Framework and Service Agreement

Framework and Service Agreement between the customer as identified in the applicable Order Form, hereinafter referred to as the "customer" and Dexter Technologies GmbH, Alice-und-Hella-Hirsch-Ring 50, D-10317 Berlin, hereinafter referred to as "Dexter", hereinafter jointly: "parties".

This Framework Service & License Agreement ("contract") governs the entire contractual relationship between the parties. It can be supplemented with content from order forms and annexes. In the event of any conflict between this contract and any Order Form entered into under this contract, the applicable Order Form shall prevail. The terms of this contract will be deemed accepted upon execution of an Order Form.

The terms and conditions of this contract also apply to all future transactions with the customer from ongoing business relationships.

Any regulations made by the customer that conflict with or deviate from these terms and conditions only apply if and to the extent that Dexter has expressly agreed to them in writing.

1. Subject of the contract

1.1. Scope of this contract

This Agreement governs the use of the Software and Services agreed in the Order Form (as defined below) during the term for which the Customer pays the agreed fees.

1.2. Software and professional services

Dexter provides a software solution supported by large language models for operational workflow automation (the "Software"). The essential functions can be found in the service description in Appendix 3. At the customer's request, Dexter offers additional services such as implementation, consulting and/or customization services in connection with the provision of the software ("Professional Services").

1.3. Order forms

Each order form, upon mutual signature, is incorporated into this contract and forms a part of the contract.

2. Access and right to use the software

2.1. Right of use

During each contract term, Dexter grants the customer a non-exclusive, non-transferable and non-sublicensable right to use the software as set out in the respective order form solely in accordance with all applicable documentation and this contract, including all restrictions and limitations set out in the applicable order form (collectively the "Subscription").

2.2. Restrictions

The customer's right to use the software in accordance with this contract does not grant any exploitation rights, in particular, but not limited to, the right of reproduction (§ 16 UrhG), the right of distribution (§ 17 UrhG), the right of exhibition (§ 18 UrhG), the right of communication to the public ( § 19 UrhG), the right to make it publicly available (§ 19a UrhG), the right to broadcast (§ 20 UrhG) or the right to edit and redesign (§ 23 UrhG).

Regardless of technical restrictions (e.g. a limited number of accesses), the customer may only use the services to the contractually agreed extent. Use of the services by third parties, including the customer's subsidiaries (affiliated companies within the meaning of Sections 15 ff. AktG), is only permitted if the service is used for the customer's own internal processes and such use is stated in the offer letter or the service description.

Without Dexter's prior consent, the customer is not entitled to (i) use the services for the purpose of providing services to third parties, (ii) make the services available to persons other than its own employees or freelancers, (iii) make the Services available to third parties, (iv) modify the software, create derivative works of, decompile, reverse engineer, attempt to access the source code, engage in prompt engineering, or copy the software or its components; (v) circumvent or disable any security or other technical features or measures of the software or use the software in a manner that Dexter reasonably believes to pose a threat to the security of the computer systems under Dexter's control; or (vi) use the software to conduct any fraudulent, malicious or illegal activities. The customer does not receive any rights beyond this, in particular to the software provided or the infrastructure that may be provided in the respective data center. Any further use requires the written consent of Dexter.

2.3. Fair Use

The Customer is entitled to the amount of transactions/API calls/data transfers agreed to in the order form. This limit is designed to ensure consistent service quality for all users.

Dexter continuously monitors customer usage to ensure compliance with this Fair Use Policy. Generally the customer may exceed the agreed volume subject to additional fees. If however the customer's usage significantly exceeds the defined limits or average user consumption, Dexter reserves the right to temporarily restrict or limit service access. Unless the security and or stability of the service require otherwise Dexter will notify the customer of any excessive usage before taking action, allowing for usage adjustment or capacity increase.

For anticipated high-volume periods, the customer shall provide advance notice to Dexter to ensure service continuity. The Customer shall not use automated tools or scripts alien to the service to artificially inflate usage or circumvent fair use limits. Dexter may take immediate action without notice in cases where excessive use threatens overall system stability or other customers' service quality.

3. Other obligations

3.1. Provision of the software

Dexter is responsible for providing the Software in accordance with and subject to the terms and conditions of this contract, the order forms and the documentation. Dexter is not responsible for errors and restrictions that arise from the transmission of the service outside Dexter's control (e.g. disruptions with Internet providers), but only bears responsibility up to the interface of its own data centers to the Internet.

3.2. Technical facility

Unless otherwise agreed in the order form, the customer is responsible for the initial technical setup and validation of the software as well as any adjustments and/or additions to data points, sources or targets.

3.3. Support and maintenance

Subject to customer's payment of all applicable fees, Dexter will provide support, maintenance and uptime for each service in accordance with the support package (if any) described in the applicable order form. All support requests have to be sent either via email [support@getdexter.co], Slack or in-app chat.

4. Professional Services

4.1. Scope of services

Services within the meaning of professional services are subject to a separate service description ("SOW") and are provided with due care, skill and in accordance with good industry practices, applicable laws and using appropriately trained employees.

4.2. Dependencies

The provision of professional services is dependent on the customer (i) meeting the dependencies set out in the SOW, (ii) making decisions and providing information necessary for Dexter to provide the professional services, and (iii) granting Dexter access to its facilities, equipment and data to the extent reasonably necessary to provide the professional services.

5. Data License and Protection

5.1. Ownership of Customer Data

Dexter acknowledges that the customer owns all right, title and interest, including all intellectual property rights, in and to the customer data.

5.2. Use of customer data

In connection with the use of the software, the customer will transfer customer data to Dexter. The customer grants Dexter, Dexter's affiliated companies and all of them in accordance with the terms and conditions Section 14.1 subcontractors approved below, a worldwide, temporary, revocable, non-exclusive license to use, host, transmit, monitor, manage, replicate, access, collect, store, cache, analyze, aggregate and/or anonymize the customer data and transmit the customer data to Dexter's subcontractors, in each case to the extent that this is necessary to provide the services in accordance with the documentation and to the extent necessary for Dexter to provide the services to the customer.

5.3. Compliance with data protection laws

Dexter is only a technical service provider and processes data and/or information arising under the contract only on behalf of the customer. It is the sole responsibility of the customer to operate the software in accordance with applicable laws, in particular the customer guarantees that any processing of personal data and/or personal information complies with applicable data protection laws. If the provision of the services ordered by the customer creates additional obligations on the part of Dexter, the customer must inform Dexter of such obligations before the performance of the contract.

5.4. Data processing

Dexter will use all customer data for the purposes set out in this contract and in accordance with the data processing agreement process within the meaning of Article 28 Paragraph 3 GDPR, which forms an integral part of this contract. Unless such an agreement has been concluded separately, the conditions of the order processing agreement current at the time of conclusion of the contract apply attached as Annex 4 as agreed.

5.5. Usage Data

Dexter may only collect and use usage data to improve, support and develop its products and services. Any use beyond this is prohibited without the express written consent of the customer.

5.6. Indemnification

Customer indemnifies Dexter from all third party claims, damages, liabilities and expenses (including legal fees and other legal costs) arising out of or in connection with any breach by the customer of customer data or borne by Dexter.

5.7 Data use for AI training

The customer agrees that Dexter is entitled to use all data generated during the use of the software (including, but not limited to, usage data, interaction data and generated content) for the training, improvement and further development of its AI solutions, provided this is done in accordance with all applicable legal regulations, in particular data protection laws.

When using the data for AI training, Dexter undertakes to (i) anonymize or pseudonymize personal data to the extent that this is technically possible and sufficient for the purpose of the AI ​​training; (ii) take appropriate technical and organizational measures to ensure the security and confidentiality of the data; (iii) to use the data exclusively for the purpose of AI training and not to pass it on to third parties unless this is permitted by law or expressly authorized by the customer; (iv) provide transparent information about the type and extent of the data used for the AI ​​training at the customer's request.

The customer guarantees that it has all necessary rights and consents to allow Dexter to use the data described in this clause, in particular with regard to personal data of third parties that may be contained in the customer data. Dexter releases the customer from all third-party claims that arise from a violation of applicable data protection regulations by Dexter within the scope of the data use described in this clause, unless Dexter is not responsible for the violation.

This clause applies beyond the termination or expiration of this contract to the extent that Dexter continues to have lawfully received data from the contractual relationship.

6. Ownership of Intellectual Property

6.1. Property of the customer

The customer is and shall remain the exclusive owner of all right, title and interest (including, but not limited to, proprietary rights) in and to the customer data and grants Dexter all in Section 5 mentioned rights. All intellectual property rights based on insights and innovations developed by the customer in the course of using the services belong to the customer.

6.2. Feedback

To the extent that customer provides feedback on Dexter's software, products, business or development plans or technology roadmaps, including, but not limited to, ideas, comments or suggestions for possible creation, modification, correction, improvement or expansion of the software or other products and any documentation and information shared with Dexter (collectively "Feedback"), to the extent legally possible, the customer grants Dexter a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate such Feedback for any legitimate business purpose without restriction. Furthermore, Dexter is not obliged to use the feedback.

6.3. Property of Dexter

The customer acknowledges and agrees that Dexter owns all intellectual property rights in the software, the documentation and the intellectual property based on insights and innovations that Dexter develops in the course of providing the Services ("Dexter IP").

6.4. Restrictions

Except for the limited rights and licenses expressly granted in this contract, nothing contained in this contract grants to the customer, its affiliates or any third party, by implication, waiver or otherwise, any intellectual property rights or other right or license, title or interest in or to Dexter IP. Dexter reserves all rights that are not expressly granted to the customer in this contract.

7. Updates

7.1. Changes and updates

Dexter can add new features and updates to the software at any time. In addition, Dexter may modify the software, including, but not limited to, removing or modifying existing features of the software ("change"), insofar as such a change is reasonable for the customer. Changes are considered reasonable in particular if they only affect insignificant components of the software (e.g. changes to the design or layout that do not or only slightly affect the functionality of the software) or if they do not affect the services to be provided in accordance with this contract. Notwithstanding the foregoing, Dexter will at all times maintain the key features of the software as set out in each order form and will comply with material obligations under this contract and the applicable order form.

If the customer's legitimate interests are significantly adversely affected by a change in service, the customer can terminate the contract within one month of becoming aware of the change (special right of termination). If the customer does not exercise her special right of termination within this period, the contract will be continued with the changed range of services.

7.2. No obligation for further updates

Changes provided by Dexter from time to time are at Dexter's sole discretion and do not constitute an obligation on Dexter to provide further updates in the future.

8. Fees and Payment

8.1. Fees

The fees payable by the customer for the services are set forth in the order form or in an additional agreement between the parties from time to time (as applicable) ("Fees").

From the second year of the contractual relationship, either due to a sufficiently long contract term or automatic or individually agreed renewal, the remuneration is subject to an annual price adjustment based on the Harmonized Index of Consumer Prices (HICP) of the Statistical Office of the European Union ("Index"). If at the beginning of a new contract year the index has increased or decreased by at least 0.5% compared to the last price adjustment (or, if this has not yet taken place, the level at the time the contract was concluded), the remuneration owed for the new contract year will be compared to the remuneration for the previous contract year increased or decreased by the full percentage value by which the index increased or decreased compared to the level of the last price adjustment (or, if this has not yet taken place, the level at the time the contract was concluded), plus a surcharge of 10%. The price adjustment is made by declaration to the other party, whereby Dexter can combine the price adjustment request with the invoice.

The customer can give Dexter a SEPA company mandate. In this case the following applies: Payment is made in accordance with the advance information and, alternatively, on a monthly basis by direct debit. The customer warrants that the account specified in the SEPA company mandate has not been closed and that there are sufficient funds in this account. Costs that arise due to non-payment or reversal of the direct debit are borne by the customer as long as the non-repayment or reversal was not caused by Dexter.

8.2. Sales tax

All amounts due to Dexter under or in connection with this contract are exclusive of any VAT, which is additionally calculated in accordance with the regulations in force at the time the relevant taxable service is provided and is to be paid in full by the customer at the time the relevant invoice is due is.

8.3. Payment due date

Unless otherwise agreed, payment is due monthly in advance at the beginning of each contractual month. All invoices are due fourteen (14) days after invoicing without deduction.

8.4. Late payment interest

Any fees not paid when due will be subject to statutory default interest from the due date until paid, whether before or after judgment. Dexter may temporarily deny access to the software until overdue payments are received (without prejudice to any other rights Dexter may have).

8.5. Withholding of payments

The customer may withhold payment of certain fees (or parts thereof) that it reasonably disputes in good faith within 10 business days of the invoice date if Dexter has not acted in accordance with this contract and/or the applicable order form. The customer may not withhold payment for any undisputed portion of the fees. The customer must raise any such dispute within the payment period for that invoice, failing which the invoice shall be deemed undisputed and no amounts may be withheld.

9. Term and Termination

9.1. Start of contract

This contract will become effective on the start date of the first order form signed in connection with this contract and will remain in effect until all applicable orders have expired or terminated, unless a different start date has been agreed upon. In case the start date is later than the signing date all contractual ancillary obligations set forth in this contract already become effective on the signing date.

9.2. Contract term & termination

The regular contract term ("term") is twenty four (24) months. Each contract term is automatically extended for successive terms of twelve (12) months each on the same terms and conditions in effect on the renewal date, excluding any discounts. During the regular contract term, the contract can be concluded by either party with ninety (90) days' notice to end of the original or the respectively extended contract term. If a supplementary order is made or further contracts are concluded with Dexter, termination is permitted at the earliest twelve (12) months after the last supplementary order, unless it has been expressly agreed that the supplementary order should have no effect on the existing contract term.

9.3. Termination for good cause

Either party may terminate this contract or an active subscription for cause with a notice period of 30 days give written notice if a material breach occurs and that breach is not remedied after 30 days' notice. Dexter may terminate this contract if the customer is more than five (5) weeks in arrears with the payment of an invoiced amount. The statutory rights of termination of each party for good cause remain unaffected.

9.4. Discontinuation of Service

Dexter reserves the right to discontinue the software, or any features or functionality thereof, upon 4 weeks prior written notice to the customer. In the event of such discontinuation, Dexter will use commercially reasonable efforts to provide the customer with:

(a) reasonable assistance in transitioning to a comparable alternative service offered by Dexter (if available); or

(b) a pro-rata refund for any prepaid fees for the period following the effective date of discontinuation.

Dexter will not be liable for any damages or losses arising from the discontinuation of the software, except to the extent such damages or losses are caused by Dexter's gross negligence or willful misconduct.

9.5. Refund upon cancellation

If the customer terminates this contract or an active order in accordance with section 9.3, Dexter will reimburse the customer pro rata for all fees paid in advance for the remaining term of the contract from the date of such termination.

10. Confidentiality

10.1. Confidential Information

During the term, each party may provide to the other party information about its operations, products, confidential intellectual property, trade secrets, third party confidential information and other sensitive or proprietary information, whether oral or in written, electronic or other form or media to the extent that it is marked, designated or otherwise identified as "confidential" (collectively "confidential information"). Confidential information does not include information that, at the time of disclosure: (a) is publicly known; (b) is known to the receiving party at the time of disclosure; (c) was lawfully received by the receiving party from a third party on a non-confidential basis; or (d) was independently developed by the receiving party.

10.2. Protection of confidential information

The receiving party will not disclose the confidential information of the disclosing party to any person or entity other than the receiving party's affiliates or their legal representatives, employees or agents who need to know the confidential information in order for the receiving party to exercise its rights or fulfill its obligations hereunder.

10.3. Legal disclosure requirements

Notwithstanding the foregoing, either party may disclose confidential information to the limited extent necessary to comply with a court order or an order of another governmental authority or to otherwise comply with applicable law, provided that the party making the disclosure complies with the order, has previously notified the other party in writing.

10.4. Continued confidentiality

This section remains effective for two (2) years upon expiration or termination of this contract.

11. Liability for defects

11.1. Warranty from Dexter

Dexter assures the customer that during the term of the contract (i) it is authorized to grant the customer the rights set out in this contract; (ii) the services will be provided with reasonable care and skill; (iii) the services provided by Dexter comply with all relevant product information and specifications provided by Dexter to the customer, including information and specifications in the documentation; and (iv) Dexter will not materially reduce the functionality of the software.

11.2. Complexity of the software

The customer is advised that, based on the current state of technology, program errors cannot be ruled out with certainty, despite the greatest care and diligence. The parties acknowledge that the software is inherently complex and may not be completely error-free. Insignificant defects, including but not limited to errors that can be easily corrected and do not affect performance, are excluded from Dexter's warranty.

11.3. Notification of defects

The customer is obliged to document and notify Dexter immediately after discovering a defect.

11.4. Elimination of defects

Subject to Section 11.5 and upon notification by the customer, Dexter will, at its sole discretion, use reasonable efforts to promptly correct the defect or provide the customer with alternative means of completing the task it performed using the software.

11.5. Rework

In the event that Dexter: (i) fails to provide the services properly, or (ii) breaches the contract, where the breach does not consist of a defect in the software, the customer must notify Dexter in writing and give Dexter a reasonable period of time to comply to fulfill the obligation properly or to remedy the violation in another way. The customer's other legal remedies for the failure of the repair are excluded.

11.6. Right of termination in the event of defects

Dexter will remedy a defect (which can also be remedied using a workaround) if such a remedy does not require unreasonable effort. If Dexter does not remedy the defect within a reasonable period of time, which allows at least two attempts to remedy the defect, the customer is entitled to terminate the contract immediately for good cause (extraordinary termination). This does not apply to insignificant defects that do not significantly affect the use of the software.

11.7. Exclusion of liability

Dexter's responsibility is excluded if a defect is due to non-compliance with the operating conditions for the software or to unauthorized changes by the customer.

12. Liability for damages

12.1. Disclaimer

Claims for damages against Dexter are excluded regardless of the legal basis, unless Dexter, its legal representatives or vicarious agents have acted intentionally or with gross negligence. Dexter is only liable for minor negligence if Dexter or its legal representatives or vicarious agents have breached an essential contractual obligation. Essential contractual obligations are those obligations that form the basis of the contract, that were decisive for the conclusion of the contract and on whose fulfillment the customer can and trusts. Dexter is only liable for foreseeable damages that are typically expected to occur and is in no case liable for consequential damages, including lost profits. Dexter's maximum liability for claims shall not exceed the total fees payable and paid by the customer to Dexter for the Service during the twelve months before the claim arose. Multiple claims will not expand the liability. Liability regardless of fault in accordance with Section 536a Paragraph 1 of the German Civil Code (BGB) for defects that already existed when the contract was concluded is excluded.

12.2 Special feature for AI-based services

The parties acknowledge that the services offered by Dexter are based on artificial intelligence (AI) and that the use of AI technologies involves inherent uncertainties and risks.

Dexter makes every effort to provide AI-based services in accordance with the recognized rules of technology and taking into account the current state of AI research and development.

Notwithstanding the provisions in section 11 (Liability for defects) and section 12 (Liability for damages) of this contract, the following applies to AI-based services: (i) Dexter does not guarantee the accuracy, completeness or reliability of the results or decisions generated by AI; (ii) the customer acknowledges that AI systems can make errors and that the use of AI-based services is at the customer's own risk; (iii) Dexter is not liable for damages caused by unforeseeable or non-reproducible errors or behavior of the AI systems.

The customer undertakes to (i) critically examine the results and decisions of the AI-based services and not blindly adopt them; (ii) to implement appropriate security and control measures to minimize potential risks; (iii) when using AI solutions, to take into account the legal requirements of the AI ​​Regulation (EU) 2024/1689, particularly with regard to labeling; (iv) to inform Dexter immediately about any detected errors or unexpected behavior of the AI ​​systems.

12.3. Exceptions to Disclaimer

The above exclusions and limitations of Dexter's liability do not apply to damages that the customer incurs due to (i) culpable injury to life, body and health, (ii) which arise due to the assumption of a guarantee or (iii) in accordance with obligatory regulations of the Product Liability Act.

12.4. Data loss

Dexter is not liable for the loss of data if the damage was caused by the customer's failure to back up data and thereby ensure that lost data can be restored with reasonable effort.

12.5. Force majeure

If a party is prevented from fulfilling its obligations due to force majeure, the party is temporarily exempt from performance. Force majeure occurs if, despite reasonable care and technically and economically reasonable means, the impediment to performance is due to events that cannot be prevented or cannot be prevented in a timely manner and for which the affected party is not responsible. This includes, but is not limited to, natural disasters, terrorist attacks, mobilization, war, riots or legal provisions or measures taken by the government or courts or authorities (regardless of their legality).

If this situation persists for a period of more than 90 days, each party has the right to terminate the contract with immediate effect without being entitled to compensation for any damages or losses.

12.6. Statute of limitations

All contractual and non-contractual claims for damages or wasted expenses against Dexter expire after one year. The limitation period begins in accordance with Section 199 Paragraph 1 of the German Civil Code (BGB). The limitation period ends no later than five years after the claim arises. This section does not apply in the event of intent, gross negligence or with regard to personal injury in accordance with the Product Liability Act.

13. Marketing

13.1. Use of customer name

Dexter may use the customer's name and logo to refer to the customer as a reference for marketing purposes.

13.2. Case studies

Dexter may, create, publish and distribute for business purposes one or more case studies describing any or all of the services received from the customer. Case studies may be published by Dexter in any manner without restrictions on media or recipients. The customer may request a draft version of a case study and request appropriate changes. The customer's consent may not be unreasonably withheld.

14. Miscellaneous

14.1. Delegation of services

Dexter may delegate the services to third parties, including those named in the data processing agreement, Dexter's affiliates and as otherwise agreed in writing with the customer. Dexter remains responsible for fulfilling Dexter's obligations under this contract, regardless of such delegation.

14.2. Rights of third parties

This contract confers no rights on and is not intended to inure to the benefit of any third party (other than the parties) except as expressly provided in this contract. Notwithstanding any provision of the contract and statutory law, the consent of any person who is not a party is not required to terminate or amend the contract at any time.

14.3. Transfer of rights and obligations

Dexter may, at any time upon written notice to the customer, assign Dexter's rights and obligations under the contract (including an order form) to Dexter affiliates or in connection with the sale of all or substantially all of Dexter's assets (or an analogous agreement) or transferred elsewhere. Any attempt to otherwise transfer or assign the contract will be null and void.

14.4. Right to adapt

Dexter is entitled to change these contractual conditions with the consent of the customer. Consent to the contract change is deemed to have been given if the customer does not object to the change notification, which contains the changed general terms and conditions in text form, within four weeks of receipt. In the change notification, Dexter will specifically inform the customer of the consequences of failing to object. Dexter is only entitled to make changes (i) to respond to a change in the law, (ii) to replace a regulation in these general terms and conditions with one that is essentially similar if supreme court rulings have declared the previous regulation ineffective, (iii) exclusively work in favor of the customer, (iv) which are appropriate in order to maintain the relationship between performance and consideration in an appropriate ratio (in particular an increase in prices in response to Dexter's increasing costs), or (v) which are appropriate so that the contract can be fulfilled continues to meet industry standards.

If the customer objects to a modification, Dexter may, at its sole discretion, (a) withdraw the proposed modification, (b) negotiate with the customer in good faith to address the customer's concerns, or (c) terminate this contract and related order forms upon one month's written notice to the customer.

14.5. Severability clause

Should an individual provision of this contract be or become wholly or partially invalid or unenforceable, or should the contract contain a gap, the effectiveness and enforceability of the remaining provisions remain unaffected. Instead of the ineffective or unenforceable provision or to fill the gap, the effective and enforceable provision that comes closest to the economic purpose of the invalid or unenforceable provision or that the parties would have agreed according to their presumed will if they had found the invalidity or unenforceable provision is deemed to have been agreed or would have recognized the gap. If the ineffectiveness or unenforceability of a provision is based on a measure of performance or time (deadline or date), the legally permissible measure that comes closest to the original measure is deemed to have been agreed. It is the express intention of the parties that this severability clause does not lead to a mere reversal of the burden of proof, but that Section 139 of the German Civil Code (BGB) is agreed in its entirety as not applicable.

14.6. Notices

All notices under this contract shall be in writing and shall be deemed given: (i) when delivered in person, or (ii) one Business Day after being sent by email. Emails to Dexter shall be addressed to info@getdexter.co and emails to the customer should be addressed to the administrative contact specified in the order form. Notices relating to a party's indemnification obligations must be sent by certified mail and email.

14.7. Applicable law

This contract is subject exclusively to the laws of the Federal Republic of Germany, excluding the German conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.

14.8. Interpretation

This contract is to be interpreted exclusively in accordance with German law and German terminology. This includes the legal terms and concepts contained in the contract, the English translations of which may not be identical to the original German terms in their respective legal understanding. Terms to which a German translation has been added either in the same provision or elsewhere in this contract shall be construed to have the meaning given to them by the German translation.

14.9. Place of jurisdiction

The competent courts in and for Berlin, Germany, to the extent permitted by law, will have exclusive jurisdiction over all disputes arising out of or in connection with this contract.

Appendix 1: Definitions

Definitions

Appendix 2: Support and Maintenance Services

Support and Maintenance Services

Appendix 3: Service Description

Service Description

Appendix 4: Data Processing Agreement

Data Processing Agreement