S o f t w a r e L i c e n s e A g r e e m e n t (End User License Agreement - EULA) 1. General 1.1 The Licensor shall be Softneta, UAB (private limited liability company registered with the Register of Legal Persons of Republic of Lithuania under the legal person’s code 300664890 and having its registered office at K. Barsausko str. 59, Kaunas, Republic of Lithuania), the Licensee shall be the end user (a natural person, a legal person, an organizational entity which installs or uses any version of the Software for trial and non-trial purposes). The Licensor shall grant to the Licensee a paid non-exclusive, non-transferable, non-sublicensed right to use one copy of software program MedDream DICOM Viewer, subsequent additions, updates, patches and the related documentation (subject matter of the EULA) (hereinafter “Software”) for internal business purposes on a single stand-alone computer or a network node from which the Software cannot be accessed by another computer or on a contractually agreed number of computers. The parties to this EULA are aware that the end user is not considered to be a consumer and no consumer protection regulations will apply to this EULA or the relations between Licensor and Licensee. Additional terms and conditions for the usage of the Software by the Licensee can be established by the Distributor or OEM distributor of the Software with whom the Licensee may be required to sign a separate contract in order to be able to use the Software. 1.2 If the Software is installed in a corporate or network environment it shall be used by no more than one (1) user unless the number of authorized copies or users of the Software is set out in a separate agreement with Licensor. Software may be installed on a network server only for the purpose of distributing copies of the Software to other computers and for no other purpose whatsoever. 1.3 Any third-party software provided by the Licensor for joint use with the Licensor’s Software for the Licensee’s use shall be subject to such third party’s software licensing terms. The licensing terms are stored on the data carrier provided by the Licensor and/or are furnished at the time the Software is installed. 1.4 The computer software, artwork and other components included in the Software are the copyrighted property of Licensor and its licensors. The Software is licensed (not sold) to the Licensee, and Licensor owns all copyright, trade secret, patent and other proprietary rights in the Software. Licensee may not, except if otherwise provided in this EULA: (1) copy (other than once for back-up purposes), distribute, rent, loan, lease, sublicense or make available all or any portion of the Software to any other party; (2) modify, translate, distribute or prepare derivative works of the Software or the accompanying documentation; (3) reverse engineer, decompile or disassemble the Software or the accompanying documentation; or (4) remove any proprietary notices, labels, or marks on the Software and accompanying documentation. 1.5 This license is not a sale. Title and copyrights to the software, accompanying documentation and any copy made by Licensee remain with Licensor or its licensors, as the case may be. 1.6 Licensee confirms that he/she/it understands that by installing or using the Software Licensee automatically agrees to the terms and conditions of this EULA and this creates a binding contract between Licensee and Licensor. If Licensee does not agree to these terms, it should immediately stop using the Software and return it to the person from whom it has obtained it within three (3) days of receipt. 1.7 The Software contains confidential trade secret information belonging to Licensor, and Licensee may use the Software only pursuant to the license set forth herein. In addition, Licensee may not disclose the Software to any third party. 1.8 Indications for use: MedDream is a software medical imaging system used to receive DICOM images, scheduling information and textual reports, organize and store them in an internal format, and to make that information available across a network via web and customized user interfaces. Software is intended for use as a diagnostic, review, and analysis tool by trained professionals such as radiologists, physicians, clinicians. 1.9 The software is not intended for the acquisition of mammographic image data and is meant to be used by qualified medical personnel only who are qualified to create and diagnose medical image data 1.10. Software is not certified as a medical device. 1.11. Software cannot guarantee the accuracy of calibration data received from the modality. Moreover, Licensor cannot guarantee that the manual calibration which is performed by users is done accurately. 1.12. Measuring function is approximate. 2. Update 2.1 In case the Licensor marked the software product as an “update”, “upgrade”, a “patch” or “subscription”, the Licensee, in order to be able to use the software product, must have the respective license for a product which the Licensor designates as suitable for the update, upgrade or patch. A software product marked by the Licensor as an update, upgrade or a patch either replaces or supplements the original product serving as the basis for such an update or upgrade. The Licensee may only use the respective update, upgrade or patch in conformity with the provisions of this EULA. In case the software product is a component upgrade of a package of software programs which was licensed to you as an individual product, the software product may only be used and transferred as a component of this individual product package. 3. Trial or demo version 3.1 In case the Licensee have tried out the Software product as a trial or demo version, the Licensee shall not be able to use the Software product for intended use after the end of such trial or demo period, except if a paid license will be purchased by the Licensee from Licensor. For the purpose of usage of Software during a trial or demo period it will be considered that the Licensor has granted the Licensee with a non-paid, non-exclusive, non-sublicensed and non-transferable license necessary to install, start and use the Software on the computer for a definite period and each time specified in the downloaded Software. On expiry of the definite period of the permitted use of the Software, the Licensee shall uninstall or otherwise deprive of the Software effectively or renew / extend the aforesaid limited license for the subsequent available definite period or download and install a newer version of the Software and use it further within a period specified under this limited license or purchase the License for the Software, if the Licensee tends to still use it without any limitations. 3.2 The Licensor has the right but is not obliged to provide the Licensee who uses a trial or demo version with updates of the Software. The update shall mean a modification to the Software that is implemented to improve or extend the Software and to keep its previous functionality. Upon its implementation it shall become part of the Software and be subject to the relevant terms and conditions of this EULA. The Licensee agrees that it may not have access to the update, if it does not purchase the License, unless otherwise specified by the Licensor. 4. Commencement and end of the right of use 4.1 The provision for use shall begin upon delivery and / or installation of the Software. 4.2 The provision for use shall be for an unlimited period of time, unless Licensee uses a trial or demo version. 5. Rights to copy 5.1 The Licensee shall be entitled to copy the supplied Software, only provided that the copy in question is required for the use of the Software. 5.2 Hardware modifications may result in costs for a subsequent or re-licensing for the Licensee and the Licensor. 5.3 In addition, the Licensee shall be entitled to create one individual copy for backup purposes. Such copy shall be marked as backup copy of the Software provided. 5.4 If regular backups of the complete database, including the Software used, are essential for reasons of data security or to ensure fast reactivation of the computer system of the subject of contract after a total system failure, the user shall be entitled to create the absolutely necessary number of backup copies. The relevant data carriers shall be marked accordingly. The backup copies shall be exclusively used for archiving purposes. 5.5 The Licensee shall not be entitled to create any additional copies nor have such additional copies created, including printouts of the program code and photocopies of the instructions for use. 5.6 To protect against unauthorized access, Software sends statistical information about license via The Internet. 6. Resale and transfer to third parties 6.1 The Licensee may transfer the rights of use acquired with this EULA together with all obligations, provided (a) the Licensee complies with all conditions imposed by the Licensor and delivers all copies of the software together with this EULA, (b) the transferee accepts the terms and conditions of the EULA as a pre-condition for the transfer and (c) the Licensee’s rights to use the software expire upon such transfer. 6.1.1 There are two possible options for License resale and transfer to third parties: when the distributor's name is replaced in the information window, but the name of the manufacturer remains the same; when the software is fully integrated into another software and information window of the resold integrated software is listed in the information window. 6.1.2 The Licensee in case of the License resale and transfer to third parties is responsible for the usage of the transferred / resold license in accordance with its intended purpose and must comply with conditions provided in this End User License Agreement (EULA). 6.2 The Licensee may not transfer the Software, including the instructions for use and other accompanying material, to third parties also for a limited period of time, in particular lease or loan it, unless expressly authorized separately in writing by the Licensor. 6.3 The Licensee is not entitled to rent, lease, loan the Software product or make it available to third parties via hosting services or downloads. In case the Software product is replaced by an update or upgrade, the Licensee shall not be entitled to sell, rent, lease or make otherwise available the replaced Software product to third parties, as the right of use shall end and be reinstated to the Licensor once the updates and/or upgrades are installed. 6.4 However, it shall be permissible to grant a temporary right of use to the Software to third parties that are not granted an independent right of use and that must yield to the solely Licensee’s demands regarding the way in which the Software is used. This is usually the case with the Licensee’s employees. 7. Decompilation and program modifications 7.1 Any modification of the Software by the Licensee shall not be permissible. 7.2 The retranslation of the program code provided into other code types (decompilation) as well as other ways to retrieve earlier production stages of the Software (reverse engineering) shall only be permissible to the extent they generate information required to ensure the interoperability of an independently created computer program and this information cannot be otherwise obtained. The Licensee shall first request the information required from the Licensor against payment of a charge to cover the costs. 7.3 A further requirement for the permissibility of decompilation shall be that reverse engineering or program observation shall only be performed through actions to which the Licensee is entitled in accordance with this EULA. 7.4 All property rights and copyrights to the Software product, to the printed accompanying materials and to all copies of the Software product shall belong to the Licensor or the Licensor’s supplier. Licensee is not authorized to copy the printed materials accompanying the Software product. 7.5 The Licensee shall not be authorized to remove, modify or change any of the Licensor’s copyright or brand notices as well as any other properties serving program identification. This includes without limitation all notices in physical and/or electronic media or in the documentation, in the setup assistant or in the dialogue fields “About” and/or any other notices present or activated online, in the program code or other embodiments that were originally contained in the software product or produced by the Licensor in any other manner. 7.6 Licensee shall not use the Software to develop any software or other technology having the same primary function as the Software, including but not limited to using the Software in any development or test procedure that seeks to develop like software or other technology, or to determine if such software or other technology performs in a similar manner as the Software. 8. Warranty 8.1 Licensee expressly acknowledges and agrees that use of the Software is at Licensee’s sole risk. The Software and any related documentation or materials are provided "AS IS" and without warranty of any kind. Licensor expressly disclaims all warranties, express and implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Licensor does not warrant that the functions contained in the Software will meet Licensee’s requirements, or that the operation of the software will be uninterrupted or error-free, or that defects in the Software will be corrected. Licensee assumes the entire risk as to the results and performance of the Software and Licensee (and not Licensor) assumes the entire cost of all servicing, repair and/or correction. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to specific Licensees in such specific jurisdictions. 8.2 By approving this EULA the Licensee declares that it has read through the functionality or limitations of the Software and does not raise any objections thereto. 8.3 Only defects that can be reproduced at any time shall be considered to be Software defects. 8.4 Any defects in the Software provided, including the instructions for use and other materials, shall be corrected by the Licensor within a reasonable period of time after the defect was reported by the Licensee. The defect shall be corrected by free repair or replacement at the Licensor’s option. 8.5 In addition, the statutory warranty of defects provisions shall apply. 8.6 If applicable law requires any warranties with respect to the Software, all such warranties are limited in duration to forty five (45) days from the date of delivery. 8.7. In the case of adverse event mentioned below, Licensee must immediately inform Licensor in free form writing by "e-mail firstname.lastname@example.org - Any disfunction, trouble and (or) deterioration, as well as the nonconformity of labeling or User Manual, which directly or indirectly influences patient health changes, is cause of patient or other person death - Any technical or medical reason connected with the software features, which influences manufacturer decision to recall this software version from market. 9. Liability 9.1 Licensee agrees that Licensor may audit Licensee’s use of the Software for compliance with the terms and conditions of this EULA at any time, upon reasonable notice. In the event that such audit reveals any use of the Software by Licensee other than in full compliance with the terms of this EULA, Licensee shall reimburse Licensor for all reasonable expenses related to such audit in addition to any other liabilities Licensee may incur as a result of such non-compliance. 9.2 Under no circumstances including negligence, shall Licensor, or its directors, officers, employees or agents, be liable to you for any incidental, indirect, special or consequential damages (including damages for loss of business profits, business interruption, lost data, loss of business information, and the like) arising out of the possession, use, or malfunction of the Software, including without limitation damage to property and, to the extent permitted by law, damages for personal injury, even if Licensor or a Licensor authorized representative has been advised of the possibility of such damages or loss. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to specific Licensees in such specific jurisdictions. If the laws of the Licensee’s country permit to do so, the limitation of the Licensor’s liability shall also cover the damage caused intentionally. 9.3 This warranty gives Licensee specific legal rights, and Licensee may have other rights depending on the laws in Licensee’s country. Licensee agrees that the liability of Licensor arising out of any kind of legal claim (whether in contract, tort, or otherwise) will not exceed the amount Licensee originally paid for the use of the Software. 9.4 The Licensor shall not assume any risk and liabilities for any damage that results or may result from using the Software and its related materials by the Licensee in violation of its permitted use or any other terms and conditions of this EULA, as well as any damage that results or may result from erroneous diagnosis, decisions made in the diagnostic and therapeutic process, death or bodily injury. The liability for this damage shall be solely assumed by the Licensee and shall also cover the liability to any third parties. The Licensee shall hold the Licensor harmless against any possible claims to the aforesaid extent. 9.5 The Licensor shall not assume any liability for any damage that results from the use or failure to use the Software and its related materials that is beyond its control or exceeds the scope of its obligations towards the Licensee. The Licensee shall hold the Licensor harmless against any possible claims to the aforesaid extent. 9.6 The Licensor shall not be held liable for any damage caused by it, directly or intentionally, to the Licensee using the Software for trial purposes (including the damage caused by interruptions to the services, loss of data, loss of profit), unless the laws of the Licensee’s country exclude or limit such possibility, if applicable. If the laws of the Licensee’s country permit to do so, the limitation of the Licensor’s liability shall also cover the damage caused intentionally. 9.7 No oral or written information or advice given by Licensor, its dealers, distributors, agents or employees shall create a warranty or in any way increase the scope of any warranty provided herein. 9.8 The foregoing limitations on liability are intended to apply to all aspects of this EULA. 10. Licensee’s duty to exercise proper care, risk 10.1 The Licensee undertakes to take adequate precautions to prevent any unauthorized access by third parties to the program and documentation. In particular, the Licensee shall instruct its employees not to grant unauthorized third parties access to the Software. 10.2 The Licensee shall store the original data carriers supplied to it in a safe place protected from unauthorized access by third parties and shall expressly instruct its staff to comply with the existing licensing terms and copyright legislation. In particular, the Licensee shall instruct its employees not to produce any unauthorized copies of the Software, instructions for use and of the installation instructions. 10.3 Should any of the Licensee's employees infringe the copyright or grant unauthorized third parties access to the Software, the Licensee undertakes to make every effort to contribute towards clarifying the violation, in particular to notify the Licensor of the relevant infringing act. 10.4 The Licensee shall bear the risk of accidental perishing and / or loss, in particular in case the program is stolen. In case of perishing and / or loss, this EULA shall end automatically. Without prejudice thereto, the Licensee may demand that the Licensor issues a new Software license and provides a new Software. In that case, the respectively valid license fees shall become due. 10.5 The infringement of the EULA or the use of the Software in violation of the EULA by the Licensee shall be deemed to be the termination of the EULA with immediate effect. 11. Obligation to delete. 11.1 In case of termination of the EULA or sale of the Software, the Licensee shall have the obligation to completely and irrevocably delete all copies, in particular the Software on the computer and/or server. 12. Compliance with applicable laws and regulations 12.1. The Licensee has the obligation to comply with all applicable laws and regulations. 12.2 The Software or the use of the Software may be subject to normative restrictions or the obligation to obtain relevant permissions or to pay any fees and charges not pertaining to the EULA to authorities governing specific issues in the health industry or to other entities, therefore the Licensee states that prior to acquiring or using the Software, it shall obtain such permissions or its activity shall not violate any provisions of acts or customs of the country of its jurisdiction, and this also covers any possible restrictions in respect of the permitted use or the protection of personal and proprietary copyrights. 13. Final provisions 13.1 All agreements involving changes, amendments or a concretization of these licensing terms and any special warranties and / or guarantees of a certain condition and arrangements shall be laid down in written form. If they are declared by representatives or assistants of the Licensor, they shall only be binding if the Licensor has given its written consent. 13.2 In the event that any one or several of the provisions of this EULA are or become invalid, the validity of the remainder of the EULA shall remain unaffected thereby. If any provisions of the EULA are deemed to be void, ineffective or unenforceable, the Licensor has the right to replace such provisions, if possible, with valid, effective and enforceable alternative provisions, the wording of which shall correspond to the initial intent of the Parties, however the other Party shall have the right to raise the objection in writing. In case of any doubts about the construction of the provisions of the EULA, it is agreed that the construction that is coherent with the Parties’ intentions and is not illogical and against the nature of other provisions hereof shall apply. 13.3 This EULA is governed by the laws of Republic of Lithuania without giving effect to principles of conflict of laws. 13.4 Any dispute, disagreement or claim arising out of this EULA or related thereto, its violation, termination or validity shall be finally resolved by arbitration at the Vilnius Court of Commercial Arbitration in accordance with its Rules of Arbitration. The Arbitral Tribunal shall consist of one arbitrator. Should the Parties involved in the dispute fail to appoint an arbitrator, the arbitrator shall be appointed by the chairperson of the Vilnius Court of Commercial Arbitration. The arbitration hearings shall be held in Vilnius. The language of arbitration proceedings shall be English. 14. Confirmation of receipt of information 14.1 The Licensee is aware of the use of the present licensing terms by the Licensor. It had reasonable opportunity to become familiar with the contents of the EULA.