Z41 REMOTE-TERMS

Licensed Application End User License Agreement

1. APPLICATION

1.1 This end user Application license (“License”) allows you to use the APPLICATION Z41 REMOTE (“Application”) made available on Google Play (“Store”) subject to the terms of this License. This License is a legally binding agreement between You and Zennio Avance y Tecnología S.L. (the “Licensor”).

2. LICENSE

2.1 Licensor grants you for the term of this License a limited, personal, non-exclusive, non-transferable license to:

2.1.1 Use the Application in object code executable only form for non-commercial uses on any Android device that You own or control and as permitted by the Google Play Terms of Service; this license does not allow You to use the Application on any Android device that You do not own or control, and You may not distribute or make the Application available over a network where it could be used by multiple devices at the same time;

2.1.2 Download the Application any number of times onto a single device (provided that no more than one copy is installed on the single device at any one time) while the Application is available for distribution through the Store. For clarity, the Application may be withdrawn by Licensor. This License will apply to such copies as it applies to the original copy of the Application installed by you.

2.2 All rights not expressly granted to you under this License are reserved to Licensor, and you agree not to take or permit any action with respect to the Application that is not expressly authorized under this License. For the avoidance of doubt, you have no right to use, incorporate into other products, copy, modify, translate or transfer to any third party the Application or any modification, adaptation or copy of the Application or any part thereof, nor to decompile, reverse engineer, or disassemble the binary code of the Application, either in whole or in part, except as expressly provided in this License.

2.3 The Application is licensed to you only. You may not rent, lease, sub-license, sell, assign, pledge, transfer or otherwise dispose of the Application, on a temporary or permanent basis without the prior written consent of Licensor.

3. OWNERSHIP OF INTELLECTUAL PROPERTY RIGHTS

3.1 Your only right to use the Application is by virtue of this License and you acknowledge that all intellectual property rights in or relating to the Application and all parts of the Application are and shall remain the exclusive property of Licensor or its licensors.

3.2 You agree that you will not remove or alter any copyright notices or similar proprietary devices, including without limitation any electronic watermarks or other identifiers, that may be incorporated in the Application or any copy of the Application.

4. CONFIDENTIALITY

4.1 The structure, organization and source code of the Application are the valuable trade secrets and proprietary confidential information of Licensor and its licensors. You agree not to provide or disclose any such confidential information in the Application or derived from it to any third party.

4.2 The provisions of clause 4.1 will not apply to any information which is:

4.2.1 Lawfully obtained free of any duty of confidentiality (otherwise than directly or indirectly from Licensor); or

4.2.2 Already in your possession, provided that Licensee can show such possession from written records (other than as a result of a breach of this clause 4); or

4.2.3 Which you can demonstrate is in the public domain (other than as a result of a breach of this clause 4).

4.3 To the extent that any information is necessarily disclosed pursuant to a statutory or regulatory obligation or court order, such disclosure shall not be a breach of this clause 4 provided you do what you can to prevent any such disclosure.

5. WARRANTY AND SUPPORT

5.1 The Application is provided “as is” with no representation, guarantee or warranty of any kind as to its functionality or that it does not and will not infringe any third party rights (including intellectual property rights). Licensor has no obligation under this License to provide technical or other support to you.

5.2 The application will work on most Android devices, but its compatibility with certain Android versions or Android devices is not guaranteed.

6. LIMITATION AND EXCLUSION OF LIABILITY

6.1 Licensor does not exclude its liability (if any) to you:

6.1.1 For personal injury or death resulting from Licensor’s negligence;

6.1.2 For fraud; or

6.1.3 For any matter for which it would be illegal for Licensor to exclude or to attempt to exclude its liability.

6.2 Licensor makes no express warranties with respect to the Application and Licensor hereby excludes (to the fullest extent permissible in law), all conditions, warranties (including without limitation any warranty that the Application will meet your requirements or that its operation will be uninterrupted or error free) and stipulations, express (other than those set out in this License) or implied, statutory, customary or otherwise which, but for such exclusion, would or might subsist in favour of you. Except as set out in this License you assume the entire risk as to the quality and performance of the Application.

6.3 Subject to clause 6.1 Licensor will be under no liability to you whatsoever (whether in contract, tort (including negligence), breach of statutory duty, restitution or otherwise) for any injury, death, damage or direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, loss of data, loss of savings, depletion of goodwill and like loss) howsoever caused arising out of or in connection with:

6.3.1 The Application, or the manufacture or sale or supply, or failure or delay in supply, of the Application by Licensor or on the part of Licensor’s employees, agents or sub-contractors;

6.3.2 Any breach by Licensor of any of the express or implied terms of this License;

6.3.3 Any use made of the Application; or

6.3.4 Any statement made or not made, or advice given or not given, by or on behalf of Licensor.

6.4 Subject to clause 6.1 and without prejudice to clauses 6.2 and 6.3, Licensor’s aggregate liability under this License (whether in contract, tort (including negligence), breach of statutory duty, restitution or otherwise) for any injury, death, damage or direct or consequential loss (all three of which terms include without limitation of profits, loss of business, depletion of goodwill and like loss) howsoever caused (other than for death or personal injury caused by Licensor’s negligence) will be limited to the higher of the price paid by you to use the Application or USD 50.

6.5 You acknowledge that the above provisions of this clause 6 are reasonable given the charges made (if any) for the Application and you will accept such risk and/or insure accordingly.

6.6 Any rights that you have as a consumer are not affected by this clause 6.

7. Consent to Use of Data

7.1 You agree that the Licensor may collect and use technical data and related information, including but not limited to technical information about Your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to You (if any) related to the Application. Licensor may use this information, as long as it is in a form that does not personally identify You, to improve its products or to provide services or technologies to You.

8. Services; Third Party Materials

8.1 The Application may enable access to Licensor’s and third party services and web sites (collectively and individually, “Services”). Use of the Services may require Internet access and that You accept additional terms of service.

8.2 You understand that by using any of the Services, You may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language, and that the results of any search or entering of a particular URL may automatically and unintentionally generate links or references to objectionable material. Nevertheless, You agree to use the Services at Your sole risk and that the Licensor shall not have any liability to You for content that may be found to be offensive, indecent, or objectionable.

8.3 Certain Services may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”) or provide links to certain third party web sites. By using the Services, You acknowledge and agree that the Licensor is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials or web sites. The Licensor does not warrant or endorse and does not assume and will not have any liability or responsibility to You or any other person for any third-party Services, Third Party Materials or web sites, or for any other materials, products, or services of third parties. Third Party Materials and links to other web sites are provided solely as a convenience to You.

8.4 Financial information displayed by any Services is for general informational purposes only and is not intended to be relied upon as investment advice. Before executing any securities transaction based upon information obtained through the Services, You should consult with a financial professional. Location data provided by any Services is for basic navigational purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage. Neither the Licensor, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or timeliness of stock information or location data displayed by any Services.

8.5 You agree that any Services contain proprietary content, information and material that is protected by applicable intellectual property and other laws, including but not limited to copyright, and that You will not use such proprietary content, information or materials in any way whatsoever except for permitted use of the Services. No portion of the Services may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services, in any manner, and You shall not exploit the Services in any unauthorized way whatsoever, including but not limited to, by trespass or burdening network capacity. You further agree not to use the Services in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that the Licensor is not in any way responsible for any such use by You, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions that You may receive as a result of using any of the Services.

8.6 In addition, third party Services and Third Party Materials that may be accessed from, displayed on or linked to from the Android device are not available in all languages or in all countries. The Licensor makes no representation that such Services and Materials are appropriate or available for use in any particular location. To the extent You choose to access such Services or Materials, You do so at Your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws. The Licensor, and its licensors, reserve the right to change, suspend, remove, or disable access to any Services at any time without notice. In no event will the Licensor be liable for the removal of or disabling of access to any such Services. The Licensor may also impose limits on the use of or access to certain Services, in any case and without notice or liability.

9. TERM AND TERMINATION

9.1 This License shall commence upon the earlier of your acceptance of this License or your installation of the Application and shall continue until terminated in accordance with clause 9.2 or otherwise in accordance with this License.

9.2 This License will terminate automatically if fail to comply with any term or condition of this License or if you uninstall/destroy or voluntarily return the Application to Licensor.

9.3 Upon termination of this License for any reason whatsoever you must uninstall the Application and destroy, and upon request of Licensor certify the destruction of, all copies of the Application including all components of it in your possession.

9.4 The termination of this License howsoever arising is without prejudice to the rights, duties and liabilities of either party accrued prior to termination. Clauses 2.2, 2.3, 3, 4, 5, 6, 9.3, 10, 11 and 12 of this License will continue to be enforceable notwithstanding termination.

10. GOVERNING LAW AND JURISDICTION

10.1 The formation, existence, construction, performance, validity and all aspects whatsoever of this License or of any term of this License will be governed by the law of Spain.

10.2 The courts of Toledo, Spain will have non-exclusive jurisdiction to settle any disputes which may arise out of or in connection with this License (including non-contractual matters). The parties irrevocably agree to submit to that jurisdiction.

11. COMPLIANCE WITH APPLICABLE LAW

11.1 You acknowledge and agree that notwithstanding the fact that this License is governed by the laws of Spain, you may be subject to additional laws in other jurisdictions with respect to your use of the Application. You will comply with the laws of any jurisdiction that apply to the Application, including without limitation any applicable export laws or regulations.

11.2 In particular, but without limitation, the Application may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Application, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of nuclear, missiles, or chemical or biological weapons.

12. GENERAL

12.1 If any clause or part of this License is found by any court, tribunal, administrative body or authority of competent jurisdiction to be illegal, invalid or unenforceable then that provision will, to the extent required, be severed from this License and will be ineffective without, as far as is possible, modifying any other clause or part of this License and this will not affect any other provisions of this License which will remain in full force and effect.

12.2 No failure or delay by any party to exercise any right, power or remedy will operate as a waiver of it nor will any partial exercise preclude any further exercise of the same, or of some other right, power or remedy.

12.3 The exclusions and limitations of liability shall also be deemed to benefit Licensor who may rely on these terms as a third party beneficiary.

12.4 This License contains all the terms which the parties have agreed in relation to the subject matter of this License and supersedes any prior written or oral agreements, representations or understandings between the parties in relation to such subject matter.

12.5 Licensor reserves the right to revise the terms of this License by updating the License on its web site, or by notifying you by post or by e-mail. You are advised to check this License periodically for notices concerning revisions. Your continued use of the Application shall be deemed to constitute acceptance of any revised terms.

12.6 You will be deemed to have accepted the terms of this License by installing the Application onto any device.

2014-09-29