License agreement for the use of the software (hereinafter referred to as 'the Agreement') between: LeadSoft Sp. z o.o. with its registered office in Warsaw at Bernardyńska 16a street, premises U4, 02-904 Warsaw, entered into the Register of Entrepreneurs of the National Court Register kept by the District Court for the capital city of Warsaw in Warsaw, XIII Commercial Division of the National Court Register under KRS number 0000432692, holding NIP number: 5213636598, REGON: 146295077, with a share capital of 15 000,00 PLN, hereinafter referred to as "Licensor", a the entity downloading, launching, using or otherwise using the software. hereinafter referred to as "Licensee", hereinafter referred to collectively as the 'Parties'. Please read the terms and conditions of this License Agreement before using the software. If you do not agree with any of the terms of this Agreement, you must refrain from installing, starting up, using, otherwise using the software and copying the licensed software. § 1 Subject matter of the Agreement (1)The agreement sets forth the license conditions under which Licensor grants Licensee the right to use the software, the description of which, together with the minimum hardware requirements necessary for its use, is contained in Appendix 1 - Description of the Software (hereinafter referred to as the "Software"). (2) Licensor's license to the Licensor's Software shall be subject to a fee payable in the amount and under the terms set forth in Appendix 1 - Description of the Software. (3) The Software has been produced and is distributed solely by Licensor. § 2 Declarations of the Parties (1) Licensor represents that it owns the copyright in the Software and all other intellectual property rights to the fullest extent possible. (2) Subsidiary rights and the rights to exercise and permit the exercise of the Subsidiary rights to the Software are vested solely in the Licensor and the Licensor does not authorize Licensee to exercise them. (3) Licensee's use of the Software under the Agreement shall not infringe the intellectual property rights of third parties, and in particular shall not require the consent of third parties. (4) Licensee declares that it will use the Software only to the extent specified in the Agreement and will not violate Licensor's intellectual property rights related to the Software. § 3. Non-exclusive licence 1. Licensor, upon conclusion of the Agreement, grants you a non-exclusive, non-transferable right to use the Software (the "License") in the following fields of use: (1) permanent or temporary multiplication of the Software by storing it in computer memory; (2) install, start up, store, display on a monitor and use in accordance with its intended purpose and functionality, subject to the terms and conditions set forth in the Agreement; (3) to make a backup copy if it is necessary to use the Software, provided that the copy cannot be used simultaneously with the Software and may only be made if there is a real fear of losing the Software. 2. Territorial scope, license duration and other specific license terms are set forth in Appendix 1 - Description of the Software. 3. The Licensee, in particular, is not entitled to: (1) make the Software available, including distribution of the Software in any form and in any way to third parties; (2) grant sublicenses of the Software to third parties, or transfer the rights and obligations resulting from the Agreement to third parties; (3) use the Software for paid or unpaid provision of any services to third parties; (4) remove or change any markings indicating the proprietary copyrights to the Software; (5) make any corrections, modifications or changes in the structure of the Software. § 4 Warranty and updates (1) The Licensee declares that he or she has become familiar with the operation and functionality of the Software and confirms that the Software meets his or her needs and intentions. By accepting the Agreement, it releases the Licensor from any liability for damages, in particular resulting from the installation, use or inability to use the Software. (2) Before installing the Software, Licensor is obliged to make a backup copy of the infrastructure on which it installs the Software in such a way as to enable its restoration to the stage prior to the installation of the Software. (3) The Software is made available to the Licensee in the form of a ready-made product and the Licensor is not obliged to adapt it to the individual needs of the Licensee, to extend or modify it and to guarantee the correct functioning of the Licensee's environment. (4) If Licensee detects defects or faults in the operation of the Software, Licensee shall immediately inform Licensor of the subject matter, providing a detailed description of such defects or faults, together with screenshots of the detected defects or faults. A defect or defect is the operation of the Software not in accordance with its description in Appendix 1 - Description of the Software. 5. Licensor shall, at Licensee's discretion, either provide, at Licensee's request, updates to the Software in electronic form to eliminate the defects or faults referred to in clause 5 above, or refund Licensee the amount paid for the Software License in the event that the defects or faults reported cannot be remedied. This provision completely exhausts Licensee's warranty claims on the Software and Licensee waives any claims for breach of warranty that it did not assert during the warranty period. 6.This warranty does not cover the removal of defects or faults, in particular: (1) as a result of using the Software contrary to its intended use or functionality; (2) as a result of modification of data held by Licensee otherwise than with the use of the Software; (3) resulting from the operation of computer hardware or software used by the Licensee; (4) a consequence of failure, damage, incorrect configuration of computer hardware, teleinformatic network, computer software used by the Licensee. 7. The provisions of this paragraph fully exhaust the liability of Licensor for defects and faults in the Software and the Parties agree to exclude the liability of Licensor for warranty under the Civil Code and for defects under the Copyright and Related Rights Act. § 7 Termination of the Agreement (1) This Agreement expires on the expiry of the Software License term and you must cease using and uninstall the Software. (2)The Licensee shall have the right to terminate the Agreement in writing and to give 1 month's notice. (3) Licensor has the right to terminate the Agreement without notice in the event of a breach of the Agreement, after a prior ineffective expiration of the period for remedying the effects of the breach within a specified period in writing, not less than 30 days from the receipt of the request. (4) Licensee shall, within 7 days after the expiration or termination of the Agreement, return to Licensor or destroy all installation files, media and documentation, if provided with the Software. (5) Further use of the Software requires a new license agreement. § 8 Confidential Information 1. The Parties agree that for the purposes of the Agreement, the term "Confidential Information" includes any material, documents and information obtained by either Party, intentionally or accidentally, from the other Party, whether oral, written or electronic, including any information, knowledge, know-how, financial, commercial, technical, operational, public relations, research, analysis, studies, studies and plans relating to their activities which are not generally available to third parties and were obtained after the entry into force of the Agreement and the disclosure of which could cause harm to the other Party. 2. For the purpose of removing doubts, the Parties agree that all Confidential Information is and remains the property of the Parties and its disclosure should not be construed as a transfer of right, claim or license, or as an obligation to perform such legal actions. The Parties are not obliged to provide Confidential Information in connection with the conclusion of the Agreement. The Parties provide Confidential Information without warranties or assurances as to its completeness, correctness or timeliness. 3. The Parties shall ensure that they have adequate procedures and safeguards in place to guarantee the confidentiality of all confidential information that they have acquired in the course of the performance of the Agreement. 4. Not confidential information within the meaning of the Agreement: (1) information which, on the date of signing the Agreement or on the date on which it is made available to the other Party, is information available to the public, (2) information which has become publicly available in a manner other than a breach of the provisions of the Agreement, (3) publicly known information. 5. The Parties may use Confidential Information obtained during the performance of the Agreement only to the extent and for the purpose related to the conclusion of the Agreement and its performance. 6.The Parties undertake to return any material containing Confidential Information or, in agreement with the other Party, to destroy it, and to destroy any notes, analyses, protocols and copies of such documents. 7. In the event of a request for the provision of Confidential Information by an authority or other entity authorised to do so under applicable law or relevant agreement with an authority, the Party to which the request has been addressed shall immediately inform the other Party. 8. The Disclosing Party shall use its best efforts to disclose only such part of Confidential Information as is required by law and shall take all reasonable steps to ensure that the information disclosed is treated confidentially and used only for legitimate disclosure purposes. 9. The Parties agree that the obligation under this paragraph shall not cease to bind the Parties in the event of termination, rescission or termination of the Agreement for any reason, by either Party. This obligation of confidentiality shall remain in force for the duration of the License and 5 years after its expiration on any grounds whatsoever. § 9. Final Provisions 1. The Licensee shall not be entitled to transfer all or part of the rights and obligations arising from the Agreement, in particular the rights to use the Software to any third party. The foregoing is only possible if the prior consent of the Licensor is given in writing under pain of nullity. 2. Any possible disputes related to the implementation of the Agreement will be resolved by the Parties in the first place amicably through bilateral talks and negotiations. 3. If the Parties fail to reach an agreement, they may refer the matter to a common court with territorial jurisdiction over the Licensor's registered office. 4. Any amendments to the Agreement must be made in writing under pain of nullity. 5. In matters not regulated by the Agreement, the relevant provisions of Polish law shall apply, in particular the Copyright and Related Rights Act and the Civil Code Act. 6. In the event that any of the provisions of the Agreement proves to be invalid, the remaining provisions of the Agreement, as well as the Agreement itself, shall remain valid and effective. The Parties shall make all reasonable efforts to replace the invalid provisions with valid provisions, corresponding to the interests of the Parties. Attachments: Attachment No. 1 - Description of the Software 4Data MDM is an information centre about the most important data in the company - about customers, suppliers, products, personal data. Provides full control over the data, regardless of the number of source systems. Allows to eliminate discrepancies and introduce full integration in data from different business areas. Licence fee for individual negotiations Territorial scope, duration of licences and other specific terms of licences to be negotiated