User License Agreement

Index

• Stipulations
• 1. Object of the Contract: Grant and Scope of the License
• 2. Technical Specifications of the Software
• 3. Obligations of the Parties
• 4. Limited Warranty
• 5. Limitation of liability and Exclusion / Limitation of Resources and Damages
• 6. Export Control
• 7. User Acceptance
• 8. Modifications
• 9. Duration and termination
• 10. Software Ownership
• 11. Protection, Security and Data Integrity
• 12. Price and Payment
• 13. Confidentiality
• 14. Treatment of Personal Data
• 15. Damages to Third Parties
• 16. Notifications
• 17. Assignment of the Contract
• 18. Modifications of the Contract
• 19. Jurisdiction and Applicable Law

Contract for Use of the Software

The identifying data of Graphext are the following:

GRAPHEXT INC SUCURSAL EN ESPANA with address at Calle de Arlaban 7, Oficina 51 28014 Madrid Madrid Spain NIF: ESW0279624A.
info@graphext.com

All of this, in accordance with the following

Stipulations

1. Object of the Contract: Granting and scope of the license

1.1. The purpose of this License Agreement (hereinafter, the "Contract") is to inform the user of the rules that govern their relationship with Graphext. This Agreement constitutes a binding legal agreement between the user of the license (hereinafter, the "User") and Graphext, as well as other entities that are part of the contractual relationship. This document regulates the conditions of use of the Software and its express acceptance is necessary for the implementation of the service.

1.2. Through this Agreement, Graphext grants the User a non-exclusive and non-transferable end-user license right for the period of time stipulated in this Agreement (unless this Agreement is terminated in accordance with the provisions of the Stipulation Ninth) to access and use the Software in the terms described throughout this Agreement.

1.3. By accessing, copying, downloading or performing any other action with the Software, the User accepts the terms of this License Agreement. In case the User does not accept the conditions of this Contract, he will not copy, download, access, or use the Software.

1.4. Graphext affirms and acknowledges that it is the sole owner worldwide of all the rights (whether intellectual, industrial, of exploitation or of any other type) of the Software and that, therefore, it has the capacity to grant its license to the User in the terms included in this Contract.

1.5. The license granted for the use and access to the Software may comprise one or more of the following services and modalities, depending on the license that the User has acquired:

1.5.1 Free Services - One (1) "Graphext Public License": Consisting of a license for use and Access to the Software in a free and limited way of the Software, through access through the Graphext servers that will allow the use and access to the Software for free, in the terms that They are described below:

• Account creation will be free.
• The use of the Software will be limited to four thousand (4,000) rows processed per project.
• The use of the Software will be limited to the invitation of three (3) members per shared team.
• The use of the Software will be limited to the creation of four (4) projects per account.

Free Services exclude Services offered as Purchased Services. Customer agrees that Graphext, in its sole discretion and for any or no reason, may terminate Customer's access to the Free Services or any part thereof. Customer agrees that any termination of Customer's access to the Free Services may be without prior notice, and Customer agrees that Graphext will not be liable to Customer or any third party for such termination.

2. Technical Specifications of the Software

2.1. The Software is designed and prepared to operate on a computer system that complies with certain technical specifications. In this sense, the User accepts that the Software has not been previously tested in its network environment, so the User assumes full responsibility for any compatibility problem that arises due to changes imposed by the User in said network environment.

3. Obligations of the Parties

3.1. The license to use the Software that is the object of this Contract obliges the Parties to assume the following obligations:

Graphext's Obligations

• Provide the User with access to the Software, on the date and under the conditions described in this Contract with the characteristics and Availability necessary for the User to be able to use it without more limitations than those contained in this License Grant Agreement or those established by current regulations or the functionality of the Software itself.

Obligations of the User

• Use the Software object of the license according to its own use, prohibiting its use for different purposes and, especially, for any use that implies violation of national security regulations of any State, violation of the rights of third parties, or cause of any damage to the State, or to the privacy or honor of third parties.
• Not to transfer, transmit or deliver by any title, totally or partially, the Software object of this Contract to third parties.
• Not to modify or totally or partially alter the Software object of the Contract, nor its codes, accessories or elements, except with the express permission of Graphext.
• Establish the necessary computer security measures to prevent theft and theft of credentials and / or illegitimate access to the Software.
• The User may not reverse engineer, decompile, or disassemble all or part of the Software.

4. Limited Warranty

4.1. Graphext guarantees that you are empowered and / or authorized to grant this License.

4.2. The User assumes any damages, and / or costs that may arise from incompatibilities between the technologies or their updates and the Software owned by third-party companies that the User may have installed on their systems.

4.3. To the extent that applicable law allows, Graphext does not guarantee or guarantee the error-free operation of the Software, or that it meets the requirements of the User, or that its operation will be carried out without interruptions or errors.

5. Limitation of Liability

The User acknowledges that the Software has not been developed to respond to any individual requirements that the User may have, and that it is their responsibility to guarantee that the characteristics and operational capacity of the Software respond to your requirements before purchasing and using the Software.

5.1. The Software is provided as is, not accepting claims for supposed specifications that the technology should meet.

5.2. In no event will Graphext or any of its licensors, managers, managers, employees or companies related to any of the foregoing be liable to the licensee for any consequential, incidental, indirect or special damages or direct business losses.

6. Export Control

6.1. The User may not use, or export or re-export, the Software, except in the manner permitted by Spanish law.

6.2. By using the Software, the User declares and guarantees that they are not in one of these countries subject to restrictions. The User also agrees to use the Software without any purpose prohibited by Spanish and European legislation.

7. User Acceptance

7.1. Through this Agreement, the User accepts and assumes that the technologies have been licensed for their own use in their activities under all the conditions established herein, and with the limitations imposed.

8. Modifications

8.1. Graphext reserves the right to make improvements, substitutions or modifications of any part of the Software, as long as the operation and execution of the Software are not materially affected.

9. Duration and Termination

9.1. The duration of this Agreement will be twelve (12) months, automatically renewable for annual periods, unless it is under any of the circumstances described in the Order Form.

In this sense, in the event that any of the parties does not wish to renew the Contract, they must notify the other party at least ten (10) days before the end of the corresponding period.

10. Software Ownership

10.1. The User acknowledges that at all times Graphext will continue to be the exclusive owner of the technology that is the object of this License Agreement as well as all its documentation and / or information related to it.

11. Protection, Security and Data Integrity

11.1. Access to the technology will be carried out by means of an access key consisting of a user code (login) and a password (password). The identification codes and access codes provided to the User are personal and non-transferable.

12. Price and Payment

12.1. Obligation to Pay. Customers shall pay all fees set forth on the Order Form ("Fees").

12.2. Taxes. All Fees and other amounts payable by Customer under this Agreement are exclusive of taxes and similar assessments. Graphext is responsible for including VAT over the fees set forth on the Order Form.

12.3. Refunds. All payments made pursuant to this Agreement are non-refundable unless explicitly stated otherwise herein or otherwise provided by applicable law.

13. Confidentiality

13.1. Both the information known in execution of the present Contract as well as the programs and tools known or created based on it will have the character of secret and confidential information.

14. Treatment of Personal Data

14.1. Graphext informs the User that the personal data included in this Contract as well as any other that is provided throughout the contractual relationship with the User, will be processed for the proper management of the contracted services and products.

14.2. The interested parties may exercise the rights recognized in Regulation (EU) 2016/679 (GDPR) by writing to dpo@graphext.com.

15. Damages to Third Parties

15.1. The User will be solely responsible for the damages caused to third parties by the use of the technology object of the Contract.

16. Notifications

16.1. Any notification made by Graphext or by the User under or in connection with this Agreement must be made in writing (including email).

Graphext has designated the following address for notification purposes:

Calle Arlaban, 7
Oficina 51
28014 Madrid, Spain

17. Assignment of the Contract

17.1. Graphext may assign its rights and obligations under this Contract to another organization, although this will not affect the rights of the User or Graphext's obligations under this Agreement.

17.2. The User may not transfer or assign this Contract or part of it to another person or company or organization without the prior written consent of Graphext.

18. Modifications of the Contract

18.1. This Contract constitutes the integrity of the Contract between Graphext and the User and replaces and cancels all previous agreements.

18.2. Graphext reserves the right to modify this Agreement at any time.

19. Jurisdiction and Applicable Law

19.1. In the event that the User is considered a consumer or user under applicable law, this Agreement will be governed by Spanish law and any conflict and / or controversy arising therefrom will be submitted to the competent courts under the applicable regulations.

19.2. In cases where the law allows the parties, renouncing their own jurisdiction, the Judges and Courts of Madrid (Capital) agree to submit any conflict, controversy and / or claim related to this Contract.

19.3. Users will have the possibility at all times to access the European Commission's online dispute resolution platform at https://ec.europa.eu/consumers/odr.