Terms of Service – TenderB (Online Subscription)

Version date: 11 May 2026

These Terms of Service apply to Customers who register online for the TenderB platform via www.tenderb.nl or any related registration page. By creating an account and accepting these Terms during the registration procedure, the Customer enters into a binding agreement with LemonB B.V.

Customers who enter into their agreement through a sales process with a signed acceptance form or a separate negotiated agreement are governed by the LemonB AI-Driven Software Solutions Agreement. In the event of conflict, such separately signed agreement prevails over these online Terms.

Chapter 1: Preamble and Definitions

1.1 Parties

These Terms of Service (hereinafter: "Terms") are entered into between:

1. LemonB B.V., a private limited company incorporated under the laws of the Netherlands, having its registered office at Stadhuisplein 10, 5611 EM Eindhoven, the Netherlands, registered with the Dutch Chamber of Commerce under number 88978923, hereinafter: "LemonB";

and

2. The Customer, being the natural or legal person who creates an account on the TenderB platform and provides the related contact and billing information as submitted in the online registration procedure, hereinafter: "Customer".

LemonB and Customer are hereinafter collectively referred to as "Parties" and individually as a "Party".

1.2 Authority to Accept

1.2.1 The natural person creating the account represents and warrants that they (i) are at least 18 years of age, (ii) have the authority to accept these Terms on behalf of the Customer and to enter into binding obligations, and (iii) provide complete, accurate and up-to-date information during the registration procedure.

1.2.2 If Customer is a legal entity, the accepting natural person is jointly and severally liable for any incorrect or unauthorised acceptance.

1.3 Recitals

• LemonB is a provider of AI-driven software solutions, including the TenderB platform, designed to optimise tender and procurement response processes;
• Customer wishes to use the Services against payment of the applicable Fees, as described in these Terms and the selected Subscription;
• The Parties wish to enter into these Terms to set out the conditions under which LemonB will provide the Services to Customer.

THE PARTIES AGREE AS FOLLOWS:

1.4 Definitions

1.4.1 "Registration Data" means the information provided by Customer during the online registration procedure, including company name, legal form, registered address, Chamber of Commerce number, contact person, billing address, and selected Subscription.

1.4.2 "Subscription" means the service plan selected by Customer during registration or thereafter via the account dashboard (such as Starter, Professional, or any other plan offered by LemonB from time to time), including the related functionality, usage limits, and Fees.

1.4.3 "AI (Artificial Intelligence)" means systems that demonstrate intelligent behaviour by analysing their environment and taking action — with some degree of autonomy — to achieve specific objectives.

1.4.4 "GDPR" means Regulation (EU) 2016/679 (General Data Protection Regulation) and its applicable national implementing legislation (in the Netherlands, the "UAVG").

1.4.5 "Personal Data Breach" means a breach of security as defined in Article 4(12) GDPR.

1.4.6 "Services" means the software-as-a-service (SaaS) services provided by LemonB, including the TenderB platform and all AI-driven solutions developed by LemonB, as further specified in these Terms and the selected Subscription.

1.4.7 "Right of Use" means Customer's right to use the Software and Services in accordance with the selected Subscription and these Terms.

1.4.8 "Effective Date" means the date on which Customer accepts these Terms and the account is successfully created.

1.4.9 "Intellectual Property Rights" means all patents, copyrights, design rights, trademarks, service marks, trade secrets, know-how, database rights, and other intellectual property rights (whether registered or not) and any applications for the same, anywhere in the world.

1.4.10 "Customer Data" means all data, information, and content provided by Customer or its Users to, uploaded into, or processed by the Services.

1.4.11 "Users" means the natural persons within Customer's organisation who are granted access to the Services through a user account.

1.4.12 "Personal Data" means personal data as defined in the GDPR processed by LemonB in the performance of these Terms.

1.4.13 "Service Level" means the service levels provided by LemonB to Customer for the TenderB platform and related Services, as set out in Chapter 9.

1.4.14 "Software" means both software in which the Intellectual Property Rights vest in LemonB and software in which the Intellectual Property Rights vest in third parties, used in the provision of the Services or the Right of Use.

1.4.15 "TenderB Platform" means the online platform for tender optimisation developed and operated by LemonB, accessible via www.tenderb.nl or any subdomain designated by LemonB.

1.4.16 "Trust Center" means the online environment at https://trust.tenderb.nl where current information about security, compliance, certifications, and subprocessors is published.

Chapter 2: Scope and Structure

2.1 The Services

2.1.1 The Services under these Terms include:

a) Access to and use of the TenderB Platform in accordance with the selected Subscription;

b) Standard implementation and onboarding as described in the selected Subscription;

c) Standard support services as set out in Chapter 9;

d) Any additional services as separately agreed in writing between the Parties.

2.1.2 The specific functionalities, usage limits, and costs of each Subscription are described on the pricing page and in the confirmation Customer receives after registration.

2.2 Order of Precedence

2.2.1 In the event of conflict or inconsistency between the applicable documents, the following order of precedence applies:

a) Any separately negotiated addendum or master agreement signed by authorised representatives of both Parties;

b) These Terms;

c) The Data Processing Addendum (Annex A);

d) The Subscription specifications as set out on the pricing page and in the registration confirmation;

e) The Trust Center and the technical specifications published thereon.

2.3 Modifications to these Terms

2.3.1 LemonB is entitled to amend these Terms unilaterally. LemonB will notify Customer in writing (including by email or in-platform notification) at least thirty (30) calendar days before such amendments take effect.

2.3.2 If an amendment materially and adversely affects Customer's rights or obligations, Customer may terminate the Subscription within the thirty (30) day notice period referred to in clause 2.3.1, effective as of the date on which the amended Terms would take effect, by using the cancellation functionality described in clause 5.2.2.

2.3.3 Continued use of the Services after the amended Terms take effect constitutes acceptance of those amendments.

2.3.4 This clause 2.3 applies without prejudice to LemonB's right to amend the Service Level in accordance with Chapter 9 and to adjust Fees in accordance with Chapter 6.

Chapter 3: Services

3.1 TenderB Platform

3.1.1 LemonB grants Customer access to the TenderB Platform, an AI-driven solution for optimising tender processes and delivering actionable insights.

3.1.2 The TenderB Platform includes, where covered by the selected Subscription, the following core functionalities:

a) Automated analysis and summarisation of tender documents;

b) Review and analysis of legal documentation;

c) AI-driven insights and recommendations for tender optimisation;

d) Industry-specific functionality, to the extent available within the Subscription.

3.1.3 LemonB reserves the right to enhance, modify, or update features and functionality of the TenderB Platform at its discretion, provided such changes do not materially diminish the overall quality of the Services.

3.2 Licence Terms

3.2.1 LemonB grants Customer a non-exclusive, non-transferable, revocable licence to access and use the Services for Customer's internal business purposes during the Term of the Subscription.

3.2.2 The licence granted expressly prohibits:

a) Sublicensing, selling, renting, leasing, or otherwise making the Services available to third parties;

b) Copying, reverse engineering, decompiling, or disassembling any part of the Services, including through prompt injection or similar techniques aimed at uncovering operation or source code;

c) Removing or altering proprietary notices or marks on the Services;

d) Using the Services to build a competing product or service.

3.2.3 Customer is responsible for all activities conducted under its account and shall ensure its Users comply with the licence terms.

3.3 Users and Account Management

3.3.1 Customer may add Users to its account within the limits of the selected Subscription. The permitted number of Users and the associated costs are determined by the Subscription.

3.3.2 Customer is responsible for:

a) The confidentiality of credentials and the management of access rights;

b) All activities of its Users, whether or not authorised by Customer;

c) Promptly reporting unauthorised use or suspected security breaches to LemonB via help@tenderb.nl.

3.4 Implementation, Onboarding, and Training

3.4.1 For self-service Subscriptions, LemonB provides standard online onboarding via in-app guidance, knowledge base articles, and chat support.

3.4.2 Additional implementation, training, or customisation services are available against additional Fees, on the basis of a separate written quotation.

3.4.3 Ongoing support and maintenance services are provided in accordance with Chapter 9.

3.5 Third-Party Services and Integrations

3.5.1 The Services may include integrations with third-party services. LemonB makes no warranty regarding, and does not support, any such third-party services, and the use thereof is subject to the terms of the respective third-party providers.

3.5.2 Customer acknowledges that the functionality of certain features of the Services may depend on the availability and accuracy of third-party services.

3.6 Fair Use Policy

3.6.1 Customer may use the Right of Use solely for the purposes described in these Terms and within the limits of the selected Subscription. This includes normal use as described or as consistent with what is socially reasonable.

3.6.2 Customer shall refrain from acts (including omissions) that may impair or limit the normal operation or availability of the Services, including:

a) Automated or bulk querying outside the limits of the Subscription;

b) Circumventing technical limitations, rate limits, or access controls;

c) Burdening the Services in a manner that adversely affects other customers;

d) Spamming, malicious behaviour, hacking attempts, or distribution of malware;

e) Violation of applicable laws and regulations.

3.6.3 In the event of a threatened or actual breach of this Fair Use Policy, LemonB is entitled to:

a) Issue warnings;

b) Impose temporary restrictions on use;

c) Limit or disable specific functionality;

d) Suspend or terminate the account with immediate effect in accordance with clauses 5.3 and 5.6;

e) Seek damages for any harm caused by misuse.

3.6.4 The Right of Use and the Services are intended for Customer's own use. Customer shall not resell, sublicense, or otherwise commercialise the Right of Use unless expressly agreed in writing.

3.6.5 LemonB reserves the right to monitor compliance with this Fair Use Policy and to take appropriate measures in case of violations.

3.7 Mutual Responsibilities

3.7.1 The Parties shall maintain open lines of communication. During registration, Customer designates a primary contact person; LemonB communicates through this contact person and through in-app notifications.

3.7.2 The Parties shall cooperate in addressing any security incidents or breaches relating to the Services.

Chapter 4: Hosting and Security

4.1 Hosting

4.1.1 For Customers registered online, LemonB hosts the Services by default in Germany (Frankfurt) within the European Union.

4.1.2 Alternative geographical hosting options (such as dedicated hosting in the United Kingdom, the Netherlands, the Middle East, or the United States) are available against additional Fees and on the basis of a separate written agreement.

4.2 Data Centres

4.2.1 LemonB shall use commercially reasonable efforts to ensure that all data centres used to host the Services comply with industry-standard security certifications and applicable data protection regulations.

4.2.2 LemonB reserves the right to change the location of its data centres within the EU, provided such changes do not materially affect the provision of the Services or violate applicable data protection laws.

4.3 Security Measures

4.3.1 LemonB shall implement and maintain appropriate technical and organisational security measures to protect Customer Data, including:

a) Encryption of data at rest and in transit;

b) TLS protocols for all data transmission;

c) Regular security audits and penetration testing;

d) Access control, logging, and monitoring.

4.3.2 The current security measures and certifications are available to Customer at the Trust Center.

4.4 Access Control

4.4.1 Customer is responsible for managing User access within its organisation and shall ensure that only authorised personnel have access to the Services.

4.4.2 Single Sign-On (SSO) and Multi-Factor Authentication (MFA) are available within certain Subscriptions or as optional add-ons against additional Fees.

4.5 Security Incident Response

4.5.1 In the event of a security incident affecting Customer Data, LemonB shall:

a) Notify Customer without undue delay upon becoming aware of the incident;

b) Provide reasonable assistance to Customer in responding to the incident;

c) Take appropriate measures to limit and mitigate the impact.

4.5.2 Customer shall cooperate with LemonB in any investigation or remediation effort relating to a security incident.

4.6 Business Continuity and Disaster Recovery

4.6.1 LemonB maintains and regularly tests business continuity and disaster recovery plans to ensure availability of the Services in accordance with the Service Level.

4.6.2 The current business continuity and disaster recovery plan is available to Customer at the Trust Center.

4.7 Compliance and Certifications

4.7.1 LemonB maintains relevant industry-standard certifications applicable to the provision of the Services.

4.7.2 The current security standards and certifications applied by LemonB are available to Customer at the Trust Center.

4.8 Security Audits and Penetration Testing

4.8.1 LemonB shall, at its own cost, have an annual third-party security audit conducted and shall implement continuous automated penetration testing.

4.8.2 A summary of the annual audit results and an overview of the continuous penetration testing programme are available to Customer at the Trust Center.

4.8.3 If a material security vulnerability is identified through an audit or penetration test, LemonB shall notify Customer within seventy-two (72) hours and prepare and implement a remediation plan.

4.8.4 Customer acknowledges that, for online Subscriptions, these security measures are in lieu of any right to conduct its own audits, and agrees that LemonB's provision of audit summaries and vulnerability remediation plans satisfies LemonB's obligations regarding security verification and transparency.

Chapter 5: Term, Renewal, and Termination

5.1 Initial Term

5.1.1 These Terms come into force on the Effective Date and continue for the duration of the selected Subscription (the "Initial Term"), unless terminated earlier in accordance with these Terms.

5.1.2 Monthly and annual Subscriptions are available by default. The Initial Term equals the selected billing cycle, unless otherwise stated on the pricing page or at registration.

5.2 Automatic Renewal and Cancellation

5.2.1 Upon expiry of the Initial Term, the Subscription is automatically renewed for successive periods equal to the Initial Term (each, a "Renewal Period"), unless Customer cancels the Subscription as described in clause 5.2.2.

5.2.2 Cancellation is exclusively self-service. Customer cancels the Subscription via the account management dashboard (which uses Stripe's billing portal). Cancellation requests submitted by any other means (including email, chat, or phone) are not effective.

5.2.3 To avoid renewal:

a) For monthly Subscriptions: cancel at least seven (7) calendar days before the end of the then-current billing period;

b) For annual Subscriptions: cancel at least thirty (30) calendar days before the end of the then-current billing period.

5.2.4 The Initial Term and any Renewal Periods are collectively referred to as the "Term".

5.3 Termination for Cause

5.3.1 Either Party may terminate these Terms if the other Party materially breaches its obligations and fails to remedy such breach within thirty (30) calendar days after receiving written notice of default.

5.3.2 LemonB may terminate these Terms with immediate effect if Customer:

a) Fails to pay any amount due within fifteen (15) calendar days after receiving written notice that payment is overdue;

b) Breaches clause 3.2 (Licence Terms) or clause 3.6 (Fair Use Policy);

c) Infringes LemonB's Intellectual Property Rights;

d) Is declared bankrupt, files for suspension of payments, or otherwise loses free disposal of its assets;

e) Has provided inaccurate or misleading Registration Data.

5.4 Effects of Termination

5.4.1 Upon expiry of the Term or termination:

a) All licences and other rights granted to Customer terminate immediately;

b) Customer shall cease all use of the Services immediately;

c) Customer shall pay all outstanding amounts accrued up to the termination date;

d) Each Party shall return or destroy all Confidential Information of the other Party at the other Party's instruction, except where retention is required by law or for archival purposes.

5.4.2 LemonB will, for thirty (30) calendar days following the termination date, enable Customer to export its Customer Data through the functionality provided in the platform. After this period, LemonB will delete the Customer Data in accordance with Annex A.

5.4.3 Fees already paid are not refundable, except where expressly stated in these Terms or required by law.

5.5 Survival

5.5.1 The following provisions survive termination:

a) Payment obligations for Services delivered prior to termination;

b) Intellectual Property Rights (Chapter 10);

c) Confidentiality obligations (Chapter 11);

d) Limitation of liability (Chapter 12);

e) Any other provisions that by their nature are intended to survive.

5.6 Suspension of Services

5.6.1 LemonB is entitled to suspend Customer's access to the Services if:

a) Customer fails to pay undisputed amounts due within fifteen (15) calendar days after receiving written notice;

b) Customer's use of the Services poses a security risk;

c) Customer's use of the Services may expose LemonB to liability to third parties;

d) Customer materially breaches the Fair Use Policy.

5.6.2 LemonB shall provide prior notice of any suspension, except where immediate suspension is necessary.

5.6.3 Suspension does not relieve Customer of its payment obligations.

Chapter 6: Fees and Payment

6.1 Fees

6.1.1 Customer shall pay LemonB the fees set out on the pricing page at the time of registration or as shown in the confirmation email received after registration (the "Fees").

6.1.2 The Fees are based on the selected Subscription and not on actual use, unless otherwise indicated (e.g. for metered features). Payment obligations are irrevocable and Fees paid are non-refundable, except where expressly stated in these Terms.

6.1.3 All amounts displayed on the pricing page are in Euros and inclusive of Dutch VAT (BTW) at the applicable rate. Where Customer provides a valid VAT identification number for a business established in another EU Member State, the reverse-charge mechanism may apply and Fees will be invoiced exclusive of VAT, in which case the equivalent net amount is determined by LemonB and reflected on the invoice.

6.2 Invoicing and Payment

6.2.1 LemonB invoices the Fees on the following schedule:

a) For monthly Subscriptions: monthly in advance, automatically charged to the payment method provided at registration;

b) For annual Subscriptions: annually in advance, or in two (2) equal semi-annual instalments, automatically charged to the payment method provided at registration;

c) For implementation and customisation services: as separately agreed.

6.2.2 LemonB uses a third-party payment provider (Stripe) to process payments. Customer authorises LemonB to charge the payment method on file for the duration of the Term.

6.2.3 Customer is responsible for providing complete and accurate billing and contact information and for promptly updating any changes through the account dashboard.

6.2.4 Customer is not entitled to set off or suspend any payment.

6.3 Late Payment

6.3.1 If a payment is not received on time, LemonB, without prejudice to its other rights:

a) May charge statutory commercial interest pursuant to Article 6:119a of the Dutch Civil Code, or — if Customer is not acting in the course of a profession or business — statutory interest pursuant to Article 6:119 of the Dutch Civil Code;

b) May suspend access to the Services in accordance with clause 5.6.

6.3.2 In the event of late payment, Customer shall also be liable for both extrajudicial and judicial collection costs, including legal fees, bailiff fees, and collection agency fees. Extrajudicial collection costs are set at a minimum of 15% of the principal amount plus interest, with a minimum of EUR 250.

6.4 Disputed Invoices

6.4.1 If Customer legitimately disputes an invoice, Customer shall notify LemonB in writing within fifteen (15) calendar days after the invoice date, stating the grounds for dispute.

6.4.2 The payment obligation in respect of the disputed portion is suspended until the Parties reach agreement, up to a maximum of sixty (60) calendar days after the invoice due date.

6.5 Price Changes

6.5.1 LemonB may adjust the Fees in writing on at least thirty (30) calendar days' notice prior to the effective date of the new pricing.

6.5.2 If Customer does not agree with the adjustment, Customer may cancel the Subscription within the notice period in accordance with clause 5.2, effective as of the date on which the new pricing would take effect.

6.5.3 If Customer does not cancel and continues to use the Services, this constitutes acceptance of the adjusted Fees.

6.6 Indexation

6.6.1 LemonB reserves the right to index the Fees annually based on the CBS Services Producer Price Index (DPI) for computer programming and consultancy services (CBS index J – Information and Communication, index 2021 = 100).

6.6.2 The first indexation takes place on the first anniversary of the Effective Date and annually thereafter.

6.6.3 LemonB will notify Customer at least thirty (30) calendar days prior to the effective date of any indexation.

Chapter 7: Responsibilities of the Parties

7.1 Compliance with Laws and Regulations

7.1.1 LemonB ensures that the Services comply with applicable laws and regulations in the jurisdictions in which LemonB operates. For jurisdictions in which only Customer operates, Customer is responsible for:

a) Informing LemonB of any specific local legal or regulatory requirements;

b) Determining whether the Services as delivered meet local requirements;

c) Obtaining any necessary local permits or authorisations;

d) Ensuring that its use of the Services complies with local laws and regulations.

7.2 Customer Responsibilities

7.2.1 Authorised Use: Customer shall ensure that the Services are used only for authorised purposes in accordance with these Terms and applicable laws.

7.2.2 User Management: Customer manages User access, maintains confidentiality of credentials, and promptly notifies LemonB of any unauthorised use.

7.2.3 Data Input: Customer is responsible for the accuracy, quality, integrity, lawfulness, reliability, and suitability of all Customer Data and for the means by which it has acquired such data.

7.2.4 Cooperation: Customer shall provide reasonable cooperation and assistance to LemonB as necessary for the provision of the Services.

7.2.5 Infrastructure: Customer shall maintain the infrastructure, hardware, and software necessary to access and use the Services.

7.3 Limitations

7.3.1 LemonB is not responsible for:

a) Delays or failures caused by circumstances outside its reasonable control;

b) The content of Customer Data;

c) Unauthorised use of the Services by Customer's personnel or representatives;

d) Output generated by AI components of the Services.

7.3.2 Customer acknowledges that the Services are not intended to replace professional judgment and that Customer remains responsible for decisions made based on use of the Services.

7.3.3 Customer and its Users are solely responsible for ensuring the accuracy of, and verifying, all output generated by AI components of the Services. This includes verifying the correctness, suitability, and completeness of AI-generated content, recommendations, or analyses.

7.3.4 Customer shall implement appropriate processes and safeguards for reviewing and validating AI-generated output before relying on it for business decisions or actions.

Chapter 8: Data Protection and GDPR Compliance

8.1 Application

8.1.1 For the purposes of this Chapter 8, "Personal Data", "Processing", "Controller", "Processor", "Data Subject", and "Supervisory Authority" have the meaning given to them in the GDPR.

8.1.2 The provisions of this Chapter 8 and Annex A constitute the "Data Processing Addendum" within the meaning of Article 28 GDPR. By accepting these Terms, Customer also accepts Annex A.

8.2 Roles

8.2.1 With respect to Personal Data processed under these Terms, Customer acts as Controller and LemonB acts as Processor.

8.2.2 Customer ensures that it has all necessary rights and consents to transfer Personal Data to LemonB for Processing.

8.3 Obligations of LemonB

8.3.1 LemonB shall:

a) Process Personal Data solely on documented instructions from Customer as set out in these Terms and Annex A;

b) Ensure that persons authorised to process Personal Data have committed themselves to confidentiality;

c) Implement appropriate technical and organisational measures as described in Chapter 4 and Annex A;

d) Comply with the conditions for engaging subprocessors as set out in Article 28(2) and (4) GDPR;

e) Assist Customer in responding to requests from Data Subjects, insofar as reasonably possible;

f) Assist Customer in ensuring compliance with the obligations under Articles 32 to 36 GDPR, taking into account the nature of the Processing and the information available to LemonB;

g) At Customer's choice, delete or return all Personal Data after the end of the provision of services relating to Processing, unless storage is required by law;

h) Make available to Customer all information necessary to demonstrate compliance with the obligations laid down in Article 28 GDPR.

8.4 Subprocessors

8.4.1 By accepting these Terms, Customer provides a general authorisation for LemonB to engage subprocessors. The current list of subprocessors is set out in Annex A and is maintained on the Trust Center.

8.4.2 For online Subscriptions, LemonB does not provide individual advance notification of subprocessor changes by email. LemonB publishes any addition or replacement of subprocessors on the Trust Center. Customer is responsible for periodically reviewing the Trust Center. Continued use of the Services after a subprocessor change is published constitutes acceptance of that change. Customer's sole remedy if it does not accept a subprocessor change is to cancel the Subscription in accordance with clause 5.2.

8.4.3 LemonB ensures that its agreements with subprocessors contain data protection obligations at least as restrictive as those set out in these Terms.

8.5 Data Transfers

8.5.1 LemonB may transfer Personal Data outside the European Economic Area (EEA), including to the United States, for the processing of prompts via API connections with Large Language Models (LLMs). Such transfers are subject to appropriate safeguards in accordance with the GDPR, as described in Annex A.

8.5.2 Customer acknowledges and agrees that such transfers are necessary for the provision of the Services and consents to such transfers, provided that LemonB maintains appropriate safeguards consistent with the GDPR (including Article 46 GDPR).

8.6 Personal Data Breach Notification

8.6.1 LemonB shall notify Customer without undue delay, and in any event within thirty-six (36) hours after becoming aware, of a Personal Data Breach.

8.6.2 The notification shall contain at least the information referred to in Article 33(3) GDPR, to the extent available.

8.7 Data Protection Impact Assessment

8.7.1 Customer, as Controller, is solely responsible for determining whether a Data Protection Impact Assessment (DPIA) is required under Article 35 GDPR and for carrying out such DPIA. LemonB's assistance with DPIAs is limited to the information made publicly available through the Trust Center and the general assistance obligation in clause 8.3.1(f). LemonB has no further obligation to provide bespoke DPIA assistance under online Subscriptions.

8.8 Data Retention and Use of Customer Data

8.8.1 LemonB retains Personal Data only for as long as necessary to provide the Services or as required by law.

8.8.2 Customer and its licensors retain all rights, title, and interest, including all Intellectual Property Rights, in and to the Customer Data and the output generated by TenderB at the Customer's request.

8.8.3 Customer grants LemonB and the third parties involved in the performance of these Terms a non-exclusive, worldwide, royalty-free right to process Customer Data solely as necessary to:

a) Provide, maintain, and improve the Services;

b) Perform the related obligations to Customer under these Terms;

c) Comply with legal requirements.

8.8.4 LemonB, and the third parties involved in the performance of these Terms, do not use Customer Data to train AI services or AI models.

8.8.5 Customer is responsible for the accuracy, quality, integrity, lawfulness, and suitability of the data it provides, and for obtaining all relevant consents.

8.9 Data Disclosure to Third Parties

8.9.1 LemonB may disclose contact information and, where necessary, Customer Data to third parties to the extent necessary for the performance of these Terms, for product updates, security incidents, and continuity of service delivery.

8.9.2 LemonB does not disclose data to third parties beyond the foregoing without Customer's written consent, except as required by law.

Chapter 9: Service Level

9.1 Scope and Definitions

9.1.1 This Chapter 9 defines the service level (the "Service Level") that LemonB provides to Customer.

9.1.2 Definitions:

• "Availability": the percentage of time the TenderB Platform is operational and accessible to Users.

9.2 Availability

9.2.1 LemonB targets an average minimum Availability of 99.8% per month, measured on a monthly basis.

9.2.2 Scheduled maintenance is excluded from Availability calculations and is performed during off-peak hours (typically between 22:00 and 06:00 CET).

9.2.3 LemonB provides at least 48 hours' notice of scheduled maintenance that may affect Availability for more than 15 minutes within 24 hours, via the TenderB Platform and the status page (https://status.tenderb.nl).

9.3 Support

9.3.1 For online Subscriptions, support is provided exclusively through self-service channels: the in-platform knowledge base, the in-platform chat (chatbot), and email at help@tenderb.nl. LemonB does not provide phone support, dedicated account management, or guaranteed response times for online Subscriptions.

9.3.2 LemonB endeavours to respond to support requests during business hours (09:00–17:00 CET, Monday through Friday, excluding Dutch public holidays), but does not commit to specific response or resolution times under online Subscriptions.

9.3.3 Premium support channels and committed response times may be available under higher-tier or enterprise Subscriptions, as described on the pricing page or in a separate agreement.

9.4 Performance and Capacity

9.4.1 The TenderB Platform is designed to handle at least 100 concurrent Users per Customer without significant degradation in performance.

9.4.2 Under normal conditions, response times for standard operations within the TenderB Platform are no more than 30 seconds; for agentic workflows, response times may extend up to one hour, depending on the user's request.

9.5 Backup and Recovery

9.5.1 LemonB performs daily backups of all Customer Data.

9.5.2 In the event of data loss, LemonB will restore data from the most recent backup within 8 business hours after the issue is reported.

9.6 Security Updates

9.6.1 Critical security updates are applied within 24 hours after release.

9.6.2 Non-critical updates are applied during the next scheduled maintenance window.

9.7 Reporting

9.7.1 Current Availability and performance metrics are published at https://status.tenderb.nl.

9.8 Service Level Changes

9.8.1 LemonB may amend the Service Level unilaterally by written notice to Customer, with such amendment taking effect after thirty (30) calendar days.

9.8.2 If the amendment materially and adversely affects Customer's rights, Customer may cancel the Subscription within that period in accordance with clause 5.2, effective as of the effective date of the amendment.

9.9 Limitations and Exclusions

9.9.1 This Chapter 9 does not apply to issues caused by force majeure, acts of Customer or its Users, or third-party systems outside LemonB's control.

Chapter 10: Intellectual Property Rights

10.1 Intellectual Property

10.1.1 All Intellectual Property Rights in Software, equipment, data files, documentation, and other materials developed under, or made available to Customer under, these Terms vest exclusively in LemonB or its suppliers.

10.1.2 Customer retains all rights, title, and interest in and to the Customer Data and the output generated by TenderB at Customer's request.

10.2 Mutual Licence Grants

10.2.1 LemonB grants Customer a non-exclusive, non-transferable, revocable licence to use the TenderB Platform and related materials solely for Customer's internal business purposes during the Term.

10.2.2 Customer grants LemonB a non-exclusive, worldwide, royalty-free licence to use, process, and analyse Customer Data solely for the purpose of providing the Services.

10.2.3 The licence expressly excludes the right to:

a) Sublicense, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit the Software;

b) Copy, modify, adapt, translate, or create derivative works of the Software;

c) Decompile, reverse engineer, or disassemble the Software, or otherwise attempt to derive source code;

d) Remove, alter, or obscure proprietary notices, labels, or marks of the Software;

e) Use the Software in a manner that violates applicable laws or regulations.

10.3 Restrictions

10.3.1 Customer shall not:

a) Copy, modify, duplicate, create derivative works of, frame, mirror, republish, download, transmit, or distribute any part of the TenderB Platform or related materials in any form or by any means;

b) Decompile, reverse compile, disassemble, reverse engineer (including via prompt injection), or otherwise reduce the TenderB Platform to human-perceivable form;

c) Access the TenderB Platform to build a competing product or service;

d) Use the TenderB Platform to provide services to third parties without LemonB's prior written consent.

10.4 Third-Party Software

10.4.1 Where LemonB provides third-party software to Customer, the (licence) terms of those third parties apply and prevail. LemonB will, on request, provide a copy or hyperlink to those terms.

10.5 Improvements and Feedback

10.5.1 All improvements to the TenderB Platform, whether proposed by Customer or developed by LemonB based on Customer's use, are the exclusive property of LemonB.

10.5.2 LemonB may use any feedback, suggestions, or ideas provided by Customer for any purpose without obligation to or compensation of Customer.

10.6 Intellectual Property Indemnity

10.6.1 LemonB shall indemnify Customer against third-party claims that the TenderB Platform infringes third-party Intellectual Property Rights, provided that:

a) Customer notifies LemonB in writing within 2 business days of the claim;

b) Customer provides reasonable cooperation;

c) LemonB has exclusive authority to defend or settle the claim.

10.6.2 In the event of an infringement claim, LemonB may, at its own cost:

a) Modify the TenderB Platform so it no longer infringes;

b) Obtain a licence for Customer; or

c) Terminate these Terms and refund any prepaid Fees relating to the remaining Term.

10.7 Warranty

10.7.1 LemonB warrants that it has all rights necessary for the Intellectual Property Rights used in providing the Services.

10.7.2 The warranties in this clause 10.7 are the only warranties given with respect to Intellectual Property Rights; all other warranties, express or implied, are excluded.

Chapter 11: Confidentiality

11.1 Definition

11.1.1 "Confidential Information" means all information, technical data, or know-how disclosed by one Party to the other that is marked as confidential or that should reasonably be understood to be confidential.

11.1.2 Customer's Confidential Information includes Customer Data.

11.1.3 LemonB's Confidential Information includes the TenderB Platform, the underlying technology, and all documentation or materials relating to the Services.

11.2 Exclusions

11.2.1 Confidential Information does not include information that:

(i) becomes publicly known through no fault of the receiving Party;

(ii) is received by the receiving Party from a third party entitled to disclose it;

(iii) was already known to the receiving Party prior to receipt, as evidenced by written records.

11.3 Obligations

11.3.1 The receiving Party shall:

a) Use the same degree of care it uses to protect its own confidential information (but in no event less than reasonable care);

b) Not use Confidential Information for any purpose outside the scope of these Terms;

c) Limit access to employees and representatives who need such access and who are bound by comparable confidentiality obligations.

11.4 Permitted Disclosures

11.4.1 The receiving Party may disclose Confidential Information where required by law, provided it gives prior notice to the disclosing Party (where legally permitted) and discloses only the portion legally required.

11.5 Duration

11.5.1 The confidentiality obligations survive for the duration of the Term and five (5) years after termination or expiry.

11.5.2 For Confidential Information that qualifies as a trade secret, the obligations survive for as long as such information qualifies as a trade secret.

11.6 Return or Destruction

11.6.1 Upon termination, the receiving Party shall return or destroy all Confidential Information of the other Party, except for retention required by law or pursuant to standard archival procedures.

11.7 Liquidated Damages

11.7.1 In the event of a breach of the confidentiality obligation where damage to the disclosing Party may reasonably arise, the receiving Party shall, without prior notice of default, owe an immediately due and payable penalty of EUR 25,000 per breach, increased by EUR 500 for each calendar day the breach continues, without prejudice to the right to additional compensation for damages exceeding the penalty amount.

Chapter 12: Limitation of Liability

12.1 Limitation of Liability

12.1.1 Subject to clause 12.2, the total liability of each Party arising out of or in connection with these Terms shall in no event exceed the total amount paid by Customer under these Terms in the twelve (12) months preceding the incident giving rise to the liability.

12.1.2 The limitation applies even if a Party has been advised of the possibility of such damages.

12.2 Exclusions

12.2.1 The limitations in clause 12.1 do not apply to:

a) Indemnification obligations under these Terms;

b) Customer's payment obligations;

c) Liability for gross negligence or wilful misconduct;

d) Liability for death or personal injury caused by negligence;

e) Liability that cannot be excluded or limited under applicable law.

12.3 Exclusion of Indirect Damages

12.3.1 In no event shall LemonB be liable for any lost profits, loss of use, loss of data, cost of procurement of substitute goods or services, or for any indirect, special, incidental, punitive, immaterial, or consequential damages.

12.4 Third-Party Products or Services

12.4.1 LemonB is not liable for any damages arising from Customer's use of third-party products or services in combination with the TenderB Platform, unless such third-party products or services are provided directly by LemonB as part of the Services.

12.5 Force Majeure

12.5.1 Neither Party is liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including natural disasters, war, terrorism, riots, fire, flood, earthquake, lock-outs, strikes, epidemics, pandemics, or governmental acts.

12.5.2 Customer cannot invoke force majeure with respect to its payment obligations.

12.6 Allocation of Risk

12.6.1 The Parties acknowledge that the limitations of liability in this Chapter 12 reflect an allocation of risk between the Parties, including the pricing of the Services, and form an essential element of these Terms.

Chapter 13: General Provisions

13.1 Entire Agreement

13.1.1 These Terms, including Annex A and the Registration Data, constitute the entire agreement between the Parties regarding their subject matter and supersede all prior and contemporaneous agreements, representations, or understandings, except for a separately signed addendum or master agreement as referred to in clause 2.2.1(a).

13.2 Assignment

13.2.1 Customer may not assign its rights or obligations without LemonB's prior written consent.

13.2.2 LemonB may assign these Terms in their entirety, without Customer's consent, to an affiliate or in connection with a merger, acquisition, corporate reorganisation, or sale of all or substantially all assets.

13.3 Relationship of the Parties

13.3.1 The Parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship.

13.4 Waiver

13.4.1 No failure or delay in exercising any right under these Terms operates as a waiver of that right.

13.5 Severability

13.5.1 If any provision of these Terms is held unlawful, that provision will be modified and interpreted so as to achieve the objectives of the original provision to the fullest extent possible under the law, and the remaining provisions shall continue in full force.

13.6 Attorneys' Fees

13.6.1 In any action or proceeding to enforce rights under these Terms, the prevailing Party is entitled to recover its reasonable costs and attorneys' fees.

13.7 Governing Law

13.7.1 These Terms are governed exclusively by the laws of the Netherlands, without regard to conflict of laws rules.

13.8 Jurisdiction

13.8.1 The Parties submit to the exclusive jurisdiction of the District Court of East Brabant (Rechtbank Oost-Brabant), the Netherlands, for the resolution of any dispute arising out of or in connection with these Terms.

13.9 Notices

13.9.1 All notices under these Terms shall be in writing and shall be deemed given: (i) on personal delivery; (ii) on the second business day after dispatch by post; or (iii) on the first business day after dispatch by email or by in-platform notification.

13.9.2 Notices to LemonB shall be addressed to: LemonB B.V., Stadhuisplein 10, 5611 EM Eindhoven, the Netherlands, or info@lemonb.nl.

13.9.3 Notices to Customer shall be addressed to the email address provided at registration and/or via in-platform notification.

13.10 Language

13.10.1 If these Terms are available in multiple languages, the Dutch language version prevails in the event of any difference in interpretation. If Customer cannot reasonably be expected to understand Dutch, the English language version prevails in the event of conflict.

13.11 Electronic Acceptance

13.11.1 The Parties acknowledge that acceptance of these Terms via the online registration procedure (including ticking a consent box and clicking an acceptance button) constitutes valid acceptance equivalent to a written signature.

13.11.2 LemonB records the date, time, IP address, and Registration Data of acceptance as evidence of formation of the agreement.

Annex A: Data Processing Addendum

A.1 Categories of data processed

A.2 Categories of data subjects

A.3 List of subprocessors

The current list of subprocessors is maintained on the Trust Center at https://trust.tenderb.nl. As of the publication date of these Terms, the applicable subprocessors are:

A.4 Retention periods

A.5 Subprocessor safeguards

A.5.1 All subprocessors are screened for GDPR compliance through data processing agreements with terms at least as restrictive as those in these Terms.

A.5.2 Data protection measures include encryption, pseudonymisation, and regular audits.

A.5.3 International data transfers to countries outside the EEA are protected by EU Standard Contractual Clauses (SCCs) and supplementary Schrems II measures.

A.5.4 Only authorised personnel with a legitimate need-to-know basis have access to Personal Data.

A.6 Technical and organisational measures

A.6.1 Physical access control: Physical access to buildings and rooms is regulated and documented.

A.6.2 Data access control: Customer Data is isolated between customers; issuance and revocation of smart cards/tokens is documented; departure procedures for personnel are in place.

A.6.3 Input control: Security-relevant events of IT systems and applications are logged; alternative logging systems are used where primary logging is unavailable.

A.6.4 Availability control: Archival responsibilities are defined; archival concept is documented and regularly updated; access to electronic archives is logged.

A.6.5 System access control: Hardware and software are sourced only from trusted suppliers; workplace security; protection against SQL injection; system hardening; deactivation of default identifiers and pre-set passwords; secure software development principles.

A.6.6 Transfer control: Data minimisation in transfers to third parties.

A.6.7 Order control: Risk assessment for new or modified IT environments; procedures for external service providers; logging of visits and actions.

A.6.8 Separation: Development, test, and production systems in separated network segments; test data is anonymised; segregation of duties is defined and documented.

End of TenderB Terms of Service.

For questions about these Terms, please contact info@lemonb.nl or help@tenderb.nl.