Licensing Terms

01Scope and contract structure

1.1Addvista Inc., a Delaware corporation with its registered office at 8 The Green, Ste R, Dover, DE 19901, USA, together with its subsidiaries and affiliated companies (each an "Addvista Company"; collectively "Addvista", "we", "us", "our"), licenses verified demonstrations of skilled physical work under these Licensing Terms. "You" and "Licensee" mean the business named in the Order.

1.2These Licensing Terms cover Catalog Data, evaluation samples, on-demand capture of Custom Data, Exclusivity Windows, and any skill or model license agreed in an Order.

1.3You accept these Licensing Terms only as a business acting in its trade, and you represent that you are not a consumer, a worker, or a private individual. If that is false, we may suspend or end the license.

1.4A contract for a Dataset consists of these Licensing Terms, the Order, and the Data Card. The Data Card does not widen the license.

1.5The Platform Terms govern your use of the Addvista platform. On the license of a Dataset, these Licensing Terms control.

1.6If documents conflict, this order applies:

(a) a term individually negotiated and written into the Order, for that Order only;

(b) the Order, including a Statement of Work;

(c) the Regional Terms for your region;

(d) these Licensing Terms;

(e) the Data Card; and

(f) the Platform Terms, on platform use only.

1.7Terms in your purchase order, vendor portal, or procurement policy do not apply, even if we sign or accept them.

1.8You may accept by signature, electronic signature, or a checkout action that presents these Licensing Terms. An electronic record satisfies a writing. The confirmation names the contracting Addvista Company, its address, and its registration details.

1.9The person who accepts represents that they may bind you. An Affiliate receives your price only if it signs its own Order.

1.10A quote, preview, pitch, catalog page, or scoping call is not a contract.

1.11The Regional Terms for the region named in your Order or account (currently Europe, at www.addvista.com/terms/europe/, and the United States, at www.addvista.com/terms/us/) form part of these Licensing Terms. For that region they prevail over these Licensing Terms. The Order may name a regional Addvista Company or a regional representative; otherwise your contracting party is Addvista Inc. If the order names no region, or a region for which no Regional Terms exist, the Regional Terms — United States apply, except where mandatory law requires otherwise.

02Contracting entity and definitions

2.1Your contracting party is the Addvista Company named in the Order. If none is named, your contracting party is Addvista Inc.

2.2We may perform through, and assign an Order to, an Addvista Company. Rights you grant us extend to Addvista Companies.

2.3In these Licensing Terms:

Affiliate means an entity that controls, is controlled by, or is under common control with a party.

Annotations means the labels and descriptors we supply with a Dataset.

Authorized User means an employee of you or your Affiliate who needs access for the Permitted Purpose and is bound by confidentiality.

Catalog Data means a Dataset from our catalog, which we may license to others.

Client means the site owner or other customer of a recorded job. Company means a construction, trade, or service business that authorized recording on its jobs. Worker means a person whose recorded work is included in a Dataset.

Contractor means a person you engage, other than an employee, who needs access to support the Permitted Purpose. Your robot customer is not a Contractor.

Custom Data means a Dataset captured or assembled for you under a Statement of Work.

Data Card means the documentation delivered with a Dataset under section 11.

Dataset means the files identified in an Order, as delivered, including sensor streams, Annotations, and the Data Card.

Deletion Notice means our written notice under section 9 identifying files by identifier.

Demonstration means one verified recording of a skilled task.

Effective Date means the date you first accept these Licensing Terms.

Exclusivity Window means the period and scope stated in an Order during which we will not license the identified files to another person for that scope.

Licensee Model means a machine-learning model, including its weights, that you train, fine-tune, or evaluate using a Dataset. Model Outputs means its outputs.

List Price means the price per Verified Hour in our current price list for the Dataset or, if none, the highest price per Verified Hour in any of your Orders.

Order means an Order Form, a License Order, an accepted checkout record, or a Statement of Work that we have accepted. An Order Form is the document in Annex A or an equivalent we accept. A License Order is any other ordering document that incorporates these Licensing Terms. Order Price means the price in the Order.

Permitted Purpose means training, fine-tuning, evaluation, benchmarking, internal research and development, and safety testing of machine-learning models, including robotics and physical-AI models, and deployment and commercialization of Licensee Models and of robots trained in part on the Dataset, including delivery of weights to your customers. It excludes a Restricted Use.

Platform Terms means the terms that govern use of the Addvista platform.

Restricted Use means a use prohibited by section 6 or otherwise outside the Permitted Purpose.

Results means an outcome of analysis of a Dataset, including a Licensee Model and metrics, that does not reproduce the footage or a person's likeness or voice.

Statement of Work or SOW means the document for on-demand capture under section 4 and Annex B.

Territory means the world, excluding any country, region, or person to which supply of the Dataset is prohibited by applicable sanctions or export-control law.

Verified Hour means a clock hour, or the fraction the Order defines, of footage that shows the agreed task, meets the specification, has passed our quality control and de-identification, and has been accepted or deemed accepted.

2.4Including is not a word of limitation. Days are calendar days unless business days are stated. Business days exclude weekends and public holidays at the contracting Addvista Company's principal place of business. Writing includes email. "As agreed in an Order" means a term written in that Order and accepted by us.

03Ordering process for catalog data

3.1A preview is not the Dataset and is not a license. You may not train on it.

3.2We reserve previews and catalog listings against text and data mining under Article 4(3) of Directive (EU) 2019/790. Only a paid Order licenses training.

3.3A request for data is not an order. We decide at our discretion whether to supply a set.

3.4A quote is an invitation to make an offer. It lasts thirty days unless it states a shorter period.

3.5An Order Form is your offer at the Order Price. We accept by signature, electronic confirmation, or by making the Dataset available.

3.6An accepted platform checkout is the Order.

3.7We deliver by secure download or a private bucket. Delivery is complete when the files are available and we have told you.

3.8You have ten business days after delivery, or any longer period in the Order, to give written notice of a defect under clause 3.9, identifying the files. Otherwise the delivery is deemed accepted.

3.9A defect is only this: the files are not the named Dataset; they are unreadable; the Verified Hours fall materially short; or we did not apply the Data Card's de-identification method. Model accuracy and fitness for your task are not defects.

3.10If the notice is valid, we will, at our option, replace the affected files or refund the fees for them. This is your sole remedy for a defect.

3.11An evaluation sample follows clauses 3.5 to 3.10 and the Addvista Evaluation and Sample License. The term is as stated, or ninety days. Use is internal evaluation only, with no production training, deployment, or publication. An evaluation Order may allow an isolated fine-tune and require deletion of the resulting weights, which clause 8.4 then does not preserve. You delete the sample within fifteen days after the term ends and certify under Annex D. Backups follow clause 8.3.

3.12We may change, update, re-version, or withdraw any catalog Dataset, preview, or listing at any time. This does not end a license you have already paid for, except under section 9.

04On-demand collection

4.1You may ask us to capture Custom Data. A request, a call, or a quote is not an Order.

4.2We decide which tasks, sites, sensors, and volumes we will capture, and we may decline any task.

4.3A quote is valid for thirty days unless it states less. It is not an offer.

4.4Capture starts only after both parties have signed an Order Form and an SOW. If the SOW states that no separate Order Form is used, the signed SOW is also the Order Form. The SOW prevails over the quote. Annex B lists its minimum content. A named site appears in it only if the site holder has agreed.

4.5We organize capture with Companies and Workers. You do not direct them and may observe only if the SOW allows it.

4.6Capture follows our recording rules in the Platform Terms (section 16) and the site's safety rules. We may refuse, stop, or change any capture that we consider unsafe, unlawful, or outside the consent chain. You will not request work that is unsafe, unlawful, or aimed at identifying or monitoring a Worker. Audio is off unless the SOW turns it on. You obtain any ethics-board approval your research needs.

4.7We deliver in milestone batches. Before acceptance you may use a batch only to test it against the criteria. You may not keep a batch you validly reject.

4.8You have ten business days after a batch is delivered, or any longer period in the SOW, to accept or reject it in writing, identifying the files and the failed criterion. Silence is deemed acceptance.

4.9Either party may refer technical conformity to an independent expert named in the Order or agreed by the parties or, failing agreement within fifteen days after a request, appointed by the ICC International Centre for ADR under its Rules for the Appointment of Experts and Neutrals. The expert decides only whether the files meet the written criteria, and the decision binds the parties except for manifest error. The parties share the expert's fees equally unless the expert finds a position unreasonable, in which case that party pays.

4.10If footage fails the criteria, we will, at our option, re-capture or credit the fees for those hours, within the SOW period or else within thirty business days. Re-captured files are reviewed under clause 4.8. An SOW may instead elect re-capture up to a stated ratio.

4.11If we fail twice to cure the same milestone, you may end that milestone and we will refund fees paid for its unaccepted hours. Clauses 4.10 and 4.11 are your sole remedy for non-conforming footage.

4.12A change to scope, hours, sites, schedule, or price takes effect only when both parties sign a change order. We need not perform a change that is unsafe, unlawful, or outside the consent chain.

4.13Dates move day for day if delay comes from your dependencies, site access, weather, a safety stop, or another cause outside our control. If such a delay lasts more than sixty days, either party may cancel the affected milestone under clause 4.14.

4.14You may cancel an SOW or a milestone for convenience. You then pay, as compensation and without double counting:

(a) before mobilization, the non-refundable deposit portion stated in the SOW;

(b) after mobilization and before acceptance, work performed, unavoidable capture costs, and that non-refundable portion; and

(c) after acceptance, the Order Price for accepted Verified Hours, whose license issues once you pay.

4.15The section 5 license in a Custom Data file starts only when that file is accepted or deemed accepted and the fees then due for it are paid. Until then you may only inspect it under clause 4.7.

4.16We do not license raw footage, and we retain and delete it under our own policies. If the SOW elects early deletion, we delete identifiable raw footage of the Custom Data within the period stated there after acceptance of the de-identified master, and certify that deletion on request. We may always keep de-identified copies and consent, tax, and claim records.

05License grant

5.1When clause 5.6 says the license starts, we grant you a non-exclusive, non-transferable, non-sublicensable license, for the Territory and the term in the Order, to use the Dataset for the Permitted Purpose.

5.2The license is non-exclusive unless the Order purchases an Exclusivity Window.

5.3During an Exclusivity Window we will not license the identified files to another person for the scope in the Order. Afterwards we may license them again, unless the Order buys a covenant to keep them out of the catalog.

5.4You may not transfer or pledge the license. Clause 23.2 governs a change of control.

5.5The grant is not permission to export in breach of section 19.

5.6A Catalog Data license, including a perpetual file license, starts on delivery. Custom Data starts under clause 4.15. An evaluation sample ends under clause 3.11. If the Order states no term, the license lasts until section 8, 9, or 21 ends it.

5.7The Permitted Purpose is the complete list of licensed uses. We reserve all rights we do not expressly grant. There is no trademark or patent license.

5.8Authorized Users of your Affiliates may access the Dataset in your secure environment for the Permitted Purpose. An Affiliate that will hold its own production copy must sign its own Order if we require it.

5.9A Contractor may receive only the files it needs, only for its engagement, and only under a written flow-down of sections 5, 6, 8, 9, 10, 17, 18, and 19, and deletes them when the engagement ends. You are liable for your Affiliates, Authorized Users, and Contractors as for yourself.

5.10A customer of your robot, product, or Licensee Model must not receive the footage or a substantial reconstruction of it.

5.11A skill license or a model license, including any fee per deployed robot, exists only as agreed in an Order.

06Restrictions

6.1These restrictions are conditions of the license. We may suspend, terminate under section 21, and claim the remedies in clauses 6.11 and 6.12.

6.2You will not redistribute, resell, publish, host for others, or sublicense the Dataset, the Annotations, or a substantial extract or reconstruction of the footage. You may ship a Licensee Model that does not reproduce the footage.

6.3You will not re-identify, or attempt to re-identify, any person, household, employer, site, or device, including by combining the Dataset with other information.

6.4You will not use the Dataset for:

(a) biometric identification or biometric categorization;

(b) face, gait, or voice identification;

(c) building a facial-recognition or voiceprint store;

(d) emotion recognition;

(e) inferring race, ethnicity, religion, political opinions, trade-union membership, health, sex life, or sexual orientation; or

(f) surveillance or monitoring of natural persons.

6.5You will not use the Dataset against a recorded Worker, Company, or Client, including for employment decisions.

6.6You will not generate a person's likeness, voice, or a deepfake from the Dataset.

6.7You will not use the Dataset for a practice prohibited by Article 5 of Regulation (EU) 2024/1689, even where that Regulation does not otherwise apply to you.

6.8You will not use the Dataset to develop or evaluate weapons or a system designed to target natural persons with force, unless an Order expressly permits a described program and section 19 allows it.

6.9You will not use the Dataset to build a dataset marketplace or a competing catalog.

6.10You will comply with the laws that apply to your use, and stop any Restricted Use when you learn of it.

6.11For each Verified Hour used beyond the licensed scope, you will pay a stipulated fee of two times the List Price, and for each Verified Hour used in a Restricted Use, three times the List Price. You also pay the reasonable costs of detecting and verifying the use. These amounts are in addition to deletion and our other remedies. The parties agree that the harm from unlicensed use, including retroactive licensing, detection and, for a Restricted Use, harm to consents, reputation and exclusivity, is difficult to estimate, and that these amounts are a reasonable estimate of it. Amounts paid are credited against damages for the same use.

6.12You acknowledge that a breach of section 6, 10, 17, or 18 may cause us irreparable harm, and that we may seek injunctive relief without posting a bond, unless the law requires one.

07Ownership

7.1We own the Demonstrations, the Datasets, the Annotations, the Data Cards, and our know-how, including in Custom Data. You receive only the license in section 5.

7.2We own Custom Data unless the Order expressly assigns it. On assignment we keep copies needed for consent records, tax, claims, and Deletion Notices, and consents continue to run to us.

7.3You own your Licensee Models, weights, Model Outputs, and your own annotations, excluding the footage. After the file license ends we will not assert our rights in the Dataset against your Results, if you have stopped using the files and clause 8.6 does not apply.

7.4You may commercialize Results, except a Result that reproduces the Dataset or a person's likeness or voice, and subject to clause 8.6.

7.5A license back to us of your annotations exists only if the Order grants it.

7.6We may freely use feedback, and aggregated information about your use of our services. Feedback does not include your models, weights, or product plans.

7.7No license arises by implication, estoppel, or course of dealing.

7.8Marks and incidental content in the frame stay with their owners and are not separately licensed. Clause 15.4 applies to claims about them.

08Effect of term end

8.1When the license to a Dataset ends, you will delete it, or return it if we ask, within thirty days, including resampled video, frames, and other copies that still are the footage.

8.2Within those thirty days you will send a certificate in the form of Annex D, signed by an authorized officer.

8.3Delete the Dataset from backups on the next ordinary cycle, and in any event within ninety days after the license ends. Do not restore the files except to delete them.

8.4You may keep and commercialize, in perpetuity, Licensee Models and Results created while the license was in force, if they do not reproduce the recordings or a person's likeness or voice. If a model does that, stop that use.

8.5If the Order sells a perpetual file license, you may keep the files for the Permitted Purpose until the license ends for your breach, for export or sanctions illegality, or under a Deletion Notice.

8.6If the license ends for redistribution, re-identification, a Restricted Use, or an export or sanctions breach, clause 8.4 does not apply to Results created or used through that breach, and you will stop using them.

8.7Sections 6 to 20, 22, and 23 survive as they apply to past events, and the audit right in clause 12.14 survives for two years after the license ends.

09Withdrawal and takedown propagation

9.1We may send a Deletion Notice at any time if a person withdraws consent or objects, a court, regulator, Company, or site holder requires removal, de-identification of a delivered file failed, or we reasonably consider that continued use creates a legal risk. Sending a Deletion Notice is our right, not a duty owed to you.

9.2Within thirty days after a Deletion Notice, delete the named files, and any copy that still is the footage, from production systems, and stop using them in any new training run, fine-tune, or evaluation set.

9.3Delete the named files from backups on the next ordinary cycle, and no later than ninety days after the notice. Do not restore them except to delete them.

9.4Certify deletion under Annex D within thirty days. The certificate may state that backups will be cleared within ninety days. If we ask, confirm when backups are cleared.

9.5You need not retrain or destroy weights already trained, unless a court, regulator, or law requires model deletion or cessation, or the model stores a named file or regenerates the recording or a person's likeness or voice. In those cases, stop that use or delete the model as required.

9.6Our only obligation for files named in a Deletion Notice, and for any claim that a consent or permission was missing, is, at our option, to supply comparable replacement hours or to credit the fees for those hours. We are not liable for retraining cost or loss of use.

9.7Flow clauses 9.2 to 9.5 down to every Contractor who received the named files.

9.8From the end of the thirty days, use of the named files in a new training run is a Restricted Use. During those thirty days you may use them only to find and delete them.

10Data protection

10.1We deliver Datasets in de-identified form, using the method described in the Data Card. You accept the Dataset in that form and are responsible for your own processing of it.

10.2Each party is an independent controller of any personal data in its own copy, unless an Order attaches a data processing addendum.

10.3You will not re-identify anyone, and you will not contact a Worker, Company, or Client based on the Dataset.

10.4Where the California Consumer Privacy Act or another United States state privacy law with the same test for de-identified data applies, you will:

(a) take reasonable measures to ensure the Dataset cannot be associated with a consumer or a household;

(b) publicly commit to keep and use the Dataset only in de-identified form and not to attempt to re-identify it; and

(c) contractually bind every recipient of the Dataset to this clause 10.4.

10.5You will not treat the Dataset as personal information for sale, sharing, or targeted advertising.

10.6Only we may test de-identification by re-linking a file.

10.7You will not extract, retain, sell, lease, trade, or profit from a biometric identifier or biometric information taken from the Dataset, and you will not build a gallery of Workers or reverse a blur.

10.8A transfer of personal data from the European Economic Area, the United Kingdom, or Switzerland to a country without an adequacy decision uses the standard contractual clauses, the United Kingdom transfer addendum, or the EU-US Data Privacy Framework.

10.9Any data processing addendum or signed standard contractual clauses an Order needs are attached before the relevant transfer.

10.10You will notify us of any confirmed security incident affecting the Dataset or its access credentials without undue delay and in any event within forty-eight hours. We will notify you without undue delay of a confirmed security incident in our delivery systems that affects your copy.

10.11You will not infer health, religion, or similar attributes from the Dataset.

11Documentation and AI Act support

11.1Every delivery includes a Data Card. It is documentation, not a warranty beyond section 13 and not a license.

11.2The Data Card follows Annex C and the current Addvista Data Card template, at dataset level, without Worker names, raw consents, street addresses, or individual demographics.

11.3On request, we will provide reasonable information about the Data Card that you need for a training-content summary or a copyright policy under Article 53 of Regulation (EU) 2024/1689. We will not identify Workers or sites.

11.4You may use the Data Card as an input to records for a high-risk AI system. You remain responsible for governance, bias examination, and conformity of your system.

11.5We are not the provider or the deployer of your AI system, model, or robot. You will not name us as provider on a declaration, a registration, or a customer notice.

11.6We keep consent records, site permissions, and Worker identities, and we do not hand them to you. We provide them to a competent regulator where the law requires it.

12Fees and payment

12.1You pay the Order Price. After acceptance it changes only by a signed change order, or under clause 12.3 for a subscription renewal.

12.2Advertised, listed, and quoted prices are non-binding until confirmed in an Order.

12.3We may change prices for future Orders at any time. For an access subscription we may change the renewal fee on at least thirty days' notice, and you may end the subscription before the change takes effect.

12.4Unless the Order states a fixed fee, the price is the Order's rate per Verified Hour.

12.5An Exclusivity Window exists only if the Order states its premium.

12.6If the Order sets a minimum, you pay it for conforming hours delivered or that we were ready to capture when you or a clause 4.14 cancellation stopped the work.

12.7The SOW states any deposit, its due date, and the non-refundable portion, which pays for capacity we hold and is applied to the Order Price if the work proceeds.

12.8We invoice in the Order currency, as the Order or the SOW milestones state.

12.9You pay within thirty days of the invoice date, without deduction except under clauses 12.12 and 12.13.

12.10Overdue sums bear interest at the lesser of 1.5 percent per month and the maximum lawful rate.

12.11Fees exclude VAT, sales tax, and similar taxes, which you pay in addition. Where a reverse charge applies, you account for the VAT.

12.12If withholding tax applies, you will cooperate to obtain treaty relief and otherwise gross up so that we receive the full Order Price.

12.13You may set off only a claim that is undisputed or finally adjudicated.

12.14Once a year, on thirty days' notice, we or an independent auditor may review your compliance and payment records, and your models to test a written claim that a model reproduces the Dataset. You pay any shortfall, and if it exceeds five percent, also the reasonable audit cost. Keep records for two years after the license ends.

12.15If you dispute an invoice in good faith, pay the undisputed part when due and explain the dispute in writing before the due date.

12.16Fees are non-refundable, except as these Licensing Terms or the Order expressly state.

12.17If any amount is more than fifteen days overdue, we may, after notice, suspend delivery, capture, and access under any Order until it is paid.

13Warranties

13.1Each party warrants that it has power to enter these Licensing Terms and the Order.

13.2We warrant that, to our knowledge, we have obtained the consents and permissions that applicable law requires for the Permitted Purpose, as summarized in the Data Card. Section 9 governs withdrawal.

13.3We warrant that we applied the de-identification method stated in the Data Card. We do not warrant any particular outcome of de-identification.

13.4We warrant that Custom Data presented for acceptance meets the SOW acceptance criteria in all material respects at delivery.

13.5We warrant that we did not knowingly place malicious code in the delivery.

13.6You warrant that clause 1.3 is true; that you will use the Dataset only for the Permitted Purpose; that you will comply with sections 18 and 19; and that you alone are responsible for testing, validating, and certifying your models, robots, and products.

13.7Your sole remedy for a breach of clauses 13.2 to 13.5 is, at our option, replacement of the affected files or a credit or refund of the fees paid for them, together with clause 15.1 where it applies.

14Disclaimers

14.1We do not warrant accuracy, completeness, fitness for a robot or task, model performance or safety, or uninterrupted download.

14.2The footage shows real work and can include mistakes. You will test and certify your systems before you rely on them.

14.3We do not warrant non-infringement beyond section 15. Third-party content may appear in the background of a real site, and we give no warranty about rights in it.

14.4Nothing in this section 14 excludes liability that the law does not allow to be excluded.

15Indemnities

15.1We will defend you against a third-party claim that your use of unmodified delivered files for the Permitted Purpose infringes that party's copyright, film right, or database right, and pay damages finally awarded or a settlement we approve.

15.2You will give prompt notice, sole control of the defense and settlement, and reasonable cooperation at our cost. We will not settle by admitting your fault without your consent.

15.3We may procure the right for you to continue, replace or modify the files, or refund the fees for the affected hours and end the license in those hours. You will stop using refunded files.

15.4Clause 15.1 does not cover a claim caused by combination, modification, use outside the license, material you add, a claim that a Licensee Model is a derivative work, incidental site content, or use after a Deletion Notice deadline or a clause 15.3 stop notice.

15.5Clauses 15.1 and 15.3 are your sole remedy for an infringement claim. Claims that a consent or permission was missing are handled only under clause 9.6.

15.6You will defend the Addvista Companies and pay damages, fines, penalties, and reasonable attorneys' fees, or a settlement, arising from a Restricted Use, re-identification, a use barred by clause 6.4 or 10.7, redistribution, your models, robots, and deployments, your processing of personal data, or your breach of section 19.

15.7Clause 15.2 applies in reverse to clause 15.6.

15.8Section 16 does not limit clause 15.6.

16Limitation of liability

16.1A different cap applies only if the Order states it and names this clause.

16.2Nothing in this section limits liability that the law does not allow to be limited.

16.3Any claim against us must be brought within one year after you became aware, or should have become aware, of it. This does not apply to claims for intent, gross negligence, injury to life, body, or health, fraud, or under the Product Liability Act.

17Confidentiality

17.1Confidential information means the Dataset, an unpublished Data Card, Order pricing, the SOW, and information a reasonable person would treat as confidential.

17.2The receiver uses confidential information only to perform the contract or for the Permitted Purpose, protects it with at least reasonable care, and discloses it only to personnel, Affiliates, and Contractors who need it and are bound to protect it.

17.3Confidentiality does not cover information that is public through no fault of the receiver, already known to it, developed independently, or lawfully received from a third party.

17.4A party may disclose what law or a court requires, after prompt notice where legally allowed.

17.5Confidential information stays protected for five years after the license ends, the Dataset until it is deleted, and a trade secret while it remains one.

17.6There is no residuals right in the Dataset.

18Security and access controls

18.1You will protect the Dataset with appropriate measures, including need-to-know access, multi-factor authentication, encryption in transit and at rest, no public buckets, and access logs kept for twelve months.

18.2You will keep a record of each copy, including system, region, and custodian, and produce it on a Deletion Notice and in an audit under clause 12.14.

18.3You may store and process the Dataset in the European Economic Area, the United Kingdom, Switzerland, the United States, and any country the Order names. Any other location needs our prior written consent.

18.4You will not fold the Dataset into a corpus you publish or license as data.

18.5A cloud provider is a Contractor. Clause 5.9 applies.

19Export control and sanctions

19.1You represent that you are not, and are not owned or controlled by, a person on a sanctions or restricted-party list, or a military end user. You will screen Affiliates and Contractors before you give them access.

19.2You will comply with all applicable export-control and sanctions laws, and you will not export, re-export, transfer, or give access to the Dataset or Results to any embargoed country or region, or to any prohibited person or end use.

19.3You will not use the Dataset for nuclear, chemical, or biological weapons, missiles, or any other prohibited military end use.

19.4We may refuse or stop a delivery, without liability, if screening fails, if the law prohibits delivery, or if we reasonably believe that a Restricted Use or a sanctions risk exists.

19.5You are responsible for classifying, and obtaining any authorization for, the models you export and the robots you ship.

20Publicity

20.1Except under clause 20.2, neither party will issue a press release about the other or this relationship without the other's prior written consent.

20.2We may identify you by name and logo as a customer on our website, in customer lists, and in sales and investor materials. You may opt out by written notice to legal@addvista.com, and we will stop new uses within thirty days.

20.3If you cite the Dataset, please name Addvista and the dataset version.

21Term and termination

21.1These Licensing Terms start on the Effective Date and continue until terminated. Each Order runs for its stated term. Subject to clause 21.6, if these Licensing Terms end, an Order then in force continues under them.

21.2Either party may terminate an Order for a material breach not cured within thirty days after notice. Non-payment uncured for fifteen days after notice is a material breach.

21.3We may suspend delivery or end the license immediately for a breach of section 6 or 19, re-identification or an attempt, or redistribution.

21.4Either party may terminate if the other becomes insolvent or enters a bankruptcy or similar proceeding, to the extent the governing law allows.

21.5On ending, fees for accepted files remain due, you delete under section 8, and clauses 8.4, 8.6, and 8.7 apply.

21.6We may end these Licensing Terms, and any Order that is not a paid-up file license, for convenience on thirty days' notice, and then refund prepaid fees for access not yet given. Paid-up file licenses survive and remain governed by these Licensing Terms. An access subscription may also end as the Order states.

21.7Ending the contract does not affect a Deletion Notice or a court order.

22Governing law and disputes

22.1These Licensing Terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws rules, excluding the UN Convention on Contracts for the International Sale of Goods, except as the Regional Terms provide.

22.2Mandatory law remains unaffected.

22.3Either party may seek interim or injunctive relief in any competent court for misuse of the Dataset, breach of confidentiality, or infringement, without waiving arbitration.

22.4Proceedings are confidential except to enforce an award or to comply with law.

23General

23.1You may not assign these Licensing Terms or an Order without our prior written consent. We may assign them to an Addvista Company or in connection with a merger, acquisition, reorganization, or sale of assets.

23.2Tell us within fifteen days after a change of control. We may then end the file license on thirty days' notice if the new controller fails export screening, is our competitor, or will not confirm that it is bound.

23.3A party is not liable for delay caused by an event beyond its reasonable control. Force majeure does not excuse payment and pauses a deletion duty only while it prevents deletion.

23.4Notices are by email to the address in the Order, with a copy to legal@addvista.com when the notice is to us, and arrive on the next business day. A Deletion Notice and a breach notice are marked as such in the subject line.

23.5These Licensing Terms and the Order are the entire agreement on the license. They do not replace a separate contract for Addvista Assist, consulting, or construction. This clause does not exclude liability for fraud.

23.6We may amend these Licensing Terms for future Orders on thirty days' notice. An accepted Order keeps its price and grant unless the parties agree otherwise in writing. A change required by law or for security may take effect immediately.

23.7If a clause is unenforceable, it is modified as little as needed, or severed, and the rest remains in force.

23.8The parties are independent contractors.

23.9There are no third-party beneficiaries, except that Addvista Companies may enforce rights granted to them.

23.10The English text controls. Any German version is a convenience translation.

23.11Counterparts, including electronic counterparts, form one instrument.

23.12A waiver must be in writing. A waiver of one breach is not a waiver of another.

Contact

Licensing questions: legal@addvista.com. Privacy and Deletion Notices: data@addvista.com. Delivery support: support@addvista.com.

The contracting party is the Addvista Company named in the Order. If none is named: Addvista Inc., 8 The Green, Ste R, Dover, DE 19901, USA.

Annex AOrder Form

The current Addvista Catalog License Order Form implements this annex and is the Order Form where it is used. At minimum it states:

Parties. Addvista Company: [Addvista Company]. Licensee, with VAT or tax number: [Licensee]. Notices: [legal contact and email]. The Licensee acts in its trade: [yes].

License. Order type: [catalog / evaluation / custom capture / exclusivity only]. Dataset and version: [dataset]. Modality: [video, audio if any, inertial, other]. Verified Hours: [hours]. Delivery: [delivery]. Term: [term]. Narrower Territory: [territory]. Evaluation end date: [date].

Price. Order Price: [price]. Rate: [rate]. Premium: [premium]. Minimum: [minimum]. Deposit: [deposit]. Invoice timing: [on acceptance / on delivery / milestones]. Purchase-order number, for reference only: [PO number].

Exclusivity. Scope: [scope]. Start and end: [dates]. Catalog after the window: [yes / no, and any paid covenant].

Permissions, each defaulting to no. Weapons program: [no / program]. Skill or model license: [schedule or "none"]. License back of annotations: [no / scope]. Publicity under clause 20.2: [yes / opt-out].

Incorporation. This Order incorporates Addvista Licensing Terms, Version 1.1, effective 21 October 2026, last updated 21 October 2026. Signed for each party: [name, title, date].

Annex BStatement of Work for on-demand collection

The current Addvista Statement of Work for On-Demand Capture implements this annex. At minimum it states:

Project and tasks. Project: [project]. Quote: [quote]. Task codes: [taxonomy]. Success: [success]. Failures in scope: [failure].

Places and sensors. Trades: [trades]. Environments: [environments]. Regions at country or state level: [regions]. Named sites, only with the site holder's agreement: [sites or "none"]. Video: [video]. Audio, off unless enabled here: [audio]. Other sensors: [sensors]. Format: [format].

Hours and annotation. Verified Hours: [hours]. Definition: [definition]. Minimum per milestone: [volumes]. Annotation: [annotation]. Metrics: [metrics].

Acceptance and schedule. Criteria: [criteria]. Review period, at least ten business days: [period]. Expert: [expert]. Schedule: [schedule]. Your dependencies: [dependencies].

Exclusivity and price. Window: [window]. Catalog later: [yes / no]. Rate: [rate]. Inclusions: [inclusions]. Premium: [premium]. Fixed fees, deposit, and non-refundable portion: [fees]. Early deletion of identifiable raw footage under clause 4.16: [not elected / period and fee].

Terms. Clauses 4.6 and 4.12 to 4.15 apply. Additional site rules: [rules or "none"]. Signed for each party: [name, title, date].

Annex CData Card headings

The current Addvista Data Card template implements this annex and contains the full field list. Each Data Card covers at least, at dataset level:

• Dataset name, version, issuer, modality, sensor rig, format, and Verified Hours
• Capture period, collection context, and regions at country or state level
• Consent-chain summary and the withdrawal path
• De-identification method and known limitations
• Annotation method, quality metrics, and known gaps and biases
• Intended uses and Restricted Uses
• Personal-information position, copyright, and text-and-data-mining statement
• File-identifier scheme for Deletion Notices, and contact: data@addvista.com

Annex DCertificate of Deletion

The current Addvista Certificate of Deletion implements this annex.

Licensee: [name]. Order: [Order]. Date: [date]. Reason: [end of term / Deletion Notice dated (date) / end of Contractor engagement / end of evaluation]. Identifiers covered: [list, or all files under the Order].

The Licensee certifies that the named files, including frames, are deleted from production systems; that Contractors were told to delete them; that backups will be cleared within ninety days; and that models kept under section 8 or 9 do not, after reasonable inquiry, reproduce the recordings or a person's likeness or voice.

Authorized signatory (name, title, signature): [signatory]. Backup confirmation, if requested, by: [date].