This Terms and Conditions agreement (the “Agreement”) governs the sharing of data between Inspired Flight Technologies Inc., a Delaware corporation (“Company,” “we,” or “us”), and its commercial uncrewed aircraft system (“UAS”) customers (“Customer” or “you”). By using our products, services, or software, you agree to comply with and be bound by the terms set forth herein.

For purposes of this Agreement:

(a) System Health Data: Includes UAS diagnostic and operational metrics such as battery status, motor performance, system alerts, and maintenance records.

(b) Flight Information: Includes UAS data related to Customer flight durations, flight logs, and operational patterns.

(c) Software Data Science Information: Includes UAS usage statistics, system logs and system performance metrics collected through Customer’s use of Company’s software or services.

(a) Customer agrees to share System Health Data, Flight Hour Information, and Software Data Science Information (collectively, “Shared Data”) with the Company.

(b) Company agrees to use Shared Data only for the purpose of improving product performance, developing new features, and ensuring compliance with safety and regulatory requirements.

(c) Data sharing will occur through integrated systems provided by the Company or other agreed-upon mechanisms.

By agreeing to this Agreement, you represent and warrant that:

(a) You have the authority to share the Shared Data with the Company.

(b) The Shared Data is not subject to restrictions that prevent its disclosure under applicable laws or agreements.

(c) You have obtained all necessary consents from relevant stakeholders to share the Shared Data with the Company.

(a) The Company will handle all Shared Data in compliance with applicable data protection and privacy laws, including but not limited to the General Data Protection Regulation (GDPR) and the California Consumer Privacy Act (CCPA).

(b) The Company will implement reasonable technical and organizational measures to ensure the security of the Shared Data.

(d) Aggregated and anonymized data derived from Shared Data may be used by the Company without restriction.

(a) Ownership of the Shared Data remains with the Customer.

(b) The Company will have a perpetual, non-exclusive, royalty-free, and transferable license to use, analyze, and derive insights from the Shared Data.

You agree to indemnify, defend, and hold harmless the Company and its affiliates from and against any claims, liabilities, damages, or expenses arising out of or related to your breach of this Agreement or any violation of applicable laws.

To the fullest extent permitted by law:

(a) The Company shall not be liable for any indirect, incidental, or consequential damages arising from this Agreement.

(b) The Company’s total liability for any claim arising out of or related to this Agreement shall not exceed the fees paid by the Customer to the Company in the twelve (12) months preceding the claim.

(a) Either party may terminate this Agreement upon thirty (30) days’ written notice.

(b) Upon termination, the Company will cease using the Shared Data except as required to comply with legal or regulatory obligations.

(a) This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.

(b) Any disputes arising under this Agreement shall be resolved through arbitration in accordance with the rules of the American Arbitration Association.

(a) This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements related to its subject matter.

(b) Any amendments to this Agreement must be in writing and signed by both parties.

(c) If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect.