1. ACCEPTANCE OF TERMS

BY DOWNLOADING, INSTALLING, COPYING, OR OTHERWISE USING MODBUS MONITOR XPF SOFTWARE (“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 THESE TERMS, DO NOT DOWNLOAD, INSTALL, OR USE THE SOFTWARE.

If You are accepting this Agreement on behalf of a company, organization, or other legal entity, You represent and warrant that You have the authority to bind such entity to this Agreement.

2. DEFINITIONS

“Software” means Modbus Monitor XPF, the primary application licensed under this Agreement, including all updates, upgrades, patches, documentation, and related materials.

“Add-on” means optional supplemental software modules that extend the functionality of the Software, including but not limited to:

• HMI Basic Add-on — Development-only HMI features with read-only widgets
• HMI Pro Add-on — Development-only HMI features with write-capable widgets
• HMI Enterprise Add-on — Runtime/Production license for HMI features
• MQTT Connector Add-on — MQTT protocol integration
• ThingSpeak Connector Add-on — ThingSpeak cloud integration
• Any future modules released by Quantum Bit Solutions

“Commercial Use” means use of the Software or Add-ons in connection with any business activity or revenue-generating purpose.

“Development License” means Add-on licenses (HMI Basic, HMI Pro) restricted to development, testing, evaluation, and training purposes only. Development Licenses are NOT authorized for production or commercial deployment.

“Runtime License” or “Production License” means the HMI Enterprise Add-on license that grants rights to deploy in commercial and production environments.

“Device” means a single computer, workstation, or virtual machine.

“HMI Features” means Human-Machine Interface functionality including dashboards, widgets, controls, and visualization components provided by HMI Add-ons.

“Production Environment” means any system used for commercial operations, manufacturing, process control, or equipment monitoring in live operational settings.

3. LICENSE GRANT

3.1 General License

Subject to the terms of this Agreement and payment of applicable fees, Quantum Bit Solutions, LLC grants You a limited, non-exclusive, non-transferable, revocable license to use the Software in accordance with your purchased License Tier.

3.2 Software License (Modbus Monitor XPF)

The Software license grants You the right to:

• Install and use Modbus Monitor XPF on devices under Your control
• Use core Modbus communication features (read/write registers, coils)
• Monitor Modbus TCP and RTU devices
• Log and export data for personal or internal business use
• Use the Software for commercial purposes

3.3 Add-on Licenses

Add-ons extend the functionality of the Software and are licensed separately. Each Add-on is subject to its own license type as described below.

4. LICENSE RESTRICTIONS

You shall NOT:

1. Copy, reproduce, distribute, publish, or create derivative works of the Software except as expressly permitted herein;
2. Modify, translate, adapt, reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software;
3. Remove, alter, or obscure any proprietary notices, labels, or marks on the Software;
4. Rent, lease, lend, sell, sublicense, assign, or transfer the Software or Your rights under this Agreement;
5. Use the Software to develop competing products or services;
6. Use Development License Add-ons (HMI Basic/HMI Pro) in production environments, commercial deployments, or systems controlling equipment;
7. Circumvent, disable, or interfere with any license management, security, or copy protection features;
8. Use the Software in violation of any applicable laws, regulations, or third-party rights;
9. Use the Software in any manner that could damage, disable, overburden, or impair any Quantum Bit Solutions systems or networks.

5. INTELLECTUAL PROPERTY

5.1 Ownership

The Software and all Add-ons are licensed, not sold. Quantum Bit Solutions, LLC retains all right, title, and interest in and to the Software and Add-ons, including all intellectual property rights therein. This Agreement does not grant You any ownership rights to the Software or Add-ons.

5.2 Feedback

Any suggestions, ideas, enhancement requests, or other feedback You provide regarding the Software or Add-ons (“Feedback”) shall become the property of Quantum Bit Solutions, LLC. You hereby assign all rights in such Feedback to Quantum Bit Solutions, LLC.

6. UPDATES AND SUPPORT

6.1 Updates

Quantum Bit Solutions may, at its sole discretion, provide updates, upgrades, patches, or new versions of the Software. Such updates may be automatic or require manual installation. All updates are subject to this Agreement unless accompanied by a separate license agreement.

6.2 Support

Support services, if any, will be provided in accordance with Quantum Bit Solutions’ then-current support policies. Enterprise License holders receive priority support.

6.3 Discontinuation

Quantum Bit Solutions reserves the right to discontinue the Software or any features at any time without liability to You.

7. INDUSTRIAL USE AND SAFETY REQUIREMENTS

7.1 Industrial Use Acknowledgment

If You use the Software in industrial, manufacturing, process control, or equipment monitoring applications, You acknowledge and agree that:

1. The Software is NOT designed or intended to be used as a safety system, safety device, or safety-critical component;
2. You shall NEVER rely solely on the Software for equipment control, process safety, or personnel protection;
3. Software failures, bugs, crashes, communication errors, and malfunctions WILL occur;
4. You are solely responsible for all consequences of using the Software in industrial environments.

7.2 Mandatory Safety Requirements

ALL USERS deploying the Software in industrial or equipment control applications MUST:

1. Implement independent, safety-rated control systems including but not limited to:
   • Emergency stop (E-stop) circuits
   • Safety-rated PLCs or safety relays
   • Hardware interlocks
   • Watchdog timers
   • Redundant control systems
2. Never use the Software as the sole means of:
   • Equipment control
   • Process shutdown
   • Personnel protection
   • Hazardous operation monitoring
3. Comply with all applicable safety standards and regulations including but not limited to:
   • OSHA regulations (29 CFR 1910)
   • IEC 61508 (Functional Safety)
   • IEC 62443 (Industrial Cybersecurity)
   • NFPA 79 (Electrical Standard for Industrial Machinery)
   • Local and national electrical and safety codes
4. Conduct thorough validation and testing in safe, non-production environments before any production deployment;
5. Provide proper training for all operators and personnel;
6. Maintain comprehensive documentation of safety systems and procedures;
7. Implement proper backup and fail-safe mechanisms for all critical operations.

7.4 HMI Enterprise Add-on (Runtime License) Production Requirements

HMI ENTERPRISE ADD-ON (RUNTIME LICENSE) HOLDERS deploying in production environments acknowledge that:

1. Production use is authorized ONLY when all safety requirements in Section 7.2 are fully implemented;
2. You assume ALL RISK associated with production deployment;
3. Quantum Bit Solutions assumes NO LIABILITY for equipment damage, production downtime, injuries, deaths, or any other consequences of production use;
4. You shall indemnify Quantum Bit Solutions against all claims arising from Your production use.

8. DISCLAIMER OF WARRANTIES

8.1 “AS IS” Provision

THE SOFTWARE IS PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” WITHOUT WARRANTY OF ANY KIND.

8.2 Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, QUANTUM BIT SOLUTIONS, LLC EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO:

1. IMPLIED WARRANTIES OF MERCHANTABILITY;
2. FITNESS FOR A PARTICULAR PURPOSE;
3. NON-INFRINGEMENT;
4. TITLE;
5. ACCURACY, RELIABILITY, OR COMPLETENESS;
6. QUIET ENJOYMENT;
7. INTEGRATION;
8. THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

8.3 No Safety Warranty

QUANTUM BIT SOLUTIONS MAKES NO WARRANTY THAT THE SOFTWARE IS SUITABLE FOR SAFETY-CRITICAL APPLICATIONS, INDUSTRIAL CONTROL, EQUIPMENT MONITORING, OR ANY USE WHERE FAILURE COULD RESULT IN PERSONAL INJURY, DEATH, PROPERTY DAMAGE, OR FINANCIAL LOSS.

8.4 Third-Party Components

The Software may include third-party components subject to separate license terms. Such components are provided “AS IS” without warranty by Quantum Bit Solutions.

9. LIMITATION OF LIABILITY

9.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL QUANTUM BIT SOLUTIONS, LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR AFFILIATES BE LIABLE FOR ANY:

1. INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
2. LOSS OF PROFITS, REVENUE, BUSINESS, OR ANTICIPATED SAVINGS;
3. LOSS OF DATA OR DATA CORRUPTION;
4. BUSINESS INTERRUPTION OR PRODUCTION DOWNTIME;
5. EQUIPMENT DAMAGE OR DESTRUCTION;
6. PERSONAL INJURY OR DEATH;
7. PROPERTY DAMAGE;
8. COST OF SUBSTITUTE GOODS OR SERVICES;
9. REGULATORY FINES OR PENALTIES;
10. ANY OTHER DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT OR THE SOFTWARE;

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF QUANTUM BIT SOLUTIONS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2 Maximum Liability Cap

IN NO EVENT SHALL QUANTUM BIT SOLUTIONS’ TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT EXCEED THE TOTAL AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE AND ANY ADD-ONS.

9.3 Essential Basis of Bargain

You acknowledge that the limitations of liability in this Section reflect a reasonable allocation of risk and are a fundamental part of the basis of the bargain between the parties. Quantum Bit Solutions would not provide the Software without these limitations.

9.4 Jurisdictional Variations

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, the liability of Quantum Bit Solutions shall be limited to the maximum extent permitted by law.

10. INDEMNIFICATION

10.1 Your Indemnification Obligations

You agree to defend, indemnify, and hold harmless Quantum Bit Solutions, LLC, its officers, directors, employees, agents, licensors, and affiliates from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

1. Your use of the Software;
2. Your violation of this Agreement;
3. Your violation of any applicable law, regulation, or third-party right;
4. Your deployment of the Software in production or industrial environments;
5. Any claims related to equipment damage, personal injury, property damage, or other harm allegedly caused by or related to Your use of the Software;
6. Your failure to implement proper safety systems as required by this Agreement.

10.2 Survival

This indemnification obligation shall survive termination of this Agreement.

11. TERMINATION

11.1 Term

This Agreement is effective from the date You first download, install, or use the Software and continues until terminated.

11.2 Termination by You

You may terminate this Agreement at any time by:

1. Deleting all copies of the Software from all devices; and
2. Destroying all related documentation and materials.

11.3 Termination by Quantum Bit Solutions

Quantum Bit Solutions may terminate this Agreement immediately, without notice, if You:

1. Breach any term of this Agreement;
2. Use the Software in a manner that creates legal risk or liability;
3. Fail to pay applicable license fees.

11.4 Effect of Termination

Upon termination:

1. All license rights granted hereunder immediately cease;
2. You must immediately stop using the Software;
3. You must delete or destroy all copies of the Software;
4. Sections 5, 7, 8, 9, 10, 12, 13, and 14 shall survive termination.

11.5 No Refund

Unless otherwise required by applicable law, license fees are non-refundable upon termination.

12. DISPUTE RESOLUTION AND ARBITRATION

12.1 Informal Resolution

Before initiating any formal dispute resolution, You agree to contact Quantum Bit Solutions at [email protected] and attempt to resolve the dispute informally for at least thirty (30) days.

12.2 Binding Arbitration

ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE SHALL BE RESOLVED BY BINDING ARBITRATION administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules.

12.3 Arbitration Terms

1. Location: Arbitration shall take place in Wake County, North Carolina, United States, unless the parties mutually agree to a different location.
2. Arbitrator: The arbitration shall be conducted by a single arbitrator selected in accordance with AAA rules.
3. Language: The arbitration shall be conducted in English.
4. Confidentiality: All arbitration proceedings, including filings, evidence, and awards, shall be confidential.
5. Award: The arbitrator’s award shall be final and binding. Judgment on the award may be entered in any court of competent jurisdiction.
6. Fees: Each party shall bear its own costs and attorneys’ fees, unless the arbitrator determines otherwise.

12.4 Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

12.5 Small Claims Exception

Notwithstanding the above, either party may bring an individual action in small claims court if the claim qualifies.

12.6 Injunctive Relief

Quantum Bit Solutions may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights.

13. GOVERNING LAW AND JURISDICTION

13.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina, United States, without regard to its conflict of law principles.

13.2 Venue

Subject to the arbitration provisions in Section 12, any legal action or proceeding relating to this Agreement shall be instituted exclusively in the state or federal courts located in Wake County, North Carolina, United States.

13.3 Consent to Jurisdiction

You hereby consent to the exclusive jurisdiction of such courts and waive any objection to venue.

14. GENERAL PROVISIONS

14.1 Entire Agreement

This Agreement constitutes the entire agreement between You and Quantum Bit Solutions regarding the Software and supersedes all prior and contemporaneous agreements, representations, and understandings.

14.2 Amendment

Quantum Bit Solutions reserves the right to modify this Agreement at any time. Material changes will be communicated through the Software or via the email address associated with Your account. Continued use of the Software after such modifications constitutes acceptance of the revised Agreement.

14.3 Waiver

The failure of Quantum Bit Solutions to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.

14.4 Severability

If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

14.5 Assignment

You may not assign or transfer this Agreement or any rights hereunder without the prior written consent of Quantum Bit Solutions. Quantum Bit Solutions may assign this Agreement without restriction.

14.6 Force Majeure

Quantum Bit Solutions shall not be liable for any failure or delay in performance due to causes beyond its reasonable control.

14.7 Export Compliance

You may not export or re-export the Software or any copy or adaptation in violation of any applicable laws or regulations. By accepting this Agreement, You confirm that You are:

1. Not located in (or a national resident of) any country under U.S. economic embargo, including but not limited to: Cuba, Iran, North Korea, Russia, and Syria (this list is subject to change);
2. Not identified on any U.S. Department of Commerce Denied Persons List, Entity List, or Treasury Department Designated Nationals exclusion list;
3. Not directly or indirectly involved in the development or production of nuclear, chemical, or biological weapons, or in missile technology programs as specified in the U.S. Export Administration Regulations (15 CFR 744).

The Software, technology, or services provided under this Agreement may not be exported, re-exported, transferred, or downloaded to persons or entities listed on the above exclusion lists, or to parties directly or indirectly involved in prohibited weapons programs.

14.8 U.S. Government Restricted Rights

The Software and documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subdivision (b)(3)(ii) of the Rights in Technical Data and Computer Software clause at 252.227-7013. The Software is a “commercial item” as defined in 48 C.F.R. § 2.101. If You are a U.S. Government end user, Your rights are limited to those provided in this Agreement.

14.9 Limitation of Time to File Claims

Any cause of action or claim You may have arising out of or relating to this Agreement or the Software must be commenced within ONE (1) YEAR after the cause of action accrues. Otherwise, such cause of action or claim is permanently barred.

14.10 Notices

Notices to Quantum Bit Solutions shall be sent to:

Quantum Bit Solutions, LLC
4030 Wake Forest Rd
Raleigh, NC 27609-0010, United States
Email: [email protected]

14.11 Language

This Agreement is drafted in English. If this Agreement is translated into any other language, the English version shall control.

15. CONTACT INFORMATION

Modbus Monitor XPF EULA