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END USER LICENSE AGREEMENT FOR 1099-HELP Ione Micro Corp, a California corporation Version 1.1, 9 October 2026 IMPORTANT. READ THIS AGREEMENT BEFORE INSTALLING OR USING THE SOFTWARE. This End User License Agreement ("Agreement") is a binding legal agreement between you, either an individual or a single business entity ("you" or "Licensee"), and Ione Micro Corp, a California corporation ("Ione Micro", "we", "us" or "our"), for the computer software product identified above, which includes the executable software, the data files it installs, and any accompanying documentation (together, the "Software"). BY CLICKING "I ACCEPT", BY INSTALLING THE SOFTWARE, OR BY USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THIS AGREEMENT IN FULL. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE SOFTWARE, AND SELECT "I DO NOT ACCEPT". If you are entering into this Agreement on behalf of a company, partnership or other entity, you represent that you have the authority to bind that entity, and "you" refers to that entity. If you do not have that authority, you must not accept this Agreement. 1. DEFINITIONS 1.1 "Documentation" means the user guidance we publish for the Software, in whatever form. 1.2 "License Key" means the alphanumeric key we issue that enables the Software to produce an Upload File, and that identifies the Licensee and the Tax Years covered. 1.3 "Tax Year" means a calendar tax year for which information returns are prepared, and for which your License Key states that the Software is licensed. 1.4 "Unlicensed Mode" means use of the Software without a valid License Key, as described in Section 4. 1.5 "Upload File" means the data file the Software produces for submission to the Internal Revenue Service through the IRS Information Returns Intake System Taxpayer Portal. 1.6 "Update" means any patch, correction, enhancement, new version or new Tax Year support for the Software that we choose to make available. 2. ACCEPTANCE AND SCOPE 2.1 This Agreement governs the Software and every Update to it, unless an Update is accompanied by its own separate license terms, in which case those terms govern that Update. 2.2 This Agreement applies to the desktop edition of 1099-Help, which you install and run on your own equipment. It does not apply to any hosted or online service we may offer, which would be governed by its own terms. 3. GRANT OF LICENSE 3.1 Subject to your compliance with this Agreement and to payment of the applicable fees, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license, during the term of this Agreement, to: (a) install and use the Software on computers owned or controlled by you or by your employees acting within the scope of their employment, for your own internal business purposes; and (b) use the Software to prepare information returns and payee statements for the Tax Years stated in your License Key, for payers for whom you are authorized to prepare them. 3.2 You may make one copy of the Software solely for backup or archival purposes, provided that copy carries all proprietary notices contained in the original. 3.3 THE SOFTWARE IS LICENSED, NOT SOLD. You acquire no ownership interest in it. 4. UNLICENSED MODE 4.1 The Software may be installed and used without a License Key. In Unlicensed Mode every feature operates except the production of an Upload File, which is disabled. 4.2 Unlicensed Mode is provided so that you can evaluate the Software with your own data before paying for it. It is provided on exactly the same terms as licensed use, including the disclaimers in Section 15 and the limitations in Section 16, and no fee has been paid in respect of it. 4.3 You may not circumvent, disable, or attempt to circumvent or disable, the License Key check or any other technical measure in the Software, and you may not use the Software in Unlicensed Mode in a way designed to obtain the benefit of a licensed feature without paying for it. 5. LICENSE KEYS 5.1 A License Key is issued to a named Licensee and covers the Tax Years stated in it. It is confidential to you and you must not publish, share, resell or otherwise disclose it to anyone outside your business. 5.2 You are responsible for all use made of your License Key, whether or not you authorized it. 5.3 The Software validates a License Key locally and does not contact us to do so. We are therefore unable to revoke a key remotely, and you must notify us at info@1099-help.com promptly if you believe a key has been disclosed or misused. 5.4 A License Key that covers a Tax Year does not expire for that Tax Year. Later Tax Years require a new or extended key, which is a separate purchase. 6. RESTRICTIONS You must not, and must not permit anyone else to: 6.1 sell, resell, rent, lease, lend, distribute, publish, host, or make the Software available to any third party, whether or not for charge; 6.2 use the Software to provide a bureau, service bureau, outsourcing, or filing service to third parties, except that a bookkeeper, accountant or tax professional may use it to prepare returns for their own clients; 6.3 modify, adapt, translate, or create derivative works of the Software; 6.4 reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying ideas, algorithms, file formats or interfaces of the Software, except and only to the extent that this restriction is expressly prohibited by applicable law notwithstanding this limitation, and then only after giving us written notice and a reasonable opportunity to provide the information ourselves; 6.5 remove, obscure or alter any copyright, trademark or other proprietary notice; 6.6 use the Software to develop a competing product, or to benchmark it for publication without our prior written consent; 6.7 use the Software in violation of any applicable law, or for any unlawful purpose; or 6.8 use the Software in any manner not expressly permitted by this Agreement. 7. RESERVATION OF RIGHTS AND OWNERSHIP 7.1 The Software is protected by copyright and other intellectual property laws and treaties. We and our licensors own all right, title and interest in and to the Software, including all intellectual property rights in it. 7.2 All rights not expressly granted to you in this Agreement are reserved to us. No license is granted by implication, estoppel or otherwise. 7.3 "1099-Help" and "Ione Micro" are our trademarks. This Agreement grants you no right to use them. 8. THIRD PARTY COMPONENTS 8.1 The Software incorporates components licensed from third parties and open source projects. Those components are governed by their own license terms and not by this Agreement, and nothing here limits the rights those licenses give you in those components. 8.2 Those components and their licenses are listed in the file THIRD-PARTY-NOTICES.txt, installed alongside the Software. Write to info@1099-help.com if you need a copy of any license text. 9. UPDATES AND NEW TAX YEARS 9.1 We may, but are under no obligation to, make Updates available. Nothing in this Agreement entitles you to any Update. 9.2 Support for a new Tax Year may be released as an Update, and whether a given Tax Year is covered by your existing License Key is determined by Section 5. 9.3 Where an Update is provided, this Agreement governs it unless the Update is accompanied by separate terms. 10. SUPPORT We are under no obligation to provide technical support, maintenance, training, consultation, or any other service in connection with the Software. Any support we do provide is provided at our discretion, as a courtesy, and subject to this Agreement, including Sections 15 and 16. 11. NO TAX, LEGAL OR ACCOUNTING ADVICE 11.1 WE ARE NOT YOUR TAX ADVISER, YOUR ACCOUNTANT, OR YOUR ATTORNEY. NOTHING IN THE SOFTWARE, THE DOCUMENTATION, OUR WEBSITE, OR ANY COMMUNICATION FROM US CONSTITUTES TAX, LEGAL OR ACCOUNTING ADVICE, AND NONE OF IT MAY BE RELIED ON AS SUCH. 11.2 The Software does not determine whether a payment is reportable, which form a payment belongs on, what amount belongs in which box, whether backup withholding applies, whether a payee is exempt, or whether you are required to file at all. Those determinations are yours. 11.3 The Software applies validation rules derived from published IRS specifications. Those rules catch some errors and not others. A return that passes every check in the Software may still be incorrect, incomplete, late, or filed against the wrong payee. 11.4 Due dates shown by the Software are provided for convenience only. The instructions and publications issued by the IRS govern, and you are responsible for confirming every deadline that applies to you. 11.5 You should consult a qualified professional about your own circumstances. 12. YOU ARE THE FILER 12.1 The Software prepares an Upload File. It does not transmit anything. You submit your returns yourself, through the IRS Taxpayer Portal, under your own Transmitter Control Code and your own IRS credentials. 12.2 We are not your agent, we are not a transmitter of your returns, and we do not act for you in any dealing with the IRS or any state authority. 12.3 You are solely responsible for: the accuracy and completeness of every name, address, taxpayer identification number and amount; obtaining and retaining Forms W-9 and soliciting missing or incorrect taxpayer identification numbers; operating backup withholding where required; obtaining any consent required before furnishing a payee statement electronically; filing and furnishing on time; retaining records for as long as the law requires; and identifying and filing any correction. 12.4 Penalties under 26 U.S.C. sections 6721 and 6722, and under any corresponding state provision, fall on the person required to file and furnish. That person is you. Nothing in this Agreement, and nothing the Software does, alters that allocation, which is fixed by statute. 12.5 The Software does not perform Combined Federal/State Filing and does not file with any state. Any state filing obligation remains yours and is not addressed by the Software. 13. YOUR DATA AND YOUR PRIVACY 13.1 All data you enter is stored in files on equipment you control. We do not receive it, we do not store it, and we have no access to it. 13.2 THE SOFTWARE DOES NOT TRANSMIT YOUR DATA ANYWHERE. It contains no telemetry, no analytics, and no usage reporting. It does not contact us to validate a License Key and it does not require an internet connection to prepare a filing. 13.3 Because we never hold your data, WE CANNOT RECOVER IT. Backing it up is your responsibility alone. If your equipment, your disk or your data file is lost, damaged, encrypted by malware, or deleted, the data is gone and we are unable to assist. 13.4 You are responsible for securing the equipment on which the Software runs, and for complying with every law that applies to the taxpayer identification numbers and personal information you hold, including the Federal Trade Commission's Standards for Safeguarding Customer Information at 16 C.F.R. Part 314 if it applies to you. 13.5 If you contact us for support, you decide what to send us. Do not send us files containing taxpayer identification numbers unless we ask and you have determined you may lawfully do so. 14. FEEDBACK If you send us suggestions, ideas, feature requests, bug reports or other feedback about the Software, you grant us a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use and incorporate it into any product without restriction, attribution or compensation. You are under no obligation to provide feedback. 15. DISCLAIMER OF WARRANTIES 15.1 THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. 15.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE AND OUR LICENSORS AND SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF TITLE, OF ACCURACY, OF QUIET ENJOYMENT, OF SYSTEM INTEGRATION, OF NON-INFRINGEMENT, AND ANY WARRANTY ARISING OUT OF ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. 15.3 WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT: THE SOFTWARE WILL MEET YOUR REQUIREMENTS; ITS OPERATION WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE; ANY DEFECT WILL BE CORRECTED; THE SOFTWARE IS FREE OF HARMFUL COMPONENTS; THE UPLOAD FILE IT PRODUCES WILL BE ACCEPTED BY THE IRS; THE SOFTWARE WILL DETECT ANY OR ALL ERRORS IN YOUR DATA; OR THAT ITS FORMS, CALCULATIONS, VALIDATION RULES, FIELD LAYOUTS OR DUE DATES ARE ACCURATE, CURRENT, COMPLETE OR SUITABLE FOR YOUR CIRCUMSTANCES. 15.4 NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR BY ANY AUTHORIZED REPRESENTATIVE CREATES ANY WARRANTY. 15.5 Some jurisdictions do not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you. In that event such warranties are limited in duration to thirty (30) days from the date you first installed the Software, to the maximum extent permitted by law. 16. LIMITATION OF LIABILITY PLEASE READ THIS SECTION CAREFULLY. IT LIMITS WHAT YOU CAN RECOVER FROM US. 16.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE WILL NOT BE LIABLE FOR ANY PENALTY, INTEREST, ADDITION TO TAX, FINE OR ASSESSMENT IMPOSED ON YOU BY ANY TAXING OR REGULATORY AUTHORITY, INCLUDING UNDER 26 U.S.C. SECTIONS 6721 AND 6722, HOWEVER ARISING AND WHETHER OR NOT WE WERE AWARE OF THE POSSIBILITY. 16.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR LICENSORS, SUPPLIERS, OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, ANTICIPATED SAVINGS, OR FOR LOSS, CORRUPTION OR INACCURACY OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A LIMITED REMEDY IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. 16.3 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS OF EVERY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU ACTUALLY PAID US FOR THE SOFTWARE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) FIFTY UNITED STATES DOLLARS (US$50.00). 16.4 The limitations in this Section apply to every cause of action, whether in contract, warranty, tort (including negligence), strict liability, statute or otherwise, and survive termination of this Agreement. 16.5 BASIS OF THE BARGAIN. You acknowledge that we have set our fees and entered into this Agreement in reliance on the disclaimers in Section 15 and the limitations in this Section, that they represent a reasonable allocation of risk between us, and that they form an essential basis of the bargain. The license fee for the Software is a small fraction of the penalty exposure that can attach to a single filing season, and we could not offer the Software at this price while carrying that exposure. If you require that risk to be borne, you should obtain insurance. 16.6 NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS ANY LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED, INCLUDING LIABILITY FOR FRAUD, FOR FRAUDULENT MISREPRESENTATION, FOR WILLFUL INJURY, OR FOR VIOLATION OF LAW. California Civil Code section 1668 makes any purported exclusion of such liability void, and this Agreement is to be read as limited accordingly rather than as void in whole or in part. 16.7 Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above may not apply to you in full. 17. INDEMNIFICATION You will defend, indemnify and hold harmless Ione Micro Corp and its officers, directors, employees, agents, licensors and suppliers from and against any claim, demand, action, proceeding, loss, liability, damage, penalty, fine, cost or expense, including reasonable attorneys' fees, arising out of or related to: (a) your data and the contents of any return, statement or Upload File you prepare; (b) anything you filed, failed to file, or filed late; (c) your use or misuse of the Software; (d) your breach of this Agreement; or (e) your violation of any law or of the rights of any third party. 18. COMPLIANCE AND VERIFICATION On our written request, not more than once in any twelve (12) month period, you will certify in writing that your use of the Software complies with this Agreement, including the number of installations and the Tax Years for which it has been used. This Section does not entitle us to access your systems or your data. 19. TERM AND TERMINATION 19.1 This Agreement takes effect when you first install or use the Software and continues until terminated. 19.2 It terminates automatically and immediately, without notice, if you breach any of its terms. 19.3 You may terminate it at any time by ceasing all use of the Software and removing it from all equipment. 19.4 We may terminate it on written notice if you fail to pay any fee when due, or if we reasonably believe you are using the Software unlawfully. 19.5 On termination, all licenses granted under this Agreement end, you must immediately cease all use of the Software and remove it from all equipment, and you must destroy all copies in your possession. 19.6 Your data remains yours and remains on your own equipment. Termination does not give us any right to it and does not affect it. 19.7 FEES ALREADY PAID ARE NON-REFUNDABLE, including on termination for any reason. 19.8 Sections 1, 5.2, 6, 7, 8, 11, 12, 13, 14, 15, 16, 17, 19.5 to 19.8, 20, 21 and 22 survive termination. 20. EXPORT CONTROL AND UNITED STATES GOVERNMENT USERS 20.1 You will comply with all applicable export control, re-export control, sanctions and import laws and regulations, including those administered by the United States Department of Commerce and the Office of Foreign Assets Control. You represent that you are not located in, and are not a national or resident of, any country or on any list subject to United States embargo or restriction. 20.2 The Software is "commercial computer software" and "commercial computer software documentation" as those terms are used in 48 C.F.R. 12.212 and 48 C.F.R. 227.7202. If acquired by or on behalf of any agency of the United States Government, it is provided with only the rights granted to all other end users under this Agreement. 21. GOVERNING LAW, VENUE AND DISPUTES 21.1 This Agreement is governed by the laws of the State of California, without regard to its conflict of laws principles. 21.2 The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act do not apply. 21.3 The state and federal courts located in San Joaquin County, California have exclusive jurisdiction over any dispute arising out of or related to this Agreement, and each party irrevocably consents to that jurisdiction and venue and waives any objection of inconvenient forum. 21.4 Each party waives any right to a trial by jury in any such proceeding, to the maximum extent permitted by law. 21.5 Any claim arising out of or related to this Agreement must be brought within one (1) year after the claim arose, to the maximum extent permitted by law, after which it is permanently barred. 21.6 In any action to enforce this Agreement, the prevailing party is entitled to recover its reasonable attorneys' fees and costs. 21.7 Nothing in this Section prevents either party from seeking injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information. 22. GENERAL 22.1 ENTIRE AGREEMENT. This Agreement, together with THIRD-PARTY-NOTICES.txt as to the components it covers, is the entire agreement between you and us regarding the Software, and supersedes all prior or contemporaneous understandings, proposals, representations and communications, whether written or oral. 22.2 AMENDMENT. We may issue a revised version of this Agreement with a new release of the Software. The version accompanying a release governs that release. Your existing installation continues under the version you accepted for it. 22.3 SEVERABILITY. If any provision is held invalid or unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed if it cannot be, and the remainder of this Agreement remains in full force. 22.4 NO WAIVER. No failure or delay in exercising any right is a waiver of it, and no single or partial exercise precludes any further exercise. 22.5 ASSIGNMENT. You may not assign or transfer this Agreement or any right under it, by operation of law or otherwise, without our prior written consent, and any attempt to do so is void. We may assign it freely, including to a successor in connection with a merger, acquisition or sale of assets. 22.6 RELATIONSHIP. Nothing in this Agreement creates a partnership, joint venture, agency, fiduciary or employment relationship between the parties. 22.7 NO THIRD PARTY BENEFICIARIES. This Agreement is for the benefit of the parties only and creates no rights in any other person, except that our licensors and suppliers are intended beneficiaries of Sections 15 and 16. 22.8 FORCE MAJEURE. We are not liable for any failure or delay caused by anything beyond our reasonable control, including acts of God, labor disputes, utility or network failures, acts of government, and the unavailability of any IRS system. 22.9 NOTICES. Notices to us must be sent to info@1099-help.com. We may give you notice by email to the address associated with your License Key, or by a notice displayed in the Software or published on 1099-Help.com. 22.10 HEADINGS. Headings are for convenience only and do not affect interpretation. 22.11 CONSTRUCTION. This Agreement will not be construed against the drafting party. "Including" means "including without limitation". 22.12 ELECTRONIC ACCEPTANCE. You agree that clicking "I accept the agreement", installing the Software, or using the Software constitutes your signature and your intent to be bound. CONTACT Ione Micro Corp info@1099-help.com https://1099-Help.com