Physical Equipment Terms

The terms and conditions of these Runwell Physical Equipment Terms ("PE Terms") form part of the Runwell Terms of Service ("Terms"), or other agreement governing the use of Runwell's services (collectively with the Terms, the "Agreement"), and apply whenever Customer purchases or subscribes to physical equipment made available by Runwell.

Capitalized terms not defined herein shall have the meanings assigned to such terms in the Agreement.

In the event of any conflict between certain provisions of these PE Terms and the provisions of the Agreement, the provisions of these PE Terms shall prevail over the conflicting provisions of the Agreement solely with respect to the provision by Runwell of physical equipment. In the event of any conflict between these PE Terms and an applicable Schedule (as defined below), the applicable Schedule shall prevail solely with respect to the equipment it covers.

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1. The Equipment

1.1 Runwell may make available certain physical equipment for use in connection with the Service (the "Equipment"), as further described in one or more product-specific schedules to these PE Terms (each, a "Schedule"). The Equipment currently covered by these PE Terms is described in Schedule A (Sensor Solution).

1.2 The Equipment is owned by Runwell or its third-party subcontractor, as applicable, unless otherwise stated in the applicable Schedule or agreed in writing. Nothing in these PE Terms transfers ownership of the Equipment to Customer.

1.3 Customer shall use the Equipment solely in accordance with the installation and user instructions provided by Runwell (or Runwell's subcontractor), and shall not modify, disassemble, or tamper with the Equipment in any way.

1.4 Customer shall not, whether directly or indirectly, attempt to reverse engineer or otherwise uncover the technology used in the Equipment.

1.5 Customer may not use Runwell's name, logo, screenshots, or images in connection with the Equipment without Runwell's prior written consent.

1.6 The Equipment and associated service do not include, and Runwell has no obligation to provide: (a) physical installation at Customer's premises; (b) ongoing monitoring, review, or assessment of logs, reports, or data generated by the Equipment; (c) on-site visits; (d) verification of, or assurance regarding, Customer's compliance with applicable laws, regulations, or industry requirements; or (e) insurance or compensation for lost Equipment beyond what is stated in Section 4.4.

1.7 The Service is not intended for use in safety-critical applications or for life- or health-related purposes, and Customer shall not rely on it for such purposes.

1.8 Customer bears the risk of loss of, theft of, or damage to the Equipment from the time of delivery until the Equipment is returned to Runwell in accordance with Section 4.4, except to the extent the loss, theft, or damage is caused by Runwell or its subcontractor. If the Equipment is lost, stolen, or damaged during this period (other than through normal wear and tear, or a defect covered by the Equipment Warranty), Runwell may invoice Customer for the then-current replacement price per unit of Equipment.

2. Warranties

2.1 Equipment Warranty

Runwell warrants that the Equipment will have the functionality described in the applicable Schedule. In the event of a functional fault caused by a product or manufacturing defect, Runwell will repair or replace the Equipment at no additional cost to Customer, unless otherwise stated in the applicable Schedule.

The Equipment Warranty is conditioned on the Equipment being installed in accordance with the instructions referenced in Section 1.3. If installation was not performed by Runwell or a partner engaged by Runwell, Customer is solely responsible for correct installation, and loss of data (readings) resulting from incorrect or incomplete installation does not give rise to a claim under this warranty.

Additional product-specific warranty terms, preconditions, and exceptions (including any network coverage requirements or consumable components) are set out in the applicable Schedule.

The Equipment Warranty applies for as long as the related subscription is active.

2.2 Service Warranty

Runwell warrants that the web solution and/or software associated with the Equipment will be available and functional at all times, subject to scheduled and emergency maintenance. For material changes to the associated service, Runwell will use commercially reasonable efforts to provide Customer with reasonable advance notice; necessary maintenance may be performed without prior notice.

Runwell retains historical data collected via the Equipment for a limited period, as specified in the Agreement or the applicable Schedule. It is Customer's responsibility to export data via the applicable API for external storage if a longer retention period is desired.

Any preconditions relating to network coverage, connectivity, or other technical requirements necessary for the Equipment or associated service to function as intended are set out in the applicable Schedule, and Customer is responsible for confirming such preconditions are met prior to installation.

3. Fees and Payment

3.1 The fees for the Equipment (the "Equipment Fees") are set forth in the Order Form, the applicable Schedule, or as otherwise agreed in writing.

3.2 Runwell may adjust the Equipment Fees once annually in line with changes to the Norwegian Consumer Price Index (Konsumprisindeksen), and in the event of a documented cost increase from Runwell's underlying equipment subcontractor.

3.3 Except as set forth in the applicable Order Form, Customer shall pay all invoices within fourteen (14) days of the invoice date.

3.4 If payment is not received within fifteen (15) days after the due date, Runwell may temporarily suspend Customer's access to the Service. If payment is not received within fourteen (14) days after Runwell has provided written notice of non-payment, this constitutes a material breach of the Agreement, and Runwell may terminate these PE Terms in accordance with Section 4.3.

4. Term and Termination

4.1 The initial commitment term for the Equipment is three (3) years from the effective date of the applicable Order Form, unless otherwise stated in the applicable Schedule. Except as set forth in Section 4.3, neither party may terminate these PE Terms for convenience during the initial commitment term.

4.2 Following the initial commitment term, these PE Terms will automatically renew until terminated by either party upon three (3) months' prior written notice. Termination during a billing period does not entitle Customer to a refund for that period.

4.3 Either party may terminate these PE Terms with immediate effect if the other party materially breaches these PE Terms and fails to cure such breach within fourteen (14) days after receiving written notice of the breach.

4.4 Upon termination of these PE Terms for any reason, Customer shall return the Equipment to Runwell in good working condition within ten (10) business days. If the Equipment is not returned within this period, or is not in good working condition upon return, Runwell may invoice Customer for the then-current replacement price per unit of Equipment. Upon termination, Runwell is further entitled to invoice Customer for all outstanding fees.

4.5 Customer's refusal to accept a replacement technical solution or platform migration under Section 6.1 constitutes a material breach of these PE Terms for purposes of Section 4.3.

4.6 If Runwell terminates these PE Terms under Section 4.3 as a result of Customer's material breach, the Equipment Fees that would otherwise have become due for the remainder of the term then in effect become immediately due and payable, in addition to any amounts invoiced under Section 4.4.

4.7 Either party may terminate these PE Terms with immediate effect upon written notice to the other party if the other party becomes insolvent, is unable to pay its debts as they fall due, or becomes subject to bankruptcy, debt negotiation, or liquidation proceedings, whether voluntary or involuntary.

4.8 Upon expiration or termination of these PE Terms, Customer shall immediately cease all use of the Service in connection with the Equipment.

5. Liability

Runwell is not liable for any damage or loss, whether direct or indirect, arising out of or in connection with faults or limitations in the Equipment or any associated software or hardware, or arising for any other reason in connection with the delivery of the Equipment, except to the extent such loss is caused by Runwell's gross negligence or wilful misconduct.

6. General

6.1 The Equipment and the associated service are provided "as is," with the warranties set out in Section 2 and no other warranted properties. Runwell reserves the right to modify, replace, or discontinue functionality of the Equipment or associated service, including by migrating Customer to a different technical solution or platform, provided that the purpose of the Service as described in the Agreement is maintained. Where such a change is required by a corresponding change from Runwell's subcontractor, Runwell will use commercially reasonable efforts to provide Customer with advance notice.

6.2 Customer shall notify Runwell in writing of any claim relating to delayed delivery of the Equipment without undue delay, and in any event within one (1) week of the agreed delivery date, or such claim is waived. Customer shall notify Runwell in writing of any defect in the Equipment without undue delay, and in any event within five (5) days of when Customer discovered or should have discovered the defect; in any event, no claim relating to a defect may be brought later than one (1) year after delivery.

6.3 All other provisions of the Agreement, including without limitation those relating to governing law, dispute resolution, assignment, and force majeure, apply equally to these PE Terms.

6.4 The confidentiality obligations set forth in the Agreement survive for two (2) years following expiration or termination of these PE Terms.

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Schedule A — Sensor Solution

This Schedule A is attached to and forms part of the Runwell Physical Equipment Terms ("PE Terms"), or other agreement between Customer and Runwell governing the provision of physical equipment.

A.1 Scope

This Schedule covers the central unit, sensors, and access points that make up Runwell's sensor solution (the "Equipment" for purposes of this Schedule), which incorporates underlying technology supplied by Digiref AS (Temperaturvakt.no). The Equipment is owned by Runwell or Digiref AS, as applicable.

A.2 Equipment Warranty — Sensor-Specific Terms

Batteries are a consumable component and must be replaced by Customer. The expected battery lifetime is 5 years.

Access points required for adequate coverage are included in the subscription price at no additional charge.

A.3 Service Warranty — Sensor-Specific Terms

The central unit relies on mobile data connectivity. It is a precondition of the Service Warranty that sufficient mobile network coverage exists at the site where the Equipment is installed. Customer should confirm coverage conditions prior to placing an order, and shall notify Runwell if it is aware that coverage at the installation site may be inadequate.

The Equipment includes internal storage capacity that compensates for temporary network downtime for a limited period. Runwell is not liable for data loss beyond this buffer, or for data not updating as a result of inadequate network coverage at the installation site.

Sensor data is retained by Runwell's subcontractor for as long as the Agreement is in effect. Runwell will use commercially reasonable efforts to make historical data available to Customer upon request.

A.4 Measurements

Sensor readings are indicative and are provided for informational purposes only. Customer is responsible for performing manual control measurements as needed to meet its own quality, safety, or regulatory requirements, and Customer's compliance with any such requirements is Customer's sole responsibility (see also Section 1.6 of the PE Terms).

A.5 Support

Runwell provides first-line support to Customer for the sensor solution. Customer may report issues via help.runwell.com. The target response times in Runwell's Service Level Agreement ("SLA") apply to support requests relating to the Equipment, for Customers on an Eligible Plan under the SLA. "Response" means confirmed receipt and an initial assessment, and does not guarantee resolution within the target response time. For Customers not on an Eligible Plan, Runwell will use commercially reasonable efforts to respond within the same target response times, on a best-efforts basis.

A.6 Additional Fees

SMS notifications sent in connection with the Equipment are invoiced separately in arrears, based on actual usage, at Runwell's then-current rates.