This End User License Agreement (this "Agreement") is entered into as of June 1, 2026 (the "Effective Date") by and between Outlook Accounting and Taxes ("Company," "we," "us," or "our") and the individual or entity accessing or using the Software (as defined below) ("Customer," "you," or "your"). By accessing, installing, or using the FP&A Platform, or by clicking "I Agree" where presented, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case "you" and "your" refer to that entity. If you do not agree to these terms, you must not access or use the Software.

1. Definitions

• "Software" means Outlook Accounting and Taxes's hosted financial planning and analysis platform for accounting firms, branded as the FP&A Platform, including all related application programming interfaces, integrations, updates, and documentation made available by Company, whether accessed via web browser or other client.

• "Subscription" means the paid, time-limited right to access and use the Software under a Subscription Plan agreed to by Customer, as set out in an order form, online checkout, or other ordering document (an "Order").

• "Authorized Users" means Customer's employees, contractors, or agents who are authorized by Customer to access the Software under Customer's Subscription and who have been assigned unique login credentials.

• "Customer Data" means any data, information, or content that Customer or its Authorized Users submit to, or generate through use of, the Software, including financial records, client data, and reports.

• "Documentation" means the user guides, help materials, and technical documentation made available by Company describing the use of the Software.

2. License Grant

2.1 Grant. Subject to Customer's compliance with this Agreement and payment of all applicable fees, Company grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right, during the term of the applicable Subscription, for Customer's Authorized Users to remotely access and use the Software and Documentation solely for Customer's internal business purposes.

2.2 SaaS Model. The Software is provided on a software-as-a-service, subscription basis. No source code, object code, or copy of the Software is delivered to Customer, and nothing in this Agreement shall be construed as a sale of the Software or any intellectual property rights therein.

2.3 Reservation of Rights. Company and its licensors retain all right, title, and interest in and to the Software, Documentation, and all related intellectual property rights. No rights are granted to Customer other than as expressly set forth in this Agreement.

3. Subscription Term, Fees, and Renewal

3.1 Term. The Subscription commences on the Effective Date or the date specified in the applicable Order and continues for the subscription period identified in that Order (the "Subscription Term").

3.2 Fees. Customer shall pay all fees identified in the applicable Order. Except as otherwise stated in an Order, fees are quoted and payable in U.S. dollars, are non-refundable, and are exclusive of applicable taxes, which Customer is responsible for paying (excluding taxes on Company's net income).

3.3 Renewal. Unless otherwise specified in an Order, each Subscription automatically renews for successive terms equal to the expiring term unless either party provides written notice of non-renewal at least thirty (30) days before the end of the then-current term.

3.4 Late Payment. Company may suspend access to the Software if fees are more than fifteen (15) days past due, following written notice to Customer.

4. Restrictions

Customer shall not, and shall not permit any Authorized User or third party to:

• copy, modify, translate, or create derivative works of the Software;

• reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software, except to the extent such restriction is prohibited by applicable law;

• sell, resell, rent, lease, sublicense, distribute, or otherwise make the Software available to any third party outside of Customer's organization;

• use the Software to build a competing product or service, or for benchmarking or competitive analysis intended for that purpose;

• remove, obscure, or alter any proprietary notices on or in the Software;

• share Authorized User login credentials or use the Software to store or transmit unlawful, infringing, or malicious content;

• access the Software to circumvent usage limits, or attempt to gain unauthorized access to the Software or its related systems or networks.

5. Customer Data

5.1 Ownership. As between the parties, Customer owns all right, title, and interest in and to Customer Data. Customer grants Company a limited, non-exclusive license to host, copy, transmit, and display Customer Data solely as necessary to provide the Software and related support to Customer.

5.2 Aggregated Data. Company may use data derived from Customer's use of the Software in de-identified, aggregated form that does not identify Customer or any individual, to improve, support, and develop Company's products and services.

5.3 Security. Company will maintain commercially reasonable administrative, physical, and technical safeguards designed to protect the security and confidentiality of Customer Data.

6. Confidentiality

Each party may have access to non-public information of the other party that is designated confidential or that reasonably should be understood to be confidential given the nature of the information ("Confidential Information"). Each party agrees to protect the other party's Confidential Information using the same degree of care it uses for its own confidential information of like nature, and not less than reasonable care, and to use such information only as necessary to perform its obligations under this Agreement. This Section does not apply to information that is or becomes publicly available through no fault of the receiving party, was rightfully known prior to disclosure, or is required to be disclosed by law, provided reasonable notice is given where legally permitted.

7. Intellectual Property

The Software, Documentation, and all related trademarks, service marks, and logos are the property of Company or its licensors. This Agreement does not grant Customer any rights to Company's trademarks or brand features. Any feedback, suggestions, or ideas Customer provides regarding the Software may be used by Company without restriction or obligation.

8. Warranties and Disclaimers

8.1 Limited Warranty. Company warrants that, during the Subscription Term, the Software will perform materially in accordance with the Documentation. Customer's sole and exclusive remedy for breach of this warranty is for Company to use commercially reasonable efforts to correct the non-conformity, or, if Company is unable to do so, to refund the fees paid for the affected period.

8.2 Disclaimer. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE SOFTWARE AND DOCUMENTATION ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, AND DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF ANY OUTPUT, INCLUDING FINANCIAL PROJECTIONS, REPORTS, OR ANALYSES GENERATED BY THE SOFTWARE. CUSTOMER IS SOLELY RESPONSIBLE FOR REVIEWING AND VERIFYING ANY FINANCIAL DATA OR ANALYSIS BEFORE RELYING ON IT FOR BUSINESS, ACCOUNTING, OR REGULATORY PURPOSES.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE, REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO COMPANY IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS DO NOT APPLY TO A PARTY'S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS, INDEMNIFICATION OBLIGATIONS, OR CUSTOMER'S PAYMENT OBLIGATIONS, OR TO EITHER PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

10. Indemnification

Company will defend Customer against any third-party claim alleging that the Software, as provided by Company and used in accordance with this Agreement, infringes such third party's intellectual property rights, and will indemnify Customer for damages finally awarded, provided Customer promptly notifies Company of the claim and cooperates with Company's defense. Customer will defend and indemnify Company against any third-party claim arising from Customer Data, Customer's use of the Software in violation of this Agreement, or Customer's breach of applicable law.

11. Term and Termination

11.1 Termination for Cause. Either party may terminate this Agreement if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days after written notice.

11.2 Effect of Termination. Upon termination or expiration of this Agreement, Customer's right to access and use the Software immediately ceases. Company will make Customer Data available for export for thirty (30) days following termination, after which Company may delete such data in accordance with its data retention practices.

11.3 Survival. Sections regarding fees owed, restrictions, intellectual property, confidentiality, disclaimers, limitation of liability, and any other provision that by its nature should survive, will survive termination or expiration of this Agreement.

12. Governing Law and Dispute Resolution

This Agreement is governed by the laws of the State of Illinois, without regard to its conflict of laws principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Illinois for any dispute arising out of or relating to this Agreement, and each party waives any objection to such jurisdiction or venue.

13. General Provisions

13.1 Entire Agreement. This Agreement, together with any Order, constitutes the entire agreement between the parties regarding the Software and supersedes all prior or contemporaneous agreements on the subject matter.

13.2 Amendments. Company may update this Agreement from time to time to reflect changes to the Software or applicable law. Company will provide reasonable notice of material changes, and continued use of the Software after such changes take effect constitutes acceptance of the updated Agreement.

13.3 Assignment. Neither party may assign this Agreement without the other party's prior written consent, except that either party may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets.

13.4 Severability. If any provision of this Agreement is held unenforceable, the remaining provisions will remain in full force and effect.

13.5 Notices. Notices under this Agreement must be in writing and delivered by email or courier to the addresses on file for each party. Notices to Company should be directed to contact@outlooktax.com.

13.6 Export Compliance. Customer shall comply with all applicable export control and economic sanctions laws in its use of the Software.

13.7 Independent Contractors. The parties are independent contractors, and this Agreement does not create a partnership, joint venture, or agency relationship.