1. INTRODUCTION SOFTWARE DOWNLOAD•

1.1 These software download terms and conditions shall govern the sale and supply ofdownloadable software programs through our website, and the use of those software
programs.

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1.2 You will be asked to give your express agreement to these software download terms andconditions before you place an order on the website of our e-commerce partner.

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1.3 This document does not affect any statutory rights you may have as a consumer.

2. INTERPRETATION•

2.1 In these terms and conditions:o(a) “we” means Splendit IT-Consulting GmbH (and “us and “our” should beconstrued accordingly);o(b) “you” means our business customer or prospective business customer underthese terms and conditions (and “your” should be construed accordingly);o(c) “software programs” means those software programs that are available forpurchase on our website; ando(d) “your software programs” means any such software programs that you havepurchased through our website (including any enhanced or upgraded version of thesoftware programs that we may make available to you from time to time).

3. ORDER PROCESS•

3.1 The advertising of software programs on our website constitutes an “invitation to treat”
rather than a contractual offer.

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3.2 No contract will come into force between you and us unless and until we accept yourorder in accordance with the procedure set out in this Section 3.

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3.3 To enter into a contract through our website to purchase downloadable software
programs from us, the following steps must be taken: you must click “buy here” to start thepurchasing process; you will be transferred to our e-commerce service provider’s website,and our e-commerce service provider will handle your purchase process; after the successfulprocessing of your order you will be linked to our licensing partner to get a valid license id;

4. PRICES•

4.1 Our prices are quoted on our website and the website of our e-commerce partner.

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4.2 We will from time to time change the prices quoted on our website, but this will notaffect contracts that have previously come into force.

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4.3 All amounts stated in these software download terms and conditions or on our website
are stated inclusive of VAT.

5. PAYMENTS•

5.1 You must, during the checkout process, pay the prices of the software programs youorder.

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5.2 Payments may be made by any of the permitted methods specified on the website.

6. LICENSING OF SOFTWARE•

6.1 We will supply your software programs to you in the format or formats specified on ourwebsite, and by such means and within such periods as are specified on our website.

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6.2 Subject to your payment of the applicable price and compliance with these software
download terms and conditions, we grant to you a worldwide, non-exclusive, nontransferable licence to make any use of your software programs permitted by Section 6.3,
providing that you must not in any circumstances make any use of your software programs
that is prohibited by Section 6.4.

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6.3 The “permitted uses” of your software programs are:•o(a) downloading a copy of each of your software programs;o(b) installing a copy of each of your software programs on desktop, laptop or
notebook computers;o(c) using your software programs in accordance with the documentation.

6.4 The “prohibited uses” of your software programs are:o(a) the publication, sale, licensing, sub-licensing, renting, transferring, transmission,broadcasting, distribution or redistribution of any software program (or partthereof) in any format;o(b) the editing, modification, adaptation or alteration of any software program (orpart thereof), and the creation of any derivative work incorporating any software
program (or part thereof);o(c) the use of any software program (or part thereof) in any way that is unlawful orin breach of any person’s legal rights under any applicable law, or in any way that isoffensive, indecent, discriminatory or otherwise objectionable;o(d) the use of any software program (or part thereof) to compete with us, whether
directly or indirectly;o(e) the reverse engineering, decompilation or disassembly of any software program(or part thereof); ando(f) the circumvention or removal of, or any attempt to circumvent or remove, thetechnological measures applied to any software program for the purpose of
preventing unauthorized use, providing that nothing in this Section 6.4 will prohibitor restrict you or any other person from doing any act expressly permitted byapplicable law.

•6.5 You warrant to us that you have access to the necessary computer systems, mediasystems, software and network connections to receive and enjoy the benefit of yoursoftware programs.

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6.6 All deliveries under this Agreement will be electronic. You must have an Internet
connection in order to receive and use any deliveries and services. It is your entire

responsibility to secure an internet connection and all fee related thereto shall be at yourown charge.
•6.7 All intellectual property rights and other rights in the software programs not expressly
granted by these terms and conditions are hereby reserved.

•6.8 You must retain, and must not delete, obscure or remove, copyright notices and otherproprietary notices on or in any software program.

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6.9 The rights granted to you in these terms and conditions are personal to you, and you
must not permit any third party to exercise these rights.

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6.10 If you breach any provision of these terms and conditions, then the licence set out inthis Section 6 will be automatically terminated upon such breach.

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6.11 You may terminate the licence set out in this Section 6 by deleting all copies of therelevant software programs in your possession or control.

•6.12 Upon the termination of a licence under this Section 6, you must, if you have notpreviously done so, promptly and irrevocably delete from your computer systems and otherelectronic devices all copies of the relevant software programs in your possession or control,
and permanently destroy any other copies of the relevant software programs in yourpossession or control.

7. ADDITIONAL USERS•

7.1 If you are a business, then your employees may use the software in accordance withSection 6, provided that you must ensure that any person using the downloads inaccordance with this Section 7.1 is made aware of and complies with the requirements ofSection 6.

8. FREE TRIAL•

8.1 We may make available software programs on a free trial basis, and this Section 8 shallapply to such software programs.

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8.2 Your rights to use of free trial software programs shall be restricted in such manner
and/or to such period as we may specify when you download the software programs, andwe may apply technological protection measures to the software programs to enforce theserestrictions.

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8.3 We may restrict your licence to use any free trial software program at any time, by giving
you written notice of the restriction or activating the restriction in the relevant software
program.

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8.4 We may terminate your licence to use any free trial software program at any time, bygiving you written notice of termination or deactivating the relevant software program.

9. WARRANTIES AND REPRESENTATIONS•

9.1 You warrant and represent to us that:o(a) you are legally capable of entering into binding contracts;•o(b) you have full authority, power and capacity to agree to these terms andconditions within your company; ando(c) all the information that you provide to us in connection with your order is true,accurate, complete, current and non-misleading.

9.2 We warrant to you that your software programs will be supplied to you with reasonablecare and skill.
o(a) your software programs will match any description of it given by us to you; ando(b) we have the right to supply your software programs to you.

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9.3 All of our warranties and representations relating to software programs are set out inthese terms and conditions.

•To the maximum extent permitted by applicable law and subject to Section 10.1, all otherwarranties and representations are expressly excluded.

10. LIMITATIONS AND EXCLUSIONS OF LIABILITY••

10.1 Nothing in these software download terms and conditions will:o(a) limit or exclude any liability for death or personal injury resulting fromnegligence;o(b) limit or exclude any liability for fraud or fraudulent misrepresentation;o(c) limit any liabilities in any way that is not permitted under applicable law; oro(d) exclude any liabilities that may not be excluded under applicable law, and, if you
are a consumer, your statutory rights will not be excluded or limited by these terms
and conditions, except to the extent permitted by law.

10.2 The limitations and exclusions of liability set out in this Section 10 and elsewhere inthese terms and conditions:o(a) are subject to Section 11.1; ando(b) govern all liabilities arising under these terms and conditions or relating to thesubject matter of these terms and conditions, including liabilities arising in contract,
in tort (including negligence) and for breach of statutory duty, except to the extent
expressly provided otherwise in these terms and conditions.

•10.3 We will not be liable to you in respect of any losses arising out of any event or events
beyond our reasonable control.

•10.4 We will not be liable to you in respect of any business losses, including (withoutlimitation) loss of or damage to profits, income, revenue, use, production, anticipatedsavings, business, contracts, commercial opportunities or goodwill.

•10.5 We will not be liable to you in respect of any loss or corruption of any data, database orsoftware[, providing that if you contract with us under these terms and conditions as aconsumer, this Section 11.5 shall not apply].

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10.6 We will not be liable to you in respect of any special, indirect or consequential loss ordamage[, providing that if you contract with us under these terms and conditions as aconsumer, this Section 11.6 shall not apply].

•10.7 You accept that we have an interest in limiting the personal liability of our officers andemployees and, having regard to that interest, you acknowledge that we are a limited
liability entity; you agree that you will not bring any claim personally against our officers oremployees in respect of any losses you suffer in connection with the website or these terms
and conditions (this will not, of course, limit or exclude the liability of the limited liability
entity itself for the acts and omissions of our officers and employees).

•10.8 Our aggregate liability to you in respect of any contract to provide services to you underthese terms and conditions shall not exceed the greater of:o(a) € 5.000,–; ando(b) the total amount paid and payable to us under the contract.

11. VARIATION•

11.1 We may revise these terms and conditions from time to time by publishing a newversion on our website.

•11.2 A revision of these terms and conditions will apply to contracts entered into at any time
following the time of the revision, but will not affect contracts made before the time of therevision.

12. ASSIGNMENT•

12.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with ourrights and/or obligations under these terms and conditions.

•12.2 You may not without our prior written consent assign, transfer, sub-contract orotherwise deal with any of your rights and/or obligations under these terms and conditions.

13. NO WAIVERS•

13.1 No breach of any provision of a contract under these terms and conditions will bewaived except with the express written consent of the party not in breach.

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13.2 No waiver of any breach of any provision of a contract under these terms andconditions shall be construed as a further or continuing waiver of any other breach of thatprovision or any breach of any other provision of that contract.

14. SEVERABILITY•

14.1 If a provision of these download terms and conditions is determined by any court orother competent authority to be unlawful and/or unenforceable, the other provisions willcontinue in effect.

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14.2 If any unlawful and/or unenforceable provision of these terms and conditions would belawful or enforceable if part of it were deleted, that part will be deemed to be deleted, andthe rest of the provision will continue in effect.

15. THIRD PARTY RIGHTS•

15.1 A contract under these software download terms conditions is for our benefit and yourbenefit, and is not intended to benefit or be enforceable by any third party.

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15.2 The exercise of the parties’ rights under a contract under these terms and conditions isnot subject to the consent of any third party.

16. ENTIRE AGREEMENT•

16.1 Subject to Section 10.1, these software download terms and conditions, together with
our download licence agreement, shall constitute the entire agreement between you and us
in relation to the sale and purchase of our downloads and the use of those downloads, andshall supersede all previous agreements between you and us in relation to the sale andpurchase of our downloads and the use of those downloads.

17. LAW AND JURISDICTION•17.1 These terms and conditions shall be governed by and construed in accordance withAustrian law.

•17.2 Any disputes relating to these software download terms and conditions shall be subject
to the exclusive jurisdiction of the courts of Austria.

18. STATUTORY AND REGULATORY DISCLOSURES•

18.1 We will not file a copy of these software download terms and conditions specifically in
relation to each user or customer and, if we update these terms and conditions, the version
to which you originally agreed will no longer be available on our website. We recommendthat you consider saving a copy of these terms and conditions for future reference.

•18.2 These software download terms and conditions are available in the English language
only.

•18.3 Our VAT number is ATU 57828667.

•18.4 The website of the European Union’s online dispute resolution platform is available athttps://webgate.ec.europa.eu/odr/main

19. OUR DETAILS•

19.1 This website is owned and operated by Splendit IT-Consulting GmbH 19.2 We areregistered in Austria under registration number FN246458p, and our registered office is atRechte Wienzeile 37, 1040 Vienna.

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19.3 Our principal place of business is at Rechte Wienzeile 37, 1040 Vienna.

•19.4 You can contact us:o(a) by post, using the postal address given above;o(b) using our website contact form;o(c) by telephone +43 (0) 12 86 45 43; oro(d) by email, using office@splendit.at or office@jsparrow.eu