1. Definitions: Company: AClass Solutions DWC LLC; located in Business Center, Dubai World Central Headquarters, Dubai – United Arab Emirates Client: Any user, subscriber,Company or one its affiliates who are using software developed by AClass Solutions DWC LLC; Intellectual Property Rights means (i) copyright, patents, database rights and rights in trademarks, designs, know-how and confidential information (whether registered or unregistered); (ii) applications for registration, and the right to apply for registration, for any of these rights; and (iii) all other intellectual property rights and equivalent or similar forms of protection existing anywhere in the world; 1. NG-PM is a proprietary product of AClass solutions DWC LLC. 2. NG-PM is a cloud-based subscription service, where licenses to use, not to own, the software are assigned to Client during the term of use. 3. NG-PM Subscription licenses are not transferable or subject to modification without the written consent of AClass Solutions DWC LLC. 4. The unit price for the user subscription will not change during the term of the Subscription. 5. AClass Solutions will periodically release product updates, new features and fixes for NG-PM. Client reserves the right to accept, defer or reject implementing those updates. However in case of deferring or rejecting, the Client assumes full responsibility for any resulting incidents or downtime resulting from Client’s decision. 6. Intellectual Property: 6.1 Client will honor all the copyright and intellectual property rights of the different solution components; including NGPM analytics which is owned by AClass Solutions and Client is licensed to use. Any modifications required will be done by AClass Solutions team to ensure proper product configuration and support are intact. 6.2 Client shall not reproduce, distribute, resell, recompile, copy in part or in whole any part of the software developed by Company, without prior written consent and authorization from AClass Solutions. Any violations will result in legal consequences according to applicable international laws. 7. Warranty 7.1 In no event shall AClass Solutions DWC LLC be liable for any direct, special, consequential or indirect damages resulting from and not limited to usage of the services, loss of profit, data or system use at the time of an incident or afterwards. 7.2 NGPM and professional services performed are provided “AS IS” and “As Available” without warranty of any kind. 8. Intellectual Properties 8.1 NGPM is a proprietary product of AClass solutions DWC LLC. 8.2 In all cases, Client is not allowed to: Falsify, alter, modify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material. 8.2 Create a false identity for the purpose of misleading others, service misuse or unauthorized service use. 8.3 Distribute NGPM licenses or intellectual property to any of its affiliates without prior written and authorized consent from Company 8.4 Decompile, imitate, copy or reverse engineer NGPM solution. 8.5 If you have any questions concerning the use of NG-PM Solution, intellectual property, design, artwork and licensing details, please contact cs@aclass-solutions.com 9. Assignment and Subcontracting 9.1 Client shall not assign, sub-license, transfer, create a charge over or otherwise dispose of any of its rights or subcontract, transfer or otherwise dispose of any of its obligations under this Agreement without the prior written consent of the Company.