MASTER SERVICE AGREEMENT

Effective Date: 23 May 2025

This Master Service Agreement ("Agreement") is entered into as of the Effective Date by and between:

Leapfrog, registered with the Dutch Chamber of Commerce (KVK) under number 88372359, with its principal place of business at Mathenesserweg 18A, 3026HA, Rotterdam, Netherlands ("Leapfrog" or "Service Provider");

and

Client, the entity or individual identified at the time of payment or subscription, with the billing address provided during the transaction ("Client").

Individually referred to as a "Party" and collectively as the "Parties."

1. Scope of Services

1.1 Scope of Services: Leapfrog agrees to provide AI-driven user research synthesis services, including transcription, sentiment analysis, topic detection, and data clustering, as described in an applicable order form, statement of work, or Service Order ("Services"). Client may subscribe to multiple workspaces, with charges based on the number of active seats.

1.2 Modifications: Leapfrog may update the Services to improve performance, security, or functionality, provided that such updates do not materially degrade Client's use of the Services.

1.3 Third-Party Involvement: Leapfrog reserves the right to engage third-party providers for service functionality, analytics, transcription services, and user experience improvements. By accepting this Agreement, the Client acknowledges and agrees to the involvement of such third parties.

2. Fees and payment

2.1 Fees: The complete pricing is EUR 50 per person per month, as described in the applicable Service Plan and on the publicly available Pricing Page (https://leapfrogapp.com/pricing or as otherwise communicated by Leapfrog). Features, entitlements, and usage limits for both paying and non-paying users are as set forth in the applicable Service Plan or Pricing Page, which may be updated from time to time. All use of the Services is subject to a fair use policy and must be reasonable and non-abusive, as determined by Leapfrog in its sole discretion. Leapfrog reserves the right to modify features, entitlements, usage limits, and pricing by updating the Service Plan or Pricing Page. All fees are non-refundable. For enterprise plans, separate fees will apply, as negotiated specifically with the client.

2.2 Subscription Terms: Subscriptions are billed monthly, and Client may terminate the subscription with one month's notice. Payments for each workspace are processed separately. All payments must be made within 30 days of the invoice date.

2.3 Invoicing and Payment: Leapfrog will issue invoices for the subscription fees on a monthly basis, as set forth in the client's subscription details. Payments are due within 30 days of the invoice date. Failure to pay on time may result in service suspension or account termination.

2.4 Late Payments: Overdue amounts may incur interest at a rate of 1.5% per month, or the maximum rate permitted by law, whichever is lower.

2.5 Taxes: Fees exclude applicable taxes, including VAT, which the Client is responsible for paying unless an exemption is provided.

3. Term and termination

3.1 Term: This Agreement begins on the Effective Date and continues until terminated as provided herein.

3.2 Termination for Convenience: Client may terminate this Agreement at any time by either: Adjusting their subscription through their Stripe account, or Providing written notice of termination to Leapfrog. Upon termination, the Client's paid subscription will end, and the account will automatically transition to the free tier with any applicable limitations.

3.3 Termination for Cause: Either Party may terminate this Agreement upon material breach by the other Party.

3.4 Effect of Termination: Upon termination, Client shall cease use of the Services, and any outstanding fees shall become immediately due. If termination occurs after the trial period or during a subscription, the Client will be moved to the free tier after the trial extension.

4. Customer Obligations

4.1 Customer shall: Maintain accurate account and payment information; Ensure compliance with all applicable data protection laws; Use the Services only for lawful purposes.

4.2 Third-Party Access: Customer may not sublicense, resell, or otherwise provide unauthorized access to third parties, except as may be expressly agreed in writing by Leapfrog in a separate negotiated agreement.

5. Limitation of Liability

5.1 Acknowledgment and Risk: You acknowledge and agree that you use the Services at your own risk. The provision of the Services may be contingent upon or impacted by Third Party Inputs, such as third-party suppliers, subcontractors, or other external parties. Leapfrog shall not be responsible or liable for any failure, delay, or disruption in the Services, or any damage arising from circumstances beyond its reasonable control, including but not limited to Third Party Inputs.

5.2 Exclusion of Certain Damages: To the maximum extent permitted by applicable law, Leapfrog shall not be liable for: Any indirect, special, incidental, consequential, punitive, or cover damages (whether or not the Party has been advised of the possibility of such damages); Any loss of profits, revenues, business opportunities, goodwill, or anticipated savings, whether direct or indirect; Any loss, corruption, or damage to data, unless directly caused by Leapfrog's negligence or willful misconduct; Any liability arising out of third-party services or products that are not provided by Leapfrog, even if they interact with or are used in conjunction with the Services.

5.3 Limitation of Liability: Leapfrog's total liability for any claim arising from this Agreement, whether in contract, tort, or otherwise, shall be strictly limited to the greater of: (i) EUR 300, or (ii) the total amount paid by the Customer to Leapfrog for the Services during the twelve (12) months preceding the event giving rise to the claim. This limitation applies regardless of the nature of the claim or the legal theory under which it is brought.

5.4 No Liability for Third Party Inputs: Leapfrog shall not be held liable for any claims, damages, or losses resulting from or arising out of Third Party Inputs, including, but not limited to, third-party software, data, services, or any other external factors beyond Leapfrog's control. This includes any delay, failure, or disruption of the Services caused by or related to third-party actions, inactions, or events.

5.5 Indemnity and Customer Responsibility: You agree to indemnify, defend, and hold harmless Leapfrog from any claims, damages, losses, or liabilities arising from (i) your use of the Services, (ii) your breach of this Agreement, or (iii) any claims from third parties related to your actions. In addition, you are responsible for ensuring compliance with all applicable laws, including data protection and privacy laws, in your use of the Services.

5.6 Request for Corrective Action: If Leapfrog believes that there is a violation of this Agreement, including but not limited to a breach of the Acceptable Use Policy or any other policies, and that such violation can be remedied by you removing certain Customer Data or taking other action, Leapfrog may request that you take immediate corrective action. If you fail to take appropriate action, or if Leapfrog determines that there is a credible risk of harm to the Services, other customers, or third parties, Leapfrog may, at its sole discretion, take appropriate action, including disabling your account or suspending the Services.

5.7 Waiver of Liability: You waive and release Leapfrog from any liability arising from or connected to: Your acts or omissions or those of your authorized users; The unauthorized use of the Services by any third party, whether or not you are aware of or responsible for such use; Third-party goods, services, or materials that are not part of the Services provided by Leapfrog, including integrations, add-ons, or software not provided by Leapfrog; The unavailability or interruption of the Services for any reason, including failure, maintenance, or unplanned outages; Any event outside of Leapfrog's reasonable control, including but not limited to, acts of God, natural disasters, strikes, government actions, cyberattacks, or telecommunications failures.

5.8 No Warranty of Service Availability: Leapfrog does not warrant or guarantee that the Services will be uninterrupted, error-free, secure, or free from defects or that they will meet all of your specific needs. You acknowledge and agree that the Services are provided "as-is" and that Leapfrog makes no representations or warranties regarding their availability or performance.

5.9 Consumer Protection Laws: Nothing in this Agreement shall exclude or limit Leapfrog's liability for death or personal injury caused by Leapfrog's negligence or fraud, nor shall it exclude or limit liability in any way that would be prohibited under applicable consumer protection laws or other applicable laws.

6. Indemnity

6.1 Customer Indemnity: The Customer agrees to indemnify, defend, and hold harmless Leapfrog, its affiliates, directors, officers, employees, agents, and subcontractors (collectively, the "Indemnified Parties") from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: Any misuse or unauthorized use of the Services by the Customer or its employees, contractors, agents, or users; Any violation of applicable laws or regulations by the Customer in relation to the use of the Services; Any infringement of third-party intellectual property rights (including but not limited to copyright, trademark, patent, or trade secret violations) caused by the Customer's use of the Services, including any Customer Data or materials provided by the Customer; Any breach of confidentiality obligations by the Customer; Any claim or legal proceeding brought by a third party due to the Customer's actions, omissions, or violation of this Agreement.

6.2 Leapfrog Indemnity: Leapfrog agrees to indemnify, defend, and hold harmless the Customer and its affiliates, directors, officers, employees, agents, and subcontractors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: Any claim that the Services infringe upon a third party's intellectual property rights, provided that the Customer promptly notifies Leapfrog of any such claim in writing and cooperates with Leapfrog in defending such claim.

6.3 Procedure for Indemnification: In the event of any claim for which either party seeks indemnification under this section, the indemnified party must: Promptly notify the indemnifying party of any claim or suit; Allow the indemnifying party to control the defense and settlement of the claim; Provide reasonable assistance and cooperation in the defense of the claim at the indemnifying party's expense.

7. Governing Law

This Agreement is governed by Dutch law, and disputes shall be resolved exclusively in the courts of Rotterdam, Netherlands.

8. Acceptance of Terms

By accessing or using the Services, clicking "I Accept," or entering into an order, Customer agrees to be bound by this Agreement.

9. Dispute Resolution

9.1 Good-Faith Negotiation and Mediation: In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, both Parties agree to use their best efforts to resolve the issue amicably through negotiation and, if necessary, mediation. The Parties shall engage in good-faith discussions and, if unresolved, proceed with mediation under the Dutch Mediation Act or an alternative method agreed upon by the Parties.

9.2 Referral to Arbitration: If the dispute is not resolved through negotiation or mediation within 30 days after either Party has notified the other in writing, the dispute shall be referred to binding arbitration in accordance with the Dutch Arbitration Act. The arbitration will be conducted by a single arbitrator, appointed by the Netherlands Arbitration Institute (NAI) or another mutually agreed-upon arbitration body.

9.3 Arbitration Location and Language: The seat of the arbitration shall be in Rotterdam, Netherlands. The language of the arbitration shall be Dutch or English, as mutually agreed upon by the Parties.

9.4 Costs of Arbitration: The costs of the arbitration shall be borne equally by both Parties unless the arbitrator determines otherwise in the final award.

9.5 Urgent Relief: Nothing in this section shall prevent either Party from seeking urgent injunctive or equitable relief from a competent court of jurisdiction, including the District Court of Rotterdam, Netherlands, to prevent imminent harm or loss.

9.6 Binding Decision: The decision of the arbitrator shall be final, binding, and enforceable in any court of competent jurisdiction, including the courts of Rotterdam, Netherlands.

10. Amendments and Modifications

10.1 Right to Modify the Agreement: Leapfrog reserves the right to modify, amend, or update the terms of this Agreement, including but not limited to pricing, fees, service features, and any other conditions at its sole discretion. Such modifications may be necessary for business, legal, regulatory, or operational reasons.

10.2 Effect of Changes: Changes to the Agreement will become effective immediately upon posting and will apply to continued use of the Services. If there are any changes to fees or pricing, the Client will have the right to accept the changes by continuing to use the Services or terminate the Agreement.

10.3 Continued Use of Services: By continuing to use the Services after any such changes become effective, the Client is deemed to have accepted the updated Agreement, including the modified pricing and terms. If the Client does not agree with the changes, they may terminate the Agreement in accordance with the Termination provisions, without any further liability.

10.4 Client Responsibility: It is the Client's responsibility to regularly review the Agreement for any updates or changes. The most current version will always be available on our website.

11. Confidentiality

11.1 Confidential Information: Each Party acknowledges that in the course of performing this Agreement, it may have access to or be provided with confidential or proprietary information ("Confidential Information") belonging to the other Party. Confidential Information includes, but is not limited to, business, technical, and financial information, customer data, software, product specifications, and other materials disclosed in any form (whether oral, written, electronic, or otherwise).

11.2 Obligations of Confidentiality: Each Party agrees to: Keep all Confidential Information received from the other Party in strict confidence and take all reasonable measures to protect it from unauthorized access, disclosure, or use; Use the Confidential Information only for the purpose of performing obligations under this Agreement; Not disclose Confidential Information to any third party without prior written consent from the disclosing Party, except to employees, contractors, or agents who have a need to know and are bound by similar confidentiality obligations.

11.3 Exceptions: Confidential Information does not include information that: Was publicly known at the time of disclosure or becomes publicly known through no fault of the receiving Party; Was in the receiving Party's possession prior to disclosure without any obligation of confidentiality; Was independently developed by the receiving Party without reference to the disclosing Party's Confidential Information; Is disclosed pursuant to a legal requirement or valid court order, provided the receiving Party gives the disclosing Party prior notice, if legally permitted.

11.4 Return or Destruction of Confidential Information: Upon termination of this Agreement or upon written request by the disclosing Party, the receiving Party shall return or destroy all Confidential Information, including copies, in its possession.

12. Change of Control

12.1 Change of Control: In the event of a merger, acquisition, or other change of control of either Party, the affected Party shall promptly notify the other Party. The other Party may terminate the Agreement within thirty (30) days if they reasonably believe that the change of control adversely affects their interests or the Services being provided.

13. Publicity and Branding

13.1 Publicity and Use of Trademarks: Neither Party shall use the name, trademark, or logo of the other Party in any public communication, press release, or marketing materials without prior written consent. This includes any promotional materials, advertising, or public disclosure. Written approval must be obtained in advance for each instance where such use is desired.

14. Compliance with EU GDPR Laws

14.1 Compliance with EU GDPR: Both Parties agree to comply with the EU General Data Protection Regulation (GDPR) and any other applicable data protection laws. Leapfrog shall take appropriate measures to ensure that Client Data is processed securely and in accordance with the GDPR, especially when providing the Services. A separate Data Processing Agreement (DPA) may be entered into between the Parties to govern the specific processing and handling of personal data, where applicable.

15. Support Exclusivity for Enterprise Plan

15.1 Support Services: Support services, including technical assistance and troubleshooting, are exclusively available to Clients on the Enterprise Plan. These services are offered according to the Service Level Agreement (SLA) agreed upon during the subscription. Clients on non-enterprise plans may be subject to different support provisions, such as self-service options or limited access to support.

16. Data Protection and Sharing

16.1 Data Protection and Privacy: Leapfrog recognizes the importance of data protection and will handle Client Data with the utmost care and in compliance with applicable data protection laws, including GDPR. Leapfrog shall implement reasonable technical and organizational measures to ensure the confidentiality, integrity, and security of Client Data.

16.2 Sharing of Client Data: Client Data may be shared with third parties in limited circumstances to provide the best user experience, ensure optimal functionality, or comply with legitimate requests from auditing companies, governmental authorities, or as required by law. Leapfrog will ensure that any third parties receiving such data are bound by appropriate confidentiality and data protection obligations.

17. Intellectual Property (IP)

17.1 Ownership and License: Leapfrog retains all right, title, and interest, including all intellectual property rights, in and to the Services, any derivative works, and any improvements or modifications made to the Services during the term of this Agreement. Client shall not have any ownership interest in the Services or any of Leapfrog's intellectual property.

17.2 License to Use the Services: Leapfrog grants the Client a non-exclusive, non-transferable, limited license to use the Services solely for the duration of this Agreement and in accordance with its terms. This license is revocable upon termination of this Agreement.

18. Force Majeure

18.1 Force Majeure Events: Neither Party shall be liable for any delay or failure in performance under this Agreement (other than payment obligations) caused by events or circumstances beyond its reasonable control, including but not limited to: Natural disasters (e.g., earthquakes, floods, wildfires); Acts of war, terrorism, or civil disturbance; Governmental actions, laws, regulations, or orders; Strikes, lockouts, or other labor disputes; Cyberattacks, system failures, or network outages; Epidemics or pandemics (e.g., COVID-19); Failures of third-party service providers or suppliers.

18.2 Notification: In the event of a Force Majeure event, the affected Party shall promptly notify the other Party in writing, describing the nature of the event, the expected duration of the disruption, and any steps being taken to mitigate its impact. The affected Party shall use reasonable efforts to resume performance as soon as practicable.

18.3 Termination Rights: If a Force Majeure event continues for a period of 30 days or more, either Party may terminate this Agreement upon written notice to the other Party. In such case, neither Party shall be liable for damages arising from such termination, except for payment obligations incurred prior to the event.

19. Relationship with Terms of Use

19.1 Supremacy of the MSA: The terms of this Agreement (Master Service Agreement) shall govern the relationship between Leapfrog and the Client, superseding and overriding any conflicting provisions in the Client's Terms of Use (ToU), except where explicitly agreed otherwise in writing.

19.2 Incorporation of Terms of Use: This Agreement may reference certain aspects of the Terms of Use, but in the event of any inconsistency or conflict between this Agreement and the Terms of Use, the terms of this Agreement shall prevail.

By using the Services, you agree to be bound by this Agreement. If you have a subscription plan, you agree to the Service-specific terms outlined in this Agreement.