TERMS AND CONDITIONS OF USE OF THE SERVICE

Effective date: 3 September 2026

This subscription agreement for services (the "Agreement") is entered into between VOCATIONS S.r.l. with its principal office at Via Milano 37/C, Gorgonzola (MI), 20064 ("VOCATIONS") and the Customer ("Customer", "you", as defined in the Order Form or in the Customer Account). This Agreement describes the terms under which VOCATIONS will make its services available to the Customer ("Services" and/or "Service") through the platform called "Vocations" referred to on the website www.vocations.io ("Platform").

Through this Platform, job advertisements collected online — and in turn published by third parties — are published in real time. The search for job advertisements can be targeted through specific filters, and it is also possible to stay updated day by day on open job positions through dedicated alerts.

The service offered by Vocations is a B2B service, primarily aimed at headhunters, employment agencies, and professionals in the human resources sector.

It is in the Customer's interest to use the Service offered by VOCATIONS, and therefore the parties agree as follows.

1.1 Customer Account Registration

In order to use the Services offered by VOCATIONS through the Platform, you will need to create a personal account. As part of the account creation process, you will be asked to provide your first name, surname, email address, and to create a password (which, together with any other data provided directly by the Customer to VOCATIONS in the context of the Services, is referred to in this Agreement as "Customer Account Data").

When registering a personal account, you must provide truthful, accurate, current, and complete information about yourself, as required during the account creation process. You must keep such information truthful, accurate, and current. The Customer is solely and exclusively responsible, and is encouraged not to provide any false and/or untruthful information during the registration procedure.

The Customer is solely responsible for any use (authorized or not) of the Services through their personal account, including the quality and integrity of the Customer Account Data. The Customer is not permitted to share account login credentials with third parties, nor to allow other individuals or companies to use the VOCATIONS Services, unless otherwise agreed in writing with VOCATIONS itself. The Customer is solely responsible for all acts and/or omissions of any End User who accesses or uses the Services, including the depletion of license credits for searches on the Platform. The Customer agrees to take all reasonable precautions to prevent unauthorized access or use of the Services and Data and will promptly notify VOCATIONS of any unauthorized access or use. VOCATIONS shall not be liable for any losses or damages arising from unauthorized use of the Customer Account.

The Customer must protect their passwords and assume full responsibility for the use of the Customer Account, whether by themselves or by third parties. The Customer is solely responsible for all activities carried out through their accounts, with the exception of activities carried out by VOCATIONS as set forth in this document. The Customer agrees to immediately notify VOCATIONS as soon as they become aware of any unauthorized use of their account or any other breach of security.

VOCATIONS is constantly committed to innovation to offer the best possible experience to its Customers. The Customer acknowledges and agrees that the form and nature of the Data and Services provided by VOCATIONS may be modified from time to time without notice, including, by way of example but not limited to, security patches, enhancements, and changes necessary to comply with global privacy regulations. Changes to the form and nature of the Data and Services will be immediately effective for all versions of the Data and Services.

1.2. Restrictions

Except as provided in Article 2 below and for the number of licenses purchased, the Customer must not, and must not allow any third party who may have access to the Data to: (i) resell, sublicense, distribute, or otherwise provide access to the Services, the Data, or the information contained or derived from the Services, to third parties or use the Services outside the scope of the license granted herein; (ii) copy, modify, adapt, translate, prepare derivative works, reverse engineer, disassemble, or decompile the Services or otherwise attempt to discover any source code or trade secrets relating to the Services; or (iii) use the trademarks, trade names, service marks, logos, domain names, and other distinctive brand features or any copyright or other proprietary rights associated with the Services for any purpose without the express written consent of VOCATIONS.

The Customer must comply at all times with VOCATIONS' Acceptable Data Use Policy. The Customer may not in any way, directly and/or indirectly, use, resell, authorize or allow third parties to use, license, or make available the Data obtained from VOCATIONS for purposes and objectives prohibited by VOCATIONS and by these General Terms of Service. Violations of VOCATIONS' Acceptable Data Use Policy will constitute a material breach of the Agreement.

The Customer undertakes not to create digital platforms and/or support third parties wishing to create digital products similar to the Platform or that compete with VOCATIONS. (In other words, the Customer may not provide End Users with programmatic access to the Data in any way that enables them to access a substantial set of Data functionalities or a substantial portion thereof). Violation of this section will constitute a material breach.

2. SUBSCRIPTION PERIOD AND LICENSES

By completing the Order Form and registering with a personal account, the Customer may obtain access to the Platform and its related content, as well as to other features available therein.

Unless otherwise decided by VOCATIONS, which will be promptly communicated to the interested parties, the Customer may purchase a subscription to one of the following Platform usage plans: "Basic", "Pro", and "Enterprise".

The features of each plan, including but not limited to the number of activatable licenses, the amount of available credits, as well as the functionalities and services included, are indicated in the Order Form, the commercial offer, or in other contractual documentation prepared by VOCATIONS and accepted by the Customer.

It is understood that the number of licenses and the available credits are not predetermined on a fixed basis for each plan, but may vary based on what is agreed between VOCATIONS and the Customer. The 'Enterprise' plan provides for customized economic conditions, functionalities, credits, and licenses, according to what is agreed upon from time to time with VOCATIONS.

It is specified that 'credits' are the single unit of consumption of the Platform and are used according to the criteria set out below.

2.1 Searches

New search (or modification of the filters followed by a click on 'Search') → 3 credits;
Viewing of a saved filter → 3 credits;
Viewing of the new positions of a saved company → 3 credits;
'Search scope' filter:
- Company advertisements only → 3 credits;
- Employment agency (APL) advertisements only → 3 credits;
- Company advertisements + Employment agency (APL) advertisements → 6 credits (3 for each selected scope).
Company search → no consumption of searches.

2.2 Credits

Viewing of company details → 2 credits (only where the details are available);
Unlocking of a personal email address → 3 credits (only where the email address is available);
Unlocking of a telephone contact → 3 credits (only where the telephone number is available);
Download of the company PDF → 0 credit;
Company export → 3 credits;
Export of positions → 1 credit for every 5 positions exported.

Credits are consumed at the time the relevant function is used and are not restored, save where expressly agreed in writing with VOCATIONS. VOCATIONS reserves the right to update the above consumption criteria, giving notice to the Customer through the Platform.

The cost of the subscription to the service is indicated in the Order Form and reference is made to Article 4 below.

Licenses are divided into single and multiple.

Single license: once loaded, the user redeems the license for themselves and can use the software personally,
Multiple License: the package is loaded to the license administrator or administrators (there can be more than one administrator), who in turn invites other users via email or by sharing an alphanumeric code that only the administrator can see. Such administrator or administrators may arbitrarily revoke and reassign licenses, but there is no possibility of revoking a license from a user before 15 days of use.

The billing period will be that specified in the Package Purchase Order Form ('Subscription Period'). For the avoidance of doubt, this Agreement comes into effect once signed. An Order Form cannot be canceled by the Customer during the Subscription Period.

2.3. Sending Emails and Attachments Through Connected Email Accounts

Within the Platform, the Customer may automatically send emails to third parties outside the Platform (the owners of job advertisements whose contact details have been obtained by Vocations) for the purpose of accelerating the sourcing of personnel. The Customer may also attach documents and information, including personal information, to the automated email. The Customer hereby represents that it is legally entitled to do so and has obtained in advance the explicit and legally valid consent required to transmit such documents and the relevant personal data.

Vocations may not, in any way, view, download, and/or process the personal data and documents contained in automated emails sent by Customers to third parties outside the Platform.

Vocations does not use the contents of emails sent through connected email accounts in any way to train artificial intelligence or machine learning models.

3. DURATION OF THE AGREEMENT AND WITHDRAWAL

The term of this Agreement starts from the date of acceptance of the Order Form by the Customer (acceptance being deemed to occur upon VOCATIONS' online receipt of the Order Form) and continues until the expiration date indicated in the Order Form. Upon expiration, the Agreement shall automatically renew for a period equal in length to the initial term, and so on at each subsequent expiration, unless the Customer gives notice of non-renewal in accordance with this clause.

The Customer may not withdraw from these terms and conditions before the expiration of the current contractual period. The Customer may prevent the automatic renewal by sending notice of non-renewal by email to [email protected], no later than: (a) thirty (30) days before the expiration date, where the contractual period is longer than six (6) months; (b) fifteen (15) days before the expiration date, where the contractual period is six (6) months or shorter.

To facilitate the Customer's exercise of the right to give notice of non-renewal, VOCATIONS shall send the Customer a notice of the automatic renewal to the email address associated with the Customer Account at least forty-five (45) days before the expiration date, specifying the expiration date and the deadline by which notice of non-renewal must be sent under this clause. Failure to deliver this notice for reasons not attributable to VOCATIONS shall not affect the effectiveness of the automatic renewal or extend the notice periods set out above.

The notice must include the Customer's identification details and a reference to the Order Form. Timeliness of the notice shall be determined by the date on which VOCATIONS receives the email, and VOCATIONS shall confirm receipt to the Customer by email. Notices sent by any means other than those provided for in this clause shall have no effect.

For the purposes of this clause, the expiration date means the date indicated in the Order Form or, in the event of renewal, the expiration date of the renewed period.

4. CHARGES, PAYMENT, AND TAXES

Customers who register and create a personal account on the VOCATIONS Platform agree to pay for the service based on the rates accepted in the Order Form. Payment must be made within the timeframes indicated in the aforementioned Order Form.

If the Customer signs an Order Form, they will be invoiced for the use of the Services in accordance with the applicable Order Form.

Invoices will be due and must be settled within the timeframes indicated above, unless otherwise agreed in writing with VOCATIONS. Any amount not paid by the due date will be subject to a late payment penalty equal to 30% of the monthly amount due until actual settlement, without prejudice to compensation for further damages.

All fees and other amounts due by the Customer under this Agreement are to be considered net of taxes.

The Parties agree that no refunds will be made and payment is due as indicated in this Agreement and in the Order Form, unless otherwise agreed in writing between both parties.

Any extra services offered by Vocations within the Platform may be subject to payment and usable for a specific period. Therefore, in such circumstances, we invite you to follow the payment procedure available on the Platform in order to use these services.

5. CONFIDENTIALITY

'Confidential Information' means any non-public information relating to or disclosed in the course of this Agreement, including the Services and Data or information contained or derived from the Services. The receiving party shall not share Confidential Information with third parties (except as otherwise provided in this Agreement, including clause 2), shall exercise the same care to protect Confidential Information as it employs for its own similar information, but in no case less than reasonable care, and shall use Confidential Information only as permitted by this Agreement to fulfill its obligations hereunder. The receiving party shall also ensure that persons authorized to access Confidential Information have committed to confidentiality. Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; and (b) was already in the receiving party's possession without restrictions. The receiving party may disclose Confidential Information if required by law, provided it promptly notifies the disclosing party and complies with any protective order imposed on such disclosure. Upon request of the disclosing party, the receiving party shall return all Confidential Information of the other party reduced to writings, drawings, diagrams, or any other form of documentation, or destroy all such material and permanently delete it if in electronic format, and certify the destruction to the disclosing party, provided however that, if the Agreement is not terminated for cause, the Customer may retain copies of reports or information printed or obtained through the Services.

6. TERMINATION

Without prejudice to further remedies, in the event of breach by the Customer for violation of Articles 1.2., 2.3., 3, 4, 5, 9, 10, 11 of this Agreement, VOCATIONS may demand that the Customer comply within a term of not less than seven (7) days from the sending of the request. In the event of failure to comply within the indicated timeframe, VOCATIONS may terminate this Agreement, limit, suspend the Services offered to the Customer and their profile, limit or otherwise restrict the visibility of advertisements.

Any cause of termination of this Agreement also immediately terminates any license granted to the Customer, who will have no right to any refund. Certain provisions of this Agreement, such as confidentiality, publicity, indemnification, limitation of liability, and disclaimers, by their nature and context are intended to survive even after the termination, for whatever reason, of this Agreement.

Upon termination of this Agreement, all license rights provided herein shall immediately cease and the Customer must: (i) cease using the Services, including all Data or information contained or derived from the Services; (ii) destroy or (if requested by VOCATIONS) return to VOCATIONS all copies or other forms of embodiment of all Data or information contained or derived from the Services, and all other Confidential Information of VOCATIONS; (iii) sign the VOCATIONS Data Deletion Agreement; and (iv) pay to VOCATIONS all amounts due under this Agreement.

Upon termination of this Agreement, the Customer must delete all Data received from VOCATIONS under all applicable Service Agreements (including cached Data) and sign and return to VOCATIONS the Data Deletion Agreement in Exhibit A within 30 days of termination.

7. EXCLUSION OF LIABILITY AND LIMITATION OF LIABILITY

The Services and all Data and information obtained through the Services are provided 'as is', 'as available'. To the fullest extent permitted by applicable law, VOCATIONS makes no warranties, express or implied, in connection with the Customer's use of the Services, or any Data or information obtained through the Services or provided under this agreement, including, but not limited to, any implied warranties of merchantability, satisfactory quality, non-infringement, and/or fitness for a particular purpose. However, Vocations undertakes to ensure the operability and online usability of the Platform to the Customer, except in cases of force majeure and/or cases not directly and/or indirectly attributable to Vocations itself. It is specified that it is not the responsibility of Vocations — which cannot guarantee — the truthfulness and/or correctness of third-party data.

7.2 LIMITATION OF LIABILITY

Except for the breach of section 1.2, the entire aggregate liability of each party to the other party for any claim of any nature arising from the provision and use of the Services, the Data, or otherwise arising in connection with this agreement shall not exceed the total amounts paid or payable to VOCATIONS during the twelve (12) month period immediately preceding the submission of the claim under the Order Form on which the claim arose.

Except for the breach of Section 1.2., VOCATIONS shall not be liable to the other party or to third-party claimants for indirect, incidental, consequential, reliance, or special damages of any kind, including, but not limited to, lost revenues, lost savings, lost business opportunities, or lost profits, whether based on a claim or action in contract, warranty, negligence, strict liability, or other tort, breach of any statutory duty, indemnity, or contribution or otherwise, even if the party and/or its subsidiaries and affiliates have been informed of the possibility of such damages.

In consideration of Article 2.3 above, the Customer expressly agrees that Vocations shall not be liable in any way for any unlawful content transmitted by the Customer to third parties through automated emails. By way of example and without limitation, unlawful content includes any personal data processed and transmitted without the prior consent of the data subject and/or the forwarding of false and/or untruthful documents and information. The Customer shall be directly liable for any unlawful conduct carried out through this feature.

8. FORCE MAJEURE

Neither party shall be liable for any non-performance or delay in the performance of its obligations under this agreement (except for the failure to pay amounts due) if, and to the extent that, such non-performance or delay arises from causes — which can be documented — beyond its reasonable control, including, but not limited to, natural disasters, acts of war, acts of terrorism, earthquakes, fires, cable cuts, power outages, catastrophic failures of network elements, floods, terrorism, riots, civil unrest, rebellions, strikes, lockouts and labor disputes, hacker attacks (individually, each such event being a 'Force Majeure Event').

9. COMPLIANCE

The Customer must comply with all laws, statutes, ordinances, codes, regulations, and other pronouncements having the force of law of any governmental authority in relation to the Services and any Data or information contained or derived from the Services, including all applicable Laws and regulations regarding data protection, privacy, information security, data protection, and data breach notification ('Applicable Data Protection Laws') during the processing of Personal Data received from the other party.

10. PRIVACY AND INFORMATION SECURITY

Vocations processes personal data of third parties (owners of online advertisements) with the purpose of facilitating the matchmaking activity between demand (the job advertisement published online by the interested party) and the supply that may come from the Customer of the Platform; the legal basis of such processing is the legitimate interest pursuant to Art. 6(f) of EU Reg. 679/2016. Vocations has a specific LIA (Legitimate Interest Assessment).

The Customer shall be considered an independent data controller with respect to the personal data of third parties acquired through the Platform solely for the purposes set out below. The processing of such personal data must be focused exclusively on professional purposes and on facilitating the sourcing of human resources. If the Customer wishes to process personal data acquired through Vocations for other purposes as well, the Customer is invited to provide the data subject, at the first useful processing, with an appropriate notice and to obtain the relevant consent anew. Vocations shall in no way be liable for unlawful conduct in the area of privacy carried out by the Customer. The Customer undertakes to maintain an adequate IT system to ensure the security of the information, downloaded where possible or otherwise derived from the Service ('Service Data'), from threats or dangers foreseen for its security, confidentiality, or integrity (such as unauthorized access, collection, use, copying, modification, or disclosure, or unauthorized, illegal, or accidental loss, acquisition, or damage).

10.1 No Unsolicited Sales or Marketing Communications

The Customer and its Users are expressly prohibited from using the Services, or any contact data obtained through the Services, to send emails or other electronic communications of a sales, marketing or promotional nature to any contact who has not previously given their consent to receive them. This prohibition and the related obligations are set out in detail in the VOCATIONS Privacy Policy, which the Customer undertakes to comply with in full. Any breach constitutes a material breach of the Agreement and entitles VOCATIONS to suspend or terminate the Customer's account and access to the Services with immediate effect, without any right to a refund; the Customer shall indemnify and hold VOCATIONS harmless in accordance with Article 12 below.

10.2 Security incidents

The Customer shall notify VOCATIONS in writing without undue delay (and in any case within 24 hours) whenever it reasonably believes that unauthorized access, unlawful acquisition, unauthorized use, modification, disclosure, loss, or damage to any Service Data has occurred, or any other unauthorized processing of the Service Data ('Security Incident'). After providing notification, the Customer shall investigate the Security Incident, take all necessary measures to eliminate or contain the exposure of the Data or information contained or derived from the Services, and keep VOCATIONS informed of the status of the Security Incident and all related matters.

The Customer undertakes to guarantee, hold harmless, and indemnify Vocations from any liability, claim, cost (including legal costs), arising from judicial actions and/or instances, extrajudicial requests for pecuniary and/or non-pecuniary damages that should be asserted by data subjects against Vocations, for any action and/or direct and/or indirect non-compliant conduct carried out by the Customer in relation to the processing of personal data and/or the violation of data privacy in relation to the data subject. This indemnity shall also apply to the Customer's violations concerning the operation of the automated emails referred to in Article 2.3 above.

11. INTELLECTUAL PROPERTY AND CUSTOMER DATA

The Customer agrees and acknowledges that, between the parties, VOCATIONS holds all intellectual property rights and all other proprietary interests incorporated or exercised by the Services and all Data or information contained or derived from the Services (other than the Customer Data as defined below). VOCATIONS does not grant any rights other than those expressly granted to the Customer under this Agreement.

VOCATIONS agrees that, between the parties, the Customer owns all data provided directly by the Customer to VOCATIONS for use with the Services ('Customer Data'). Except as otherwise provided in this Agreement, including Section 5 (confidentiality), the Customer grants VOCATIONS a non-exclusive license to use such Customer Data for the provision of the Services to the Customer during the Subscription Period.

VOCATIONS grants the Customer a limited, revocable, non-exclusive, non-transferable, and non-sublicensable right and license to access the Services specified in the Order Form or in the Customer Account during the Subscription Period for its internal business purposes. Upon expiration of the Subscription Period or if this Agreement is terminated and/or dissolved by mutual agreement of the Parties, the Customer's license to the Services specified in the Order Form will be revoked.

VOCATIONS grants the Customer a limited, revocable, non-exclusive, non-transferable, and non-sublicensable right to sublicense, access, and use the Data provided to the Customer during the Subscription Period for the following purposes: (i) display the Data provided by VOCATIONS to the Customer's customers interacting with the data ('End Users') on the Customer's platform or within the Customer's product; (ii) for any permitted use described in the Customer's Order Form.

12. INDEMNITY

The Customer shall defend, hold harmless, and indemnify VOCATIONS and its affiliates (and their respective employees, directors, and representatives) from any claim or judicial and/or extrajudicial action brought by third parties, including all damages, liabilities, costs, and expenses, including reasonable legal fees, to the extent resulting from or in connection with (i) the Customer's use of the Services or Data in violation of any law or in breach of this Agreement; (ii) the infringement of any copyright, trademark, service mark, trade secret, or patent through the use of the Services; or (iii) breaches related to unauthorized access or use of the Services or Data licensed to the Customer.

13. ACKNOWLEDGMENT OF DEBT IN FAVOR OF VOCATIONS

The Customer hereby acknowledges the debt arising upon acceptance of the subscription period through the Order Form and undertakes to promptly discharge it. In the event of non-performance and/or late payment by the Customer under the terms and conditions specified in the Order Form, the Customer agrees to pay VOCATIONS, by way of penalty, 30% of the total monthly amount due, accruing month by month until payment in full, without prejudice to compensation for any greater loss.

14. GOVERNING LAW AND JURISDICTION

The Customer agrees that Italian law shall apply to the performance, interpretation, and implementation of these Terms and Conditions. The courts of Turin (ITALY) shall have exclusive jurisdiction over any dispute arising in connection with the performance of these Terms and Conditions and, more generally, in relation to the services provided by VOCATIONS.

15. MISCELLANEOUS

VOCATIONS and the Customer are and shall be considered independent contractors in relation to the subject matter of this Agreement. Nothing contained in this Agreement shall constitute a joint venture or partnership between VOCATIONS and the Customer. Neither party has the authority to enter into agreements of any kind on behalf of the other party. Each party shall be solely responsible and shall hold the other harmless from any claim for taxes, duties, or costs, including, but not limited to, withholding taxes, income taxes, and workers' compensation premiums.

No term or provision of this Agreement shall be deemed waived, and no breach or default shall be deemed excused, unless such waiver or consent is in writing and signed by the party claimed to have waived or consented. No consent by a party to, or waiver of, a breach or default by the other party, whether express or implied, shall constitute consent to, waiver of, or excuse for any different or subsequent breach or default, nor shall it be construed as a continuing waiver of such right or a waiver of any other provision herein.

If one or more provisions contained in this Agreement are, for any reason, held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement, and both parties shall negotiate in good faith to replace such invalid, illegal, or unenforceable provision with a mutually acceptable provision consistent with the original intent of the parties.

Except as otherwise provided in this Agreement, this Agreement may be amended by the parties at any time only by the execution of a written instrument signed on behalf of each of the parties. Any extension or waiver by either party of any provision of this Agreement shall be valid only if set forth in a written instrument signed on behalf of such party.

If any provision of this Agreement is held to be invalid or unenforceable, the remainder of the Agreement shall remain in full force and effect and such provision shall be deemed modified to the minimum extent necessary to make it enforceable.

The termination of this Agreement shall not prejudice the rights or obligations accrued by both parties under this Agreement as existing at the time of termination, nor any rights or obligations that, expressly or implicitly, continue to subsist after the termination of this Agreement, including Sections 2, 4, 5, 6, 7, 9, 10, 12, 13 (to the extent applicable).

The Customer may not assign its rights or obligations under this Agreement (including all Order Forms) to third parties without the prior written consent of VOCATIONS.