End User License Agreement

1. Grant of License

Licensor grants you the following rights provided that you comply with all terms and conditions of this EULA:

(a) Grant

Licensor hereby grants you a non-exclusive, non-transferable license, without rights to sublicense, to use the object code of the Software solely for your internal business purposes, provided such purpose is in accordance with the permitted uses of the Software as set forth in this EULA and the purpose for which the Software was designed as set forth in the applicable documentation for the Software, and to the extent permitted by your payment of applicable license fees. You may use the documentation accompanying the Software in connection with permitted uses of the Software.

(b) Installation and Use

• You may download, install, and use the mobile application on a single mobile device owned or otherwise controlled by you ("Mobile Device") strictly in accordance with the Software's documentation.
• Access, download, and use on such Mobile Device the Content and Services (as defined in Section 6) made available in or otherwise accessible through the Software, strictly in accordance with this EULA and any Terms of Use applicable to such Content and Services as set forth in Section 6.

2. Trial Licenses

(a) Evaluation License

If you activate the Software for evaluation prior to purchasing a license, you are permitted to conduct inspections and generate five (5) corresponding reports after which, any additional use shall require the purchase of a subscription license.

(b) Evaluation Product Disclaimer

THE EVALUATION PRODUCT IS PROVIDED TO YOU "AS IS" WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. LICENSOR BEARS NO LIABILITY FOR ANY DAMAGES RESULTING FROM USE (OR ATTEMPTED USE) OF THE EVALUATION PRODUCT THROUGH AND AFTER THE TRIAL PERIOD.

(c) No Support

Licensor has no duty to provide support to you during your use of the Evaluation Product.

3. License Restrictions

Licensee shall not:

• Copy the Software, except as expressly permitted by this EULA;
• Modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Software;
• Reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Software or any part thereof;
• Remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Software, including any copy thereof;
• Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Software, or any features or functionality of the Software, to any third party for any reason;
• Remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Software.

4. Reservation of Rights and Ownership

The Software is licensed, and not sold, to you for use only under the terms of this EULA. The Software is protected by copyright and other intellectual property laws and treaties. Licensor or its suppliers own the title, copyright, and other intellectual property rights in the Software. Except as expressly licensed to you herein, Licensor and its suppliers reserve all right, title and interest in the Software and all associated copyrights, trademarks, and other intellectual property rights therein.

5. Collection and Use of Your Information

You acknowledge that when you download, install, or use the Software, Licensor may use automatic means (including, for example, cookies and web beacons) to collect information about your device and about your use of the Software. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Software or certain of its features or functionality. All information we collect through or in connection with this Software is subject to our Privacy Policy. By downloading, installing, using, and providing information to or through this Software, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

6. Content and Services

The Software may provide you with access to the Licensor's website located at www.AEyesPI.com (the "Website") and products and services accessible thereon, and certain features, functionality, and content accessible on or through the Software, including but not limited to any reports generated for you through use of the Software, may be hosted on the Website (collectively, "Content and Services"). Your access to and use of such Content and Services are governed by this EULA and the Privacy Policy. Your access to and use of such Content and Services may require you to acknowledge your acceptance of the Privacy Policy and/or to register with the Website.

7. Termination

This EULA commences when you download or install the Software and acknowledge your acceptance and remains effective until terminated. Your rights under this EULA will terminate immediately and automatically if you fail to comply with any of the terms and conditions of this EULA. Promptly upon termination, you must cease all use of the Software, destroy all copies of the Software in your possession or control, and, upon request of Licensor, certify such destruction. Licensor may terminate this EULA at any time without notice if it ceases to provide and/or support the Software.

8. Additional Software/Services

This EULA applies to updates, supplements, add-on components, or Internet-based services components, of the Software that Licensor may provide to you or make available to you after the date you obtain your initial copy of the Software, unless we provide other terms along with the update, supplement, add-on component, or Internet-based services component. Licensor reserves the right to discontinue any Internet-based services provided to you or made available to you through the use of the Software.

9. Updates

Licensor may from time to time in its sole discretion develop and provide Software updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, "Updates"). Updates may also modify or delete in their entirety certain features and functionality. You agree that Licensor has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality.

Based on your mobile device settings, when your mobile device is connected to the internet, the Software may automatically download and install all available Updates, or you may receive notice of or be prompted to download and install available Updates. You shall promptly download and install all Updates and acknowledge and agree that the Software or portions thereof may not properly operate should you fail to do so.

10. Support and Subscription Services

Licensor will provide customer support services in accordance with the package that is specified in the subscription plan selected, and further detailed on the Website. This EULA does not give you any rights to any updates or upgrades to the Software or to any extensions or enhancements to the Software developed by Licensor at any time in the future. Licensor may offer support services separately.

11. Export Restrictions

You acknowledge that the Software is subject to U.S. export jurisdiction. You agree to comply with all applicable international and national laws that apply to the Software, including the U.S. Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by U.S. and other governments.

12. Disclaimer of Warranties

13. Intellectual Property Infringement Claims

13.1 Indemnification Against Liability for Infringement

Licensor shall indemnify you against all liabilities, claims and legal costs (including reasonable attorney fees) paid to or for the benefit of a third party arising from any third party claim or suit alleging that the Software infringes: (i) any copyright; (ii) the trade secret or trademark rights of any third party; or (iii) any U.S. patent existing on the date the Software in question is delivered to you.

13.2 Limitations on Indemnification

Licensor shall have no liability for, and shall not indemnify you against, any infringement claim resulting from: (i) modification of any Software; (ii) combination of any Software with hardware, software or other intellectual property provided by anyone other than Licensor; (iii) use of a superseded or altered release of some or all of the Software; or (iv) use of any Software in any manner not expressly contemplated hereunder.

13.3 Repair or Replacement of Infringing Software

In the event of a third-party infringement claim, Licensor shall, at its sole election and expense: (i) procure for you the right to continue to use the Software pursuant to this EULA; (ii) replace or modify the Software to make it non-infringing while still complying with the terms of this EULA; or (iii) if none of the above options is reasonably available, refund the license fees associated with the infringing portion of the Software.

14. Open Source Disclosure

The Software contains open source software components. By accepting the terms of this EULA, you are accepting the terms of the open source license agreements that govern the use of such open source software. The following open source components are included:

15. Limitation of Liability and Remedies

Notwithstanding any damages that you might incur for any reason whatsoever, the entire liability of Licensor and any of its suppliers under any provision of this EULA and your exclusive remedy hereunder shall be limited to actual, direct damages up to the amount actually paid by you for the Software in the twelve (12) months prior to the date of the action giving rise to the claim.

16. Applicable Law

This EULA is governed by and construed in accordance with the internal laws of the State of Michigan without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this EULA or the Software shall be instituted exclusively in the federal courts of the United States or the courts of the State of Michigan. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

17. Entire Agreement; Severability

This EULA sets forth Licensor's entire liability and your exclusive remedy with respect to the Software and supersedes the terms of any purchase orders and any other communications or advertising with respect to the Software. You acknowledge that this EULA is a complete statement of the agreement between you and Licensor with respect to the Software. No amendment to or modification of this EULA will be binding unless made in writing and signed by Licensor. If any provision of this EULA is held to be void, invalid, unenforceable or illegal, the other provisions shall continue in full force and effect.

18. Injunctive Relief

You agree that a breach of this EULA adversely affecting Licensor's proprietary rights in the Software may cause irreparable injury to Licensor for which monetary damages would not be an adequate remedy and Licensor shall be entitled to seek equitable relief in addition to any remedies it may have hereunder or at law.

19. Confidential Information

You acknowledge and agree that the Software and all information emanating from the Software and Licensor's business in any form are valuable trade secrets of Licensor and "Confidential Information." You agree that you will not, during or after the term of this EULA, permit the duplication, use, or disclosure of any such Confidential Information to any person (other than your employees, agents or representatives), unless such duplication, use or disclosure is specifically authorized by Licensor in writing prior to any disclosure.

20. Survival

The provisions of Section 4, 5, 7, 12, 14, 15, 16, 17, 18, 19 and this Section 20 shall survive termination or expiration of this EULA, for any reason.