TERMS OF USE FOR NEUROTRACK PUBLIC WEBSITES

Last revised and effective: April 1, 2021

PLEASE READ THE FOLLOWING TERMS OF USE (“WEBSITE TERMS”OR “TERMS”) CAREFULLYAS THEY CONSTITUTE A LEGALLY BINDING CONTRACT BETWEEN YOUAND NEUROTRACK. BY ACCESSING OR USING THE PUBLIC WEBSITE AT www.neurotrack.com (INCLUDING ANY PUBLIC SUBDOMAINS THEREOF) (the “Site” or “Sites”) YOU ARE AGREEING TO ALL OF THESE WEBSITE TERMS. “You”, “Your”, “Yourself”, and “User” means the individual user of any Site. Neurotrack, “We” or “Our” means Neurotrack Technologies, Inc. You represent that You are located in the United States and are at least 18 years of age and of sufficient legal age in Your jurisdiction to lawfully enter into contracts.

THE TERMS AND CONDITIONS SET FORTH BELOW GOVERN YOUR ACCESS TO AND/OR USE OFTHE SITE(S), INCLUDING ANY CONTENT AND MATERIALS PROVIDED ON THE SITE(S) (THE “CONTENT”). IF YOU DO NOT AGREE WITH ANY OF THESE WEBSITE TERMS, DO NOT ACCESS OR OTHERWISE USE THE SITE(S). IF YOU DISAGREE WITH ANY OF THESE WEBSITE TERMS, NEUROTRACK DOES NOT GRANT YOU ANY LICENSE OR RIGHT TO ACCESS OR USE THE SITE(S). NEUROTRACK MAY CHANGE THESE WEBSITE TERMS AT ANY TIME IN ITS DISCRETION BY POSTING UPDATED TERMS OF USE ON THE SIT(S). IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOU MUST CEASE ACCESSING OR USING THE SITE(S). BY CONTINUING TO ACCESS OR USE ANY OF THE SITE(S) YOU WILL BE DEEMED TO HAVE ACCEPTED ALL SUCH CHANGES.

The Site(s) are for the purpose of providing information to you about Neurotrack products and services, as well as educational and informational content. If you wish to obtain a license for any Neurotrack product or service offerings (“Services”), You will be required to submit a registration application to Neurotrack (as provided for on the Site) and agree to a separate Terms of Use for such Services.

DISCLAIMER AND ACKNOWLEDGEMENT. NEUROTRACK DOES NOT AND CANNOT DIAGNOSE YOUR HEALTH CONDITION, PROVIDE A MEDICAL OPINION, AND/OR SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, through the Site(s), the Content, the Services, or otherwise. You acknowledge and agree that it is Your responsibility to consult with a doctor or other appropriately licensed professional if You have any questions or concerns about potential medical conditions as a result of the information You obtain from Neurotrack.

1. Ownership, License and Use Restrictions

1.1. Ownership. Neurotrack or its licensors own all rights in or to the Site(s), the Content, and the Services, as well as the underlying Neurotrack technology used to provide the Services (“Neurotrack Technology”), and all Intellectual Property Rights in all of the foregoing. “Intellectual Property Rights” means patents, copyrights, moral rights, trademarks, trade secrets, know-how, and legally protectable methods, processes, systems, operations, and technologies, and other comparable rights worldwide. Except as expressly granted under these Website Terms, You have no rights or license of any kind in or to any of the foregoing.

1.1.1. Disclaimers as to Third Party Sites. The Site(s) and/or Content may contain hyperlinks to third party websites and/or materials(“Third Party Sites”). Any content or services provided on or through such Third Party Sites are not part of the Content or Neurotrack Services. You acknowledge and agree that Neurotrack is not responsible for and does not endorse or accept any responsibility for the content or use of such Third Party Sites or services provided through them, including the accuracy or reliability of any information, data, opinions, advice or statements made on these sites. You further understand that such Third Party Sites and any services provided through them are governed by separate agreements between You and the third party. Your dealings with other entities identified on the Site(s), including payment for and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such other entity. You agree that Neurotrack will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the identification or promotion of such other entities and their sites, content or services through Neurotrack’s Site(s) or Services.

1.2. License. You may view, download or print a reasonable number of copies of any pages from the Site(s) for your personal, non-commercial uses, so long as you do not remove, modify or alter any copyright, trademark or other proprietary rights notices that may be present. You may not otherwise use, copy, print, display, distribute, publish, modify, create derivative works from or otherwise exploit the Site(s) (including the Content) without Neurotrack’s prior written consent. Except the foregoing express license rights, You acknowledge and agree that You have no right, title or interest in or to the Site(s), the Content, the Services, the Neurotrack Technology or any Intellectual Property Rights in any of the foregoing.

1.3. Further Use Restrictions. You agree not to misuse the Site(s)(including the Content) in any manner. For example, You agree that You will not use or attempt to exploit the Services(including the Site(s) and Content), the Neurotrack Technology, and/or the Intellectual Property Rights in the foregoing for any commercial purpose. You further agree that you will not interfere or attempt to interfere with the proper functioning of the Site(s), including by circumventing or disabling any technological features or measures. Without limiting the generality of any of the foregoing, You further agree that You will not, and will not attempt to, do any of the following: (i) probe, scan, or test the vulnerability of any system or network; (ii) breach or otherwise circumvent any security or authentication measures; (iii) access, tamper with, or use non-public areas that You have not been invited to, or Neurotrack’s(or our service providers’) computer systems; (iv) interfere with or disrupt any user, host, or network, for example by sending a virus, overloading, flooding, spamming, or mail-bombing; (v) plant or transmit malware; (vi) scrape, crawl or otherwise automatically access or search the Site(s) or harvest or manipulate data from the Site(s); (vii) send unsolicited communications, promotions or advertisements, or spam; (viii) send altered, deceptive or false source-identifying information, including “spoofing” or “phishing”; (ix) send or publish anything that is fraudulent, misleading, or infringes another’s rights; (x) promote or advertise products or services other than Your own without appropriate authorization; (xi) impersonate or misrepresent Yourself or Your affiliation with any person or entity; (xii) publish or share materials that are unlawfully pornographic or indecent, or that advocate bigotry, religious, racial or ethnic hatred; or (xiii) violate the law in any way, or to violate the privacy of others, or to defame others.

1.4. Termination. Your right to access and use the Site(s) (including the Content) will terminate automatically, without any notice to You, if you breach these Website Terms. In addition, Neurotrack has the right to terminate Your Access to the Site(s) (including the Content) or any portion thereof at any time in its sole discretion, with or without notice to You and without any liability to You. The provisions of Sections 1 (“Ownership, License and Use Restrictions”), 2(“Privacy Policy”), 3(“Statistics and Artificial Intelligence”), 4(“Feedback”), 5 (“Disclaimer of Warranties”), 6(“Limitation of Liability”), 7(“Indemnification”) and 8(“Miscellaneous”) shall survive any termination of these Website Terms.

1.5. Modification, Suspension or Discontinuance. Neurotrack may at any time in its discretion, and without notice or liability, (i) modify the Site(s), including the Content and/or any functionality provided, (ii) temporarily suspend (in whole or part) access to the Site(s) or any part thereof, and/or (iii) discontinue the Site(s) in whole or in part.

2. Privacy Policy.

In the process of accessing and using the Site(s), You may provide and/or Neurotrack may otherwise obtain personal, individually identifiable information to Neurotrack. Neurotrack’s and third parties’ rights to use Your personal information are governed by the Neurotrack Privacy Policy, which can be found at https://neurotrack.com/privacy... Policy”). The Privacy Policy is incorporated by reference and is part of these Website Terms. You should carefully review the Privacy Policy to understand what uses Neurotrack and third parties are permitted to make of Your personal information.

3. Statistics and Artificial Intelligence.

“Statistics” means any anonymous data, expressly excluding personally identifiable data subject to the Privacy Policy, that Neurotrack derives through the Site(s). You acknowledge and agree that Neurotrack may use Statistics for the modification, enhancement, and improvement of the Site(s), and for the marketing or promotion of Neurotrack or any future product or service offering, provided any such use of Statistics cannot reasonably be identified as Your aggregate information alone. You further acknowledge and agree that the Site(s)may now or in the future utilize or rely on artificial intelligence components and other forms of machine learning or data analytics used by Neurotrack and its suppliers. You acknowledge and agree that Neurotrack may use the Statistics and any information gained through its use of artificial intelligence and machine learning (which is not personally identifiable information subject to the Privacy Policy) for any purpose, and that, as between You and Neurotrack, Neurotrack will exclusively own all such information and all Intellectual Property Rights therein.

4. Feedback.

You may choose to provide Neurotrack with oral or written feedback related to Your access to or use of the Site(s) (including the Content). Any materials, information, ideas, concepts, feedback and/or know-how provided by You to Neurotrack concerning the Site(s), the Content, the Services and any information reported automatically through the Site(s) to Neurotrack (“Feedback”) will be the property of Neurotrack. You agree to assign, and hereby assign, all rights, title and interest worldwide in the Feedback, and the related intellectual property rights, to Neurotrack and agree to assist Neurotrack, at Neurotrack’ expense, in perfecting and enforcing such rights.

5. Disclaimer of Warranties.

THE SITE(S) (INCLUDINGTHE CONTENT) ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND. NEUROTRACK DISCLAIMS ALL WARRANTIES REGARDING THE SITE(S) (INCLUDING THE CONTENT), WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, ANDNON-INFRINGEMENT. Your access to and use of the Site(s)is at Your own risk. Neurotrack does not represent, warrant, or guarantee that the Site(s)will be provided uninterrupted, error-free, virus-free, or that defects will be corrected. All of the foregoing disclaimers are to the maximum extent permitted by applicable law. If applicable law requires any warranties with respect to the Site(s), all such warranties are limited in duration to the longer of thirty (30) days from the date of Your first use or the minimum duration allowed by law; but some jurisdictions do not allow limitations on how long an implied warranty lasts, so this limitation may not apply to You. You may also have other rights which vary by jurisdiction, and which are not modified by this clause to the extent that doing so would breach such applicable law.

6. Limitation of Liability.

6.1. Exclusion of Consequential Damages and Limit of Liability. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, NEUROTRACKWILL NOT BE RESPONSIBLE FOR ANY LOST PROFITS, REVENUES, OR DATA, COST OF SUBSTITUTE GOODS OR SERVICES, OR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, RELATED TO OR ARISING OUT OF THESE WEBSITE TERMSOR YOURUSE OF THE SITE(S) (INCLUDING THE CONTENT), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, NEUROTRACK’S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THESE WEBSITE TERMSOR YOURUSE OF THE SITE(S) (INCLUDING THE CONTENT)ISLIMITED TOONE HUNDRED DOLLARS.

6.2. Time Limitation on Claims. Regardless of any statute or law to the contrary, ANY CLAIM OR CAUSE OF ACTION ARISNG OUT OF OR RELATED TO YOUR USE OF THE SITE(S) (INCLUDING THE CONTENT) MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE, OR ELSE YOU WAIVE THE RIGHT TO PURSUE ANY SUCH CLAIM AND THAT CLAIM OR CAUSE OF ACTION WILL BE BARRED FOREVER.

6.3. Allocation of Risk and Material Term. THE PROVISIONS OF THIS SECTION 6 (“LIMITATION OF LIABILITY”)ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES AND ARE AN INTRINSIC PART OF THE BARGAIN BETWEEN THE PARTIES. ANY FEES PROVIDED FOR IN THIS AGREEMENT REFLECT THIS ALLOCATION OF RISKS AND THE LIMITATION OF LIABILITY AND SUCH LIMITATION WILL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.

7. Indemnification.

You agree to indemnify, defend, and hold harmless Neurotrack and its affiliates, and its and their directors, officers, employees, representatives and agents, from and against all direct or indirect claims, damages, losses and costs that arise from or relate to Your violation of these Website Terms.

8. Miscellaneous.

8.1. Force Majeure. Neither party will be liable to the other for any breach of these Website Terms which arises because of any circumstances which the defaulting party cannot reasonably be expected to control (which shall include but not be limited to, any act of god(including pandemic),fire, casualty, flood, war, labor disputes, governmental action, failure of public services, interruption or failure of the Internet or of any network, telecommunications, power supply or infrastructure, or any provider of any of the foregoing).

8.2. Assignment. You may not assign these Website Terms or any of Your rights or obligations hereunder by operation of law or otherwise, and any such attempt is void. Neurotrack may assign its rights under these Website Terms at any time in its sole discretion.

8.3. User Consent to Electronic Communications. You agree that Neurotrack may communicate with you in electronic form, including through any e-mail that you may provide, and/or by posting communications on the Site(s). You further agree that such communications, including notices, disclosures, agreements and other communications, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by Neurotrack.

8.4. Notices. Notices and communications to Neurotrack must be sent to support@neurotrack.com or to the following address: Neurotrack Technologies, ATTN: Legal, 399 Bradford Street, Suite 101, Redwood City, CA 94063.

8.5. Governing Law. This Agreement will be governed by and interpreted in accordance with the laws of the State of California as applied to agreements entered into and to be performed entirely within the State of California between California residents, without giving effect to any conflict of law principles that would require the application of the substantive or procedural laws of a different jurisdiction. The Site(s) are controlled or operated (or both) from the United States, and are not intended to subject Neurotrack to any non-U.S. jurisdiction or law. Any use of the Services is at Your own risk, and You must comply with all applicable laws, rules and regulations in doing so.

8.6. Entire Agreement. These Website Terms, together with the Privacy Policy, constitute the entire and exclusive agreement between You and Neurotrack with respect to the Site(s) (including the Content), and supersede and replace any other agreements, terms and conditions applicable thereto. Any use of the term “including” in these Website Terms means “including without limitation”. These Website Terms create no third party beneficiary rights. Neurotrack’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable the remaining provisions of the Agreement will remain in full force and effect and an enforceable term will be substituted reflecting our intent as closely as possible. Nothing in these Website Terms creates or implies a relationship of agency, joint venture or partnership between Neurotrack and You.