Common provisions and hardware warranty

Article 1

PURPOSE AND SCOPE

1.1. These Terms set out the hardware warranty, the support and maintenance conditions, and the data protection arrangements applicable to the Product.

1.2. These Terms apply to professional customers as well as to consumers. Where the Customer is a consumer within the meaning of applicable law, the specific provisions of Part E apply and, in the event of conflict, prevail over any other provision of these Terms, together with the mandatory provisions of consumer law.

1.3. In the event of conflict, the contractual documents apply in the following decreasing order of priority: (a) any specific contract signed by the Parties; (b) the applicable Quotation or Invoice; (c) these Terms; (d) the DPA where applicable; (e) the Documentation.

1.4. These Terms, together with the applicable Quotation or Invoice, constitute the entire agreement of the Parties on their subject matter and supersede any prior exchange or commitment on the same subject.

1.5. Any figure communicated in a commercial document, a demonstration, an email, a presentation or a discussion is indicative only, unless expressly identified as binding in a signed contract.

1.6. Placing an order, signing the Quotation or making payment constitutes full acceptance of these Terms, which the Customer acknowledges having received and read beforehand.

1.7. GEOVAST 3D may amend these Terms. The version applicable to an order is the one in force on the date of that order.

Article 2

INTENDED USE AND USE LIMITS OF THE PRODUCT

2.1. GeoMind One is supplied as a general purpose computing and artificial intelligence system, intended for research, productivity and information processing, operating locally on the Customer device. The Product is delivered ready to use, with the software and models preinstalled, and requires no download and no internet connection for its normal operation.

2.2. The Product is not a medical device within the meaning of Regulation (EU) 2017/745. It is not intended for the diagnosis, prevention, monitoring, prognosis, treatment or mitigation of any disease or disability, nor for clinical decision making.

2.3. The Customer shall not use the Product for a medical purpose, or as a medical device, or as a high risk artificial intelligence system, without itself having carried out, under its sole responsibility, the conformity assessment and all applicable regulatory obligations (in particular under Regulation (EU) 2017/745 and Regulation (EU) 2024/1689).

2.4. AI Output is provided for guidance only. It may contain errors, inaccuracies, omissions or inappropriate content inherent to artificial intelligence models. It must be checked and supervised by a qualified human user before any use or decision.

2.5. The Customer retains full responsibility for its use of the Product and of the AI Output, and for the decisions taken on that basis.

Article 3

ACCEPTABLE USE

3.1. The Customer undertakes to use the Product in accordance with the law, the Documentation and these Terms.

3.2. The Customer shall not use the Product in particular to: (a) infringe the rights of third parties or applicable law; (b) produce, distribute or facilitate unlawful content, including child sexual abuse material or content inciting hatred, violence or terrorism; (c) generate or distribute knowingly misleading information that harms others; (d) impair the security, integrity or availability of information systems; (e) circumvent the security measures or the restrictions of the Product.

3.3. Use of the integrated models is subject to the acceptable use policies of their respective licenses, which the Customer undertakes to comply with.

3.4. Where applicable law requires it, the Customer, acting as a deployer, is responsible for informing end users that they are interacting with an artificial intelligence system and for ensuring, where relevant, the labeling of generated content.

Article 4

INTELLECTUAL PROPERTY AND SOFTWARE LICENSE

4.1. The Product incorporates software, models, firmware and other elements protected by intellectual property rights. GEOVAST 3D or its licensors retain all rights therein. No intellectual property right is transferred to the Customer under these Terms.

4.2. GEOVAST 3D grants the Customer, for the duration of use of the Product, a personal, non exclusive, non transferable and revocable license to use the Software, limited to internal use of the Product in accordance with the Documentation.

4.3. Save where mandatory law provides otherwise, the Customer shall not: (a) copy, distribute, rent, lend or make the Software available to third parties; (b) reverse engineer, decompile or disassemble, or attempt to extract, reproduce or reuse the code, the weights, the parameters or the architecture of the models; (c) circumvent or remove the technical protection measures; (d) use the Product to design, develop or market a competing product or service.

4.4. The Product is delivered with Third Party Components preinstalled by GEOVAST 3D, including free and open source software (in particular the local inference engine and the artificial intelligence models), governed by their respective licenses. GEOVAST 3D makes available to the Customer the text or the references of those licenses, together with the notices they require. GEOVAST 3D holds no right over those Third Party Components beyond what those licenses provide, and grants no warranty over them or over the AI Output they produce.

4.5. The Customer undertakes to comply with the licenses of the preinstalled Third Party Components for its use of the Product. The Customer is solely responsible for any Third Party Component, model or software that it installs, adds or obtains itself thereafter, and for compliance with the corresponding licenses.

Article 5

PRICE, PAYMENT AND RETENTION OF TITLE

5.1. Prices are those stated in the applicable Quotation or Invoice. Unless stated otherwise, they are exclusive of tax for professional customers, applicable taxes being added. Prices communicated to consumers are inclusive of all taxes.

5.2. The payment terms and deadlines are those specified in the Quotation or Invoice.

5.3. For professional customers, any late payment automatically gives rise to late payment penalties at the rate provided by law, together with the fixed recovery indemnity of forty (40) euros provided by the French Commercial Code, without prejudice to any other right of GEOVAST 3D.

5.4. GEOVAST 3D retains ownership of the Product until full payment of the price and its accessories. The transfer of risk provided in article 6.2 nevertheless takes place upon Delivery, notwithstanding this retention of title. Mandatory provisions applicable to consumers are reserved.

Article 6

DELIVERY, TRANSFER OF RISK AND ACCEPTANCE

6.1. Delivery is deemed to occur upon handover of the Product to the Customer or, in the event of shipment, to the designated carrier.

6.2. The risks of loss or damage to the Product transfer to the Customer from Delivery.

6.3. The Customer must inspect the Product on receipt and report to GEOVAST 3D, in writing and without delay, any apparent defect or visible non conformity. Failing a written reservation within a reasonable time, the Product is deemed compliant as regards apparent defects, without prejudice to the legal guarantees and to hidden defects.

Article 7

SCOPE OF THE WARRANTY

7.1. GEOVAST 3D provides a limited hardware warranty for GeoMind One for a period of twelve (12) months from the Delivery date, unless a different period is expressly stated in the Quotation or Invoice.

7.2. This commercial warranty covers only material defects affecting the normal operation of the Product under the conditions specified by GEOVAST 3D.

7.3. Hardware Third Party Components, in particular the compute module, may be covered by the warranties of their own manufacturers. In that case, the warranty applicable to those components is that of the manufacturer concerned, this warranty covering the assembly and integration carried out by GEOVAST 3D.

7.4. This commercial warranty is in addition to the mandatory legal guarantees and does not replace them, in accordance with article 12.

Article 8

WARRANTY CONDITIONS

The warranty applies only if:

• a.the Product has been used in accordance with the Documentation;
• b.the Product has not been modified without written authorization;
• c.the Product has not suffered physical damage;
• d.the Product has not been exposed to unsuitable power supply, heat, moisture, dust, shock or environmental conditions;
• e.the Product has not been opened, repaired, altered or serviced by unauthorized persons;
• f.the Customer has paid all amounts due;
• g.the defect was reported during the warranty period.

Article 9

WARRANTY REMEDIES

9.1. If a valid claim is confirmed by GEOVAST 3D, GEOVAST 3D may, at its choice: (a) repair the defective hardware; (b) replace the defective component; (c) replace the Product with an equivalent unit; (d) provide a workaround; (e) refund the purchase price after return of the Product.

9.2. These remedies are the Customer sole remedies under this commercial warranty, without prejudice to the mandatory legal guarantees referred to in article 12.

9.3. Replacement parts or units may be new or equivalent refurbished. Replaced items become the property of GEOVAST 3D. Repair or replacement does not extend the initial warranty period, which continues for the remaining term.

Article 10

EXCLUSIONS

The warranty does not cover:

• a.software anomalies;
• b.the quality of AI Output;
• c.performance expectations;
• d.the accuracy of the models;
• e.token generation speed;
• f.compatibility with future models;
• g.third party software or open source components;
• h.batteries, cables, accessories, consumables or external peripherals, unless expressly included;
• i.data loss;
• j.network issues;
• k.cybersecurity incidents;
• l.damage caused by misuse, negligence, accident, unauthorized repair, unsuitable environment, electrical surge, improper installation, malicious software or third party actions.

Article 11

NO PERFORMANCE GUARANTEE AND SUPPLY AS IS

11.1. GEOVAST 3D does not guarantee any specific result, benchmark, speed, latency, throughput, availability, memory capacity, model quality, answer quality, retrieval quality, inference speed or operational performance.

11.2. To the fullest extent permitted by applicable law, the Software and the models are supplied as is and as available, without warranty of merchantability or fitness for a particular purpose, subject to the mandatory legal guarantees.

Article 12

RELATIONSHIP WITH THE LEGAL GUARANTEES

12.1. The commercial warranty provided in this Part A is in addition to the mandatory legal guarantees available to the Customer under applicable law, in particular the legal guarantee of conformity and the legal guarantee against hidden defects (articles 1641 and following of the French Civil Code).

12.2. No provision of these Terms may limit or exclude those mandatory legal guarantees.

Article 13

RETURN PROCEDURE

13.1. The Customer must contact GEOVAST 3D, at ponciano@geovast3d.com, before any return of the Product. No return is accepted without prior written authorization.

13.2. The Customer is responsible for the secure packaging of the Product and for deleting confidential data before return, in accordance with article 14.

Article 14

DATA BEFORE RETURN

14.1. Before sending any Product to GEOVAST 3D, the Customer must delete, anonymize, export, encrypt or back up all data stored on the Product.

14.2. If the Customer sends a Product containing personal data, patient data, confidential information or trade secrets, it remains responsible for that data, unless a separate DPA has been signed.

14.3. If a Product is received containing residual data, GEOVAST 3D undertakes not to access it beyond what is strictly necessary for the warranty service, and to carry out a secure erasure. GEOVAST 3D may ask the Customer for a prior erasure certificate.