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Insights.BI SOFTWARE LICENSE AGREEMENT FOR Data Impact Navigator (“DIN”) Single Use for use on PC’s and mobile devices. PLEASE READ THIS SOFTWARE LICENSE AGREEMENT ("LICENSE") CAREFULLY BEFORE USING THE Data Impact Navigator SOFTWARE. BY USING THE Data Impact Navigator SOFTWARE, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE, SEE specifics under section on termination. IF YOU ARE ACCESSING THE DIN SOFTWARE ELECTRONICALLY, SIGNIFY YOUR AGREEMENT TO BE BOUND BY THE TERMS OF THIS LICENSE BY CLICKING THE "AGREE " BUTTON. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT USE THE DIN SOFTWARE AND CLICK “DISAGREE”.
IMPORTANT NOTE:

1. General. The DIN software, any third-party software, documentation, interfaces, content, fonts and any data accompanying this License are licensed, not sold, to you by Insights.bi. The terms of this License will govern any software upgrades provided by Insights.bi that replace and/or supplement the original DIN Software product unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.


2. Permitted License Uses and Restrictions.
   1. Single Use License. Subject to the terms and conditions of this License, you are granted a limited non-exclusive license to use one named user of the software. This License does not allow the DIN Software to be used by more than the named user, and you may not make your user available to other users.
   2. Benchmarks. Subject to the terms and conditions of this License, you may use the benchmarks included with the DIN Software to display and print with your own content while using the DIN software. If benchmarks are to be used outside the legal entity that has bought license to the DIN software, the benchmark should always have a clear reference to the DIN software and with the same numbers as shown in the software.
   3. You agree to use the DIN Software and the Services (as defined in Section 5 below) in compliance with all applicable laws, including local laws of the country or region in which you reside or in which you use the DIN Software and Services.
   4. Use of Third-party providers. Insights has provided as part of the DIN Software package, and may provide as an upgrade, update or supplement to the DIN Software, access to certain third-party software or services as a convenience. To the extent that the DIN Software contains or provides access to any third-party software or services, Insights.bi has no express or implied obligation to provide any technical or other support for such software or services. Please contact the appropriate software vendor, manufacturer, or service provider directly for technical support and customer service related to its software, service and/or products.
   5. Automatic Updates. The DIN Software will periodically be updated, and you cannot turn off the updates or similar, but will always have access to the latest version of the DIN software.


3. Transfer. You may not rent, lease, lend, sell, redistribute or sublicense the DIN Software unless agreed with Insights.bi


4. Consent to Use of Data. Diagnostic Data. You agree that Insights.bi and its subsidiaries and agents may collect, maintain, process, and use diagnostic, technical and related information, including but not limited to information about your computer, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the DIN Software, and to verify compliance with the terms of this License. Insights.bi may use this information, as long as it is in a form that does not personally identify you, to improve our products or to provide services or technologies to you.


5. Services and Third-Party Materials Insights.bi and its licensors reserve the right to change, suspend, remove, or disable access to any Services at any time without notice. In no event will Insights.bi be liable for the removal of or disabling of access to any such Services. Insights.bi may also impose limits on the use of or access to certain Services, in any case and without notice or liability.


6. Disclaimer of Warranties YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, USE OF THE DIN SOFTWARE AND ANY SERVICES PERFORMED BY OR THROUGH THE DIN SOFTWARE (COLLECTIVELY “SERVICES”) IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE DIN SOFTWARE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND Insights.bi AND Insights.bi’s LICENSORS (COLLECTIVELY REFERRED TO AS “Insights” FOR THE PURPOSES OF SECTIONS 7 and 8) HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE DIN SOFTWARE AND SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. Insights DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE DIN SOFTWARE AND SERVICES, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE DIN SOFTWARE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE DIN SOFTWARE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY SERVICES WILL CONTINUE TO BE MADE AVAILABLE, THAT THE DIN SOFTWARE OR SERVICES WILL BE COMPATIBLE OR WORK WITH ANY THIRD PARTY SOFTWARE, APPLICATIONS OR THIRD PARTY SERVICES, OR THAT DEFECTS IN THE DIN SOFTWARE OR SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY Insights.bi OR AN AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE DIN SOFTWARE OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.


7. Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL Insights.bi BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE DIN SOFTWARE AND SERVICES OR ANY THIRD PARTY SOFTWARE OR APPLICATIONS IN CONJUNCTION WITH THE DIN SOFTWARE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF Insights.bi HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall Insights.bi’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of fifty dollars (€50.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.


8. FEES AND PAYMENT
   Fees and Payment Terms. Subscriber will pay Insights.bi the fees specified in section 10.C at the beginning of each term. Insights.bi acknowledges and agrees that receipt of the fees specified in Section 10.C shall satisfy all payment requirements in respect of the provision of the Insights.bi Service provided to the Subscriber. Unless otherwise stated, all amounts quoted in connection with this Agreement are exclusive of VAT and any other sales or service tax applicable to the relevant jurisdiction. However, Insights.bi shall be solely responsible for the payment of any income or similar taxes levies by any applicable jurisdiction or any relevant governmental authority on any amounts paid by Subscriber to Insights.bi. The parties agree that Insights.bi shall not be entitled to any remuneration or other consideration for providing the Insights.bi Service and its other obligations under this Agreement.


9. TERM AND TERMINATION
   1. Termination of use. This License is effective until terminated. Your rights under this License will terminate automatically or otherwise cease to be effective without notice from Insights.bi if you fail to comply with any term(s) of this License. Upon the termination of this License, you shall cease all use of the DIN Software and related services. Sections 4, 5, 6 and 7 of this License shall survive any such termination.
   2. Term of agreement. This Agreement will commence upon the Effective Date and continue for the Term unless this Agreement is terminated earlier in accordance with the terms of this Agreement. The initial term of this Agreement will be the one-month period commencing on the Effective Date (the “Initial Term”), and the contract will automatically renew monthly (each, a “Renewal Term”)
   3. Termination of agreement Either party may terminate this Agreement if the other party becomes unable to pay its debts or becomes insolvent or an order is made or a resolution passed for its liquidation, administration, winding-up, or dissolution (otherwise than for the purposes of a solvent amalgamation or reconstruction), or an administrative or other receiver, manager, trustee, liquidator, administrator, or similar officer is appointed over all or any substantial part of the assets of the other party and is not discharged within fourteen (14) days of being levied, or the other party enters into or proposes any composition or arrangement with its creditors generally, or anything analogous to any of these events occurs to the other party.
   4. Change notice of terms. This Agreement is ongoing persisting for the Initial Term and automatically renewing for subsequent monthly Renewal Terms providing it is not terminated by either party with at least 5 (days) days written notice prior to the end of the Initial Term or each monthly Renewal Term. Changes between DIN products is subject to written confirmation by both parties and needs to be with at least 5 (days) days prior to the end of the Term.
   5. If the Subscriber fails to pay, by the applicable payment due date, the undisputed portion of an invoice properly issued under this Agreement, and (ii) Insights.bi has notified in writing the Subscriber, which is in default, of such non-payment and, in such notification, has notified the relevant Subscriber of its intention to terminate the Agreement in accordance with this section 10.2 (with a specific reference to this section), and (iii) such non-payment has not been cured within 30 (thirty) days of the Subscriber’s receipt of such notice, this Agreement shall terminate upon expiration of such 30 (thirty) day period.
   LICENSE, SCOPE AND PRICING TERMS
   1. License type: Subscription grants Subscriber full access to all customer facing functional areas on the platform via the website www.dataimpactnavigator.com, except functionality restricted to Insights.bi for administrative purposes.
   2. Scope The Insights.bi Service will be provided to Subscriber or their designated user - one named user that provides services to the Subscriber. The user can use 1 of 3 DIN products as outlined in pricing and payment terms in section 10.C below.
   3. Pricing and payment terms. Subscriber software service charges. Subscriber agrees to the following pricing model for its and the Service Recipients’ use of Insights.bi Service (the “Subscriber Subscription”):

The above fees represent the total fees payable for use by the Subscriber and the Service Recipients of the Insights.bi Service.