SNMP4J-AgentX LICENSE AGREEMENT 
===============================

THIS LICENSE AGREEMENT (this "Agreement") is  made effective as of the date  the
product is  installed by and between (i) Frank Fock, the author of SNMP4J-AgentX
("LICENSOR") and the party executing this Agreement as Licensee ("LICENSEE").


1. DEFINITIONS.

1.1  The  term  "Software Product"  means  Frank  Fock's SNMP4J-AgentX  computer
software (including  Source Code,  derived Object  Code, and  derived Executable
Code  as defined  in Section 1.3,  1.4, and 1.5)  and documentation thereof,  as
specified in Exhibit A,  that is  provided by  LICENSOR to  LICENSEE  hereunder,
including bug fixes and updates   thereto provided by  LICENSOR to  LICENSEE  in
connection with this Agreement. The  term "derived" in the above  context refers
to the process  of creating machine  executable  code from   the original Source
Code only.   It  does  not refer   to amendment  or alteration   of the original
Source Code by LICENSOR or any third party.

1.2  The  term "Intellectual  Property  Rights" means  patent  rights, copyright
rights, trade secret rights, and any other intellectual property rights.

1.3 The  term "Executable  Code" is  a fully  compiled and  linked program  that
contains any code derived from the Software Product. It can no longer be altered
or combined with any  other code. Executable code  is ready to be  executed by a
computer and  is essentially  a complete  software image  for use  in a specific
product. 

1.4 The term "Object Code" is any compiled version of the Software Product  that
can be linked and therefore combined with other code to create Executable  Code.
Examples  of  Object  Code  are  libraries  and  software  development  kits, in
particular SNMP agent development kits. 

1.5 The term "Source Code" is  the human readable form of the  Software Product,
as specified in Exhibit A.

1.6  Documentation  means  the  documentation  regarding  the  Software  Product
provided by LICENSOR to LICENSEE hereunder.

1.7 The term "Site"  is a specific location (i.e. at a single postal address) at
which  employees or contractors  of LICENSEE  utilize  the  Software Product  to
perform development services on behalf of LICENSEE and for no other entity.


2. GRANT OF LICENSE.

2.1 Source  Code Site  License.  Subject  to the  terms and  conditions of  this
Agreement, and upon payment by LICENSEE to LICENSOR of the one-time license  fee
set  forth in  Addendum A,  LICENSOR grants  LICENSEE a  perpetual (subject   to
termination rights  in Section  6), non-exclusive,  non-transferable license  to
reproduce, use,   modify,  or   have  modified   by a   third  party  contractor
(modifications  in  accordance to  Section  2.6) subject   to  a confidentiality
agreement  no   less restrictive  than   this Agreement,  the   Source Code  for
internal  use  only, for the sole  purpose  of  developing  AgentX-enabled  SNMP
agents at  the Site  (hereafter "Licensed  Site") specified  by LICENSEE  during
license purchase. Additionally,  LICENSEE's contractors and  employees reporting
directly and only to managers at the  Licensed Site, such as telecommuters,  may
use the Software Product at  remote locations. Off-site employees re-porting  in
any way to managers at their location are not covered under this Site License.

2.2 Except as  specified in 2.1,  neither the Software  Product Source Code  nor
Object Code derived  from the Software  Product may be  redistributed or resold.
Executable Code programs derived from the Software Product may be  redistributed
and  resold  without limitation  and   without royalty,  provided  that LICENSEE
added  significant functionality  to those  derived  Executable  Code  programs.
Functionality in this context refers to the program's behavior, not appearance.

2.3  No Sublicense  Right.  LICENSEE  has no  right to  transfer, or  sublicense
the Software Product to any third party,  except as specified in  2.2 and except
if the third party takes over the business of LICENSEE related to the use of the
Software Product.

2.4  Other Restrictions  in License  Grants.  LICENSEE  may not:  (i) copy   the
Software Product, except as necessary to use the Software Product in  accordance
with the license granted under Section 2.1 and 2.2, and except for a  reasonable
number of backup copies. (ii) LICENSEE acknowledges that the Software Product is
not  designed  or intended  for use in the  design, construction,  operation  or 
maintenance of any nuclear facility.

2.5 No Trademark License. LICENSEE has no right or license to use any  trademark
of LICENSOR during or after the term of this Agreement.

2.6 Proprietary Notices.  The Software Product is copyrighted.  All  proprietary
notices  incorporated in,  marked on,  or affixed  to the  Software  Product  by
LICENSOR shall be duplicated by LICENSEE on all copies, in whole or in part,  in
any form  of the  Software Product  Source and Object Code and  not be  altered, 
removed, or obliterated on such copies.

2.7  Reservation.  LICENSOR reserves all  rights and  licenses  to the  Software
Product not expressly granted to LICENSEE under this Agreement.

2.8 Delivery.  Upon execution of this Agreement, and payment of the amounts  due
and owing under this Agreement, LICENSOR will provide LICENSEE with one (1) copy
of the Software Product by downloading from LICENSOR's Web site.



3. WARRANTY.

3.1. LICENSOR warrants to  LICENSEE that for a  period of one year from the date
of purchase,  as  evidenced  by a   copy of  the   receipt,  the media  on which
software   is furnished  (if any)  will be  free of  defects  in  materials  and
workmanship  under normal use.  Except for  the  foregoing,  Software Product is
provided  "AS IS".  LICENSEE exclusive  remedy and LICENSOR's entire   liability
under this limited warranty will be to refund the fee paid for Software Product. 
Any implied  warranties  on the Software Product  are limited  to one year after 
receipt of the software according to §434 ff Buergerliches Gesetzbuch (BGB).

3.2.  In  no  event  shall  LICENSOR  be liable   to LICENSEE, in excess  of the
price  paid to LICENSOR by LICENSEE for  the Software Product hereunder, for any
breach of warranty or any claim, loss or damage arising  from or relating to the
installation, use or  performance of the  Software Product  (including,  without
limitation, any indirect, special, incidental or consequential damages).

3.3 The above section (3.2) does  not apply for liability for damages  caused by
gross negligence  or  wilful  default   as well as for liability   for  personal
injury including threats to life or physical condition.

3.4. LICENSOR reserves  the right at  any time to  make changes to  the Software
Product.

3.5.  DISCLAIMER OF  WARRANTY. UNLESS SPECIFIED  IN THIS AGREEMENT,  ALL EXPRESS
OR IMPLIED CONDITIONS, REPRESENTATIONS  AND WARRANTIES, INCLUDING ANY    IMPLIED
WARRANTY  OF  MERCHANTABILITY,   FITNESS  FOR  A   PARTICULAR  PURPOSE  OR   NON
-INFRINGEMENT ARE DISCLAIMED,  EXCEPT TO THE  EXTENT THAT THESE  DISCLAIMERS ARE
HELD TO BE LEGALLY INVALID.

3.6 In no event will LICENSOR be liable for any third-party products used  with,
or  installed  in,   the  Software Product.   LICENSOR   does  not  warrant  the
compatibility of  the Software  Product with  any third-party  products, whether
hardware or software.

3.7 General Provision. This warranty shall not apply in any case of amendment or
alterations of the Software Product made by LICENSEE.  



4. INTELLECTUAL AND PROPERTY INDEMNIFICATION.

4.1. LICENSOR  agrees to  indemnify and  hold LICENSEE  harmless from  any final
award of costs and damages against LICENSEE for any action based on infringement
of  any German  intellectual property  rights as  a result  of  the  use of  the
Software Product:  (i) under the  terms and  conditions specified  herein; (ii)
under normal   use; and  (iii) not  in  combination  with other  items; provided
that  LICENSOR is  promptly notified in   writing of  any  such  suit or   claim
against   LICENSEE  and   further provided  that  LICENSEE  permits LICENSOR  to
defend,  compromise or  settle the  same and   gives  LICENSOR   all   available
information,  reasonable  assistance    and authority to  enable LICENSOR to  do
so. LICENSOR'S LIABILITY TO LICENSEE PURSUANT TO THIS ARTICLE IS LIMITED TO  THE
TOTAL FEES PAID BY LICENSEE TO LICENSOR.


5. TRADE SECRETS AND PROPRIETARY INFORMATION.

5.1. LICENSEE acknowledges that LICENSOR  is the owner of the  Software Product,
that  the  Software Product  is confidential  in nature  and not  in the  public
domain, that  LICENSOR claims all intellectual  and industrial property   rights
granted by  law therein and that, except as set forth herein, LICENSOR does  not
hereby grant any  rights or ownership  of the  Software Product to  LICENSEE  or
any third  party.  Except  as set forth herein,  LICENSEE agrees not to  copy or
otherwise  reproduce  the  Software  Product,  in  whole  or  in   part, without
LICENSOR's   prior  written  consent.    LICENSEE  further  agrees  to  take all
reasonable steps to ensure that no unauthorized persons shall have access to the
Software Product and that all authorized persons having access to  the  Software
Product   shall   refrain   from    any   such   disclosure,   duplication    or
reproduction except  to the  extent reasonably  required in  the performance  of
LICENSEE'S rights under this Agreement.

5.2. LICENSEE agrees  to accord the  Software Product and  the Documentation and
all  other confidential information relating  to this Agreement the same  degree
and  methods  of  protection  as  LICENSEE   undertakes   with  respect  to  its
confidential information, trade secrets and other proprietary data.

5.3. LICENSEE agrees not to challenge, directly or indirectly, the right,  title
and   interest  of   LICENSOR  in   and  to   the  Software  Product,  nor   the
validity  or enforceability of LICENSOR's rights under applicable law.  LICENSEE
agrees  not to  directly  or  indirectly, register,  apply  for  registration or
attempt  to   acquire any  legal  protection for  the  Software Product  or  any
proprietary rights   therein or  to take  any other  action  which may adversely
affect LICENSOR's right,  title or interest in or to the Software Product in any
jurisdiction.

5.4. LICENSEE acknowledges  that, in the  event of a material breach by LICENSEE
of  its  obligations   under   this   Article  5,   LICENSOR   may   immediately
terminate  this Agreement,  without  liability to LICENSEE and may seek to bring
an appropriate legal action  to enjoin  any such  breach hereof,  and  shall  be
entitled  to   recover from  LICENSEE   reasonable  legal  fees   and  costs  in
addition to other appropriate relief.

5.5.  LICENSEE agrees  to notify  LICENSOR immediately  and in  writing of   all
circumstances surrounding  the unauthorized  possession or  use of  the Software
Product and Documentation by any person or entity.  LICENSEE agrees to cooperate
fully  with LICENSOR  in  any  litigation  relating to  or  arising  from   such
unauthorized possession or use.


6. TERMINATION.  

6.1. LICENSOR may terminate this Agreement  at any time after the occurrence  of
any of the following events if LICENSOR provides 30 days notice of its intention
to terminate  as a  result of  the occurrence  and LICENSEE  fails to  cure such
occurrence within such 30 days:

(a)  LICENSEE is  declared or  acknowledges that  it is  insolvent or  otherwise
unable to pay its debts as they become due or upon the filing of any  proceeding
(whether voluntary  or involuntary)  for bankruptcy,  insolvency or  relief from
creditors of LICENSEE;  

(b)  LICENSEE  assigns or  transfers  this Agreement  or  any of  its  rights to
obligations hereunder, without LICENSOR's  prior written consent;  except in the 
event of  transfer to  the acquirer  of  LICENSEE’s product(s)  that utilize the 
Software Product; or 

(c) LICENSEE  violates  any  material provision   of this  Agreement,  including
without limitation,  the payment obligations set forth in Addendum A.

6.2. LICENSEE may terminate this Agreement  at any time after the occurrence  of
any  of  the  following  events  if  LICENSEE  provides  30 days' notice of  its 
intention to terminate as a result of the occurrence and LICENSOR fails to  cure
such occurrence within such 30 days: 

(a)  LICENSOR is  declared or  acknowledges that  it is  insolvent or  otherwise
unable   to pay  its debts   as they  become due   or upon  the  filing   of any
proceeding (whether  voluntary or   involuntary) for  bankruptcy, insolvency  or
relief  from creditors or  LICENSOR; or 

(b)  LICENSOR violates any material provision of this Agreement.

6.3.  Upon the  termination of  this Agreement  for any  reason, LICENSEE   will
discontinue all  use of  the Software  Product and,  within ten  (10) days after
termination. The redistribution licenses of Section 2.2 shall survive,  and  all
end user licenses shall remain in effect.

6.4. No termination of this Agreement for any reason whatsoever shall in any way
affect the continuing obligations of the parties under Articles 5 hereof.


7. APPLICABLE LAW

This  LICENSE shall  be deemed  to have  been made  in, and  shall be  construed
pursuant  to,  the laws  of  Germany, without  reference  to conflicts  of  laws
principles. All controversies  and disputes arising  out of or  relating to this
Agreement  shall be  submitted to  the exclusive  jurisdiction of  Esslingen  am
Neckar,  Germany, as long as LICENSEE is deemed to be a merchant (as  defined by
Handelsgesetzbuch,  §1-7).  The   United   Nations   Convention   on   Contracts
for the International Sale of Goods is specifically disclaimed. 



8. GENERAL PROVISIONS.

8.1.  This  Agreement   does  not  create   any  relationship  of   association,
partnership, joint venture or agency between the parties.

8.2.  This  Agreement  (including  the  Exhibit and  Addendum  attached  to  the
Agreement)  sets forth  the entire   agreement and  understandings  between  the
parties  hereto with respect  to  the subject  matter  hereof.  This   Agreement
merges  all previous discussions and negotiations between  LICENSOR and LICENSEE
with respect to the contents hereof.

8.3. Except to  the extent and  in the manner  specified in this  Agreement, any
modification or amendment of any provision of this Agreement must be in  writing
and bear the signature of the duly authorized representative of each party.

8.4. The failure  of either party  to exercise any  right granted herein,  or to
require the  performance by  the other  party hereto  of any  provision if  this
Agreement, or the waiver by either party of any breach of this Agreement,  shall
not prevent a subsequent exercise or enforcement of such provisions or be deemed
a waiver of  any subsequent breach  of the same  or any other  provision of this
Agreement.

8.5. Except as otherwise set forth in  this Agreement or in the case of  merger,
acquisition or the sale of substantial assets or equity  of Licensee  related to
LICENSEE products that utilize the Software Product or assignment to any  direct
or indirect subsidiary or affiliate of LICENSEE, LICENSEE shall not sell, assign
or transfer any of its rights, duties or obligations hereunder without the prior
written consent  of LICENSOR. LICENSOR reserves the right to  assign or transfer
this  Agreement or any of its rights,  duties and obligations hereunder, to  any
direct or indirect subsidiary or affiliate of LICENSOR provided that such entity
agrees to be bound by the terms of this Agreement.

8.6.  All notices required by this  Agreement must be sent by certified  mail in
order to be deemed effective when sent to the following:

FOR LICENSOR:

Frank Fock 
Maximilian-Kolbe-Str. 10
73257 Koengen, Germany


EXHIBIT A

Licensed Software

SNMP4J-AgentX v4.x, v3.x, and v2.x

a.   Source Code - (Java SE 17 or later)

ADDENDUM A

In   order  to   obtain  a  license  to  use  SNMP4J-AgentX  under this  license
agreement, LICENSEE has to purchase a commercial one-time license from LICENSOR.
The pricing ist and other related information can be found at:
https://agentpp.com.

For evaluation purposes and open source use, a fee free license is granted under
the GNU Public License v2.0. 
