Software Licence Agreement (DADAS)

1. Parties

This Software Licence Agreement (the “Agreement”) is entered into between Automasjon og Data AS, trading as WISE Group, including its subsidiaries (the “Licensor”), and the End User identified in the relevant project documentation or delivery record (the “Licensee”).

Where a System Integrator, Shipyard, or Contractor is involved in procuring or delivering the system, they do so as a delivery partner only. The Software licence is granted directly by the Licensor to the End User identified in the delivery documentation.

2. Grant of Licence

The Licensor grants the Licensee a perpetual, non-exclusive, non-transferable right to use the DADAS Software (the “Software”) as installed by the Licensor or its authorised partner on the specific system delivered for the project referenced in the associated Purchase Order or delivery documentation.

The licence becomes effective upon the Licensor’s installation or commissioning of the Software, and covers use by the Licensee and its authorised personnel for the operation, supervision, and maintenance of the delivered system.

If ownership of the system or installation is transferred, the Software licence automatically transfers to the new owner or operator of that system. The transferring party must notify the Licensor in writing prior to or promptly following such transfer, to allow the Licensor to issue updated licence documentation to the new owner. Any other transfer, replication, or reuse of the Software outside that scope requires the Licensor’s prior written consent.

3. Licence Key and Hardware Binding

The Software operates under a licence key uniquely tied to the hardware on which it is installed. The licence key may not be duplicated or used on any other hardware without written authorisation from the Licensor. If the licensed hardware is replaced or upgraded, the Licensor will issue a new licence key upon receipt of reasonable documentation confirming the hardware change. The Licensor reserves the right to revoke or disable any licence key used in material violation of this Agreement, providing a minimum of 30 days’ written notice except where the breach is wilful or cannot be remedied.

4. Scope of Use

The Software may be installed, configured, and commissioned only by the Licensor or its authorised personnel, and used solely for the operation and monitoring of the specific system for which it was supplied. The Licensee’s authorised in-house personnel may carry out routine operational maintenance tasks within the system’s normal operating parameters. More substantive configuration changes or system modifications remain the responsibility of the Licensor or its authorised partners. The Software may not be copied, sublicensed, or reused for any other system, installation, or project without the Licensor’s prior written approval. The Licensee may make backup copies solely for disaster recovery purposes.

5. Role of System Integrator, Shipyard, or Contractor

Where a third party such as a system integrator, shipyard, or contractor is involved, such party acts solely as a delivery or installation partner and not as a licensee. The Software licence is granted directly from the Licensor to the End User. The third party may install and test the Software within the defined project scope but may not retain, duplicate, or reuse it for any other purpose. Third parties involved in installation may be required to execute a separate undertaking confirming these obligations prior to receiving access to the Software.

6. Ownership, Intellectual Property, and Data

All intellectual property rights in and to the Software remain the exclusive property of the Licensor. The Licensee is granted only the limited rights of use expressly defined in this Agreement. No access to source code or rights to modify the Software are granted. Reverse engineering, decompilation, or modification is strictly prohibited.

All operational data generated by the system is and remains the property of the Licensee, unless the Licensee has separately agreed in writing to permit the Licensor to use, publish, or share such data with third parties, including regulatory bodies, public platforms, or other recipients as agreed. The Licensor may access operational data solely for the purposes of providing technical support, maintenance, and diagnosis of issues relating to the delivered system.

7. Warranty

The Licensor warrants that the Software will perform materially in accordance with its documentation for a period of 12 months from the date of installation or commissioning (the “Warranty Period”). The Licensor’s obligation during the Warranty Period is limited to using reasonable efforts to correct material defects reported in writing by the Licensee.

Beyond the Warranty Period, and except as provided in any Software Support Agreement, the Software is provided “as is”. The Licensor makes no further warranty, express or implied, regarding performance, suitability, or uninterrupted operation. All implied warranties, to the extent permitted by applicable law, are disclaimed.

8. Limitation of Liability

The Licensor shall not be liable for any indirect, incidental, or consequential losses, including but not limited to loss of production, profits, or data, arising from the use or inability to use the Software. The Licensor’s total cumulative liability under this Agreement shall not exceed the fees paid by the Licensee specifically for the Software licence or associated support services under the relevant Purchase Order. Nothing in this Agreement limits or excludes liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.

9. Maintenance, Updates, and Support

The Licensor will provide reasonable support and defect correction during the Warranty Period at no additional charge. Beyond the Warranty Period, the Licensor may at its discretion provide software updates, patches, or enhancements but has no obligation to do so unless covered by a separate Software Support Agreement (SSA). An SSA may be entered into by the Licensee to receive continued support, maintenance, and updates, and will define the scope, duration, and commercial terms accordingly. Technical support is available during the Licensor’s regular business hours or as specified in the relevant SSA.

10. Term and Termination

This licence remains valid for the operational lifetime of the delivered system, unless terminated earlier due to material breach of this Agreement. Upon termination, the Licensee must cease all use of the Software and remove or disable it. Where continued operation is necessary for safe system functionality, the Licensee may continue to use the Software for a transition period not exceeding 90 days, after which the Software must be decommissioned or replacement arrangements agreed in writing with the Licensor.

11. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Norway. Any dispute arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the Norwegian courts.

12. Relation to Purchase Orders and Delivery Contracts

This Agreement forms part of and is read alongside the Purchase Order, Sales Agreement, or Delivery Contract under which the system was supplied. In the event of conflict between this Agreement and any Purchase Order or general purchase conditions, the terms of this Agreement shall prevail with respect to Software licensing, intellectual property ownership, and liability. Any deviation from these terms requires express written agreement signed by an authorised representative of the Licensor.

13. General

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. No amendment to this Agreement shall be effective unless made in writing and agreed by both parties. Failure by either party to enforce any right under this Agreement on any occasion shall not constitute a waiver of that right on any future occasion. This Agreement constitutes the entire understanding between the parties concerning the Software and supersedes all prior discussions, proposals, or agreements related to its use.