Enso License Terms

ENSO SOFTWARE LICENSE TERMS

These license terms are an agreement between you and Enso International, Inc.. They apply to the software named above. The terms also apply to any Enso services or updates for the software, except to the extent those have different terms.

IF YOU COMPLY WITH THESE LICENSE TERMS, YOU HAVE THE RIGHTS BELOW.

1. INSTALLATION AND USE RIGHTS.

a. Individual License. If you are an individual (even if in an enterprise), you may use the software for your personal use only, which includes the right to use the software for test and evaluation purposes using your organization or enterprise data but not for production purposes. Any use beyond forty five (45) days shall be deemed use for production purposes.

b. Small Business License. If you are an organization which does not meet the criteria for an enterprise (see below), up to five (5) named users may use the software for test, evaluation, and production purposes.

c. Enterprise License. If you are an enterprise, except for the right for employees or contractors to obtain individual licenses for test and evaluation purposes only as set forth in Section 1.a. above, your employees and contractors may not use the software pursuant to these License Terms. Contact sales@enso.org or visit www.enso.org for more information. If you are in an enterprise which has entered into a separate agreement with Enso for the right to download and use the software on enterprise systems, then even if you accept these License Terms, they will not apply to you if you have been registered by your enterprise as an authorized user. Your enterprise agreement applies. Please ensure that is the case if you have any question, because otherwise these license terms do apply to you and your use is limited to your personal use only as set forth in Section 1.a. above.

An “enterprise” is any organization and its affiliates who collectively have either (a) more than 250 PCs or users or (b) one million U.S. dollars (or the equivalent in other currencies) in annual revenues, and “affiliates” means those entities that control (via majority ownership), are controlled by, or are under common control with an organization.

A “named user” is an employee or contractor with a unique email address for use in the organization or enterprise.

d. Online Services in the Software. Some features of the software make use of online services to provide you information about updates to the software. As used throughout this agreement, the term “software” includes these online service features, and by using them, you consent to the transmission of information as described in Section 2, DATA COLLECTION.

e. Demo Use. The uses permitted above include the right to demonstrate use of the software to enterprise colleagues or other third parties.

f. Beta Releases. You may use beta (i.e., not yet commercially released) versions of the software which Enso may make available to you for internal evaluation purposes. Beta versions may be substantially different from the commercially released version. They may not operate correctly or work the way a final version will. Enso may change Beta versions for the final, commercial version, if any. Enso is not obligated to provide maintenance, technical support or updates to you for Beta versions.

2. DATA COLLECTION. The software may collect information about you and your use of the software and send that to Enso. Enso may use this information to provide services and improve our products and services. Our privacy statement is located at https://enso.org/privacy. You can learn more about data collection and its use from the software documentation and our privacy statement. Your use of the software operates as your consent to these practices.

3. SCOPE OF LICENSE. The software is licensed, not sold. These license terms only give you some rights to use the software. Enso reserves all other rights. Unless applicable law gives you more rights despite this limitation, you may use the software only as expressly permitted in these license terms. In doing so, you must comply with any technical limitations in the software that only allow you to use it in certain ways. In addition, you may not:

• work around any technical limitations in the software;

• reverse engineer, decompile or disassemble the software, or otherwise attempt to derive the source code for the software, except and only to the extent required by third party licensing terms governing use of certain open source components that may be included with the software;

• remove, minimize, block or modify any notices of Enso or its suppliers in the software;

• use the software in any way that is against the law;

• share, publish, rent or lease the software; or

• provide the software as a stand-alone offering or combine it with any of your applications for others to use, or transfer the software or this agreement to any third party.

4. SUPPORT. Because the software is “as is”, we may not provide support services for it.

5. ENTIRE AGREEMENT. This agreement, and the terms for supplements, updates, Internet-based services and support services, are the entire agreement for the software and support services.

6. EXPORT RESTRICTIONS. Exports, re-exports, and transfers of the software may be subject to U.S. export controls and sanctions. You acknowledge and agree that: (i) you will comply with all applicable laws and regulations; and (ii) the software may not be exported, re-exported, sold or transferred to U.S. embargoed, sanctioned, or restricted destinations, persons, or entities without first obtaining any necessary governmental authorization. Each party shall, at its own expense, secure export and import authorizations necessary to fulfill its obligations under this Section. If any required authorization cannot be obtained, or in the event you breach this Section, Enso may terminate, cancel, or otherwise be excused from any obligations that Enso may have under this agreement. Any software classifications are for Enso’s convenience only and shall not be construed as a representation or warranty of any kind; You are responsible for your own compliance obligations.

7. APPLICABLE LAW. If you acquired the software in the United States, Delaware state law applies to interpretation of, and claims for breach of this agreement, and the laws of the state where you live apply to all other claims. If you acquired the software in any other country, its laws apply.

8. CONSUMER RIGHTS; REGIONAL VARIATIONS. These license terms describe certain legal rights. You may have other rights, including consumer rights, under the laws of your state or country. You may also have rights with respect to the party from which you acquired the software. This agreement does not change those other rights if the laws of your state or country do not permit it to do so. For example, if you acquired the software in one of the below regions, or mandatory country law applies, then the following provisions apply to you:

a. Australia. You have statutory guarantees under the Australian Consumer Law and nothing in these license terms is intended to affect those rights.

b. Canada. You may stop receiving updates on your device by turning off Internet access. If and when you re-connect to the Internet, the software will resume checking for and installing updates.

c. Germany and Austria.

(i) Warranty. The properly licensed software will perform substantially as described in any Enso materials that accompany it. However, Enso gives no contractual guarantee in relation to the software.

(ii) Limitation of Liability. In case of intentional conduct, gross negligence, claims based on the Product Liability Act, as well as in case of death or personal or physical injury, Enso is liable according to the statutory law.

Subject to the preceding sentence (ii), Enso will only be liable for slight negligence if Enso is in breach of such material contractual obligations, the fulfillment of which facilitate the due performance of this agreement, the breach of which would endanger the purpose of this agreement and the compliance with which a party may constantly trust in (so-called “cardinal obligations”). In other cases of slight negligence, Enso will not be liable.

9. DISCLAIMER OF WARRANTY. THE SOFTWARE IS LICENSED “AS-IS”. YOU BEAR THE RISK OF USING IT. ENSO GIVES NO EXPRESS WARRANTIES, GUARANTEES OR CONDITIONS. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAWS, ENSO EXCLUDES THE IMPLIEDWARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

10. LIMITATION ON DAMAGES. YOU CAN RECOVER FROM ENSO AND ITS SUPPLIERS ONLY DIRECT DAMAGES UP TO U.S. $5.00. YOU CANNOT RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES.

This limitation applies to (a) anything related to the software, services, content (including code) on third party Internet sites, or third party applications; and (b) claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other tort to the extent permitted by applicable law.

It also applies even if Enso knew or should have known about the possibility of the damages. The above limitation or exclusion may not apply to you because your state or country may not allow the exclusion or limitation of incidental, consequential or other damages.

v2024.1