Software License Terms & Terms of Service For CAMP 365 Software solutions These license terms & Terms of Service (“agreement”) are an agreement between ComputerCamp A/S and you. Please read these terms carefully. Except as otherwise expressly specified, this agreement applies to all of the ComputerCamp Software products. 1. updates, 2. supplements, 3. Cloud-Based services, and 4. support services for this software, unless other terms accompany those items. If so, those terms apply. This agreement supersedes the license terms embedded in the software. By installing, having installed, subscribing to, or using the software, you accept this agreement (including any modifications made to it from time to time). If you do not accept this agreement, do not install, have installed, subscribe to, or use the software. If an individual enters into this agreement on behalf of a legal entity, that individual represents that he or she has the authority to bind that entity to this agreement. Upon installing and using a ComputerCamp product, you are giving ComputerCamp A/S the right to display your company name and logo on the company website for reference purposes, and to store such content. You can, however, at any time request to avoid getting your information published. You can do this by writing to info@computercamp.dk Notice Regarding License Validation. Servers on which the software is installed may periodically provide information to verify that the software is properly licensed and that the term has not expired. This information includes the customer identifier, product name, license serial number, product version number, and usage data. Aggregated data may be used to evaluate the effectiveness of our validation features. By using the software, you consent to the transmission of the information described in this paragraph. If you comply with this agreement, you have the rights below for each license you acquire for the software. Overview Software. The software may include a. server software b. additional components that may be separately licensed and c. any updates or supplements for the software d. Licensing. The software is licensed based on I. the number of users (defined by product) II. License Model. The software is licensed as a Subscription License Model Under this model, you have licensed the software and CAMP 365 on a per user basis for a limited period, as further described in your agreement. The software with access to CAMP 365 may be installed on your premises with day to day management and control solely by ComputerCamp A/S or any third-party providing services to you ("Subscription License Model"). If your license expires or terminates, your right to use the software will stop immediately and the software must be removed from your systems. If you continue to use the software after that, you could be held liable for infringement of intellectual property rights, which could result in significant damages being assessed against you or other legal remedies DEFINITIONS I. "affiliate" means any legal entity that directly or indirectly owns, is directly or indirectly owned by, or that is directly or indirectly under common ownership with a party to this agreement. II. "NAV solution" means the customer’s Business Central solution regardless of whether it is run on own server or as a SaaS solution. III. "User" means a user who accesses your BC Solution or the CAMP 365 product directly or indirectly. IV. "ownership" means more than 50% ownership. V. "server" means a physical hardware system or virtual server capable of running server software. VI. "you" means the legal entity that has agreed to this agreement, your affiliates, and each of your, and your affiliates’, employees, contractors, agents and suppliers. SCOPE OF THE USER RIGHT During the term of the license agreement, the license holder will have the user right to the Product for the following users: I. Internal users employed by the license holder. The number of internal users may, as a result of an agreement entered between the license holder and ComputerCamp A/S, be limited to a number of registered employees. II. External users, including the license holder’s advisers, however solely for the purpose of gaining access to process the license holder’s data. III. Beyond the situations mentioned above, the user right does not include other persons, including other legal persons. Subsidiaries and other affiliated companies are not covered by the license, unless otherwise agreed upon with ComputerCamp A/S. IV. The license holder is responsible for the external persons, who have access to the Product, in accordance with the license agreement. ENHANCEMENT PLAN The CAMP 365 is covered by an enhancement plan. I. The Enhancement Plan covers all parts (modules) of the Product to which the license holder has a license. An extension of the scope of the license agreement will result in a corresponding extension of the Enhancement Plan for the parts (modules) and will be charged separately. The Enhancement Plan gives the license holder user rights to the updates on these terms and conditions. II. The updates can include error recovery, new/improved features, adaptation to current legislation and accounting practice, etc. the license holder has the user right to the updates simultaneously with their release. TERMS SPECIFIC TO SUBSCRIPTION LICENSE MODEL. Your rights to use the software and CAMP 365 are granted in the subscription period but may be revoked if you do not comply with the terms of this agreement. Subscription Validation. Servers on which the software is installed will from time to time perform a validation check of the software. Validation verifies that the software has been properly licensed. It also verifies that no unauthorized changes have been made to the validation functions of the software. The validation check may be initiated by the software or ComputerCamp. To enable validation checks, the software may from time to time require updates or additional downloads of the validation functions of the software. The updates or downloads are required for the proper functioning of the software and may be downloaded and installed without further notice to you. During or after a validation check, the server may send information about the software, the computer and the results of the validation check to ComputerCamp. This information includes customer subscription identifier, product name, license serial number, product version number, and the date of last use. Microsoft will use this information only to verify licensing compliance. By using the software, you consent to the transmission of this information. For more information about validation and what is sent during or after a validation check, contact ComputerCamp. I. If, after a validation check, the software or access to CAMP 365 is found to be improperly licensed, ComputerCamp may provide notice that the software is improperly licensed, and you may II. Receive reminders to obtain a properly copy of the software or III. need to follow instructions in the notice to be licensed to use the software. IV. Term. The term for your subscription license is currently monthly and invoiced 3 months in advance. ComputerCamp reserves the right to change this with 3 months’ notice before entering a new term. V. Enhancement Plan is included in the subscription license model. VI. Termination: The subscription can be terminated 30 days before beginning of a new subscription term. ADDITIONAL LICENSING REQUIREMENTS AND/OR USE RIGHTS Business Process Outsourcing. You may not use the CAMP 365 to provide business process outsourcing services. Distribution Restrictions. You may not 1. alter any copyright, trademark or Product names in the Product; 2. use ComputerCamp A/S programs’ names or in a way that suggests your programs come from or are endorsed by ComputerCamp A/S; 3. modify or distribute the source code of any product 4. Modification Disclaimer. You may modify the software only as necessary to use it for your internal business purposes if you received it in source code form, or you or any third party acting on your behalf have licensed tools from Microsoft that allow you or that third party to modify the software’s object code. You agree that ComputerCamp A/S is not responsible for any problems that result from modifications made by you, a partner, or any other third party acting on your behalf, or any problems that are caused by third party hardware or software. ComputerCamp A/S does not, and will not have any obligation to, provide technical or other support for any modifications to the software made by you, by a partner or by any other third party. ComputerCamp A/S does not make any representation, endorsement, guarantee or assurance of the suitability of the software for your business, the suitability of the partner or any other third party to create modifications or to implement the modifications or the software, or that any modification created, implemented, supported and/or serviced by, for or on behalf of you or any third party will meet your business needs or operate successfully with the software. ComputerCamp A/S and its partners are independent entities and ComputerCamp A/S is not liable for nor bound by any acts of such business partners. 5. Complex Software. The software is complex computer software. Its performance will vary depending on your hardware platform, software interactions, the configuration of the software and other factors. The software is neither fault tolerant nor free from errors, conflicts or interruptions. 6. Third Party Notices. The software may include third party material (i.e., code or documentation) that ComputerCamp A/S licenses to you under this agreement. Notices, if any, for the third-party material are included for your information only. 7. Additional Functionality. ComputerCamp A/S may provide additional functionality for the software. Other license terms and fees may apply. CLOUD-BASED SERVICES. I. ComputerCamp provides cloud-based services with the software, including validation services mention above. ComputerCamp may change or cancel them at any time. II. Consent for Cloud-Based Services. Certain features in the software may connect to CAMP 365, or third-party service provider computer systems over the Internet. In some cases, you will not receive a separate notice when they connect. For more information about these features, see the software documentation. By using these features, you consent to the transmission of this information. III. Customer information. CAMP 365 may collect data about usage of the software, including, but not limited to Customer information, User information and transaction type. Customer information may be kept for historical reasons, but any personal information will be deleted after termination of this agreement or on request. IV. Customer Data. Information stored in the in the software by the customer must comply with local data privacy legislation and it is the customer responsible to ensure compliance. Use of Information. CAMP 365 may use the device information, error reports, and malware reports to improve our software and services. We may also share it with others, such as hardware and software vendors. They may use the information to improve how their products run with ComputerCamp products. 1. Misuse of Cloud-Based Services. You may not use these services in any way that could harm them or impair anyone else’s use of them. You may not use the services to try to gain unauthorized access to any service, data, account or network by any means. DATA PROCESSING. I. Data Controller You are data controller and are liable for processing any personal data that you process and send to ComputerCamp A/S in preparation for ComputerCamp’s compliance with the agreement. II. Data Processor ComputerCamp A/S is data processor, see the European General Data Protection Regulation and the Danish Data Protection Act in force at any time and only process information on behalf of the Data Controller. The specific terms for this are regulated in data processor agreement between customer and ComputerCamp A/S, which can be requested on the ComputerCamp website. PRODUCT / LICENSE KEYS. The software may require a key to run or access it. A key may only be used to run or access the particular version of the software for which it was issued. You are responsible for the use of keys assigned to you. You must not duplicate or share the keys with third party. SCOPE OF LICENSE. This agreement only gives you right of use to the Product in the license period on the terms and conditions fixed in this agreement. ComputerCamp A/S reserves all other rights. Unless applicable law or a separate written contract with ComputerCamp A/S gives you more rights despite this limitation, you may use the software only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the software that only allow you to use it in certain ways. You may only use the software for your internal business purposes. You may not 1.work around any technical limitations in the software; 2. reverse engineer, decompile or disassemble the software, except and only to the extent that applicable law expressly permits, despite this limitation; 3. circumvent the validation functions of the software; 4. publish the software for others to copy; 5. rent, lease or lend the software; or 6. use the software for commercial software hosting services. Your rights to use the software may be revoked if you do not comply with the terms of this agreement. Rights to access the software do not give you any right to implement ComputerCamp A/S intellectual property in other software or devices that access the server. LICENSE TRANSFER. You may not transfer the software without ComputerCamp A/S’s prior written consent. If permitted, there may be additional charges for transferring the software to a third party. PRICING. ComputerCamp A/S product pricing is based on current pricelists as described on ComputerCamp’s website. ComputerCamp A/S reserves the right to change the pricelist, including existing enhancement plans, indexation rates and subscriptions, with 3 months’ notice. SUPPORT SERVICES. ComputerCamp A/S provides support services for the software. ENTIRE AGREEMENT. This agreement (including the warranty below), and the terms for supplements, updates, cloud-based services, Data Processor Agreement and Terms of Business and support services that you use are the entire agreement for the software and support services. APPLICABLE LAW. This agreement is governed by Danish law. Any disputes between the parties that cannot be solved by negotiation may be brought before the ordinary courts with ComputerCamp A/S’s home court. LIMITATION ON AND EXCLUSION OF REMEDIES AND DAMAGES. For each software product and for CAMP 365, it applies that ComputerCamp A/S’s maximum total liability towards you is limited to any direct loss which is allocated as a final amount that is not to exceed the amount that you have paid for the Product, while this agreement is in force. You cannot recover any other damages, including consequential, lost profits, special, indirect or incidental damages. This limitation applies to anything related to the: (i) software, (ii) services, (iii) content (including code) on any third-party Internet sites, or (iv) third party materials; and claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, loss of data, damage to records or data, loss of goodwill, loss as a consequence of a business interruption or any other tort to the extent permitted by applicable law. It also applies even if 1. repair, replacement or a refund for the software does not fully compensate you for any losses; or 2. ComputerCamp A/S knew or should have known about the possibility of the damages. 3. As for CAMP 365, ComputerCamp A/S’s maximum liability towards you for an incident that gives rise to claims cannot exceed the amount that you have paid for either enhancement plan or subscription fee for the period of 12 months before the incident. In that connection, it is enhanced that ComputerCamp A/S’s total liability for CAMP 365 in no circumstances can exceed the amount that you have paid for CAMP 365 during the subscription period. 4. Free products and the right to use CAMP 365 in the trial period. For products and access to CAMP 365 in the trial period, ComputerCamp A/S’s maximum liability for damages cannot exceed EUR 10. The limitations of liability in this paragraph applies to the extent that it is permitted within applicable law VERIFYING COMPLIANCE. 1. Right to verify compliance. You are required to keep records (including proof of purchase) relating to the software you use under this agreement. ComputerCamp A/S has the right to verify compliance with this agreement, at ComputerCamp A/S’s expense. You agree to provide reasonable cooperation in the event of a compliance audit, including by allowing ComputerCamp A/S, on request, to access the usage report as a tool in conducting the audit. 2. Verification process and limitations. To verify compliance with the terms of this Agreement, ComputerCamp A/S will engage an independent auditor, which will be subject to a confidentiality obligation. Verification will take place upon not fewer than 30 days’ notice, during normal business hours and in a manner that does not interfere unreasonably with your operations. 3. Use of Results. ComputerCamp A/S and the auditors will use the information obtained in compliance verification only to enforce ComputerCamp A/S’s rights and to determine whether you are in compliance with the terms of this agreement. By invoking the rights and procedures described above, ComputerCamp A/S does not waive its rights to enforce this agreement or to protect its intellectual property by any other means permitted by law. 4. Remedies for non-compliance. If verification reveals any unlicensed use, you must promptly order sufficient licenses to cover your use. If material unlicensed use is found, you must reimburse ComputerCamp A/S for the costs ComputerCamp A/S has incurred in verification and acquire the necessary additional licenses at single retail license cost within 30 days.