License Agreement

LICENSE AGREEMENT No. __________________

Omsk ______________ 2026

OmskInfoTech Limited Liability Company (OmskInfoTech LLC), hereinafter the "Licensor", represented by Evgeny Viktorovich Zdorov, acting under its Charter, on the one hand, and

Limited Liability Company, hereinafter the "Licensee", represented by __________________________________________________________________________________________, acting under ________, on the other hand, collectively the "Parties" and individually a "Party", have entered into this License Agreement (the "Agreement") as follows:

TERMS AND DEFINITIONS

FixTech Software (the "Software") means computer software providing, on the basis of requests, an automation system for food service businesses.
Hereinafter the "Software", "FixTech Software", "Core Product" or "Core Software Product" means the result of intellectual activity: the computer program "FixTech Food Service Business Automation System", software for automating food service businesses.

"Use" of the Software means the right to use it under a simple (non-exclusive) license by accessing it over the internet at https://fix-tech.pro and using its functions to retrieve data.

SUBJECT OF THE AGREEMENT

For a fee, the Licensor shall grant the Licensee a non-exclusive right to use the Software in the manner and on the terms of this Agreement, to the extent agreed by the Parties in Appendix No. 1.

OmskInfoTech LLC holds the exclusive right to the Software. The Licensor warrants that it has the rights necessary to enter into this Agreement.

The right to use the Software is granted solely to the Licensee for internal use, without the right to transfer it to third parties and strictly within the scope of the Agreement.

The Licensee may submit requests concerning individuals' personal data provided it has their written or otherwise recorded consent to the request, disclosure of information resulting from the request and processing of their personal data. The Licensee is responsible for maintaining confidentiality and complying with applicable personal data law unless Russian law provides otherwise. From receipt of a request, the Licensor shall maintain the confidentiality of the personal data of individuals named in the Licensee's request and comply with applicable personal data law.

The Licensee is granted the right to use the Software throughout the Russian Federation for the term of this Agreement.

TERMS OF SOFTWARE USE
(SCOPE OF RIGHTS GRANTED)

3.1. The Licensee is permitted to perform the following actions to use the Software:

3.1.1. Use the Software strictly within the scope of rights granted by the Licensor (Appendix No. 1);

3.1.2. Use the Software by accessing the Licensor's server, submitting requests through that server and receiving from it the reports specified in Appendix No. 1 in response to the Licensee's requests.

3.2. The Licensee shall not:

3.2.1. Grant third parties the right to use the Software;

3.2.2. Disclose the commercial terms on which this Agreement was concluded.

The right to use the Software is provided "as is". The Licensor does not warrant error-free operation on any equipment or workstation or in combination with any third-party application and/or software. However, the Licensor guarantees the correction of errors not caused by the Licensee throughout the period for which the right to use the Software is granted.

RIGHTS AND OBLIGATIONS OF THE PARTIES

The Licensor shall:

• Provide the right to use the Software every day, around the clock, within the paid scope, except during preventive maintenance (no more than 2 hours per month, with at least 24 hours' prior notice) and error correction;
• Keep confidential information about the Licensee received in performing this Agreement;
• Track the Licensee's consumption of Software usage rights using its equipment and software and provide the resulting data to the Licensee;
• Provide technical support and advice on the Software by telephone and email. Training, installation/configuration of the Software on the Licensee's computers and configuration of Users' computers are not included in the fee and may be covered by a separate agreement;
• Promptly remedy reported Software failures at the Licensee's request.

The Licensor may:

• Terminate this Agreement and refuse to grant the Licensee and/or its employees the right to use the Software in the circumstances provided by this Agreement or applicable Russian law;
• Change this Agreement and/or its Appendices with respect to the scope of Software usage rights and the license fee. The Licensor shall send the Licensee a notice with a supplemental agreement in the manner prescribed by this Agreement. Within 15 (fifteen) calendar days of receiving the notice, the Licensee shall accept the changes and sign the supplemental agreement or send the Licensor a written, reasoned refusal.
• If the Licensee refuses the changes, the Agreement is deemed terminated at the Licensee's initiative. Its last effective day shall be the day following the end of the period for considering the notice referred to in this clause.
• This clause does not apply to fees already paid for a specified scope of Software license rights recorded in Appendix No. 1.
• Suspend (block) the Licensee's right to use the Software if fees for rights previously granted are overdue or if the Licensee breaches other terms of this Agreement;
• Suspension of the Licensee's usage rights in the circumstances specified in clause 4.2.3 is not deemed an interruption in granting such rights or a breach of the Licensor's obligations.

The Licensee shall:

• Pay for the right to use the Software fully and on time, in accordance with the terms agreed by the Parties in this Agreement and its Appendices;
• Use the Software within the rights granted by the Licensor under this Agreement;
• Not disclose or transfer information obtained through the Software to third parties without the Licensor's agreement;
• At the Licensor's request, provide an electronic copy of the document confirming the individual's consent to the request, disclosure of information resulting from it and processing of their personal data.

The Licensee may:

• Terminate this Agreement early and/or withdraw from its performance in the circumstances provided by its terms or applicable law.

LICENSE FEE AND PAYMENT PROCEDURE

The Licensee pays a license fee for using the Software. The amount, payment deadlines and types of payment are specified in Appendix No. 1.

The license fee for using the Software is exempt from VAT under subclause 26, clause 2, Article 149 of the Tax Code of the Russian Federation.

The Licensee pays the invoice issued by the Licensor by transferring 100% of the invoiced amount.

Payments under this Agreement are made in Russian rubles by bank transfer to the Licensor's account specified in section 10.

The license fee is deemed paid on the date the corresponding amount is credited to the Licensor's bank account.

TERM OF THE AGREEMENT

The Agreement takes effect on signing and remains in force until _______________. If neither Party expresses a wish to terminate at least 30 (thirty) calendar days before expiry, the Agreement automatically renews for each subsequent period of 12 (twelve) calendar months on the same terms.

The Licensor may propose amendments for the next term, in a supplemental agreement, revised Agreement and/or Appendices or another form. Proposals shall be emailed to the Licensee at least 10 (ten) calendar days before the current term expires. If the Parties have not agreed to the proposed amendments by signing the relevant document before expiry, the Agreement will not renew. If they agree, it renews for the following year subject to the agreed amendments.

TERMINATION

The Agreement may be terminated early:

• By agreement of the Parties;
• At either Party's initiative at any time, with 30 calendar days' notice before the intended termination date;
• On other grounds provided by the Agreement or applicable law, with 30 calendar days' prior notice.

Termination on any ground does not release the Parties from liability for breaches committed during the Agreement's term.

LIABILITY

The Parties are liable for failure to perform or improper performance of their obligations in accordance with applicable Russian law.

Unless otherwise specified by the Licensor in Appendix No. 1, the Licensor is not liable for the Licensee's actions or decisions based on information obtained using the Software, their consequences, or direct or indirect losses, including lost profits resulting from use of the Software.

The Licensee acknowledges that using the Software requires third-party software (web browsers, operating systems, etc.) and equipment (personal computers, networking equipment, etc.), and that the Licensor is not responsible for their quality or operation.

From receipt of usage rights, the Licensee shall independently monitor consumption of license rights and prevent unauthorized third-party access to its software that could affect such consumption. If this requirement is not met, the Licensor is not liable for the Licensee's financial losses or expenses resulting from that access, nor does it justify reducing the agreed license fee.

Unless otherwise specified by the Licensor in Appendix No. 1, the Licensor's total liability under this Agreement may not exceed 100% (one hundred percent) of the license fee payable by the Licensee.

The Parties are released from liability for breaches caused by force majeure, including natural disasters, accidents, fires, riots, strikes, military action, civil unrest, unlawful acts of third parties, legislation, government resolutions or official orders taking effect that directly or indirectly prohibit the activities specified in the Agreement or prevent the Parties from performing their functions; other circumstances beyond the Parties' control; loss of electricity and/or computer network failures; and any other circumstances, not limited to those listed, that may affect performance.

If license fees are overdue, the Licensor may require a penalty of 0,1% of the unpaid amount for each day of delay.

If third parties bring claims against the Licensee for infringement of exclusive rights (copyright or other intellectual property rights) while the Licensee lawfully uses the Software under this Agreement, the Licensor shall:

• Immediately upon receiving the Licensee's notice, take steps to resolve the dispute and all actions within its power to have the Licensee removed as a defendant.
• Reimburse the Licensee's expenses, including legal costs and documented direct damage caused by interim measures or enforcement of a judgment, and sums paid to third parties under a judgment for infringement of exclusive rights (copyright or other intellectual property rights).

For claims, proceedings or objections by an individual and/or third parties relating to the Licensee's request concerning that individual and the provision of information about them, the Licensee assumes all resulting liability and shall reimburse the Licensor's resulting expenses, except where those claims, proceedings or objections arise from the Licensor's culpable actions or omissions.

FINAL PROVISIONS

The Parties shall resolve disputes through negotiation. The deadline for responding to a claim is 10 calendar days from receipt. If no agreement is reached, the dispute shall be heard under applicable law by the Commercial Court in Omsk.

The Parties shall keep confidential personal data and information designated as trade secrets in accordance with Russian law that becomes known to them in performing this Agreement.

Matters not addressed by the Agreement are governed by applicable Russian law.

Amendments and additions are valid only if made in writing and signed by duly authorized representatives of the Parties.

Upon signing, all previous negotiations and correspondence concerning this Agreement cease to have legal effect.

All notices and communications under the Agreement must be sent in writing. They are deemed duly delivered if sent by registered mail, courier or personally against receipt to the Parties' postal addresses stated in the Agreement, or by email to addresses listed on their official websites, supplied when ordering, or stated in the Agreement and/or its Appendices.

This Agreement is executed in two counterparts of equal legal force, one for each Party. The signatories warrant that they have all necessary authority and are not subject to restrictions, including those in constitutional or other internal documents.

The Parties shall promptly notify each other of changes to postal or email addresses, bank details and other data, and provide other information that may directly or indirectly affect performance. A Party that fails to notify the other is liable for all adverse consequences resulting from that failure.

By signing this Agreement, the Licensee consents to the use of its trademarks and corporate name in the Licensor's marketing materials and projects.

The Parties agree to sign this Agreement and related performance documents (payment invoices, VAT invoices and certificates of transfer of license rights) through electronic document exchange. They use their own qualified electronic signatures, or those of their authorized individuals, whose recognition is governed by Article 11 of the Federal Law on Electronic Signatures.

PARTIES' DETAILS

Appendix No. 1 to the Agreement

No. ___________ dated ___________

This Appendix No. 1 forms an integral part of Agreement No. АР-08082025/1 dated 11 September 2025 and contains the following provisions:

Terms and definitions in this Appendix have the meanings assigned in the Agreement. The following additional terms also apply:

1.3.1. Fixed report price under Subscription billing means the license fee for a successful request, independent of the total number of requests per month.

Variable report price under Subscription billing means the license fee for a successful request that depends on the total number of requests during the billing period (month).

Plans and add-on blocks (scope of license rights):

The User selects, according to their needs, a pricing option available at ___________________.

To grant usage rights, the Licensor sends the Licensee an invoice for the selected plans and additional blocks. The invoice must be paid within 5 (five) business days of its creation on the Licensor's website.

The Parties agree that receipt of current data from sources may be delayed by up to 7 (seven) business days, which does not justify reducing the license fee.

The Licensee receives the right to use the Software within 24 (twenty-four) hours after payment of the amount specified in this Appendix to the Licensor's account. Non-exclusive rights are granted by sending a login and password to the Licensee's contact email address.

The Licensor publishes the current API documentation at ____________.

Technical support telephone: _____________________, daily.

Technical support email: ____________________