END USER LICENSE AGREEMENT

Customer Terms for Microsoft Dynamics 365 Applications and Related Levterra Software

Version 1.1  |  October 2026
Effective Date: October 1, 2026

PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY. BY CLICKING TO ACCEPT THIS AGREEMENT OR BY DOWNLOADING, INSTALLING, ACCESSING, OR USING A LEVTERRA PRODUCT, INCLUDING ANY FREE, TRIAL, EVALUATION, BETA, OR OTHER PRE-RELEASE VERSION, CUSTOMER AGREES TO BE BOUND BY THIS AGREEMENT. IF CUSTOMER DOES NOT AGREE, CUSTOMER MAY NOT DOWNLOAD, INSTALL, ACCESS, OR USE THE PRODUCT.

This End User License Agreement (the "Agreement" or "EULA") is between Levterra Systems, Inc. ("Levterra") and the individual or legal entity that downloads, installs, accesses, acquires, or uses the Product ("Customer"). If an individual accepts this Agreement on behalf of a legal entity, that individual represents that the individual has authority to bind that entity.

1. Definitions

1.1 Affiliate. An entity that directly or indirectly controls, is controlled by, or is under common control with Customer, where "control" means ownership of more than fifty percent of voting interests or the power to direct management.

1.2 Authorized User. An employee, contractor, or other individual whom Customer authorizes to use a Product for Customer's internal business purposes and for whom any required license or entitlement has been obtained.

1.3 Customer Data. Data, content, records, files, prompts, configurations, or other information submitted to, stored in, transmitted through, or processed by a Product on Customer's behalf, excluding Levterra software, documentation, telemetry, and de-identified or aggregated data that does not identify Customer or an individual.

1.4 Documentation. Levterra user, technical, security, support, and product documentation made available for the Product.

1.5 Microsoft Services. Microsoft products, cloud services, platforms, applications, and infrastructure with which a Product operates, including applicable Microsoft Dynamics 365 applications, Microsoft Power Platform, Microsoft Azure, or Microsoft 365 services.

1.6 Product. Levterra software, applications, extensions, integrations, APIs, Documentation, updates, upgrades, trial versions, evaluation versions, beta or pre-release versions, and related offerings that Levterra makes available, whether for a fee or without charge. A Product may be designed to operate with Microsoft Dynamics 365 or other Microsoft Services.

1.7 Subscription Term. The period during which Customer is authorized to use a subscription Product, as specified in the applicable Product-Specific Terms or signed agreement governing that Product.

2. Scope and Relationship to Microsoft

2.1 Independent ISV. Levterra is an independent software vendor. The Products are Levterra products, not Microsoft products. Nothing in this Agreement makes Microsoft a party to this Agreement or obligates Microsoft to provide support, warranties, indemnification, or other obligations for a Levterra Product.

2.2 Microsoft Terms. Customer is separately responsible for obtaining and maintaining all licenses, subscriptions, accounts, permissions, and entitlements required for Microsoft Services. Customer's use of Microsoft Services is governed by Customer's applicable agreement with Microsoft or its Microsoft licensing provider.

2.3 Dependencies. Certain Product functionality may depend on Microsoft Services, third-party services, APIs, or platform features. Changes, suspension, unavailability, or discontinuation of those dependencies may affect a Product. Levterra may modify a Product as reasonably necessary to maintain interoperability, security, supportability, or compliance.

2.4 No Transfer of Microsoft Rights. This Agreement grants rights only in the applicable Levterra Product. It does not grant any license or right in Microsoft software or services.

3. License Grant and Authorized Use

3.1 License. Subject to Customer's compliance with this Agreement and, for paid Products, payment of applicable fees, Levterra grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right for Customer and its Authorized Users to download, install, access, and use the Product solely for Customer's internal business purposes and within the license scope, usage limits, licensing unit, environment, tenant, company, user count, transaction volume, evaluation period, or other entitlement made available with or for the Product. Rights in a subscription, trial, evaluation, beta, or pre-release Product continue only for the period Levterra authorizes for that Product.

3.2 Affiliates. Customer Affiliates may use the Product only if the applicable license scope expressly includes them or Levterra otherwise authorizes such use in writing. Customer remains responsible for Affiliate compliance.

3.3 Environments. Customer may use the Product only in the production, sandbox, test, development, or other environments permitted by the applicable license scope or Documentation. Non-production rights do not create additional production rights.

3.4 Documentation. Customer may use and reproduce a reasonable number of copies of Documentation solely for its authorized internal use of the Product.

3.5 Reservation of Rights. All rights not expressly granted are reserved by Levterra and its licensors.

4. License Restrictions

4.1 Restrictions. Except to the extent a restriction is prohibited by applicable law, Customer shall not: (a) sell, resell, sublicense, rent, lease, distribute, publish, lend, or transfer a Product except as expressly authorized; (b) reverse engineer, decompile, disassemble, or attempt to derive source code, underlying structure, algorithms, models, or non-public APIs; (c) modify Product code or create derivative works except through documented configuration or extension mechanisms expressly allowed by Levterra; (d) circumvent license controls, authentication, security, technical limitations, telemetry necessary for entitlement enforcement, or usage restrictions; (e) remove proprietary notices; (f) use the Product to provide a service bureau, outsourcing, hosted, or timesharing service for third parties unless Levterra expressly allows it in writing; (g) use the Product in violation of law, third-party rights, or Microsoft platform terms; or (h) use non-public Product information to build or assist a competing product.

4.2 Credentials. Customer is responsible for safeguarding credentials and access granted to Authorized Users and for activity performed through Customer-controlled accounts, except to the extent caused by Levterra.

5. Fees, Trials, Renewal, and Taxes

5.1 Product Availability and Product-Specific Terms. Levterra may make a Product available directly, through an authorized reseller, through a marketplace, or as a free trial, evaluation, beta, or pre-release download. "Product-Specific Terms" means any license notice, subscription confirmation, marketplace terms, reseller terms expressly approved by Levterra, product addendum, license key terms, or other written terms that Levterra provides or expressly approves for a particular Product. Product-Specific Terms may establish applicable fees, authorized periods, usage limits, environments, support rights, and other product-specific conditions. Product-Specific Terms supplement this EULA. Only Product-Specific Terms expressly identified by Levterra as modifying this EULA will control. Documentation does not modify this EULA.

5.2 Fees and Payment. If a Product is offered for a fee, the applicable fees, payment terms, billing party, renewal pricing, and subscription quantities will be stated in the applicable Product-Specific Terms or signed agreement through which Customer obtains the Product. Unless stated otherwise, fees are non-cancelable and non-refundable except as expressly provided in this Agreement or required by law. No fees apply to a Product expressly made available by Levterra without charge, although use remains subject to this Agreement and any stated trial, evaluation, beta, or usage limitations.

5.3 Taxes. Fees are exclusive of applicable sales, use, value-added, withholding, or similar taxes, duties, and charges. Customer is responsible for such amounts other than taxes based on Levterra's net income.

5.4 Renewal. Renewal and notice terms are those stated in the applicable Product-Specific Terms governing the paid Product. If those terms are silent, the subscription ends at expiration unless Customer obtains a renewal from Levterra or an authorized reseller.

5.5 Reseller Transactions. If Customer purchases through an authorized partner or reseller, that party may invoice Customer and provide implementation or support services under a separate agreement. The reseller has no authority to modify this EULA, make warranties for Levterra, or bind Levterra unless Levterra expressly agrees in writing.

6. Implementation, Support, Updates, and Availability

6.1 Implementation Services. Implementation, configuration, migration, training, consulting, managed services, and custom development are not included in the Product license unless expressly stated in a separate services agreement or other written terms provided by Levterra or an authorized service provider.

6.2 Support. Support scope, channels, hours, severity definitions, and target response times are governed by the applicable Product support policy, Product-Specific Terms, or Documentation. Free, trial, evaluation, beta, and pre-release Products may be provided without support unless Levterra states otherwise. An authorized partner may provide first-line support, while Levterra may provide product-level escalation support.

6.3 Updates. Levterra may provide updates, fixes, upgrades, or new releases and may require supported versions to protect security, compatibility, or reliability. Updates remain subject to this EULA unless accompanied by different terms.

6.4 Product Changes. Levterra may modify, replace, or discontinue features. For a material reduction in core paid functionality during an active Subscription Term, Levterra will use commercially reasonable efforts to provide notice and an applicable remedy stated in the applicable Product-Specific Terms, support policy, or law. Free, trial, evaluation, beta, and pre-release Products may be modified or discontinued at any time.

7. Customer Data, Privacy, Security, and Telemetry

7.1 Customer Data Ownership. As between Customer and Levterra, Customer retains its rights in Customer Data. Customer grants Levterra and its subprocessors a limited right to host, copy, transmit, process, display, and otherwise use Customer Data only as necessary to provide, secure, support, and improve the Product, comply with law, and fulfill documented Customer instructions.

7.2 Customer Responsibilities. Customer is responsible for the legality, quality, and accuracy of the Customer Data, and for obtaining legally required notices and consents for its processing.

7.3 Data Protection. If Levterra processes personal data on Customer's behalf as a processor or service provider, an applicable data processing addendum may supplement this Agreement.

7.4 Security. Levterra will maintain commercially reasonable administrative, technical, and organizational safeguards appropriate to the nature of the Product and information processed. Customer remains responsible for securing its Microsoft tenant, identities, devices, configurations, permissions, networks, and credentials.

7.5 Telemetry and Diagnostics. Subject to applicable law and Levterra's privacy commitments described in Levterra's Privacy Policy, available at [INSERT FINAL PRIVACY POLICY HYPERLINK], Levterra may collect Product usage, license, performance, error, security, and diagnostic information to operate, secure, support, meter, analyze, and improve Products and verify entitlement. Levterra may use aggregated or de-identified information for business and product purposes, provided it does not identify a Customer or any individual.

8. Artificial Intelligence Features

8.1 AI Features. If a Product includes artificial intelligence, machine learning, generative AI, or automated recommendation features, Customer is responsible for evaluating outputs before relying on them for business decisions. Outputs may be incomplete or inaccurate and are not professional, legal, tax, accounting, or regulatory advice.

8.2 Customer Data. Customer retains its rights in Customer Data submitted to AI features. Product-Specific Terms or a data processing addendum may describe additional processing applicable to a particular AI feature.

8.3 Restricted Use. Customer shall not use AI features to violate law, third-party rights, applicable Microsoft or model-provider terms, or documented acceptable-use restrictions.

9. Intellectual Property and Feedback

9.1 Levterra Ownership. Levterra and its licensors retain all right, title, and interest in the Products, source and object code, APIs, Documentation, designs, algorithms, models, configurations, trademarks, inventions, updates, improvements, and related intellectual property. No ownership transfers to Customer.

9.2 Customer Materials. Customer retains ownership of Customer Data and materials that Customer independently provides or develops, excluding Levterra's intellectual property incorporated therein.

9.3 Feedback. If Customer voluntarily provides suggestions, ideas, enhancement requests, or other feedback about a Product, Customer grants Levterra a perpetual, worldwide, irrevocable, transferable, sublicensable, royalty-free right to use and commercialize that feedback without restriction or compensation, provided Levterra does not publicly identify Customer as the source without permission.

10. Confidentiality

10.1 Confidential Information. Each party may receive non-public information of the other that is marked confidential or reasonably should be understood as confidential, including software, source code, security information, business plans, pricing, product roadmaps, and Customer Data.

10.2 Protection and Use. The receiving party will use Confidential Information only to perform or receive benefits under the parties' relationship and will protect it using at least reasonable care. Disclosure may be made to employees, Affiliates, contractors, and professional advisers who need to know it and are bound by confidentiality obligations.

10.3 Exclusions. Confidential Information excludes information that the recipient can document was lawfully known without restriction, independently developed without use of the other party's Confidential Information, rightfully obtained from a third party without confidentiality duty, or publicly available through no breach.

10.4 Required Disclosure. A recipient may disclose Confidential Information when legally required and, where lawful, will provide reasonable notice so the disclosing party may seek protective treatment.

11. Compliance and Verification

11.1 Compliance. Customer will comply with all applicable laws, including export, sanctions, anti-bribery, and data protection laws, governing its use of the Product.

11.2 License Verification. Customer will maintain records reasonably sufficient to demonstrate compliance with the applicable license scope, usage limitations, and entitlements. Levterra may use technical entitlement controls and may request reasonable information to verify compliance. Any audit will be limited to records relevant to Product licensing, conducted on reasonable notice during normal business hours, and designed to minimize disruption.

11.3 Excess or Unauthorized Use. If verification shows use beyond the applicable license scope, usage limitations, or entitlements, Customer will promptly cease the unauthorized use or, if Levterra makes additional rights available, obtain the required licenses and pay applicable fees. Levterra may suspend unauthorized excess use if Customer does not cure after reasonable notice.

12. Warranties and Disclaimers

12.1 Authority. Each party represents that it has the authority to enter into this Agreement and will comply with applicable law in performing its obligations.

12.2 Limited Product Warranty. Levterra warrants that during a paid Subscription Term, the Product will materially conform to its applicable Documentation when used as authorized. Customer's exclusive remedy for a reproducible breach is for Levterra to use commercially reasonable efforts to correct the nonconformity; if Levterra cannot do so within a reasonable period, Customer may terminate the affected Product and receive a refund of prepaid unused subscription fees for the terminated portion.

12.3 Free, Trial, and Pre-Release Products. Products provided without charge may be offered with limited functionality, limited support, or usage restrictions as described in the applicable Product-Specific Terms. Trial, evaluation, beta, and pre-release Products may be incomplete, contain errors, differ materially from generally available versions, and be modified or discontinued at any time. Unless Levterra expressly authorizes otherwise in writing, beta and pre-release Products are provided solely for testing and evaluation and must not be used in production or for business-critical operations.

12.4 Warranty Exclusions. The limited warranty does not apply to issues caused by misuse, unauthorized modification, unsupported configurations, third-party products or services, Microsoft Services, Customer Data, Customer infrastructure, or use contrary to Documentation.

12.5 Disclaimer. EXCEPT FOR THE EXPRESS WARRANTIES IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PRODUCTS, DOCUMENTATION, SUPPORT, AND RELATED MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE." LEVTERRA DISCLAIMS IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. LEVTERRA DOES NOT WARRANT THAT THE PRODUCT WILL BE UNINTERRUPTED, ERROR-FREE, OR MEET EVERY CUSTOMER REQUIREMENT.

13. Intellectual Property Claims

13.1 Defense. Except for Products provided without charge and trial, evaluation, beta, or pre-release versions, Levterra will defend Customer against a third-party claim alleging that an unmodified Product, when used as authorized in the United States, directly infringes a United States patent, copyright, trademark, or trade secret, and will pay damages finally awarded or approved in settlement, subject to Customer giving prompt notice, reasonable cooperation, and control of the defense to Levterra.

13.2 Remedies. If a Product covered by Section 13.1 becomes, or Levterra reasonably believes may become, subject to an infringement claim, Levterra may procure continued use, modify or replace the Product with materially equivalent functionality, or terminate the affected Product and refund prepaid unused subscription fees for the terminated portion.

13.3 Exclusions. Levterra has no obligation for claims arising from Customer or third-party modifications, combinations not supplied or required by Levterra, use outside the granted rights, continued use after notice to stop, or Levterra's compliance with Customer-provided specifications or instructions.

14. Limitation of Liability

14.1 Excluded Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY.

14.2 Liability Cap. EXCEPT FOR EXCLUDED CLAIMS, EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE FOR THE AFFECTED PRODUCT DURING THE SIX MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. FOR A PRODUCT PROVIDED WITHOUT CHARGE, EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THAT PRODUCT WILL NOT EXCEED US $0, EXCEPT FOR THE EXCLUDED CLAIMS IDENTIFIED IN SECTION 14.3.

14.3 Excluded Claims. The limitations in Section 14.2 do not apply to Customer payment obligations, either party's fraud, gross negligence, or willful misconduct, or either party's infringement or misuse of the other party's intellectual property, to the extent a limitation is prohibited by applicable law.

15. Suspension

15.1 Suspension Rights. Levterra may suspend affected Product access when reasonably necessary to address an actual or suspected security threat, unlawful use, material license violation, nonpayment of undisputed fees, harm to the Product or other customers, or a legal requirement. When practicable, Levterra will give prior notice and limit suspension to the affected scope.

15.2 Restoration. Levterra will use commercially reasonable efforts to restore access once the condition that caused the suspension has been cured.

16. Term and Termination

16.1 Term. This EULA begins when Customer first accepts it or first downloads, installs, accesses, or uses a Product and continues for as long as Customer has an active or otherwise valid right to use the Product. Provisions that by their nature are intended to survive expiration or termination will remain in effect.

16.2 Termination. Either party may terminate the affected Product license, subscription, or this Agreement for a material breach that remains uncured for 30 days after written notice, except that a breach that cannot reasonably be cured may permit earlier termination as allowed by law. Levterra may terminate or discontinue a free, trial, evaluation, beta, or pre-release license at any time upon notice, subject to applicable law. Customer may terminate its use of a free, trial, evaluation, beta, or pre-release Product at any time by discontinuing use and uninstalling or removing the Product from Customer-controlled environments.

16.3 Effect of Expiration or Termination. Upon expiration or termination of a Product license, subscription, trial, evaluation, beta, or other authorized use period, Customer's right to access and use that Product ends. Customer must stop use and, where applicable, uninstall or remove Levterra components from Customer-controlled environments, except for copies required by law or reasonable backup procedures. Sections intended by their nature to survive will survive.

16.4 Customer Data at Exit. Customer is responsible for exporting Customer Data before access ends. Any post-termination retention or deletion period will be governed by the applicable Product Documentation, data processing addendum, Product-Specific Terms, and law.

16.5 Survival. Sections concerning accrued payment obligations, license restrictions, intellectual property and feedback, confidentiality, disclaimers, intellectual property claims, limitation of liability, effects of termination, governing law and venue, and any provisions that by their nature should survive will survive expiration or termination.

17. General Terms

17.1 Governing Law and Venue. Minnesota law governs this Agreement without regard to conflicts principles. State and federal courts located in Minnesota will have exclusive jurisdiction, and each party consents to venue and personal jurisdiction there, unless applicable law requires otherwise.

17.2 Assignment. Customer may not assign this Agreement or its rights in a Product without Levterra's prior written consent, not to be unreasonably withheld in connection with a merger, reorganization, or sale of substantially all assets, provided the assignee is not a Levterra competitor and assumes all obligations. Levterra may assign this Agreement to an Affiliate or in connection with a merger, reorganization, financing, or sale of the business or assets relating to the Products.

17.3 Force Majeure. Neither party is liable for any delay or failure caused by events beyond its reasonable control, except for payment obligations.

17.4 Notices. Legal notices to Levterra must be in writing and delivered to Levterra Systems, Inc., 1512 Sunsetview Rd., East Gull Lake, MN 56401, Attention: Legal, or to another address Levterra designates in writing. Legal notices to Customer may be delivered to the address, administrator, account contact, or other contact information Customer provides when downloading, registering, licensing, purchasing, or using the Product. Electronic operational notices, release notices, privacy notices, and security communications may be delivered electronically to Customer's designated administrator or account contact or displayed through the Product.

17.5 Changes to this EULA. Levterra may update this EULA for future downloads, installations, subscriptions, renewals, releases, or versions of a Product. A material change will not apply retroactively to an existing paid Subscription Term unless required by law, necessary to address a security or compliance risk, or agreed to by Customer. Updated terms may apply to continued use of free, trial, evaluation, beta, or pre-release Products after Levterra provides notice.

17.6 Priority of Terms. If documents conflict, the following order applies unless a higher-priority document expressly provides otherwise: (a) a signed agreement for the applicable Product; (b) Product-Specific Terms expressly identified by Levterra as modifying this EULA; (c) a product-specific addendum or data processing addendum for the subject it governs; (d) this EULA; and (e) Documentation. Customer's procurement terms do not amend this Agreement unless Levterra expressly agrees in writing.

17.7 Severability; Waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will remain in effect. A waiver must be in writing and applies only to the specific instance.

17.8 No Third-Party Beneficiaries. Except as expressly stated in an applicable product addendum, there are no third-party beneficiaries to this Agreement.

17.9 Entire Agreement. This Agreement, applicable Product-Specific Terms, signed agreements for the applicable Product, and incorporated addenda constitute the entire agreement regarding Customer's license to the Product and supersede prior or contemporaneous understandings on that subject.

17.10 Electronic Acceptance. Electronic acceptance, marketplace acceptance, click-through acceptance, and electronic signatures may be used to evidence agreement to this EULA to the extent permitted by law.