Qlik AutoML™ Trial Agreement

THIS TRIAL AGREEMENT (“AGREEMENT”) GOVERNS CUSTOMER’S USE OF THE QLIK AUTOML SERVICES (THE “TRIAL SERVICES”). BY CLICKING ON THE ACCEPTANCE BOX OR ACCESSING OR USING THE TRIAL SERVICES, YOU (“CUSTOMER”) ACKNOWLEDGE AND AGREE THAT ALL SUCH ACCESS AND USE IS SUBJECT TO THIS AGREEMENT. ANY SUCH ACCESS OR USE WILL CONSTITUTE SUCH ACCEPTANCE AND RESULT IN A BINDING AND LEGALLY ENFORCEABLE AGREEMENT BETWEEN CUSTOMER AND QLIKTECH INC. (“QLIK”). IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF A CORPORATION, PARTNERSHIP, ASSOCIATION OR OTHER ENTITY OR GROUP, YOU REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED TO LEGALLY BIND SUCH ENTITY OR GROUP TO THIS AGREEMENT.

1. Trial Services; Customer Rights and Restrictions

1.1 Trial Services. Qlik will make the Trial Services, which may include a proof of concept (PoC) available to Customer for its internal business operations on a trial basis free of charge until the earlier of: (a) the end of the Trial Services free trial period; (b) the start date of any purchased service subscription ordered by Customer; or (c) termination by Qlik in its sole discretion (the “Term”). Subject to applicable law, Qlik reserves the right to withdraw, terminate or to modify a free trial or PoC at any time without prior notice and with no liability. ANY DATA ENTERED INTO THE TRIAL SERVICES DURING A FREE TRIAL MAY BE PERMANENTLY LOST UNLESS CUSTOMER PURCHASES A SUBSCRIPTION TO THE SAME OR HIGHER TIER SERVICE AS THOSE COVERED BY THE TRIAL SERVICES. Qlik shall not be obligated to provide support services for the Trial Services but may elect to provide Trial Services updates in its sole discretion.

1.2 Restrictions. The rights to use the Trial Services granted hereunder are contingent upon Customer’s and its Authorized Users’ compliance with this Agreement and the Qlik Acceptable Use Policy. Customer shall not directly or indirectly: (i) make any Trial Services available to anyone other than Customer or its Authorized Users; (ii) use the Trial Services for any production purpose; (iii) offer, use, or otherwise exploit the Trial Services, whether or not for a fee, in any managed service provider offering; platform as a service (PaaS) offering; service bureau; or other similar product or offering; (iv) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code, or any software, documentation or data related to the Trial Services; (v) modify or make derivative works based upon the Services; (vi) copy or create Internet “links” to the Services or “frame” or mirror” any of the Trial Services; (vii) permit direct or indirect access to or use of any Trial Services or Content in a way that circumvents any usage limit; or (viii) access the Trial Services in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Trial Services, or (c) copy any ideas, features, functions or graphics of the Trial Services.

1.3 General. Customer’s registration for, or use of, the Trial Services shall be deemed to be Customer’s agreement to abide by this Agreement for itself and on behalf of its Authorized Users.

1.4 Access. Customer may only use the Trial Services activated with a product key or other credentials provided by Qlik Customer is solely and directly responsible (a) for maintaining the security of all keys, user IDs, passwords and other credentials, (b) for all activities taken by its Authorized Users or under any of its keys or credentials; (c) for Customer’s and Authorized Users’ compliance with this Agreement and applicable laws, including Export Control Laws; (d) for use a secure encrypted connection to communicate with the Trial Services and (e) to promptly notify Qlik of any unauthorized use or access and take all steps necessary to terminate such unauthorized use or access. Customer will provide Qlik with such cooperation and assistance related to any unauthorized use or access as Qlik may reasonably request. Customer shall be directly responsible for any violations of this Agreement by any party that it allows to access the Trial Services including Authorized Users.

1.5 Customer Data and Ownership. Customer retains all right, title and interest in and to all Customer Data. Customer hereby grants Qlik a non-exclusive, worldwide, royalty-free license to use, copy, transmit, sub-license, index, store, aggregate and display the data Customer uploads into the Trial Services or otherwise provides for processing by the Trial Services (the “Customer Data”) as required for Qlik to provide or perform the Trial Services, and to publish, display, and distribute anonymous information derived from Customer Data and from Customer’s use of the Trial Services for purposes of improving Qlik’s products and services, and developing and distributing benchmarks and similar reports, provided that such aggregated data is not identified or identifiable as originating with or associated with Customer or any individual person. Qlik is not responsible for, and does not undertake to verify, the accuracy or completeness of Customer Data.

1.6 Extraterritorial Access and Restrictions. Customer acknowledges and agrees that the Trial Services are intended for access to and use in the United States only, and that Qlik and its affiliates have no responsibility or liability to Customer, any Authorized Users or any third party in connection with any access or use by Authorized Users located outside of the United States, or with respect to any Customer Data provided or inputted by any Authorized User located outside of the United States. Further, Customer shall not upload or store within the Service any personal data governed by privacy laws, including but not limited to personal data/PII/PHI regulated by the EU General Data Protection Regulation, California Consumer Privacy Act and/or the Health Information Portability and Accountability Act.

2. Effect of Termination; Disclaimers, Limitation of Liability

2.1 Upon any termination or expiration of this Agreement, Customer and its Authorized Users’ right to access and use the Trial Services shall automatically cease. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. THE TRIAL SERVICES ARE PROVIDED “AS-IS” AND WITHOUT ANY WARRANTY. QLIK AND ITS AFFILIATES SHALL HAVE NO INDEMNIFICATION OBLIGATIONS NOR LIABILITY OF ANY TYPE WITH RESPECT TO THE TRIAL SERVICES UNLESS SUCH EXCLUSION OF LIABILITY IS NOT ENFORCEABLE UNDER APPLICABLE LAW IN WHICH CASE QLIK AND ITS AFFILIATES MAXIMUM AGGREGATE LIABILITY WITH RESPECT TO THE TRIAL SERVICES SHALL NOT EXCEED $1,000. WITHOUT LIMITING THE FOREGOING, QLIK AND ITS AFFILIATES AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO CUSTOMER THAT CUSTOMER’S AND/OR ITS AUTHORIZED USERS’ USE OF THE TRIAL SERVICES DURING THE TRIAL SERVICES TERM WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, CUSTOMER SHALL BE FULLY LIABLE UNDER THIS AGREEMENT TO QLIK AND ITS AFFILIATES FOR (A) ANY DAMAGES ARISING OUT OF CUSTOMER’S AND/OR ITS AUTHORIZED USERS’ USE OF THE TRIAL SERVICES AND/OR (B) ANY BREACH BY CUSTOMER AND/OR ITS AUTHORIZED USERS OF THIS AGREEMENT. QLIK DOES NOT MAKE, AND EXPRESSLY DISCLAIMS, ALL OTHER WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, MODEL PERFORMANCE OR ACCURACY, TITLE, OR NON-INFRINGEMENT. QLIK DOES NOT WARRANT AGAINST INTERFERENCE WITH THE ENJOYMENT OF THE TRIAL SERVICES OR THAT ANY OF THE TRIAL SERVICES OR DOCUMENTATION ARE ERROR-FREE OR THAT THEY WILL BE SECURE OR UNINTERRUPTED. QLIK EXERCISES NO CONTROL OVER AND EXPRESSLY DISCLAIMS ANY LIABILITY ARISING OUT OF OR BASED UPON THE RESULTS OF USE OF THE TRIAL SERVICES OR ANY DOCUMENTATION.Forward-Looking Analytics. AS PART OF THE TRIAL SERVICES, CUSTOMER MAY RECEIVE A FORWARD-LOOKING PROJECTION/PREDICTIVE ANALYTICAL SERVICE BASED ON A MODEL DEVELOPED BY QLIK. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT ANY INFORMATION AND/OR PROJECTIONS PROVIDED TO CUSTOMER ARE FOR INFORMATIONAL PURPOSES ONLY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT ANY SUCH PREDICTIVE ANALYTICAL SERVICE IS NOT DESIGNED OR LICENSED FOR USE AS A GUARANTEE OF POTENTIAL OUTCOMES BUT RATHER IS DESIGNED TO GUIDE THE CUSTOMER IN UNDERSTANDING AN ARRAY OF POSSIBILITIES. THERE IS NO GUARANTEE THAT ANY SUCH PROJECTIONS PROVIDED WILL OR WILL NOT OCCUR. PROJECTIONS OF THE FUTURE ARE INHERENTLY UNCERTAIN AND QLIK MAKES NO CLAIM, WARRANTY, OR GUARANTEE OF MODEL PERFORMANCE OR ACCURACY. QLIK SPECIFICALLY DISCLAIMS THAT THERE IS ANY ASSERTION OF ACCURACY IN THE INFORMATION PROVIDED THROUGH THE PREDICTIVE ANALYTICAL SERVICE. QLIK IS NOT AND CANNOT BE HELD LIABLE FOR ANY DECISIONS MADE BY CUSTOMER IN RELIANCE ON ANY INFORMATION AND/OR PREDICTIONS PROVIDED AS PART OF THE FORWARD-LOOKING PROJECTION/ PREDICTIVE ANALYTICS SERVICE. QLIK EXPRESSLY ADVISES THE CUSTOMER TO USE CAUTION, PRUDENCE, AND SOUND JUDGMENT IN THE CONSUMPTION, USE, AND APPLICATION OF MODEL OUTPUT.Data Security. CUSTOMER ACKNOWLEDGES THAT USE OF THE TRIAL SERVICES PROVIDED BY QLIK WILL INVOLVE TRANSMISSIONS OF CUSTOMER DATA AND OTHER COMMUNICATIONS OVER THE INTERNET. QLIK MAKES NO CLAIMS AND CANNOT GUARANTEE THE SAFETY AND SECURITY OF CUSTOMER DATA AT ANY POINT DURING OR IN CONNECTION WITH ANY SUCH TRANSMISSIONS. CUSTOMER UTILIZES THE TRIAL SERVICES AT CUSTOMER’S OWN RISK. CUSTOMER ACKNOWLEDGES THAT ANY SUCH TRANSMISSIONS COULD POTENTIALLY BE ACCESSED BY UNAUTHORIZED PARTIES WHEN COMMUNICATED ACROSS THE INTERNET. QLIK IS NOT LIABLE FOR ANY CUSTOMER DATA WHICH IS DELAYED, LOST, ALTERED, INTERCEPTED OR STORED DURING TRANSMISSION ACROSS NETWORKS NOT OWNED OR OPERATED BY QLIK, INCLUDING, BUT NOT LIMITED TO, THE INTERNET AND CUSTOMER’S LOCAL NETWORK. CUSTOMER SHALL PROTECT ITS AUTHORIZED USERS’ LOGIN NAMES AND PASSWORDS FROM ACCESS OR USE BY UNAUTHORIZED PARTIES, AND IS SOLELY RESPONSIBLE FOR ITS FAILURE TO DO SO. CUSTOMER UNDERSTANDS THAT IT IS SOLELY RESPONSIBLE TO TAKE APPROPRIATE MEASURES TO ISOLATE AND BACK UP ITS COMPUTER SYSTEM, INCLUDING ITS COMPUTER PROGRAMS, DATA AND FILES, AND TO TAKE ALL OTHER ACTIONS NECESSARY TO PROTECT ITS SYSTEM AND DATA, INCLUDING, WITHOUT LIMITATION, THE CUSTOMER DATA. CUSTOMER ACKNOWLEDGES THAT CUSTOMER DATA MAY BE ALTERED OR DAMAGED IN THE COURSE OF PROVIDING TECHNICAL SERVICES, WHETHER ON-SITE OR VIA REMOTE CONNECTION OR OTHERWISE. Intellectual Property Rights; Confidentiality

3.1 Proprietary Rights. Qlik (and its affiliates nd licensors, as applicable) shall own all right, title and interest, including all related intellectual property rights, in and to the Trial Services (or any underlying technology or content within the Trial Services). Further, Customer’s license to use and access the Trial Services will be automatically revoked if Customer violates this Agreement in a manner that violates Qlik’s or any third party’s intellectual property rights. No title or ownership of any proprietary rights related to the Trial Services is transferred to Customer or any Authorized User pursuant to this Agreement. All intellectual property rights not explicitly granted to Customer or any Authorized User are reserved by Qlik. If Customer provides comments, suggestions, or recommendations to Qlik with respect to the Trial Services (including without limitation with respect to modifications, enhancements, improvements, other changes to the Trial Services) (collectively, the “Feedback”), Customer hereby grants to Qlik a worldwide, royalty free, irrevocable, perpetual license to use and otherwise incorporate any Feedback in connection with the Trial Services.

3.2 Confidentiality. Each party will hold in confidence the other Party’s Confidential Information and will not disclose or use such Confidential Information except as necessary to exercise its express rights to perform its express obligations hereunder. Any party’s disclosure of the other party’s Confidential Information may be made only to those of its employees or consultants who need to know such information in connection herewith and who have agreed to maintain the Confidential Information as confidential as set forth herein. Notwithstanding the foregoing, a party may disclose the other party’s Confidential Information to the extent that it is required to be disclosed in accordance with an order or requirement of a court, administrative agency or other governmental body, provided that such party, to the extent permitted by law, provides the other Party with prompt notice of such order or requirement in order that it may seek a protective order. Each party’s confidentiality obligations hereunder will continue for a period of two (2) years following any termination of this Agreement, provided, however, that each party’s obligations will survive and continue in effect thereafter with respect to, and for so long as, any Confidential Information continues to be a trade secret under applicable law.

3.3 “Confidential Information” means non-public information that is disclosed by or on behalf of a party under or in relation to this Agreement that is identified as confidential at the time of disclosure or should be reasonably understood to be confidential or proprietary due to the nature of the information and/or the circumstances surrounding its disclosure. Confidential Information does not include information which, and solely to the extent it: (i) is generally available to the public other than as a result of a disclosure by the receiving party or any of its representatives; (ii) was known to the receiving party prior to the date hereof on a non-confidential basis from a source other than disclosing party or its representatives; (iii) is independently developed by the receiving party without the benefit of any of the disclosing party’s Confidential Information; (iv) becomes lawfully known to the receiving party on a non-confidential basis from a source (other than disclosing party or its representatives) who is not prohibited from disclosing the information to the receiving Party by any contractual, legal, fiduciary or other obligation; or (v) was disclosed by the disclosing party to a third party without an obligation of confidence. In any dispute concerning the applicability of these exclusions, the burden of proof will be on the receiving Party and such proof will be by clear and convincing evidence.

4 Definitions

4.1 “Authorized User” means an employee of a Customer and (i) who is authorized by Customer to use the Trial Services, and (ii) to whom Customer has supplied a user identification and password.

4.2 “Qlik Acceptable Use Policy” means Qlik’s then-current Hosted Services Acceptable Use Policy currently set forth under Legal Policies at www.qlik.com.

5 General

5.1 Entire Agreement; Severability; No Wavier; Headings. This Agreement is the entire agreement between Customer and Qlik with respect to the Trial Services, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between Qlik and Customer with respect to the Trial Services, including any prior version of this Agreement. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. Failure to enforce any part of this Agreement shall not constitute a waiver of any right to later enforce that or any other part of this Agreement. The section and paragraph headings in this Agreement are for convenience only and shall not affect their interpretation.

5.2 Governing Law; Jurisdiction. This Agreement is governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania. any suit, action or proceeding arising out of or relating to this Agreement (including any non-contractual dispute or claim) will be settled by the State and Federal Courts of Montgomery County in the Commonwealth of Pennsylvania.

5.3 Modification. Qlik reserves the right, in its sole discretion, to modify any provision of this Agreement, or to change or update the Trial Services. Customer’s continued use of the Trial Services following notification of any such changes to constitutes acceptance of those changes.

5.4 Statistical Information. Qlik may collect and use certain statistical and usage information relating to the Trial Services, and may share such information with authorized third-party vendors to perform functions on Qlik’s behalf. This information may include, but is not limited to sharing statistics, login statistics, session information (e.g., number, duration, error messages, types/number of users, blends, blocks used and API usage) and browser configurations. This information will not include any confidential or personally identifiable information of any Authorized User. The collection and use of this information will be governed by Qlik’s Cookie & Privacy Policy.

5.5 Force Majeure. Qlik shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Qlik’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.

5.6 Export Control. Customer agrees at all times to comply with all applicable laws and regulations in its performance of this Agreement, which may include, without limitation, U.S. and E.U. export control laws and regulations, and regulations declared by the U.S. Department of the Treasury Office of Foreign Assets Control, the Council of the E.U. and their counterparts under applicable law (“Export Control Laws”). Customer will indemnify, defend and hold harmless Qlik and its respective officers, agents and employees from and against any and all losses, costs, claims, penalties, fines, suits, judgments and other liabilities (including applicable attorney’s fees) arising out of, relating to or resulting from Customer’s failure to comply with any Export Control Laws.

5.7 Government End-Users. The Trial Services are commercial computer software. If Customer or an Authorized User of the Trial Services is an agency, department or other entity of the United States Government, the use, duplication, reproduction, release, modification, disclosure or transfer of the Trial Services, or any related documentation of any kind, including technical data and manuals, is restricted by this Agreement in accordance with Federal Acquisition Regulation 12.212 for civilian purposes and Defense Federal Acquisition Regulation Supplement 227.7202 for military purposes. The Trial Services were developed fully at private expense. All other use is prohibited.

5.8 Assignment; Relationship between the Parties. This Agreement is not assignable, transferable or sublicensable by Customer except with Qlik’s prior written consent. Qlik may assign, transfer or delegate any of its rights and obligations hereunder without consent. No agency, partnership, joint venture, fiduciary, or employment relationship is created as a result of this Agreement and neither party has any authority of any kind to bind the other in any respect.

5.9 Notices. All notices concerning a default, breach or violation of this Agreement by Qlik must be in writing and delivered to Qlik: (a) by certified or registered mail; or (b) by an internationally recognized express courier, and shall be addressed to: c/o Qlik at 211 S. Gulph Rd., Suite 500, King of Prussia, PA 19406 USA, Attention: Legal Department.