ALLSHARES INCENTIVE PLATFORM TERMS OF SERVICE

1 BACKGROUND AND PURPOSE

• Allshares Oy, Allshares AB (if applicable) and the Company have entered into and executed the agreement (“Agreement”) regarding services that Allshares Oy and Allshares AB (if applicable) provide to the Company. This is an appendix to the Agreement. For the purposes of this these Allshares Incentive Platform Terms of Service, “Provider” refers only to Allshares Oy, who is the provider of Allshares Incentive Platform service.
• As a part of the services agreed by the Parties, the Provider is providing an electronic Allshares Incentive Platform (Incentive.Online) web-portal software service (“Portal Service”) to the Company and relevant users (“User”). The Portal Service is a software application service delivered and accessed over data network.
• These terms and conditions of the Portal Service (“Terms of Service”) apply to the delivery and use of the Portal Service provided by the Provider to the Company and the Users. These Terms of Service and the Agreement with its other appendices together constitute and form a whole agreement between Parties related to the Portal Service. In addition, the Users of the Portal Service must accept the end-user license terms of the Portal Service before using the Portal Service.
• Any capitalized words and/or expressions used in these Terms of Service will have the meaning defined to them in the Agreement.
• The Terms of Service will be deemed accepted by the Company and become effective upon execution of the Agreement between Parties (“Effective Date”).

2 RESPONSIBILITIES OF THE PARTIES

• The Provider undertakes to perform the tasks for which it is responsible in conformity with the Agreement and these Terms of Service, with due care and with the professional skills reasonable expected from an experienced service provider.
• The Provider will deliver to the Company the instructions for using the Portal Service.
• The Company understands that the Provider’s performance under the Terms of Service is dependent upon the Company fulfilling its obligations pursuant to the Agreement and these Terms of Service. Such obligations include but are not limited to providing the Provider with all necessary information and cooperating with the Provider. Consequently, during the term of the Agreement, the Company undertakes to
          (a) provide the Provider with the information necessary, and reasonably expected to be necessary,
                for the Provider to perform its obligations in accordance with the Agreement and these Terms of              Service;
          (b) ensure that the Company and Users has the network connection, equipment, software and              licenses required to use and receive the Portal Service.
• The Company is responsible for all use of the Portal Service by its Users and personnel and will comply with all applicable laws and regulations in connection with the Company’s use of the Portal Service, including those related to data privacy and the transmission of personal data. The Company will be responsible for ensuring that the Portal Service fulfils the Company’s intended purpose. The Provider specifically excludes any liabilities and warranty for a particular purpose.
• The Company will notify the Provider immediately of any unauthorized use of the Portal Service or any other known or suspected breach of security.

3 DELIVERY AND DEPLOYMENT

• The Provider will start delivery of the Portal Service on the agreed date of deployment or within the agreed time. If the period or date of deployment of Portal Service has not been agreed upon in writing, the Provider will start delivery of the Portal Service within a reasonable time from the Effective Date. The delivery of the Portal Service will be deemed to have commenced when the Provider notifies that the Portal Service is available for the Company and Users.
• The Provider undertakes to provide such implementation, configuration and/or customization services as defined in the Agreement and its appendices. During the provision of the implementation services, the Provider will develop, configure, adjust and customize the Portal Service to meet the requirements set out in the Agreement.
• The Company acknowledges and accepts that the Provider’s customization, configuration and implementation includes or may include integration of third-party services which may involve the transfer of Company Material to relevant third-party services and that the provision and use of some functions of the Portal Service can be dependent on the Company accepting integration of such third-party services. The Provider guarantees that any customization, configuration, and implementation involving the integration of third-party services will be conducted with due care and in compliance with applicable laws and regulations. The Provider further warrants that it has obtained all necessary rights and permissions for such integration and transfer.
• Any Intellectual Property related to the implementation, configuration and customization will be the exclusive property of the Provider, unless otherwise expressly agreed in the Agreement or otherwise agreed in writing by the Parties.

4 GRANT OF ACCESS TO THE PORTAL SERVICE

• The Provider agrees in full consideration of the payment of the fees and expenses agreed in the Agreement by the Company to Allshares Oy (or Allshares AB, if applicable) to provide access to the Portal Service on a non-exclusive basis pursuant to the terms and conditions set forth in the Agreement and these Terms of Service.
• The Company may not transfer, lease, loan, resell, distribute or otherwise make the Portal Service or materials contained in the Portal Service available in whole or in part in any form whatsoever to any third parties.
• The Company will not attempt to gain access to any parts of the Portal Service to which the Company has not acquired access rights, nor will the Company attempt to modify, copy, decompile, adapt, reverse engineer or otherwise attempt to derive source code of the Portal Service or any computer software programs the Portal Service is based upon. The Company will not store or install the Portal Service on any Company’s device.

5 SUPPORT AND SERVICE LEVELS

• The Provider will provide the Company with reasonable technical and use-related support (excluding training and other related services which will be agreed separately) in accordance with its own practices, only if the Provider deems such support necessary. The Provider will provide support in accordance with the prevailing Service Description. The Provider will provide the support by means of email and telephone (contact details provided separately). The Provider will not be obliged to provide support, assistance or maintenance whatsoever concerning third party equipment or software. Support may also be provided by Allshares AB, if Allshares AB is a Party to the Agreement. The Provider will be responsible for the adequate level of support when it is provided by Allshares AB.
• The Provider has the right to prevent the Company and/or User from using the Portal Service if the Provider has reasonable grounds to suspect that the Company or User is using the Portal Service contrary to the Terms of Service or the applicable end-user license terms or that the Company or User is burdening the Portal Service in an exceptional manner.
• The Provider will maintain a minimum uptime of 99.5% (excluding any scheduled maintenance breaks) of the Portal Service.