1. Slingshot Obligations.
1. Services. Slingshot will make the Services available to the Customer in accordance with this Agreement, the applicable Order(s), and the applicable Scope of Use. Slingshot may specify Additional Specific Terms that apply to certain Services, which will form part of this Agreement when communicated to the Customer.
2. API Access. Slingshot will provide Customer with access to the Services via an application programming interface (“API”) if specified in an applicable Order or otherwise at Slingshot’s discretion. The applicable Order and/or Usage Policies may impose limits on the number or frequency of API requests Customer may make. Customer agrees to comply with all such limitations and will not attempt to circumvent or bypass them.
2. Customer Obligations.
1. Services. Customer may access and use the Services in accordance with this Agreement and applicable Orders, including the Scope of Use. Additional Specific Terms apply to certain Services.
2. Compliance. Customer shall comply with this Agreement, all applicable Orders, the Usage Policies, and all applicable Laws. Customer is responsible for all activities of its Users and, except to the extent of any breach of this Agreement by Slingshot, for all activity under its Accounts, whether or not authorized by Customer or its Users. Slingshot and its affiliates are not responsible for unauthorized access to Customer’s Accounts. Customer will promptly notify Slingshot upon becoming aware of any compromise of an Account or any unauthorized use of the Services, and will use commercially reasonable efforts to prevent and terminate any such compromise or unauthorized use.
3. Customer Data. Customer is responsible for all Customer Data, including its content and accuracy. Customer will ensure that Customer Data does not violate the Usage Policies or any applicable Law. Customer represents and warrants that it has made all necessary disclosures, provided all required notices, and has obtained all rights, consents, and permissions necessary for Slingshot to Process Customer Data in accordance with this Agreement without violating any Laws, infringing third-party rights, or breaching any terms or policies that apply to Customer Data.
4. User Consent. Customer's Administrator Accounts may have the ability to access, monitor, use, or disclose data available to individual Users. Customer is responsible for obtaining and maintaining all necessary consents from Users to permit such access, monitoring, use and disclosure of their data.
5. Restrictions on Use. Unless expressly agreed otherwise in writing, Customer will not, and will not permit any third party to: (a) copy, modify, create a derivative works of, reverse engineer, decompile, translate, disassemble, or otherwise attempt to extract any source code or non-public APIs of the Services (except to the extent such restriction is expressly prohibited by applicable Law, and then only with prior written notice to Slingshot); (b) sublicense, transfer, or distribute any portion of the Services (in whole or in part), or any underlying data, including metadata, output generated from use of the Services, system-generated content, or any other information derived from or made available through the Services; (c) sell, resell, or otherwise make the Services available to any third party as part of a commercial offering or for the benefit of a third party; (d) use the Services to develop a similar or competing product or service; (e) remove or obscure any proprietary notices in a Service; (f) publish benchmarks, performance data, or other evaluative information regarding a Service; (g) interfere with the operation of a Service, circumvent any access restrictions, or conduct any security or vulnerability test of a Service; (h) take any action that risks harm to others or to the security, availability, or integrity of a Service; (i) use or copy any Slingshot Data or any other materials or information made available by Slingshot for the purpose of developing an artificial intelligence model, algorithm, product or service; or (j) access or use the Services: other than as documented in the Documentation, in a manner intended to avoid incurring Fees or circumventing any software protections; for materials or activities that are subject to the International Traffic in Arms Regulations (ITAR) maintained by the United States Department of State; or in a manner that breaches, or facilitates the breach of, Export Control Laws.
3. General Terms.
1. Modifications to the Services. Slingshot may change or discontinue any aspect of the Services from time to time. Slingshot will inform Customer thirty (30) days before discontinuing a material feature of the Services Customer is using. Slingshot is not obligated to provide such notice (but will do so to the extent practicable) if the change being made to the Services is necessary to (a) prevent risk of harm to Slingshot’s customers or users or the security, availability, or integrity of the Services; (b) respond to claims, litigation, or loss of license rights related to third-party intellectual property rights; or (c) comply with Laws.
2. Data Transfer. Slingshot may transfer, store and Process Customer Data in the United States. By using the Services, Customer consents to this transfer, Processing and storage of Customer Data.
3. New Features. Slingshot may make additional features or new Services (or some feature or functionality of them) available from time to time, the use of which may be contingent upon Customer's agreement to Additional Specific Terms.
4. Trials and Betas. Slingshot may make Services (or some feature or functionality of them) available to Customer for Trials and Betas, in which case use is permitted only for Customer’s internal evaluation. Trials and Betas are provided at Slingshot’s sole discretion, and Slingshot may cease to offer Trials and Betas at any time for any reason. Trials and Betas may be inoperable, incomplete or include features that Slingshot may never release, and their features and performance information are Slingshot’s Confidential Information.
5. Third-Party Platforms. Use of Third-Party Platforms is subject to Customer’s agreement with the relevant provider and not this Agreement. Slingshot does not control and has no liability for Third-Party Platforms, including their security, functionality, operation, availability, or interoperability with the Services or how the Third-Party Platforms or their providers use Customer Data. By enabling a Third-Party Platform to interact with the Services, Customer authorizes Slingshot to access and exchange Customer Data with such Third-Party Platform on Customer’s behalf.
6. Third Party Requests. Customer consents to sharing of Customer Data in connection with Third Party Requests. At Slingshot’s request, Customer will cooperate with and assist Slingshot in responding to Third Party Requests.
7. Suspension. Slingshot may suspend Customer’s or any User’s right to access or use the Services (or any portion thereof) immediately if Slingshot determines in its discretion: (a) Customer breaches Section 2.5 (Restrictions on Use); (b) Customer’s account is 30 days or more overdue; (c) changes to Law or new Laws require that Slingshot do so or otherwise may impose additional liability on Slingshot; (d) or Customer’s actions risk harm to any of Slingshot’s other customers or the security, availability, or integrity of a Service. Slingshot will use reasonable efforts to provide Customer with prior notice of the suspension (email sufficing). If the issue that led to the suspension is resolved, Slingshot will restore Customer’s access to the Service(s).
4. Use of External Artificial Intelligence Tools.
1. AI Tool Requirements for Compliance. The Customer may only use an AI Tool with the Licensed Materials if all of the following conditions are strictly met and approved, in writing, by Slingshot by Section 4.2 (Approval and Documentation): (a) Internal Use Only: The AI Tool is accessed and used solely for the Customer’s internal business purposes and is not made accessible to third parties; (b) No Model Training: The Licensed Materials are not used for, or submitted for the purpose of, any AI model training, fine-tuning, or improvement, whether supervised or unsupervised, including by the Customer or any AI Tool provider; (c) No Public Disclosure: The Licensed Materials are not exposed or disclosed to the public or to any external party through or via the AI Tool; (d) Session-Limited Processing: The Licensed Materials may be processed only within individual user sessions and must not be retained, stored, or accessible after the session terminates; (e) No Submission to Unauthorized AI Tools: The Customer will not submit any Licensed Materials to any unauthorized AI Tool (including, without limitation, ChatGPT, Gemini, Claude, or similar services) unless: The AI Tool provider has supplied written, documented guarantees of (1) non-retention of input or outputs; (2) data isolation from other customers and the provider; (3) enterprise-grade security controls meeting industry standards; and (4) The Customer has obtained the prior written approval of Slingshot for such submission.
2. Approval and Documentation. Any request to use an AI Tool with the Licensed Materials must be submitted to Slingshot in writing and include documentation demonstrating the AI Tool’s compliance with the requirements set forth above. Licensed Materials may not be processed through any AI Tool without Slingshot’s prior written approval. All requests for expanded use of the Services in connection with AI Tools must likewise be submitted in writing and approved by Slingshot in advance. Slingshot reserves the sole discretion to deny any such request and may impose additional conditions, including supplemental terms or audit rights, as a condition of approval. Requests must be submitted via email to the address below, using the specified subject line: Contact: legal@slingshotaerospace.com Subject Line: AI Usage Request
3. Responsibility for Inputs and Outputs. Where Customer uses its own AI tools in connection with the Services or Slingshot data—provided such tools meet the specifications set forth in this section—such use is entirely at Customer’s own risk and discretion.
4. Nature of Derived Outputs. Customer acknowledges that any outputs generated through AI functionality via Customer-operated tools are based on statistical analysis and pattern recognition, without any true understanding of the underlying content. As such, all Derived Outputs may be inaccurate, incomplete, unexpected, unfaithful to the source material, or may contain biases or errors. Output quality is directly influenced by the quality and clarity of the inputs, prompts, or source content provided. Customer acknowledges that they are solely responsible for the accuracy, quality, and appropriateness of all inputs, instructions, or prompts used with any AI Tools; verifying and validating the accuracy and reliability of any Derived Outputs before relying on them. For the avoidance of doubt, any Derived Output created using Slingshot Data via approved AI Tools does not confer any ownership, IP rights, or redistributable rights to the Customer. Any redistribution or commercialization of these Outputs requires explicit written consent.
5. No License to Underlying IP. Derived Outputs generated using the Licensed Materials do not grant Customer any rights in the underlying Licensed Materials, except as expressly permitted in this Agreement. Customer may not extract, reverse-engineer, or use any AI-generated outputs to recreate, simulate, or infer any proprietary aspects of the Licensed Materials, including for the purpose of developing competing products, models, or services. Customer is further prohibited from using Derived Outputs to infer, reconstruct, or derive any metadata, statistical properties, or other characteristics of the underlying Slingshot Data or models.
6. Liability and Indemnification. Customer shall be solely responsible for all uses and misuses of Licensed Materials, including any unauthorized AI processing or downstream distribution of Derived Outputs. This includes liability for violations of third-party rights, regulatory noncompliance, or reputational harm. Slingshot disclaims all liability for consequences resulting from unauthorized or negligent use of AI Tools by the Customer, its personnel, or its subcontractors.
7. Audit and Verification Rights. Slingshot reserves the right to the follow in order to ensure compliance with this AI Policy: (a) Request documentation detailing Customer’s AI Tool usage, including tools employed, authorized users, and a description of Derived Outputs; (b) Conduct audits, subject to a mutual non-disclosure agreement, to assess compliance with this Policy including retention and attribution practices.
8. Termination and Data Retention. In the event that Customer’s License is canceled, terminated, expired or otherwise ceases in accordance with Slingshot’s Master Service Agreement, Customer shall immediately discontinue any use of Licensed Materials with AI Tools. Upon termination in accordance with this Agreement, Customer agrees to permanently delete or destroy all Derived Outputs unless otherwise authorized in writing and will certify such deletion in writing within thirty days.
5. Prohibited Uses of Artificial Intelligence.
1. Use of Unauthorized AI Tools. For the avoidance of doubt, Customer shall not submit Licensed Materials to any unauthorized AI Tool such as ChatGPT, Gemini, or Claude unless that platform provides documented guarantees of non-retention, data isolation, and enterprise grade security. Use of any such tool requires Slingshot’s prior written approval. (See Section 4.2).
2. No Model Training. Customer shall not use the Licensed Materials to train, fine-tune, augment, or validate any AI Tool, model, or algorithm—whether developed internally or by a third party—without Slingshot’s prior written approval. Customer is further prohibited from using the Licensed Materials to extract model features, generate or store embedding vectors, or persist outputs for future use in contextualization, prompt chaining, reinforcement learning, or similar applications.
3. Misleading or Harmful Use. Customer shall not use Licensed Materials to generate or disseminate false, misleading, defamatory, or unlawful content, nor to misrepresent Slingshot’s data, capabilities, or commercial position.
4. Mixed Data. If Customer Data is transformed, augmented, derived from, or combined with Slingshot Data in any manner (“Mixed Data”), such Mixed Data shall be subject to the same restrictions and use limitations that apply to the original Slingshot Data under this Agreement. In particular, Mixed Data may not be used with any generative AI tools, models, or algorithms except as expressly permitted by Slingshot in writing, and is subject to all applicable conditions and approval requirements set forth herein for use of Slingshot Data with AI tools.
6. Support, Limitations & Service Level Agreements.
1. Support. Unless otherwise specified in an Order, Slingshot will provide Help Center Content and/or Documentation for its Services. Slingshot will offer commercially reasonable support to to enable Customer’s use of the Services as provided herein. Certain Services may be subject to service level commitments set forth in the applicable Order or Additional Specific Terms.
2. Service Limits. Slingshot sets and enforces usage limits for its Services and may modify these limits in its sole discretion, unless otherwise specified in an Order.
7. Commercial Terms.
1. Invoicing and Payment. All Fees will be paid in US dollars, unless otherwise specified in an Order. Fees are invoiced as described in the Order or otherwise described by Slingshot. Unless the Order provides otherwise, all Fees are due within 30 days of the invoice date. Fees for renewal subscription terms are at Slingshot’s then-current rates, regardless of any discounted pricing in a prior Order. Late payments are subject to a service charge of 1.5% per month or the maximum amount allowed by Law, whichever is less. All Fees are non-refundable except as Slingshot may decide solely in its discretion to grant refunds, which in no event will constitute a waiver of any of Slingshot’s rights hereunder. Customer is responsible for Taxes, and Fees are exclusive of all Taxes.
2. Subscriptions. Customer will pay the subscription fees set forth in an applicable Order or Addendum. Subscription fees may be invoiced annually or monthly, as specified in the applicable Order. Where applicable, subscription services will automatically renew for successive 12-month terms unless either party provides written notice of non-renewal at least thirty (30) days prior to the renewal date. Certain Orders or Addenda may reflect one-time, fixed-term, or usage-based pricing. In such cases, those services will terminate as described in the relevant Addendum unless otherwise renewed or extended in writing. Where no active services are ordered, this Agreement shall remain in effect and shall continue to govern future purchases. No fees shall apply unless and until a new Order or Addendum is executed.
8. Confidentiality.
1. Obligations. Each party will: (a) protect the other party's Confidential Information with the same standard of care it uses to protect its own Confidential Information; and (b) not disclose the Confidential Information, except to Affiliates, employees and agents who need to know it and who have agreed in writing to keep it confidential. Each party (and any Affiliates, employees and agents to whom it has disclosed Confidential Information) may use Confidential Information only to exercise rights and fulfill its obligations under this Agreement, while using reasonable care to protect it. Each party is responsible for any actions of its Affiliates, employees and agents in violation of this Section 8.
2. Exceptions. Confidential Information does not include information that: (a) the recipient of the Confidential Information already rightfully knew or possessed before receiving it under this Agreement; (b) is or becomes public through no fault of the recipient; (c) was independently developed by the recipient without using the other party’s Confidential Information; or (d) was rightfully given to the recipient by another party.
3. Required Disclosure. Each party may disclose the other party's Confidential Information when required by Law but only after it, to the extent legally permissible: (a) uses commercially reasonable efforts to notify the other party; and (b) gives the other party the chance to challenge the disclosure and reasonably cooperates in any efforts to do so.
4. Remedies. Unauthorized use or disclosure of Confidential Information may cause substantial harm for which damages alone are an insufficient remedy. Each party may seek appropriate equitable relief, in addition to other available remedies, for breach or threatened breach of this Section 8.
9. Grant of Rights; Ownership.
1. Grant of Rights to Slingshot Data and Documentation. Subject to Customer’s compliance with the terms of this Agreement, Slingshot hereby grants to Customer during the Term a non-exclusive, non-sublicensable, non-transferable license to (a) use Slingshot Data for its internal business use; and (b) use, download, and make a reasonable number of copies of the Documentation solely in connection with Customer's use of the Services.
2. Grant of Rights to Customer Data. Customer hereby grants to Slingshot a non-exclusive, non-transferable license to access and use (and to permit Slingshot, its affiliates, and their respective subcontractors to access and use) Customer Data in order to: (a) provide the Services and related features and functions; and (b) derive, generate or compile Derived Data.
3. Intellectual Property Rights. As between the parties, Slingshot is and will remain the sole owner of all right, title, and interest in and to: (a) the Services, Documentation, Derived Data, and Feedback, including all Intellectual Property Rights embodied therein; (b) Slingshot’s Confidential Information; and (c) any improvements or modifications thereto. As between the parties, and except for any Customer Data in the public domain, Customer is and will remain the sole owner of all right, title, and interest in and to Customer Data.
4. No Implied Rights. Nothing in this Agreement will be construed to grant either party any rights other than those expressly provided herein. Any rights granted to a party under this Agreement must be expressly provided herein, and neither party will have any implied rights pursuant to this Agreement, based on any course of conduct or other construction or interpretation thereof. All rights and licenses not expressly granted to a party herein are reserved.
5. Customer Feedback. If Customer provides Feedback, Slingshot and its Affiliates may use that Feedback without restriction and without obligation to Customer.
6. Marketing. Customer agrees that Slingshot may include Customer's name or Brand Features in a list of Slingshot’s customers, online or in promotional materials. Slingshot may verbally reference Customer’s use of the Services. Any goodwill resulting from the use of Customer's Brand Features will inure to the benefit of Customer. Customer may revoke Slingshot’s right to use Customer’s Brand Features pursuant to this Agreement with written notice to Slingshot and a reasonable period to stop the use.
10. Indemnification.
1. By Slingshot. Slingshot will defend Customer from and against any third-party claim to the extent alleging that a Service as operated by Slingshot, when used by Customer as permitted under the applicable Order, infringes or misappropriates a third-party’s U.S. patent, copyright, trademark, or trade secret, and will indemnify and hold harmless Customer against any damages and costs awarded against Customer (including reasonable attorneys’ fees) or agreed in a settlement by Slingshot resulting from the claim.
2. By Customer. Customer will defend Slingshot from and against any third-party claim to the extent resulting from Customer Data or Customer’s breach or alleged breach of Section 2 (Customer Obligations) and will indemnify and hold harmless Slingshot against any damages and costs awarded against Slingshot (including reasonable attorneys’ fees) or agreed in a settlement by Customer resulting from the claim.
3. Cooperation. The party seeking indemnification will promptly notify the other party of the claim and cooperate with the other party in defending the claim. The indemnifying party has full control and authority over the defense, except that: (a) any settlement requiring the party seeking indemnification to admit liability or to pay any money will require that party's prior written consent, such consent not to be unreasonably withheld or delayed; and (b) the other party may join in the defense with its own counsel at its own expense.
4. Mitigation. In response to an actual or potential infringement or misappropriation claim or otherwise relating to violation of intellectual property rights, if required by settlement or injunction or as Slingshot determines necessary to avoid material liability, Slingshot may at its option: (a) procure rights for Customer’s continued use of the applicable Service; (b) replace or modify the allegedly infringing portion of the applicable Service to avoid infringement or misappropriation without reducing the Service’s overall functionality; or (c) terminate the affected Order and refund to Customer any pre-paid, unused fees for the terminated portion of the affected Order.
5. Exceptions. Slingshot’s obligations in this Section 10 do not apply: (a) to infringement or misappropriation resulting from Customer’s modification of Services or use of Services in combination with items not provided by Slingshot (including Third-Party Platforms); (b) to infringement resulting from Service versions other than the most recent release; (c) to unauthorized use of Services; (d) if Customer settles or makes any admissions about a claim without Slingshot’s prior consent; or (e) to Trials and Betas or other free or evaluation use.
11. Representations and Warranties.
Each party represents that it: (a) has full power and authority to enter into the Agreement; and (b) will comply with all Laws applicable to its provision, or use, of the Services.
12. Disclaimers.
EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND SLINGSHOT AND ITS AFFILIATES (A) DO NOT MAKE ANY OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, NON-INFRINGEMENT, VIRUS FREE, ERROR-FREE, OR UNINTERRUPTED USE OF THE SERVICES; AND (B) MAKE NO REPRESENTATION OR WARRANTY ABOUT CONTENT OR INFORMATION MADE ACCESSIBLE THROUGH THE SERVICES. CUSTOMER ACKNOWLEDGES THAT THE SERVICES AND SLINGSHOT DATA ARE PROVIDED FOR INFORMATIONAL PURPOSES AND THAT CUSTOMER IS SOLELY RESPONSIBLE FOR OPERATION OF ITS SPACECRAFT. NOTWITHSTANDING ANYTHING ELSE IN THIS AGREEMENT, SLINGSHOT PROVIDES NO WARRANTY, INDEMNITY, OR SUPPORT FOR TRIALS AND BETAS, AND ITS LIABILITY FOR TRIALS AND BETAS WILL NOT EXCEED $50.
13. Term and Termination.
1. Term. This Agreement shall commence on the Effective Date and shall remain in effect for an initial term of twelve (12) months (“Initial Term”). Thereafter, the Agreement shall automatically renew for successive twelve (12) month terms (each, a “Renewal Term”) unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term.
2. Termination. Either party may terminate this Agreement: (a) for convenience upon sixty (60) days’ prior written notice, provided that no active Order or Addendum is in effect at the time of termination; or (b) immediately upon written notice if the other party: (i) is in material breach and fails to cure such breach within fourteen (14) days of notice, (ii) ceases operations without a successor, or (iii) becomes the subject of a bankruptcy or similar proceeding not dismissed within sixty (60) days.
3. Effects of Termination. Termination or expiration of this Agreement shall not, by itself, affect the validity or enforceability of any Addenda then in effect, each of which shall continue according to its stated terms unless separately terminated. Upon termination or expiration of this Agreement and all related Addenda, Customer’s rights to access and use the Services, Slingshot Data, and any related Documentation or Confidential Information will immediately cease. Prior to or upon any such termination or expiration, Customer shall permanently destroy all Slingshot Data, related Documentation, and Confidential Information in its possession or control and, upon Slingshot’s written request, shall provide written certification, reasonably satisfactory to Slingshot, confirming such destruction. The following sections will survive expiration or termination of this Agreement: Sections 2(e) (Restrictions on Use), 7(a) (Invoicing and Payment), 8 (Confidentiality), 9(b) (Grant of Rights to Customer Data), 9(c) (Intellectual Property Rights), 9(e) (Customer Feedback), 9(f) (Marketing), 10 (Indemnification), 12 (Disclaimers), 13(c) (Effects of Termination), 14 (Limitation of Liability), 15 (Miscellaneous) and 16 (Definitions).
14. Limitation of Liability.
1. Limitation of Indirect Liability. EXCEPT FOR EXCLUDED CLAIMS (AS DEFINED BELOW), NEITHER PARTY (NOR ITS SUPPLIERS OR LICENSORS) WILL HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT FOR ANY LOSS OF USE, LOST DATA, LOST PROFITS, FAILURE OF SECURITY MECHANISMS, INTERRUPTION OF BUSINESS, OR ANY INDIRECT, SPECIAL, INCIDENTAL, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, EVEN IF INFORMED OF THEIR POSSIBILITY IN ADVANCE.
2. Limitation on the Amount of Liability. EXCEPT FOR EXCLUDED CLAIMS, EACH PARTY’S (AND ITS SUPPLIERS’ AND LICENSOR’S) ENTIRE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED IN AGGREGATE THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO SLINGSHOT PURSUANT TO THIS AGREEMENT DURING THE 12 MONTHS PRIOR TO THE DATE ON WHICH THE APPLICABLE CLAIM GIVING RISE TO THE LIABILITY AROSE UNDER THIS AGREEMENT.
3. Excluded Claims. “Excluded Claims” means: (a) Customer’s breach of Section 2 (Customer Obligations); (b) either party’s breach of Section 8 (Confidentiality) (but excluding claims relating to Customer Data); or (c) amounts payable to third parties under the indemnifying party’s obligations in Section 10 (Indemnification).
15. Miscellaneous
1. Amendments. Except as specifically stated otherwise in the Agreement, any amendment to the Agreement must be in writing, expressly state that it is amending the Agreement and signed by both parties.
2. Assignment. Neither party may assign or transfer any part of this Agreement without the prior written consent of the other party, except that either party may assign this Agreement in connection with a merger, reorganization, acquisition, or other transfer of all or substantially all its assets or voting securities to the other party involved in such transaction. Any non-permitted assignment is void. This Agreement will bind and inure to the benefit of each party’s permitted successors and assigns.
3. Waivers and Severability. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under the Agreement. If any portion of this Agreement is held invalid, illegal, or unenforceable, it will be limited to the minimum extent necessary so the rest of this Agreement remains in effect.
4. No Agency. The parties are independent contractors, and the Agreement does not create any agency, partnership or joint venture between the parties. Unless expressly stated otherwise in this Agreement, there are no third-party beneficiaries to this Agreement.
5. Force Majeure. Neither party is liable for any delay or failure to perform any obligation under this Agreement (except for a failure to pay fees) due to events beyond its reasonable control, such as a strike, blockade, war, pandemic, act of terrorism, riot, Internet or utility failures, refusal of government license, or natural disaster.
6. Subcontracting. Slingshot may subcontract obligations under the Agreement and permit subcontractors to exercise Slingshot’s rights but will remain liable to Customer for any subcontracted obligations.
7. Entire Agreement. This Agreement (including all referenced Addenda, Orders, Usage Policies, and Additional Specific Terms) constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, or representations, whether written or oral. This Agreement is intended to function as a master subscription framework, under which Customer may enter into one or more Orders or Addenda from time to time. Each such Order or Addendum shall be incorporated by reference and governed by this Agreement, unless expressly stated otherwise therein. In the event of a conflict between the terms of this Agreement and those in an applicable Order or Addendum, the conflict shall be resolved in the following order of precedence: (a) the terms of the applicable Order or Addendum, (b) the terms of this Agreement, (c) the Additional Specific Terms and Usage Policies.
8. Modifications to the Agreement. Slingshot may modify this Agreement, including the Usage Policies and Documentation, at any time by posting a revised version on its website at www.slingshot.space or by otherwise notifying Customer. Modified terms will be effective upon posting or, if specified in the notice, on a later effective date identified therein. Slingshot encourages Customer to subscribe to email updates regarding changes to this Agreement, Service terms, or pricing by emailing and subscribing to tos-updates@slingshot.space. Customer is responsible for regularly reviewing the Slingshot website for modifications to this Agreement. If Customer does not agree to the modified terms, Customer must stop using the Services. Changes will not apply retroactively to any active Addendum or Order executed prior to the effective date of the modification, unless required by applicable Law. Continued use of the Services following the effective date of a modification shall constitute Customer’s acceptance of the updated terms.
9. Interpretation of Terms and Precedence. In the event of a conflict or inconsistency between the terms of this Agreement and any incorporated or referenced document, the following order of precedence shall apply (from highest to lowest): The terms of any applicable Order or Addendum (but only with respect to the Products or Services described therein); The terms of this Agreement (the Master Subscription Agreement); The Additional Specific Terms applicable to individual Products or Services; The Usage Policies, Documentation, or help center content referenced or incorporated by URL.
In case of ambiguity, this Agreement will be interpreted to give full effect to the intention that Orders and Addenda govern the commercial and technical details of the services purchased, while this Agreement governs general terms and the overarching subscription framework.
10. Notices. All notices under this Agreement must be in writing. Legal notices (including those relating to breach, termination, or indemnification) must be sent to the legal department or primary point of contact of the receiving party at the address or email provided below (or as otherwise updated in writing). Notices will be deemed given: (a) when delivered by personal courier or overnight delivery service with confirmation of receipt; (b) when received if sent by U.S. mail (certified or registered); (c) when verified by automated receipt or email log if sent by email from an authorized representative. Notices to Slingshot must be sent to:
Email: legal-notices@slingshot.space Mailing Address: 841 Apollo St, Suite 350, El Segundo, CA 90245
For operational matters, including service updates, renewal notices, or ratification of Addenda, email communications between authorized representatives of the parties shall suffice and are deemed effective upon mutual confirmation.
9. Export Control. Customer agrees to comply with all applicable export control laws and regulations, including the Export Administration Regulations (EAR), the International Traffic in Arms Regulations (ITAR), and economic sanctions administered by the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC). Customer shall not provide Slingshot with any export-controlled technical data or technology (as defined in the ITAR at 22 CFR 120.10 and/or in the EAR at 15 CFR Part 772 and the Commerce Control List). Customer represents and warrants that all information and data it provides to Slingshot has been reviewed and scrubbed of any such export-controlled content prior to transmission. The Services may not be accessed, exported, or re-exported: (a) into any U.S.-embargoed countries, or (b) by or to any individual or entity on the U.S. Treasury Department’s Specially Designated Nationals List, or the U.S. Department of Commerce Denied Persons List or Entity List.
By using the Services, Customer represents and warrants that it is not located in any such country or on any such list.
12. Government Users. Elements of the Services are commercial computer software. If the user or licensee of the Services is an agency, department, or other entity of the United States Government, the use, duplication, reproduction, release, modification, disclosure, or transfer of the Services or any related documentation of any kind, including technical data and manuals, is restricted by the terms of this Agreement in accordance with Federal Acquisition Regulation 12.212 for civilian purposes and Defense Federal Acquisition Regulation Supplement 227.7202 for military purposes. The Services were developed fully at private expense. All other use is prohibited, unless otherwise agreed to in writing.
13. Governing Law. This Agreement is governed by California law, excluding that state's choice of law rules that would result in the application of the laws of another jurisdiction. For any dispute arising out of or relating to this agreement, the parties consent to personal jurisdiction in, and the exclusive venue of, the courts in Los Angeles County, California. Notwithstanding the foregoing, if Customer meets the criteria established in any row of the table below, the Slingshot contracting entity, governing law, and Slingshot address for notices in the corresponding row apply to the Agreement.
16. Definitions.
1. “Accounts” means Administrator Accounts and User Accounts.
2. “Addendum” means a written attachment, amendment, or supplemental document that references this Agreement and outlines additional Products, Services, pricing, or scope. Addenda may be executed in writing or ratified by email between authorized representatives of both parties and are incorporated by reference into this Agreement.
3. “Additional Specific Terms” means the then-current terms specific to one or more Services.
4. “Administrator Account” means the administrative account(s) provided to Customer by Slingshot for the purpose of administering the Services.
5. "Affiliate" means any entity that directly or indirectly Controls, is Controlled by, or is under common Control with a party.
6. “AI Tool” means any system, platform, software, or model, whether proprietary or third party, that uses machine learning, generative AI, algorithmic inference, or large language models to generate content or conduct analysis based on user input.
7. "Brand Features" means the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party, respectively, as secured by such party from time to time.
8. "Confidential Information" means information that one party discloses to the other party under this Agreement, and which is marked as proprietary or confidential or would reasonably under the circumstances be understood to be proprietary or confidential information.
9. "Control" means control of greater than 50 percent of the voting rights or equity interests of a party.
10. “Customer Data” means data provided to Slingshot by the Customer (including its Users). The term "Customer Data" expressly excludes Slingshot Data, Derived Data, and Feedback.
11. “Derived Data” means any (i) data or information deidentified or aggregated with other data such that the resulting data does not reasonably identify a specific individual or organization; and
(ii) information generated from the use of the Services, which data does not identify Users, any other natural human persons, or Customer, such as technical logs, data, and learnings about Customer’s use of the Services, but excluding any identifiable Customer Data.
12. “Derived Output” means any material, report, visualization, recommendation, code, or other output created in whole or in part using an AI Tool in conjunction with Licensed Materials. For the avoidance of doubt, Derived Output does not include any dashboards, report templates or any other technology or components of the Services created, developed, used or provided by Slingshot.
13. "Documentation" means all printed or electronically provided user manuals, technical specifications and product descriptions related to this Agreement.
14. “Export Control Laws” means all applicable export and re-export control laws and regulations, including (a) the Export Administration Regulations (“EAR”) maintained by the U.S. Department of Commerce, (b) trade and economic sanctions maintained by the U.S. Treasury Department’s Office of Foreign Assets Control, and (c) the International Traffic in Arms Regulations (“ITAR”) maintained by the U.S. Department of State.
15. “Feedback” means feedback or suggestions about the Services or related features or functionalities.
16. “Fees” means fees for the Service as described in each Order or, if not specified in an Order, as published by Slingshot from time to time
17. “Help Center Content” means content available at https://slingshot.space/help-center.
18. “Input” means queries, questions, information, or Input Data submitted by Customer to the AI Tool.
19. “Input Data” means information provided, inputted, or uploaded by Customer or on Customer’s behalf.
20. “Intellectual Property Rights” means any rights existing now or in the future under patent law, copyright law, trademark law, data and database protection law, trade secret law, and any and all similar proprietary rights throughout the universe.
21. “Law” means all applicable local, state, federal and international laws, regulations and conventions, including those related to data privacy and data transfer, international communications, and export of data.
22. “Licensed Users” means individuals expressly identified or covered under the Customer’s agreement with Slingshot, whether by named user or seat count. Access by any party not covered by such agreement is prohibited without Slingshot’s prior written consent.
23. “Mixed Data” means if Customer Data is transformed, augmented, derived from, or combined with Slingshot Data in any manner.
24. “Order” means a purchase order, order form, addendum, or other ordering document referencing this Agreement and executed (including via written confirmation or email) by authorized representatives of both parties. Orders may define pricing, scope, service periods, and other transaction-specific terms.
25. “Prices” means the then-current pricing available at https://slingshot.space/price-list, unless otherwise agreed to in an Order.
26. “Process” means to collect, access, use, disclose, transfer, transmit, store, host, or otherwise process.
27. “Scope of Use” means any limits on installation or usage of Services described in the Order or otherwise provided by Slingshot. Examples of limitations include, but aren’t limited to: site/locations, number of requests, accounts, users, installations, license type, etc.
28. “Services” means the products and services made available by Slingshot, including the products and services described in the Additional Specific Terms. For the avoidance of doubt, the Services include products and services of any type provided by Slingshot, whether on a software-as-a-service basis, in the form of data packages, or otherwise. Services may be ordered individually, on a subscription or fixed-term basis, and governed by the terms of this Agreement and any applicable Order or Addendum.
29. "Session" means a continuous, individual instance of interaction between a user and an AI Tool, beginning when the user initiates access to the tool and ending when the user closes the session, logs out, or after a defined period of inactivity. During a Session, Licensed Materials may be temporarily made available to an AI Tool - that is compliant with this AI Policy - solely for processing and generating outputs. Licensed Materials must not be retained, stored, or used to train, fine-tune, or otherwise persist beyond the duration of the Session.
30. "Slingshot Data" means data, metadata or information provided through the Services or otherwise made available to Customer for Customer’s use of the Services under the Agreement.
31. “Subscription Term” means the period during which Customer’s subscription to one or more Services is active, as specified in the applicable Order or Addendum. Subscription Terms may be monthly, annual, prorated, or otherwise time-limited and may automatically renew unless otherwise stated.
32. “Taxes” means any sales, use, GST, value-added, withholding, or similar taxes or levies that apply to Orders, whether domestic or foreign, other than Slingshot’s income tax.“Term” means the period beginning on the Effective Date and continuing until terminated in accordance with this Agreement. The Agreement may remain in effect even in the absence of an active Order or Addendum, unless expressly terminated. “Third-Party Platforms” means any third-party platform, add-on, service, or product not provided by Slingshot that Customer elects to integrate or enable for use with any Service.
33. "Third Party Request" means a request from a third party, such as a regulator or governmental authority, for records relating to a User's use of the Services. Third Party Requests can be a lawful search warrant, court order, subpoena, other valid legal order, or written consent from the User permitting the disclosure.
34. “Trials and Betas” means alphas, betas, early access offerings, temporary offerings, or any other non-standard access to Services that Slingshot may provide, including as may be further indicated in an Order.
35. “Usage Policies” means policies posted to Slingshot’s website or otherwise made available by Slingshot from time to time, including Slingshot’s Acceptable Use Policy.
36. “User(s)” means any employee or contractor of Customer that Customer allows to access and use the Service on Customer’s behalf.
37. “User Account” means any account created by or assigned to a User.
Additional Specific Terms
These Additional Specific Terms form part of Slingshot’s Master Agreement https://slingshot.space/master-agreement (the “Master Agreement” and together with these Additional Specific Terms, the “Agreement”) and are hereby incorporated therein. If Customer completes an Order for, or otherwise uses any of the Services described below, the terms corresponding to those Services apply to Customer’s use. Slingshot may update these Additional Specific Terms from time to time. Please email and subscribe to updates@slingshot.space to receive notifications of such updates. Capitalized terms are as defined in context or otherwise as defined in the Master Agreement.
Seradata
1. Subscriptions. Subscription fees, term, and renewal conditions for Seradata will be governed by the applicable Order. If the Order is silent, the subscription will renew for successive 12-month periods unless either party provides written notice of non-renewal at least 30 days prior to expiry. Any renewal pricing changes will be communicated no fewer than 30 days before the start of the renewal term.
2. Downloads. In addition to the rights granted to Customer in the Master Agreement, Slingshot may permit Customer to download certain data from Seradata (“Downloads”). Customer will use any Downloads solely for its internal business use and subject to all restrictions otherwise applicable to Services as set forth in the Master Agreement. Prior to or upon the expiration or termination of Customer’s subscription to Seradata, Customer will destroy all Downloads in its possession.
3. Work Product. Slingshot hereby grants to Customer and its Users a non-exclusive, worldwide, royalty free license solely during the Term of the Order for the Seradata platform to: (a) use, modify, edit, supplement, translate, incorporate, compile, or generate, including through the use of an Approved AI Tool (Section 4 of the Master Services Agreement), any or all of the Slingshot Data provided to Customer through the Seradata platform in order to create internal and external derivative documents, reports, memoranda, communications and other work product for Customer’s clients or customers (collectively “Work Product”); and (b) share Work Product with Customer’s clients or customers, provided that (c) the Slingshot Data or information derived from Slingshot Data will not make up all or substantially all of any Work Product; (d) the Work Product does not constitute a substantial reproduction of the Seradata platform or its unique functionality; and (e) the Work Product includes reasonably conspicuous attribution identifying Slingshot as the source of the data used to produce the Work Product or the applicable portion thereof. If the Work Product is a report or other communication to be delivered to a client or customer, the attribution in this Section will require, at a minimum, language identifying Slingshot as the provider and copyright owner of the applicable data or analytics and a link to Slingshot’s website, currently https://www.slingshot.space/. Customer may use Slingshot’s name and logo to provide such attribution, and all goodwill resulting from any such use will inure solely to Slingshot’s benefit. Customer will not make any representation or warranty to recipients of Work Product regarding Slingshot’s products or services.
4. Attribution Requirements: If Slingshot approves the distribution of any Derived Outputs or the Derived Outputs are considered Work Product, and such approved outputs are materially informed by Slingshot's content, models, or data, the Customer must include clear and conspicuous attribution (e.g., “Source: Seradata by Slingshot Aerospace”) in any public or external-facing deliverable, unless Slingshot has expressly waived this requirement in writing.
5. Attribution Flow-Down: Customer shall ensure that any recipient of Work Product, including its clients and customers, is notified that the Work Product incorporates or is derived in part from Slingshot Data and that the attribution requirements set forth above must be preserved in any further distribution, reproduction, or external communication of the Work Product or any portion thereof. Customer shall not be liable for end-user failure to comply with these requirements, provided Customer has made commercially reasonable efforts to communicate the attribution obligation to such recipients.
6. Modifications. The Customer may modify its list of Licensed Users for Seradata at any time during the Subscription Term by providing written notice in accordance with the process set forth in the applicable Order. Unless otherwise expressly set out in an Order, user modifications will take effect upon written acceptance by Slingshot and will not affect overall seat or fee commitments unless otherwise mutually agreed.
Beacon
1. Customer Data. Without limiting any provision of the Master Agreement, Customer acknowledges and agrees that Slingshot’s provision of Beacon requires sharing of Space Location Information and that Slingshot may distribute such Space Location Information among Slingshot’s customer base within Beacon for such purposes. “Space Location Information” means Customer’s space domain awareness and collision prevention messages issued by the 18th Space Control Squadron, as well as Customer’s ephemeris data.
2. Subcontractors. Customer may use subcontractors and permit them to exercise Customer’s rights under an Order for Customer’s use of Beacon, provided that Customer remains responsible for its own and any subcontractor’s compliance with, and performance under, the Agreement.
3. Indemnification. Without limiting any provision of the Master Services Agreement, Customer will defend Slingshot from and against any third-party claim to the extent resulting from Customer’s use of Beacon and will indemnify and hold harmless Slingshot against any damages and costs awarded against Slingshot (including reasonable attorneys’ fees) or agreed in a settlement by Customer resulting from the claim.
4. Limitation of Liability. As it relates to Customer’s access to and use of Beacon, Section 11 of the Master Services Agreement is hereby replaced with the text below: IN NO EVENT WILL SLINGSHOT OR ITS AFFILIATES, SUBCONTRACTORS, OR SUPPLIERS (THE “SLINGSHOT ENTITIES”) BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THIS AGREEMENT, INCLUDING THOSE RELATING TO CUSTOMER'S USE OF OR INABILITY TO USE BEACON, EVEN IF SLINGSHOT OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE MAXIMUM LIABILITY OF THE SLINGSHOT ENTITIES, AND CUSTOMER'S SOLE AND EXCLUSIVE REMEDY, FOR ALL DAMAGES AND LOSSES SUFFERED BY CUSTOMER AND CAUSES OF ACTION (INCLUDING CONTRACT, TORT, OR OTHERWISE) WILL BE ONE HUNDRED DOLLARS ($100.00).
Laboratory
1. Authorization: Without limiting any portion of the Master Agreement, only Users authorized by Customer in accordance with the applicable Order (“Authorized Users”) may use Laboratory. Customer will ensure that all Authorized Users agree to the Laboratory End User License Agreement https://lab.slingshot.ai/docs/EULA (the “Laboratory EULA”) prior to such Authorized User’s use of Laboratory. As between Slingshot and Customer, Customer is responsible for Authorized Users’ compliance with the Laboratory EULA.
Space Object Tracking Data
1. Space Object Tracking Data. Slingshot will furnish the recorded space object tracking data identified in an Order (the “Space Object Tracking Data”) to Customer pursuant to the licensing terms set forth in this Agreement. Customer may order Space Object Tracking Data for a particular project, mission, or program identified in an Order, which is referred to herein as the “Program”. Customer may order Space Object Tracking Data in order to perform under a prime contract with a public sector customer; such particular public sector agency, division, or other organization is referred to herein as the “Gov User”. Any other government agencies, subdivisions, departments, or organizations within the same country’s government as a Gov User (or as Customer, if Customer is a public sector entity) are referred to herein as “Gov Affiliates”. Any Space Object Tracking Data is only licensed as set forth in these Additional Specific Terms, and any grant of rights to Slingshot Data (including as set forth in Section 6.1 of the MSA) does not apply to Space Object Tracking Data. Slingshot is under no obligation to re-deliver the Space Object Tracking Data once it is delivered, nor is Slingshot under any obligation to provide continuous accessibility to the Space Object Tracking Data.
2. License Grant. Subject to the terms of this Agreement and payment of the applicable fees when due, Slingshot grants the Licensed Users (as defined in the applicable license type below) a limited, non-exclusive, non-transferable, non-sublicensable (other than as expressly set forth in the applicable license type below) license during the applicable Subscription Term or other period indicated in the Order, to use, reproduce, and display the Space Object Tracking Data for the purpose of operating the Program, in each case as expressly permitted by the license type purchased by Customer as indicated in the Order. Customer may disclose the Space Object Tracking Data to other Licensed Users solely as necessary for such parties to exercise their rights as Licensed Users. The applicable license is a commercial license and represents the exclusive authority by which the Licensed Users may use, modify, distribute, or disclose the Space Object Tracking Data.
3. License Types.
1. Standard. “Licensed Users” means Customer and its direct subcontractors.
2. Program—Commercial Buyer. “Licensed Users” means Customer, Gov User, and subcontractors. For the avoidance of doubt, no party may disclose the Space Object Tracking Data other than within Gov User’s specific agency, on a “need to know” basis for the purpose of operating the Program.
3. Program—Government Buyer. “Licensed Users” means Customer. For the avoidance of doubt, Customer may only disclose the Space Object Tracking Data within Customer’s specific agency, on a “need to know” basis for the purpose of operating the Program.
4. International Government Buyer. “Licensed Users” means Customer and its Gov Affiliates. Licensed Users may exercise the rights set forth in Section 2 for any program or activity in which Customer or any of its Gov Affiliates is a party, but not for any commercial purposes.
4. API Subscription. The terms in this Section 4 (API Subscription) are applicable only if Customer has purchased a subscription to the API. One user designated by the Customer and agreed to in writing by Slingshot (the “Designated User”) may access and use the API during the Subscription Term. The API may not be accessed by any other individual other than the Designated User without Slingshot’s prior written consent.
Slingshot AI Services (Thinking Agent for Logical Operations and Strategy (TALOS) and Agatha)
1. Scope of License and Use. Subject to Customer’s compliance with this Agreement and applicable Service documentation, Slingshot grants Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use its artificial intelligence-powered tools and services, including but not limited to, Slingshot’s Thinking Agent for Logical Operations and Strategy (TALOS) and Agatha AI and any enhancements, updates, or improved versions thereof (collectively, "AI Services") solely for internal evaluation, decision-support, simulation, monitoring, training, or analytics purposes. These AI Services may include machine learning models, intelligent agents, anomaly detection engines, 3D visualizations, and contextual reasoning tools designed for space-related applications.
2. Use Limitations and Customization. Customer may not independently alter, retrain, replicate, or reverse-engineer the AI models utilized in Slingshot’s AI Services. AI Services are not licensed for autonomous control of space assets or use in kinetic or live-action scenarios without Slingshot’s explicit written consent and appropriate legal compliance. Where customization is provided, Slingshot will configure the AI Services to align with Customer’s specific mission or operational context, in accordance with the terms of the applicable Order or Slingshot’s then-current Pricing List available at: https://www.slingshot.space/price-list.
3. Acceptable Use. Customer agrees to (and will ensure its users and affiliates) use the Services only in compliance with the Master Agreement, Slingshot’s Terms of Service as updated from time to time and available at https://www.slingshot.space/terms-of-service, these Additional Terms, all applicable law, and Slingshot’s directions. Customer will not, and will not permit any third party to: (a) submit, generate, or transmit content that is unlawful, infringing, harassing, discriminatory, obscene, or otherwise objectionable as determined by Slingshot in its sole discretion; (b) use the Services for any high-risk, regulated, or critical function (including but not limited to professional legal, financial, or medical advice) unless specifically authorized in writing; (c) attempt to probe, scan, penetrate, or test the vulnerability of the Service or circumvent security or content safeguards or restrictions; (d) reverse engineer, decompile, disassemble, access or attempt to derive source code, models, or algorithms underlying the Services; (e) use the Services to develop, improve, or compete with any AI model, product, or service; (f) sublicense, lease, resell, distribute, or commercially exploit access to the Services, except as expressly permitted in writing by Slingshot; (g) use Services in violation of export control laws, sanctions, or for the benefit of a prohibited country or individual.
4. Data Inputs and Integration. Slingshot AI Services may rely on real-time, historical, synthetic, or customer-supplied data streams. Customer is solely responsible for ensuring that any data or models provided are accurate, lawful, and authorized for such use. By submitting such content, Customer grants Slingshot a license to use, adapt, and process the inputs solely for the purpose of delivering and improving AI Services under Customer’s account.
5. Security and Deployment Considerations. AI Services may be operated in either unclassified or classified environments. Slingshot provides deployment support in accordance with applicable U.S. government cybersecurity and export control requirements. Customer agrees not to deploy, export, or re-host Slingshot’s AI Services in violation of any applicable laws, regulations, or facility access controls.
6. Intellectual Property Ownership.
1. Intellectual Property Rights. All rights, title, and interest in and to the AI Services, including but not limited to system architecture, algorithms, behavioral models, user interface elements, and derived insights, remain the exclusive property of Slingshot. Any custom configurations or results generated using Slingshot’s AI Services remain the intellectual property of Slingshot, unless otherwise agreed to in writing.
2. Slingshot Ownership. Slingshot retains all rights, title, and interest in and to the AI Services, AI models, algorithms, software, tools, documentation, and all related intellectual property (“Slingshot Materials”), including improvements or derivative works thereof, regardless of whether such improvements or derivatives are based on or created in response to Customer’s Inputs or Outputs.
3. Customer Data License. Customer grants Slingshot and its affiliates a non-exclusive, worldwide, royalty-free, sublicensable license to use, host, store, reproduce, process, transmit, modify, distribute, display, and create derivative works of Customer’s Inputs and Outputs, as necessary or useful to: (i) provide, operate, maintain, develop, enhance, or improve the Services; (ii) comply with applicable laws or regulatory obligations; and (iii) enforce this Agreement. Customer represents and warrants that its Inputs and Outputs do not infringe, misappropriate, or otherwise violate any third-party rights. Customer further acknowledges that Slingshot may derive improvements, enhancements, or learnings from Customer’s Inputs or Outputs, and that such improvements may be used to enhance Slingshot’s AI Services. Customer expressly waives any claim to ownership, compensation, or royalties in connection with such enhancements.
4. Outputs. As between Slingshot and Customer, subject to Section 2 (Use Limitations and Customer a non-exclusive, non-transferable right to use Outputs generated in response to Customer Inputs, solely for Customer’s internal business purposes and in accordance with this Agreement. Slingshot retains all rights in the Outputs to the extent permitted by law.
5. Proprietary Rights Enforcement. Slingshot may take any action, in its sole discretion, to enforce its intellectual property or contractual rights relating to the Services, including suspension or termination of Customer’s access for violations.
6. Explainability and Limitations. AI-generated results, including insights, alerts, maneuver suggestions, or classifications, are intended to assist—not replace—human judgment. Slingshot provides explainable outputs when feasible including details on contributing factors. Customer remains solely responsible for validating and interpreting such outputs before taking any operational action. Slingshot disclaims all liability arising from reliance on AI-generated content, except as expressly provided in a separate signed agreement
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