SELEON, LLC – TERMS OF SERVICE

Last Updated: January 21, 2026

IMPORTANT NOTICE REGARDING DISPUTE RESOLUTION: THESE TERMS CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REQUIRE MOST DISPUTES TO BE RESOLVED BY FINAL AND BINDING INDIVIDUAL ARBITRATION AND NOT IN COURT. BY ACCEPTING THESE TERMS, YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION, EXCEPT WHERE SUCH WAIVER IS PROHIBITED BY MANDATORY LAW.

GOVERNING LANGUAGE NOTICE

This TERMS OF SERVICE is written in English. Any translation of these TERMS OF SERVICE is provided for convenience only. In the event of any conflict or inconsistency, the English version shall prevail to the maximum extent permitted by applicable law.

These Terms of Service (the "Terms") govern your access to and use of the services provided by Seleon, LLC ("Seleon," "Company," "we," "us," or "our"), including without limitation our website, mobile applications, web applications, APIs (if any), data contribution workflows, dataset creation, labeling and annotation pipelines, dashboards, payout and wallet functionality, and any other digital products, services, or features made available by Company that reference these Terms (collectively, the "Services").

These Terms constitute a legally binding agreement between you, whether acting individually or on behalf of an entity ("you" or "your"), and Company. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE THE SERVICES.

ACCEPTANCE OF TERMS

You must accept these Terms as a condition of accessing or using the Services. Acceptance occurs when you (a) create an account; (b) click to indicate acceptance; or (c) access or use any portion of the Services. Continued use constitutes ongoing acceptance of the then-current Terms.

ELIGIBILITY; AGE REQUIREMENTS; AUTHORITY

2.1 Authority and Capacity. You represent, warrant, and covenant that you have full legal right, power, authority, and capacity to enter into these Terms and to grant all rights set forth herein, whether on your own behalf or on behalf of an entity. If acting on behalf of an entity, you further represent that you are duly authorized to bind such entity.

2.2 Age Requirements. The Services are intended solely for individuals who are at least sixteen (16) years of age. If you are under eighteen (18), you may use the Services only with the express consent and ongoing supervision of a parent or legal guardian, who shall be deemed to have accepted these Terms on your behalf and shall be jointly responsible for your compliance. The Services are not directed to, and may not be used by, children under thirteen (13) years of age.

2.3 Sanctions; Restricted Persons. You represent and warrant that you are not (a) located in, ordinarily resident in, or organized under the laws of any jurisdiction subject to comprehensive U.S. sanctions; (b) identified on any U.S. government restricted party list (including the U.S. Treasury Department's SDN List); or (c) otherwise prohibited from using the Services under applicable law.

CONTROL FROM THE UNITED STATES; INTERNATIONAL USE

The Services are controlled and operated from the United States. Company makes no representation that the Services are lawful, appropriate, or available for use in any particular jurisdiction. You access and use the Services at your own risk and are solely responsible for compliance with all applicable laws, regulations, export controls, and local requirements. Company may restrict, suspend, or terminate access to the Services in any jurisdiction at any time in its sole discretion.

PRIVACY

Your use of the Services is subject to the Seleon Privacy Policy, which is incorporated by reference and forms part of these Terms. If you do not agree to the Privacy Policy, you must not use the Services.

ACCOUNT REGISTRATION; SECURITY; VERIFICATION

5.1 Registration. Certain features require account registration. You agree to provide accurate, complete, and current information and to keep such information updated at all times.

5.2 Security. You are solely responsible for maintaining the confidentiality of your credentials and for all activity occurring under your account. Company disclaims all liability for losses arising from unauthorized access due to your failure to safeguard credentials.

5.3 Verification and Compliance Checks. Company may require identity verification, age verification, tax information, wallet verification, sanctions screening, AML/KYC checks, or other compliance-related information at any time. Failure or refusal to provide requested information may result in suspension, termination, withholding of funds, or permanent account closure, without liability to Company.

PROHIBITED USES

You may use the Services only for lawful purposes and strictly in accordance with these Terms. You agree that you will not, directly or indirectly:

(a) violate these Terms or any Company policy; (b) reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or underlying structure, except where prohibited by mandatory law; (c) copy, reproduce, modify, translate, scrape, mirror, frame, or create derivative works of the Services or any component thereof; (d) access or use the Services for competitive analysis, benchmarking, or to build, develop, or improve a competing product or service; (e) use automated tools (including bots, spiders, scrapers, or similar means) without Company's express written consent; (f) harvest, collect, or infer information about other users; (g) upload or transmit malware, viruses, or other harmful code; (h) impersonate another person or misrepresent affiliation; (i) interfere with the integrity, security, or performance of the Services; (j) use the Services in violation of any applicable law.

DEFINITIONS

"Submitted Content" means any data or content you upload, submit, transmit, contribute, or otherwise make available through the Services, including images, video, audio, text, metadata, labels, annotations, geolocation data, and derived or processed data.

"Services Content" means all content, software, interfaces, technology, documentation, and materials provided by Company, excluding Submitted Content.

SUBMITTED CONTENT; TRANSFER OF RIGHTS; SALE AND LICENSE ARCHITECTURE

8.1 Responsibility. You bear sole responsibility for all Submitted Content and all consequences arising from its submission, use, or commercialization.

8.2 Representations and Warranties. You represent, warrant, and covenant that (a) you own or control all rights in and to Submitted Content; (b) you have obtained all necessary consents, permissions, and releases (including from identifiable individuals, property owners, or rights holders); (c) Submitted Content does not violate any law or third-party right; and (d) you are legally permitted to sell, license, and otherwise commercialize such Submitted Content.

8.3 Irrevocable Transfer; Broad Commercial Rights. YOU ACKNOWLEDGE AND AGREE THAT, AS BETWEEN YOU AND COMPANY, YOU ARE IRREVOCABLY TRANSFERRING TO COMPANY ALL RIGHTS NECESSARY FOR COMPANY AND ITS CUSTOMERS, PARTNERS, AND SUBLICENSEES TO USE, COMMERCIALIZE, SELL, LICENSE, TRANSFER, AND OTHERWISE EXPLOIT SUBMITTED CONTENT FOR ANY PURPOSE WHATSOEVER.

To the maximum extent permitted by law, you hereby grant Company a worldwide, perpetual, irrevocable, fully paid, royalty-free, transferable, and sublicensable right and license to use Submitted Content for any purpose, including without limitation dataset creation, curation, labeling, annotation, aggregation, AI/ML training, testing, evaluation, internal research, marketing, demonstrations, resale, sublicensing, and other commercial and non-commercial uses.

8.4 Sale vs. License Characterization. Certain jurisdictions may characterize the foregoing transfer as a sale, assignment, or license. You agree that Company may characterize, structure, and enforce the transfer in the manner that affords Company the broadest enforceable rights under applicable law.

8.5 Moral Rights and Attribution. To the maximum extent permitted by applicable law, you irrevocably waive and agree not to assert any moral rights, rights of attribution, or rights of integrity in Submitted Content. Where such rights cannot be waived, you covenant not to exercise them in a manner that interferes with Company's or its customers' lawful use and commercialization of Submitted Content and to provide all legally permissible consents.

8.6 No Confidentiality; No Obligation to Use or Attribute. Company has no obligation to treat Submitted Content as confidential, to use Submitted Content, to maintain Submitted Content, to provide attribution or credit, or to compensate you unless and until Company elects to do so pursuant to Section 11.

LOCAL LAW; MANDATORY RIGHTS

Nothing in these Terms limits rights that cannot be waived under applicable law. Any mandatory local rights apply only to the minimum extent required and shall not affect the enforceability of the remaining provisions.

PAYMENTS; PAYMENT AGENTS

Company may use affiliates, contractors, payment processors, or local payment agents to facilitate payouts. Such entities act solely as payment facilitators and do not acquire any rights in Submitted Content.

DEFERRED COMPENSATION; NO GUARANTEE OF EARNINGS

Submission of Submitted Content does not entitle you to immediate or guaranteed compensation. Compensation, if any, is earned only if and when Company successfully commercializes Submitted Content. Company retains sole discretion over allocation methodologies, valuation, timing, thresholds, batching, offsets, reversals, and payout formats.

REFUNDS; CLAWBACKS; OFFSETS

If Company reasonably determines, or it is determined by a court, arbitrator, regulator, or enterprise customer, that Submitted Content infringes rights, violates law, or breaches your representations, Company may require refund of amounts attributable to such Submitted Content and may offset such amounts against any current or future payouts, to the maximum extent permitted by law.

INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Company and its affiliates from all claims, damages, losses, liabilities, and expenses (including attorneys' fees) arising out of Submitted Content, your breach of these Terms, your violation of law, or your negligence or willful misconduct.

DISCLAIMER OF WARRANTIES

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY'S TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF USD $100 OR THE AMOUNTS PAID TO YOU IN THE SIX (6) MONTHS PRECEDING THE CLAIM.

TERMINATION

Company may suspend or terminate your access to the Services at any time, with or without cause, and without liability.

GOVERNING LAW

These Terms are governed by the laws of the State of Delaware, U.S.A., without regard to conflict-of-law principles, except where mandatory law requires otherwise.

ARBITRATION; CLASS ACTION WAIVER

All disputes shall be resolved by final and binding individual arbitration. Class, collective, and representative actions are waived to the maximum extent permitted by law.

NO-SUIT COVENANT; RELEASE

To the maximum extent permitted by applicable law, you covenant not to sue Company or its customers, partners, or sublicensees for lawful use of Submitted Content and release all related claims, except where mandatory law prohibits such waiver.

CHANGES TO TERMS

Company may modify these Terms at any time. Continued use constitutes acceptance of the modified Terms.

CONTACT

support@seleon.tech