Software License Agreement

1. About this License

This Software License Agreement ("License") is between you and Devtech, LLC, an Ohio limited liability company doing business as Agency Pilot ("Agency Pilot", "we" or "us"). It grants you a licence to use the Agency Pilot software and sets out what you may and may not do with it.

This License forms part of the Terms of Service ("Terms"), which cover the rest of our relationship: plans and payment, data, liability and dispute resolution. Words defined in the Terms have the same meaning here. If this License and the Terms conflict about the scope of your licence or its restrictions, this License controls. On everything else, the Terms control.

2. How you accept

By signing up, logging in, downloading, installing, accessing and/or using any of the Software, you confirm that you have read, understood and agree to this License and the Terms. If you do not agree, do not sign up, log in, download, install or use the Software, and delete any copy you have. If you accept for an organisation, you confirm you have authority to bind it.

3. What is licensed

"Software" means all of the following, together with every update, patch and new version we make available:

• the Agency Pilot web application and client portal;
• the LeadPulse mobile applications for iOS and Android (the "Apps");
• the tracking script, consent banner, form embed code, widgets and code snippets we provide for websites (the "Site Code");
• our application programming interfaces and the connector that lets AI apps read your data (together the "Interfaces");
• the viewers for shared reports and onboarding links; and
• the related documentation.

The Software is licensed, not sold. Hosted parts of the Software are provided as a service and are never delivered to you as a copy.

4. Your licence

Subject to this License, the Terms and payment of the applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence, for as long as your account or the agency account that invited you is active. It covers the following, and each use must be for your business and, if you are an agency, to serve your Clients:

1. Web application: to access and use the web application and client portal through a supported browser.
2. Apps: to download, install and use the Apps on devices that you own or control. For iOS, this means Apple-branded devices, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions. For Android, it means devices on which you obtained the App through Google Play.
3. Site Code: to copy and install the Site Code, unmodified, on Authorized Sites, only to send data to your Agency Pilot account.
4. Interfaces: to access the Interfaces with the credentials we issue to you, in the ways our documentation describes and within the rate limits we set.
5. Output: to use, copy, download, print and share Output with your Clients and prospective clients. That includes reports, scans and audits, whether carrying your agency's logo or ours. You may not remove or obscure any Agency Pilot attribution, notice or "powered by" credit that the Software includes, unless your plan allows it.

Client Users. If an agency invites you as a Client User, you receive a personal licence under items 1, 2 and 5 to view and work with your own business's information. The licence covers only what the inviting agency's subscription and settings allow, and lasts only while that agency keeps you connected.

Team Members. Team Members receive the same licence as the agency that invited them, limited by the role and permissions it assigns.

5. Restrictions

You must not, and must not allow anyone else to:

• copy, modify, translate or create derivative works of the Software, except to install the Site Code as permitted above;
• reverse engineer, decompile, disassemble or try to derive the source code, models, algorithms or structure of the Software, except to the extent applicable law expressly permits it despite this restriction;
• sell, resell, rent, lease, lend, sublicense, distribute, time-share, white-label or otherwise make the Software available to anyone other than your authorised Users;
• share logins or credentials, or let more people use the Software than your plan's seats and Client User logins allow;
• access the Software with bots, scrapers, crawlers or other automated means, other than through the Interfaces as documented;
• get around, disable or interfere with security features, authentication, rate limits, Credit metering, usage limits or plan limits;
• probe, scan or test the Software's vulnerabilities without our written permission;
• frame, mirror or copy any part of the Software's interface, content, report templates or design;
• use the Software, or anything you learn from it, to build, train, benchmark or support a product or service that competes with Agency Pilot;
• publish benchmark or performance tests of the Software without our written consent;
• remove, alter or obscure any proprietary notice, trademark or attribution;
• create multiple accounts to obtain additional free trials or Credits;
• upload or transmit malware, or any content that is unlawful, infringing or harmful;
• use the Software in any situation where its failure could lead to death, personal injury, or serious physical or environmental damage; or
• use the Software in breach of the Terms, the Acceptable Use Policy or any law.

6. Lawful use is your responsibility

7. AI app connections and the API

• Access is read-only and limited to what you can see. When you connect an AI app (such as an AI assistant or code editor) through our connector, you authorise it to read, on your behalf, the data your own login can see. It cannot create, change, send or delete anything. Session recordings, heatmaps and stored credentials are not available to AI apps.
• The AI app's provider governs what happens next. The data the AI app reads is sent to its provider and is governed by that provider's terms and privacy policy. You are responsible for your choice of AI app, for its activity under your authorisation, and for making sure you are allowed to share your Clients' data with it.
• Limits and logging. We may limit which AI apps can connect, apply rate limits, and log AI app requests for security and audit. You can disconnect an AI app at any time in Settings.
• API credentials are confidential. You are responsible for all activity under them and for any Credits they consume.
• Changes and suspension. We may change, version, deprecate or suspend the Interfaces. Where we can, we will give reasonable notice of changes that break existing uses.

8. Ownership and open-source components

We and our licensors own all right, title and interest in the Software, including all intellectual property rights, and all copies of it. Agency Pilot, LeadPulse and our logos are our trademarks, and this License gives you no right to use them other than to identify the Software.

The Software includes open-source components. They are licensed under their own licences, and those licences govern the components to the extent they conflict with this License. Nothing in this License limits your rights under them. Copies of the notices are available on request.

9. Updates, devices and permissions

We may update the Software at any time. Updates to hosted parts apply automatically. You may need to install updates to the Apps, or use a supported operating system or browser, to keep using them. Older versions may stop working.

The Apps may ask for device permissions, such as permission to send notifications. You can manage these in your device settings, but some features may not work without them. Data that the Apps and the Software collect is handled as described in the Privacy Policy. You are responsible for your devices, their security, and any data or carrier charges.

10. Apple App Store and Google Play

10.1 If you downloaded an App from the Apple App Store

The following applies, and controls over anything else in this License or the Terms that conflicts with it:

1. Acknowledgement. This License is between you and Devtech, LLC only, and not with Apple Inc. ("Apple"). Devtech, LLC, not Apple, is solely responsible for the App and its content.
2. Scope of licence. Your licence to the App is limited to a non-transferable licence to use it on Apple-branded products that you own or control, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions. The App may also be accessed and used by other accounts associated with you through Family Sharing or volume purchasing.
3. Maintenance and support. Devtech, LLC is solely responsible for providing any maintenance and support services for the App, as stated in this License or required by law. You and we acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support services for the App.
4. Warranty. Devtech, LLC is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. If the App fails to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the App to you. To the maximum extent permitted by law, Apple will have no other warranty obligation whatsoever with respect to the App. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty are the responsibility of Devtech, LLC, subject to the disclaimers in the Terms.
5. Product claims. Devtech, LLC, not Apple, is responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of it, including: (a) product liability claims; (b) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy or similar legislation.
6. Intellectual property. If a third party claims that the App or your possession and use of it infringes that third party's intellectual property rights, Devtech, LLC, not Apple, will be solely responsible for the investigation, defence, settlement and discharge of that claim.
7. Legal compliance. You represent and warrant that (a) you are not located in a country that is subject to a US Government embargo, or that has been designated by the US Government as a "terrorist supporting" country; and (b) you are not listed on any US Government list of prohibited or restricted parties.
8. Developer name and address. Questions, complaints or claims about the App should be directed to Devtech, LLC, an Ohio limited liability company doing business as Agency Pilot, 3416 Erhart Road, Litchfield, Ohio 44253; telephone (216) 296-3191; email [email protected].
9. Third-party terms. You must comply with applicable third-party terms of agreement when using the App, such as your wireless data service agreement.
10. Third-party beneficiary. Apple and Apple's subsidiaries are third-party beneficiaries of this License. When you accept it, Apple will have the right (and will be deemed to have accepted the right) to enforce this License against you as a third-party beneficiary.

10.2 If you downloaded an App from Google Play

This License is between you and Devtech, LLC only, not Google LLC ("Google"). Google is not responsible for the App, its content, maintenance, support or warranties, or for any claims about it. Your use of Google Play is governed by the Google Play Terms of Service. If they conflict with this License about your use of Google Play, they control to that extent.

11. Export and government users

The Software is subject to US export control and sanctions laws. Section 31 of the Terms applies to it.

The Software is "commercial computer software" and "commercial computer software documentation" as those terms are used in 48 C.F.R. § 12.212 and 48 C.F.R. § 227.7202. If a US government agency uses it, the agency receives only the rights set out in this License and the Terms, consistent with those regulations.

12. Term and termination

This License lasts until it ends under this section. It ends automatically, without notice, when your account (or, for a Client User or Team Member, the account that invited you) closes, when your access is removed, or if you breach it. We may also end it under the Terms.

When it ends:

• you must stop using the Software;
• you must delete the Apps from your devices;
• you must remove the Site Code from every website where you installed it; and
• you must stop using the Interfaces.

We may disable the Site Code and revoke credentials and AI app connections at that point. Sections 5, 6, 8 and 10 to 15 survive.

13. Disclaimers and liability

The Software is provided "as is" and "as available", with all faults and without warranty of any kind, as more fully set out in section 24 of the Terms. Our liability in connection with the Software is limited as set out in section 25 of the Terms. Some jurisdictions do not allow certain exclusions or limitations, so some of them may not apply to you, but they apply to the fullest extent the law permits.

14. Disputes and governing law

Sections 27 (disputes, arbitration and class waiver) and 28 (governing law) of the Terms apply to this License and to any dispute about the Software. Under them:

• no claim may be started until you have sent us a written Notice of Dispute by certified mail and allowed 30 days after delivery for us to respond;
• claims within the Medina Municipal Court's jurisdiction may be brought there;
• every other claim is resolved by individual binding arbitration before JAMS, seated in Medina County, Ohio; and
• Ohio law governs.

15. Licensor and contact

The Software is licensed by Devtech, LLC, an Ohio limited liability company doing business as Agency Pilot. Send questions about this License, and any questions, complaints or claims about the Software or the Apps, to:

Devtech, LLC
3416 Erhart Road, Litchfield, Ohio 44253
Phone: (216) 296-3191
Email: [email protected]