TERMS OF USE

§1 OBJECT OF THE AGREEMENT

1. PTV Planung Verkehr AG, Haid-und-Neu-Str. 15, 76131 (PTV) operates the route planning service (the "Service"). The fundamental technical features of the Service are described on the website as set out in Appendix 1. 2. The right to use the service is subject solely to these Terms of Use, in combination with PTV Planung Transport Verkehr AG's licence agreements for geographical and traffic data (LGT) and the licence terms and conditions for geodata and additional data (LGA) of PTV Planung Transport Verkehr AG. Their contents can be found at https://www.ptvgroup.com/en/terms-privacy/ Terms put forward by the User shall not form part of the agreement unless PTV recognises such terms in writing. 3. Use of the Service is only permitted for companies as defined in Section 14 BGB. PTV reserves the right to check the user's company status and to request supporting documentation.

§2 REGISTRATION, CONCLUSION OF CONTRACT

1. Use of the Service is subject to registration. The registration is an offer by the user to PTV to conclude an agreement on use of the Service ("Licence Agreement") according to these terms of use. PTV reserves the right to accept or refuse this offer. 2. Registration may only be performed by persons who are entitled to legally represent the company for which the use of the Service is to apply. 3. The data requested by PTV when registering ("Registration Data") is to be entered accurately and in full. The user shall be obliged to amend any changes at a later date with regard to the Registration Data immediately. PTV shall use the customer's contact details as provided for the login data for all correspondence sent to the user in connection with use of the Service. 4. PTV shall verify the registration using the SMS/TAN procedure. The Licence Agreement shall be concluded when PTV enables the user's access to the Service. 5. The user must specify a password during registration. The user must treat this password as confidential and protect it against unauthorised access. The password may only be disclosed to those employees who are entitled to use the Service as part of their assigned tasks according to the restrictions regarding licences and/or users. 6. Should the user suspect that the password has been made known to a third party or that a third party is making unauthorised use of the user's access to the Service, the user shall be obliged to change the password immediately and inform PTV in writing without delay (see §13 ). 7. Should PTV have reason to believe that a third party has unauthorised access, PTV shall be entitled to block such access until the issue is resolved.

PTV Planung Transport Verkehr AG, Headquarters: Karlsruhe; Executive Board: Vincent Kobesen (CEO), Chairman of the Supervisory Board: Philipp von Hagen; Commercial Register (HRB No.): 109262; VAT No..: DE812666053; District Court: §3 PTV SERVICES, RIGHTS TO SOFTWARE AND DATA

1. The Service and data provided by the Service, in particular map data, are protected by copyright. In the relationship between the contracting parties, all rights to the software and data are held solely by PTV and its suppliers. Use of the software and data other than for the intended use of the Service, in particular the systematic exporting of data, the transfer of software or data to third parties and editing, are not permitted. Copyright notices and trade marks may not be modified or removed. Proper use of the Service is set out in the documentation for the Service on the website as described in Appendix 1. This description forms part of these terms of use. 2. The user shall be obliged to keep to the agreed restrictions, i.e. in terms of the number of licences and the number of users. 3. The service shall be available for 98% of the average calendar month. Unavailability can be assumed if the service is completely unavailable due to conditions which lie within PTV's scope of responsibility. Unavailability will not be assumed if the service is not available due to: - force majeure; - incorrect operation or use contrary to the agreement; or - planned maintenance times. 4. PTV may temporarily disable the Service for maintenance reasons ("planned maintenance times"). PTV shall inform the user of planned maintenance times at least two (2) days in advance via the website set out in Appendix 1. The total duration of planned maintenance times may not exceed twelve (12) hours a month. 5. The technical requirements for the use of the Service are described on the website under the Knowledge Base section ("System Requirements") as set out in Appendix 1. It shall be the user's responsibility to ensure that the technical requirements are fulfilled.

§4 ADDITIONAL SERVICE

1. In addition to the Service, PTV offers the user a subscription for the calculation of mass data (“Additional Service”). 2. For use of the Additional Service, the user must purchase in advance a certain number of calculations (“Contingent”) in accordance with Appendix 1. Payment for the Additional Service by the user is to be made according to the provisions of §5 (2) – §5 (6) of the License Agreement. Should the user fail to make payment for the Contingent, PTV shall be entitled to disable the user’s access to the Service in accordance with §5 (3) of the License Agreement. 3. After activation, the user can use up the Contingent within twelve (12) months (“Contingent Period”). In case the License Agreement ends before expiry of the aforementioned twelve (12) months, the Contingent Period expires prematurely at the time of termination of the License Agreement. Unused credits of the Contingent lapse without substitute upon expiry of the – possibly shortened – Contingent Period. 4. In case the user uses up the Contingent completely before expiry of the Contingent Period, the user may purchase further Contingents in accordance with Appendix 1 to aforesaid conditions.

§5 FEES

1. The user shall pay PTV a fee according to the price list in force at the time of signing the agreement. The price list shall be available on the website as set out in Appendix 1. 2. Payment is to be made in advance for the entire invoicing period. PTV shall invoice the payment within the first week after signing the agreement. The invoice amount due shall be debited automatically within ten (10) calendar days. In the event of payments by invoice, these must be received in the respective account within ten (10) calendar days. 3. Should the user fail to make the payment within the period specified in §5 (2), PTV shall be entitled – after warnings and threats of discontinuation – to disable the user's access to the Service until all invoices have been paid in full. Other claims by PTV due to late payment, in particular the right of termination for good cause, shall remain unaffected. 4. The user may offset payments only against legally valid claims or those recognised by PTV in writing. The user shall only be entitled to exercise a right of retention insofar as the counterclaim is based on the same contractual relationship.

PTV AG Nov/18 5. Should the user fall behind with payments, PTV shall be entitled to claim loss of interest to the amount of eight (8) percentage points above the base rate in accordance with Section 247 of the German Civil Code. PTV's right to prove higher damages caused by default shall remain unaffected. 6. PTV has the right to increase the arranged payment once per calendar year to compensate for personnel and other cost increases accordingly. PTV shall inform the user of any increase in payment in writing at least one (1) month in advance; the increase in payment shall only apply for periods for which the user has already made payments. Should the payment increase be more than 5% of the previous payment, the user shall be entitled to terminate the Licence Agreement in accordance with a one-month notice period at the end of a calendar month. The termination is to be declared within two (2) weeks of giving notice. Should the user exercise their right to terminate the agreement, the payment before increase shall be invoiced until the termination comes into effect. PTV shall inform the user with each notice of price increase of the right to terminate the agreement and the deadlines that apply. 7. Should the Licence Agreement end for a reason for which the user is responsible, PTV reserves the right to retain the full payment until the next possible termination date according to §7 . This also applies for any period during which access to the Service is blocked and which is caused by the user. 8. Should the Licence Agreement end for a reason for which PTV is responsible, PTV shall refund the appropriate share of the advance payment. 9. Invoices shall only be issued in electronic form. If payment has been agreed by SEPA B2B or Core Direct Debit, the deadline for preliminary notice shall be shortened to at least one (1) working day.

§6 FURTHER OBLIGATIONS ON THE USER

1. PTV shall provide the user with user instruction in the form of help, FAQ and Knowledge Base sections on the website as set out in Appendix 1. The user shall be responsible for adhering to the notes provided there. 2. The user may not use any software or other technical equipment which edits, extends or endangers the Service's functions. In particular, the user may not attempt to access the Service using any other technical means than with a standard Internet browser. 3. The use of the "Send route to driver" function is restricted to a maximum of 25 routes per day per customer. Any use beyond this limit needs to be the subject of a separate contractual agreement.

§7 TERM, CANCELLATION

1. The Licence Agreement shall start with conclusion of the contract (§2 (4)) and end after twelve (12) months after conclusion of the contract. It shall be tacitly renewed for a further twelve (12) months if it is not terminated by either party in accordance with the two-month notice period. 2. Should PTV terminate operation of the Service (e.g. because PTV launches a version of the Service with extended functions (new release), PTV reserves the right to terminate the Licence Agreement with a three-month notice period at the end of a calendar month. In this case PTV shall refund the user the appropriate share of the advance payment. 3. The right to extraordinary termination for good cause shall remain unaffected. There is good cause for PTV should the user be in default of payment or breach these terms of use, in particular regarding the use of the Service contrary to the provisions of this Licence Agreement or the user instructions (§5 (1)). 4. Notice of termination shall only be effective when made in writing (§13 (1)).

§8 WARRANTY

1. Should the Service present a defect, the user shall inform PTV immediately in writing with an exact description of the problem and including all information that may be useful for resolving the error. PTV shall remove properly reported defects within a reasonable period of time. Should attempts to correct the error fail and become good cause for the user, the user shall be entitled to terminate the Licence Agreement without notice. §5 (8) shall then apply for the refund of an advance payment. The user shall not be entitled to reduce the agreed payment because of defects. The user's right to request a refund, either in full or in part, due to defects shall remain unaffected. PTV shall only cover payment of damages or replacement of futile expenditures within the limits set out in §9 .

PTV AG Nov/18 2. The user declares that they are aware that databases with maps, traffic data, forecasts, additional data used for calculations and toll information can never be entirely accurate, as a time delay between a change in the situation and their inclusion in the database cannot be excluded due to technical reasons. Such deviations are not errors.

§9 DAMAGES AND COMPENSATION FOR EXPENSES

1. PTV shall be liable for damages and replacement of futile expenses for whatever legal reason, according to the following rules only: a) Legal regulations shall apply in the case of intentional and grossly negligent actions by PTV, its legal representatives, executing aids or executive employees or in the case of a guarantee expressed by PTV. b) In the case of the simple negligent breach of duties, the fulfilment of which are required for the due execution of a contract and the observance of which the contracting parties rely on and may rely on and the violation of which jeopardises the purpose of this Agreement (cardinal obligation), PTV shall bear liability for a typically occurring damage that should have been foreseen at the time of conclusion of the Agreement. c) Any further liability on the part of PTV for slightly negligent behaviour is excluded. 2. Only legal regulations shall apply in the case of injury to life, limb and health as well as claims based on product liability law. 3. Claims to payment of damages or replacement of futile expenditures become time-barred within a year of the statutory regulation on limitation. In the case of paragraphs 1 a) or 2, only the statutes of limitation by law shall apply.

§10 DATA SECURITY, DATA PROTECTION

1. PTV shall collect, process and use the login data and all other data which the user transfers to PTV when using the Service solely for the purpose of creating, performing and terminating the Licence Agreement and for proper operation of the Service. Information regarding data processing is set out on the website mentioned in Appendix 1. 2. If the user transfers data to PTV which are assigned to a certain person or certain persons (personal data within the meaning of Article 4 No.1 of the EU GDPR, e.g. data on truck drivers), the user alone is responsible for obtaining permission from the person involved to collect and use this data in this way or legal permission is available. The user shall exempt PTV from all claims of the persons involved and shall compensate PTV for damage caused to PTV due to the transfer of personally identifiable information to PTV which breaks data protection laws, unless the user can prove that they are not responsible for this violation.

§11 TRANSFER TO THIRD-PARTIES

PTV may transfer the rights and responsibilities from the Licence Agreement to third parties without the user's consent. PTV shall give four (4) weeks' notice, in writing, before such a transfer. Should the user not agree to such a transfer, the Licence Agreement may be terminated without notice. PTV shall inform the user of the notice period and the legal consequences of failing to keep to it. In the event of termination PTV shall refund the appropriate share of the advance payment. A transfer of rights and responsibilities from the Licence Agreement or from the rights of use to software by the user requires the prior written permission of PTV.

§12 AMENDMENTS TO THE TERMS OF THE AGREEMENT

PTV reserves the right to change the conditions concerning the Licence Agreement and fees. PTV shall inform the user of such changes in writing. The changes shall be deemed to be accepted should the user fail to object in writing within three months of receiving notice of said changes. PTV shall inform the user of this notice period and the legal consequences of failing to keep to it separately.

§13 FINAL PROVISIONS

1. Declarations that must be made in writing in accordance with these terms of use may be sent by fax or e-mail. In addition, PTV may also send written declarations to users by email, using the email addresses provided in the

PTV AG Nov/18 login data. Declarations by the user must be sent to the following address: PTV Planung Transport Verkehr AG, Haid-und-Neu-Str. 15, DE-76131 Karlsruhe, , Fax.: 0049 721 9651 699, [email protected] 2. These terms of use shall be governed by German law. The application of the UN Convention on Contracts for the International Sale of Goods is explicitly excluded. 3. The place of performance and jurisdiction for all disputes arising from and in connection with the Licence Agreement for contracts with merchants is Karlsruhe.

PTV AG Nov/18

Supplement to the General Terms of Use

As a supplement to the General Terms of Use, further relevant information can be found here:

 Product name: PTV Map&Guide internet

 Website: www.mapandguide.com

 Pricing: https://www.ptvgroup.com/en/solutions/products/ptv-mapandguide/

 PTV AG's General Terms and Conditions and Data Protection: https://www.ptvgroup.com/en/terms-privacy/

 Privacy Policy PTV Map&Guide internet: https://shop.mapandguide.com/customercenter/PDFs/inter_data_privacy_EN.pdf