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GENERAL TERMS AND CONDITIONS for use of Ampwise AI Platform In force since: 1 June 2025 Last updated: 30 July 2025 These general terms and conditions (“General Terms”) regulate the terms and conditions on which Ampwise Estonia OÜ (“Ampwise”) is enabling its customers (each a “Customer”) to use the platform operated by Ampwise available at https://app.ampwise.ai/ (the “Platform”). By commencing the use of the Platform the Customer agrees to the content and application of these General Terms to their use of the Platform. In addition to these General Terms, the use of the Platform is also contingent on the Customer agreeing to the Privacy Policy and the Data Processing Principles of the Platform, which are integrated to these General Terms. The Platform may not be used if the Customer does not agree to these General Terms, the Privacy Policy and the Data Processing Principles, as may be amended from time to time. LEGAL FRAMEWORK Ampwise is the operator of the Platform, which enables Customers to use certain AI agent functionalities available on the Platform, as may be amended or supplemented from time to time. By making available the Platform (and, if applicable, by integrating the Platform with the Customer’s software), Ampwise is providing services under a software-as-a-service (SaaS) model (the “Services”) The use of the Services enables the Customers to automate certain parts of the processes of concluding sales agreements with different suppliers through the use of AI. It is acknowledged, however, that any agreements concluded between the Customer and its suppliers, whether directly or indirectly facilitated by the Services, will remain strictly between the Customer and the supplier. Ampwise will not be a party to any agreements concluded by the Customer as a result of the use of the Services, nor be responsible for the delivery, quality, integrity and regulatory compliance of the sold products. The Customer can select a number of users, e.g., its employees and contractors (each a “User”) who will be granted access to the Platform through the Customer’s account. The Customer shall be solely responsible for the actions of its Users on the Platform, and shall ensure that all Users adhere to these General Terms, the Privacy Policy and applicable laws. The commercial terms of the Services to be provided to the Customer (number of Users, fees and payment terms) are set out in an offer that Ampwise makes to the Customer prior to commencement of use of the Platform (the “Service Offer”). In case of discrepancies, the Service Offer shall prevail over the General Terms and Privacy Policy. An agreement for the provision of the Services shall be deemed concluded between Ampwise and the Customer on the terms set out in the Service Offer, these General Terms and Privacy Policy from the moment the Customer has consented to the Service Offer or has commenced using the Platform, whichever arrives sooner. Ampwise and the Customer may (but are not required to) regulate their legal relations in using the Services also through other legal documentation. In case any such additional legal documentation is agreed on, these shall prevail, to the extent regulated in their scope, over these General Terms and/or the Privacy Policy. INTEGRATION The Platform can be used as a standalone software, which the Customer can access through the Platform’s website. The Platform may also be integrated with an ERP system used by the Customer, whereas such integration may, at the Customer’s discretion, be developed by the Customer (section 2.2) or Ampwise (section 2.3), as may be agreed in the Service Offer. It is acknowledged that the Services do not aim to replace the ERP system, but can automate certain functions of it. If according to the Service Offer the Customer has chosen to integrate the Platform with the ERP system in their use, Ampwise will make available to the Customer the API solution of the Platform, which the Customer shall integrate with its ERP system on their own. If the Customer has chosen Ampwise to create the integration of the Platform with the Customer’s ERP system, the Customer hereby authorizes Ampwise to communicate directly with the respective ERP system operator to develop the integration. While Ampwise will aim to create or facilitate (as the case may be) a swift, secure and effective integration of the Platform with third party systems (ERP systems, email and cloud service providers), Ampwise will not be liable for any interruptions in such third party systems or for any interruptions that changes to such third party systems may impose on the integration with the Platform. CUSTOMER ACCOUNTS In order to access the Platform the Customer must register accounts for each of its designated Users. The number of User accounts available for the Customer is set out in the Service Offer. At the Customer’s request and subject to a corresponding increase in the Fee (as defined below), the number of User accounts available to the Customer can be increased at any time. The Customer warrants that all data submitted to Ampwise during the registration process (including by its Users) is correct, complete and accurate in all respects. In case of any changes to the data provided to Ampwise during registration, the Customer shall promptly update such data to always reflect true, complete and accurate information. It shall be solely for the Customer to decide the number of and select the specific persons, who will receive User accounts on the Platform. The Customer acknowledges and irrevocably accepts that any actions undertaken by the Users on the Platform shall be deemed as made on behalf of the Customer, and all such actions are binding to the Customer. The Customer is responsible for maintaining the confidentiality of the login data for all User accounts. Any actions taken through the User account will be deemed as the Customer’s own action, unless and from the moment that the Customer notifies Ampwise of any fraudulent activities through its accounts. PROVISION OF SERVICES Ampwise aims to keep the Services available on the Platform 24/7, however interruptions may occur due to scheduled or emergency maintenance or force majeure events. Ampwise will endeavour to fix any issues and interruptions without delay and with minimum implications to the Customer. Nothing in these General Terms shall be construed as an obligation of Ampwise to guarantee a certain level of availability, unless expressly agreed so between the parties in writing. For providing the Services Ampwise has incorporated in the Platform several industry specific vertical SaaS AI layers, which are operated in the background by one or several third party AI vendors (e.g. OpenAI, Gemini). Ampwise reserves the right to add, remove or change the AI model vendors connected to the Platform at any time, if such change is needed to improve the accuracy of output in the sole opinion of Ampwise. The Services include Ampwise providing technical support to Customers from 9.00-17.00 on business days in Estonia. Technical support can be reached through the Platform, via email by contacting support@ampwise.ai. Ampwise may offer a limited trial period for testing the suitability of the Platform and the Services to the needs of the Customer. Unless otherwise agreed, if upon expiry of the trial period the Customer continues the use of the Platform, the Customer is deemed to have accepted the Service Offer and an agreement is deemed concluded between Ampwise and the Customer in accordance with section 1.4. The Platform and its functionalities are in a constant state of improvement and development, to enable Ampwise to provide the best quality Services. To this end, Ampwise reserves the right to make changes to the design and functionalities of the Platform and add new features to improve the Platform. USE OF PLATFORM The Customer ensures that it and any of its Users shall refrain from any misuse or malevolent, inappropriate, disturbing, manipulative or fraudulent use of the Platform. The Customer shall not and shall not permit any User or other third party to: (a) copy, create a derivative works of, reverse engineer, reverse assemble, disassemble, or decompile the Platform or any part thereof or otherwise attempt to discover any source code or reuse, sell, translate, reproduce or modify the Platform in any manner or form unless expressly allowed by Ampwise in writing; (b) obtain unauthorized access to the Platform; (c) use the Platform in a manner that is in violation of any third party rights of privacy or Intellectual Property Rights; (d) publish, post, upload or otherwise transmit data on the Platform that contains any viruses, Trojan horses, worms, time bombs, corrupted files or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any systems, data, personal information or property of another. Ampwise reserves the right to make changes to the Platform and the Services, including for development purposes, for adjustment to new technical environments or for other important reasons relating to substantive changes in technical standards, levels of security and applicable law. Information on changes and updates relating to Services will be communicated to the Customer through the Platform in due time. In order to ensure the premium quality of the Services, Ampwise may need from time to time to suspend access to all or part of the Platform. Ampwise will notify the Customer of any planned interruptions in advance, and of any unexpected interruptions or Force Majeure events as soon as practicable. The Platform may include hyperlinks to third-party websites; however Ampwise is not liable for such third-party websites or their content. The Platform is not affiliated with the third-party websites and the Customer shall use such third-party websites solely at its own discretion and risk and in compliance with any terms of use of such websites. It shall be the responsibility of the Customer to take all appropriate measures to protect their data, computer systems and software from contamination by possible viruses, trojans or, more generally, any computer programs that could be disseminated on a digital platform. PAYMENTS AND INVOICING The Customer undertakes to pay a fee to Ampwise for the Services (the “Fee”). The amount of the Fee, payment terms and payment intervals will be agreed in the Service Offer. The obligation to pay the Fee is not conditional on the Customer’s actual use of the Platform or Services. All payments to Ampwise shall be made by wire transfer under invoices submitted by Ampwise. In case of a late payment, Ampwise has the right to claim a late payment interest from the Customer in an amount of 0,1% of the delayed amount per each calendar day in delay. Any payments received from the Customer will first be counted towards the payment of contractual penalties (if any), then late payment interests and then any principal amounts starting from the most recent. If the Customer fails to pay the Fee within two weeks from the due date indicated on the invoice, Ampwise reserves the right to suspend the provision of the Services and restrict the Customer’s access to the Platform until full payment is received. The Customer acknowledges that any suspension of the Services due to non-payment shall not release the Customer from their obligation to pay the Fee (including for the period of suspension) and will not cause any remuneration or compensation obligations to Ampwise. Ampwise may reinstate the provision of the Services upon receipt of full payment of the outstanding amounts, subject to any additional terms and conditions that Ampwise may require to ensure future payment compliance. INTELLECTUAL PROPERTY RIGHTS The Platform and any trademarks, logos and any other distinctive signs and any software used or included therein are the exclusive property of Ampwise or third parties who have authorized Ampwise to use such content. The property of Ampwise is subject to and protected by copyright, trademark, patent or other intellectual property rights in accordance with applicable law. Ampwise hereby grants the Customer a non-exclusive limited license to access and use the Platform for the sole purpose of receiving the Services in accordance with these General Terms. Use of the Platform or the information disclosed therein for any other purpose, including for any commercial purpose, is strictly prohibited. The validity of the license is contingent on the payment of royalty by the Customer, which is included in the amount of the applicable Fee. Other than the delegation of rights to the Customer’s authorised Users, the Customer is not entitled to transfer or license its right to access the Platform and use the Services, or transfer or sub-license any rights related to the use of the Platform to any third parties. Except for the limited rights and licenses expressly granted under this section, nothing in these General Terms grants, by implication, waiver or otherwise, to the Customer or any third party any intellectual property rights, title, or interest in or to the Services, the Platform and Ampwise trade names and trademarks. All information and data entered to the Platform by the Customer shall remain the exclusive property of the Customer or third parties who have authorized the Customer to use such data. The Customer hereby grants to Ampwise a non-exclusive, geographically unlimited, irrevocable, sub-licensable and free of charge right to access, use, store, copy, reproduce, translate, modify (and create derivative works of), perform, display and distribute the Customer’s data as is reasonable or necessary to provide the Services. The principles of processing the Customer’s data are set out in the Privacy Policy. The Customer warrants that it is the rightful holder of any data uploaded to the Platform and that it has the full authority to grant Ampwise any necessary rights to use such data for the provision of the Services. The Customer is solely responsible for all Customer’s data, including any deletion, correction, destruction, damage, loss or failure to store or back-up of any Customer data. Notwithstanding the above, Ampwise may collect certain Customer data to generate aggregated statistics and other measures based on the Users’ interactions with the Platform and Services (“Sales Data”). Certain functions of the Platform and certain Services may be made conditional on the Customer’s provision of certain information to Ampwise, which may be useful for the generation of Sales Data. Sales Data does not constitute Customer’s data and will be the property to Ampwise. Sales Data may be used by Ampwise for any lawful purpose, including the improvement of Services and the development of new services. If a Customer or a User provides Ampwise with any feedback regarding the Services or the Platform, Ampwise shall have the right to use such feedback at its sole discretion, including the incorporation of such suggested changes into the Platform. The Customer or User hereby grants Ampwise a perpetual, irrevocable, nonexclusive, assignable, sub-licensable, royalty free license to incorporate, publish, reproduce, distribute, modify, adapt, prepare derivative works of, publicly display, publicly perform, exploit and use the feedback for any purpose. COMPLIANCE The Customer shall ensure that in using the Platform and the Services, the Customer and all Users comply with applicable laws. Ampwise has no obligation to monitor or screen the Customer’s use of the Platform; however failure to adhere to applicable laws and regulations will grant Ampwise the right to use legal remedies as described in section 11 below. The Customer warrants and agrees that with respect to the Platform and the Services, the Customer, as well as and any of its Users, officers, directors, employees and agents shall comply with the United States, European Union, and any other applicable foreign economic, trade, and financial sanctions laws and regulations, including economic and trade sanctions administered by the US Department of the Treasury’s Office of Foreign Assets Control (OFAC) and the US Department of State (collectively the “Sanctions”), and US, EU and applicable foreign laws and regulations pertaining to export controls, including those administered by the US Departments of Commerce and State. The Customer warrants and agrees that neither the Customer nor any of its Users, officers, directors, employees and agents or other representatives acting on their behalf (i) has been or is designated on any Sanctions-related list of restricted or blocked persons, including designation on OFAC’s List of Specially Designated Nationals and Blocked Persons or OFAC’s Sectoral Sanctions Identifications List, (ii) is located in, organized under the laws of, or resident in any country or territory that is itself the subject of any sanctions or embargoes by any governmental authority, (iii) is owned or controlled by any person(s) described in this section. The Customer must immediately notify Ampwise if any persons mentioned in this section 8 become subject to any Sanctions or becomes a restricted person in the meaning of this section. Ampwise shall have the right to immediately terminate the access to, or use of the Services without notice or liability, if the Customer takes any action in violation of the provisions described in this section 8 or if Ampwise determines, in its sole discretion, that the Customer’s continued use of the Platform could violate any Sanctions. CONFIDENTIALITY All information disclosed by a party (the “Disclosing Party”) to the other party (the “Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and/or the circumstances of disclosure shall constitute confidential information (“Confidential Information”). Confidential Information of the Customer includes the Customer’s data; Confidential Information of Ampwise includes the detailed nature and description of the Services and the Platform, as well as the commercial terms set out in the Service Offer. Confidential Information of each party includes business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information does not include any information that (i) is or becomes generally available to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without knowledge of any breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party. The Receiving Party shall (i) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of these General Terms and (ii) limit access to Confidential Information of the Disclosing Party to those of its employees and contractors who need that access for purposes consistent with these General Terms and who have signed confidentiality agreements with the Receiving Party on substantially the same terms as set out herein. In handling, using and storing the Confidential Information, the Receiving Party will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care). The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of the compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure. LIABILITY The Customer expressly acknowledges that while Ampwise endeavours to minimize the risk of any errors in the output of Services through the use of AI, it is impossible to guarantee that the output of the Services is 100% correct and accurate at all times. The Customer shall be responsible for verifying the accuracy of the AI-automated output prior to using such output. The Customer agrees to indemnify and hold Ampwise harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) arising out of or related to the Customer’s breach of these General Terms, violation of any applicable legal and/or regulatory provisions, or any rights of third parties. The liability of Ampwise is strictly limited to compensation of direct monetary damages (to the exclusion of any indirect damages and loss of profits, revenues, goodwill or data), and in any event to a maximum extent of last 12 months fees paid to Ampwise. No limitations of liability shall apply if Ampwise has caused the damage due to a wilful or grossly negligent breach of these General Terms or applicable laws, or in cases of personal injury. Neither Ampwise nor the Customer shall be held liable for a breach of the obligations set out in these General Terms if and to the extent that such breach is caused due to a Force Majeure event. A breach of any monetary obligations cannot be excused by Force Majeure. For the purposes of these General Terms, Force Majeure shall mean the occurrence of any unforeseen circumstance without any fault on a party’s part and beyond the party’s reasonable control, including, without limitation, Internet outages, communications outages, issues and problems relating to information technology, fire, flood or war. TERM AND TERMINATION Unless provided otherwise in the Service Offer, the agreement between Ampwise and the Customer regarding the Services shall be without term. Both parties have the right to terminate the agreement without cause at any time by notifying the other party thereof at least one month in advance. If according to the Service Offer the agreement is concluded for a specific term, the parties may terminate the agreement prior to the expiry of such term only extraordinarily. If the Customer violates any obligations set out in these General Terms, Ampwise has the right to temporarily suspend any or all of the Customer’s User accounts and/or restrict the Customer’s or its Users’ use of the Platform or certain functions thereof without incurring any refund, compensation or similar obligations. In case the Customer does not remedy the violation during a reasonable cure period or in case of a repeated violation of these General Terms, Ampwise has the right to extraordinarily terminate the agreement with the Customer. Ampwise has the right to terminate the agreement with the Customer extraordinarily, if the Customer is in delay with the payment of any invoice (or part of it) and the delay has not been remedied within a period of one month from the invoice date despite a notice from Ampwise. Upon termination of the agreement with the Customer for any reason, Ampwise will discontinue the access of the Customer and all of its Users to the Platform and will delete all Customer’s data from the Platform, save for any mandatory information that Ampwise is required by applicable law to retain for a certain period of time for accounting purposes. FINAL PROVISIONS Ampwise reserves the right to amend or update these General Terms unilaterally at any time if it has reasonable grounds for such amendment or update (e.g. changes in applicable legislation, legitimate business interests of Ampwise, improvement of existing functions etc.). All amendments of the General Terms are published on the Platform and notified to you at least one month in advance via the email address provided during registration. If the Customer does not agree to any amendments to the General Terms, the Customer has the right to terminate their use of the Platform within one month from receiving the notice of updated General Terms. Upon termination of use in accordance with this section, Ampwise will refund the Customer only the amounts that the Customer has paid in advance for the period following the termination. Failure by Ampwise to exercise any rights arising from these General Terms shall not constitute a waiver of such rights. All legal relations between Ampwise and the Customer (including these General Terms) shall be governed by the substantive laws of the Republic of Estonia. Both parties will use their best efforts to settle all disputes amicably by way of negotiations. All disputes, which cannot be resolved amicably by the Parties within 60 days of a written request to negotiate submitted by a party, shall be resolved by the courts of Republic of Estonia, with Harju County Court as the court of first instance. In case of any questions regarding the General Terms, Privacy Policy or the Platform, please contact us at: Ampwise Estonia OÜ Registry code: 16735784 Legal address: Pärnu mnt 160j, Tallinn 11317, Estonia Email: sales@ampwise.ai