End User Licence Agreement

This End User Licence Agreement ("Agreement") is a legal contract between you ("User" or "you") and Grove Pearl, Lda., a company incorporated in Portugal, trading as Inphabot ("Company", "we", "us" or "our"), with its registered office in Lisbon, Portugal. This Agreement governs your access to and use of the Inphabot progressive web application, including all features, modules, content, and updates (collectively, the "App").

By accessing or using the App, you confirm that you have read, understood, and agree to be bound by this Agreement. If you do not agree, do not use the App.

1. Licence Grant

Subject to your compliance with this Agreement, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the App solely for your internal business purposes and in accordance with any instructions provided by your employer or contracting organisation. This licence does not include the right to modify, copy, distribute, transmit, display, perform, reproduce, publish, or create derivative works from the App.

2. Restrictions

You agree not to:

• Decompile, reverse engineer, disassemble, or otherwise attempt to derive the source code of the App;
• Reproduce, duplicate, copy, sell, resell, or exploit any portion of the App without our express written permission;
• Use the App to transmit any unlawful, threatening, abusive, defamatory, obscene, or otherwise objectionable content;
• Use the App in any manner that could damage, disable, overburden, or impair our servers or networks;
• Attempt to gain unauthorised access to any part of the App or related systems;
• Send unsolicited communications or engage in any form of spamming through the App;
• Use the App in a manner inconsistent with applicable laws, regulations, or industry codes including EFPIA, ABPI, or local equivalent pharmaceutical marketing codes;
• Share your login credentials with any third party or allow any third party to access the App using your credentials.

3. Ownership and Intellectual Property

The App and all content, features, and functionality — including but not limited to text, graphics, logos, icons, images, software, and the compilation thereof — are and shall remain the exclusive property of Grove Pearl, Lda. and its licensors. The Inphabot name and logo are registered trademarks of Grove Pearl. Nothing in this Agreement transfers any intellectual property rights to you. All rights not expressly granted are reserved.

4. User Data and Privacy

By using the App, you acknowledge that we may collect, process, and store certain personal and business data in connection with your use. This is governed by our Privacy Policy, which forms part of this Agreement. You confirm that:

• Any personal data of healthcare professionals (HCPs) or other individuals entered into the App is done so with the appropriate legal basis and consent where required;
• You will not enter sensitive personal data into the App unless expressly permitted by your organisation and applicable law;
• You are responsible for ensuring that your use of the App complies with applicable data protection legislation, including the General Data Protection Regulation (GDPR) and, where applicable, the Health Insurance Portability and Accountability Act (HIPAA).

5. Pharmaceutical Industry Compliance

The App is designed for use by commercial teams in the pharmaceutical and life sciences industry. You agree to:

• Use only pre-approved messaging templates and brand assets when communicating with HCPs through the App;
• Comply at all times with applicable pharmaceutical industry codes, including the EFPIA Code on Interactions with Healthcare Professionals, the ABPI Code of Practice, and any local equivalent in your territory;
• Refrain from making off-label product claims or unapproved promotional representations through the App;
• Ensure that all outbound messaging is directed only to HCPs who have provided the requisite consent to receive commercial communications via instant messaging channels.

We reserve the right to suspend or terminate your access if we become aware of any use of the App in breach of applicable promotional or data protection regulations.

6. Third-Party Services and Integrations

The App integrates with a number of third-party platforms and services including WhatsApp (Meta Platforms, Inc.), LINE Corporation, Viber (Rakuten Group), Kakao Corp., Twilio Inc., Salesforce, Amazon Web Services (AWS), and Google Cloud. Your use of these platforms through the App is also subject to the respective terms of service and privacy policies of those third parties. We are not responsible for the availability, accuracy, or conduct of any third-party service.

7. Updates and Modifications

We reserve the right to modify, update, suspend, or discontinue the App (or any part thereof) at any time, with or without notice. We may also update this Agreement from time to time. Continued use of the App after any such changes constitutes your acceptance of the revised Agreement. Material changes will be communicated via the App or by email to the address associated with your account.

8. Termination

This Agreement is effective until terminated. Your rights under this Agreement will terminate automatically and without notice if you fail to comply with any of its terms. Upon termination, you must immediately cease all use of the App. We may also terminate or suspend your access at our discretion, with or without cause, at any time. Sections 3, 9, 10, 11, and 12 shall survive termination.

9. Disclaimer of Warranties

THE APP IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR UNINTERRUPTED OR ERROR-FREE OPERATION. WE DO NOT WARRANT THAT THE APP WILL MEET YOUR REQUIREMENTS OR THAT DEFECTS WILL BE CORRECTED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GROVE PEARL, LDA., ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE APP, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ANY CLAIMS ARISING UNDER THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS PAID BY YOUR ORGANISATION TO US IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

11. Indemnification

You agree to indemnify, defend, and hold harmless Grove Pearl, Lda. and its officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, judgements, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to your violation of this Agreement, your use of the App, or your violation of any applicable law or the rights of any third party.

12. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Portugal, without regard to its conflict of law provisions. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Lisbon, Portugal, unless applicable mandatory consumer protection law in your jurisdiction requires otherwise.

13. General Provisions

This Agreement constitutes the entire agreement between you and Grove Pearl, Lda. with respect to the App and supersedes all prior or contemporaneous understandings regarding the subject matter herein. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. Our failure to enforce any right or provision of this Agreement will not be considered a waiver of those rights. You may not assign or transfer this Agreement or any rights or obligations hereunder without our prior written consent.

14. Contact Information

If you have any questions, concerns, or requests relating to this Agreement, please contact us at:

Grove Pearl, Lda. (trading as Inphabot)
Lisbon, Portugal
Email: info@inphabot.com
Website: www.inphabot.com