SOFTWARE LICENSE AGREEMENT AND PROVISION OF MAINTENANCE SERVICES 

VERY IMPORTANT: PLEASE READ THIS DOCUMENT FIRST 

Parlam Software, S.L., with Tax ID ESB65365744 and registered office at C/ d’Àlaba, 61, 08005, Barcelona, (hereinafter “PARLAM SOFTWARE”), is the holder of the exploitation rights of the software named BeGuest, whose functionalities are described on its official website or through documentation accessible on the platform itself. 

CLAUSES 

FIRST.- PURPOSE. 

Parlam Software, S.L. grants the CLIENT a personal, revocable, non-transferable, non-exclusive, and non-sublicensable license to use the BeGuest product, in accordance with the contracted features and accessible through its cloud-based modality. Hereinafter, “the APPLICATION.” 

BeGuest is a digital platform for event management, accessible exclusively via web connection, hosted on PARLAM SOFTWARE servers. Any functionality not included in the active subscription or not provided for in the official technical documentation supplied by PARLAM SOFTWARE is expressly excluded from this license. 

All rights not expressly granted to the CLIENT are reserved to PARLAM SOFTWARE and its licensors, if applicable. 

Likewise, this agreement regulates the conditions applicable to the maintenance services that PARLAM SOFTWARE provides to the CLIENT, as provided in clause THIRD and as specified in the corresponding invoice. 

We have drafted this software license agreement and provision of maintenance services for the WK TAA applications, which govern the terms of use of the APPLICATION (referred to as the “Conditions”), so that you are aware of the rules governing our relationship with you. These Conditions constitute a legally binding agreement between you (hereinafter “CLIENT”) and WK TAA, as well as other entities that are part of the contractual relationship. This document governs the terms of use of the APPLICATION, and your express acceptance is necessary to launch the service. 

SECOND.- ACCESS MANAGEMENT 

The license allows the CLIENT, as the OWNER of the account, to designate different user profiles that may access the APPLICATION environment, based on the level of access and responsibility assigned. The available profiles are as follows: 

• OWNER: A natural or legal person who creates and manages the main account in the APPLICATION. They are the holder of the contract with PARLAM SOFTWARE and have full access to all functionalities, event management, users, and services. 

• ADMINISTRATOR: A person designated by the OWNER to act as manager of one or more groups within an event. They can manage content, handle guests, and collaborate in organizing the event’s activities. 

• COLLABORATOR: Operational support staff who access specific assistance functions within the event (for example, hotel staff, hostesses, technicians, suppliers, etc.), with limited permissions according to their role in the organization. 

• GUEST: A registered participant in an event created in the APPLICATION. Their access is restricted exclusively to the information of their group and the functionalities enabled by the CLIENT for their role. 

The use of the APPLICATION is not conditioned by the number of registered OWNERS, ADMINISTRATORS, or COLLABORATORS. The BeGuest billing model is based exclusively on the number of GUESTS (PAX) managed per event. 

Access to the APPLICATION is carried out through personal credentials (username and password), generated during the registration or account creation process. These credentials are non-transferable and must be managed diligently by each user. 

THIRD – SERVICE CONTENT 

The service contracted by the CLIENT includes access to the BeGuest platform in cloud mode, through personal user credentials (email and password), without the need for local installation, and with the functionalities available according to the active plan and contracted configuration. 

PARLAM SOFTWARE offers general services associated with the use of the APPLICATION, according to the support modality contracted by the CLIENT. The available service levels are: 

• Periodic updates of the APPLICATION, including functional improvements and optimizations. 

• Unlimited access to technical documentation, announcements, and online help materials. 

• Submission of technical support requests via the web panel or by email. 

• Incident handling during standard business hours (according to the official working calendar of PARLAM SOFTWARE). 

• Priority handling of inquiries and incidents. 

• Technical support during extended hours. 

• Centralized support management by an assigned technician. 

• Proactive monitoring of the CLIENT’s account. 

Guests invited to an event within the APPLICATION will receive support directly from the event organizing team (i.e., the CLIENT who created it). Parlam Software does not provide direct support to guests, unless otherwise agreed through a specific agreement. 

Services not included in this clause or not part of the contracted subscription will be considered additional services, and their provision may be subject to specific economic conditions and the formalization of particular agreements. 

Among others, the following services are expressly excluded from the scope of this contract: 

a) Configuration of CLIENT’s hardware, networks, or devices,
b) On-site support,
c) Data recovery or backups not generated by BeGuest, 
d) Integration with unauthorized third-party software, 
e) Support for devices that do not meet the basic technical requirements to operate the APPLICATION, 
f) Legal or regulatory compliance advice. 

The CLIENT accepts that the service may be affected by technical or capacity-related circumstances beyond the control of PARLAM SOFTWARE. In such cases, PARLAM SOFTWARE commits to making its best efforts to restore the service, without being bound by fixed response times. Likewise, support access may be limited in case of abusive or fraudulent use of the available resources. 

FOURTH – CLOUD SERVICE LEVEL (SLA) 

a) For the provision of services exclusively related to the APPLICATION in cloud mode, PARLAM SOFTWARE relies on a hosting service provider certified under ISO 27001, Microsoft Azure, whose servers are located within the European Economic Area. PARLAM SOFTWARE may notify any provider changes via electronic means or through its official website.

b) The CLIENT will access the APPLICATION via the Internet using the browser of their choice. There are no specific minimum technical requirements beyond using an updated browser and a stable Internet connection. No local installation or additional configuration is required by the

c) The APPLICATION may be subject to reasonable information storage limits by the In such case, the conditions communicated previously by PARLAM SOFTWARE to the CLIENT through official support channels or publication in the client area will apply.

d) PARLAM SOFTWARE has a backup policy managed by its cloud service providers. The frequency and retention period of such backups may vary depending on the type of contracted service and internal operational requirements. These policies are designed to ensure the integrity and availability of hosted data, in compliance with current legislation.

e) In case of account cancellation, the CLIENT will have a period of thirty (30) calendar days from that date to reactivate it. During this period, PARLAM SOFTWARE will retain the data associated with the account in its original state. After that period without reactivation, the data will be completely deleted with no possibility of recovery, in compliance with applicable data protection regulations.

FIFTH – WARRANTY 

The APPLICATION covered by this license is the result of continuous analysis and research work by PARLAM SOFTWARE's specialized technical personnel. BeGuest is subject to reviews and testing before being made available to the CLIENT, within current technical and operational limits. 

The CLIENT accepts that the APPLICATION is a tool for event management and organization, intended to complement but not replace human intervention. For this reason, it is the CLIENT’s responsibility to review the results generated through the platform to verify the absence of errors. PARLAM SOFTWARE works continuously to improve BeGuest in order to maintain its suitability to the operational needs of its users and relevant technological changes. These improvements will be implemented through automatic updates whenever technical resources allow. 

However, the APPLICATION may be affected by random circumstances beyond PARLAM SOFTWARE’s control, such as interference from third-party hardware or software installed on the access devices, errors from interaction with other systems, or incidents caused by high volumes of simultaneous access. 

A warranty period of thirty (30) calendar days is established from the account activation date, during which the CLIENT may verify the proper functioning of the APPLICATION in accordance with the described functionalities. If any anomaly is detected, it must be formally reported to PARLAM SOFTWARE within this period. Once this period expires without claims, the APPLICATION will be deemed fully accepted by the CLIENT, who waives any subsequent claims in this regard. 

PARLAM SOFTWARE will not be held responsible for failures caused by the CLIENT’s breach of best practices, such as: use of insecure passwords, lack of device protection against viruses or unauthorized access, problems resulting from the state of their computer equipment or Internet connection, as well as any negligent use that affects the proper functioning of the service. 

SIXTH – LIABILITY OF THE PARTIES 

It is the CLIENT's responsibility to exercise due diligence to prevent access or use by third parties who may use their credentials without authorization. Likewise, the CLIENT shall be solely responsible for the choice, loss, theft, or unauthorized use of any identification code or key, as well as the consequences that may arise therefrom. In this regard, the CLIENT agrees to: 

a) Use their access credentials to the APPLICATION diligently, including username and password.

b) Maintain the secrecy and confidentiality of their credentials, refraining from disclosing them to third parties or allowing access by unauthorized persons.

c) Immediately notify PARLAM SOFTWARE of any loss, theft, unauthorized access, or security breach related to their credentials, as soon as possible. Until such situation is reported, PARLAM SOFTWARE shall be exempt from any liability arising from the misuse of credentials by third parties.

d) Be responsible for any activity carried out using their credentials, in accordance with the provisions of Law 34/2002, of July 11, on Information Society Services and Electronic Commerce (LSSI).

SEVENTH – CONFIDENTIALITY 

Both the CLIENT and PARLAM SOFTWARE agree to maintain the strictest secrecy and confidentiality regarding all information accessed in the context of the relationship derived from this contract. This obligation extends to any data, knowledge, or content that, by its nature, can be considered confidential and will remain in force even after the termination of the contract, for an indefinite period. 

Confidential Information shall be understood as all information related to technical, commercial knowledge, strategies, working methods, or any other element that provides either party with a competitive advantage in the market. This also includes customer or user data, internal configurations, and any non-public information accessed as a result of using the APPLICATION. 

To improve the service, ensure the proper functioning of the APPLICATION, and conduct internal studies, PARLAM SOFTWARE may analyze, in an aggregated and/or anonymized manner, data generated by users. Under no circumstances shall such analysis constitute a breach of this confidentiality clause or imply access to personally identifiable information. 

However, this obligation of confidentiality shall not apply in the following cases: 

• When the information was already public before this contract or becomes public through no fault of the receiving party. 

• When there is a legal obligation or judicial decision that requires disclosure of such information. In this case, the receiving party must immediately notify the other party so that, if deemed necessary, appropriate measures can be taken. 

Both parties agree to handle the received information with the utmost discretion, avoiding any misuse or disclosure to unauthorized third parties. 

EIGHTH – INTELLECTUAL PROPERTY 

The CLIENT acknowledges and agrees that PARLAM SOFTWARE is the sole holder of all intellectual, industrial, or any other kind of property rights over the BeGuest APPLICATION, as well as over any other related elements to which the CLIENT has access under this contract. This ownership includes, among others, rights over source and object code, design, technical documentation, interface, user manuals, system architecture, and improvements derived from use. 

The acceptance of this contract does not, under any circumstances, imply the transfer to the CLIENT of any exploitation or ownership rights beyond the limited, revocable, and non-exclusive use described in these terms. 

Consequently, the CLIENT expressly agrees not to: 

• Reproduce, copy, rent, sublicense, transfer, sell, or distribute the APPLICATION, or use it for purposes other than those authorized by this contract. 

• Access the source code or perform reverse engineering, decompilation, translation, or any other form of obtaining or manipulating the software. 

• Fragment, modify, or adapt the APPLICATION for independent use. 

• Remove or alter any ownership or intellectual property notices embedded in the APPLICATION. 

• Develop products, platforms, or solutions that imitate or reproduce, in whole or in part, the functionalities of BeGuest. 

• Register as their own any trademarks, trade names, or distinctive signs associated with the APPLICATION or with PARLAM SOFTWARE. 

To protect its rights, PARLAM SOFTWARE may collect usage data from the CLIENT that is strictly necessary to verify proper license usage, such as the modules used, access device, session duration, subdomains associated with events, and any other relevant technical information. This information may be used as valid evidence in legal proceedings if necessary to defend PARLAM SOFTWARE’s ownership rights against third parties or the CLIENT in cases of misuse. 

NINTH – PROCESSING OF PERSONAL DATA 

A) PROCESSING OF PERSONAL DATA BY PARLAM SOFTWARE S.L.

The privacy policy of PARLAM SOFTWARE S.L. is available at the following link: https://www.beguest.io/legal-privacy-policy. According to this policy, PARLAM SOFTWARE S.L. informs you that the personal data included in the invoice, as well as any other data provided during the course of the contractual relationship with you, will be processed for the proper management of the contracted services and products, as well as for the promotion of PARLAM SOFTWARE S.L. services, as specified in the privacy policy. By accepting these conditions, you expressly consent to the processing of your data for the purposes described above. If you do not authorize the processing of your data for the aforementioned purpose, you may revoke your consent at any time, as indicated in the following paragraph. 

Likewise, data subjects may exercise the rights recognized in Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (hereinafter, “GDPR”) on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (access, rectification, objection, erasure, portability, and restriction of processing, as well as the right to object to automated decision-making), by submitting a written request to Parlam Software S.L. identifying the exercised right, either to its postal address or via email at: rgpd@parlam.com. For any questions or concerns regarding the processing of personal data, you may contact our Customer Service department at customers@parlam.com and/or the Data Protection Officer of Parlam Software S.L. at rgpd@parlam.com. 

B) PROCESSING OF CLIENT PERSONAL DATA

The APPLICATION allows the CLIENT to create its own database and upload documents and information, which are the exclusive property and responsibility of the CLIENT. The CLIENT shall be considered the Data Controller of the data entered into the APPLICATION. PARLAM SOFTWARE S.L., in order to provide cloud computing services, subcontracts part of such services with certain service providers, with whom it has entered into the corresponding confidentiality and data processing agreements. These providers have multiple security and quality certifications (ISO/IEC 20000 and ISO/IEC 27001) and their servers are located within the European Economic Area (EEA), including: MICROSOFT CORPORATION, UBI: 600413485, One Microsoft Way, Redmond, WA 98052-6399, United States, through Microsoft Ireland Operations Limited (MIOL), established in Ireland (MICROSOFT AZURE). PARLAM SOFTWARE S.L. may inform about any change in providers through electronic communication means or via its website. PARLAM SOFTWARE S.L. and its service providers shall be considered Data Processors acting on behalf of the Data Controller solely for data processing, storage, and maintenance/support tasks (if contracted). Access by PARLAM SOFTWARE S.L. and its providers shall not, under any circumstances, be considered a transfer or communication of data, but rather access by a third party in accordance with applicable data protection regulations. The relationship between the Data Controller and PARLAM SOFTWARE S.L. and its service providers as Data Processors shall be governed by the following agreements: 

• The Controller shall be solely responsible for determining the purpose of processing the data accessed by PARLAM SOFTWARE S.L. and, if applicable, its Service Providers. 
• The Controller expressly declares that it maintains an appropriate inventory of data processing activities related to this license agreement. 

PARLAM SOFTWARE S.L. and, where applicable, its Service Providers undertake to: 

1. Use and process the data solely for the purpose of fulfilling this Agreement and always in accordance with the CLIENT’s instructions. They expressly agree not to use the data for any purpose other than those agreed upon, nor alter them, use them for their own business purposes, disclose them, or allow access to third parties, not even for storage purposes—except in the following cases of subcontracting: 

• For the provision of support services, the CLIENT authorizes maintenance technicians from PARLAM SOFTWARE S.L. to access data in order to resolve incidents. 

• The CLIENT also authorizes the subcontracting of hosting services with MICROSOFT CORPORATION, as stated above. 

• If the software is offered through a distributor and/or an authorized partner of PARLAM SOFTWARE S.L., the CLIENT is informed and authorizes such processing to be carried out by said distributor and/or partner, with PARLAM SOFTWARE S.L. acting as Subprocessor. 

• Depending on the contracted module or if the service involves third-party software marketed by PARLAM SOFTWARE S.L. or through its distributors and/or partners, such service provision may require access to CLIENT-controlled data by these third parties (as Data Processors), for purposes of software maintenance, support, or incident resolution, and as second-level customer support. In this regard, PARLAM SOFTWARE S.L. ensures it has provided these parties with specific instructions for service provision, and imposed the same formal obligations set forth herein. 

2. Ensure that all personnel authorized to access and process personal data are adequately trained in data protection matters. 

3. Maintain a written record of all processing activities carried out on behalf of the CLIENT. 

4. Keep all accessed data under strict control and protection, refraining from disclosing, transferring, or in any other way communicating them—even for preservation purposes—to third parties. Upon termination of the license and/or maintenance contract, PARLAM SOFTWARE S.L. shall delete, within a maximum of thirty (30) calendar days, all data and information stored in the APPLICATION, regardless of format or medium, including any copies. The CLIENT may access and export such data within thirty (30) days from the termination of the license. The Processor may retain the data in a blocked state to address any liabilities arising from the relationship. For further questions, the CLIENT may contact PARLAM SOFTWARE S.L. through its customer service channels. 

5. Not make international transfers of personal data without prior notice to the CLIENT and without implementing appropriate safeguards. 

6. Assist the CLIENT in complying with applicable data protection obligations when required and appropriate for the Processor's role. 

7. Restrict access and use of the data to employees, agents, or collaborators strictly necessary for the execution of this Agreement. 

• i) the confidentiality, integrity, availability, and resilience of personal data processing systems; 

• ii) prompt restoration of access to personal data in case of physical or technical incidents; 

• iii) regular verification and evaluation of the effectiveness of implemented security measures; 

• iv) pseudonymization and encryption of personal data where applicable. 

The following additional measures shall be adopted if required by the CLIENT: 

• Access controls with user identification/authentication, secure passwords, and automatic device lock. 

• Secure disposal of media containing personal data. 

• Periodic backups and business continuity protocols. 

• Firewall-based network protection and up-to-date antivirus solutions. 

• Proper security incident notification and logging. 

• Regular reviews of implemented security controls. 

9. Promptly notify any personal data breaches, including all relevant information for proper documentation and communication. Notification shall not be necessary when it is unlikely that the breach poses a risk to the rights and freedoms of individuals. 

10. In the event of any data subject exercising their rights (access, rectification, erasure, objection, restriction, portability) directly with the Processor, the request must be forwarded to the CLIENT immediately, and no later than five (5) calendar days from receipt, so the CLIENT may duly handle the request. 

The obligations described above shall remain in effect until the service relationship between the Processors and the CLIENT is terminated and provided all contractual obligations are fulfilled, without prejudice to any applicable legal obligations thereafter. Acceptance of this contract shall constitute formal agreement between the Data Controller and Data Processor, in compliance with applicable data protection legislation. 

Notwithstanding the above, the CLIENT acknowledges and agrees that PARLAM SOFTWARE S.L. does not control how the CLIENT uses the APPLICATION and/or third-party APIs, nor has effective knowledge of whether the data or information submitted for processing or storage on PARLAM SOFTWARE S.L.'s servers is lawful or does not infringe third-party rights. For these purposes, the CLIENT declares and guarantees that the data and information are either their property or they possess the necessary authorization, license, or legal basis to process such data. The CLIENT remains fully responsible for such content. 

TENTH – TERM, RENEWAL AND SUSPENSION 

The validity of this contract is subject to the active status of the CLIENT’s account on the BeGuest platform. Said account will remain operational unless there is improper use of the APPLICATION by the CLIENT, in accordance with the terms established in this contract and any other applicable legal conditions. 

If the CLIENT requests the cancellation of their account, PARLAM SOFTWARE will retain their data for a maximum period of thirty (30) calendar days, during which the CLIENT may request reactivation. After this period, if no reactivation has been requested, the data will be permanently deleted and cannot be recovered. 

If, at the time of cancellation, the CLIENT has a positive PAX balance (prepaid invitations), said balance will remain linked to their identity for one (1) calendar year from the date of cancellation, but only if the CLIENT re-registers using the same identifying information. The reserved PAX may not be transferred to or used by any person other than the original CLIENT. After said period, any unused PAX will be deemed expired and will not be recoverable. 

ELEVENTH – TERMINATION OF CONTRACT 

This license shall terminate for the general reasons established by law, and in particular for breach of the obligations arising from this agreement. 

TWELFTH – SEVERABILITY 

The nullity, whether total or partial, current or future, of any clause of this contract shall not affect the validity of the remaining clauses, which shall remain fully effective unless annulled. In such cases, the parties may agree to replace the affected clause with another that preserves, to the extent possible, the original purpose and legal effect. 

The conditions stipulated in this contract shall prevail over any other prior agreements or communications between the parties regarding its subject matter. 

PARLAM SOFTWARE reserves the right to modify or update these general terms and conditions. Such modifications shall become fully effective upon notification to the CLIENT by electronic means or through publication on the BeGuest platform. 

THIRTEENTH – JURISDICTION 

For any dispute or disagreement arising from the interpretation, execution, or performance of this contract, the parties expressly agree to submit to the Courts and Tribunals of the city of Barcelona, waiving any other jurisdiction that may otherwise apply. 

FOURTEENTH – NOTICES AND COMMUNICATIONS 

Any communication between the parties arising from the performance or interpretation of this contract must be made by burofax, telegram, email with a legally recognized electronic signature, or certified postal mail with acknowledgment of receipt. 

For the purposes of notifications and communications, the parties designate the following addresses: 

By PARLAM SOFTWARE, S.L.: C/ d’Àlaba, 61, 08005, Barcelona, Spain. 

By the CLIENT: The address and administrative details stated in the order or invoice issued by PARLAM SOFTWARE.