These Parsec Labs Terms of Use (“Parsec Labs Terms”) apply to the provision of the Parsec Labs data migration software product (the “Parsec Labs Software”). The Parsec Labs Software is deemed a “Product” for all purposes under, and is provided pursuant to, the Everpure End User Agreement (the “Agreement”).

1.  LICENCE GRANT. Subject to End User’s compliance with Section 1.2 of these Parsec Labs Terms and Section 1 of the Agreement, Everpure grants End User a non-transferable, non-sublicensable, non-exclusive licence to use the Parsec Labs Software during the Service Term, in executable object code format only, solely for End User’s internal business operations, and solely in accordance with the Documentation.

1.2  LICENCED CAPACITY. End User’s use of the Parsec Labs Software is limited to the volume of data authorized under the applicable order, as controlled by End User’s licence key (the “Licenced Capacity”). End User shall not use the Parsec Labs Software to manage or migrate data in excess of its Licenced Capacity without Everpure’s prior written consent.

1.3  DESTINATION RESTRICTION. End User shall not use the Parsec Labs Software to migrate, transfer, or replicate data to any data storage hardware, software, product, or service that is not manufactured, licenced, sold, or authorized by Everpure (including any predecessor Pure Storage-branded product) (“Non-Everpure Storage”), regardless of whether the data originates from Everpure or Non-Everpure Storage. Notwithstanding the foregoing, this Section 1.3 does not apply to any End User that, prior to October 29, 2025 (the “Transition Date”), was already using the Parsec Labs Software to migrate data to Non-Everpure Storage in the ordinary course of its business, provided such use does not materially expand in scope or volume from its use as of the Transition Date.

2.  SUPPORT SERVICES.

2.1  Right to Receive Support Services. For so long as End User is current on its payment obligations for the Parsec Labs Software, Everpure shall: (a) respond to communications from End User reporting failures; (b) provide access to Everpure’s support site for the Parsec Labs Software; and (c) provide updates and enhancements to the Parsec Labs Software, if and when Everpure makes them generally available, at no additional charge, as part of these Support Services.

2.2  Professional Services. Activities such as custom integration, unique installation services, or script development are considered professional services and are provided only as separately agreed in writing by the parties and at additional cost.

3.  ORDERS. All orders for the Parsec Labs Software are subject to Everpure’s written acceptance. Except as set forth in these Parsec Labs Terms, all orders are non-cancellable and non-refundable.

4.  PRODUCT DATA. Everpure may accumulate and aggregate anonymous statistical and related data to improve the performance and functionality of the Parsec Labs Software, to develop new products, or to analyse usage of the Parsec Labs Software. Everpure may use such aggregated, anonymized data for these purposes in its sole discretion.

5.  TERMINATION AND RENEWALS.

5.1  Non-Cancellable Purchase. Except as otherwise set forth herein, purchases of the Parsec Labs Software are non-cancellable upon order acceptance.

5.2  Termination for Cause. Either party may terminate End User’s access to and licence of the Parsec Labs Software for cause, immediately upon written notice to the other party, if: (a) the other party materially breaches these Parsec Labs Terms and fails to cure that breach within 30 days of its receipt of written notice of the breach; or (b) a party becomes insolvent, makes an assignment for the benefit of creditors, or becomes subject to a bankruptcy or similar proceeding. In addition, if End User materially breaches these Parsec Labs Terms, or fails to pay any undisputed amounts when due, Everpure may, upon 7 days’ notice, suspend End User’s Parsec Labs Software licence until the breach is cured. Any suspension will not affect, or otherwise toll, the Service Term or any amounts due for the period of suspension.

5.3  Renewals and Expansions. Parsec Labs Software purchases automatically renew for the length of the original Service Term with a valid purchase order, and End User will be invoiced accordingly, unless End User provides Everpure or its authorized reseller written notice of its intent not to renew at least sixty (60) days prior to the expiration of the then-current Service Term.

5.4  Transition of Existing Agreements. These Parsec Labs Terms apply to all orders for the Parsec Labs Software placed on or after the Transition Date including any renewal or expansion of an existing order. Any order for the Parsec Labs Software that was placed under the Parsec Labs LLC Product Agreement before the Transition Date continues to be governed by the terms of that agreement for the remainder of its then-current Service Term. Upon the renewal or expansion of any such order on or after the Transition Date these Parsec Labs Terms and the Agreement govern in place of the Parsec Labs LLC Product Agreement.

6.  DEFINITIONS.

6.1  Documentation: the standard end-user technical documentation that Everpure provides or makes available for the Parsec Labs Software.

6.2  Parsec Labs Software: the object code of Everpure’s Parsec Labs-branded data migration software product(s).

6.3  Service Term: the term of the applicable licence to the Parsec Labs Software, as set forth on the applicable quote or order.

7.  GENERAL TERMS. These Parsec Labs Terms supplement the Everpure End User Agreement (or other written agreement covering the same subject matter executed by Everpure) for the Parsec Labs Software purchased by End User. Everpure reserves the right to update these Parsec Labs Terms from time to time, as noted by the “Last Updated” date below.