed remuneration. The rights of use are not exclusive and not transferable. A transfer of all or some rights of use to third parties shall require prior express written approval of IIG. Depending on the agreement, the rights of use shall be granted for a limited period against an ongoing annual usage fee or for an indefinite period against a one-off payment. Information as to whether the software is granted with or without a time limit as well as the license scope is included in the IIG commercial Terms and Conditions and the ongoing order confirmation. The customer shall obtain a right of use of cronetwork MES software for the merging and orchestration of the production-related software systems as described in the IIG performance description (intended use). Any intellectual property rights arising or having arisen in relation to the execution of an order (copyrighted works, resulting know-how, …) shall remain solely with IIG. The use of cronetwork shall be permitted only under the terms and data volumes agreed. The software shall be made available in the executable machine code. There shall be no entitlement to disclosure of the source code.

Any reproduction of cronetwork is prohibited.

This excludes the creation of a functioning complete copy of cronetwork for back-up purposes in a non-productive environment which may be turned into a productive environment in case of a malfunction. And the creation of a maximum of 2 functioning complete copies for test and development purposes. In case of SaaS, only 1 complete copy, a second must be bought in addition.

An additional training system can be purchased separately from Industrie Informatik. Product: cronetwork Campus. This training system is restricted to those modules which are also licensed in the production system. However, there is no restriction of the nominal number of licenses. The training system may only be used to train employees of the customer’s own company. In case of educational institutions, e.g. universities or technical universities, also for pupils and students. In any case, reproductive use, e.g. data collection, analysis, reporting, scheduling, etc. is prohibited.

The customer shall be obliged to take appropriate technical and organizational measures to ensure the intended use of cronetwork.

Cronetwork includes a program documentation of the cronetwork MES software in German and English as online documentation. IIG grants the customer the same rights to the documentation created for the customer (operator manual and program documentation) as to the cronetwork MES software.

2. cronetwork Add-on extends cronetwork with such products and services which are part of the Manufacturing Execution Platform cronetworld and include products and services manufactured by IIG or third-party manufacturers. For a description of the products, please see the IIG performance description.

cronetwork Add-on products are products by commercial third-party suppliers or Open-source software-based products which are subject to specific license provisions. Links to the content of the license provisions are included in the IIG performance description. Third-party software shall be provided “as is”. IIG makes no representations of any kind, either expressed or implied (including, but not limited to, merchantability, fitness for a particular purpose or non-violation of third-party rights) in respect of any third-party software.

In the case of third-party products, availability, license model and scope of performance of new releases are based on the manufacturer and the release in the IIG release timeline.

3. cronetwork MES (Manufacturing Execution System) software is a product and property of Industrie Informatik GmbH (IIG). cronetwork can include parts the rights of which are held by third parties. In such cases, the required rights shall also be transferred to you. In addition, cronetwork also contains Open Source software, especially within the framework of the program libraries, to which Open Source licenses, particularly the Apache license (http://www.apache.org/licenses/LICENSE-2.0.html) and the LGPL License (http://www.gnu.org/licenses/lgpl-3.0.html) are applicable.
4. Licensing of the Oracle ESL software is linked to the use of cronetwork and not permitted with the operation of other applications. A later upgrade of the database software to other Oracle licensing models is not intended. Accessing the Oracle database shall only be permitted via interfaces made available by IIG. A summary of the other license provisions is included in point ORACLE embedded in the IIG performance description or at https://www.industrieinformatik.com/oracle-lizenz-und-wartungsvereinbarung/).

The invoice for the respective cronetwork licenses shall always include invoices for the required Oracle embedded licenses. All prices, terms and conditions with respect to Oracle are always based on the specifications by Oracle in force from time to time!

5. IIG’s liability for any damage resulting from gross negligence on the part of IIG and its agents is limited to the sum of the annual maintenance fees as specified in the Order confirmation for maintenance (AB-W, Auftragsbestätigung für Wartung). Any further claims for damages are excluded.

Any complaints about any defects must be made immediately by the customer, in writing or in text form, clearly specified and marked as a “complaint”. The existence of defects must be verified by the customer. The assumption that the item was already faulty upon delivery shall not apply (§ 924 ABGB). In case of warranty, IIG shall be entitled to determine the type of warranty (rectification, exchange, price reduction, annulment) itself.

6. Licensing is subject to continuous review, protecting the customer from possible license violations and is safeguarded either automatically or manually. In addition, IIG shall be entitled to audit and review the scope and number of licenses provided.
7. The license provisions must be adhered to. If the license provisions are violated, the license agreement and thus the right to use the software shall cease. Customers shall be obliged to destroy all copies of the software and documentation or to return them to IIG. IIG can, but shall not be obliged to, where a violation against the license provisions is identified, inform the customer and grant a period of 30 days to remedy the violation.

2          Maintenance terms for license purchase (On-Premises)

Agreement terms to the software maintenance agreement (as of 09.01.2023)

The following maintenance terms for license purchase (On-premises) shall apply for all existing maintenance agreements from the date displayed above. This excludes any other commercial agreements.

2.1        Object of the agreement

The object of the agreement is the maintenance of the software provided to the customer by IIG as well as the right to use the hotline.

The maintenance agreement is only valid in connection with a license agreement which has been validly concluded with respect to the scope and number of acquired licenses. The scope is shown in the order confirmation for maintenance (AB-W) (license code).

2.2        Scope of services

Under the maintenance, the following services are provided to the customer by IIG against payment of the corresponding maintenance charge:

2.2.1      Update and release

IIG shall periodically update the cronetwork software and documentation provided to the customer to the latest released version by supplying software add-ons or corrections. Software add-ons contain the solutions of known software issues as well as functional advancements. The latest versions are made available via download.

The customer shall be responsible for installing the software add-ons and corrections supplied by IIG. IIG shall provide advice (for a fee). If requested by the customer and against separate charge, IIG can carry out the installation.

Any necessary training in connection with the adoption and integration of the software add-ons can be booked through the cronetwork Academy.

The “End of error correction support” of the respective cronetwork release is displayed in the IIG Release timeline and usually spans 3 to 5 years.

With respect to cronetwork add-on products, availability and scope of services of new releases are in accordance with the manufacturer and the release in the IIG Release timeline.

2.2.2      Release-ready

A crucial advantage is IIG’s unique release philosophy which offers investment protection for the following product categories under the conditions described below:

cronetwork

IIG shall update the cronetwork software and documentation provided to the customer periodically through software add-ons or corrections – as described in 2.2.1 – to the latest released version.

IIG reserves the right to discontinue or replace individual cronetwork technologies or functions. These are marked as “deprecated”. To enable the transition, these cronetwork technologies or functions shall be made available for at least two further major releases.

If a solution used by the customer is affected by the discontinuation, it shall be made available again with a new function or technology, as far as possible. (e.g. ORACLE Discoverer was replaced with cronetwork PIDO)

The changeover is the customer’s responsibility, IIG is prepared, in these cases (where technically possible) to offer individual, chargeable support.

In case of a release change of cronetwork, the customer himself is responsible for tests and adjustments of client-specific customizing (parameterizations, portals, …). IIG is prepared to offer individual, chargeable support.

cronetwork add-on

cronetwork add-on products are products by commercial third-party providers or Open-source software-based products. With respect to cronetwork add-on products, availability and scope of services of new releases are in accordance with the manufacturer and the release in the IIG Release timeline. (See Annex 2 Point 2.3 for details) The releasability of the cronetwork add-on products is the responsibility of the respective manufacturers.

As far as possible, IIG shall keep the interfaces to new versions of add-on products compatible and provide analog functions in case of any necessary technology or manufacturer changes with new technologies or products. The adoption of solutions parameterized at the customer into new versions of add-on products is the responsibility of the respective manufacturers.

IIG reserves the right to discontinue or replace individual technologies or functions of add-on products or entire add-on products. These are marked as “deprecated”. To enable the transition, we will support these products, technologies or functions of add-on products for at least two further cronetwork major releases.

If a technology, function or an entire add-on product is affected by the discontinuation, it shall be made available again with a new function or technology, as far as possible. The changeover is the customer’s responsibility, IIG is prepared, in these cases (where technically possible) to offer individual, chargeable support.

In case of a release change of cronetwork or a cronetwork add-on product, the customer shall therefore also be responsible himself for adjustments and tests of individual solutions created individually for or by the customer with cronetwork add-on products such as Jasper reports, VisionX programs, Orchestra scenarios, etc. However, IIG is prepared, in these cases (where technically possible) to offer individual, chargeable support.

2.2.3      Telephone support

IIG shall support the customer’s user qualified within the context of the cronetwork Academy in case of any occurring questions relating to the use of the programs and shall quickly assist in finding solutions.

Available on weekdays from Monday to Friday 06:00 am to 6:00 pm.

Excluded holidays
New Year’s Day          01.01.
Easter Monday           varies (e.g. 04.10.2023)
Labor Day                    05.01.
Ascension Day            varies (e.g. 05.18.2023)
Whit Monday              varies (e.g. 05.29.2023)
Corpus Christi             varies (e.g. 06.08.2023)
All Saints’ Day            11.01.
Christmas Eve            12.24.
Christmas Day            12.25.
2. Boxing Day              12.26.
New Year’s Eve          12.31.

The hotline can be reached under:

Austria:               +43 732 6978-11

Germany:            +49 7642 4971-11

And by e-mail under hotline@industrieinformatik.com or the Service Desk

In order to be able to provide effective phone support, IIG requires the customer to provide an exact description of the way the determined errors manifest themselves. The error must be reproducible.

The provision of the hotline is included in this agreement. The hotline support (telephone, e-mail, remote maintenance) itself is chargeable. Billing occurs quarterly at cost at the current hourly rate.

In case of queries relating to program errors in connection with contractual programs, this support is free of charge. Program errors can be clearly identified by the fact that they can only be fixed by the provision of program corrections. The customer shall be responsible for the download, installation, etc. of these software corrections.

2.2.4      Remote maintenance

The customer is obliged to provide an efficient internet connection.

The provision of trained personnel for the remote maintenance shall be included in this agreement. The remote maintenance itself shall be chargeable, as well as the work required for the requested technical and organizational measures to manage and create the remote connection. We recommend the remote control software provided by IIG. Billing occurs quarterly at cost at the current hourly rate.

2.3        Liability and warranty

1. The customer shall be responsible for performing ongoing, current and error-free data backup.
2. This shall apply in particular before installing an update or release supplied by IIG or before implementing advice given by IIG within the framework of this agreement.
3. IIG’s liability for each individual event of damage shall be limited to 50% of the sum of the maintenance fees due in the course of one year. IIG shall not be liable for any damage resulting from slight negligence on the part of IIG and its agents.
4. Furthermore, compensation of the customer’s expenses for recovering lost data in the event of loss, erroneous imports, damage or deletion of data storage mediums, files or programs, shall be also be excluded.
5. Further claims for compensation by the customer shall be excluded.

2.4        Maintenance fee

The maintenance fee shall be payable yearly in advance. In the event of a phased introduction or subsequent extensions, the maintenance due dates are adapted to the first premium due date.

2.5        Term of agreement

The maintenance agreement shall be in force for at least 2 years from the date of its conclusion and shall automatically be renewed by a further year in each case, unless the maintenance agreement is terminated by one of the contractual parties by registered letter at least 3 months prior to expiry.

2.6        Change of maintenance fee

IIG shall be entitled to adjust the maintenance fee once annually.

The value adjustment is currently based on the HVPI 2015 which is published monthly by Statistisches Bundesamt. In this respect, the starting figure for this value protection shall be the index number published for the month of the conclusion of this agreement.

The maintenance fee shall be adjusted once a year with effect from the start of the new maintenance period. The basis for this is the monthly index figure last finally announced at the time the document is issued (e.g. quotation or acceptance) for the maintenance fees. This index figure is compared with the index figure for the same month of the previous year, plus 2.9% for the product enhancements covered by the maintenance contract.

In the event that the HVPI 2015 =100 is no longer published, the value protection shall be calculated on the basis of such index which succeeds the HVPI 2015 or which most closely corresponds with it.

2.7        Miscellaneous

1. IIG’s obligations in connection with this maintenance agreement shall lapse in case of unauthorized modifications of the programs and/or database by the customer and in case of late payments. Furthermore, the agreement shall automatically terminate upon commencement of insolvency proceedings against the customer.
2. Any rights and obligations of the customer in connection with this agreement may only be transferred with the written approval of IIG.
3. Any changes and additions to this agreement shall only be effective in writing. This also applies to any changes or the revocation of this clause. There are no verbal ancillary agreements.
4. Offsetting of counterclaims/receivables is prohibited.
5. For any other deliveries and services which IIG renders in addition to its contractual obligations, the provisions and liability limitations shall also apply, where applicable, even if not expressly indicated.
6. If individual provisions of this agreement shall become ineffective, the validity of the remaining provisions shall remain unaffected. The contractual partners will, in this case, replace the invalid provision by another which permissibly comes closest to the economic intention of the omitted provision.
7. For Germany: The court of jurisdiction for all disputes arising out of or in connection with this agreement shall, at the option of IIG, be Freiburg. This agreement is subject to the laws of German, the UN Sales Convention does not apply.

3          Operation and services

There are 2 types of operation of cronetwork and cronetworld which are substantially different as shown in the following chart.

Illustration: Overview on-premises or cronetworld Cloud Operation

The following sections describe the On-premises option.

3.1        Operation by the customer (On-Premises)

The customer shall assume sole responsibility for the operation and provision of the required infrastructure, including the operating system.

The cronetwork software user rights are granted for an unlimited period against a one-off payment (purchase of the software license) and a maintenance agreement is concluded for the software maintenance, which means the customer also secures not only the software advancement but also the IIG’s support readiness.

3.1.1        Hardware and system requirements

3.1.1.1        General

It should be emphasized that the development strategies for our products is focused on the use of basis technology of the market leaders and the waiver of proprietary systems. This means best possible investment protection, high availability and best serviceability of their hardware infrastructure.

cronetwork is structured in a 3-stage architecture with Java technology in all shifts. This makes the system ideal for an almost maintenance-free and service-oriented operation in large networks.

This has some major advantages:

• Minimum maintenance expenditure in the Client through the use of browser technology and Java.
• Further savings are possible owing to the elimination of local servers in different environments such as branch offices or subsidiaries.
• All forms and reports, including the module PIDO, can be operated as a browser application without a special runtime environment and with unlimited functionality in the entire network.

Essentially, the following points should be observed for the correct dimensioning of the hardware resources required for cronetwork:

• Quantity structure for simultaneous users, billable persons and reporting rate
• Your expansion plans in relation to cronetwork in the next 1-3 years from real time operation
• Requirement for the availability and reliability of the system

The exact dimensioning of the computer resources occurs as part of the scheduling board.

3.1.1.2        Server hardware and operating system

The platform currently favored by our customers is Windows Server (x86 and x64).

Many of our customers use cronetwork in virtual environments (test and production systems).

If you want to use an existing system, we will be happy to support you in verifying if your hardware meets the requirements.

Our customers usually use branded servers from local distributors, each with support and repair contracts meeting the requirements.

Our software technology provides the customer with several options to operate the MES software in a fail-safe and scalable manner. IIG will be happy to support the customer in selecting the most suitable option.

Note: When selection the server hardware, particular attention must be paid to the suitability for the operation of the database application. Important parameters for database servers include data throughput and IOPS.

3.1.1.3        Dimensioning recommendation

IIG will be happy to calculate for the customer the dimensioning recommendations for application and database servers and certain work center types, e.g. BDE terminals or scheduling places.

To enable us to do this, we will require the key data of the planned use which our employee will be happy to discuss with you.

3.1.2        Available service options for On-Premises

The following options can be commissioned separately after quotation.

3.1.2.1        cronetwork monitoring service

In addition to the maintenance agreement, IIG optionally offers a quarterly monitoring service which will be carried out by remotely by IIG.

• Scope
  Quarterly preventative monitoring (monitoring of log data, free storage, processes, statistical information, etc.).
  Monitoring report and, if required, suggested preventive measures.
• Requirement
  Existing maintenance agreement and activated cronetwork monitoring (see chapter 2.2.1).

The minimum duration is 24 months. Afterwards autom. extension by 12 months, termination 6 months before expiry.

The prices are included in the price guidelines in Annex 4.

3.1.2.2        cronetwork SLA – reaction time 1h

In addition to the maintenance agreement, IIG optionally offers a guaranteed reaction time for high-priority cronetwork inquiries.

• Availability period
  Within the hotline times.
• Scope
  Fault processing of high-priority issues by our service desk. (No processing of medium- or low-priority inquiries and no inquiries relating to schedulable tasks, e.g. updates, installations, etc.)
• Reaction time
  60 minutes until the service request has been created and prioritized.
  (performance is created service request)
• Solution time
  For high-priority, the troubleshooting is initiated immediately. The envisaged resolution time is 4 to 8h.
• Requirement
  Existing maintenance agreement and cronetwork monitoring (see chapter 2.2.1).

The minimum duration is 24 months. Afterwards autom. extension by 12 months, termination 6 months before expiry.

The prices are included in the price guidelines in Annex 4.

3.1.2.3        cronetwork SLA – 24/7 fault service

In addition to the maintenance agreement, IIG optionally offers a 24/7 fault service for high-priority issues.

• Availability period
  Monday through Sunday from midnight to midnight and only outside of the hotline time
• Scope
  Fault processing of high-priority issues by IIG service desk. (No processing of medium- or low-priority inquiries and no inquiries relating to schedulable tasks, e.g. updates, installations, etc.)
• Reaction time
  60 minutes until the service request has been created and prioritized.
  (performance is created service request)
• Solution time
  For high-priority, the troubleshooting is initiated immediately. The envisaged resolution time is 2 to 4h.
• Agreement duration
  24 months, afterwards, autom. extension by 12 months, termination 6 months before expiry.
• Reporting
  Service requests are recorded and transmitted along with the quarterly billing.
• Requirement
  Existing maintenance agreement and cronetwork monitoring (see chapter 2.2.1).
• Billing of service: at cost, with 50% surcharge on hourly hotline rate, in all cases irrespective of the originator and the fact that the service time is outside of the regular hotline time.

The minimum duration is 24 months. Afterwards autom. extension by 12 months, termination 6 months before expiry.

The prices are included in the price guidelines in Annex 4.

3.1.2.4        cronetwork Source code filing (Escrow)

Upon request, a source code escrow of the cronetwork MES software with an independent body can be arranged at an annual charge. This solution ensures the depositing of the source code and documentation and simultaneously maintains IIG’s copyright.