End User License Agreement

This End User License Agreement ("Agreement") is entered into between MXMZ Media B.V. ("MXMZ", "we", "us"), a company registered in the Netherlands at MediArena 2, 1114 BC Amsterdam-Duivendrecht, and you ("Customer", "you") as the entity or individual accessing or using the MXMZ platform and related services. By accessing or using the Services, you agree to be bound by this Agreement.

Definitions

In this Agreement, the following terms have the meanings set out below:

• "Services" means the MXMZ platform, including Cloud Editor, Operator, Integrations, and any associated APIs, documentation, and support.
• "Software" means any downloadable or installable components of the Services, including browser extensions, desktop clients, or integration plugins.
• "Content" means any data, files, graphics, text, or other material that you upload, create, or transmit through the Services.
• "Subscription" means the subscription plan under which you access the Services.
• "Documentation" means the technical and user documentation provided by MXMZ in connection with the Services.

1. The Services

1.1 Software License

Subject to the terms of this Agreement and payment of applicable fees, MXMZ grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Software solely for your internal business purposes during the Subscription term. You may not sublicense, sell, resell, transfer, assign, or otherwise commercially exploit the Software or make it available to any third party.

1.2 Hosted Services

Where the Services are delivered as a cloud-hosted platform, MXMZ will use commercially reasonable efforts to maintain availability and performance. We reserve the right to perform scheduled maintenance and will endeavour to notify you in advance. We do not warrant uninterrupted or error-free operation of the hosted Services.

1.3 Beta Services

From time to time, MXMZ may offer Beta features or services. Beta Services are provided "as is" and without warranty of any kind. MXMZ may discontinue Beta Services at any time. Your use of Beta Services is at your own risk.

1.4 Acceptable Use

You agree not to use the Services to:

• Violate any applicable law or regulation
• Infringe the intellectual property rights of any third party
• Transmit harmful, offensive, or unlawful content
• Attempt to gain unauthorised access to any system or network
• Interfere with or disrupt the integrity or performance of the Services
• Use automated means to scrape or extract data from the Services without our prior written consent

MXMZ reserves the right to suspend or terminate access to the Services if we reasonably believe you are in breach of this section.

1.5 Support

Support is provided in accordance with the support tier included in your Subscription. Standard support is available via email at support@mxmzmedia.com during business hours (CET/CEST). Enhanced support options may be available under separate agreement.

2. Content

You retain ownership of all Content you upload or create using the Services. You grant MXMZ a limited, non-exclusive licence to host, store, process, and transmit your Content solely to the extent necessary to provide the Services to you.

You are solely responsible for ensuring that your Content does not infringe third-party rights, violate applicable laws, or breach this Agreement. MXMZ does not routinely monitor Content but reserves the right to remove Content that violates this Agreement or applicable law.

3. Intellectual Property

3.1 General

MXMZ and its licensors retain all intellectual property rights in the Services, Software, Documentation, and any improvements, modifications, or derivative works thereof. Nothing in this Agreement transfers ownership of any intellectual property rights to you. You may not copy, modify, distribute, sell, or lease any part of the Services or Software, nor may you reverse-engineer or attempt to extract the source code.

3.2 Third-Party Components

The Services may incorporate third-party software components subject to their own open-source or proprietary licences. A list of material third-party components is available upon request. Your use of such components is subject to the applicable third-party licence terms.

3.3 Feedback

If you provide MXMZ with suggestions, ideas, or feedback about the Services ("Feedback"), you grant MXMZ a perpetual, irrevocable, worldwide, royalty-free licence to use, incorporate, and exploit such Feedback in connection with the Services and MXMZ's business, without any obligation to compensate you.

4. Data Processing

To the extent that MXMZ processes personal data on your behalf in the course of providing the Services, such processing is governed by our Data Processing Agreement, which forms part of this Agreement where applicable. Our Privacy Policy explains how we process personal data relating to your account and usage. Both documents are available at mxmzmedia.com/legal.

5. Other Rights

5.1 Disclaimer of Warranties

To the fullest extent permitted by applicable law, the Services are provided "as is" and "as available" without warranty of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement. MXMZ does not warrant that the Services will meet your specific requirements or that operation will be uninterrupted or error-free.

5.2 Limitation of Liability

To the fullest extent permitted by applicable law, MXMZ shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, goodwill, or business interruption, arising out of or in connection with this Agreement or your use of the Services, even if MXMZ has been advised of the possibility of such damages. MXMZ's total aggregate liability under or in connection with this Agreement shall not exceed the fees paid by you to MXMZ in the twelve (12) months preceding the event giving rise to the claim.

5.3 Confidentiality

Each party may receive confidential information of the other party in connection with this Agreement. Each party agrees to keep such information confidential, to use it only in connection with this Agreement, and to disclose it only to employees or advisers who have a need to know and are bound by equivalent confidentiality obligations. This obligation does not apply to information that is publicly known, independently developed, or required to be disclosed by law.

5.4 Governing Law

This Agreement is governed by and construed in accordance with the laws of the Netherlands. The courts of Amsterdam, Netherlands, shall have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement.

6. Term and Termination

This Agreement commences on the date you first access the Services and continues for the duration of your Subscription. Either party may terminate this Agreement with written notice if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days of written notice. MXMZ may also suspend or terminate your access immediately if you violate the Acceptable Use provisions.

Upon termination, your right to access and use the Services ceases immediately. You may request an export of your Content within thirty (30) days of termination. After that period, MXMZ may delete your Content in accordance with our data retention policies.

7. Miscellaneous

This Agreement, together with any Subscription order form and the Privacy Policy, constitutes the entire agreement between the parties relating to the Services and supersedes all prior agreements, representations, and understandings. If any provision of this Agreement is found to be unenforceable, the remaining provisions shall continue in full force and effect. MXMZ may update this Agreement from time to time; continued use of the Services following notice of changes constitutes your acceptance of the updated terms. You may not assign or transfer any of your rights or obligations under this Agreement without our prior written consent.

For any questions regarding this Agreement, please contact us at support@mxmzmedia.com or at MXMZ Media B.V., MediArena 2, 1114 BC Amsterdam-Duivendrecht, Netherlands.