^{November 2021}

These General Licensing and Support Terms and Conditions establish a contract between the user (“Licensee”) and Fette Compacting GmbH (“Licensor”) that regulates the use of the OSDi LiveGuide application (“app”) by the Licensee and the provision of the service. These General Licensing and Support Terms and Conditions apply for all versions of the app, particularly also for all updates that supplement or replace the app (“Updates”), unless different terms and conditions are enclosed with this Update.

By CONFIRMING THE SERVICE ORDER AND/OR BY DOWNLOADING, INSTALLING AND USING THE APP YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, CONSENT AND AGREE TO BE BOUND BY THESE TERMS, BY PRIVACY POLICY FOR THE OSDI “LIVEGUIDE” APP AND BY AGREEMENT ON COMMISSIONED DATA PROCESSING (WHERE REQUIRED BY LAW); AND (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER.  IF YOU DO NOT CONSENT TO THESE CONDITIONS, YOU ARE NOT ENTITLED TO DOWNLOAD, INSTALL AND USE THE APP. LICENSOR RESERVE THE RIGHT TO REFUSE TO PROVIDE THE SERVICE TO A POTENTIAL USER IN HIS SOLE DISCRETION.

In case of questions, please contact the Licensor.

Any general terms and conditions of the Licensee which differ from these Terms do not form part of this contract and are hereby rejected by the parties in their entirety, even if the Licensee placed its order on the basis of its general terms and conditions. These Terms together with the fee description contained in the quote provided by Licensee to Licensor is hereby referred to as the “Agreement”.

Licensor may revise and Update these Terms from time to time, in Licensor`s sole discretion. All changes are effective immediately and apply to all access to and use of the app thereafter. Licensee will be responsible for reviewing and becoming familiar with any modifications (including new terms, updates, revisions, supplements, modifications, and additional rules, policies, terms and conditions) communicated to Licensee by Licensor. Licensees continued use of the app following the posting of revised Terms means that Licensee accepts and agrees to the changes. The most current version of the Terms shall be available at any time on the website.

Intended purpose of the app

The app is an augmented reality support app with which the user can communicate directly (chat), exchange documents, and/or images and talk in an augmented reality-based video conference. It is provided as a communication platform for fast and easy support when technical problems occur on a machine supplied by the Licensor. For its part, the Licensor ensures that trained personnel are available to perform the services and that all safety aspects (including the aspects in the “Safety Instructions” document) are met. In cases in which the use of the service via the app may present a hazard for individuals and property, the Licensee must submit a written declaration that the intended measures can be carried out safety. In particular, the Licensee must ensure that no individuals are placed at risk (in any form and at any stage whatsoever) in connection with the execution of the one-site service on site

1. Subject of the Agreement

1.1 The subject of the Agreement is the app, other associated written material in the version current at the time of conclusion of the Agreement as well as the provision of support using the app. The source code, installation, and configuration services are not part of this Agreement.

1.2 The Licensee first downloads a free version of the app. Registration is required to use the app.

1.3 In order to use the Service an individual account in the app store should be created. The app is an application for iOS and android devices to improve the use of LiveGuide in mobile scenarios. The minimum requirement for using the app is a compatible mobile terminal acquired by the Licensee (e.g. iOS or android tablet, smartphone, or smart glasses). LTE or Wi-Fi access is required for use. The Licensee guarantees the availability of its connection to the internet and the absence of viruses in the software that it uses. The app may require the acceptance of additional special conditions of use prior to installation or download from an app store. These kinds of special conditions of use take precedence in the event of contradictions with these conditions. Licensee is responsible for maintaining the confidentiality of the Login Details and the Account and for any use of the Account, especially for any activity or omission of Account users. Licensee acknowledges that if he uses any integration with any third-party services, he is doing so at his own expense, risk and on his own responsibility.

Full access to the paid version of the Service is granted promptly after Licensee has paid for subscription in accordance with the chosen license.

1.4 The copyright is the subject of these General Licensing and Support Terms and Conditions. References to copyrights or other industrial property rights, which are found on or in the app, may not be modified, removed, or otherwise concealed.

1.5 The app is available as a guest license that provides an additional means of communication to the telephone Service Hotline for rapid troubleshooting. In the event of a support request, the Licensor’s Technical Customer Support decides on the extent to which the use of the app is appropriate. If a decision is made to use the app and the Licensee agrees, Technical Customer Support opens a service case and invites the Licensee to participate. A chat or a video conference function allow the Licensor to support the Licensee with the problem that has occurred. The Licensee must implement the Licensor’s recommendations directly on the machine. The Licensor does not have access to the machines. The contracting parties agree that the Licensee shall remain responsible and retain the decision-making authority for operating the Licensee’s machines. The Licensee has access to the app for the duration of the service case as part of a guest license. A summary of the service case can be provided at the request of the Licensee.

1.6 If and to the extent that monetary remuneration is payable for the app, the transfer of the following rights depends on the full and unconditional payment of the remuneration by the user.

2. License

2.1 The purchase of a license allows the acquired license to be used for a certain amount of time. The Licensor grants the Licensee the non-exclusive, and non-transferrable right to use the app supplied for the intended use of the application on its own device or a device supplied to the user for its own use.

2.2 The license includes the right to install the app (e.g. on a mobile terminal) and to use the app on this device. The user is entitled to reinstall the app as many times as necessary. This does not apply if and to the extent that the app has been permanently removed from the Apple Store due to (a) the alleged or actual breach of copyright, trademark or patent rights, rights to trade secrets or to the product design or other industrial property rights of any persons, (b) alleged or actual defamation, (c) the alleged or actual breach of personality or exploitation rights of third parties, or (d) any other alleged or actual breach of applicable laws by the app. Reinstallation is not possible in this case.

2.3 The Licensor reserves the right to check the use of the license by the Licensee, particularly with regard to the correct use by third parties.

2.4 The right is geographically restricted to the extent that the user gives its assurance that it is not a national of a country subject to an embargo or that has been classified as “supporting terrorism” by the US government. Furthermore, the user gives its assurance that it is not included in a list of persons, published by the US government, that ban or restrict trade with these persons.

2.5 This granting of rights is not associated with the acquisition of any additional rights to the app itself. In particular, the Licensor reserves all rights of publication and reproduction, editing rights, and exploitation rights in relation to the app.

2.6The Licensee may not lend or lease the app nor make it accessible to the public or for download. Any transfer of the rights of use to a third party is only permitted under the conditions in this contract. Unless otherwise agreed, the user is also not entitled to reproduce, modify, edit, translate, port, reverse engineer, disassemble, or decompile the app, or otherwise interfere with the app to determine the source code, unless this is expressly permitted by compulsory legal regulations.

The Licensee is liable for all damages caused by breaches of copyright, which arise for the Licensor based on a breach of these contractual provisions by the Licensee.

3. Recording data

3.1 The Licensor may collect and use data, images, videos, and other information, especially information on the user’s terminal, its operating system, and other applications as well as peripheral devices in order to, in particular, supply updates, and provide services. This information may also be used for the general improvement of the app, the services, and to establish a knowledge database.

3.2 In all other respects, the Privacy Policy for the OSDi “LiveGuide” app and where required by law the Agreement on Commissioned Data Processing apply for the collection, processing, and use of personal data. Any additional authorizations to collect the user’s personal data or other data/information about the devices used by the user, which are based on the terms of App Stores remain unaffected. The Licensor hereby declares that it is not responsible for these data collection activities. The Licensor has no influence on the nature and scope of the collection, processing, and use of the data.

4. Modifications and updates

4.1 The Licensor reserves the right to modify or update the app, as well as to adapt it to an amended operating environment, at any time at its sole discretion and based on its planning. This may mean that the modified app can no longer be used in the same system environment. No claims may be raised against the Licensor as a result. To the extent that the Licensor releases general updates for the app for the market, the user is free to acquire these updates. The Licensor is not obliged to provide updates to Licensees that are not registered or if any update fee has not been paid.

4.2 The Licensor is not liable for ensuring that Licensee or third-party modifications to the app (including with updates) are usable and compatible.

5. License and service fees

5.1 The license and service fees can be found in the quote and are based on the relevant license that the Licensee uses as part of the agreed services:

_{All prices are exclusive of the relevant applicable value added tax. The purchase price is due and payable upon invoicing.}

5.2 The standard license grants the client 6 (six) licenses per site. The client has the option of using the app with or without the contractor/Licensor. The client’s/Licensee’s employees with a license can use the app as a communication tool to exchange information or for problem-solving. They can invite the contractor to the service case if necessary.

5.3 The premium license grants the client 12 (twelve) licenses per site. The premium license also enables collaboration with or without the contractor/Licensor. In addition, in this case the client has the option of involving a third party in the service case. The number of guests is limited to a maximum of 10 people for all open service cases.

5.4 The client essentially acquires six licenses per site for a standard license or 12 licenses per site for a premium license. If the client requires additional licenses, these need to be purchased by the client.

5.5 The guest license is provided for the duration of the service case free of licensing costs, incl. 30 free minutes.

5.6 The costs for the standard and premium license as well as for any additional standard and premium license can be found in the enclosed quote. After the free minutes, a quote is shown for the time expected for troubleshooting or a technician is deployed on-site and billed accordingly.

5.7 The licensing costs are paid annually in advance. The licenses are blocked in the event of non-payment.

5.8 Unless otherwise agreed by the parties, the Licensor offers Licensee a one-time test free of charge for a non-binding product testing. Licensor reserves the right to discontinue access if the test of the app is used more than once. The testing period ends automatically after four (4) weeks. A chargeable use only arises if the Licensee so wishes.

5.9 Licensee agrees to be informed regularly or irregularly by Licensee or service provider of Licensee about products, services and events of Licensor by e-mail or by telephone. Licensee may object to get of these informations at any time.

6. Term and termination

The right of use starts with the confirmation of these licensing terms and conditions by the Licensee and exists for a limited time after the licenses are acquired.
Any use of the product by the Licensee beyond the contractually agreed scope agreed in Clause 2 is considered a breach of contract, which entitles the Licensor to immediately terminate the right of use without notice. All rights of use granted as part of this contract are immediately terminated by this termination without notice and are automatically returned to the Licensor. In this case, the Licensee must immediately cease all use of the app and delete all copies of the app installed on its systems/mobile terminals.

7. Warranty

7.1 If the Licensee uses the free guest license of the app, the warranty claims towards the Licensor only exist in cases in which the Licensor acts with intent or gross negligence and in cases in which the Licensor has maliciously concealed a defect.

7.2 In the event of defects, the Licensor initially provides a warranty by way of supplementary performance. In this case, it assigns a new, defect-free software status of the app to the user or removes the defect at its discretion. If a certain number of supplementary performance attempts, considered adequate based on the severity of the defect, fail and/or the supplementary performance does not take place within a reasonable time, the Licensee is entitled to withdraw from the contract.

7.3 The warranty for material defects does not apply for defects based on the fact that the app is used in an environment that does not meet the app’s system requirements. In addition, the Licensee does not provide any warranty that the app meets the Licensee’s requirements and purposes or that it will cooperate with other programs selected by the Licensee. The Licensee is responsible for the correct selection and use of the app as well as the intended or achieved results.
Technical data, specifications, and performance information, especially in promotional materials, are not quality descriptions.

7.4 The warranty period is 12 months after the app is released, but no later than 12 months after providing the respective defective support service. The Licensee must immediately submit a written notification of defects that occur. In case of material defects, this takes place by providing a description of the time at which the defects occurred and the detailed circumstances.

7.5 The Licensee’s rights due to defects are excluded if the Licensee modifies the app, or allows the app to be modified, without the consent of the Licensor, unless the Licensor shows that the modifications did not have any direct influence on the analysis and elimination of the defects for the Licensor.

8. Liability

8.1 The amount of liability is limited to the foreseeable and typical damages depending on the nature of the business in question, but to a maximum of the annual license fee. The statutory provisions remain unaffected for damages resulting from physical injury, death, or damage to health, and/or the breach of a guarantee, and/or damages that were caused by gross negligence or intent. The same applies for the liability based on the German Product Liability Act.

If Licensee uses the app free of charge, Licensor is only liable in cases in which Licensor acts with intent or gross negligence as well as in cases in which Licensor has maliciously concealed a defect and this results in damages for the Licensee/user.

8.2 The Licensor is only liable for direct damages, not for indirect and consequential damages (especially not for loss of production, lost profit, downtime, contractual losses, or any other consequential damages), unless mandatory according to statutory law, for example, because of product liability law or in case of willful intent or violation of life, injury or health.  The Licensor is also not liable for loss of data, unless the Licensor causes the data to be destroyed through gross negligence or intent and the Licensee has ensured that these data can be reconstructed from data material that is provided in machine-readable form at reasonable expense.

8.3 The Licensee is aware that it is required to regularly back up its data as part of its mitigation obligations and that it is required to take all reasonable additional safeguards if a software error is suspected. No additional liability exists for the Licensor. The above regulations also apply for the Licensor’s vicarious agents.

8.4 The compatibility of the app with the user’s existing hardware and software configuration is only ensured for the systems expressly mentioned in the respective quote. The Licensor accepts no liability for the compatibility of the app with the user’s other hardware or software configuration, which was changed by the user after ordering. In addition, no liability is accepted for the compatibility of any systems that are commissioned by other suppliers at the same time as the Licensor provides its service to the user. Deviations must be agreed separately.

8.5 The contractually agreed liability limitations also apply to subcontractors and third parties appointed by Licensee. The Licensor accepts no liability for damages caused by actions of third parties and/or the Licensor (and/or its employees) as part of the use of the app. In particular, the Licensor is not liable for informations and data (such as for images, photographs, videos, chats) that the user provides, uploads, or independently processes in the app in another manner.

9.  Obligations

9.1 The Licensee is obliged to take appropriate measures to protect the app from access by unauthorized third parties. Licensee and third-party employees must expressly be informed of compliance with these terms and conditions as well as the copyright requirements. In particular, the Licensee shall require employees and third parties

• to only use the app for internal purposes,
• not to exchange and/or upload inappropriate topics and materials/data,
• not to process and use data and information that breach copyrights, trademark rights, patents, trade secrets or other legally protected rights of a third party, and
• not to upload files, images, and/or videos with viruses, Trojans, worms, “time bombs” or Cancelbots, or damaged files, or similar programs, which may harm the operation of another computer or third party property.

If the Licensee is not able to meet this obligation, the Licensor is entitled to cancel the contract immediately. If the Licensee, its employees, or a third party breaches the Licensor’s copyright, the Licensee is obliged to diligently assist with the investigation of the copyright infringement, in particular, it must immediately inform the Licensor of the corresponding infringing activities.

9.2 At the request of the Licensor, the Licensee shall allow it to check the proper use of the app, especially whether the qualitative and quantitative use of the app by the Licensee complies with the acquired license. To do so, the Licensee shall provide information to the Licensor, allow the Licensor to view relevant documents and enable an audit of the hardware and software environment in use.

10. Miscellaneous

10.1 Any ancillary agreements to these licensing terms and conditions are only valid if they have been confirmed by the Licensor in writing. This also applies for the repeal of this provision.

10.2 The law of the Federal Republic of Germany applies for all legal relationships from this contractual relationship to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

10.3 If the Licensee is a merchant as defined in the German Commercial Code, a legal entity or a legal entity under public law, Lübeck is agreed as the place of jurisdiction for all disputes that arise during the execution of this contractual relationship.

10.4 If individual provisions of this contract are or become completely or partially invalid, this shall not affect the validity of the remaining provisions. In this case, the parties hereby agree that the invalid provision shall be replaced by a valid provision that most closely replicates the economic purpose of the invalid provisions. The same applies in the event of a gap in the contract.

FETTE COMPACTING, November 2021.