End User License Agreement

Last updated: April 2026

Licenseware Technology Services S.R.L.
B2B Agreement — Governed by the Laws of Romania (EU Member State)

PLEASE READ THIS LICENCE CAREFULLY. BY PURCHASING, COPYING, INSTALLING, OR USING ALL OR ANY PORTION OF THIS SOFTWARE, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS LICENCE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, YOU MAY NOT USE THE SOFTWARE.

This Licence Agreement (Licence) is a legal agreement between you (Licensee) and Licenseware Technology Services S.R.L., incorporated and registered in Romania with company number J2021000238215, VAT no RO42866470, whose registered office is at Afi Park 1, Bdul Vasile Milea 4 E, Bucharest, Romania (Licensor) for the Apps described in the applicable Order Form and associated Documentation.

We, or an authorised Reseller, licence use of the Apps and Documentation to you on the terms set out herein. This Licence is a B2B agreement entered into between entities acting in the course of their business. This is not a consumer contract.

You acknowledge that we may update the terms and conditions of this Licence from time to time and that it is your responsibility to check any updates.

---

Agreed Terms

1. Provision of the Services

1.1 Licensor will provide the Apps materially in accordance with this Licence and the Documentation.

2. Grant and Scope of Licence

2.1 Subject to Licensee's continuous compliance with this Licence and payment of the applicable Licence Fee, Licensor grants Licensee a non-exclusive, non-transferable, revocable and limited licence to install (where applicable) and use the Apps in the Territory during the Licence Term for its own internal business purposes.

2.2 Licensor reserves the right at any time to make any improvement, substitution or modification in the design or configuration of the Apps provided that such change shall not result in any material change in the functionality or performance of the Apps.

2.3 The Licensee may, subject to prior written consent, perform any of its obligations or exercise any of its rights under this Licence through any affiliate, provided that: (a) any act or omission of such person shall be deemed to be the act or omission of the Licensee; (b) performance shall be solely for the business purposes of the Licensee and its Declared Affiliates; and (c) any claim from an affiliate shall be brought through the Licensee and liability caps shall apply in aggregate.

2.4 Where third party suppliers are required to interface with the Apps, Licensor shall at the Licensee's request and expense co-operate with such suppliers.

2.5 The Licensee shall: (a) provide to Licensor the details of the Licensee authorised contact and notify Licensor in writing of any change; (b) take all necessary steps to ensure that its employees, agents and subcontractors abide by the terms of this Licence; (c) comply with the Documentation; and (d) inform Licensor as soon as possible about any change of location.

3. Apps Restrictions

3.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake not to: (a) make copies of the Apps or Documentation except as reasonably necessary for back-up or disaster recovery; (b) rent, lease, sell, sublicense, assign or transfer your rights in the Apps; (c) disassemble, decompile, reverse-engineer or create derivative works based on the Apps except to the extent essential for inter-operability; (d) modify, port, adapt, or translate the Apps; (e) allow any Designated User login to be used by more than one individual; or (f) fail to comply with all applicable technology control or export laws and regulations.

3.2 You may: (a) use the Apps for your internal business purposes only; (b) receive and use free Updates as provided by us from time to time; and (c) use Documentation in support of the permitted use.

4. Intellectual Property Rights

4.1 All Intellectual Property Rights in the Apps and Documentation throughout the world belong to us. Rights in the Apps are licensed (not sold) to you. You have no Intellectual Property Rights in the Apps other than the right to use them in accordance with this Licence.

4.2 You acknowledge that you have no right to access the Apps in source code form.

4.3 The Licensor shall defend and indemnify the Licensee against all damages finally awarded against the Licensee in connection with any third-party IPR Claim. The maximum aggregated liability for such indemnification shall not exceed €1,000,000 (one million euros) and shall count towards the overall cap in Clause 8.3.

4.4 If an IPR Claim is brought or is likely to be made, the Licensor may at its own expense ensure the Licensee is still able to use the Licence by either: (a) modifying the provisions of the Licence so as to avoid the infringement without reducing performance and functionality; or (b) procuring a licence or permission to use the Licence on acceptable terms.

4.5 The Licensee shall promptly notify the Licensor if any IPR Claim or demand is made against the Licensee.

4.6 The Licensee shall fully indemnify the Licensor from any claims arising because the Licensee or its end users modify, alter, or combine the Apps with other software or data in a way that infringes third-party intellectual property rights. This indemnity survives termination.

5. Confidentiality

5.1 Each party agrees to treat all Confidential Information disclosed to it by the other party as strictly confidential and to use it solely for the purposes of this Licence. Neither party shall disclose Confidential Information to any third party without the prior consent of the disclosing party.

5.2 Each party may disclose Confidential Information to its employees, agents, sub-contractors and professional advisers who need to know such information for the purposes of this Licence, provided such persons are bound by equivalent confidentiality obligations.

5.3 Confidentiality obligations shall not apply to information which: (a) is publicly known other than through breach of this Licence; (b) was rightfully in the receiving party's possession prior to disclosure; (c) is required to be disclosed by law; or (d) was independently developed by the receiving party.

5.4 Confidentiality obligations survive termination for five (5) years, except for trade secrets which remain confidential for as long as they constitute trade secrets under applicable law.

6. Limited Warranty

6.1 Licensor warrants that: (a) it has all necessary rights and authority to grant the licences herein; and (b) the Apps, when used in accordance with their documentation and this Licence, will materially conform to the functionality described in their specifications.

6.2 Except as expressly provided in this Licence, all Apps are provided "as is". To the maximum extent permitted by applicable law, Licensor disclaims any implied warranties of non-infringement, merchantability or fitness for a particular purpose.

6.3 The Apps are not designed or intended for high-risk use scenarios where failure could reasonably lead to death, serious bodily injury, or severe damage to property or the environment.

7. Support

7.1 Support is provided as set out in Exhibit A to this Licence. Current support terms are available at https://licenseware.io/legal. Current apps are listed at https://licenseware.io/apps/.

8. Limitation of Liability

8.1 To the maximum extent permitted by applicable law, neither party shall be liable to the other for any indirect or consequential damages, including lost revenues, lost profits, business interruption, or loss of business information or data.

8.2 Neither party shall be liable for any delay or default caused by conditions beyond its reasonable control, including any Force Majeure event.

8.3 Licensor's total aggregate liability under or in connection with this Licence shall not exceed the total Licence Fees paid by the Licensee in the twelve (12) month period immediately preceding the event giving rise to the claim.

8.4 The limitations in Clauses 8.1 and 8.3 shall not apply to: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) any liability that cannot be excluded under applicable mandatory law; or (d) the IPR indemnity cap in Clause 4.3.

9. Data Processing

9.1 To the extent that Licensor processes personal data on behalf of Licensee in connection with this Licence, such processing is governed by the Licenseware Data Processing Addendum, available at https://licenseware.io/legal/data-protection-agreement/, which is incorporated into this Licence by reference.

9.2 Licensee acknowledges that Licensor processes personal data as described in the Data Processing Addendum, including the categories set out in Schedule 2, using the sub-processors set out in the Subprocessor List.

9.3 In the event of a personal data breach affecting Licensee's data, Licensor shall notify Licensee without undue delay and, where feasible, within seventy-two (72) hours of becoming aware of the breach.

9.4 Licensor shall assist Licensee in fulfilling its obligations under applicable data protection law, including in connection with data subject rights requests, Article 32 security measures, data protection impact assessments, and prior consultation with supervisory authorities. Full details are set out in the Data Processing Addendum.

10. Miscellaneous

10.1 Force Majeure. Licensor shall not be liable for any delay or failure to perform its obligations due to any cause beyond its reasonable control, including acts of God, war, terrorism, fire, flood, epidemic, pandemic, or communication failures.

10.2 Notices. All notices shall be in writing. Email is agreed as a valid means of formal notice. Notice is deemed given: (a) on the date sent by email, provided no automated delivery failure is received within 24 hours; (b) on the date of personal delivery; (c) three (3) calendar days after deposit in certified mail; or (d) one (1) calendar day after delivery to a recognised overnight courier. Notices to Licensor: contact@licenseware.io and legal@licenseware.io.

10.3 Amendments. This Licence may be amended only by a document in writing signed by both parties.

10.4 Severability. If any provision of this Licence is held invalid or unenforceable, the remainder shall continue in full force and effect to the fullest extent allowed by law.

10.5 Governing law and jurisdiction. This Licence and any dispute or claim arising out of or in connection with it shall be governed by the laws of Romania, as an EU member state. Each party irrevocably submits to the exclusive jurisdiction of the Romanian courts. The parties confirm that they are each acting in the course of their business and that this Licence is not a consumer contract.

---

Definitions and Interpretation

Term	Definition
Applicable Data Protection Legislation	(a) To the extent the UK GDPR applies, the law of the United Kingdom. (b) To the extent the EU GDPR applies, the law of the European Union or any member state to which Licensor or Licensee is subject.
Business Day	A day other than a Saturday, Sunday or public holiday in Romania when banks in Bucharest are open for business.
Declared Affiliates	The affiliates of the Licensee set out in the Order Form.
Designated User	Any user of the Apps named to the Licensor as a user by the Licensee.
EU GDPR	The General Data Protection Regulation ((EU) 2016/679) as it has effect in EU law.
Force Majeure	Any cause beyond the reasonable control of the affected party including acts of God, war, terrorism, fire, flood, epidemic, pandemic, and communication failures.
Intellectual Property Rights	All patents, rights to inventions, copyright, moral rights, trade-marks, business names, domain names, rights in designs, rights in computer software, database rights, and all other intellectual property rights, whether registered or unregistered, throughout the world.
Licence Fee	The fee for the Apps as set out in the Order Form.
Licence Term	The First Year, automatically renewing for successive 12-month periods (each a Renewal Term) unless terminated in accordance with this Licence.
Order Form	The order form, statement of work or set-up form setting out the number of licences, the Licence Fee, commencement date, and other relevant details.
Reseller	An authorised reseller of the Licensor.
Territory	As set out in the Order Form.
UK GDPR	Has the meaning given in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018.
Updates	All updates, upgrades, bug fixes, error corrections, enhancements and other modifications to the Apps.

Schedule 2: Particulars of Data Processing

Category	Details
Types of personal data	Identity and directory data (names, usernames, email addresses, job titles, organisational roles, account identifiers); device and endpoint data (device names, hardware identifiers, OS, compliance/ownership attributes); software installation and usage data; licence and entitlement data; SaaS and cloud application usage data; authentication and access data; business contact information.
Special categories	None.
Purpose	To provide the Apps in accordance with this Licence.
Nature	Storage and processing of Personal Data as necessary to provide the Apps.
Duration	For the duration of the Licence.
Further details	https://licenseware.io/legal/data-protection-agreement/

Schedule 3: Sub-Processor Register

The sub-processors engaged by Licensor are set out in the Subprocessor List published at https://licenseware.io/legal/sub-processor-list/, which forms part of the Data Processing Addendum.

All other platform components are self-hosted within Licenseware's own managed Kubernetes clusters on the infrastructure providers above and do not constitute independent sub-processors. The authoritative register is maintained at https://licenseware.io/legal/data-protection-agreement/.

Exhibit A: Support Agreement

1. Severity Definitions

P1 — Critical. Complete service outage or severe functionality loss impacting all users.

P2 — High. Major functionality issue with significant business impact.

P3 — Medium. Partial, non-critical loss of functionality; manageable impact.

P4 — Low. Cosmetic issue, minor inconvenience, or feature request.

P5 — Informational. General questions, guidance requests, or clarifications with no direct service impact.

2. Scope

Included: The production Licenseware SaaS platform, Licenseware apps, and documented features. Current apps: https://licenseware.io/apps/.

Excluded: Non-production environments, undocumented or custom features, customer infrastructure, unsupported third-party tools, and preview/beta features.

3. Channels and Hours

Email: support@licenseware.io  |  Ticketing: https://help.licenseware.io/raise-a-ticket  |  Hours: 09:00–18:00 UK time, Monday–Friday.

4. Severity Targets

Severity	Response Target	Resolution Target
P1 — Critical	Within 1 hour	Best effort within 4 hours
P2 — High	Within 1 business day	Within 5 business days
P3 — Medium	Within 1 business day	Up to 2 weeks
P4 — Low	Within 1 business day	Addressed in upcoming releases
P5 — Informational	As soon as reasonably possible	Not applicable

Exhibit B: Service Level Agreement

Uptime Commitment: Licenseware targets 99.9% monthly uptime for the production service.

Measurement: Availability is measured per hour in the production environment at the service boundary; compiled monthly.

Scheduled Maintenance: Excluded from uptime where Licenseware provides a minimum of 48 hours' notice.

QBRs: SLA performance may be reviewed during Quarterly Business Reviews and adjusted by mutual agreement.