End-User License Agreement

This End-User License Agreement ("Agreement" or "EULA") is a legal agreement between you (either an individual or the entity you represent) ("Licensee") and HINZE Consulting ("Licensor") for the software product infoBoard Server & Enterprise Edition, including any associated media, printed materials, and online or electronic documentation (collectively, the "Software"). The Software may be sold or delivered by Licensor or its authorized Distributors.

By installing, copying, or otherwise using the Software, Licensee agrees to be bound by the terms of this Agreement. If Licensee does not agree to the terms of this Agreement, Licensee must not install or use the Software.

1. Definitions

1. "Distributor(s)" means the entities authorized by Licensor to market, distribute and/or provide Support Services for the Software, currently including, without limitation:

• infoBoard Europe GmbH
• infoBoard USA LLC
• infoBoard International Co., Ltd.
• infoBoard Australia Qmani PTY Ltd.

Licensor may update the list of Distributors from time to time.

2. "Authorized Users" means Licensee's employees and individual contractors who are authorized by Licensee to use the Software solely for Licensee's internal business purposes.

3. "Documentation" means the user guides, release notes, installation guides and other technical documentation for the Software made available by Licensor, as updated from time to time.

4. "Support Services" means maintenance and support services for the Software provided by Licensor or its authorized distributors, if and to the extent described in a separate support policy or order document.

5. "Updates" means bug fixes, patches and minor enhancements to the Software made generally available by Licensor to its customers.

6. "Order" means the ordering document, purchase order, or similar confirmation specifying the type of license, quantity, term (if any), and fees.

2. Grant of License

1. License Grant. Subject to Licensee's compliance with this Agreement and payment of all applicable fees, Licensor grants to Licensee a non-exclusive, non-transferable (except as expressly permitted) license to install and use the Software in object code form solely for Licensee's internal business purposes, on systems that meet the minimum system requirements specified in the Documentation.

2. License Scope. The permitted scope of use (including number of servers, instances, sites and/or Authorized Users) is as stated in the applicable Order. Any use beyond that scope is prohibited.

3. Backup Copies. Licensee may make a reasonable number of copies of the Software solely for backup and archival purposes, provided that all proprietary notices are reproduced on such copies.

3. Restrictions

1. No Transfer or Distribution. Except as expressly permitted in this Agreement, Licensee shall not sell, sublicense, distribute, rent, lease, lend, or otherwise transfer the Software or any copies thereof to any third party. Distribution of evaluation or trial versions is permitted only if expressly authorized in writing by Licensor.

2. No Reverse Engineering. Licensee shall not reverse engineer, decompile, or disassemble the Software, except to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

3. No Circumvention. Licensee shall not circumvent or attempt to circumvent any technical protection measures or license enforcement mechanisms in the Software.

4. No Hosting for Third Parties. Licensee shall not use the Software to provide hosting, service bureau, or software-as-a-service offerings for the benefit of third parties, unless expressly permitted in an Order.

5. Compliance with Law. Licensee shall use the Software in compliance with all applicable laws and regulations, including export control and data protection laws.

4. Installation and Updates

1. Installation. Licensee is responsible for installing the Software in its own environment in accordance with the Documentation.

2. Updates. Licensor may, from time to time, make Updates available. Unless otherwise specified, Updates form part of the Software and are subject to the terms of this Agreement. Licensor is under no obligation to develop or release any particular Update or new version.

3. Documentation. Licensee may use the Documentation solely in connection with its authorized use of the Software.

5. Intellectual Property Rights

1. Ownership. The Software is licensed, not sold. All right, title, and interest in and to the Software and Documentation, including all copyrights, trade secrets, and other intellectual property rights, are and shall remain the exclusive property of Licensor and its licensors.

2. No Implied Rights. Except as expressly set out in this Agreement, no rights or licenses are granted to Licensee, whether by implication, estoppel, or otherwise.

3. Third-Party Content and Components. Any third-party software or content included in or accessible through the Software is owned by the respective third-party providers and may be subject to additional license terms referenced in the Documentation or in an "Open Source / Third-Party Notices" file.

6. Support and Maintenance

1. Availability. If Support Services are purchased by Licensee or included under an active maintenance agreement or subscription, Licensor or its authorized distributors will provide Support Services in accordance with Licensor's then-current support policy, as referenced in the applicable Order or published on Licensor's website.

2. Scope. Support Services may include access to Updates, incident reporting, and technical assistance, but do not include on-site services, custom development, or training, unless expressly agreed in writing.

3. Best-Efforts Standard. Licensor will use commercially reasonable efforts to assist Licensee in resolving reproducible errors in the Software, but does not guarantee that all errors can or will be corrected.

7. Use of Technical Monitoring and Error Analysis Services

To ensure the proper functioning, stability, and security of the Software, we use technical monitoring and error analysis services (e.g., "Sentry"). These systems collect only such technical information as is necessary to diagnose and remedy malfunctions of the Software. No personal data is processed in this context, or such data is technically restricted so that any personal references are anonymized or removed before transmission.

8. Data Protection and Confidentiality

1. Data Protection. To the extent Licensor processes personal data on behalf of Licensee in connection with the Software or Support Services, the parties shall enter into a separate data processing agreement that complies with applicable data protection laws.

2. Licensee Data Ownership. Licensee retains all rights to data that Licensee or its Authorized Users input into the Software ("Licensee Data"). Licensor obtains no ownership rights in Licensee Data.

3. Confidentiality. Each party shall keep confidential and not disclose to any third party any non-public information received from the other party that is marked or reasonably understood to be confidential ("Confidential Information"), and shall use such information solely for the purposes of performing this Agreement. Standard exceptions (public knowledge, independently developed, rightfully obtained from a third party, or required by law) apply.

9. Limited Warranty

1. Limited Performance Warranty. Licensor warrants that, for a period of thirty (30) days from initial delivery of the Software ("Warranty Period"), the Software will substantially conform to the Documentation when used in accordance with the Documentation and this Agreement.

2. Exclusions. This limited warranty does not apply to (a) use of the Software in combination with any hardware or software not specified in the Documentation, (b) modifications to the Software not made by Licensor, (c) use of the Software contrary to the Documentation, or (d) errors caused by third-party systems, networks, or infrastructure.

3. Exclusive Remedy. If the Software does not conform to the foregoing warranty and Licensee notifies Licensor in writing within the Warranty Period, Licensor's sole obligation and Licensee's exclusive remedy shall be for Licensor, at its option, to: (a) use commercially reasonable efforts to correct the nonconformity, (b) provide a workaround, or (c) accept return or de-installation of the Software and refund the license fee paid by Licensee for the affected Software.

4. Disclaimer. EXCEPT FOR THE LIMITED WARRANTY IN SECTION 9.1, THE SOFTWARE AND DOCUMENTATION ARE PROVIDED "AS IS" AND "AS AVAILABLE", AND LICENSOR EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

10. Limitation of Liability

1. Exclusion of Certain Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, BUSINESS, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

2. Aggregate Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL LICENSE FEES PAID BY LICENSEE FOR THE SOFTWARE GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY.

3. Mandatory Liability. Nothing in this Agreement shall exclude or limit liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under applicable law.

11. Term and Termination

1. Term. This Agreement takes effect upon Licensee's first installation or use of the Software and continues for the license term specified in the applicable Order (or, for perpetual licenses, until terminated in accordance with this Section).

2. Termination for Cause. Licensor may terminate this Agreement immediately upon written notice if Licensee materially breaches this Agreement and fails to cure such breach within thirty (30) days of receipt of written notice.

3. Effect of Termination. Upon termination or expiration of this Agreement for any reason, (a) all rights granted to Licensee under this Agreement shall immediately cease, and (b) Licensee shall promptly cease all use of the Software and destroy or permanently delete all copies of the Software in its possession or control.

4. Survival. Sections relating to intellectual property, confidentiality, limitations of liability, and any payment obligations accrued prior to termination shall survive termination of this Agreement.

12. Miscellaneous

1. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of Germany.

2. Jurisdiction. The courts of Hamburg, Germany shall have exclusive jurisdiction over any dispute arising out of or in connection with this Agreement, subject to any mandatory statutory provisions.

3. Entire Agreement. This Agreement, together with the applicable Orders and any referenced policies or data processing agreements, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior or contemporaneous understandings.

4. Amendments. Any amendment to this Agreement must be in writing and signed by both parties, except that Licensor may update online policies (such as support policies) from time to time, provided that such updates do not materially reduce the level of service purchased by Licensee.

5. Assignment. Licensee may not assign or transfer this Agreement, by operation of law or otherwise, without Licensor's prior written consent, except to a successor in interest in connection with a merger or sale of substantially all of Licensee's assets.

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

7. Language. This Agreement may be provided in multiple language versions. In case of conflict between language versions, the English version shall prevail.