Table of contents

Terms and conditions

These terms and conditions (“Terms of Use“) govern the rights and obligations of all registered users (“User“ or “Users“) in connection with the use of Worcon platform and the www.wor-con.com website of all its subpages, content, functions and services (“Website“). Where applicable, these Terms of Use will differentiate between users registered as customers, users registered as manufacturers and users registered as suppliers.

Tridero Tech d.o.o., Ilovac 2, 47280 Ozalj, Croatia, VAT:HR58357395336 (“Tridero Tech”) is the owner and operator of the website and a contractual partner to the user.

1. Additional terms and conditions

1.1. In addition to these Terms of Use, Tridero Tech may agree further terms and conditions with users. In that case, the provisions of the specially agreed terms and conditions shall prevail.

1.2. In particular, consent to additional agreements or licenses for the use of certain features or software may be requested, provided that such agreements / licenses are legal and the consent is reasonable for the User.

1.3. Terms and conditions regarding the website that deviate from them and / or that are in any other way contradictory, Tridero Tech expressly rejects, including the provision of services in individual cases, without the user objecting to the terms.

1.4. The descriptions of Tridero Tech services on the Websites, in brochures and in comparable promotional materials do not constitute any warranty or guarantee as to their nature, nor any other type of warranty.

2. Restriction on adults

2.1. Beneficiaries must be 18 years of age or have parental or legal guardian approval. They confirm this by registering for this service.

2.2. Tridero Tech reserves the right to require users to properly confirm these terms.

3. Restriction for business customers

3.1. A business buyer (or “entrepreneur”) is a natural or legal person or a legally responsible partnership that performs its commercial or independent professional activity when concluding legal transactions.

3.2. For the purposes of these Terms of Use, a private buyer (or “consumer”) is any natural person who enters into a legal transaction for purposes that are predominantly outside his trade, business or profession.

3.3. The website offers a market for additive and CNC suppliers, manufacturers and buyers. It serves as a partner platform for additive and CNC suppliers, manufacturers and customers (collectively referred to as “users“), allowing them to place interactive ads (jobs) on the website and using intelligent filters to help them gather. In addition, users have the right and obligation to create a company profile on the website, respecting the requirements regarding the form and content as prescribed in each case by Tridero Tech.

3.4. Private use of Tridero Tech's services is prohibited. By using Tridero Tech's services, Users declare that they are business customers, not private customers. Tridero Tech reserves the right to confirm that the User is not a private customer (eg by checking the address data, registration of his company or his VAT identification number).

4. Changes in the scope of service of Tridero Tech

4.1. One of the key aspects of Tridero Tech's services is the constant development of the website. This development implies possible adjustments to technical and legal progress and respect for user expectations in the use of the website.

4.2. In connection with continuous development, Tridero Tech is allowed to change the website as well as its functions without creating a defect or defect, as long as this change is reasonable and does not jeopardize the purpose of the contract. This is especially the case when:

Changes that benefit the User;

If it is a matter of adapting services to the applicable law in order to create compliance, especially if the legal situation has changed;

If a change is required for Tridero Tech to comply with judicial or administrative decisions;

If a change is required to close existing security gaps;

If the change is exclusively a technical or process structure without significant impact on the User;

Changes without significant impact on functions do not count towards changes in this regard. This is especially true for visual changes and simple changes in the order of functions.

4.3. Tridero Tech informs that access to freely available functions is not guaranteed. Any restrictions can only be enforced if they are reasonable.

5. Conclusion, duration and termination of the Contract (Subscription)

5.1. The agreement with and between Tridero Tech and the User (“Agreement“ or “Subscription“) is concluded after Tridero Tech activates the specified login information.

5.2. Contracts that are subject to the obligation to pay (“Subscription(s)) are initially kept for the period reserved by the User in accordance with the price list. After this period, the subscriptions are automatically renewed for the same period if the user in the settings before the end of the period in the company profile does not select the setting ‘Cancel this subscription’. If the subscription is terminated within the prescribed period, the free subscription will start.

5.3. Contracts that are not subject to payment obligations (“Free subscription (s)“) are concluded for an indefinite period. The User may terminate the Free Email Subscription at any time, subject to a notice period of one month to the end of the specified month. The date of transmission of the notice by e-mail is crucial to determine compliance with the deadline.

5.4. If the User, by providing his payment information, chooses the Subscription during the Free Subscription, then the immediately previous contractual period is extended by the full term of the Subscription.

5.5. Tridero Tech is authorized to terminate the Agreement or Subscription with immediate effect without prior notice to the User and to block the User's access to the Website if Tridero Tech cannot expect the Agreement to comply with the Agreement to a reasonable extent. This applies in particular if the User intentionally or negligently violates these Terms of Use and / or other applicable laws. In certain special cases, such termination may also be allowed without giving a reason.

5.6. The right of both parties to extraordinary termination of the Agreement or Subscription for justified reasons remains unchanged.

6. Registration

6.1. By registering at Tridero Tech, the User concludes an Agreement regarding the use of the Website, which is provided with access using login data of their choice or assigned to them (username and password). By registering to use the website, the user undertakes to use the website exclusively in accordance with these Terms of Use.

6.2. The user is obliged to provide accurate and complete information about the user during registration. This applies in particular to company name, street, postcode, city / town, country, contact name, gender (for forms of address to the gentleman / lady), telephone number and e-mail address as well as value added tax identification number (“VAT identification number “) or any other unambiguous identification of the company for tax purposes that is legally required or otherwise required for national or international transactions between companies or business partners (“ User Information “). Tridero Tech has the right to require the User to present documents confirming the authenticity of the User Data without undue delay.

6.3. The User is obliged to regularly update all user data and all documents submitted for publication on the Website as long as the Agreement is in force in accordance with these Terms of Use. This applies in particular to the user details set out in section 6.2. The user is able to make any necessary changes using the features available on the Tridero Tech website.

6.4. The user assumes sole responsibility for the content of his registration and for the user details given in this context. The user provides security in the veracity of user data. Providing false information will result in immediate termination of the Agreement and blocking access to the Website, provided that this is reasonable and not objectively inappropriate for the User, taking into account the significance of the incorrect information and the intention of the User.

7. Application Details

7.1. The user is prohibited from disclosing his login details to third parties. The User may disclose the details for registration of his employees for official and proper business purposes if the User obliges these employees to respect and abide by these Terms of Use.

7.2. The user is advised to choose a secure password based on the latest technology and, in his own interest, to take all necessary steps to protect the password from unauthorized disclosure and use.

7.3. The user is obliged to notify Tridero Tech without undue delay if he suspects, believes or knows that his unauthorized third parties have used it for unauthorized access to the Website. If Tridero Tech suspects that user login information has been used without authorization, Tridero Tech reserves the right to take the necessary steps, in particular to prevent access to the site with the login information in question, either temporarily or permanently. If, due to the User's fault, third parties use the login data illegally, the User is liable for all losses incurred and must reimburse them accordingly. The costs incurred as a result of such use shall be borne by the User.

8. Fees, use of paid version, billing, payment terms

8.1. Using a free subscription is free; use of the Basic, Standard and Premium Subscription are charged. The duration of the subscription, the period of payment of the subscription as well as the method of payment are in accordance with the pricing policies communicated to the user before entering the subscription (price table).

8.2. All reported prices, unless otherwise stated, exclude VAT and other taxes and duties that must be paid under legal provisions (e.g., withholding tax). If, according to the relevant legal regulations, there is a right of choice regarding the registration and payment of appropriate taxes and duties, these obligations will be the responsibility of the User. If Tridero Tech is subject to any additional taxes or duties, the User will indemnify Tridero Tech against such taxes or duties or will return them to Tridero Tech if such compensation is not possible. To the extent that Tridero Tech is required to collect U.S. sales tax in any United States state or goods and services tax in India, the resulting obligations regarding the procedure and payment of taxes are not transferred to the customer.

8.3. Fees are paid in advance to cover a specific billing period. Unless otherwise indicated, invoices are due within two weeks of the invoice date.

8.4. Tridero Tech reserves the right to transfer invoices and reminders to pay electronically (e.g. by email).

8.5. The paying user (“Basic subscription“) can settle the invoices in accordance with the payment methods offered in the price list.

8.6. If the services are subject to payment and are subscribed for a fixed period of time, fee adjustments are only allowed after the expiry of the subscription (eg at the end of the relevant payment period). Changes to the fees take effect if Tridero Tech notifies the user of the relevant change in the fee and has not received any written termination of the subscription from the user within two weeks of such notification. In its notice to the customer, Tridero Tech will notify the customer of the complaint period and the consequences of the complaint failure.

8.7. If the User misses the default payments, Tridero Tech reserves the right to refuse to fulfill due services and restrict the User's access to his account until all accounts have been settled. In such cases, Tridero Tech will notify the user seven business days in advance to ensure sufficient time to resolve the default. Other legal and contractual rights of Tridero Tech remain unchanged. Such account limitation may not occur if it would be inappropriate and / or unreasonable in the circumstances. The account limit does not affect Tridero Tech's financial claims. After the due payments are settled, the User Account and its functions will be re-enabled. Tridero Tech reserves the right to restrict user access and as a more lenient remedy, provided that Tridero Tech has the right to immediately terminate the contract under these Terms of Use.

8.8. Costs incurred in reversing a transaction (eg due to lack of coverage), due to incorrectly sent user data and / or reminders of overdue receivables will be charged to the user's account. Tridero Tech will only claim for directly incurred or statutory costs (e.g., material costs and fees paid for third party services, such as postage or reimbursement).

8.9. Offsetting is possible only in the case of a claim that has already been recognized or determined by a relevant other party in a court order. Retention of rights can be exercised only for claims arising from the relevant contract.

Payment

Worcon offers free and paid subscriptions. After registering for a paid Worcon subscription, you will be asked for payment information and you will need to pay by credit card as a payment method. The cost of using our sites and services may vary depending on the license you are purchasing. Make sure you understand the price and terms of payment when making a payment. If you are purchasing a monthly plan, keep in mind that your credit card will be automatically charged monthly without any additional notice. We reserve the right to raise monthly prices at any time; However, we will provide you with a notice of the increase in fees. You can cancel your account with us at any time that will stop new payment for service subscription. However, refunds are not approved for prepaid subscription payments to the service.

If you cancel your subscription, you still have access to a premium subscription until the end of the paid period. When your paid period finishes, the premium account becomes inactive.

Worcon may offer certain services that are billed on a recurring basis. If you choose to purchase such services, you authorize Worcon to charge your payment method on a recurring basis for the duration of the subscription period. You may cancel your subscription at any time through your Worcon account settings.

Worcon will use Stripe as the payment processing service to facilitate payments made by you for the services provided by Worcon. You agree to pay all charges incurred on the Worcon platform in connection with your use of the services. Payment shall be made in accordance with the rates and charges set forth on the platform at the time of purchase. Worcon reserves the right to change the rates and charges for the services at any time.

Billing

Worcon will issue a receipt for each transaction that occurs through the platform, which will be sent to you via email. If you believe that there has been an error in your billing, please contact Worcon as soon as possible to resolve the issue.

Stripe Integration

Worcon uses Stripe to process payments and to manage recurring charges. By using the Worcon platform, you agree to be bound by Stripe's terms of service, which can be found at https://stripe.com/en-se/legal

Age limitations

Worcon and its services can only be used by persons over the age of 18.

Disputes

If you have any issues or disputes related to Stripe, please contact Stripe customer support directly.

Electronic communication

By visiting www.wor-con.com you communicate electronically. By doing so, you agree that all agreements, notices, notices and other content submitted to you electronically comply with legal frameworks as if they were made in writing.

Method of submitting consumer complaints

In accordance with the Consumer Protection Act, we inform consumers that complaints about the quality of our services can be submitted in writing to: Tridero Tech d.o.o. Ilovac 2, Ozalj 47280, Croatia or with e-mail: complaints(at)wor-con.com.

The answer to your complaint will be provided in writing no later than 15 days from the date of receipt of the complaint.

Questions and proposals

Questions about the Terms of Service should be sent to us at complaints@wor-con.com or at Tridero Tech d.o.o. Ilovac 2, 47280 Ozalj, Croatia.

You can also contact us on weekdays from 7:00 to 23:00 (GMT + 1) by telephone.

Disclaimer of responsibility

Tridero Tech d.o.o. will endeavor to ensure the maximum accuracy of the information and data contained on this website but fully disclaims any liability for the accuracy and/or completeness of any information and content found on www.wor-con.com.

9. User Ads

9.1. Tridero Tech offers users the opportunity to present themselves and their company using the profile offered by Tridero Tech. All users are authorized to create production requests (“Ads“), but only paying users have the right to submit bids. The user may use data, copies, images, videos, etc. (“Content“) for this purpose. If, contrary to these Terms of Use, unpaid users submit bids on the platform or through the platform, Tridero Tech reserves the right to take all appropriate necessary actions.

9.2. Tridero Tech does not accept any responsibility for any other communication (communications) and / or contracts, arrangements, agreements or obligations exchanged or concluded between the users between them (“Other Contracts“). Irrespective of the legal basis, claims regarding and between other contracts reached by and between users exist exclusively between those beneficiaries of other agreements and do not explicitly include Tridero Tech and / or Tridero Tech's partner in relation to the website (“website partner“)). The user has the right to post, deactivate or delete ads on the site at any time using the relevant functions.

9.3. Tridero Tech has the right to use the Content of the advertisement in accordance with the law for the purposes of market analysis and user behavior. In this regard, reference is made to the privacy policy.

9.4. The user must ensure that he has all the necessary rights to the Content that are displayed or made available on the website.

9.5. Tridero Tech is free to block the Content made available by the User if there is a suspicion that the said Content is in violation of the law or these Terms of Use or violates the rights of third parties. The suspicion is justified if the User is subject to regulatory, civil or criminal investigations in relation to the Content he has provided. Tridero Tech may maintain a blockade of the Content of such user until it is determined to be suspected for no reason. Tridero Tech reserves the right to first verify the Content of such users using publicly available channels before activating the login details of said user and to reject such Content if necessary.

10. Ratings

10.1. Tridero Tech provides users with the ability to rate other users and / or their services. Ratings can also be aggregated and displayed as total rating. Tridero Tech reserves the right to introduce features that can also be used to evaluate reviews (eg according to utility aspects).

10.2. Ratings may only be conducted within the functions provided for these purposes and in accordance with their requirements and any deadlines (e.g. to submit or respond to ratings from other users). Changes are exempt, unless required by the evaluation functions or required by law. Tridero Tech points out that this is an internal evaluation process within Tridero Tech, and not a generally valid, independent seal, test, or similarly objective external evaluation method. Tridero Tech is not responsible for statements or advertising measures made by users with respect to ratings.

10.3. Ratings must be awarded in accordance with legal requirements. This especially means that the facts and figures expressed in the assessments must be true. Furthermore, insult or violence, ie unreasonable expression of opinion that is inappropriate in view of the criticized actions and facts and aimed at discrediting other users or their performance, is not allowed. Ratings must also relate to the contact and business transactions associated with Tridero Tech and must not take into account external criteria such as political aspects. Furthermore, it is not permitted to encourage other users or third parties to submit ratings, for example through payment, discounts or other direct or indirect benefits.

10.4. Tridero Tech is not obligated to review reviews prior to publication, but reserves the right to delete reviews that are illegal, i.e. that violate the law or the terms and conditions of Tridero Tech. Tridero Tech has the right to delete reviews if objective evidence, indications or facts generally support the view that the relevant review is illegal. If the facts indicate that it is necessary, Tridero Tech may request the author of an inappropriate assessment to within a reasonable time (the period is usually three working days) and may publish the objected assessment for as long as this period lasts and an assessment of the response. Tridero Tech wishes to point out that the decision to delete ratings will be made in an appropriate manner and on the basis of objective criteria, taking into account the interests of both the ratings and the rated users. However, no court-like evidence and decision-making process can be guaranteed. In controversial cases, users are referred through regular legal proceedings to resolve mutual claims. Tridero Tech reserves the right to provide information about the authors of illegal ratings in order to protect the rights of other users or the rights of Tridero Tech in relation to authorities, courts or other prosecutors, in accordance with legal requirements.

11. Illegal use, suspension

11.1. Users may use the Website only in a manner that or for purposes not inconsistent with these Terms of Use or the law as applicable or does not infringe the rights of third parties. In this regard, the User undertakes in particular:

not to use the Website to post defamatory, obscene or otherwise illegal material or similar information;

will not insult, harass or slander other users;

not to infringe the copyrights, trademarks or industrial property rights of other users or third parties by using the Website;

not to send spam;

send e-mail to other users solely for the purpose of production requests or to publish production offers;

not transmit data to a website that contains malware or a virus;

not to transfer data to the website containing software that is protected by copyright and / or any other materials protected by copyright if the User does not have the appropriate rights or has not received the necessary consent from the holder of these rights;

not to use the website to trade in goods and / or services that do not comply with import-export regulations, including security regulations.

11.2. Tridero Tech is free to take the necessary steps in the event that the User intentionally or negligently violates these Terms of Use or applicable law. In the event of minor breaches, these necessary steps may only be a warning issued by Tridero Tech to the user to violate the Terms of Use, applicable regulations or the concept of good faith and trust or good conduct. The largest violations may result in a temporary or complete suspension of access to the user's website or that Tridero Tech has the right to terminate the contract without notice.

12. Website availability

12.1. Tridero Tech makes every effort to avoid the site being restricted or disrupted, and excluded, interrupted or otherwise obstructed (“Interruptions”) if technically possible and technically controlled by Tridero Tech. Based on the current state of communication technology, however, Tridero Tech cannot completely eliminate or prevent interference. This applies to all content and modes of transmission outside the sphere of influence of Tridero Tech, and in particular to cases of force majeure. In the event of interference for which Tridero Tech is responsible and liable, Tridero Tech's liability is based on sections 14 and 15 of these Terms of Use.

12.2. The maintenance and further development of the website may result in temporary interruptions. Tridero Tech will ensure that the duration and scope of such interruptions are limited to a level that is reasonable for the user.

12.3. Tridero Tech uses technical safeguards to protect its systems from malware and unauthorized third party content (such as viruses, Trojan horses, spam, and other malware). This includes the use of filter systems wherever they are particularly useful for the protection of telecommunications and data processing systems.

13. Warranty and damages

13.1. To the extent practicable in the ordinary course of business, customers must check Tridero Tech's services without undue delay and must notify Tridero Tech of any deficiencies without undue delay. Defects must be reported without undue delay, giving an understandable presentation of the symptoms of the error, if possible with evidence in writing, screenshots or other documents illustrating the deficiencies in writing (emails will suffice). The legal obligation to inspect users and the duty to report deficiencies remain unchanged.

13.2. Claims for damages are subject to the qualifications set out in section 14.

13.3. Defective claims will not be valid in the event of a negligible deviation from the agreed or assumed quality or in the event of a negligible impairment of the usability of Tridero Tech's services in accordance with the purpose of the Agreement. Tridero Tech does not specifically take responsibility for:

inaccurate information from the user regarding user data provided during registration or other data transmitted by the user to the website or otherwise provided in any other way;

uninterrupted availability of the website or possible interruptions, interruptions or malfunctions related to the system or network in the installations or services of the website, if they are outside the area of influence of Tridero Tech; especially not for errors due to force majeure or failure of communication networks and gateways;

minor malfunctions on the site;

unauthorized acquisition or use of personal third party data (for example due to unauthorized access as a result of database hacking), provided that Tridero Tech is not found guilty and there is no legally or contractually liable liability;

guarantees of any kind given by the User to other Users;

the correctness or completeness of user data or other data that the user has uploaded to the website or provided in any other way;

user development.

13.4. The statute of limitations for the realization of the request for deficiency is 6 (six) months.

13.5. By accepting these Terms of Use, Customer agrees to indemnify Tridero Tech at Tridero Tech's first request against all claims and costs claimed by other Users arising out of willful or negligent violation of these Terms of Use or the law by Customer as applicable.

14. Liability and damages

14.1. Tridero Tech accepts liability only in accordance with the following provisions of this Agreement. Liability is otherwise excluded.

14.2. Tridero Tech shall be liable without limitation for damages intentionally caused or through gross negligence committed by Tridero Tech, its legal representatives or employees of the Management Board and for damages intentionally caused by other alternate agents. Liability for gross negligence of other deputies is regulated by the provisions on light negligence prescribed below.

14.3. Tridero Tech shall be liable without limitation for damages relating to injury to life, body or health caused intentionally or negligently by Tridero Tech and its legal representatives or agents. Tridero Tech is liable for damages resulting from insufficiently secured attributes up to the amount covered by the purpose of the warranty, which was observed for Tridero Tech after giving the certificate.

14.4. Tridero Tech is liable for damages for breach of cardinal obligations by Tridero Tech, its legal representatives or agents. Cardinal obligations are material obligations that form the basis of this Agreement, and which were crucial in concluding the Agreement and on the execution of which the User may rely. If Tridero Tech violates these cardinal obligations due to slight negligence, its liability is limited to compensation for foreseeable and typically incurred damages (“Typical Damage“). Typical damages are generally limited to a defined amount. In this case, the usual damages are limited to HRK 1,000.00. This does not apply if in individual cases this restriction is inappropriate from a capital perspective.

14.5. Notwithstanding the liability provisions of these Terms of Use, Tridero Tech will not be liable for data loss if damage could have been prevented had the User fulfilled its data backup obligations. In any case, the User must accept the contribution of negligence. In the event of termination, the User is responsible for backing up his data in advance.

15. Amendments to the Terms of Use

15.1. Tridero Tech reserves the right to amend these Terms of Use with future effect at any time, subject to the following procedure. Tridero Tech will notify the User of any changes no later than 3 (three) weeks before the planned effective date. The user may object to the amendments within 3 (three) weeks of receiving the said notice.

15.2. If the User does not object to Tridero Tech or if the User explicitly accepts the amendments, the amendments shall enter into force on the date of entry into force. If the User lodges a complaint in time, Tridero Tech may decide to continue the Agreement with the Terms of Use as they exist or, upon receipt of the complaint, may terminate the Agreement subject to a notice period of 1 (one) month starting from the end of the termination month. When notifying the User of proposed amendments, Tridero Tech must also inform the User of its right to object, the notice period to be respected, the consequences of the complaint and the consequences of allowing the notice period to pass.

15.3. Tridero Tech is specifically authorized to change the Terms of Use in the following cases:

if the amendment serves to bring the Terms of Use into line with applicable law, in particular if the applicable legal situation changes;

if the change of Tridero Tech serves to comply with mandatory court or official decisions;

if new services on a part of the website or elements of the service, as well as technical or organizational processes require a description in the Terms of Use;

if the change is only beneficial to users.

16. Place of jurisdiction and applicable law

16.1. The legal relationship between Tridero Tech and the User is subject exclusively to the laws of the Republic of Croatia - excluding supranational law and international and supranational referral law that does not refer to the substantive law of the Republic of Croatia. Consent to the applicable law will also apply if the user's registered office and residence are abroad.

16.2. The place of fulfillment is the business place of the company Tridero Tech in Ozalj in the Republic of Croatia. The exclusive seat of jurisdiction for all disputes related to or related to the Agreement is the seat of Tridero Tech in Ozalj in the Republic of Croatia, for which the court in Karlovac has jurisdiction. Tridero Tech reserves the right to apply for a claim in the place of legal competence of the User.

16.3. The User may transfer claims against Tridero Tech relating to this Agreement only to third parties with the approval of Tridero Tech in writing.

16.4. If one or more provisions of these Terms of Use become or become invalid, this will not affect the validity of the remaining provisions, unless the provision of validity of the remaining Terms of Use is mandatory prescribed by law. Instead, in accordance with the supplementary interpretation of the contract, the null and void provisions will be replaced by the agreement closest to the commercial purpose that the parties pursue with the null and void provision. The same applies to bridging all legal gaps.

17. NDA (NON – DISCLOSURE AGREEMENT)

Recitals

The contracting parties are considering all collaboration information confidential. Prior to such collaboration it may be necessary for Tridero Tech d.o.o. to make available to the COMPANY certain confidential information. In order to protect Tridero Tech d.o.o., such confidential information should be subject to a general obligation of secrecy and confidentiality. This obligation shall also apply in the event that the contemplated collaboration does not materialize.

17.1. Definitions

INFORMATION shall be any confidential information exchanged orally, in writing or by any other medium regarding the area referred to in the Recitals. This shall include, but not be limited to, data, drawings, designs, drafts, sketches, plans, descriptions, specifications, measurement results, calculations, experience, methods, processes, samples, models, specimens, knowledge, procedures and transactions including secret know-how and any applications for intellectual property rights not yet published.

17.2. Pledge of Confidentiality

The COMPANY or their related companies undertake to hold in confidence any and all INFORMATION which she received by Tridero Tech d.o.o., and not to disclose such INFORMATION, in whole or in part, to third parties. The COMPANY undertake to take the necessary steps to prevent third parties from obtaining knowledge of such INFORMATION. In particular, the COMPANY undertake to provide access to such INFORMATION only to those employees who are obliged to observe this pledge of confidentiality. The pledge of confidentiality shall apply also to group companies, licensees or other third parties. If COMPANY wishes to disclose INFORMATION to companies affiliated with COMPANY, COMPANY shall inform Tridero Tech d.o.o. prior to disclosing INFORMATION, and shall ensure that those affiliated companies comply with the provisions set forth in this Confidentiality Obligation.

17.3. Exclusions from the Pledge of Confidentiality

• was known to the COMPANY prior to its disclosure, or

• was known to the public or was generally available prior to its disclosure, or

• became known to the public or became generally available after disclosure through no wrongful act or omission on the part of Tridero Tech d.o.o., or

• corresponds essentially to information which was disclosed or made available to the COMPANY at any time by a third party who had the legal right to disclose the information to the COMPANY, or

• was developed independently by the COMPANY without knowledge of the INFORMATION, or whose development was commissioned by the COMPANY without knowledge of the INFORMATION. The burden of proof to establish whether or not the above exclusions apply shall lie with the COMPANY

17.4. Limitation of Use

The COMPANY undertake to use the disclosed confidential INFORMATION only for evaluation of a potential academic and/or commercial use. Nothing contained in this agreement shall be construed as granting or conferring any license and/or other rights of use of one party in and to the other party’s confidential information, whether explicitly or otherwise. Unless otherwise provided for in a separate agreement, the COMPANY undertakes in particular not to exploit the mutually exchanged INFORMATION and not to apply for intellectual property rights therefore except with the specific written authorization of Tridero Tech d.o.o. In the event of subsequent research, development and/or other agreements, any rights, licenses, and other rights of use in and to the confidential information will be provided for separately.

17.5. Handling of INFORMATION

Any written materials, drawings, designs, other documentation, samples, models, data storage media, materials, specimens, etc. which incorporate INFORMATION and with which Tridero Tech d.o.o. has been entrusted to the COMPANY shall remain the property of TRIDERO TECH D.O.O.. COMPANY upon receipt of a written request by Tridero Tech d.o.o., undertakes to return such materials to Tridero Tech d.o.o.. without delay and to destroy any copies thereof. The COMPANY understand and agree that the one which violates trade secrets will be held liable for compensation for damages.

17.6. Agents

The COMPANY undertake to ensure that their employees and other persons who obtain knowledge of the INFORMATION exchanged by Tridero Tech d.o.o. shall be bound by the same obligations as the COMPANY by herself. To the extent legally possible, such obligations shall remain effective even after termination of their employment.

17.7. Limitation of Obligations

No obligations shall arise from this agreement for Tridero Tech d.o.o. to provide specific INFORMATION to the COMPANY, to use the INFORMATION so provided in a product, to warrant the accuracy, usability and/or completeness of the INFORMATION provided, and/or to grant to the COMPANY licenses in and to intellectual property rights or copyrights beyond the right of use provided for in this agreement. Further, Tridero Tech d.o.o. does not warrant that the application or use of INFORMATION does not infringe upon third party rights nor that such application or use will not result in other damage. Tridero Tech d.o.o. shall not be liable for damage caused by infringement upon third party rights or other damage.

17.8. Term of the Agreement

The obligation of the parties under this Agreement shall terminate on the fifth anniversary of the date of this Agreement.

17.9. Applicable Law

This agreement shall be governed exclusively by the laws of the court which is responsible for the head office from Tridero Tech d.o.o.. This shall not apply if an exclusive venue is prescribed by statute.

17.10. Formal Requirements

There shall be no supplementary agreements. Any alterations, modifications, amendments or supplements must be in writing. This shall also apply for a waiver of the written form requirement.

17.11. Severability

Should any provision of this agreement be or become invalid or should there be a gap in the agreement, this shall not affect the validity of the remaining provisions. Instead of the invalid provision such provision shall be deemed agreed upon that comes as close as possible to the parties’ economic intent; the same shall apply for any gaps.