Preamble

This End User License Agreement (hereinafter “this Agreement”) is an agreement concluded between Decasight Co., Ltd. (hereinafter the “Company”) and any person who uses the CLOVEE Nexus software and the CLOVEE SDK (hereinafter the “User”).

By installing, running, or using the Software, the User is deemed to have agreed to all terms and conditions of this Agreement. If the User does not agree to this Agreement, the User may not install or use the Software.

Article 1 (Definitions)

The terms used in this Agreement are defined as follows.

1. “Company” means Decasight Co., Ltd., which provides the Software.

2. “User” means an individual or legal entity that agrees to this Agreement and uses the Software.

3. “this Agreement” means this End User License Agreement.

4. “the Software” collectively means the CLOVEE Nexus desktop application and the CLOVEE SDK (including libraries, APIs, sample code, and related documentation) provided by the Company.

5. “the Hardware” means physical devices separately supplied by the Company, such as CLOVEE cameras.

6. “Output Data” means data generated by the User through use of the Software.

7. “Third-Party Components” means components included in the Software that were developed by third parties, such as open source software.

8. “Delivery Date” means the date on which the Company delivers the Software or the means of installing it to the User; where delivery is made by electronic means, the date of dispatch to the address designated by the User shall be the basis. However, where the Software is provided together with the Hardware, the delivery date of the Hardware as determined by the warranty policy officially published by the Company shall be deemed the Delivery Date under this Agreement. While no warranty policy has been officially published, the first sentence of this item applies.

Article 2 (Scope of the Agreement — Distinction Between Hardware and Software)

① This Agreement applies only to the Software.

② Ownership of the Hardware is transferred to the User through sale, and transactions concerning the Hardware as well as its warranty, returns, and after-sales service are governed by separate documents such as the Company's warranty policy. This Agreement does not affect ownership of the Hardware.

Article 3 (Grant of License)

① Subject to the terms and conditions of this Agreement, the Company grants the User a non-exclusive, non-transferable, perpetual right of use to use the version of the Software purchased by the User.

② This license is a grant of a right of use, and no ownership of the Software is transferred to the User.

③ This license is granted on the basis of the device (installation unit) registered by the User. For versions that include the CLOVEE SDK, use of the SDK is based on the User's internal developers and is permitted only within the scope of development and evaluation purposes under Article 6.

④ Version updates, technical support, and warranty extensions are not included in this perpetual right of use. Where the Company officially publishes a maintenance and support policy, such matters shall be governed by that policy; for so long as that policy has not been published, whether and to what extent maintenance and technical support are provided shall be as separately agreed between the Company and the User. This perpetual right of use means the right to continue using the version of the Software purchased by the User.

⑤ The Company determines at its discretion whether and to what extent updates to the Software are provided, and shall not be liable, to the extent permitted by applicable law, for any consequences arising from the provision, non-provision, or discontinuation of updates.

Article 4 (License Restrictions and Backup)

4.1 Transfer of License

This license applies to the original User to whom the Company provided the Software and shall not be transferred to or automatically succeeded by any third party unless separately agreed with the Company.

4.2 Backup Copy

The User may make one copy of the Software for archival and disaster recovery purposes. However, such backup copy is subject to the following conditions.

• It shall not be installed or used for any purpose other than archival and recovery

• The copyright and proprietary notices contained in the original shall be retained as they are

• The backup copy shall not be transferred separately, except where all rights in the Software are transferred

Article 5 (Conditions of Use of the Software (CLOVEE Nexus))

The User shall use the Software within the scope permitted by this Agreement and shall not engage in the following acts.

• Reproduction, distribution, rental, or sublicensing, except as expressly permitted by this Agreement

• Decompilation, disassembly, or reverse engineering. However, the scope guaranteed by the applicable licenses under Article 7 (Third-Party Components) or the scope permitted by applicable laws such as the Copyright Act shall be excepted.

• Disabling or circumventing technical protection measures such as license activation

Article 6 (Conditions of Use of the SDK)

6.1 Purpose of Provision

The CLOVEE SDK included in the Software is provided for development, evaluation, and research purposes. The Company grants the User a license to develop and integrate the User's systems using the SDK within the scope of such purposes.

6.2 Commercial Use

Where the User wishes to integrate the CLOVEE SDK into a commercial product or service to be sold or distributed to third parties, the User shall notify the Company in advance and enter into a separate commercial license agreement with the Company. This Agreement does not grant any right to such commercial use.

6.3 Internal Provision

Within the scope of the purposes of this Agreement, the User may internally provide the CLOVEE SDK to its officers and employees and to outsourced development companies bound by confidentiality obligations. Such provision does not constitute a sublicense or an independent grant of use, and the User is responsible for the use by such recipients.

6.4 Confidentiality

Non-public interfaces and documentation included in the CLOVEE SDK, as well as technical information provided by the Company on a non-public basis, are confidential, and the User shall not disclose or use them beyond the scope of the purposes of this Agreement. Information that is publicly known or that the User has lawfully obtained independently is excluded.

Article 7 (Third-Party Components and Open Source)

① The Software includes Third-Party Components, and each component is governed by the third-party license notices enclosed with the Software (THIRD_PARTY_LICENSES, NOTICE.txt, etc.).

② Where a license applicable to a Third-Party Component conflicts with the restrictions of this Agreement, that license shall prevail with respect to such component only. In particular, for components governed by licenses that guarantee the User the right to replace or reverse engineer (such as the LGPL), the restrictions of Article 5 shall not apply to the extent of such guarantee.

③ For components whose applicable license, such as the LGPL, requires the provision of source code, the Company shall provide the source code of such component in accordance with the written offer for source code (WRITTEN_OFFER.txt) enclosed with the Software.

Article 8 (Intellectual Property Rights and Data)

① Output Data belongs to the User. The User may freely use the Output Data.

② All intellectual property rights in the Software, the CLOVEE SDK, and their components (including tracking algorithms and calibration models and algorithms embedded in the software) belong to the Company. Results generated in the course of the User calibrating the User's own equipment belong to the User as Output Data.

③ The User shall not extract or reproduce the Software, the SDK, or their components themselves and resell or redistribute them to third parties. This provision does not restrict the User's use of Output Data lawfully generated by the User.

④ Intellectual property rights in application code and its deliverables independently developed by the User using the CLOVEE SDK belong to the User. However, intellectual property rights in the portions thereof that constitute the code, algorithms, or libraries of the CLOVEE SDK itself belong to the Company.

⑤ With respect to opinions, suggestions, error reports, and the like that the User provides to the Company regarding improvements to the Software or the CLOVEE SDK (hereinafter “Feedback”), the User grants a free, non-exclusive, and irrevocable license allowing the Company to use and implement such Feedback without restriction for business purposes. However, information that the User provides with a clear marking of confidentiality is excluded from this paragraph. The Company shall bear no consideration for the Feedback under this paragraph.

⑥ The User is responsible for regularly backing up important data, including Output Data generated or processed through the Software. The Company shall not be liable for damages arising from the User's failure to make backups.

Article 9 (License Activation)

① The Software is, in principle, to be used on the device on which the license is registered, and license activation may be required for use. License activation is carried out by the methods determined by the Company, such as communication with the Company's activation server and entry of a one-time password (OTP) sent to the User's email address. To use the Software on another device, the User shall re-register the license in accordance with the procedures established by the Company.

② If activation is not properly completed, the Software may not run. The User agrees to this activation method and the resulting restrictions on execution.

③ Records of license-related operations that occur while offline may be temporarily stored on the User's device and transmitted to the Company's activation server upon the next online activation. The items, purposes, and retention periods of the information processed in the course of activation are governed by the Company's Privacy Policy.

④ Where the Company suspends or terminates the license activation service, the Company shall notify the User at least 180 days in advance and shall provide holders of the perpetual right of use, to a commercially reasonable extent, with an offline execution method, an alternative means of activation, or other reasonable measures (including a refund).

Article 9-2 (Verification of License Compliance)

① In order to verify the User's compliance with this Agreement (including compliance with the scope of the license, such as the number of registered devices and the number of SDK developer seats), the Company may, after providing the User with written notice (including by email) at least 14 days in advance, request the submission of relevant materials or request an explanation of the status of license compliance.

② The User shall cooperate to a reasonable extent with the Company's legitimate requests. As a matter of principle, the verification procedure shall be conducted in a manner that does not unreasonably interfere with the User's ordinary business operations and no more than once per year. However, this shall not apply where a violation of Article 5 is reasonably suspected.

③ Where the verification confirms that the User has used the Software beyond the scope of the license, the User shall without delay settle the excess or enter into an additional license agreement.

④ The Company shall not use the User's information obtained in the course of verification for any purpose other than the purpose of this Article.

Article 10 (Restrictions on Use and Disclaimer)

① The Software is provided as a general-purpose optical tracking technology and has not been certified for any specific field of application.

② Version 1.0.0 of the Software is provided as a baseline version (devkit) for development and evaluation. The Company does not guarantee the continued provision of any particular feature, any general availability (GA) schedule, or compatibility with future versions, and may change features or discontinue their provision at the Company's discretion to the extent permitted by applicable law. However, this shall not apply to the Company's responsibility under Article 11, Paragraph ④ with respect to versions already delivered.

③ The Software is not designed to be suitable for use in high-risk environments where errors or interruptions could lead to serious personal injury or property damage. The determination as to whether to use the Software in such environments and its suitability therefor, and the resulting responsibility, rest entirely with the User.

Article 11 (Limitation of Warranty and Remedies)

① The Software is provided as-is, and the Company does not warrant that the Software will operate without interruption or defect.

② To the extent permitted by applicable law, the Company makes no express or implied warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement of third-party rights. However, this shall not apply to functions expressly stated by the Company in the official specifications or manual as of the Delivery Date.

③ The Company verifies operation in the reference environment specified by the Company and does not warrant quantitative performance (such as frame rate and tracking accuracy) in the User's arbitrary hardware environment. The reference environment shall be as determined by the Company in the official specifications or manual.

④ Where the Software fails, within one year from the Delivery Date, to perform the functions stated in the Company's official specifications or manual as of the Delivery Date in the reference environment under Paragraph ③, the responsibility borne by the Company and the remedy available to the User in respect thereof shall be limited, at the Company's election, to one of the following.

1. Correction of the error or provision of an alternative means

2. Replacement of the Software

3. Termination of this Agreement and refund of the license fee paid (where the Hardware and the Software were provided as a bundle, the purchase price of that bundle)

Article 12 (Limitation of Liability and Indemnification)

① The aggregate liability of the Company for damages in connection with the Software shall be limited to the amount actually paid by the User for the Software (where the Hardware and the Software are provided as a bundle, the full purchase price of that bundle shall be the basis, provided that where the software license was purchased separately, the cost of that license shall be the basis). However, this limit shall not apply to damages caused by the willful misconduct or gross negligence of the Company (including its performance assistants and employees; the same shall apply hereinafter in this Article).

② The Company shall not be liable for indirect, incidental, or consequential damages (such as loss of business, loss of data, or interruption of production) arising from use of the Software, absent willful misconduct or gross negligence on the part of the Company.

③ Where a dispute with a third party or an infringement of a third party's rights arises because the User has violated this Agreement or used the Software contrary to Article 10, the User shall compensate the Company for reasonable damages arising therefrom (including litigation costs and reasonable attorneys' fees). In such case, the Company shall promptly notify the User of the claim, and the User may cooperate in the defense at its own expense. This paragraph shall not apply to any portion attributable to the Company's willful misconduct or gross negligence.

④ This Agreement does not restrict the User's rights guaranteed under applicable law. The provisions of this Agreement concerning limitation, exclusion, and disclaimer shall not apply to the extent that applicable law does not recognize their validity, and the User may hold rights under applicable law that are not provided for in this Agreement. Where statutory rights conflict with this Agreement, the law shall prevail.

Article 12-2 (Injunctions and Other Urgent Relief)

① The User acknowledges that if the User violates Article 5, Article 6, or Article 8 by reproducing, distributing, or sublicensing the Software, the SDK, or their components without authorization, this may cause irreparable harm to the Company.

② In such case, the Company may, separately from a claim for damages, apply to a competent court for provisional relief such as an injunction or preliminary injunction, and this Article does not restrict any rights afforded to the Company under applicable law.

Article 13 (Term and Termination)

① This license is perpetual.

② The User may terminate this Agreement at any time by deleting and destroying the Software and all copies thereof (including backup copies).

③ Where the User violates this Agreement, the Company may give notice of the violation and of an opportunity to cure, by email or by notice within the software, and require the User to cure it. The User shall cure the violation within 14 days from the date of receipt of the notice and may raise an objection within the same period. The Company shall notify the User of the results of its review within 14 business days from the date the objection is received.

④ Where the User fails to cure within the period under Paragraph ③, the Company may suspend or deactivate license activation. Where an objection has been raised under Paragraph ③, the effect of the suspension shall be deferred until notice of the results of the review is given. However, where a clear and material infringement, such as unauthorized reproduction or distribution of the license, is confirmed, the Company may suspend immediately, in which case it shall give notice without delay thereafter.

⑤ The Company may terminate this Agreement where any of the following applies.

1. The User has violated Article 5, Article 6, or Article 8

2. The User has failed to cure within the period under Paragraph ③

3. The User, having cured under Paragraph ③, repeats the same violation

⑥ Where this Agreement is terminated pursuant to Paragraph ⑤, license fees paid shall not be refunded. The refund conditions where this Agreement ends for any other reason, and where the User terminates under Paragraph ②, are governed by the warranty policy officially published by the Company.

⑦ Upon termination, the User shall cease using and shall delete the Software and all copies thereof (including backup copies).

⑧ Notwithstanding the expiration or termination of this Agreement, provisions that by their nature should survive (including but not limited to Article 6.4 (Confidentiality), Article 8 (Intellectual Property Rights and Data), Article 11 (Limitation of Warranty and Remedies), Article 12 (Limitation of Liability and Indemnification), Article 16 (Governing Law, Jurisdiction, and Governing Language), and the refund and deletion obligations under this Article) shall continue in effect.

Article 14 (Relationship with Other Documents Such as the Warranty Policy)

① This Agreement shall prevail with respect to matters concerning use and licensing of the Software.

② The warranty policy officially published by the Company shall prevail with respect to matters concerning warranty, returns, and after-sales service of the Hardware. The maintenance and support policy officially published by the Company shall prevail with respect to maintenance matters such as version updates and technical support. The processing of personal information collected in the course of operating this Agreement is governed by the Company's Privacy Policy.

Article 15 (Export Control)

① The User shall use, export, and re-export the Software and related technology in compliance with the Foreign Trade Act and subordinate regulations of the Republic of Korea and with the export control and sanctions laws of applicable countries, and shall not provide the Software to any country or region subject to an export ban or to any sanctioned party.

② The Software contains cryptographic functionality, and upon export the User bears responsibility for compliance with applicable strategic goods control requirements.

Article 16 (Governing Law, Jurisdiction, and Governing Language)

① This Agreement shall be interpreted in accordance with the laws of the Republic of Korea, and any dispute arising in connection with this Agreement shall be subject to the Seoul Central District Court as the exclusive agreed court of first instance. However, where the User is a consumer under applicable law, jurisdiction shall follow what that law provides.

② The Korean-language version of this Agreement is the original text. Where this Agreement is translated into and provided in a language other than Korean, the translation is for convenience only, and the Korean version shall prevail in the interpretation of this Agreement.

Article 17 (General Provisions)

17.1 Amendment of the Agreement

Where the Company amends this Agreement, it shall give notice of the details of the amendment and its effective date at least 30 days prior to the effective date. In the case of an amendment unfavorable to the User, the Company shall clearly give notice of that fact. If the User does not consent to the amendment, the User may terminate this Agreement. The Agreement as it stood before the amendment shall apply to versions already provided before the amendment.

17.2 Severability

Even if any provision of this Agreement is held invalid or unenforceable, the validity of the remaining provisions shall not be affected.

17.3 Entire Agreement

Insofar as the licensing of the Software is concerned, this Agreement constitutes the entire agreement between the parties and supersedes any prior oral or written agreements relating thereto. However, separate documents expressly referenced in this Agreement, such as the warranty policy, the Privacy Policy, and the maintenance and support policy, shall remain in effect.

17.4 No Waiver

The Company's failure to immediately exercise a right under this Agreement shall not constitute a waiver of that right.

17.5 Force Majeure

The Company shall not be liable for non-performance of obligations due to causes beyond the Company's reasonable control, such as natural disasters, war, government actions, or failures of communications or power.

17.6 Assignment of the Agreement by the Company

Where there is a transfer of business, such as a merger or business transfer, the Company may assign its rights and obligations under this Agreement to a third party. In such case, the Company shall notify the User by email or by notice on its website at least 30 days prior to the scheduled date of assignment. If the User does not consent to the assignment, the User may terminate this Agreement pursuant to Article 17.1.

17.7 Trademarks

This Agreement does not grant the User any rights in the Company's trademarks, logos, or trade name.

17.8 Notices

Notices from the Company to the User may be given by the email address provided by the User or by notice within the software, and shall be deemed to have been given upon the lapse of three days from the date of dispatch. However, this paragraph does not apply to the transmission and receipt of license activation information under Article 9.

17.9 Consultation on Disputes

Where a dispute arises in connection with this Agreement, the parties shall endeavor to resolve it through mutual good-faith consultation prior to litigation. However, this paragraph does not restrict either party's right to bring an action.

17.10 Administrator Privileges

Installation and execution of the Software may require administrator privileges of the operating system.

17.11 Governing Principles

Matters not provided for in this Agreement and the interpretation of this Agreement shall be governed by applicable laws such as the Act on the Regulation of Terms and Conditions, the Act on Consumer Protection in Electronic Commerce, and the Copyright Act, or by commercial practice.

Article 18 (Inquiries)

• Customer Support: [email protected]

• Decasight Co., Ltd. / Rm 805, 8F, Hanshin IT Tower 2, 47 Digital-ro 9-gil, Geumcheon-gu, Seoul 08511, Republic of Korea

This Agreement is issued by the Company, and in the event of any amendment, prior notice shall be given through the Company's website at least 30 days before the effective date. In the case of an amendment unfavorable to the User, notice of that fact shall be clearly given pursuant to Article 17.1. The Agreement as it stood before the amendment shall apply to versions already provided before the amendment.