HIVEON ENTERPRISE OS TERMS AND CONDITIONS

1.1. These Terms and Conditions (the “Terms”) outline the rules and regulations for the use of the operating system Hiveon Enterprise OS accessible through the Website and provided by the Company.

1.2. The following definitions apply to these Terms:

1.2.1. 1.2.1. “Client”, “You”, and “Your” or “User” refers to you, the individual accessing the Website personally or on behalf of a legal entity, including your employees, agents, representatives, and contractors referred to as “Authorized Users”, and accepting the Terms.

1.2.2. “Company”, “Hiveon”, , “Ourselves”, “We”, “Our” and “Us” refers to Hiveon Software Corp., a Delaware corporation, registration number: 7237311, registered address: 251 Little Falls Drive, Wilmington, New Castle County, Delaware 19808, mail address: 2093 Philadelphia Pike #4895, Claymont, Delaware 19703, United States.

1.2.3. “Party”, “Parties”, or “Us” refers to both the Client and Ourselves, or either the Client or Ourselves.

1.2.4. “Purpose” means the usage of the Software under these Terms and according to its technical and operational functionality for the Client’s internal business purposes.

1.2.5. “Software” refers to the operating system Hiveon Enterprise OS accessible through the Website, created and owned by the Company and used for monitoring, supporting and managing the Client’s mining location, including its equipment, team and electricity management. 1.2.6. “Integration Period” means an initial period during which the Software will be customized by the Company for the Client based on the information provided by the Client.

1.2.6. “Intellectual Property Objects” means trademarks, trade names, logos, designs, symbols, videos, emblems, insignia, slogans, copyright, database rights, software, manuals, information, drawings, plans, products, courses and other materials whether or not registered and all other proprietary rights including inventions (whether patented or not in any jurisdiction) together with all future rights.

1.2.7. “Third Party” means any legal entity or individual except the Client and its Authorized Users.

1.2.8. “Term” means the period commencing on the date of accessing the Software by the User and continuing until these Terms are terminated (a) by the Company, with immediate effect, if the User breaches the provisions of these Terms; (b) by the User by sending at least 30 (thirty) days' written notice to the Company; (c) in the event of a failure of the affected Party to perform its obligations due to the force majeure within 30 (thirty) calendar days; (d) by mutual agreement of the Parties made in writing.

1.2.9. “Website” refers to [indicate special section].

1.2.10. “Hiveon ID” refers to the authorisation method used by the Company for instant access to all of its services, including the Software, which requires email, login and a password.

1.2.11. Any use of the above definitions or other words in the singular, plural, capitalisation are taken as interchangeable and therefore as referring to the same.

1.2.3. Please read these Terms carefully before using the Software described herein. By accessing and using the Software, you are acknowledging that you have read these Terms, as amended from time to time, and you agree to be bound by them. If you do not agree to these Terms, or any subsequent amendments, changes or updates, do not access or use the Software.

2.1. By using the Website and the Software, you represent and warrant that you:

2.1.1. are at least 18 years and have the capacity to form a binding contract;

2.1.2. have not previously been suspended or removed from the Software;

2.1.3. have full power and authority to enter into these Terms and, in doing so, will not violate any other agreement to which you are a party;

2.1.4. are not furthering, performing, undertaking, engaging in, aiding, or abetting any unlawful activity through your relationship with us, through your use of Software;

2.1.5. will not use the Software if any applicable laws in your country prohibit you from doing so under these Terms.

2.1.6. are not a resident of one of the following sanctioned countries: North Korea, Iran, Russia, Belarus.

2.2. We may terminate your access to the Software for any breach of the Terms at our sole and absolute discretion.

2.3. Depending on your country of residence, incorporation, or registered office, you may not be able to use all the functions of the Software provided therein. You are responsible for following the rules and laws in your country of residence and/or country from which you use the Software.

2.4. The rights and obligations of these Terms shall inure to the benefit of and be binding upon the Parties hereto, their successors and permitted assigns.

3.1. Use of the Software is authorized by the Company.

3.2. Unauthorised use of the Website, the Software and/or our systems, including, but not limited to, unauthorised entry into and/or any attempted access of Hiveon’s systems and/or any restricted areas of any of the Website, misuse or sharing of passwords or misuse of any other information, is strictly prohibited.

3.3. You may not use the Software in any manner that could damage, disable, overburden, or impair any part of the Software, or interfere with any other party’s use of any of the Software.

3.4. You may not attempt to gain unauthorised access to any Hiveon service, computer systems or networks connected to the Website, the Software or service through hacking, password mining or any other means. You may not screen-scrape, data scrape and/or use any automated means to acquire data and/or information from our Website and the Software.

3.5. You agree that you will not engage in any activities related to the Software that are contrary to these Terms and/or any applicable laws or regulations.

3.6. You agree to notify us immediately if you learn or suspect that the security of your password may have been compromised. You further agree that you are responsible for any unauthorised use of your password before you have notified us, and we have had a reasonable opportunity to act on that notice.

3.7. We reserve the right to suspend or cancel your Hiveon ID, if we suspect it is being used in an unauthorised or fraudulent manner, even without receiving the above mentioned notice from you.

3.8. We do not provide services to clients from the sanctioned countries, namely North Korea, Iran, Russia, Belarus. Therefore, we reserve the right to conduct selective KYC and KYB and Hiveon IDs of residents of the named sanctioned countries.

3.9. You have the right to provide the Company with comments, suggestions, and other information regarding the functionality, operations, errors, and vulnerabilities of the Website the Software. The Company, at its sole discretion, conducts an assessment and evaluation of the provided data and may grant you a reward in cryptocurrency. Details of the rewards are determined individually in each instance. The right to receive the compensation is subject to limitations set in Section 2. More details are provided here https://hiveon.com/vulnerability-disclosure-policy/

4.1. Hiveon grants to the Users a non-exclusive, non-sublicensable, and non-transferable license license to use the Software for the Term of these Terms exclusively:

4.1.1. to install, run, use, and permit Authorized Users to run and use the Software internally within the User’s organization solely for the Purpose; and

4.1.2. to the extent available to the User, to download, store and share some reports, links or materials intended for use in connection with the Software with the clients of the User.

5.1. The User undertakes that all the Intellectual Property Objects in connection with the Software are assigned to the Company.

5.2. The Company shall continue to own all rights, titles and interests in and to the Software, Website and all Intellectual Property Objects, including, but not limited to, the source and object codes and any customizations, updates and corrections to the Software.

5.3. The Company authorises the User to view and make a single copy of portions of its content for offline, personal, non-commercial use. Our content may not be sold, reproduced, or distributed. Any third-party trademarks, service marks and logos are the property of their respective owners. Any further rights not expressly granted herein are reserved.

5.4. Except for the rights granted under these Terms, no other rights in or to the Software, Website or Intellectual Property Objects, express or implied, are granted to the User. Without limiting the foregoing, except to the extent expressly authorized by these Terms or the Company, the User may not:

5.4.1. transfer to any person or entity any of its rights to use the Software;

5.4.2. sell, resell, license, sublicense, distribute, rent, lease the Software;

5.4.3. permit Third Parties to use or access the Software without obtaining the Company’s consent;

5.4.4. use the Software other than for the Purpose;

5.4.5. modify or create any derivative works based upon the Software;

5.4.6. copy any feature, design or graphic in the Software or Intellectual Property Objects;

5.4.7. reverse engineer, decompile, disassemble or attempt to derive the source code or architecture of the Software, except to the extent such activities cannot be restricted under applicable law;

5.4.8. use or access the Software or Intellectual Property Objects to build a competitive solution or to assist someone else in building a competitive solution.

5.5. The User agrees to promptly notify the Company if it obtains information about any unauthorized possession, use or disclosure of the Software by the Authorized Users or Third Party and further agrees to cooperate with the Company in protecting the Company’s proprietary rights.

6.1. While accessing the Software, you warrant and agree that you:

6.1.1. will not use the Software for any purpose that is unlawful or prohibited by these Terms;

6.1.2. will not violate any law, contract, intellectual property or other third-party right or commit a tort;

6.1.3. are solely responsible for your conduct while accessing the Software;

6.1.4. will not access the Software in any manner that could damage, disable, overburden, or impair the provision of the Software or interfere with any other party's use of the Software.

6.2. Harassment in any manner or form while using the Software, including via e-mail, chat, or by use of obscene or abusive language, is strictly forbidden. Impersonation of others, including a Hiveon Team or other licensed employee, admin, or representative, as well as other members or visitors of the Website is prohibited.

6.3. You may not upload to, distribute, or otherwise publish through the use of the Software any content which is libellous, defamatory, obscene, threatening, invasive of privacy or publicity rights, abusive, illegal, or otherwise objectionable which may constitute or encourage a criminal offence, violate the rights of any party or which may otherwise give rise to liability or violate any law.

6.4. Users shall not be permitted to return their personal wallet deposits, bonuses, and funds that were deposited during the promotions and led to the receipt of bonuses.

7.1. The Company reserves the right to automatically assess the User's Software version and implement updates or configuration changes. Users may be obligated to install updates for continued usage of the Software, and these updates are governed by these Terms unless accompanied by alternative terms or provisions, in which case the latter prevail.

7.2. There might be instances where features or functionality of the Software are altered or removed, or the provision of the Software ceases. Unless mandated by law, there is no obligation to furnish the User with a re-download or replacement of previously received materials.

8.1. The User is obliged to promptly provide the Company with all the required information as may be necessary for the performance of these Terms by the Company during the Integration Period and the Term.

8.2. The User acknowledges that any notice received from the Company shall be answered as soon as possible but not later than 2 (two) business days or during another period as may be agreed separately upon by the Parties.

8.3. The User undertakes to set up the equipment for testing the Software strictly per the Owner's recommendations to avoid errors or bugs.

8.4. The User is solely responsible for its relationships with all Authorized Users, for their use of the Software, and for ensuring that they comply with these Terms. Any violation of these Terms by an Authorized User or Third Party shall be deemed a violation of these Terms by the User.

8.5. The User shall devote its best efforts, consistent with the practices and procedures under which it protects its most valuable proprietary information and materials, to protect the Software, any pertinent documentation and Intellectual Property Objects against any unauthorized disclosure, unlawful use, or copying.

9.1. The Software may collect information about the User, the User’s actions in connection with the Software and results of using the Software.

9.2. The Company receives this information and may use it to improve the Software, provide better services and share the data with third parties, including the name and particulars of the User. Such data may also include the country, figures, indicators, screenshots from the Software, etc.

9.3. Please refer to our Privacy Policy posted at [https://hiveon.com/privacy/] for information about how we collect, use and share your data, cookies and what options you have regarding your personal information.

10.1. The fee for the provision of the Software under these Terms is stipulated at [relevant page link]

11.1. Subject to the terms stipulated at [relevant page link], the Company provides technical support services to the User.

11.2. The fee for the provision of technical support services is stipulated at [relevant page link].

12.1. You expressly understand and agree that:

12.1.1. The Company provides the Software on an “as is” basis and makes no other warranties related to the Software, whether express, implied or statutory, and you accept this. The Company specifically disclaims any implied warranties of merchantability, fitness for a particular purpose, and non-infringement regarding the Software.

12.1.2. The Company does not warrant that the functions of the Software will meet the User requirements or that operation of the Software will be uninterrupted, timely, secure, or error-free, or that the results obtained from the use of the Software will be effective, accurate, or reliable, or that any errors or defects in the Software will be corrected.

12.1.3. Any material downloaded or otherwise obtained through the use of the Software is done at your own discretion and risk and that you will be solely responsible for any damage to your hardware and computer systems or loss of data that results from the download of any such material.

12.1.4. No advice or information, whether oral or written, obtained by you from the Company or through or from the Software shall create any warranty not expressly stated in the Terms.

12.1.5. The Company reserves the right at any time to modify or discontinue, temporarily or permanently, the Software (or any part thereof) with or without notice. You agree that the Company will not be liable to you or to any Third Party for any modification, suspension or discontinuance of the Software.

13.1. The Website may include connections to third-party websites and/or services (each referred to as a "Third Party Site/Content"). These links are only provided for your convenience. The inclusion of any link is not, and does not imply, an association, sponsorship, endorsement, approval, investigation, control, verification, or monitoring of any content provided on any third party site by the Company.

13.2. In no event shall the Company be liable for any third party site’s information or your use or failure to utilise such site. You should also be aware that the terms and conditions and privacy policies of each third party site, will differ from those that apply to your use of the Website and the Software. For details on the applicable third party site’s terms and conditions and/or privacy policy, you should contact the operator of that site.

13.3. Certain portions of the Website may contain unedited or third-party content, including, without limitation, user-submitted content.

13.4. All user-submitted content, as well as all other postings, messages, text, images, links to third-party websites, or other materials published on or otherwise made available by parties other than the Company, are solely the responsibility of the person(s) who originated such content.

14.1. Notwithstanding anything in these Terms to the contrary, the Company and any of its subsidiaries and affiliates, as well as its founders and participants, managers and directors, employees and contractors, officers and agents shall not be liable to the User for direct, special, indirect, consequential, punitive or exemplary damages suffered by the User resulting from or arising out of this these Terms or the breach thereof or under any other theory of liability, whether tort, negligence, strict liability, breach of contract, warranty, indemnity or otherwise, including loss of use, increased cost of operations, loss of profit or revenue, or business interruptions.

14.2. The User agrees to indemnify and hold harmless the Company, its subsidiaries and affiliates, as well as its founders and participants, managers and directors, employees and contractors, officers and agents from and against any claims, actions, proceedings, investigations, demands, suits, costs, expenses and damages (including attorneys’ fees, fines or penalties imposed by any regulatory authority) arising out of or related to:

14.2.1. the usage of the Software;

14.2.2. the User’s breach or our enforcement of these Terms; or

14.2.2. the User’s violation of any applicable law, regulation, or rights of any third party during the use of the Software.

14.2.3.

14.3. To the extent granted by law, if the User has any legal basis for recovering damages, the User can recover from the Company only direct damages up to the amount paid for the Software. The User will not, and waive any right to, seek to recover any other damages from the Company, including lost profits and consequential, special, direct, indirect, or incidental damages. It also applies even if:

14.3.1. this remedy doesn’t fully compensate the User for any losses; or

14.3.2. the Company knew or should have known about the possibility of the damages.

14.4. If some type of energy program is applied by the User, the Owner shall not be liable for the penalties of grid operator for the delays in curtailment; in such cases the providers of such energy programs bear liability for the delays.

14.5. If the User is obligated to indemnify the Company pursuant to these Terms, the Company will have the right, in its sole discretion, to control any action or proceeding and to determine whether the Company wishes to settle, and if so, on what terms.

15.1. Parties are not responsible for the partial or complete failure of obligations under these Terms if such failure was caused by force majeure arising from extraordinary events.

15.2. Such extraordinary circumstances include flood, fire, earthquake, or other natural phenomena, as well as war, hostilities, acts or actions of government agencies, etc., and any other acts beyond the reasonable control of the Parties.

15.3. The Party under force majeure shall promptly notify the other Party regarding such circumstances by giving notice to the other Party.

16.1. The notices in connection with these Terms shall be delivered via electronic means.

16.2. In case of necessity to send a notice to us, you may contact us at: [email protected].

16.3. All complaints and/or concerns of any nature from external parties can be addressed to the email: [email protected]

17.1. The law of Texas, USA, is applied to these Terms.

17.2. All disputes and disagreements arising between the Parties in connection with these Terms shall be settled by negotiations.

17.3. The Parties agree that if any dispute, disagreement or claim in connection with these Terms, their validity or violation of their provisions cannot be settled by the Parties within 30 (thirty) calendar days, then the resolution of such dispute, disagreement or claim will be attributed to the competent courts of Texas, USA.

18.1. Each Party hereby agrees not to disclose any confidential information except otherwise permitted by the other Party.

18.2. The receiving Party shall protect the confidential information disclosed by the other Party in the same manner as the confidentiality of its own confidential information.

18.3. The obligations under this Section shall continue to apply beyond the termination of these Terms.

18.4. For the avoidance of doubt, confidential information means any information, including information, technical data or know-how relating to discoveries, ideas, inventions, concepts, software, equipment, designs, drawings, specifications, techniques, processes, systems, models, data, source code, object code, documentation, diagrams, flow charts, research, development, business plans or opportunities, products, projects or products under consideration, procedures, and information related to finances, costs, prices, suppliers, vendors, customers and employees, which is disclosed by the disclosing Party in connection with these Terms, directly or indirectly, in writing, orally or by drawings or inspection of equipment or Software, to the receiving Party.

19.1. If for any reason any provision of these Terms, or a portion thereof, shall be unenforceable, that provision shall be enforced to the maximum extent permissible to effect the intent of these Terms, and the remainder of these Terms shall continue in full force and effect.

19.2. The Company reserves the right to modify these Terms from time to time at our sole discretion and without any notice. Changes to the Terms become effective on the date they are posted, and your continued use of the Software after any changes to the Terms will signify your agreement to be bound by them.