End-User License Agreement

1. Scope and Purpose of this End User License Agreement

Products manufactured or sold by Aegis Rider through its website (https://aegisrider.com) (“Products”) may contain embedded software or other digital elements that are necessary or useful for operating the Products (“Product Software”). This End User License Agreement (“EULA”) governs the rights and conditions of use of the Product Software and further Licensed Technology (as defined below in Section 2(a)) by Aegis Rider located at Riedthofstrasse 124, 8105 Regensdorf, Switzerland (“AR”).

By using the Product Software, individuals (“you” or “Users”) are agreeing to the terms of this EULA in the valid version at the moment of use of the Product Software.

For the avoidance of doubt, this EULA solely governs the rights and conditions of use of the Product Software and the Licensed Technology. The purchase of Products and hardware is governed exclusively by AR’s General Terms and Conditions of Purchase (“GTCs”).

2. Intellectual Property and Usage Data

For the purposes of this EULA “Licensed Technology” means the Product Software as well as all proprietary technology, systems, and digital elements that are necessary for or contribute to operating the Product Software and enabling its functionalities. This includes, without limitation:

AR's proprietary hardware-software integration technology for rendering and displaying location-based augmented reality content in real time via the Product's display system;

AR's sensor fusion, positioning and localization systems used to determine and track the position and orientation of the Product relative to its environment;

AR's augmented reality rendering engine and associated graphics processing technology;

AR's vehicle communication and data integration capabilities;

AR's audio processing technology integrated into the Product;

related cloud-based services used to support, enhance or complement any of the foregoing functionalities; and

AR's content libraries, map data integrations, and navigation-related data services.

Licensed Technology does not include any third-party open-source software components, which are governed by their respective license terms.

Licensed Technology does not include the AR Companion App, which must be downloaded onto the User’s mobile device for operation of the Product Software and is governed by separate Terms of Use.

The Product Software and the content and functionalities provided by it, including but not limited to the source code, layout, structure, user interface, training data, overlays, icons, graphics, color schemes and design (UI/UX Design), as well as the further Licensed Technology are the intellectual property of AR or its licensors. All copyrights, patents, and other intellectual property rights are proprietary to AR or its licensors. The foregoing does not apply to third-party open-source software components incorporated in the Product Software, which are governed by their respective open-source license terms.

AR may collect and process anonymized or aggregated usage data, as well as mapping data, environmental data, geolocation information and other contextual data generated through your use of the Licensed Technology (“Usage Data”) for the operation, maintenance and improvement of the Licensed Technology and for the development and enhancement of AR’s products and services, subject to applicable data protection laws.

Usage Data is the property of AR. Where any rights to Usage Data could arise in your favor under applicable law, you shall transfer and herewith transfer such rights to AR to the fullest extent permitted by law.

3. License Grant and Restriction

AR grants the User the non-exclusive, non-transferable, non-sublicensable and revocable right to use the Licensed Technology for the sole purposes of using legitimately purchased AR Products for his or her personal use, solely for the Intended Purpose and in accordance with the GTCs, the user manual and provided safety instructions of the Product. This right is granted for worldwide use, subject to applicable export control laws.

This license grants the User no rights other than those expressly set forth in this EULA. Further to the above,

the use of AR’s tracking technology and related cloud-based processing services is limited to the purpose of tracking the Products,

the use of AR’s content libraries is limited to the purpose of enabling and supporting the use of the Product Software by accessing AR’s content libraries;

this license does not grant you the right to copy, sell, send, transmit, distribute, adapt, publish, display, perform publicly, rent, lease, loan, sub-license, decompile, reverse-engineer or in any way alter or modify, in whole or in part the Licensed Technology, its source or object code, functionalities, layout, structure, design and/or any other intellectual property which belongs to AR or its licensors.

The User shall prevent any unauthorised access to or unauthorised use of the Licensed Technology. The User shall promptly notify AR whenever the User becomes aware of any unauthorised access to or unauthorised use of the Licensed Technology.

Please note that despite the worldwide license, certain functionalities of the Product, such as the navigation function may only be used in certain countries. Please here of the countries in which the navigation function is available.

4. Use of the Licensed Technology

The Product Software in connection with the Companion App (see Section 7(a) below) offers for the following functions (“Intended Purpose”):

Connection with the User’s mobile device via AR’s Companion App,

display of route navigation, speed monitoring, and estimated time of arrival;

call notification and acceptance or rejection;

media playback;

video capturing;

any additional, related or ancillary functionalities that are introduced by AR from time to time and that serve the operation, use or improvement of the Products or the Companion App.

Users acknowledge that the scope of available features of the Product Software may change from time to time where required by legal or regulatory provisions or for other legitimate reasons.

Product Software must be used in accordance with the user manual of the Products, provided safety instructions, as well as applicable laws, especially traffic laws and safety regulations. We advise verifying the legal framework in your jurisdiction prior to using the Products. You are solely responsible for the use of the Products in accordance with these requirements.

You acknowledge that

you use the Product Software at your own risk;

you must not adjust, configure or otherwise interact with Product Software while driving;

AR reserves the right to automatically restrict, limit or disable certain features of the Product Software based on speed, location, environmental conditions or other safety considerations;

you are especially not permitted to modify, bypass or otherwise override any safety-related restrictions or protective functions of the Product Software.

5. User Representations and Warranties

By agreeing to this EULA, you represent and warrant to:

only use the Licensed Technology in compliance with Section 4 above;

not modify, copy (in particular by the use of automated systems or software to systematically extract data), reverse engineer, decompile or create any derivative works or competing products based on the Licensed Technology;

not frame or mirror any content forming part of the Licensed Technology;

not use Licensed Technology for any commercial purpose, sublicense, rent, lease or otherwise provide it to third parties;

not attempt to extract any training data from the Licensed Technology;

not use the Product Software in connection with unauthorized products, services or software; such use may lead to malfunctions of the Product Software;

not access or attempt to access any server-side components of the Licensed Technology;

not circumvent, disable or otherwise interfere with technical protection measures of the Licensed Technology; and

not use Licensed Technology for autonomous vehicle applications or other safety-critical systems beyond the Intended Purpose.

6. Indemnification by User

To the extent permitted by law, you agree to indemnify, defend and hold harmless AR, its affiliates, officers, employees and licensors from and against any and all claims, damages, liabilities, losses, costs and expenses (including reasonable legal fees) arising out of or related to your misuse of the Licensed Technology, including but not limited to:

breaching the User Representation and Warranties in Section 5 above;

violation of the terms of this EULA;

using the Licensed Technology or related intellectual property in violation of applicable traffic, road safety or other laws;

using the Product Software in connection with unlawful or hazardous activities beyond the Intended Purpose.

7. Functionality, Compatibility and Third-Party Products

The access to and use of the Product Software may be dependent on certain system requirements, separate equipment or software as described in the supporting product documentation. This includes the download of the Companion App on the User’s own mobile devices. The User shall be solely responsible for procuring all system requirements, software and equipment required to access and use the Product Software. AR reserves the right to adjust these requirements at any time. AR is not responsible for problems, conditions, delays or failures ensuing from your non-compliance with the system requirements and/or related to User`s network connections or caused by the internet.

The Product Software may contain features designed to interoperate with third-party products or services. AR cannot guarantee the continued availability or interoperability of such features and may cease providing them without entitling Users to any refund, credit, or other compensation. AR does not endorse or support third party products or services, even if they are designated by AR as “compatible” or similar.

AR or third parties may make available third-party products or services, including connectors, add-ons, implementation or consulting services. Any procurement by User of such third party products or services is solely between User and the relevant third party, and the relevant third parties shall not be considered as agents, subcontractors or subprocessors of AR.

8. Limitation of Liability

Except in cases of gross negligence or willful misconduct, AR’s liability is disclaimed to the fullest extent permitted by law.

For the avoidance of doubt, AR will not be liable in particular for (i) indirect or consequential damages, including data loss, personal injury, or third-party claims arising from the use or misuse of the Product Software or (ii) any loss or damage arising from your reliance on the Product Software, or any other information provided through the Product Software; (iii) any damages resulting from the use of the Product Software in deviation from the user manual, safety instructions or in violation of applicable laws.

9. Exclusion of Warranty

AR does not make any warranties, and expressly disclaims all other warranties, guaranties, conditions, and representations, whether oral or written, expressed or implied, or arising by usage of the Licensed Technology including, but not limited to non-infringement, fitness of the Licensed Technology for a particular purpose, meeting User’s requirements, or satisfactory quality. AR does not warrant that the Licensed Technology will be provided uninterrupted or error-free.

10. Updates and Technical Support and Maintenance

AR may at its sole discretion modify, add or remove functionalities of the Product Software, suspend the services, perform any repairs and error corrections (“Updates”), maintenance and upgrades, especially if legally or commercially required, and expressly disclaims any liability caused to you for any loss or damage in this respect. Updates may be installed automatically without separate notice. Updates may also include minor improvements of the Licensed Technology.

Certain Updates, in particular those addressing safety, security or compliance issues, may be mandatory for continued use of the Licensed Technology.

AR intends to provide basic support for the Licensed Technology for the warranty term of the AR Products as granted under the GTCs. The current scope of the support services is outlined in Annex 1 -Technical Support and Maintenance. It may be changed unilaterally by AR at any time.

In the event of a discontinuation of the support services, AR will provide at least six (6) months’ prior notice.

11. Termination

The rights to use the Licensed Technology granted under this EULA are revocable and may be terminated by AR with immediate effect if you:

breach the user representation and warranties in Section 5 above;

violate the terms of this EULA; or

fail to pay applicable subscription fees for premium features and In-App Purchases for the Companion App.

Upon termination of the license, you are no longer permitted to use the Licensed Technology or any of its functionalities and must cease all use immediately.

Upon termination of this EULA, the User's right to use the Licensed Technology shall cease in accordance with Section 11 (b). However, termination of this EULA shall not affect the User's right to continue using the helmet as a passive protective helmet in its base configuration, without any electronic, or software-enabled functionalities. For the avoidance of doubt:

the helmet's passive safety protection features (e.g. impact absorption, retention system, visor) remain fully functional and are not dependent on the Licensed Technology;

following termination, all software-dependent features will be disabled and may no longer be accessed or used;

the ECE 22.06 certification of the helmet in its original configuration is not affected by the termination of this EULA;

AR's warranty obligations under the GTCs with respect to the physical helmet hardware shall continue to apply in accordance with their terms, irrespective of the termination of this EULA.

12. Force Majeur

AR is not liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to natural disasters, strikes, war, terrorism, pandemics, transport interruptions, import/export bans, or government actions. If the event lasts longer than 60 days, either party may terminate the EULA with written notice.

13. Data Protection

While using the Licensed Technology, AR will collect and process certain personal data. The processing of such data is subject to applicable data protection laws. For more information, please refer to the Privacy Policy.

14. Applicable Law and Jurisdiction

This EULA is governed by Swiss law. The Parties expressly exclude the application of the Vienna Convention on the International Sale of Goods.

The place of jurisdiction in the event of a dispute shall be that of AR’s registered seat.

The preceding choice of law and place of jurisdiction shall not apply if and to the extent that under the applicable laws you (i) are a consumer within the meaning of Swiss law or any other applicable legislation and (ii) are entitled to mandatorily invoke the application of another law and/or the jurisdiction of another court.

15. Modification of the EULA

AR reserves the right to modify this EULA from time to time. Material amendments will be communicated via the internet, by mail or any other appropriate means at least 30 days before they take effect. If you do not agree with the modified terms, you may terminate this EULA with effect as of the date the amendments become effective. Continued use of the Licensed Technology after the effective date shall be deemed acceptance of the modified terms.

16. Severability

If any provision of these EULA is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be replaced by a valid one that most closely reflects the economic intent of the original.

Annex 1 – Technical Support and Maintenance

Scope of Support

AR will provide the User with technical support and maintenance services for the Product Software (“Support Services”), covering:

• troubleshooting of errors, bugs, and malfunctions,
• assistance with configuration, operation,
• firmware and software update support,
• connectivity and device pairing support,
• account and data management inquiries,
• remote hardware diagnostics guidance, and
• general inquiries related to the functionality and performance of the Product Software.

Support Channels

AR will offer the following support channels:

• E-Mail: support@aegisrider.com
• Telephone Hotline: +41 44 505 77 44
• Mailing Address:
  Aegis Rider AG
  Riedthofstrasse 124
  8105 Regensdorf
  Switzerland

Support Hours

Support Services will be available during the following hours (excluding statutory holidays at AR’s seat):

• Monday to Friday, 09:00 – 17:00 CET

Supported Languages

AR will provide Support Services in the following languages:

• English
• German (Deutsch)
• French (Français)

Response Time Commitments and Resolution Targets

AR will use commercially reasonable efforts to respond to support requests from the User and to resolve issues within a reasonable timeframe, taking into account the severity and impact of the issue.

Exclusions

Support Services do not cover:

• issues caused by acts or modifications made by the User in violation of the EULA,
• problems arising from third-party software or hardware not provided by AR,
• training or consulting services beyond standard technical support.

Services excluded above in Section 6(a) may be provided by AR if separately agreed upon between the Parties, subject to an additional fee.