C.R. Onsrud, Inc. End-User License Agreement

This End-User License Agreement (“Agreement”) is a legal contract between you, as either an

individual or entity, and C.R. Onsrud, Inc. (“Onsrud”).

READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE

DOWNLOADING, INSTALLING, OBTAINING A LICENSE KEY, OR OTHERWISE

ACCESSING ONSRUD’S PROPRIETARY SOFTWARE, “OSYNC” (the “SOFTWARE”).

THE SOFTWARE IS COPYRIGHTED AND IT IS LICENSED TO YOU UNDER THIS

AGREEMENT, NOT SOLD TO YOU. BY DOWNLOADING, INSTALLING, OBTAINING

A LICENSE KEY, OR OTHERWISE ACCESSING THE SOFTWARE, YOU

ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU

UNDERSTAND THE TERMS OF THIS AGREEMENT, AND THAT YOU ACCEPT AND

AGREE TO BE BOUND BY ITS TERMS. BY DEFAULT, UPON DOWNLOADING,

INSTALLING, OBTAINING A LICENSE KEY, OR OTHERWISE ACCESSING THE

SOFTWARE, YOU CONSENT TO ONSRUD COLLECTING USER AND TECHNICAL

DATA AND RELATED INFORMATION THROUGH FLEET LEARNING

IF AT ANY TIME YOU ARE NOT WILLING TO BE BOUND BY THE TERMS OF THIS

AGREEMENT, YOU SHOULD CLICK SETTINGS>PREDICTIVE ASSISTANT>DATA

SHARING WITHIN THE SOFTWARE AND CHECK THE APPROPRIATE BOXES IN

ORDER TO OPT OUT OF FLEET LEARNING.

THE MOST RECENT VERSION OF THIS AGREEMENT CAN BE FOUND ON THE

ONSRUD WEBSITE AT www.cronsrud.com/osync/EULA.html.

1. License.

1.1. License Grant. Subject to the terms and conditions of this Agreement, Onsrud

hereby grants to you a PERSONAL, non-exclusive, non-transferable, non-assignable right to use

the Software. The Software includes any updates, enhancements, modifications, revisions or

additions to the Software made by Onsrud and made available to end-users. Notwithstanding the

foregoing, Onsrud is under no obligation to provide updates, enhancements, revisions or

additions.

1.2. Scope of Use. You may use only one copy of the Software on a single authorized

machine owned, leased or controlled by you, at a single time, unless licenses for multiple copies

of the Software are purchased for multiple machines. The Software may not be used on, or

copied to multiple machines without express written authorization from Onsrud.

1.3. Copies and Modification. You may not reverse engineer, decompile, disassemble

or otherwise translate the Software you have obtained. You may not modify or adapt the

Software that you have obtained. Except as expressly authorized by Onsrud, no copies of this

Software, or any portion of this Software, may be made by you or any person under your

authority or control.

1.4 Assignment of Rights. You will not sublicense, lease, rent or lend your rights to

the Software as granted by this Agreement without prior written consent of Onsrud. Any

assignment in violation of the foregoing shall be void and of no effect.

1.5 Sale of Onsrud Machine. Prior to you receiving your Onsrud machine, the

Software has been installed within the machine during its production. As such, any subsequent

transfer, loan or sale of the machine by you will also transfer the Software therewith. In

accordance with the provisions contained herein, Onsrud must provide express written

authorization prior to any such transfer, loan or sale of your Onsrud machine. Should you

transfer, loan or sell your Onsrud machine without receiving express written permission from

Onsrud, then you shall defend and indemnify Onsrud and its officers, directors, employees and

stockholders from and against all claims, actions, suits, demands, damages, obligations, losses,

settlements, judgments, costs and expenses which arise out of or relate to the subsequent

purchaser’s use of the Software, including, but not limited to, the collection of system

information.

2. Intellectual Property and Confidentiality.

2.1. Proprietary Rights. You acknowledge that the Software and any accompanying

documentation are proprietary to Onsrud, and the Software and any accompanying

documentation are protected under United States copyright and other intellectual property laws

and international treaties. Except for the limited license expressly granted herein, this

Agreement does not grant you ownership or any right or interest in the Software or

accompanying documentation. Further, any and all patents or trademarks used in connection

with the Software or accompanying documentation are owned by Onsrud. This Agreement does

not provide you with any right, license or interest in any such patents or trademarks.

2.2. Confidentiality. You shall permit only authorized individuals to use the Software

or to view any accompanying documentation. You shall not make available to any unauthorized

or third party the Software or any accompanying documentation. You shall also cooperate with

Onsrud and assist with identifying and preventing any unauthorized use, copying or disclosure of

the Software or any accompanying documentation.

2.3. Each party hereto acknowledges that it may have access to confidential

information and materials concerning the other party’s business, technology and/or products that

is confidential to the other party. Each party’s confidential information is of substantive value to

the party, which value could be impaired if such information was disclosed to third parties or

used in violation of this Agreement. Each party agrees that it will not use in any way for its own

account or the account of any third party, such confidential information, except as authorized

under this Agreement, and will protect confidential information to the same extent as it protects

its own. Neither party may use the other’s confidential information except to perform its duties

or exercise its rights under this Agreement.

3. Collection of System Information.

3.1. Information Collection and Use. By installing, accepting installation, accessing

or using the Software, you consent to Onsrud collecting user and technical data and related

information. Such data will be used to, among other things, refine Onsrud’s algorithms which

will increase machine performance, speed and/or diagnostic capabilities, provide more predictive

information, facilitate software updates, provide support and feedback to you, and alert Onsrud

to any service needs of your machine. These benefits would not otherwise be available to you

without the use of the Software. The Software default will permit such collection, and, should

you determine that you do not wish to participate in the collection of data, you should opt out by

clicking on Settings>Predictive Assistance>Data Sharing within the Software, and changing the

default to indicate that you do not wish to participate in and receive the benefits of fleet learning.

By opting out of the collection of such data and information, you will not receive the benefits of

participating in “fleet learning,” which includes increased performance of your Onsrud machine

based upon the updated algorithms and preventative alerts.

3.2. Privacy. Onsrud is committed to protecting your privacy, and will not ordinarily

share any of the user or technical data gathered by the Software with third parties, however, the

collection of data cannot be anonymous, as the data collected will aid Onsrud in better assessing

and diagnosing your particular machine. User and/or technical data will be shared with a third

party if, and only if, the third party were performing maintenance or supporting activities on

behalf of Onsrud. Such information will not be shared with third parties for marketing purposes.

4. Termination.

4.1. Termination. Onsrud may, in its sole and absolute discretion, at any time and for

any reason, suspend and terminate this License and the rights afforded to you hereunder, with or

without prior notice. If you fail to comply with any of the terms and conditions contained herein,

the license granted will terminate automatically, without any notice or other action by Onsrud.

Upon termination of this License, you shall cease any and all use of the Software.

4.2. Without prejudice to your payment obligations, you may terminate your license at

any time by providing written notice to Onsrud. Upon such termination, you shall promptly

return or destroy any and all copies of the Software and any accompanying documentation.

5. Restrictions on Use.

5.1. Restrictions on Use. You shall use the Software strictly in accordance with the

terms of this Agreement and any other Agreements between you and Onsrud. You shall not: (a)

decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the

Software; (b) make any modification, adaptation, improvement, enhancement, translation or

derivative work from the Software; (c) violate any applicable laws, rules or regulations in

connection with your use of the Software; (d) remove, alter or obscure any proprietary notice

(including any notice of copyright or trademark) of Onsrud; (e) use the Software for any revenue

generating endeavor, commercial enterprise or other purpose for which it is not designed or

intended; (f) install, use or permit the use of the Software on any unauthorized machine, or make

it available over a network which would permit installation on or use by other machines; or (g)

use the Software to create a new product, service or software that is competitive in any way,

directly or indirectly, with any services, products or software offered by Onsrud.

6. Infringement.

6.1. Infringement Acknowledgement. You and Onsrud acknowledge and agree that,

in the event of a third party claim that the Software, or your possession or use of the Software,

infringes any United States patent or copyright of a third party, Onsrud will defend you against

any claim in a lawsuit related to such alleged infringement and pay any damages finally awarded

by a court of competent jurisdiction that are attributable to such claim, provided that you notify

Onsrud promptly, and in any event, within twenty (20) days of notice of any claim, Onsrud

controls the defense or settlement of any such claim, and you cooperate fully with Onsrud in

such defense or settlement.

6.2. Exclusions. Onsrud will have no liability to you for claims of infringement based

upon the use of any Onsrud product in combination with any product which Onsrud has not

either furnished, in writing, or authorized for use with such Onsrud product, the use of any

Onsrud product that has been designed, manufactured or modified pursuant to your

specifications, or your modifications to the Software without written authorization from Onsrud.

7. Limitations of Warranty.

7.1. LIMITED WARRANTY. ONSRUD WARRANTS THAT THE SOFTWARE

WILL BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP FOR A PERIOD

OF NINETY (90) DAYS FROM INSTALLATION. ONSRUD WILL REPLACE ANY

DEFECTIVE SOFTWARE DURING THE WARRANTY PERIOD AT NO ADDITIONAL

COST TO YOU.

7.2. EXCLUSION OF WARRANTY. THE ABOVE LIMITED WARRANTY WILL

NOT APPLY IF THE SOFTWARE IS NOT USED IN ACCORDANCE WITH THIS

AGREEMENT OR ANY DOCUMENTATION PROVIDED THEREWITH, THE SOFTWARE

IS MODIFIED IN ANY WAY OR A MALFUNCTION IS CAUSED BY EQUIPMENT OR

SOFTWARE NOT SUPPLIED BY ONSRUD.

7.3. DISCLAIMER. NOTWITHSTANDING THE ABOVEMENTIONED LIMITED

WARRANTY SPECIFIED IN SECTION 7.1, THE SOFTWARE IS PROVIDED “AS IS” AND

ONSRUD MAKES NO REPRESENTATIONS OR WARRANTIES, AND ONSRUD

DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS, ORAL OR

WRITTEN, EXPRESS OR IMPLIED, ARISING FROM COURSE OF DEALING, COURSE

OF PERFORMANCE, OR USAGE IN TRADE, OR OTHERWISE, INCLUDING, WITHOUT

LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS

FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR SYSTEMS

INTEGRATION. WITHOUT LIMITING THE FOREGOING, ONSRUD MAKES NO

WARRANTY, WARRANT, REPRESENTATION, OR GUARANTEE THAT THE

OPERATION OF THE SOFTWARE WILL BE FAIL-SAFE, UNINTERRUPTED, OR FREE

FROM ERRORS OR DEFECTS OR THAT THE SOFTWARE WILL PROTECT AGAINST

ALL POSSIBLE THREATS.

8. Limitations of Liability.

8.1. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES SHALL

ONSRUD BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL

OR EXEMPLARY DAMAGES WHETHER UNDER A THEORY OF CONTRACT,

WARRANTY, TORT, PRODUCTS LIABILITY OR OTHERWISE, EVEN IF ONSRUD HAS

BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL

ONSRUD’S TOTAL AGGREGATE AND CUMULATIVE LIABILITY TO YOU FOR ANY

AND ALL CLAIMS OF ANY KIND ARISING HEREUNDER EXCEED THE AMOUNT OF

THE SOFTWARE ACTUALLY PAID BY YOU FOR THE SOFTWARE GIVING RISE TO

THE CLAIM.

8.2. CERTAIN LIMITATIONS. SOME JURISDICTIONS DO NOT ALLOW THE

EXCLUSION OF OR LIMITATION OR EXCLUSION OF CERTAIN TYPES OF

WARRANTIES, DAMAGES OR LIABILITIES, SO THE ABOVE EXCLUSIONS AND

LIMITATIONS MAY NOT APPLY TO YOU, BUT IN SUCH CASE THE EXCLUSIONS

AND LIMITATIONS SET FORTH IN SECTION 7.1 AND 8.1. SHALL BE APPLIED TO THE

GREATEST EXTENT ENFORCEABLE UNDER APPLICABLE LAW.

9. Governing Law, Jurisdiction and Venue.

9.1. This Agreement shall be governed by and interpreted in accordance with the laws

of the state of North Carolina, without regard to the conflicts of law rules thereof. Venue for any

legal or equitable action between Onsrud and you which relates to this Agreement shall be in the

state courts located in Troutman, Iredell County, North Carolina and the federal courts located in

Charlotte, Mecklenburg County, North Carolina. To the maximum extent permitted by law, you

hereby consent to the jurisdiction and venue of such courts and waive any objections to the

jurisdiction and venue of such courts.

10. Severability.

10.1. If any terms or provision of this Agreement is declared void or unenforceable in a

particular situation, by any judicial or administrative authority, this declaration shall not affect

the validity or enforceability of the remaining terms and provisions thereof or the validity or

enforceability of the term found invalid in any other situations. The provisions of this

Agreement will be interpreted and enforced to the greatest extent legally permissible in order to

effectuate the original intent, and if no such interpretation or enforcement is legally permissible,

shall be deemed severed from the Agreement.

11. No Waiver.

11.1. The failure of Onsrud to enforce any rights granted hereunder or to take action in

the event of a breach shall not be deemed a waiver by Onsrud as to subsequent enforcement of

rights or subsequent actions in the event of future breaches.

12. Amendment.

12.1. Onsrud reserves the right to amend this Agreement in its sole discretion from time

to time. A copy of the current version will be available at

www.cronsrud.com/osync/EULA.html. Any disputes arising between the parties to this

Agreement will be resolved in accordance with the terms of the Agreement in effect at the time

the dispute arose. Your use of the Software following receipt of any amendment constitutes your

acceptance thereof. If you do not accept any amendment, you should terminate the Agreement

pursuant to the terms of this Agreement. Opting out of the Agreement does not provide the basis

for any refund or rebate, as participation in the collection of system information is part of the

software that you have already purchased. Should you choose to opt out of the collection of

system information, you will lose the benefits of participation, which include, among others:

increased machine performance, speed and/or diagnostic capabilities, Onsrud obtaining more

predictive information regarding your machine and its performance which in turn results in

additional support and feedback from Onsrud.

13. Attorney’s Fees.

13.1. In the event that an action is brought to enforce the terms and conditions of this

Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees, both at trial and

on appeal. The parties to this Agreement acknowledge that this is a reciprocal attorneys’ fee

provision as part of a Business Contract pursuant to North Carolina General Statute § 6-21.6.

Additional Pop-Up Language

C.R. Onsrud, Inc. (“Onsrud”) works hard to provide predictive features that will help to optimize

machine up time and efficiency and to make those features available as soon as Onsrud can

distinguish patterns that correlate.

In order to try to distinguish those patterns, Onsrud needs to collect certain information related to

how you run your machine. This may include information like motor positions,

acceleration/deceleration rates, IO information, spindle information, machine configuration and

other sensor information. The more fleet learning of real world cutting conditions Onsrud is able

to conduct, the better Onsrud’s predictions will be for your Onsrud machine.

Onsrud is NOT attempting to collect your personal information or intellectual property. To the

extent that any such information is inadvertently obtained, it will not be shared with any third

party. Onsrud uses aggregate data to improve the performance and diagnostic information of all

participants within the fleet learning program to help participants achieve their business

objectives. Any information collected that can be tracked back to your machine is used solely

for the purposes of diagnosing and preventing any issues with your machine and will not be

shared with third parties without your consent.

Please check “I Agree” below if you agree to participate in fleet learning and consent to the

collection of information.

√ I Agree

In order for these features to be of further benefit, Onsrud may need to take snippets of code to

relate sensor information back to what the machine was being programmed to do. This allows

the machine learning algorithms to see cause and effect relationships. Onsrud understands that

program confidentiality is of paramount importance and Onsrud will not share obtained

information with third parties without prior consent.

Please check “I Agree” below if you agree to participate in fleet learning and consent to the

collection of information.

√ I Agree

If either button is unchecked, the following should pop-up:

Are you sure that you want to discontinue your participation in fleet learning which will prevent

you from receiving predictive alerts and machine enhancements?

Stop Continue

Language to be Provided at Installation

I understand that C.R. Onsrud, Inc.’s (“Onsrud”) proprietary software, “OSYNC” (the

“Software”), has been preinstalled in my Onsrud machine. This Software, by default, permits

Onsrud to collect user and technical data and related information, as part of the “fleet learning”

program. Collected information will be used, to, among other things, increase machine

performance, speed and/or diagnostic capabilities, provide more predictive information, facilitate

software updates, provide support and feedback to you, and alert Onsrud to any service needs of

your machine. These benefits would be otherwise unavailable to you should you elect not to

participate in fleet learning by opting out of the collection of user and technical data. A copy of

the most recent version of the Software End-User License Agreement (“EULA”) can be found on

the Onsrud website at www.cronsrud.com/osync/EULA.html