End User License Agreement

(Last Update: May 1, 2025)

PLEASE READ THIS AGREEMENT AND INDICATE AND ACKNOWLEDGE YOUR ACCEPTANCE BY SELECTING THE BOX ON THE PREVIOUS SCREEN NEXT TO ‘I HAVE READ AND AGREE WITH YOUR TERMS & CONDITIONS’. ACCEPTANCE OF THIS AGREEMENT MEANS THAT YOU ARE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT. YOU MAY NOT USE THE SOFTWARE APPLICATION UNLESS YOU ACCEPT THE TERMS OF THIS AGREEMENT. YOU MAY PRINT THE WEB PAGE CONTAINING THIS AGREEMENT OR SAVE IT AS A FILE ON YOUR COMPUTER.

This End User License Agreement (this “EULA”), effective as of the date of acceptance above, is a binding agreement between the end user (“End User” or “you”) and Dapper Care, Inc, a Delaware corporation with its principle office located at 732 E 6th St., Suite 4982, Las Vegas, NV 89101 (the “Company”). This EULA governs your use of the Dapper Care web-based platform and mobile application (including all related documentation and information available through the platform, collectively, the “Application”). The Application is made available to you on a limited software-as-a-service basis, not sold to you.

Limits on Who Can Use the Application: You are not authorized to use the Application, and will not be granted access to any content available through the Application, unless: you are an employee or subcontractor of a Care Provider and the Care Provider has authorized you to use the Application (“Organization Users”). A “Care Provider” is a healthcare organization that has a separate software as a service or similar agreement with the Company and has designated you as an authorized user of the Application.

In the rest of this EULA below, the term Care Provider is used to mean both the healthcare organization that is the Care Provider and its Organization Users. Unless expressly indicated that certain terms in this EULA are specific to one such group of users of the Application, all terms of this EULA apply to and bind all users of the Application. References to “you” or “your” in this EULA mean any authorized user of the Application.

Warning for Care Providers: The Application is merely a communication tool and does not replace or substitute for professional judgment. You may not access or use the Application or any protected health information or other medical records of an individual or patient in the Application unless you consent to the terms of this EULA. You are also required to comply with any applicable privacy and security requirements of your organization (the Care Provider) protecting personal, health or medical information of an individual or patient, including, without limitation, the Health Insurance Accountability and Portability Act (HIPAA) obligations of your organization.

BY ACCEPTING THIS AGREEMENT, YOU (A) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER AND (B) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO ANY OF THESE TERMS, DO NOT USE THE APPLICATION.

1. Access Rights. Subject to the terms of this EULA, the Company grants you a limited, non-exclusive, non-sublicensable, and nontransferable right to: access, download, install and/or use the Application in the United States for the Care Provider’s internal, non-commercial use for the benefit of its patients. The foregoing access may be made available both on a computer or mobile device, in the Company’s discretion, and depending on the contracted uses paid for by the Care Provider.

2. Access Restrictions. You shall not, and shall not allow a third party, to: (a) copy the Application; (b) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application; (c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Application or any part thereof; (d) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof; (e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time; or (f) remove, disable, circumvent, or otherwise create or implement any workaround to any privacy protection, copy protection, rights management, or security features in or protecting the Application.

3. Reservation of Rights. You acknowledge and agree that the Application is provided as a service under the terms of this EULA, and not sold to you. You do not acquire any ownership interest in the Application under this EULA, or any other rights thereto other than to use the Application in accordance with the rights granted in Section 1 above, and subject to all terms, conditions, and restrictions, under this EULA. the Company and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Application, including improvements thereto and all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in Section 1 above.

4. Collection and Use of Your Information. You acknowledge that when you use the Application, the Company may use automatic means (including, for example, cookies, web beacons, various identifiers) to collect information about your use of the Application. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Application or certain of its features or functionality, and the Application may provide you with opportunities to share information about yourself with others. You agree that all information you provide for these purposes will be complete and accurate. You will be responsible for all activities undertaken using your login credentials to any the Company account or service. You agree to notify the Company and the Care Provider immediately upon becoming aware that your login credentials to any the Company account or service have been lost, stolen or used without your authorization. All personal information about you as a user of the Application that the Company collects through or in connection with this Application is subject to the Company’s Privacy Policy at (the “Privacy Policy”). By using, and providing personal information to or through this Application, you consent to all actions taken by the Company with respect to your personal information in compliance with the Privacy Policy, which may be updated from time-to-time.

PLEASE NOTE THAT THE CARE PROVIDER, AS YOUR EMPLOYER AND/OR CONTRACTING PARTY (FOR SUBCONTRACTORS) WILL HAVE ACCESS TO ANY INFORMATION YOU INPUT OR UPLOAD TO OR SHARE WITH OR THROUGH THE APPLICATION – AS A BUSINESS MATTER – BECAUSE THEY ARE THE PARTY THAT CONTRACTS WITH COMPANY TO MAKE THE APPLICATION AVAILABLE TO YOU.

5. Content and Services. The Company and the Company’s licensors reserve the right to change, suspend, remove and/or disable access to and/or use of any content and services available from them through the Application at any time without notice. A Care Provider may also choose to make available only specific or select portions of the Application to specific users.

6. Updates. the Company may from time-to-time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that the Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality of the Application. You agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this EULA.

7. Third-Party Materials. The Application may display, include, or make available third-party content or provide links to third-party websites or services (“Third-Party Materials”). You acknowledge and agree that the Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. the Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions. the Company reserves the right to change, suspend, remove, or disable access to any Third-Party Material at any time without notice or liability to you. Should you choose to access Third-Party Materials, you do so at your own initiative and risk.

8. Electronic Communications. You hereby agree to the use of electronic communications in order to enter into this EULA, to create other records and to the electronic delivery of notices between you and the Company with respect to the Application and this EULA.

9. Suspension. the Company may suspend, interrupt, terminate or limit any or all functionalities of the Application without prior notice. Care Provider may also determine in its discretion that certain Organization Users should have their access to the Application suspended or terminated and notify the Company to implement the same.

11. Termination. This EULA will apply to you for so long as you access or use the Application. Care Provider may terminate using the Application, and if Care Provider does so, all access thereto will concurrently terminate for Organization Users. the Company may also terminate this EULA at any time without notice and concurrently make all access to the Application inaccessible. Your rights to use the Application under Section 1 of this EULA will terminate immediately and automatically without any notice requirement if you violate any of the terms and conditions of this EULA. Upon such termination, all rights granted to you under this EULA will also terminate and you must cease all use of the Application and delete all copies of the Application from your mobile device. Termination of your rights to access the Application will not limit any of the Company’s rights or remedies at law or in equity. Sections 2, 3, 4, 7, 11, 12, 13, 14, and 15 shall survive termination of this EULA.

12. DISCLAIMER OF WARRANTIES. THE APPLICATION DOES NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS OR TREATMENT AND IS NOT A SUBSTITUTE FOR THE PROFESSIONAL JUDGEMENT OR CARE OF A HEALTHCARE PROFESSIONAL. THE APPLICATION OF MERELY A TOOL FOR USERS OF THE APPLICATION. THE COMPANY DOES NOT PRACTICE MEDICINE AND THE APPLICATION DOES NOT DISPENSE MEDICAL SERVICES.

THE APPLICATION IS PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND, THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY PARTICULAR HARDWARE, EQUIPMENT, DEVICE OR OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. COMPANY MAKES NO REPRESENTATION OR WARRANTY THAT THE APPLICATION MAY BE ACCESSED OR USED OUTSIDE OF THE UNITED STATES OR THAT USE OF THE APPLICATION OUTSIDE THE UNITED STATES IS LEGALLY PERMITTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

13. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY NOR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT OR YOUR USE OF OR INABILITY TO USE THE APPLICATION OR THE CONTENT AND SERVICES OR THIRD-PARTY MATERIALS FOR: (a) PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER/EQUIPMENT OR DEVICE FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES; OR (b) DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED TEN DOLLARS ($10.00). THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

14. INDEMNIFICATION. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS COMPANY, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, AND ASSIGNS FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, LIABILITIES, DEFICIENCIES, CLAIMS, ACTIONS, JUDGMENTS, SETTLEMENTS, INTEREST, AWARDS, PENALTIES, FINES, COSTS, OR EXPENSES OF WHATEVER KIND, INCLUDING REASONABLE ATTORNEYS FEES, ARISING FROM OR RELATING TO YOUR USE OR MISUSE OF THE APPLICATION OR YOUR BREACH OF THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE CONTENT AND INFORMATION YOU SUBMIT OR MAKE AVAILABLE THROUGH THE APPLICATION, AND ANY VIOLATION OF APPLICABLE LAW BY YOU.

15. Additional Terms:

• Severability. If any provision of this EULA is illegal, invalid or unenforceable under applicable law, such illegal, invalid or unenforceable provision shall be deleted from this EULA and the remaining provisions will continue in full force and effect.
• Governing Law. This EULA is governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Delaware.
• Venue. Any legal suit, action or proceeding arising out of or related to this EULA shall be instituted exclusively in the federal courts of the United States or the courts of the State of Delaware in each case located in Newark, and you and the Company each irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding.
• Waiver of Jury Trial and Class Action. EACH PARTY TO THIS AGREEMENT IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LEGAL ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT. NEITHER YOU NOR THE COMPANY SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS WITH RESPECT TO OTHER ACCOUNTS, BRING MASS, CLASS ACTION, OR CONSOLIDATED CLAIMS IN COURT OR LITIGATE ANY CLAIM AS A REPRESENTATIVE OR USER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.
• Entire Agreement. This EULA and the Privacy Policy comprise the complete agreement between the Company and you regarding the Application, and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Application.
• Waiver. No failure to exercise, and no delay in exercising, on the part of the Company, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder.
• Amendment. the Company may amend and update this EULA in the future and any such amendment will be effective upon the earliest of the Company’s posting of the updated agreement on or through the Application, or the Company providing notice of the update to you otherwise. Your access or use of the Application after the effective date of any such amendment or update to this EULA constitutes your acceptance of the amended or updated EULA.
• Suggestions. With respect to any feedback, data, answers, questions, comments, suggestions, ideas or the like that you provide (“Feedback”) to the Company, whether using the Application, or otherwise, regarding the Application, you agree that: you have the right to provide the Feedback to the Company; the Company has no obligation to review, consider or act upon any Feedback; the Feedback is not confidential; and the Company has the irrevocable and unconditional right to use, implement, modify and publish the Feedback without attribution or compensation to you.