NXRIP END USER LICENSE AGREEMENT AND SUBSCRIPTION TERMS IMPORTANT - READ CAREFULLY THIS AGREEMENT IS A LEGALLY BINDING CONTRACT. IT CONTAINS AUTOMATIC RENEWAL TERMS, WARRANTY DISCLAIMERS, LIMITATIONS OF LIABILITY, RELEASES, ASSUMPTION-OF-RISK TERMS, INDEMNITY OBLIGATIONS, A BINDING ARBITRATION PROVISION, A CLASS ACTION WAIVER, AND A JURY TRIAL WAIVER. NXRIP IS LICENSED FOR BUSINESS AND PROFESSIONAL USE ONLY. NXRIP ALSO OFFERS AN OPTIONAL DIRECT PRINTER MODE THAT MAY COMMUNICATE WITH CUSTOMER-CONTROLLED PRINTING HARDWARE AND PRINTER CONFIGURATION. DIRECT PRINTER MODE REQUIRES A SEPARATE AFFIRMATIVE ACKNOWLEDGMENT AND MAY CREATE RISK OF CONFIGURATION LOSS, EQUIPMENT OR PROPERTY DAMAGE, PERSONAL INJURY, DOWNTIME, AND DATA OR PRODUCTION LOSS. NXRIP is licensed, not sold. This End User License Agreement and Subscription Terms (the "Agreement") is a binding contract between SAPEX LLC, a North Carolina limited liability company ("SAPEX," "we," "us," or "our"), and the individual or legal entity that obtains, installs, activates, accesses, or uses NXRIP ("Customer," "you," or "your"). By checking an acceptance box, clicking "I Agree," "Accept," "Subscribe," or a similar button, completing a purchase or renewal that references this Agreement, activating a license, installing, accessing, or using the Software, you manifest assent to this Agreement. If you act for a company or other organization, you represent and warrant that you have authority to bind that entity, and "Customer" means that entity. If you do not agree, do not purchase, install, activate, access, or use the Software, and remove all copies in your possession or control. 1. Definitions (a) "Authorized Device" means a computer or workstation on which the applicable Order permits the Software to be installed or used. (b) "Authorized User" means an employee or individual contractor of Customer whom Customer permits to use the Software for Customer's business and for whom Customer has purchased any required seat or user entitlement. (c) "Direct Printer Mode" means an optional operating mode or integration in which the Software establishes or uses a direct communication path to a Printer System and, depending on the integration and Customer settings, transmits jobs, raster data, commands, parameters, requests, or other data; receives status or response data; or reads, writes, imports, exports, modifies, replaces, resets, or otherwise interacts with Printer Configuration. (d) "Documentation" means user guides, release notes, technical materials, compatibility information, warnings, and other instructions that SAPEX makes available for the Software. (e) "File Output Mode" means a workflow in which the Software prepares or exports Output for later transfer, loading, processing, or printing through Customer-selected third-party software, drivers, controllers, utilities, or hardware, without the Software itself using Direct Printer Mode for that job. (f) "Order" means the checkout page, order confirmation, invoice, quote, subscription plan, reseller record, or separately signed order form that identifies the purchased plan, fees, billing interval, Subscription Term, device or user limits, and any additional terms. (g) "Output" means files, layouts, separations, white layers, halftones, previews, raster data, print data, job data, command streams, configuration packages, or other results generated, prepared, transmitted, or processed through use of the Software. (h) "Printer Configuration" means settings, parameters, profiles, mappings, calibration data, controller data, firmware-related values, connection information, presets, and other information used by or associated with a Printer System, whether stored on a computer, controller, printer, removable device, or other component. (i) "Printer System" means any printer, printhead, controller board, firmware, driver, spooler, computer, network interface, carriage, motor, heater, pump, ink-delivery component, sensor, safety device, peripheral, connected utility, or other printing-related hardware or software with which the Software or Output is used. (j) "Software" means the NXRIP desktop application, activation and license services, File Output Mode, Direct Printer Mode, optional online or AI-enabled functions, Documentation, updates, patches, and related components supplied by or for SAPEX. (k) "Subscription Term" means the paid, trial, beta, tester, evaluation, or other authorized period during which Customer may use the Software. (l) "User Content" means artwork, images, PDFs, archives, files, fonts, profiles, Printer Configuration, logs, customer data, instructions, and other content submitted to, opened in, transmitted through, or processed by the Software. 2. Scope and Order of Precedence (a) This Agreement governs every version, operating mode, feature, and service of the Software unless SAPEX supplies different or additional terms for a particular version, feature, integration, support engagement, or service. The Direct Printer Mode acknowledgment presented in the Software, substantially in the form of Exhibit A, is incorporated into and forms part of this Agreement when accepted. (b) If there is a conflict, the following order controls: first, a separately negotiated agreement signed by an authorized representative of SAPEX; second, a feature-specific acknowledgment or addendum expressly accepted for the affected feature, including the Direct Printer Mode acknowledgment; third, the applicable Order; fourth, this Agreement; and fifth, the Documentation. Marketing materials, website descriptions, roadmaps, demonstrations, forum posts, support messages, compatibility listings, and oral statements do not modify this Agreement or create a warranty unless expressly included in a signed agreement or Order. (c) Any terms in Customer's purchase order, procurement portal, vendor form, email, or other document are rejected and have no effect, even if SAPEX accepts payment or provides access after receiving them. (d) SAPEX's Privacy Policy, made available through the NXRIP website and application, and any feature-specific privacy disclosure govern the collection and use of personal information and technical data. The Privacy Policy is separate from this Agreement but applies to Customer's use of the Software. 3. Eligibility, Business Use, and Account Responsibility (a) The Software is offered solely for business, trade, craft, and professional use. It is not offered for personal, family, or household use. Customer represents that it acquires and uses the Software in the course of its business activities. (b) Customer must be at least 18 years old and legally capable of entering into a binding contract. Customer must provide accurate and current account, billing, and contact information and promptly update it. (c) Customer is responsible for all activity under its account and license, including activity by employees, contractors, and anyone who obtains access through Customer. Customer must protect credentials, activation data, and license keys and must promptly notify SAPEX of suspected unauthorized use. (d) If non-waivable law classifies Customer as a consumer despite the business-use representation, the mandatory consumer protections of that law apply only to the extent they cannot lawfully be excluded or modified. Nothing in this Agreement is intended to waive a right that applicable law does not permit Customer to waive. 4. Subscription License Grant (a) Subject to Customer's timely payment of all fees and continuing compliance with this Agreement and the Order, SAPEX grants Customer, during the applicable Subscription Term, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the object-code version of the Software on the number of Authorized Devices and by the number of Authorized Users permitted by the Order. (b) Customer may use the Software for its internal business operations and to prepare print jobs and related Output for Customer's own customers. Customer may use File Output Mode under the general license grant. Customer may use Direct Printer Mode only after satisfying Section 10 and completing any separate affirmative acknowledgment required by the Software. Customer may not provide third parties with access to the Software itself, operate the Software as a hosted or bureau service for third-party operators, or resell access to any account, license, or feature. (c) Customer may make one backup copy of an installer solely for disaster recovery, provided all proprietary notices remain intact. The backup copy may not be used to increase the number of licensed installations or users. (d) The license begins when SAPEX activates or otherwise authorizes access and ends automatically when the Subscription Term expires, the subscription is canceled and reaches the end of its paid period, or this Agreement is terminated. NXRIP is licensed, not sold. No ownership interest is transferred to Customer. 5. Activation, Verification, and License Controls (a) Use of the Software may require account creation, license activation, periodic online verification, and communication with SAPEX or its licensing providers. Activation may associate a license with hardware identifiers, operating-system data, application version, network information, account identifiers, subscription status, activation history, and other technical data described in the Privacy Policy. (b) SAPEX may enforce device, user, geographic, version, transfer, and concurrency limits included in the Order. Hardware replacement, material hardware changes, operating-system reinstallation, virtualization, or repeated activation attempts may require reactivation or support review. (c) Customer must not block, falsify, manipulate, or circumvent activation, license verification, subscription-status checks, security controls, time checks, usage limits, or anti-tampering measures. SAPEX may suspend or disable a license if payment is overdue, the license appears compromised, or SAPEX reasonably suspects misuse or a material breach. (d) The Software may be unable to activate, reactivate, transfer, verify, open, or continue operating when a licensing service, network, hosting provider, payment-status feed, certificate service, or other dependency is unavailable or cannot be reached. SAPEX does not guarantee perpetual offline operation or uninterrupted license verification. (e) Customer is responsible for maintaining the connectivity reasonably required for activation, verification, updates, and online features and for maintaining business-continuity procedures appropriate to Customer's operations. Customer must not rely on the Software or any licensing service as the sole means of meeting a production deadline, preserving files, or continuing time-critical operations. (f) Any remedy for licensing-service or online-service unavailability is governed exclusively by Section 15 and remains subject to Section 18. 6. Restrictions Except to the extent a restriction is prohibited by non-waivable law, Customer must not, and must not permit any third party to: • copy, distribute, publish, sell, resell, rent, lease, lend, sublicense, assign, transfer, pledge, or otherwise provide the Software, an account, a license key, or access credentials to another person or entity; • make the Software available through a hosting service, shared workstation service, time-sharing arrangement, remote-access service, managed service, or similar arrangement for use by persons who are not Authorized Users; • modify, translate, adapt, port, alter, or create derivative works of the Software or Documentation; • reverse engineer, decompile, disassemble, decode, decrypt, derive source code from, or otherwise attempt to discover the internal design, algorithms, models, file formats, protocols, or nonpublic interfaces of the Software, except where and only to the extent applicable law expressly permits such activity despite this restriction, and then only after Customer first requests necessary interoperability information from SAPEX and gives SAPEX a reasonable opportunity to provide it; • remove, obscure, alter, or bypass any copyright, trademark, attribution, license, security, technical protection, telemetry, watermark, or proprietary notice or control; • use more devices, users, concurrent sessions, locations, or instances than the Order permits, or split, pool, rotate, or share a license to avoid purchasing required entitlements; • use the Software or nonpublic information obtained through it to create, train, test, benchmark, validate, or improve a competing RIP, prepress, nesting, white-underbase, halftoning, upscaling, licensing, or production software product; • use the Software to transmit malware, attack systems, evade law enforcement, violate sanctions or export controls, infringe intellectual property, violate privacy or publicity rights, or engage in fraud or other unlawful conduct; • use the Software in a nuclear facility, aircraft navigation or control system, weapons system, emergency system, life-support system, medical device, or any environment in which failure could reasonably cause death, personal injury, or severe physical or environmental damage; or • assist, encourage, or enable another person to do any of the foregoing. 7. Ownership and Feedback (a) SAPEX and its licensors own all right, title, and interest in and to the Software, Documentation, interfaces, designs, workflows, algorithms, models, code, trademarks, and related intellectual property, including all improvements, updates, and derivative works. All rights not expressly granted are reserved. (b) Customer retains ownership of User Content, subject to the rights of third parties and the limited processing rights granted in this Agreement. (c) If Customer provides suggestions, ideas, requests, test results, error reports, or other feedback, Customer grants SAPEX a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable right to use, reproduce, modify, commercialize, and otherwise exploit that feedback without restriction, attribution, or compensation. This does not grant SAPEX ownership of Customer's User Content merely because Customer reports a problem involving it. 8. User Content, Customer Files, and Data (a) Customer grants SAPEX and its service providers a non-exclusive, worldwide, limited license to host, copy, transmit, cache, convert, analyze, and otherwise process User Content only as reasonably necessary to provide, secure, troubleshoot, support, and improve the requested Software functions, comply with law, and enforce this Agreement, in each case subject to the Privacy Policy and applicable feature disclosures. (b) Customer represents and warrants that it owns or has all licenses, permissions, notices, and consents required to submit and process User Content and to create, print, sell, distribute, and otherwise use the resulting Output. SAPEX does not verify ownership, authenticity, licensing status, model releases, trademark rights, copyright permissions, or the legality of User Content or Output. (c) Customer is solely responsible for customer contracts, customer instructions, intellectual-property clearances, privacy notices, data-protection obligations, retention duties, and legal compliance relating to User Content and Output. Customer must not submit regulated health data, payment-card data, government identifiers, export-controlled technical data, or other highly sensitive information unless SAPEX expressly states in writing that the relevant feature is designed and approved for that data. (d) The Software is not an archival or backup service. Customer must maintain independent, current backups of original artwork, source files, profiles, configurations, job settings, and business records. Temporary files, cached data, logs, support uploads, and cloud-processed files may be deleted automatically or after a reasonable period. (e) When Customer sends files, logs, screenshots, or other materials to support, Customer authorizes SAPEX personnel and service providers to inspect and process them as reasonably necessary to investigate the issue. Customer should remove unrelated confidential or personal information before submission. 9. AI and Automated Processing Features (a) Certain features may use machine learning, artificial intelligence, heuristics, automated cropping, file analysis, format conversion, nesting, upscaling, transparency processing, white-layer generation, or similar automated techniques. These methods are probabilistic and may produce unexpected, incomplete, inaccurate, or visually altered results. (b) AI upscaling does not recover an original high-resolution file. It may invent, simplify, sharpen, smooth, omit, or alter visual details, text, edges, gradients, texture, transparency, and color. Automated preflight and repair do not detect or correct every defect. (c) Customer must review and approve all automated changes and Output before production. SAPEX does not represent that any Output is unique, non-infringing, authentic, factually accurate, suitable for a specific customer, or compliant with any platform, marketplace, brand, regulatory, or contractual requirement. (d) SAPEX may change, replace, retrain, reconfigure, or discontinue an automated model or provider. Results may differ between versions, devices, settings, and processing dates. Customer must re-test workflows after updates or material changes. 10. Operating Modes, Printer Integration, and Assumption of Risk (a) Two Distinct Operating Modes. The Software may be used in File Output Mode and, where available and separately enabled, Direct Printer Mode. Customer may use File Output Mode without enabling Direct Printer Mode. Direct Printer Mode is not automatically enabled merely because Customer purchased, installed, activated, or generally accepted the Software. (b) File Output Mode. In File Output Mode, the Software prepares or exports Output for later use through a workflow selected and controlled by Customer. SAPEX does not select, control, monitor, possess, maintain, or operate the downstream driver, vendor utility, controller, Printer System, materials, or production process. Customer alone decides whether, when, where, and how to transmit or use Output and must inspect, test, and approve it before production. (c) Optional and Separate Enablement. Direct Printer Mode is optional. Customer must make a separate, affirmative, and voluntary choice to enable it. SAPEX may require a separate acknowledgment for each Authorized Device, printer profile, material integration, major Software version, or material change to the integration. Customer may decline or disable Direct Printer Mode and continue using available File Output Mode functionality. Enabling Direct Printer Mode confirms that Customer had a meaningful choice and elected the additional convenience despite the additional risks. (d) Nature of Direct Communication. Depending on the integration and Customer settings, Direct Printer Mode may communicate through a network, USB connection, operating-system driver, spooler, controller interface, vendor utility, or other path; transmit jobs, raster data, commands, parameters, initialization data, maintenance requests, status requests, or other data; receive status or response data; and read, write, import, export, modify, replace, reset, or otherwise interact with Printer Configuration. Transmissions or actions may occur as a result of queues, hot folders, presets, retries, reconnection, startup or recovery behavior, automation, remote access, or the acts of an Authorized User. (e) Customer Authorization and Control. Customer represents and warrants that it owns the Printer System or has lawful authority from the owner to connect, configure, command, and operate it. Customer must limit Direct Printer Mode to trained and authorized personnel. Every transmission or action resulting from Customer settings, automation, queues, hot folders, remote access, or Authorized User activity is authorized and directed by Customer. The Software is a tool used under Customer's control. Direct Printer Mode does not transfer possession, custody, operational control, maintenance responsibility, or any fiduciary, engineering, professional, managed-service, or equipment-custodian duty to SAPEX. (f) Conditions Before First Use and After Material Changes. Customer must not enable or use Direct Printer Mode unless Customer has: • verified the exact printer, controller, board revision, firmware, printhead type and count, channel mapping, connection method, and all other material or safety-critical configuration information; • created, retained, and reasonably verified a current and restorable backup or export of Printer Configuration, together with screenshots or other records sufficient to restore material settings, and obtained any recovery utility, credential, firmware, or qualified technical assistance that may be required for restoration; • confirmed that manufacturer safeguards, interlocks, emergency stops, grounding, electrical protection, temperature limits, ventilation, fire protection, and other safety measures remain installed, functional, and active; • completed a controlled test using non-critical files and non-valuable materials, with a qualified operator physically present and able to stop, disconnect, or power down the Printer System; and • reviewed the Direct Printer Mode acknowledgment and all warnings shown for the selected integration. (g) Known and Foreseeable Risks. Customer understands that a Software defect, incorrect device or profile selection, inaccurate or incomplete compatibility information, stale or corrupted Printer Configuration, interrupted, duplicated, delayed, reordered, or incomplete communication, retry or reconnection behavior, controller or firmware behavior, third-party update, power loss, network or USB fault, driver defect, malicious interference, support mistake, or operator error may cause unintended data or commands or an unintended response by the Printer System. Possible consequences include alteration, corruption, erasure, replacement, or loss of Printer Configuration; loss of calibration or channel mapping; inability to communicate, initialize, boot, or print; the need to reset, reflash, reprogram, recalibrate, repair, or replace components; unintended movement, printing, ink delivery, heating, pumping, cleaning, maintenance, or other operation; collisions, jams, discharge, overheating, electrical or mechanical damage; damage to printheads, controller boards, electronics, motors, heaters, pumps, computers, networks, safety devices, materials, or other property; fire; personal injury or death; data loss; downtime; and production or business loss. (h) Compatibility Is Not a Safety Certification. A statement that a printer, controller, board, firmware family, driver, or workflow is supported, compatible, tested, or recommended does not mean that every revision, configuration, component, modification, material, or operating condition is compatible or safe. It is not an original-equipment-manufacturer certification, safety approval, or warranty. Customer must independently verify its exact configuration and obtain manufacturer or qualified-technician approval when Customer considers it necessary. (i) Supervision and Emergency Control. The Software and its warnings are not safety systems and must not be relied upon to prevent physical damage or injury. Customer must monitor initial operation after installation, update, repair, firmware change, hardware change, configuration change, profile change, or material anomaly and must keep an emergency stop, power disconnect, or other safe shutdown method immediately available. Customer must stop operation and investigate any unexpected Output, response, movement, sound, smell, heat, electrical condition, fluid or ink behavior, warning, or error. Any unattended or remotely unattended operation is solely at Customer's risk. (j) No Preservation, Recovery, or Repair Duty. SAPEX does not warrant that Direct Printer Mode will preserve Printer Configuration, transmit only intended data, prevent unintended operation, recover from interrupted communication, or avoid damage. Customer alone is responsible for configuration backup, restoration, recovery, repair, replacement, manufacturer support, technician charges, travel, freight, shipping, labor, materials, and downtime. SAPEX has no duty to inspect, take custody of, repair, reflash, reprogram, recalibrate, restore, replace, or reimburse any Printer System or Printer Configuration. Any attempt by SAPEX to assist is voluntary, may be discontinued, creates no expanded duty, and carries no guarantee of success. (k) Guided or Remote Assistance. If Customer requests guided setup, configuration assistance, troubleshooting, or remote access, Customer remains the operator and must keep a qualified person physically present at the Printer System, maintain a current backup, review and authorize the work, monitor the Printer System, preserve emergency control, and terminate the session if anything appears unsafe or incorrect. Unless a separate signed agreement expressly states otherwise, assistance is limited technical support and is not original-equipment-manufacturer service, professional engineering, equipment maintenance, or a transfer of operational control or responsibility. (l) ASSUMPTION OF RISK AND RELEASE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, CUSTOMER KNOWINGLY AND VOLUNTARILY ASSUMES ALL RISKS ARISING OUT OF OR RELATING TO DIRECT PRINTER MODE, INCLUDING RISKS ARISING FROM SOFTWARE DEFECTS, ERRONEOUS, DELAYED, DUPLICATED, INCOMPLETE, OR FAILED DATA OR COMMANDS, FAILURE TO DETECT, WARN, STOP, OR PREVENT AN EVENT, INCOMPATIBILITY, DATA OR CONFIGURATION CORRUPTION, SUPPORT OR DOCUMENTATION ERRORS, AND SAPEX'S ORDINARY NEGLIGENCE IN DESIGN, DEVELOPMENT, TESTING, INTEGRATION, DOCUMENTATION, COMPATIBILITY INFORMATION, OR SUPPORT. TO THE MAXIMUM EXTENT PERMITTED BY LAW, CUSTOMER RELEASES AND DISCHARGES SAPEX AND THE RELATED PARTIES IDENTIFIED IN SECTION 18 FROM EVERY CLAIM OF CUSTOMER ARISING OUT OF OR RELATING TO DIRECT PRINTER MODE FOR DAMAGE TO, CORRUPTION OF, OR LOSS OF A PRINTER SYSTEM OR PRINTER CONFIGURATION; PROPERTY DAMAGE; PERSONAL INJURY OR DEATH; DATA LOSS; MATERIAL OR PRODUCTION LOSS; DOWNTIME; OR BUSINESS OR ECONOMIC LOSS. THIS RELEASE DOES NOT APPLY TO LIABILITY THAT APPLICABLE LAW EXPRESSLY PROHIBITS THE PARTIES FROM RELEASING. (m) Exclusive Direct Printer Mode Remedy. If Customer believes Direct Printer Mode is defective or unsafe, Customer's first and primary remedy is to stop using Direct Printer Mode and use File Output Mode or another workflow. Subject to Sections 17 and 18, SAPEX may, at its sole option, provide a workaround, corrected build, configuration guidance, replacement license, subscription extension, or account credit. SAPEX is not required to provide any particular remedy or complete it by a particular deadline. If the release or complete exclusion for a Direct Printer Mode claim is not enforced, the special fallback cap in Section 18 applies. (n) Revalidation After Changes. Prior successful operation does not prove future compatibility. Customer must repeat appropriate backup, verification, and testing after any Software update, printer firmware or driver update, hardware replacement, controller or board change, network change, profile or channel change, repair, or other material change. (o) Insurance. Customer is responsible for maintaining commercially reasonable equipment, property, general-liability, cyber, errors-and-omissions, and business-interruption insurance appropriate to Customer's operations and risk. SAPEX is not an insurer of Customer's Printer System, property, data, production, customers, or business. (p) General Production Responsibility. In both File Output Mode and Direct Printer Mode, Customer remains solely responsible for selecting, owning, connecting, configuring, maintaining, monitoring, and operating the Printer System, production equipment, materials, profiles, environment, and workflow; reviewing source files, previews, separations, white layers, halftones, dimensions, resolution, copy count, nesting, orientation, margins, scaling, channel order, print mode, profiles, output paths, and physical test prints; and approving every job before commercial production. Customer assumes all production, equipment, property, safety, and business risk described in this Section. 11. Third-Party Products, Services, and Components (a) The Software may interact with or depend on third-party operating systems, drivers, printer boards, firmware, cloud services, AI providers, libraries, codecs, file formats, payment processors, licensing systems, and other products or services. SAPEX does not control them and is not responsible for their availability, security, accuracy, acts, omissions, changes, defects, terms, or continued compatibility. (b) Third-party names and compatibility references are descriptive only and do not imply sponsorship, certification, or endorsement. Customer is responsible for obtaining and complying with all third-party licenses, terms, warranties, and instructions. (c) Open-source or third-party components included with the Software may be governed by separate notices and licenses. To the extent a separate license grants rights that conflict with this Agreement for a particular component, that separate license controls only for that component. 12. Updates, Changes, and Discontinuation (a) SAPEX may provide updates, upgrades, patches, model changes, security fixes, compatibility changes, and new versions. Updates may be installed automatically or may be required for continued activation, support, security, or access to online features. Customer must promptly install required updates. (b) SAPEX may add, remove, alter, limit, or replace features, interfaces, workflows, supported formats, presets, integrations, hardware compatibility, system requirements, and online providers for legal, security, technical, commercial, product, or third-party dependency reasons. SAPEX does not promise that any particular feature, workflow, model, provider, printer, board, firmware, operating system, or legacy version will remain available or supported. (c) An update may change Output. Customer must re-test and re-validate production settings after every material update. Continued use of an unsupported or outdated version is at Customer's risk and may be blocked. (d) SAPEX may discontinue the Software or a paid core service. If SAPEX permanently discontinues a paid core service for convenience before the end of a prepaid Subscription Term and does not provide a reasonably comparable replacement, Customer's sole and exclusive remedy is a pro-rata refund of fees actually paid directly to SAPEX for the unused portion of that prepaid term. No refund is due for free, tester, trial, beta, promotional, suspended, or terminated-for-breach access. 13. Subscription, Automatic Renewal, Billing, and Cancellation (a) The Order or Stripe checkout page identifies the plan, fees, billing interval, renewal period, included entitlements, and Subscription Term. Fees are charged in advance and are non-cancelable and non-refundable except as this Agreement, the Order, or non-waivable law expressly provides. (b) Unless the Order expressly states otherwise, each paid subscription automatically renews for successive periods equal to the displayed billing interval until canceled. Customer authorizes SAPEX and Stripe or another payment processor acting for SAPEX to charge the selected payment method for each initial and renewal period, applicable taxes, and authorized add-ons at the price disclosed at checkout or later changed under subsection (f). (c) Customer must review the recurring-price, billing-interval, renewal, and cancellation disclosures shown before purchase. Completing checkout and providing the required affirmative consent authorizes recurring charges until cancellation becomes effective. (d) Customer may cancel future renewal before the applicable renewal charge through the Stripe-hosted customer portal, the NXRIP account billing interface, or another cancellation method clearly identified at checkout or in the account. Cancellation ordinarily takes effect at the end of the current paid period. Deleting the Software, deleting local files, stopping use, revoking a device, failing to activate, disputing a charge, or sending a general support message does not by itself cancel a subscription. (e) Except where law requires otherwise or Section 15 expressly provides, SAPEX does not provide refunds or credits for partial periods, unused time, reduced usage, unused devices, missed cancellation deadlines, production losses, dissatisfaction, compatibility changes, licensing-service interruptions, or failure to use the Software. Access ordinarily continues through the paid period after cancellation unless SAPEX suspends or terminates access for breach, security, legal, or payment reasons. (f) SAPEX may change fees, plan structure, or included entitlements effective at the next renewal after providing at least 30 days' notice, or any longer notice required by law. If Customer does not agree, Customer must cancel before the new price or plan takes effect. Continued renewal constitutes acceptance. (g) SAPEX will provide any renewal notice that non-waivable law requires. Customer remains responsible for keeping its billing email current and for reviewing notices sent to that address. Failure to receive a notice because Customer supplied an inaccurate, blocked, abandoned, or inaccessible address does not create liability for SAPEX to the extent permitted by law. (h) Customer is responsible for all sales, use, value-added, withholding, and similar taxes, excluding taxes based on SAPEX's net income. If Customer is legally required to withhold, Customer must gross up the payment so SAPEX receives the full invoiced amount, except where law prohibits gross-up. (i) Customer must maintain a valid payment method. SAPEX or Stripe may use account-updater and payment-retry services where permitted. If a payment fails or becomes overdue, SAPEX may retry the charge, suspend access, reduce functionality, terminate the subscription, and recover reasonable collection costs and chargeback fees to the extent permitted by law. (j) A payment dispute or chargeback does not automatically cancel a subscription. Customer should first contact SAPEX to resolve an apparent billing error. Nothing in this paragraph waives any non-waivable right to dispute an unauthorized or legally improper charge. (k) Stripe and other payment providers are independent third parties. Their services, privacy practices, authentication decisions, fraud controls, payment-method rules, and availability are governed by their own terms. SAPEX does not receive or store the complete card number or card security code when payment details are entered directly into Stripe-hosted payment fields. 14. Trials, Tester Builds, Beta Features, and Evaluations (a) Free trials, public tester builds, private betas, previews, experimental features, and evaluation licenses are provided for testing and evaluation only unless SAPEX expressly authorizes production use in writing. They may be incomplete, unstable, inaccurate, time-limited, remotely disabled, changed, or withdrawn at any time without notice. (b) Customer must not rely on a trial, tester, beta, or preview for paid production, deadlines, archival, regulatory compliance, or uninterrupted business operations. SAPEX has no obligation to provide support, maintenance, migration, compatibility, data retention, or a commercial release. (c) A trial converts to a paid subscription only if the Order or checkout flow clearly states the conversion terms and Customer gives the required consent. Customer must cancel before the stated conversion date to avoid the charge. SAPEX may limit trials by person, business, account, device, payment method, or other reasonable criteria. 15. Support and Service Levels (a) Unless an Order or separate signed service-level agreement expressly states otherwise, support, activation services, license verification, downloads, updates, online functions, and all other services are provided on a reasonable-efforts basis with no guaranteed response time, resolution time, restoration time, uptime percentage, availability level, maintenance window, service credit, or on-site assistance. (b) Scheduled or unscheduled maintenance, software defects, configuration errors, capacity limits, cyberattacks, abuse, security measures, certificate failures, DNS or internet failures, cloud or hosting failures, payment-provider delays, licensing-provider failures, utility outages, third-party changes, and other events may interrupt activation, verification, access, downloads, support, or use. An interruption may last minutes, hours, days, or longer. (c) Customer must maintain current backups, tested production procedures, alternative workflows, and reasonable contingency plans. Customer must not schedule or accept work on the assumption that the Software, a licensing service, or an online feature will remain continuously available. (d) If a verified interruption solely within SAPEX's reasonable control continuously prevents Customer from activating or using all paid core functionality for more than 24 consecutive hours, Customer must notify SAPEX within seven days after service is restored and provide information reasonably requested to verify the event. Customer's sole and exclusive remedy is, at SAPEX's option: restoration of access; issuance of a temporary or replacement license; extension of the Subscription Term by the number of complete affected days after the first 24 hours; or an account credit of equivalent prorated value. (e) No cash refund is due for an interruption unless non-waivable law requires it or Section 12(d) applies to permanent discontinuation. Any extension or credit under subsection (d) is capped at the fees allocable to one month of the affected subscription, is not transferable or redeemable for cash, and counts toward the aggregate liability cap in Section 18. (f) The remedy in subsections (d) and (e) does not apply to free, tester, trial, beta, preview, or evaluation access; planned maintenance; Customer equipment, network, operating system, firewall, credentials, settings, or misuse; nonpayment or suspension; third-party printer or driver failures; force majeure; or an interruption that does not prevent use of all paid core functionality. (g) SAPEX may require Customer to reproduce an issue, install updates, provide logs or sample files, export Printer Configuration, identify exact printer, controller, board, firmware, and printhead details, test a clean configuration, disable third-party software, or permit a limited remote-support session. SAPEX is not obligated to customize the Software, recover lost files or Printer Configuration, repair or inspect third-party hardware, restore firmware, correct Customer settings, dispatch a technician, reimburse manufacturer or technician charges, or support unsupported combinations. (h) Support advice, configuration guidance, sample files, compatibility statements, and remote assistance do not transfer possession or production control to SAPEX and do not expand SAPEX's duties. Customer remains responsible for backup, physical supervision, safety, testing, approval, and every decision to transmit data or commands to a Printer System. 16. Suspension and Termination (a) SAPEX may suspend or restrict access immediately, with or without prior notice, if SAPEX reasonably believes that Customer has failed to pay, exceeded license limits, shared credentials or keys, circumvented controls, created a security risk, violated law, infringed rights, submitted harmful content, used the Software outside the licensed scope, threatened SAPEX systems or other users, or materially breached this Agreement. (b) SAPEX may terminate this Agreement or a license immediately for piracy, fraud, intentional circumvention, unlawful use, sanctions risk, repeated breach, or a material breach that cannot be cured. For other curable material breaches, SAPEX may terminate if Customer does not cure within ten days after notice. SAPEX may terminate free, tester, trial, beta, preview, or evaluation access at any time. (c) Customer may terminate this Agreement by stopping use and deleting all copies, but termination does not cancel charges already incurred or future renewal unless Customer separately completes the required subscription cancellation process. Customer remains liable for all amounts due through the effective cancellation date and any committed term stated in the Order. (d) SAPEX may terminate a paid subscription for convenience. If termination for convenience takes effect before the end of a prepaid period, Customer's sole remedy is the pro-rata refund described in Section 12(d). No refund is due when SAPEX terminates or suspends for Customer's breach, nonpayment, security risk, unlawful conduct, sanctions, or misuse. (e) Upon expiration or termination, the license ends immediately, Customer must stop using the Software and delete all copies, and SAPEX may disable activation and account access. Customer may retain lawfully created Output and its own User Content, subject to third-party rights and applicable law. Sections that by their nature should survive will survive, including ownership, restrictions, payment obligations, disclaimers, limitations, indemnity, confidentiality, dispute resolution, and general provisions. 17. Warranty Disclaimer TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SOFTWARE, FILE OUTPUT MODE, DIRECT PRINTER MODE, OUTPUT, PRINTER COMMANDS OR DATA, DOCUMENTATION, SUPPORT, CONFIGURATION GUIDANCE, REMOTE ASSISTANCE, ACTIVATION SERVICES, LICENSE VERIFICATION, DOWNLOADS, UPDATES, TRIALS, TESTER BUILDS, BETA FEATURES, ONLINE FEATURES, AND ALL RELATED SERVICES ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS." CUSTOMER USES THEM AT ITS SOLE RISK. SAPEX AND ITS LICENSORS DISCLAIM ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, RESULTS, WORKMANLIKE PERFORMANCE, SYSTEM INTEGRATION, AND WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE. WITHOUT LIMITING THE FOREGOING, SAPEX DOES NOT WARRANT THAT THE SOFTWARE, DIRECT PRINTER MODE, ACTIVATION OR LICENSING SERVICES, ONLINE FUNCTIONS, SUPPORT, OR ANY OUTPUT, DATA, COMMAND, PROFILE, PRESET, OR CONFIGURATION WILL BE UNINTERRUPTED, CONTINUOUSLY AVAILABLE, TIMELY, SECURE, ERROR-FREE, VIRUS-FREE, COMPATIBLE WITH ANY PARTICULAR PRINTER SYSTEM OR PRINTER CONFIGURATION, SUITABLE FOR PRODUCTION, COMPLIANT WITH LAW OR MANUFACTURER REQUIREMENTS, FREE FROM DEFECTS, OR CAPABLE OF DETECTING OR CORRECTING EVERY FILE, COLOR, TRANSPARENCY, PROFILE, NESTING, WHITE-LAYER, COMMUNICATION, CONFIGURATION, HARDWARE, SAFETY, OR WORKFLOW PROBLEM. SAPEX DOES NOT WARRANT THAT DIRECT PRINTER MODE WILL PRESERVE OR RESTORE PRINTER CONFIGURATION, TRANSMIT ONLY THE DATA OR COMMANDS CUSTOMER INTENDS, BE CORRECTLY INTERPRETED BY A PRINTER SYSTEM, AVOID UNINTENDED OPERATION, OR AVOID DAMAGE, INJURY, DOWNTIME, OR LOSS. NO STATEMENT, ADVICE, SAMPLE, PRESET, CONFIGURATION, COMPATIBILITY LISTING, DEMONSTRATION, DOCUMENTATION, FORUM POST, ROADMAP, OR SUPPORT RESPONSE CREATES A WARRANTY UNLESS EXPRESSLY STATED IN A SIGNED AGREEMENT. Some jurisdictions do not allow certain warranty exclusions. In those jurisdictions, the exclusions apply to the maximum extent permitted, and any legally required warranty is limited to the shortest period and narrowest scope permitted by law. 18. Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY LAW, SAPEX, ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, PAYMENT PROCESSORS, RESELLERS, OFFICERS, MANAGERS, EMPLOYEES, CONTRACTORS, AND AGENTS (COLLECTIVELY, THE "SAPEX PARTIES") WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, ENHANCED, OR RELIANCE DAMAGES, OR FOR ANY LOSS OF PROFIT, REVENUE, SAVINGS, BUSINESS, GOODWILL, OPPORTUNITY, CONTRACT, CUSTOMER, DATA, FILES, CONFIGURATION, USE, OR PRODUCTION, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SAPEX PARTIES WILL NOT BE LIABLE, WHETHER THE ALLEGED LOSS IS CHARACTERIZED AS DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PROPERTY, ECONOMIC, OR OTHERWISE, FOR ANY CLAIM ARISING OUT OF OR RELATING TO FILE OUTPUT MODE, DIRECT PRINTER MODE, PRINTER COMMUNICATION, PRINTER CONFIGURATION, SUPPORT, CONFIGURATION GUIDANCE, OR REMOTE ASSISTANCE, INCLUDING: ALTERATION, CORRUPTION, ERASURE, REPLACEMENT, OR LOSS OF PRINTER CONFIGURATION; LOSS OF CALIBRATION, PROFILE, OR CHANNEL MAPPING; FAILURE TO COMMUNICATE, INITIALIZE, BOOT, OR PRINT; RESETTING, REFLASHING, REPROGRAMMING, RECALIBRATION, DIAGNOSTIC, MANUFACTURER, TECHNICIAN, TRAVEL, FREIGHT, OR REPAIR COSTS; VOIDED OR AFFECTED HARDWARE OR MANUFACTURER WARRANTIES; DAMAGE TO OR LOSS OF USE OF ANY PRINTER, PRINTHEAD, CONTROLLER BOARD, FIRMWARE, ELECTRONICS, MOTOR, HEATER, PUMP, COMPUTER, NETWORK, SAFETY DEVICE, OR OTHER EQUIPMENT; FIRE OR OTHER PROPERTY DAMAGE; PERSONAL INJURY OR DEATH; WASTED OR DAMAGED FILM, INK, POWDER, MEDIA, TRANSFERS, GARMENTS, LABOR, ELECTRICITY, PACKAGING, OR SHIPPING; REPRINTS, REFUNDS, CHARGEBACKS, PENALTIES, MISSED DEADLINES, DOWNTIME, LOST ORDERS, CUSTOMER OR EMPLOYEE CLAIMS, OR THE COST OF SUBSTITUTE SOFTWARE, SERVICES, MATERIALS, EQUIPMENT, OR PRODUCTION; OR ANY LOSS ARISING FROM ACTIVATION DELAY, LICENSE-SERVICE INTERRUPTION, FAILED VERIFICATION, SUSPENSION, OR INABILITY TO ACCESS OR USE THE SOFTWARE. THE FOREGOING EXCLUSIONS APPLY EVEN IF A CLAIM ALLEGES THAT A LOSS WAS CAUSED OR CONTRIBUTED TO BY A SOFTWARE DEFECT, SECURITY DEFECT, INCORRECT OR INCOMPLETE COMMAND, DATA CORRUPTION, FAILED SAFEGUARD, FAILURE TO WARN, INACCURATE COMPATIBILITY INFORMATION, SUPPORT OR DOCUMENTATION ERROR, OR THE ORDINARY NEGLIGENCE OF A SAPEX PARTY, AND EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE, IN EACH CASE TO THE MAXIMUM EXTENT PERMITTED BY LAW. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF ALL SAPEX PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SOFTWARE, OUTPUT, SUPPORT, ACTIVATION OR LICENSING SERVICES, AN ORDER, OR THIS AGREEMENT WILL NOT EXCEED: (A) FOR A PAID SUBSCRIPTION, THE FEES ACTUALLY PAID DIRECTLY TO SAPEX FOR THE AFFECTED SUBSCRIPTION DURING THE THREE MONTHS IMMEDIATELY BEFORE THE FIRST EVENT GIVING RISE TO LIABILITY; OR (B) FOR FREE, TESTER, TRIAL, BETA, PREVIEW, OR EVALUATION ACCESS, US $50. IF AN ANNUAL OR OTHER PREPAID FEE WAS PAID MORE THAN THREE MONTHS BEFORE THE EVENT, THE CAP IS THE PORTION OF THAT FEE ALLOCABLE TO THE THREE-MONTH PERIOD IMMEDIATELY BEFORE THE EVENT. DIRECT PRINTER MODE FALLBACK CAP. IF A COURT OR ARBITRATOR DOES NOT ENFORCE THE RELEASE OR COMPLETE EXCLUSION OF A CLAIM ARISING OUT OF OR RELATING TO DIRECT PRINTER MODE, PRINTER COMMUNICATION, PRINTER CONFIGURATION, OR RELATED SUPPORT, THE TOTAL AGGREGATE LIABILITY OF ALL SAPEX PARTIES FOR ALL SUCH CLAIMS WILL NOT EXCEED THE LESSER OF: (A) THE GENERAL CAP IN THE PRECEDING PARAGRAPH; OR (B) THE FEES ACTUALLY PAID DIRECTLY TO SAPEX FOR ONE MONTH OF THE AFFECTED SUBSCRIPTION IMMEDIATELY BEFORE THE FIRST EVENT GIVING RISE TO LIABILITY, CALCULATED ON A PRO-RATA BASIS FOR AN ANNUAL OR OTHER PREPAID PLAN. FOR FREE, TESTER, TRIAL, BETA, PREVIEW, OR EVALUATION ACCESS, THE DIRECT PRINTER MODE FALLBACK CAP IS US $25. The releases, exclusions, and caps apply regardless of the legal theory, including contract, warranty, tort, negligence, gross negligence to the extent it may lawfully be limited, strict liability, product liability, negligent misrepresentation, restitution, statute, or otherwise; to all related claims and events as one aggregate claim; and regardless of whether SAPEX knew or should have known of the possibility of loss. Any refund, extension, credit, workaround, replacement license, repair contribution, or other value provided by SAPEX counts toward and reduces the applicable cap. These provisions are an essential basis of the bargain, reflect the commercial allocation of risk, and permit SAPEX to offer the Software at the subscription fees charged. Nothing in this Agreement excludes or limits liability that applicable law expressly prohibits the parties from excluding or limiting. To the extent a complete release or exclusion is not enforceable, liability is reduced and limited to the maximum extent permitted by law and remains subject to every enforceable exclusion, defense, procedural requirement, and cap. The limitations do not reduce Customer's payment obligations, indemnity obligations, or liability for unauthorized use, infringement, circumvention, fraud, unlawful conduct, or breach of confidentiality. Printer-System Claim Procedure. As a condition precedent to any claim involving a Printer System or Printer Configuration, Customer must, to the extent safely possible: immediately stop the affected operation; prevent further loss; preserve the Software version, logs, Output, commands, responses, Printer Configuration, backups, screenshots, device and firmware information, and affected equipment; notify SAPEX in writing within seven calendar days after discovery; document any emergency repair or alteration before it occurs; and provide reasonable access to information and non-destructive remote inspection needed to investigate. Customer must not destroy, overwrite, reflash, reconfigure, repair, dispose of, or materially alter relevant evidence before SAPEX has a reasonable opportunity to inspect it, except as reasonably necessary for safety or loss mitigation. Failure to comply bars or reduces the claim to the maximum extent permitted by law and at least to the extent SAPEX is prejudiced. The fact that an event occurred after use of the Software does not by itself establish causation. Any insurer, subrogee, assignee, equipment owner, lessor, financing party, or other person claiming through Customer or based on Customer's rights takes those rights subject to this Agreement, including its releases, arbitration provision, defenses, exclusions, procedural requirements, and caps, to the maximum extent permitted by law. Customer must not represent or agree that any such person has greater rights against a SAPEX Party than Customer has under this Agreement. No limitation in this Agreement prevents a person from filing a claim or complaint. The limitations define the remedies and maximum recoverable amounts between SAPEX and Customer to the extent enforceable; they do not independently bind a third party that never assented to this Agreement. Customer's obligations under Section 19 are intended to protect the SAPEX Parties against covered third-party claims. To the maximum extent permitted by law, any claim by Customer must be filed within one year after the event giving rise to the claim, or it is permanently barred. This contractual period does not shorten any period that applicable law prohibits the parties from shortening. 19. Customer Indemnification (a) Customer will defend, indemnify, and hold harmless the SAPEX Parties from and against all third-party claims, demands, actions, arbitrations, investigations, losses, damages, judgments, penalties, fines, settlements, liabilities, liens, subrogation demands, and reasonable legal fees and costs arising out of or relating to: • User Content, Output, products, transfers, garments, print jobs, advertising, sales, services, or instructions created, printed, distributed, supplied, or communicated by Customer; • an allegation that User Content or Customer's use of Output infringes copyright, trademark, patent, trade dress, publicity, privacy, contractual, or other rights; • Customer's breach of this Agreement, the Order, a feature acknowledgment, law, sanctions, export controls, privacy duties, manufacturer requirements, workplace-safety duties, or third-party terms; • Customer's Printer System, Printer Configuration, firmware, drivers, computer, network, hardware, materials, profiles, settings, maintenance, production process, safety procedures, workplace, employees, contractors, customers, equipment owners or lessors, manufacturers, insurers, or business operations; • File Output Mode, Direct Printer Mode, printer communication, configuration changes, guided or remote assistance, or any allegation that the Software, Output, data, command, compatibility information, support, or omission caused or contributed to equipment damage, configuration loss, property damage, fire, personal injury, death, production loss, customer loss, or other harm; or • Customer's fraud, negligence, willful misconduct, unauthorized access, license sharing, circumvention, misuse, failure to supervise, failure to back up or restore Printer Configuration, failure to preserve safeguards, or continued operation after a warning or anomaly. (b) To the maximum extent permitted by law, this indemnity applies even when a claim alleges concurrent or contributing ordinary negligence by a SAPEX Party. It does not apply to the extent a final, non-appealable judgment determines that the specific third-party loss was caused solely by a SAPEX Party's fraud or willful or wanton conduct, or to the extent applicable law otherwise prohibits indemnification. Customer may not settle a claim in a way that admits fault by a SAPEX Party, imposes an obligation on a SAPEX Party, restricts a SAPEX Party's rights, or fails to provide a complete release without SAPEX's prior written consent. (c) SAPEX will provide reasonably prompt notice of an indemnified claim, subject to no loss of rights except to the extent Customer is materially prejudiced by delay. Customer must defend using counsel reasonably acceptable to SAPEX. SAPEX may participate with counsel of its choice at Customer's expense when a conflict exists or when the claim could materially affect SAPEX, and may assume control of the defense at Customer's expense if Customer fails to defend diligently, fails to fund the defense, or a conflict of interest exists. 20. Confidentiality and Pre-Release Information (a) Nonpublic software builds, private beta features, activation methods, license keys, security information, roadmaps, technical documentation, and other information identified as confidential or that a reasonable business person would understand to be confidential are SAPEX confidential information. (b) Customer may use SAPEX confidential information only to exercise the licensed rights and must protect it with at least reasonable care. Customer may disclose it only to Authorized Users who need to know it and are bound by confidentiality duties at least as protective as this Agreement. (c) Confidential information does not include information that Customer can document was lawfully known without restriction, becomes public without breach, is received lawfully from a third party without duty, or is independently developed without use of SAPEX confidential information. Legally compelled disclosure is permitted after prompt notice where lawful and reasonable assistance in seeking protection. (d) Unauthorized disclosure or use may cause irreparable harm for which damages are inadequate. SAPEX may seek injunctive or equitable relief without posting bond, in addition to other remedies. 21. Export Controls and Sanctions (a) Customer must comply with United States and other applicable export-control, import, sanctions, and anti-boycott laws. Customer represents that it is not located in, ordinarily resident in, organized under the laws of, or controlled by a sanctioned territory, and is not a sanctioned or restricted person or acting for one. (b) Customer must not export, re-export, transfer, provide, or use the Software in violation of law or for prohibited end uses. SAPEX may refuse, suspend, or terminate access when necessary to comply with law or manage sanctions and export risk, without liability except for any refund expressly required by non-waivable law. 22. Dispute Resolution, Arbitration, Class Waiver, and Governing Law PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES INDIVIDUAL ARBITRATION AND LIMITS HOW DISPUTES MAY BE BROUGHT. (a) Informal Resolution. Before filing a claim, the complaining party must send a written Notice of Dispute describing the facts, legal basis, requested relief, and account information. The parties will attempt in good faith to resolve the dispute for 30 days after receipt. A notice to SAPEX must be emailed to info@nxrip.com with the subject line "LEGAL NOTICE - DISPUTE." (b) Binding Arbitration. Except for the excluded matters in subsection (e), every dispute, claim, or controversy arising out of or relating to the Software, Output, an Order, the relationship between the parties, or this Agreement, including formation, validity, interpretation, scope, breach, termination, and arbitrability, will be resolved by confidential, final, and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. If Customer is legally a consumer and applicable law requires the AAA Consumer Arbitration Rules, those rules will apply to the extent of the conflict. The Federal Arbitration Act governs the arbitration provision. (c) Procedure and Location. The arbitration will be conducted in English by one arbitrator. The legal seat will be the North Carolina county in which SAPEX's principal office is located when arbitration is commenced. Hearings may be conducted by video, telephone, or written submissions when the arbitrator permits. The arbitrator may award any individual remedy available under applicable law but may not rewrite this Agreement or award relief for persons who are not parties to the arbitration. Judgment on the award may be entered in any court with jurisdiction. (d) Individual Claims Only. To the maximum extent permitted by law, disputes must be brought only in an individual capacity. Neither party may bring or participate in a class, collective, consolidated, mass, coordinated, representative, or private-attorney-general proceeding. The arbitrator may not combine claims of different persons or preside over any representative proceeding. If this waiver is held unenforceable for a particular claim or remedy, that claim or remedy must proceed in court and all arbitrable matters will be stayed pending arbitration. (e) Excluded Matters. Either party may bring an individual action in small-claims court if eligible. SAPEX may seek temporary, preliminary, or permanent injunctive or equitable relief in court to protect intellectual property, confidential information, security, systems, accounts, license controls, or against unauthorized use or circumvention. SAPEX may also bring an action to collect undisputed overdue fees. Seeking such relief does not waive arbitration of other matters. (f) Governing Law and Courts. This Agreement and all non-arbitrable disputes are governed by the laws of the State of North Carolina, without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to mandatory law, exclusive venue for a non-arbitrable matter lies in the state court with subject-matter jurisdiction in the North Carolina county where SAPEX's principal office is located when the action is filed, or in the corresponding United States District Court if federal jurisdiction exists. Each party consents to personal jurisdiction and venue there. (g) Jury Trial Waiver. For any dispute that proceeds in court, each party knowingly and irrevocably waives trial by jury to the maximum extent permitted by law. (h) Mandatory Rights. If applicable law gives Customer a non-waivable right to bring a claim in a different forum, to avoid arbitration, or to obtain a particular remedy, that mandatory right controls only to the extent required by law. 23. Changes to This Agreement (a) SAPEX may update this Agreement by posting a revised version and changing the effective date. SAPEX will provide reasonable notice of a material change through the account, Software, email, website, or checkout flow. (b) A material adverse change to subscription, liability, or dispute terms will ordinarily apply at the next renewal unless Customer expressly accepts it earlier or the change is reasonably required for law, security, abuse prevention, or a third-party dependency. Continued use after the applicable effective date constitutes acceptance. If Customer does not agree, Customer must stop using the Software and cancel before renewal. (c) A change to dispute terms will not apply retroactively to a claim for which a party provided a valid Notice of Dispute before the change was posted, unless both parties agree. Feature-specific terms, warnings, and acknowledgments may apply when Customer first enables or materially re-enables the affected optional feature, including during an existing Subscription Term. 24. Notices (a) SAPEX may provide operational, billing, renewal, legal, and other notices by email to the address on Customer's account, through the Software or account, or by posting to the NXRIP website. Customer consents to electronic communications and must keep its email address current. (b) Formal legal notices to SAPEX must be sent to info@nxrip.com with the subject line "LEGAL NOTICE" and must identify Customer, the account, the sender, the issue, and requested action. A notice is effective when actually received, except that routine cancellation must use the cancellation method specified in Section 13. 25. General Provisions (a) Assignment. Customer may not assign, delegate, transfer, or sublicense this Agreement or any license without SAPEX's prior written consent. Any attempted assignment in violation of this paragraph is void. SAPEX may assign this Agreement to an affiliate or in connection with a merger, financing, reorganization, sale of assets, or transfer of the Software business. (b) Force Majeure. SAPEX is not liable for delay, interruption, suspension, unavailability, or failure caused by events beyond its reasonable control, including internet, DNS, certificate, hosting, cloud, licensing-provider, payment-provider, telecommunications, or utility failure; cyberattack, malware, denial-of-service attack, labor dispute, supplier failure, epidemic, natural disaster, fire, flood, war, terrorism, civil disorder, government action, sanctions, embargo, or third-party platform, network, hardware, software, or service failure. (c) Independent Parties. The parties are independent contractors. This Agreement does not create a partnership, joint venture, agency, fiduciary relationship, franchise, employment, or exclusive relationship. (d) No Third-Party Beneficiaries. Except for persons expressly protected by the disclaimers, limitations, and indemnity provisions, this Agreement creates no third-party beneficiary rights. (e) Severability and Reformation. If a provision is held invalid or unenforceable, it will be enforced to the maximum extent permitted and modified only as necessary to make it enforceable while preserving its purpose. If it cannot be modified, it will be severed, and the remainder will continue in effect. (f) Waiver. A waiver must be in writing and signed by the waiving party. Failure or delay in enforcing a right is not a waiver. A waiver on one occasion is not a waiver on another. (g) Entire Agreement. This Agreement, the applicable Order, and any separately signed agreement are the entire agreement regarding the Software and replace prior or contemporaneous proposals, statements, discussions, and agreements on that subject. (h) Interpretation. Headings are for convenience only. "Including" means "including without limitation." The singular includes the plural and vice versa. This Agreement will not be construed against either party as drafter. The English version controls over any translation, except where applicable law requires otherwise. (i) Electronic Acceptance. Electronic acceptance, digital records, account logs, activation records, and electronic signatures have the same force as paper originals and handwritten signatures to the extent permitted by law. (j) Survival. Provisions that by their nature should survive expiration or termination will survive, including Sections 2, 6 through 11, 16(e), and 17 through 26, together with any accepted Direct Printer Mode acknowledgment and any accrued payment, release, indemnity, evidence-preservation, or dispute obligation. 26. Mandatory Legal Rights This Agreement is intended to allocate commercial risk to the maximum extent permitted by law, not to eliminate rights or liabilities that cannot lawfully be eliminated. If a jurisdiction requires a warranty, remedy, cancellation right, refund, notice, liability, forum, or other protection that cannot be waived, that requirement applies only to the minimum extent required. All remaining exclusions, limitations, waivers, and allocations remain effective. 27. Contact SAPEX LLC North Carolina, United States Email: info@nxrip.com Product: NXRIP Website: nxrip.com EXHIBIT A - DIRECT PRINTER MODE SEPARATE ACKNOWLEDGMENT DIRECT PRINTER MODE IS OPTIONAL. FILE OUTPUT MODE REMAINS AVAILABLE. DO NOT ENABLE DIRECT PRINTER MODE UNLESS YOU ACCEPT THE RISKS BELOW. WARNING: DIRECT PRINTER MODE MAY COMMUNICATE DIRECTLY WITH A PRINTER SYSTEM AND MAY TRANSMIT DATA OR COMMANDS OR READ, WRITE, MODIFY, REPLACE, RESET, OR OTHERWISE INTERACT WITH PRINTER CONFIGURATION. A SOFTWARE DEFECT, INCORRECT PROFILE OR DEVICE SELECTION, INCOMPATIBLE HARDWARE OR FIRMWARE, INTERRUPTED OR DUPLICATED COMMUNICATION, CONFIGURATION ERROR, SUPPORT ERROR, OR OPERATOR ERROR MAY ALTER, CORRUPT, ERASE, OR REPLACE PRINTER CONFIGURATION; RENDER EQUIPMENT INOPERABLE; REQUIRE RESET, REFLASH, RECALIBRATION, REPAIR, OR REPLACEMENT; OR CONTRIBUTE TO EQUIPMENT OR PROPERTY DAMAGE, FIRE, PERSONAL INJURY, DEATH, DATA LOSS, DOWNTIME, OR PRODUCTION OR BUSINESS LOSS. By selecting the unchecked acceptance box and clicking "Enable Direct Printer Mode," the person acting for Customer represents, warrants, acknowledges, and agrees that: • the person has authority to bind Customer and is authorized and sufficiently trained to connect, configure, and operate the selected Printer System; • Customer has verified the selected printer, controller, board revision, firmware, printhead configuration, channel mapping, connection method, and other material settings; • Customer has created and retained a current, reasonably verified, restorable backup or export of Printer Configuration and has access to appropriate recovery tools or qualified assistance; • Customer will keep manufacturer safeguards active, physically supervise initial and changed operation, maintain an immediately available safe shutdown method, and stop on any warning or anomaly; • Direct Printer Mode is optional, Customer may instead use File Output Mode, and Customer voluntarily assumes the risks described in Section 10; • Customer accepts the release, warranty disclaimer, liability exclusions, Direct Printer Mode fallback cap, claim procedure, indemnity, arbitration provision, and all other terms of this Agreement. Recommended checkbox text: "I have backed up and verified the selected Printer System and Printer Configuration. I understand that Direct Printer Mode is optional and can cause configuration loss, equipment or property damage, personal injury, downtime, and other loss. I voluntarily assume these risks and accept Section 10 and the other applicable terms of the NXRIP EULA and Subscription Terms, Version 1.2." Recommended buttons: "Enable Direct Printer Mode" and "Keep File Output Mode." The acceptance box should not be preselected. SAPEX may retain the account, Authorized Device, Software and acknowledgment versions, printer-profile identifier, timestamp, and other reasonable evidence of acceptance under the Privacy Policy. BY ACCEPTING, PURCHASING, ACTIVATING, INSTALLING, ACCESSING, OR USING NXRIP, CUSTOMER ACKNOWLEDGES THAT IT HAS READ, UNDERSTANDS, AND AGREES TO THIS AGREEMENT. BY SEPARATELY ENABLING DIRECT PRINTER MODE, CUSTOMER ALSO ACCEPTS SECTION 10 AND THE DIRECT PRINTER MODE ACKNOWLEDGMENT PRESENTED FOR THAT FEATURE.