VOLTRON DATA

THESEUS TEST DRIVE TERMS OF USE

Effective: February 10, 2025

THESE VOLTRON DATA THESEUS TEST DRIVE TERMS OF USE (THE “AGREEMENT”) FORM A LEGAL AGREEMENT BETWEEN VOLTRON DATA, INC., A DELAWARE CORPORATION (“VOLTRON DATA”) AND YOU OR THE LEGAL ENTITY ON BEHALF OF WHICH YOU ARE ACTING (“YOU” AND “YOUR”), AND GOVERN YOUR ACCESS TO AND USE OF THE SERVICE (AS DEFINED BELOW). THIS AGREEMENT IS EFFECTIVE AS OF THE EARLIER OF THE DATE YOU CREATE A VOLTRON DATA ACCOUNT TO ACCESS AND USE THE SERVICE OR THE DATE YOU BEGIN ACCESSING OR USING THE SERVICE (THE “EFFECTIVE DATE”). IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF YOUR ORGANIZATION, THAT ORGANIZATION IS DEEMED TO BE THE PARTY TO THIS AGREEMENT AND YOU REPRESENT THAT YOU HAVE THE POWER AND AUTHORITY TO BIND THAT ORGANIZATION TO THIS AGREEMENT.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE CREATING AN ACCOUNT FOR THE SERVICE OR ACCESSING OR USING THE SERVICE. BY CREATING AN ACCOUNT FOR THE SERVICE OR ACCESSING OR USING THE SERVICE, YOU AGREE TO BE LEGALLY BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT CREATE AN ACCOUNT, ACCESS, OR USE THE SERVICE.

1 DEFINITIONS

Terms not defined elsewhere in the Agreement are defined in this Section.

1.1 “Service” means Voltron Data’s Theseus Test Drive and the Service Materials made available to you under this Agreement, as modified from time to time.

1.2 “Service Materials” means any materials relating to the Service that Voltron Data makes available to you under this Agreement, including without limitation, any instructions, test data and documentation.

2 SERVICE

2.1 Access to and Use of the Service. Subject to and conditioned upon your compliance with all the terms and conditions set forth in this Agreement, Voltron Data grants you a non-exclusive, non-sublicenseable, royalty-free, nontransferable right during the Trial Period to access and use the Service solely for your internal evaluation purposes. “Trial Period” means twelve months or such other period of time specified by Voltron Data.

2.2 Usage Restrictions. You will not (a) make the Service available to, or use the Service for the benefit of, any other party, including through screen sharing or similar methods; (b) use the Service for commercial purposes, including but not limited to renting, sublicensing, reselling, time-sharing, or similarly exploiting the Service; (c) interfere with or disrupt the integrity or performance of the Service, (d) reverse engineer, modify, adapt, or attempt to gain unauthorized access to the Service or its related systems or networks; (e) access the Service to build or support a competitive product or service; or (f) use the Service for performing comparisons or other benchmarking or competitive analysis activities.

3 INTELLECTUAL PROPERTY

3.1 Ownership of the Service. Except for the limited rights expressly set forth in this Agreement, Voltron Data retains all worldwide intellectual property rights, including, without limitation, all rights with respect to patents, copyrights, moral rights, trademarks, trade secrets, know-how, and all other proprietary rights related to the Service. You acknowledge that you do not acquire any ownership rights in the Service or any related intellectual property.

3.2 Feedback. Voltron Data welcomes feedback from users of the Service. If you provide Voltron Data any feedback or suggestions regarding the Service, you grant to Voltron Data an unlimited, royalty free, irrevocable, worldwide, perpetual, sub-licensable and freely transferable license to use, modify, commercially exploit and incorporate any such feedback or suggestions for any purpose without any obligation or compensation to you.

4 DATA USE

Voltron Data’s privacy policy, available at www.voltrondata.com/privacy (“Privacy Policy”), describes how Voltron Data collects and uses data relating to the Service and its websites. The Privacy Policy, as updated from time to time by Voltron Data, is incorporated herein by this reference. Voltron Data may also collect and use non-personal data, such as anonymized or aggregated information, to improve its products, services, and overall user experience.

5 CONFIDENTIALITY

Except with the prior written consent of the other party, neither party will disclose, transmit or otherwise disseminate to a third party any information provided to it (the “Recipient”) by or on behalf of the other party (the “Discloser”) in connection with this Agreement that is marked as “confidential” or “proprietary” or should otherwise reasonably be considered to be confidential or proprietary (“Confidential Information”), other than (a) in confidence, to the Recipient’s employees, consultants, agents or advisors who have a strict need to know such Confidential Information and are obligated to maintain the confidentiality of such Confidential Information upon terms at least as protective as those contained in this Agreement or (b) pursuant to an order or requirement of a court, administrative agency or other governmental body (provided that the Recipient provides reasonable written notice to the Discloser to allow the Discloser to seek a protective order or otherwise contest the disclosure). In addition, each party will use the same care and discretion with respect to the Confidential Information received from the other party as it uses with its own similar information, but in no event less than a reasonable degree of care, and will not use any Confidential Information other than in the performance of obligations or exercise or enforcement of rights under this Agreement. For clarity, Voltron Data’s Confidential Information includes the Service and any non-public information regarding the features, functionality, and performance of the Service. The obligations set forth in this Section will not apply to Confidential Information that (a) is or becomes generally available to the public, through no act or omission of the Recipient, (b) was already known by the Recipient without any obligation of confidentiality, (c) is disclosed by Discloser to a third party without any obligation of confidentiality, or (d) is independently developed by the Recipient without use of, or reference to, any Confidential Information of the Discloser.

6 TERM; TERMINATION

6.1 Term. This Agreement starts on the Effective Date and lasts for the Trial Period unless terminated earlier as provided in this Section.

6.2 Termination. Either party may terminate this Agreement at any time, for any reason, without prior notice.

6.3 Effects of Termination. Upon termination, the rights and obligations of the parties under this Agreement will cease, except that all provisions of the Agreement that by their nature should survive expiration or termination, will so survive.

6.4 Suspension. Voltron Data may, at its sole discretion, temporarily suspend your account if you violate this Agreement or use the Service in an unintended manner.

7 WARRANTIES; DISCLAIMER

7.1 Mutual Warranties. Each party represents and warrants that this Agreement is legally binding upon it and enforceable in accordance with its terms.

7.2 Warranty Disclaimer. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND VOLTRON DATA EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. VOLTRON DATA DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

8 LIMITATION OF LIABILITY

IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS OR REVENUES, ARISING FROM OR RELATED TO THIS AGREEMENT OR THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL VOLTRON DATA’S LIABILITY FOR DIRECT DAMAGES ARISING UNDER OR RELATED TO THIS AGREEMENT OR THE SERVICE (WHETHER IN CONTRACT, TORT, NEGLIGENCE OR UNDER ANY OTHER THEORY OF LIABILITY) EXCEED $100. NOTHING IN THIS SECTION WILL EXCLUDE OR LIMIT LIABILITY ARISING FROM A PARTY’S INFRINGEMENT OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS OR ANY LIABILITY WHICH CANNOT BE EXCLUDED BY LAW. The foregoing provisions allocate the risks under this Agreement between the parties, and the parties have relied on these limitations in determining whether to enter into this Agreement.

9 GENERAL TERMS.

9.1 Export Compliance and Trade Sanctions. You agree to comply with all relevant export controls and trade sanctions laws when using the Service. This includes not using the Service in countries under trade embargoes. You confirm that you are not listed on any government or agency lists that would restrict access to the Service.

9.2 Governing Law; Disputes. This Agreement is governed by California law, excluding its conflict of law rules. Any legal action related to this Agreement must be filed in the state or federal courts in Santa Clara County, California. Notwithstanding the foregoing, Voltron Data will have the right to seek injunctive relief for any violation of its intellectual property rights in any appropriate court. Both parties waive the right to a jury trial for disputes related to this Agreement.

9.3 Modifications. Voltron Data may revise this Agreement from time to time by posting the modified version on its website. By continuing to access or use the Service after the posted effective date of modifications to this Agreement, you agree to be bound by the revised version of the Agreement.

9.4 Relationship of the Parties. The parties are and will be independent contractors and this Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties. There are no third-party beneficiaries to this Agreement.

9.5 Waiver and Severability. Failure by either party to enforce any term or condition of this Agreement will not be construed as a waiver of any of its rights under it. If any provision of the Agreement is held to be invalid or unenforceable, the remaining provisions of the Agreement will remain in force to the fullest extent permitted by law.

9.6 Assignment. Neither party may assign this Agreement without the other party’s prior written consent, except that Voltron Data may assign this Agreement to a successor or acquirer in connection with a merger or acquisition, the sale of all or substantially all of its assets, or the sale of that portion of its business to which this Agreement relates. Subject to the foregoing, this Agreement will be binding on and inure to the benefit of the parties and their respective permitted successors and assigns.

9.7 Notices. Voltron Data may give general notices related to the Service by email, through the Service, or posting them on the Voltron Data website, and such electronic notices will be deemed to satisfy any legal requirement that such notices be made in writing. Notices required or permitted under this Agreement will be deemed sufficiently given when sent by email to legal@voltrondata.com for Voltron Data, or to the email address associated with your Voltron Data account for you. Either party may update their email address for notices by providing written notice to the other party. Notices will be deemed received upon sending, provided there is no notification of unsuccessful delivery or bounceback.

9.8 Entire Agreement. This Agreement is the complete agreement between you and Voltron Data regarding the Service. It replaces any prior or contemporaneous discussions, representations, understandings, and agreements with respect to the Service. Except as explicitly provided herein, this Agreement may only be modified by a mutually agreed upon writing between you and Voltron Data.