This Master Services Agreement (the “Agreement”) governs Customer’s access to and use of the Services and is entered into by and between Slingshot Aerospace, Inc. (“Slingshot”) and the entity or individual accepting this Agreement (“Customer”).
This Agreement becomes effective on the earliest of: (a) the date Customer executes an applicable Order Form referencing this Agreement; (b) the date Customer accepts this Agreement through an online click-through or similar acceptance mechanism; or (c) the date Customer first accesses or uses the Services (the “Effective Date”).
Customer’s access to or use of the Services, including through the Portal, constitutes acceptance of this Agreement and any updates thereto. If Customer does not agree to this Agreement, Customer may not access or use the Services. Slingshot may update this Agreement from time to time, and continued access to or use of the Services following such updates constitutes acceptance of the revised Agreement.
By accepting this Agreement or accessing or using the Services, Customer represents and warrants that it has the full right, power, and authority to enter into this Agreement and to bind the entity on whose behalf it is acting.
If an individual accepts this Agreement on behalf of an entity, such individual represents and warrants that it is duly authorized to bind such entity to this Agreement.
In the event of a conflict between the documents forming part of this Agreement, the following order of precedence will apply, except to the extent expressly stated otherwise in the applicable document: (1) the applicable Order Form, (2) the Service Schedules, (3) the Data Processing Addendum, (4) this Agreement, and (5) the Portal Terms.
Below is a structured definitions section tailored for the Portal platform architecture.
1. Definitions
For purposes of this Agreement, the following terms have the meanings set forth below.
“Administrator” means a Customer User designated by Customer with authority to manage Customer’s Organization Account, including assigning permissions, creating or disabling user accounts, and managing access to Services.
“Agreement” means this Master Services Agreement, together with all Order Forms, Service Schedules, and other documents incorporated by reference.
“AI Outputs” means information, analyses, predictions, insights, visualizations, or recommendations generated by AI Services.
“AI Services” means artificial intelligence or machine learning capabilities provided by Slingshot through the Portal or Services, including predictive analytics, anomaly detection, AI-assisted insights, or other algorithmic tools.
“API” means an application programming interface made available by Slingshot that enables programmatic interaction with or access to certain Services.
“API Credentials” means authentication keys, tokens, certificates, or other credentials issued by Slingshot that permit access to APIs.
“Customer” means the legal entity entering into this Agreement with Slingshot and, where expressly permitted under this Agreement, its Customer Affiliates.
“Customer Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with Customer, where “control” means ownership of more than fifty percent (50%) of the voting interests or the ability to direct management or operations.
“Customer Data” means data, information, or content submitted, uploaded, transmitted, or otherwise provided by Customer or Customer Users to the Portal or Services.
“Customer Users” means employees, contractors, agents, or other individuals authorized by Customer to access or use the Portal or Services on Customer’s behalf.
“Derived Data” means aggregated, anonymized, or transformed data generated from the processing or analysis of Customer Data that does not identify Customer or Customer Users.
“Derived Outputs” means reports, analytics, visualizations, dashboards, or other outputs generated by the Services using Customer Data, Slingshot Data, or Mixed Data. Derived Outputs are distinct from Derived Data and are intended for use by Customer, whereas Derived Data is used by Slingshot for internal platform improvement and analytics purposes.
“Documentation” means user guides, technical documentation, specifications, and other materials made available by Slingshot describing the functionality, use, or operation of the Services. Customer’s use of the Services must comply with the Documentation, which is incorporated into this Agreement by reference.
“Licensed Materials” means, collectively, the Services, Slingshot Data, Documentation, AI Services, Analytics Outputs, Derived Outputs, models, algorithms, systems, software, and any other materials or content made available by or on behalf of Slingshot, including any derivatives thereof.
“Mixed Data” means data created through the combination or processing of Customer Data together with Slingshot Data.
“Order Form” means an ordering document or other written instrument executed by the parties that specifies the Services purchased by Customer and applicable pricing.
“Organization Account” means the primary account established for Customer within the Portal through which Customer Users access and manage Services.
“Portal” means Slingshot’s web-based platform interface through which Customer Users access, manage, and interact with the Services.
“Service Schedule” means an addendum or schedule to this Agreement describing specific terms applicable to a particular Service or category of Services.
“Services” means the products, software functionality, analytics capabilities, APIs, data services, processing services, or other offerings made available by Slingshot through the Portal or otherwise described in applicable Service Schedules or Order Forms.
“Slingshot Data” means data, datasets, models, analytics outputs, or information generated, collected, or made available by Slingshot, including sensor observations, contextual space data, and proprietary datasets.
“SPUs” or “Slingshot Processing Units” means usage credits allocated to Customer under a Subscription Plan or purchased separately that are consumed when accessing certain Services, including compute processing, data requests, analytics processing, or API usage.
“Subscription Plan” means the Portal subscription tier selected by Customer (such as Free, Standard, Pro, or Enterprise) that determines the baseline level of Portal access, features, and included usage allowances.
“Usage Charges” means fees incurred based on Customer’s consumption of Services, including SPU usage, API calls, compute processing, or other metered activities.
2.1 Grant of Access Rights
Subject to the terms and conditions of this Agreement, Slingshot grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right, during the applicable subscription term, to permit Customer Users to access and use the Services solely for Customer’s internal business purposes and not for the benefit of any third party except as expressly permitted under this Agreement. Customer’s access to and use of the Services is strictly limited to the applicable Subscription Plan, Order Forms, and the usage limits, feature availability, and restrictions. Customer’s use of the Services must comply with the Documentation, which is incorporated into this Agreement by reference.
Except as expressly permitted under this Agreement, Customer will not access or use the Portal or Services for the benefit of any third party or for any commercial purpose not expressly authorized herein.
2.2 Nature of the Portal
Customer acknowledges that the Portal constitutes a hosted, cloud-based access environment through which Customer Users may access, configure, and manage the Services. The Portal provides functionality that enables identity and access management, service activation and configuration, usage monitoring and reporting, billing and subscription management, analytics visualization, and API access management. All access to the Services is provided through the Portal or through APIs authorized by Slingshot, and Customer will not attempt to access the Services through any unauthorized means.
2.3 Reservation of Rights
Except for the limited rights expressly granted to Customer under this Agreement, Slingshot and its licensors retain all right, title, and interest in and to the Portal, the Services, Slingshot Data, and all underlying software, models, systems, and technology. No rights are granted to Customer by implication, estoppel, or otherwise, and all rights not expressly granted are reserved by Slingshot.
2.4 Access Credentials and Security
Access to the Portal and Services requires authentication credentials issued or approved by Slingshot, including user credentials and API Credentials. Customer is responsible for maintaining the confidentiality and security of such credentials and will ensure that they are used only by authorized Customer Users. Customer will promptly notify Slingshot upon becoming aware of any unauthorized access to or use of its accounts or credentials or any other suspected security incident affecting the Services. Slingshot may require the use of multi-factor authentication or other security measures as a condition of access to the Portal or Services.
2.5 Access to Services
Customer may access only those Services that are included in its Subscription Plan or purchased under an applicable Order Form. Certain Services may require activation within the Portal, configuration of account settings, or acceptance of additional Service-specific terms. Customer’s activation or use of any such Service constitutes acceptance of the applicable Service Schedule and any associated terms governing that Service.
2.6 Service Availability
Slingshot will use commercially reasonable efforts to maintain the availability of the Portal and Services. Any service level commitments, uptime targets, or support obligations will be set forth exclusively in the applicable Service Schedule or support agreement. Except as expressly provided in such documents, the Services are provided on shared infrastructure and availability may be affected by maintenance, updates, or other operational factors.
2.7 Modifications to the Portal and Services
Slingshot may modify, enhance, or update the Portal or Services from time to time in order to improve functionality or performance, address security or compliance requirements, or introduce new features or capabilities. Slingshot will not materially reduce the core functionality of the Services purchased by Customer under the applicable Order Form and Service Schedule during the applicable subscription term without providing reasonable notice.
2.8 Beta and Preview Features
From time to time, Slingshot may make available certain features or Services designated as beta, preview, or early-access offerings. Such features are provided for evaluation purposes only, may be modified or discontinued at any time, and are provided “as is” without warranties of any kind. Unless otherwise expressly stated, beta or preview features are excluded from any service level commitments, support obligations, or indemnification provisions.
2.9 Additional Terms
Slingshot may from time to time make available additional features, functionality, or services that are subject to supplemental terms, conditions, or requirements (“Additional Terms”). Such Additional Terms are incorporated into this Agreement by reference upon Customer’s access to or use of the applicable feature or service.
In the event of a conflict between this Agreement and any Additional Terms, the Additional Terms will control solely with respect to the applicable feature or service.
3.1 Organization Account
Access to the Portal and Services requires the creation of an Organization Account associated with Customer. The Organization Account serves as the primary account through which Customer Users access and manage the Services.
Customer is responsible for maintaining accurate and complete account information and for ensuring that access to the Organization Account is limited to authorized individuals.
3.2 Customer Users
Customer may authorize employees, contractors, or agents (“Customer Users”) to access and use the Portal and Services on its behalf. Customer will ensure that all Customer Users access and use the Services solely in accordance with this Agreement and any applicable Service Schedules.
Customer is responsible for all acts and omissions of Customer Users and any activity conducted through the Organization Account.
3.3 Administrators
Customer may designate one or more Customer Users as Administrators with elevated privileges to manage the Organization Account. Such privileges may include the ability to create, modify, or deactivate user accounts, assign roles and permissions, configure Services and integrations, and manage subscription settings and usage.
Customer acknowledges that Administrators may have broad control over the Organization Account and Services and agrees that Slingshot is entitled to rely on instructions and actions taken by Administrators as authorized actions of Customer.
3.4 Credentials and Access Security
Access to the Portal and Services requires authentication credentials, including user credentials, API credentials, or other authentication mechanisms approved by Slingshot.
Customer is responsible for maintaining the confidentiality and security of all authentication credentials and will ensure that such credentials are not shared, disclosed, or misused. Customer will ensure that all Customer Users maintain the confidentiality of their credentials and comply with applicable security requirements.
Customer will implement reasonable administrative, technical, and operational safeguards designed to protect access to the Services.
Customer will promptly notify Slingshot upon becoming aware of any unauthorized access, suspected compromise of credentials, or security incident affecting the Organization Account or Services.
Customer will not share login credentials among multiple individuals or otherwise permit unauthorized access to the Services.
Customer is responsible for all activities conducted through its Organization Account, including any access or use resulting from compromised or misused credentials, except to the extent caused by Slingshot’s breach of this Agreement.
3.5 Account Responsibility
Customer is solely responsible for all activities conducted through its Organization Account, including activities of Customer Users, Administrators, and any automated systems or integrations operating under Customer’s credentials.
Any act or omission by a Customer User or Administrator will be deemed an act or omission of Customer.
3.6 No Independent Rights of Customer Users
Customer Users access the Portal and Services solely on behalf of Customer and do not acquire any independent rights under this Agreement.
3.7 Customer Affiliates
Customer Affiliates may access and use the Services under this Agreement to the extent authorized by Customer and as permitted under the applicable Subscription Plan or Order Form. Such access may occur through Customer’s Organization Account or as otherwise expressly agreed by the parties.
Customer will remain fully responsible for all acts and omissions of its Customer Affiliates and their respective users. Any breach of this Agreement by a Customer Affiliate will be deemed a breach by Customer.
Unless otherwise expressly provided in an applicable Order Form, Customer Affiliates do not obtain independent contractual rights under this Agreement.
3.8 Account Control and Authority
Customer acknowledges that control of the Organization Account, including administrative privileges, is solely within Customer’s control. Slingshot will have no liability for any actions taken by Customer Users or Administrators, including any changes to permissions, configurations, or access rights, except to the extent caused by Slingshot’s breach of this Agreement.
4.1 Scope of Services
The Services consist of a modular, subscription-based platform made available through the Portal, through which Customer may access and use a range of data processing, analytics, artificial intelligence, and integration capabilities, as further described in the applicable Order Forms, Service Schedules, and Documentation.
The specific Services made available to Customer are limited to those capabilities and features included within Customer’s applicable Subscription Plan and purchased under one or more Order Forms, and are subject to the usage limits, feature availability, and restrictions set forth in this Agreement, the applicable Service Schedules, and the Documentation.
The Services are provided as a software-as-a-service (SaaS) platform and are made available on a hosted, subscription basis. Customer does not receive any ownership interest in any software, and all rights are granted solely as limited access rights as set forth in this Agreement.
4.2 Modular and Capability-Based Architecture
The Services are comprised of multiple categories of functionality, including without limitation:
Each category of functionality is governed by the corresponding Service Schedule and any other applicable provisions of this Agreement.
4.3 Multi-Category Services
Certain Services or features made available through the Portal may incorporate or rely upon multiple categories of functionality. In such cases, Customer’s access to and use of such Services will be subject to all applicable provisions of this Agreement and each corresponding Service Schedule governing the underlying capabilities utilized by such Services.
The classification of any Service within a particular category does not limit the applicability of other provisions of this Agreement that govern the underlying capabilities or components of such Service.
4.4 Service Configuration and Enablement
Customer acknowledges that the configuration, availability, and functionality of the Services may depend on a variety of factors, including the applicable Subscription Plan, enabled features, purchased modules, integrations, data inputs, and system configurations.
Certain capabilities may require activation, configuration, or integration by Customer or its Administrators, and Customer is responsible for ensuring that such configurations are implemented in accordance with the Documentation and this Agreement.
4.5 Service-Specific Terms
Certain Services, features, or functionalities may be subject to additional terms, conditions, or requirements (“Service-Specific Terms”) as set forth in the applicable Order Form, Service Schedule, Documentation, or other materials made available by Slingshot.
Such Service-Specific Terms are incorporated into this Agreement by reference upon Customer’s access to or use of the applicable Service and will apply solely to such Service. In the event of a conflict between this Agreement and any Service-Specific Terms, the Service-Specific Terms will control with respect to the applicable Service.
4.6 Third-Party Dependencies and Integrations
The Services may interoperate with or depend upon third-party systems, data sources, or infrastructure, including integrations configured by Customer. Customer acknowledges that the availability and performance of certain Services may be affected by such third-party dependencies.
Customer is responsible for ensuring that any third-party systems or integrations it enables comply with applicable laws and do not adversely impact the security or operation of the Services.
4.7 Evolution of Services
Slingshot may modify, update, enhance, or evolve the Services from time to time, including changes to features, functionality, performance, or underlying technologies, provided that such changes do not materially reduce the core functionality of the Services purchased by Customer under the applicable Order Form and Service Schedules during the applicable subscription term, except as required for legal, security, or operational reasons.
5.1 Ordering and Provisioning of Services
Customer may obtain access to the Services by entering into one or more Order Forms with Slingshot or, where enabled by Slingshot, by activating Services through the Portal. Each Order Form will specify the Services to be provided, the applicable Subscription Plan, pricing, usage entitlements, and any additional terms applicable to such Services. All Services are provided subject to this Agreement, and in the event of any conflict between this Agreement and an Order Form, the Order Form will control solely with respect to the specific Services identified therein.
5.2 Subscription Plans and Tiered Access
Access to the Portal and Services is governed by the Subscription Plan selected by Customer. Subscription Plans define the scope of Customer’s access to the Services, including feature availability, usage limits, included entitlements such as SPU credits, support levels, and any applicable service level commitments. Subscription Plans are structured in tiers, and the specific rights, limitations, and capabilities associated with each tier are described in the applicable Service Schedules, the Subscription Plan & Tier Matrix Schedule, and, where applicable, the Order Form. Customer acknowledges that different Subscription Plans provide materially different levels of access, functionality, and rights, and that access to certain features, datasets, APIs, or AI capabilities may be restricted based on the selected Subscription Plan.
5.3 Subscription Term and Renewal
Each Subscription Plan will have a defined subscription term as specified in the applicable Order Form or, for self-service subscriptions, as indicated within the Portal at the time of purchase. Unless otherwise specified in an Order Form, Subscription Plans will automatically renew for successive renewal terms equal in duration to the initial subscription term unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term. Renewals will occur at Slingshot’s then-current pricing unless otherwise expressly stated in the applicable Order Form.
5.4 Changes to Subscription Plans
Customer may upgrade its Subscription Plan during the applicable subscription term by executing an Order Form or through the Portal where self-service upgrades are enabled. Any such upgrade may take effect immediately or as otherwise specified at the time of upgrade and may result in prorated charges for the remainder of the subscription term. Downgrades to a lower
Subscription Plan will take effect only upon the commencement of the next renewal term unless otherwise expressly agreed in writing, and Slingshot will have no obligation to provide refunds, credits, or adjustments in connection with any such downgrade.
5.5 Free Subscription Plans
Slingshot may make certain Services available under a Free Subscription Plan. Free Subscription Plans are provided on an “as-is” and “as-available” basis and are subject to significant limitations, including reduced functionality, limited usage allocations, and exclusion from service level commitments and support obligations. Slingshot may modify, suspend, restrict, or discontinue any Free Subscription Plan, or any features associated with such plan, at any time without notice or liability.
5.6 Plan Enforcement and Usage Alignment
Customer’s use of the Services must at all times remain within the scope of the applicable Subscription Plan, including all usage limits, feature restrictions, and entitlements. If Customer exceeds or attempts to exceed such limitations, Slingshot may restrict or suspend access to the affected Services, require Customer to upgrade to an appropriate Subscription Plan, or charge applicable overage or usage-based fees as set forth in the applicable Order Form or pricing documentation. Repeated or intentional circumvention of Subscription Plan limitations constitutes a material breach of this Agreement.
5.7 Evolution of Subscription Plans
Customer acknowledges that Subscription Plans, including associated features, usage limits, pricing structures, and entitlements, may evolve over time. Slingshot may modify Subscription Plans upon renewal of the applicable subscription term or as otherwise specified in an Order Form, including changes to available features, usage limits, included entitlements, or pricing structures, provided that Slingshot will not materially reduce the core functionality of the Services purchased by Customer during the then-current subscription term.
5.8 Enforcement of Commercial Terms
Slingshot reserves the right to enforce Subscription Plan limitations, usage thresholds, and commercial terms through technical, administrative, or billing mechanisms. Customer acknowledges that such enforcement may include automated controls, feature restrictions, or usage-based charges, and agrees not to circumvent or attempt to circumvent such controls.
6.1 SPU-Based Consumption Model
Certain Services are made available on a usage-based basis and are consumed through Slingshot Processing Units (“SPUs”), which represent a unit of measurement for compute, data processing, analytics execution, API usage, or other resource consumption within the Services. The number of SPUs required for a particular Service or operation will be determined by Slingshot and may vary depending on the nature, complexity, or volume of the activity performed.
6.2 Allocation of SPU Credits
SPU credits may be allocated to Customer as part of a Subscription Plan or purchased separately under an applicable Order Form. Any included SPU credits will be made available for use during the applicable billing period and are subject to the limits, conditions, and expiration terms specified in the applicable Subscription Plan, Order Form, or Documentation.
Unless otherwise expressly stated, SPU credits are non-transferable, non-refundable, and may not be converted into cash or other monetary value.
6.3 Consumption, Metering, and Verification
Customer’s use of SPU-based Services will be measured and metered by Slingshot based on actual usage of the Services. Slingshot’s measurement systems and usage records will constitute the authoritative basis for determining SPU consumption and applicable charges, absent manifest error.
Customer acknowledges that SPU consumption may occur automatically as a result of actions taken by Customer Users, configured processes, API calls, integrations, or system-generated activities initiated through the Services.
Customer is solely responsible for monitoring and managing its usage of SPU-based Services. Customer may request reasonable supporting detail regarding usage calculations, and the parties will cooperate in good faith to resolve any disputes relating to usage or billing.
6.4 Overage and Additional Usage
If Customer’s usage exceeds the SPU credits included in its Subscription Plan or otherwise available to Customer, such excess usage may result in additional charges at the applicable rates specified in the Order Form, Subscription Plan, or Portal pricing documentation.
Slingshot may, in its discretion, allow continued access to SPU-based Services on an overage basis, require Customer to purchase additional SPU credits, or suspend access to affected Services until sufficient capacity is obtained.
6.5 Expiration of SPU Credits
Unless otherwise specified in an applicable Order Form, SPU credits must be used within the applicable billing period or expiration period and will expire if not used within such period. Expired SPU credits will not roll over to subsequent billing periods and will not be reinstated or credited.
6.6 Modifications to SPU Model
Slingshot may modify SPU consumption rates, measurement methodologies, or the types of activities that consume SPUs from time to time in order to reflect changes in technology, infrastructure, or Service functionality. Any such modifications will not materially reduce the overall functionality of the Services purchased by Customer during the then-current subscription term.
6.7 Responsibility for Usage and Controls
Customer is solely responsible for all SPU consumption incurred through its Organization Account, including usage generated by Customer Users, Administrators, APIs, automated processes, or third-party integrations authorized by Customer.
Customer will implement reasonable administrative, technical, and operational controls to monitor and manage its consumption of SPU-based Services and to prevent unauthorized or excessive usage.
Customer will not attempt to circumvent or manipulate SPU consumption, metering mechanisms, or usage limits, including through the use of multiple accounts, automated scripts, or other techniques designed to avoid applicable charges or restrictions. Any such activity constitutes a material breach of this Agreement.
6.8 No Circumvention of Usage Controls
Customer will not attempt to circumvent or manipulate SPU consumption, metering mechanisms, or usage limits, including through the use of multiple accounts, automated scripts, or other techniques designed to avoid applicable charges or restrictions. Any such activity constitutes a material breach of this Agreement.
7.1 Compliance with Agreement and Applicable Law
Customer will access and use the Portal and Services in accordance with this Agreement, all applicable Service Schedules, the Portal Terms of Use, and all applicable laws and regulations. Customer is responsible for ensuring that its use of the Services, including the use by all Customer Users, complies with applicable legal, regulatory, and industry requirements.
Customer will ensure that all Customer Users are informed of and comply with the terms of this Agreement and any applicable Service Schedules, and Customer will remain fully responsible for all acts and omissions of Customer Users in connection with the Services.
7.2 Responsibility for Customer Data
Customer is solely responsible for the accuracy, quality, legality, and appropriateness of all Customer Data provided to the Services. Customer represents and warrants that it has all necessary rights, permissions, and legal authority to submit Customer Data to the Services and to authorize Slingshot to process such data in accordance with this Agreement.
Customer will not provide Customer Data that violates applicable law, infringes the rights of any third party, or contains malicious code or harmful content that could disrupt or compromise the Services.
7.3 Customer Systems and Configuration
Customer is responsible for obtaining, maintaining, and securing all systems, networks, and infrastructure required to access and use the Services. Customer is further responsible for properly configuring the Services, including any integrations, APIs, or automated processes, in accordance with the Documentation and applicable Service Schedules.
Slingshot will not be responsible for any failure, delay, or degradation of the Services to the extent caused by Customer’s systems, configurations, or third-party integrations.
7.4 Cooperation and Information Sharing
Customer will provide reasonable cooperation and assistance as may be necessary for Slingshot to provide the Services, including responding to requests for information, assisting in troubleshooting, and supporting the investigation of security incidents or suspected misuse of the Services.
7.5 Export Control and Trade Compliance
Customer will comply with all applicable export control, trade sanctions, and import laws and regulations in connection with its use of the Services. Customer will not access or use the Services in violation of such laws, including by exporting, re-exporting, or transferring any data, software, or technology obtained through the Services to any prohibited jurisdiction, entity, or individual.
Customer will not access or use the Services in or for the benefit of any jurisdiction, entity, or individual subject to sanctions or export restrictions under applicable law, including those administered by the U.S. government. Customer will not use the Services for any prohibited end use, including military, nuclear, or other restricted activities, except as authorized by applicable law.
7.6 Responsibility for Account Activity
Customer is responsible for all activity conducted through its Organization Account, including all actions taken by Customer Users, Administrators, and any automated systems or integrations operating under Customer’s credentials. Customer will implement reasonable administrative, technical, and operational controls to monitor and manage such activity.
7.7 Responsibility for Decisions and Outcomes
Customer is solely responsible for all decisions, actions, and outcomes arising from its use of the Services, including any reliance on analytics, AI Outputs, or other information generated through the Services.
8.1 General Use Restrictions
Customer will not, and will not permit any Customer User or third party to, access or use the Services in any manner that violates applicable law or regulation, infringes or misappropriates the rights of any third party, or interferes with, disrupts, or compromises the integrity, security, or performance of the Services.
Customer will not attempt to circumvent or bypass any usage limits, access controls, or Subscription Plan restrictions applicable to the Services.
8.2 Prohibited Conduct
Without limiting the generality of Section 8.1, Customer will not, and will not permit any Customer User or third party to:
(a) reverse engineer, decompile, disassemble, or otherwise attempt to derive or access the source code, underlying models, algorithms, or system architecture of the Services;
(b) access or use the Services for the purpose of developing, training, or supporting any product or service that competes with the Services;
(c) use automated means, including bots, scripts, scrapers, or similar technologies, to access, extract, collect, or harvest data, outputs, or other content from the Services, except as expressly permitted under this Agreement;
(d) attempt to gain unauthorized access to any systems, accounts, data, or environments associated with the Services;
(e) introduce any malicious code, vulnerabilities, or harmful content into the Services; or
(f) interfere with, degrade, or disrupt the operation or performance of the Services or any related infrastructure.
(g) conduct, publish, or disclose any benchmarking, performance testing, or comparative analysis of the Services, including any results thereof, without Slingshot’s prior written consent.
8.3 Abuse of Free or Limited Access
Customer will not, and will not permit any Customer User or third party to create, use, or coordinate multiple accounts in order to circumvent usage limits, credit allocations (including SPU credits), or Subscription Plan restrictions.
Customer will not misrepresent identity, affiliation, or account ownership to gain access to the Services or to obtain additional usage or functionality beyond that permitted under the applicable Subscription Plan.
Slingshot may implement reasonable technical and administrative measures to detect, prevent, and address such activity, including restricting, suspending, or aggregating accounts associated with abusive or non-compliant behavior.
8.4 Monitoring and Enforcement
Slingshot may monitor Customer’s use of the Services to verify compliance with this Agreement, including enforcement of usage limits, Subscription Plan restrictions, and acceptable use requirements.
If Slingshot reasonably determines that Customer has violated this Section 8, Slingshot may take such actions as it deems reasonably necessary to address the violation, including suspending or restricting access to the Services, disabling access to affected data or content, or taking other measures to prevent harm to the Services, other customers, or third parties.
Where practicable, Slingshot will provide notice of such actions and work with Customer in good faith to resolve the issue.
8.5 Survival
The obligations and restrictions set forth in this Section 8 will survive termination or expiration of this Agreement.
8.6 Usage Policies
Customer’s use of the Services is also subject to Slingshot’s usage policies, acceptable use policies, and other guidelines (“Usage Policies”) made available through the Portal, Documentation, or Slingshot’s website, as updated from time to time.
Such Usage Policies are incorporated into this Agreement by reference. In the event of a conflict between this Section 8 and the Usage Policies, the more restrictive provision will apply.
9.1 Customer Data
As between the parties, Customer retains all right, title, and interest in and to Customer Data.
Customer grants Slingshot a limited, non-exclusive, worldwide, royalty-free license to host, store, process, transmit, analyze, and otherwise use Customer Data solely as necessary to (a) provide, operate, maintain, and improve the Services, (b) generate Derived Outputs, (c) support Customer’s authorized use of the Services, and (d) comply with applicable law.
Customer represents and warrants that it has all rights, permissions, and lawful bases necessary to provide Customer Data to the Services and to permit its use as contemplated under this Agreement.
9.2 Slingshot Data
As between the parties, Slingshot retains all right, title, and interest in and to Slingshot Data.
Customer may access and use Slingshot Data solely through the Services and strictly in accordance with this Agreement, the applicable Subscription Plan, the applicable Service Schedules, and the Documentation.
Except as expressly permitted in writing, Customer will not download, extract, reproduce, distribute, or otherwise use Slingshot Data outside the Services.
9.3 Licensed Materials
All Licensed Materials are proprietary to Slingshot and are protected by applicable intellectual property and other laws.
Except for the limited rights expressly granted under this Agreement, Customer acquires no right, title, or interest in or to the Licensed Materials.
9.4 Mixed Data
Data generated through the combination, integration, or interaction of Customer Data and Slingshot Data (“Mixed Data”) may be processed and used by the Services as necessary to provide analytics, insights, and outputs.
For clarity, the creation of Mixed Data does not alter the ownership of the underlying Customer Data or Slingshot Data.
9.5 Derived Data
Slingshot may generate Derived Data through the processing, transformation, aggregation, or analysis of Customer Data, Mixed Data, or operation of the Services.
Provided that such Derived Data does not identify Customer or Customer Users, Slingshot may use such Derived Data for purposes including improving and enhancing the Services, developing models and algorithms, benchmarking and performance optimization, and other internal business purposes.
9.6 Derived Outputs
Subject to the terms of this Agreement, Customer may access and use Derived Outputs generated through the Services.
To the extent permitted under the applicable Subscription Plan, Service Schedules, or Order Form, Customer may redistribute Derived Outputs externally, provided that such redistribution complies with any applicable attribution, branding, usage, or redistribution requirements specified by Slingshot.
Customer will ensure that any third party receiving Derived Outputs complies with all applicable restrictions, attribution requirements, and limitations set forth in this Agreement, and Customer will remain responsible for any use of Derived Outputs by such third parties.
9.7 Data Export and Access
Customer may export or download Customer Data through the Services where such functionality is made available.
Customer may not export, download, or otherwise extract Slingshot Data or datasets except where expressly permitted under the applicable Subscription Plan, Service Schedules, or Order Form.
Customer will not use automated tools, scripts, or processes to extract data, datasets, or outputs except through authorized APIs or functionality expressly provided by Slingshot.
9.8 Restrictions on Data Use and AI-Related Activities
Customer will not, and will not permit any Customer User or third party to:
(a) use any Licensed Materials, Slingshot Data, Derived Outputs, or any data, outputs, or information obtained through the Services to train, fine-tune, validate, or otherwise develop any machine learning or artificial intelligence models, systems, or algorithms, except as expressly permitted by Slingshot in writing;
(b) submit, disclose, or otherwise make available any Licensed Materials to any third-party artificial intelligence tools, platforms, or services, including generative AI systems, unless expressly authorized in writing by Slingshot;
(c) extract, generate, store, or persist embeddings, vectors, or representations derived from the Services or Licensed Materials;
(d) use any outputs, data, or Licensed Materials for prompt chaining, reinforcement learning, retrieval-augmented generation, or any iterative model development workflows;
(e) reconstruct, infer, or attempt to derive underlying datasets, models, training data, or proprietary data structures;
(f) use the Services or Licensed Materials to develop, benchmark, or support any competing datasets, models, analytics systems, or services;
(g) aggregate, combine, or otherwise use data obtained through the Services with external data sources in a manner that circumvents the restrictions set forth in this Agreement;
(h) use data obtained through the Services in violation of applicable law, including data protection, export control, or trade compliance laws.
(i) use the Services, Licensed Materials, or any outputs in a manner that enables any third party to access, replicate, or derive value from the Services in a way that circumvents the commercial model, usage restrictions, or licensing limitations set forth in this Agreement.
9.9 Third-Party Data
Certain data made available through the Services may be sourced from third-party providers.
Customer’s use of such data is subject to any additional restrictions imposed by such providers, as communicated through the Services or Documentation.
Slingshot disclaims all liability arising from Customer’s use of third-party data except to the extent required by applicable law.
9.10 Relationship to Data Rights Schedule
This Section 9 must be read in conjunction with the Data Rights Schedule.
In the event of a conflict between this Section 9 and the Data Rights Schedule, the Data Rights Schedule will control with respect to detailed data classifications, usage rights, and tier-based permissions, and this Section 9 will control with respect to ownership and baseline restrictions.
9.11 Feedback
Customer may provide suggestions, feedback, or recommendations regarding the Services (“Feedback”). Customer grants Slingshot a perpetual, irrevocable, worldwide, royalty-free, fully paid-up license to use, modify, incorporate, and otherwise exploit such Feedback without restriction and without any obligation to Customer.
10.1 AI Services
The Services will include where applicable artificial intelligence and machine learning capabilities (collectively, “AI Services”) that generate insights, predictions, recommendations, visualizations, natural language responses, or other outputs based on data processed through the platform (“AI Outputs”). AI Services may include, without limitation, predictive analytics, anomaly detection, automated insights, natural language interfaces, and AI-assisted data exploration tools.
Customer acknowledges that access to and use of AI Services may vary depending on the applicable Subscription Plan, Service Schedules, and features enabled within the Portal.
10.2 Nature of AI Outputs
Customer acknowledges and agrees that AI Outputs are generated through automated analytical processes and are probabilistic in nature. As a result, AI Outputs may be incomplete, inaccurate, or subject to limitations inherent in such systems.
AI Outputs are provided for informational and decision-support purposes only and are not intended to serve as a substitute for human judgment, professional advice, or independent analysis. Customer is solely responsible for evaluating, validating, and determining the suitability of any AI Outputs prior to reliance or use.
Unless expressly stated in an applicable Service Schedule, AI Outputs are not intended for use in connection with operational control systems, safety-critical environments, or regulated decision-making processes.
Customer will not rely on AI Outputs for life-critical, safety-critical, or mission-critical decisions without independent validation and appropriate human oversight.
10.3 Restrictions on AI Use
Customer will not, and will not permit any Customer User or third party to:
(a) use AI Outputs, the AI Services, or any portion of the Services to train, fine-tune, validate, or otherwise develop any machine learning or artificial intelligence models, systems, or algorithms that compete with, replicate, or substitute for the functionality of the Services, except as expressly permitted by Slingshot in writing;
(b) reverse engineer, decompile, disassemble, probe, test, or otherwise attempt to discover or extract the underlying models, algorithms, training data, or system architecture used in connection with the AI Services;
(c) use automated methods, including bots, scripts, or scraping tools, to systematically extract AI Outputs or otherwise harvest information from the AI Services;
(d) use AI Outputs in any manner that could result in harm to individuals, critical infrastructure, or regulated decision-making processes without appropriate human oversight;
(e) use the AI Services in violation of applicable laws, regulations, or industry standards;
(f) use AI Services in any manner that enables the extraction, replication, or inference of underlying models, training data, or system architecture;
(g) circumvent or attempt to circumvent technical or contractual restrictions applicable to AI Services; or
(h) expose Licensed Materials to external systems in a manner inconsistent with this Agreement; or
(i) use AI Outputs, Licensed Materials, or the Services to generate synthetic data, embeddings, or derivative representations intended for reuse in any external model, system, or dataset.
Without limiting the foregoing, Customer acknowledges that AI processing of Licensed Materials is limited to transient, session-based interactions. Customer will not retain, store, cache, or permit any third party or system to retain or store Licensed Materials beyond the duration of a discrete processing session, unless expressly authorized by Slingshot in writing.
Slingshot may, upon reasonable notice, request information or documentation reasonably necessary to verify Customer’s compliance with this Section 10.3. Customer will promptly cooperate in good faith with any such request and will provide accurate and complete information regarding its use of AI Services and Licensed Materials. Customer will maintain reasonable records sufficient to demonstrate such compliance.
10.4 Model Ownership
All machine learning models, algorithms, systems, training methodologies, and related intellectual property used in connection with the AI Services, including any improvements or enhancements thereto, are and will remain the exclusive property of Slingshot and its licensors.
Nothing in this Agreement grants Customer any ownership rights in or to such models, algorithms, or systems. Customer’s rights are limited to accessing and using AI Outputs as expressly permitted under this Agreement.
10.5 Model Improvement and Learning
Customer acknowledges that Slingshot may improve, enhance, and refine the AI Services over time. Such improvement activities may include the use of aggregated usage data, anonymized interaction data, and system performance telemetry derived from operation of the Services.
Slingshot will not use Customer Data to train or fine-tune machine learning models in a manner that identifies Customer or Customer Users, except as expressly agreed in writing.
For purposes of this Agreement, “model improvement” includes the use of aggregated or anonymized data that does not identify Customer, whereas “model training” refers to the use of identifiable Customer Data to directly train or fine-tune models.
10.6 No Training Rights for Customer
Customer does not acquire any right to access, use, or obtain training datasets, model weights, or other components of the AI Services. Customer may not use AI Outputs, the Services, or any related data to train, develop, or improve any independent machine learning or artificial intelligence systems, except as expressly permitted by Slingshot in writing.
10.7 AI Feature Availability
Certain AI Services or features may be designated as beta, preview, or experimental. Such features may be modified, suspended, or discontinued at any time and may not be subject to service level commitments, warranties, or support obligations.
10.8 Evolution of AI Services
Customer acknowledges that AI Services are evolving technologies and that Slingshot may update, modify, or enhance AI Services over time as models, algorithms, and platform capabilities improve. Slingshot will not materially reduce the core functionality of the AI Services purchased by Customer during the applicable subscription term.
11.1 API Access Rights
Subject to the terms and conditions of this Agreement, Slingshot may make available application programming interfaces (“APIs”) that enable programmatic access to certain Services. During the applicable subscription term, Slingshot grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use such APIs solely for Customer’s internal business purposes and only in connection with Customer’s authorized use of the Services.
Customer may use APIs only to the extent such APIs are included within Customer’s Subscription Plan or otherwise authorized under an applicable Order Form.
11.2 API Credentials and Authentication
Access to APIs requires authentication credentials issued by Slingshot, including API keys, tokens, or other credentials (“API Credentials”). Customer is responsible for maintaining the confidentiality and security of all API Credentials and will ensure that such credentials are used only by authorized Customer Users and systems operating on Customer’s behalf.
Customer will promptly notify Slingshot upon becoming aware of any unauthorized use, disclosure, or compromise of API Credentials. Slingshot may suspend or rotate API Credentials if it reasonably believes that such credentials have been compromised or misused.
11.3 API Usage Limits and Controls
Use of APIs is subject to technical and operational limitations established by Slingshot, including rate limits, throughput limits, concurrency restrictions, and other controls designed to ensure system stability and performance. Customer will not attempt to exceed, bypass, or circumvent such limitations.
Customer acknowledges that API usage may consume SPU credits or otherwise result in usage-based charges, and such usage will be measured and billed in accordance with Section 6.
11.4 API Integration Responsibilities
Customer is solely responsible for the development, implementation, operation, and maintenance of any integrations, applications, or systems that interact with the APIs. Customer will ensure that such integrations comply with this Agreement, applicable laws, and reasonable security practices.
Slingshot will not be responsible for any failure, disruption, or security issue arising from Customer’s integrations, including any misuse of APIs by Customer’s systems or third-party applications authorized by Customer.
11.5 Prohibited API Use
Customer will not, and will not permit any third party to, use the APIs in any manner that exceeds authorized usage, circumvents technical limitations, or attempts to access data, functionality, or systems not expressly made available through the APIs. Customer will not use APIs for the purpose of reverse engineering, extracting underlying data sets, or replicating the functionality of the Services.
11.6 API Modifications and Deprecation
Slingshot may modify, update, or deprecate APIs from time to time. Where reasonably practicable, Slingshot will provide advance notice of material changes that could adversely affect Customer’s integrations. Customer acknowledges that continued use of APIs may require updates to its integrations to maintain compatibility with updated API versions.
11.7 Suspension of API Access
Slingshot may suspend or restrict API access immediately upon notice if it reasonably determines that Customer’s use of the APIs:
(a) poses a risk to the security, integrity, or performance of the Services;
(b) violates this Agreement, including applicable usage limits or restrictions; or
(c) results in excessive or abnormal usage that could impact other customers or system stability.
Slingshot will use commercially reasonable efforts to limit the scope and duration of any such suspension and to restore access once the underlying issue is resolved.
11.8 Commercial Usage of APIs
Customer acknowledges that API usage may be subject to usage-based fees, rate limits, or other commercial restrictions, and agrees that all API usage will be measured and billed in accordance with this Agreement and the applicable Subscription Plan or Order Form.
12.1 Fees
Customer will pay all fees specified in each applicable Order Form, including, as applicable, fees associated with Subscription Plans, authorized Customer Users (or “seats”), usage-based consumption (including SPU credits), and any add-on Services or modules. Except as expressly provided in this Agreement, all fees are non-cancelable and non-refundable.
12.2 Subscription Fees
Subscription Plans may include recurring fees based on factors such as the number of authorized Customer Users, the level of access or functionality provided, and any included usage allocations, including SPU credits. Unless otherwise specified in an applicable Order Form, subscription fees will be billed in advance for the applicable subscription term.
Customer acknowledges that access to certain features, functionality, or Service levels may depend on the Subscription Plan selected and that such features may vary between plans.
12.3 Usage-Based Fees
Certain Services may be billed based on usage, including consumption of SPU credits or other usage-based metrics defined by Slingshot. Customer is responsible for all usage incurred under its Organization Account, including usage by Customer Users and Administrators.
If Customer exceeds any included usage allocations, such excess usage may result in additional charges, require the purchase of additional capacity, or be subject to automatic overage billing, in each case as specified in the applicable Order Form or as otherwise communicated through the Portal.
12.4 SPU Credits
SPU credits represent a unit of consumption within the Portal and may be required to access or perform certain Services. Unless otherwise specified in an applicable Order Form or Service Schedule, SPU credits are non-transferable, non-refundable, and may expire at the end of the applicable billing period. Unused SPU credits will not roll over to subsequent billing periods unless expressly stated otherwise.
Slingshot may modify SPU consumption rates or requirements for particular Services from time to time, provided that such modifications do not materially reduce the overall functionality of the Services purchased by Customer during the applicable subscription term.
12.5 Invoicing and Payment Terms
Unless otherwise specified in an applicable Order Form, Slingshot will invoice Customer in advance for subscription fees and in arrears for usage-based fees. All invoices are payable within thirty (30) days from the invoice date.
Any amounts not paid when due may accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law, from the due date until paid.
12.6 Suspension for Non-Payment
If Customer fails to pay any undisputed amounts when due, Slingshot may, upon written notice and after providing a reasonable opportunity to cure, suspend Customer’s access to the Services until such amounts are paid in full.
12.7 Taxes
All fees are exclusive of taxes, duties, levies, or similar governmental charges of any kind. Customer is responsible for all such taxes associated with its purchases under this Agreement, excluding taxes based on Slingshot’s net income.
12.8 Fee Adjustments
Slingshot may adjust pricing for Subscription Plans, usage rates, SPU consumption rates, or other fees upon renewal of the applicable subscription term or as otherwise specified in the applicable Order Form.
12.9 No Set-Off
Customer will pay all amounts due under this Agreement without set-off, deduction, or withholding, except as required by applicable law.
12.10 Payment Disputes
Except for good faith disputes raised in writing, Customer will not withhold, delay, or offset payment of any undisputed amounts due under this Agreement.
12.11 Usage Verification
Slingshot may monitor and verify Customer’s use of the Services to ensure compliance with this Agreement, including applicable usage limits, Subscription Plan restrictions, and fee obligations. Customer will maintain reasonable records sufficient to verify its use of the Services and will cooperate with Slingshot in good faith to resolve any discrepancies related to usage or billing. If Slingshot determines that Customer has exceeded permitted usage or underpaid fees, Customer will promptly pay any additional amounts owed.
12.12 Circumvention
Customer will not take any action intended to circumvent or avoid applicable fees, usage limits, subscription restrictions, or billing mechanisms, including through the creation of multiple accounts, manipulation of usage metrics, or use of unauthorized access methods.
13.1 Support Services
Slingshot will provide support services for the Services in accordance with the support terms applicable to Customer’s Subscription Plan and as further described in the applicable Service Schedule or support documentation. The scope, availability, and response times for support services may vary based on the Subscription Plan selected by Customer.
Customer acknowledges that support services are limited to issues related to the operation and availability of the Services and do not include support for Customer’s internal systems, third-party integrations, or configurations not controlled by Slingshot.
13.2 Service Level Commitments
To the extent that Slingshot provides service level commitments, including uptime targets or performance metrics, such commitments will be set forth exclusively in the applicable Service Schedule or Service Level Agreement (“SLA”).
Any service level commitments apply only to the Services expressly covered by the applicable SLA and only during the subscription term.
13.3 Exclusions
Service level commitments and support obligations do not apply to any unavailability, performance issues, or failures resulting from factors outside of Slingshot’s reasonable control, including failures caused by Customer’s systems, third-party services, integrations, or misuse of the Services.
In addition, beta, preview, early-access features, and Free Subscription Plans are excluded from all service level commitments and support obligations unless expressly stated otherwise.
13.4 Remedies
Customer’s sole and exclusive remedy for any failure by Slingshot to meet applicable service level commitments will be the service credits or other remedies expressly set forth in the applicable SLA.
To the maximum extent permitted by law, such service credits are Customer’s sole remedy for any performance or availability issues related to the Services.
13.5 No Guarantee of Error-Free Operation
Slingshot does not guarantee that the Services will be uninterrupted, error-free, or free from defects. Customer acknowledges that the Services are provided on shared infrastructure and may be subject to interruptions for maintenance, updates, or operational reasons.
13.6 Customer Cooperation
Customer will provide reasonable cooperation in connection with support requests, including providing relevant information, logs, and access necessary to diagnose and resolve issues. Slingshot’s support obligations are conditioned on Customer’s timely cooperation and compliance with reasonable support procedures.
13.7 No Operational Responsibility
Slingshot’s provision of support services does not constitute an assumption of operational responsibility for Customer’s systems, workflows, or decision-making processes. Customer remains solely responsible for its use of the Services and any outcomes resulting therefrom.
14.1 Security Program
Slingshot will maintain a commercially reasonable information security program designed to protect the confidentiality, integrity, and availability of Customer Data processed through the Services. Such program will include administrative, technical, and organizational safeguards appropriate to the nature of the Services and the sensitivity of the data processed.
14.2 Security Measures and Controls
Slingshot’s security measures may include controls relating to access management, system monitoring, vulnerability management, encryption, and incident response. Additional details regarding Slingshot’s security practices may be described in the applicable Security Schedule or Documentation.
Customer acknowledges that no security system is infallible and that Slingshot does not guarantee that the Services will be immune from unauthorized access, security incidents, or other vulnerabilities.
14.3 Customer Security Responsibilities
Customer is responsible for implementing and maintaining appropriate security measures within its own systems and environments, including securing access credentials, managing user permissions, and configuring the Services in accordance with the Documentation and applicable Service Schedules.
Customer will promptly notify Slingshot of any actual or suspected unauthorized access to the Services or Customer Data.
14.4 Security Incidents
In the event that Slingshot becomes aware of a confirmed unauthorized access to or acquisition of Customer Data resulting from a breach of Slingshot’s systems (“Security Incident”), Slingshot will notify Customer without undue delay and will take commercially reasonable steps to investigate and mitigate the effects of such Security Incident.
Slingshot’s obligations with respect to Security Incidents are limited to those set forth in this Agreement and any applicable Data Processing Addendum.
14.5 Data Processing Addendum
To the extent that Slingshot processes personal data on behalf of Customer, such processing will be governed by the Data Processing Addendum (“DPA”). In the event of a conflict between this Section and the DPA, the DPA will control with respect to personal data processing.
14.6 No Absolute Security Guarantee
Customer acknowledges that no system or service can be guaranteed to be completely secure, and Slingshot does not warrant that the Services will be free from all vulnerabilities, attacks, or unauthorized access.
14.7 Third-Party Requests
Customer acknowledges and agrees that Slingshot may disclose Customer Data and related information to third parties where required by applicable law, regulation, legal process, or governmental request (each, a “Third-Party Request”).
To the extent legally permitted, Slingshot will use commercially reasonable efforts to notify Customer of any such Third-Party Request prior to disclosure and will cooperate with Customer, at Customer’s expense, in seeking appropriate protective measures.
Customer agrees to reasonably cooperate with Slingshot in responding to any Third-Party Request relating to Customer’s use of the Services.
15.1 Definition of Confidential Information
“Confidential Information” means any non-public information disclosed by one party (“Disclosing Party”) to the other party (“Receiving Party”) that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, without limitation, technical information, software, models, data, business plans, pricing, product designs, security information, and the terms of this Agreement.
Confidential Information does not include information that the Receiving Party can demonstrate: (a) is or becomes publicly available without breach of this Agreement; (b) was known to the Receiving Party prior to disclosure without restriction; (c) is received from a third party without breach of any obligation of confidentiality; or (d) is independently developed without use of or reference to the Disclosing Party’s Confidential Information.
15.2 Use and Protection of Confidential Information
The Receiving Party will use the Disclosing Party’s Confidential Information solely for the purpose of performing its obligations or exercising its rights under this Agreement and for no other purpose.
The Receiving Party will not disclose Confidential Information to any third party except to its employees, contractors, Affiliates, or professional advisors who have a need to know such information for purposes of this Agreement and who are bound by confidentiality obligations no less protective than those set forth herein.
The Receiving Party will protect Confidential Information using at least the same degree of care it uses to protect its own confidential information of a similar nature, but in no event less than a reasonable standard of care.
15.3 Restrictions on Use
Without limiting the foregoing, the Receiving Party will not use the Disclosing Party’s Confidential Information for purposes of competitive analysis, benchmarking, or development of competing products or services, except as expressly permitted under this Agreement.
15.4 Compelled Disclosure
The Receiving Party may disclose Confidential Information to the extent required by applicable law, regulation, or valid legal process, provided that, to the extent legally permitted, the Receiving Party gives the Disclosing Party prior notice of such requirement and reasonably cooperates with the Disclosing Party’s efforts to seek confidential treatment or protective measures.
15.5 Duration of Confidentiality Obligations
The obligations set forth in this Section will continue during the term of this Agreement and for a period of five (5) years thereafter, except that obligations with respect to trade secrets will continue for so long as such information remains a trade secret under applicable law.
16.1 Mutual Warranties
Each party represents and warrants that it has the full right, power, and authority to enter into this Agreement and to perform its obligations hereunder, and that this Agreement constitutes a valid and binding obligation of such party, enforceable in accordance with its terms. Each party further represents and warrants that it will comply with all applicable laws and regulations in connection with its performance under this Agreement.
16.2 Slingshot Service Warranty
Slingshot warrants that the Services will be provided in a professional and workmanlike manner consistent with generally accepted industry standards for similar services.
16.3 Exclusive Remedy for Breach of Warranty
Customer’s sole and exclusive remedy, and Slingshot’s entire liability, for any breach of the warranty set forth in Section 16.2 will be for Slingshot, at its option, to use commercially reasonable efforts to correct the non-conforming Services. If Slingshot is unable to correct such non-conformity within a reasonable period of time, either party may terminate the affected Services, and Slingshot will provide a pro rata refund of any prepaid fees for the unused portion of the applicable subscription term.
16.4 Customer Warranties
Customer represents and warrants that it has all necessary rights, permissions, and legal authority to provide Customer Data to Slingshot and to permit Slingshot to process such data in accordance with this Agreement. Customer further represents and warrants that its use of the Services, including the use of Customer Data, will comply with this Agreement and all applicable laws and regulations.
16.5 AI Services Acknowledgment
Customer acknowledges that AI Services are inherently probabilistic and may produce outputs that are incomplete, inaccurate, or subject to limitations inherent in automated analytical systems. Customer is solely responsible for evaluating and validating AI Outputs prior to relying on them for any purpose.
16.6 Scope of Warranties
The warranties set forth in this Section apply solely to the Services as provided by Slingshot and do not apply to any third-party services, integrations, Customer Data, or Customer’s use of the Services in combination with external systems.
17.1 General Disclaimer
EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE SERVICES, PORTAL, AND ALL RELATED FUNCTIONALITY, DATA, AND OUTPUTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SLINGSHOT DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
17.2 No Guarantee of Performance or Results
SLINGSHOT DOES NOT WARRANT THAT THE SERVICES WILL MEET CUSTOMER’S SPECIFIC REQUIREMENTS OR EXPECTATIONS, OR THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE. SLINGSHOT DOES NOT WARRANT THAT ANY RESULTS, OUTPUTS, OR INSIGHTS GENERATED THROUGH THE SERVICES WILL BE ACCURATE, COMPLETE, OR RELIABLE.
17.3 AI Services Disclaimer
WITHOUT LIMITING THE FOREGOING, SLINGSHOT MAKES NO WARRANTIES WITH RESPECT TO AI SERVICES, AI OUTPUTS, OR ANY DATA, DATASETS, OR INFORMATION MADE AVAILABLE THROUGH THE SERVICES. AI OUTPUTS ARE GENERATED THROUGH AUTOMATED PROCESSES AND MAY BE INACCURATE, INCOMPLETE, OR SUBJECT TO INHERENT LIMITATIONS.
AI OUTPUTS AND ALL DATA PROVIDED THROUGH THE SERVICES ARE MADE AVAILABLE FOR INFORMATIONAL AND DECISION-SUPPORT PURPOSES ONLY AND ARE NOT A SUBSTITUTE FOR HUMAN JUDGMENT, PROFESSIONAL ADVICE, OR INDEPENDENT ANALYSIS. SLINGSHOT DOES NOT WARRANT THE ACCURACY, COMPLETENESS, RELIABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF ANY SUCH AI OUTPUTS, DATA, OR INFORMATION.
CUSTOMER IS SOLELY RESPONSIBLE FOR EVALUATING AND VALIDATING AI OUTPUTS AND ANY DATA PROVIDED THROUGH THE SERVICES PRIOR TO ANY USE OR RELIANCE.
17.4 Free Subscription Plan Disclaimer
ANY SERVICES PROVIDED UNDER A FREE SUBSCRIPTION PLAN ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND AND MAY BE MODIFIED, SUSPENDED, OR DISCONTINUED AT ANY TIME WITHOUT NOTICE OR LIABILITY. FREE SUBSCRIPTION PLANS ARE EXCLUDED FROM ANY SERVICE LEVEL COMMITMENTS, SUPPORT OBLIGATIONS, OR PERFORMANCE GUARANTEES UNLESS EXPRESSLY STATED OTHERWISE.
17.5 Third-Party Services Disclaimer
THE SERVICES MAY INTEROPERATE WITH, INCORPORATE, OR DEPEND UPON THIRD-PARTY PRODUCTS, SERVICES, DATA, SYSTEMS, OR INFRASTRUCTURE, INCLUDING ANY THIRD-PARTY DATA PROVIDERS OR SOURCES. SLINGSHOT DOES NOT WARRANT THE ACCURACY, COMPLETENESS, AVAILABILITY, TIMELINESS, SECURITY, OR RELIABILITY OF ANY SUCH THIRD-PARTY PRODUCTS, SERVICES, OR DATA, AND DISCLAIMS ALL LIABILITY ARISING FROM OR RELATED TO CUSTOMER’S USE OF OR RELIANCE ON ANY THIRD-PARTY PRODUCTS, SERVICES, DATA, SYSTEMS, OR INFRASTRUCTURE, INCLUDING ANY FAILURES, DELAYS, OR INACCURACIES ATTRIBUTABLE THERETO.
17.6 No Professional Advice; Decision-Support Use
THE SERVICES AND ANY OUTPUTS, INCLUDING AI OUTPUTS AND ANALYTICS OUTPUTS, ARE PROVIDED FOR INFORMATIONAL AND DECISION-SUPPORT PURPOSES ONLY AND DO NOT CONSTITUTE LEGAL, FINANCIAL, OPERATIONAL, OR OTHER PROFESSIONAL ADVICE.
CUSTOMER ACKNOWLEDGES THAT THE SERVICES RELY ON AUTOMATED, PROBABILISTIC, AND DATA-DRIVEN PROCESSES AND THAT OUTPUTS MAY BE INCOMPLETE, INACCURATE, OR SUBJECT TO LIMITATIONS INHERENT IN SUCH SYSTEMS. CUSTOMER IS SOLELY RESPONSIBLE FOR EVALUATING, VALIDATING, AND DETERMINING THE APPROPRIATENESS OF ANY OUTPUTS FOR ITS INTENDED USE.
CUSTOMER WILL NOT RELY ON THE SERVICES OR ANY OUTPUTS AS THE SOLE BASIS FOR ANY DECISION, INCLUDING ANY DECISION THAT MAY HAVE MATERIAL OPERATIONAL, FINANCIAL, LEGAL, REGULATORY, OR SAFETY IMPLICATIONS, WITHOUT APPROPRIATE INDEPENDENT VALIDATION AND HUMAN OVERSIGHT.
SLINGSHOT WILL HAVE NO LIABILITY FOR ANY DECISIONS MADE OR ACTIONS TAKEN BY CUSTOMER OR ANY THIRD PARTY IN RELIANCE ON THE SERVICES OR ANY OUTPUTS.
18.1 Indemnification by Slingshot
Slingshot will defend Customer against any third-party claim, demand, or proceeding (each, a “Claim”) to the extent such Claim alleges that the Services, as provided by Slingshot and used by Customer in accordance with this Agreement, infringe or misappropriate any third-party intellectual property rights. Slingshot will indemnify and hold Customer harmless from any damages, losses, liabilities, and costs (including reasonable attorneys’ fees) finally awarded against Customer by a court of competent jurisdiction or agreed to in settlement by Slingshot in connection with such Claim.
18.2 Exclusions from Slingshot Indemnification
Slingshot will have no obligation under Section 18.1 to the extent any Claim arises out of or relates to: (a) Customer Data or any data, content, or materials provided by or on behalf of Customer; (b) Customer’s use of the Services in violation of this Agreement or applicable law; (c) any modification of the Services not made by or on behalf of Slingshot; (d) the combination of the Services with any products, services, data, or materials not provided by Slingshot, if the Claim would not have arisen but for such combination; or (e) use of any beta, preview, or experimental features.
18.3 Indemnification by Customer
Customer will defend Slingshot against any Claim arising out of or relating to (a) Customer Data, including any allegation that such data infringes, misappropriates, or otherwise violates the rights of any third party; (b) Customer’s use of the Services in violation of this Agreement or applicable law; (c) Customer’s misuse of AI Outputs, including any use inconsistent with Section 10; or (d) Customer’s violation of applicable laws, regulations, or third-party rights.
Customer will indemnify and hold Slingshot harmless from any damages, losses, liabilities, and costs (including reasonable attorneys’ fees) finally awarded or agreed to in settlement in connection with such Claims.
18.4 Indemnification Procedures
The party seeking indemnification (the “Indemnified Party”) will promptly notify the other party (the “Indemnifying Party”) of any Claim for which it seeks indemnification, provided that any delay in providing notice will not relieve the Indemnifying Party of its obligations except to the extent it is materially prejudiced by such delay.
The Indemnifying Party will have sole control over the defense and settlement of the Claim, provided that it may not settle any Claim in a manner that imposes any liability, admission of fault, or obligation on the Indemnified Party without the Indemnified Party’s prior written consent, which will not be unreasonably withheld, conditioned, or delayed.
The Indemnified Party will provide reasonable cooperation in the defense of the Claim at the Indemnifying Party’s expense.
18.5 Mitigation Rights
If the Services become, or in Slingshot’s reasonable opinion are likely to become, the subject of a Claim under Section 18.1, Slingshot may, at its option and expense, (a) procure for Customer the right to continue using the affected Services, (b) modify or replace the affected Services so that they become non-infringing without materially reducing their functionality, or (c) terminate the affected Services and provide Customer with a pro rata refund of any prepaid fees for the unused portion of the applicable subscription term.
18.6 Exclusive Remedy
This Section 18 sets forth each party’s sole and exclusive liability, and the other party’s exclusive remedy, for any third-party claims relating to intellectual property infringement or misappropriation arising from the Services.
19.1 Excluded Damages
To the maximum extent permitted by applicable law, neither party will be liable to the other for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, business opportunities, goodwill, or anticipated savings, arising out of or related to this Agreement, regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise, and even if such party has been advised of the possibility of such damages.
19.2 General Liability Cap
Except as otherwise provided in this Section 19, each party’s total cumulative liability arising out of or related to this Agreement will not exceed the total fees paid or payable by Customer to Slingshot under this Agreement during the twelve (12) months preceding the event giving rise to the claim.
19.3 Increased Cap for Certain Claims
Notwithstanding Section 19.2, Slingshot’s total cumulative liability arising out of or related to (a) breaches of its confidentiality obligations under this Agreement, (b) security incidents resulting from Slingshot’s failure to implement reasonable safeguards as described in the Security Schedule, or (c) violations of its obligations under the Data Processing Addendum, will not exceed two (2) times the amount specified in Section 19.2.
19.4 Unlimited Liability
Nothing in this Agreement will limit or exclude either party’s liability for (a) death or personal injury caused by its negligence, (b) fraud or willful misconduct, or (c) any liability that cannot be limited or excluded under applicable law.
19.5 Exclusions from Limitation
The limitations set forth in Section 19.2 will not apply to (a) Customer’s payment obligations under this Agreement, (b) Customer’s breach of Section 8 (Acceptable Use), (c) Customer’s violation of Slingshot’s intellectual property rights, or (d) either party’s indemnification obligations under Section 18.
19.6 Allocation of Risk
The parties acknowledge and agree that the fees charged under this Agreement reflect the allocation of risk set forth in this Section 19, and that Slingshot would not enter into this Agreement without these limitations on liability.
20.1 Term
This Agreement will commence on the Effective Date and will remain in effect until all Subscription Plans and Order Forms entered into under this Agreement have expired or been terminated in accordance with this Section 20. Each Order Form will specify the applicable subscription term for the Services purchased by Customer.
20.2 Renewal
Unless otherwise specified in an applicable Order Form, Subscription Plans will automatically renew for successive renewal terms equal in duration to the initial subscription term unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term.
20.3 Termination for Cause
Either party may terminate this Agreement or any affected Order Form if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days after receiving written notice describing the breach in reasonable detail. Either party may also terminate this Agreement if the other party repeatedly or materially violates Section 8 (Acceptable Use) or becomes insolvent, enters bankruptcy, or ceases business operations.
20.4 Suspension of Services
Slingshot may suspend or restrict Customer’s access to the Services upon notice, which may be provided contemporaneously with such suspension, if Customer fails to pay undisputed fees when due, breaches Section 8 (Acceptable Use), or if such suspension is reasonably necessary to prevent harm to the Services, other customers, or third parties, or to comply with applicable law or a governmental request. Slingshot will use commercially reasonable efforts to limit the scope and duration of any suspension and to restore access promptly once the underlying issue is resolved.
Slingshot may suspend or restrict access to the Services immediately, without prior notice, if Slingshot reasonably determines that Customer’s use of the Services (a) poses a security risk, (b) may result in liability to Slingshot or any third party, or (c) may violate applicable law or regulation.
20.5 Termination for Convenience (Free Tier)
Slingshot may terminate or discontinue access to any Free Subscription Plan at any time without liability.
20.6 Effect of Termination
Upon termination or expiration of this Agreement for any reason, Customer’s right to access and use the Services will immediately cease, Customer will remain responsible for all fees accrued prior to termination, and all outstanding invoices will become immediately due and payable.
20.7 Data Access and Deletion
Following termination or expiration, Customer may access and retrieve Customer Data for a period of thirty (30) days, unless otherwise specified in an applicable Service Schedule or Order Form. After such period, Slingshot may irreversibly delete Customer Data in accordance with its data retention policies, unless otherwise required by applicable law.
20.8 Survival
The following provisions will survive expiration or termination of this Agreement: Sections 8 (Acceptable Use), 9 (Data Rights and Ownership), 10 (AI Services), 12 (Fees and Payment) to the extent of outstanding obligations, 15 (Confidentiality), 17 (Warranties and Disclaimers), 18 (Limitation of Liability), 19 (Indemnification), and any other provisions which by their nature should survive.
20.9 Transition Assistance (Optional)
If expressly agreed in an applicable Order Form, Slingshot may provide reasonable transition assistance following termination, subject to additional fees.
21.1 Service Modifications
Slingshot may modify, enhance, update, or discontinue aspects of the Portal or Services from time to time in order to improve functionality, maintain or enhance performance, address security or compliance requirements, or reflect changes in technology, infrastructure, or service offerings.
Slingshot will not materially reduce the core functionality of the Services purchased by Customer under the applicable Order Form and Service Schedule during the applicable subscription term, except where such modification is required to comply with applicable law, address a security risk, or prevent misuse of the Services.
21.2 Evolution of Services
Customer acknowledges that the Services are continuously evolving and may include changes to features, capabilities, user interfaces, data sources, models, analytics functionality, APIs, or underlying infrastructure.
Such changes may result in modifications to how certain features are accessed or configured, provided that the overall functionality of the Services remains materially consistent with the applicable Order Form and Service Schedule.
21.3 New Services and Features
Slingshot may make new Services, features, or functionality available through the Portal from time to time.
Customer may elect to access such new Services or features through the Portal or by entering into an applicable Order Form. Unless otherwise expressly stated, such new Services will be governed by this Agreement and the applicable Service Schedule and may be subject to additional terms, usage limits, or fees.
21.4 Changes to Documentation and Service Schedules
Slingshot may update Documentation, technical specifications, Service Schedules, or Subscription Plan details from time to time to reflect changes in the Services, provided that such updates do not materially reduce Customer’s rights or the core functionality of the Services during the applicable subscription term.
Where such updates materially affect Customer’s use of the Services, Slingshot will provide reasonable notice through the Portal or other appropriate communication channels.
21.5 API and Technical Changes
Slingshot may modify, update, or deprecate APIs, integrations, or technical interfaces from time to time. Where reasonably practicable, Slingshot will provide advance notice of material changes that may adversely affect Customer’s integrations.
Customer acknowledges that continued use of certain APIs or integrations may require Customer to update its systems to maintain compatibility with updated versions.
21.6 Discontinuation of Services
Slingshot may discontinue any individual Service, feature, or functionality upon reasonable prior notice to Customer, provided that, if such discontinuation materially affects Services purchased by Customer under an active Order Form, Slingshot will use commercially reasonable efforts to:
(a) provide a substantially similar replacement; or
(b) allow Customer to continue using the affected Service for the remainder of the applicable subscription term; or
(c) provide a pro rata refund of prepaid fees for the discontinued portion of the Services.
22.1 Independent Contractors
The parties are independent contractors, and nothing in this Agreement will be deemed to create any partnership, joint venture, fiduciary, or agency relationship between the parties. Neither party has the authority to bind the other or incur obligations on behalf of the other without prior written consent.
22.2 Assignment
Customer may not assign or transfer this Agreement, in whole or in part, without Slingshot’s prior written consent, which will not be unreasonably withheld, conditioned, or delayed, except that Customer may assign this Agreement without such consent in connection with a merger, acquisition, or sale of substantially all of its assets, upon written notice to Slingshot.
Slingshot may assign or transfer this Agreement without restriction, including to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of assets.
Any attempted assignment in violation of this Section will be null and void.
22.3 Subcontractors
Slingshot may use subcontractors, including cloud infrastructure providers and third-party service providers, to perform its obligations under this Agreement. Slingshot will remain responsible for the performance of its subcontractors in accordance with this Agreement.
22.4 Governing Law and Venue
This Agreement and any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, or interpretation thereof will be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws principles.
Each party irrevocably agrees that any legal action or proceeding arising out of or relating to this Agreement will be brought exclusively in the state or federal courts located in New York County, New York. Each party hereby irrevocably submits to the personal jurisdiction of such courts and waives any objection to venue in such courts, including any claim that such action or proceeding has been brought in an inconvenient forum.
EACH PARTY HEREBY WAIVES, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT.
22.5 Force Majeure
Neither party will be liable for any failure or delay in performance under this Agreement (other than payment obligations) to the extent caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, internet or infrastructure failures, or governmental actions. The affected party will use commercially reasonable efforts to mitigate the effects of such event and to resume performance as soon as practicable.
22.6 Notices
All legal notices under this Agreement must be in writing and will be deemed given when delivered by hand, sent by a nationally recognized courier, or sent by email to the designated notice addresses set forth in the applicable Order Form or as otherwise designated by the parties in writing.
22.7 Entire Agreement
This Agreement, together with all Order Forms, Service Schedules, the Data Processing Addendum, and any other documents incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, negotiations, or understandings, whether written or oral.
22.8 Amendments and Modifications
Except as otherwise expressly permitted in this Agreement, this Agreement may be amended only by a written document executed by authorized representatives of both parties.
Notwithstanding the foregoing, Slingshot may update Service Schedules, Documentation, or Subscription Plan details from time to time in accordance with this Agreement, provided that such updates do not materially reduce Customer’s rights during the applicable subscription term.
22.9 Waiver
No failure or delay by either party in exercising any right, power, or remedy under this Agreement will operate as a waiver of that right, power, or remedy. Any waiver must be in writing and will apply only to the specific instance for which it is given.
22.10 Severability
If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions will remain in full force and effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable while preserving its original intent.
22.11 Survival
Any provisions of this Agreement that by their nature should survive termination or expiration will survive, including, without limitation, provisions relating to payment obligations, data rights, confidentiality, disclaimers, indemnification, and limitations of liability.
22.12 Equitable Relief
Customer acknowledges and agrees that any breach of this Agreement, including any breach of restrictions relating to the Services, data, AI Services, or Slingshot’s intellectual property, may cause irreparable harm to Slingshot for which monetary damages would be inadequate.
Accordingly, Slingshot will be entitled to seek injunctive relief, specific performance, or other equitable remedies, without the requirement to post bond or prove actual damages, in addition to any other remedies available at law or in equity.
This Subscription Plan & Tier Matrix Schedule (this “Tier Schedule”) defines the features, access rights, usage limits, restrictions, and entitlements associated with each Subscription Plan made available through the Services.
This Tier Schedule forms part of the Agreement and applies to all access to and use of the Services by Customer.
This Tier Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this Tier Schedule and the Agreement, the Agreement will control unless this Tier Schedule expressly provides otherwise. In the event of a conflict between this Tier Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Subscription Plans
Slingshot makes available multiple subscription tiers (each, a “Subscription Plan”), which may include Free, Standard, Pro, and Enterprise offerings.
Each Subscription Plan provides Customer with a defined scope of access to the Services, including specific features, capabilities, usage limits, and entitlements, as set forth in this Tier Schedule, the applicable Service Schedules, the Documentation, and the applicable Order Form.
Customer’s rights to access and use the Services are strictly limited to:
Any access to or use of the Services beyond such scope is prohibited unless expressly authorized in writing by Slingshot.
2. Plan Entitlements and Limitations
2.1 Scope of Entitlements
Each Subscription Plan includes a defined set of entitlements, which may include access to specific Services, modules, or capabilities; allocations of SPU credits; user seat limitations; API access rights and rate limits; data access and export permissions; availability of AI Services; and applicable support or service level commitments.
Such entitlements are determined by Slingshot and may vary by Subscription Plan, Product Offering, and applicable Order Form.
2.2 Binding Nature of Plan Limits
Customer will not access or use the Services in excess of the features, entitlements, or limitations associated with its Subscription Plan.
Slingshot may enforce Subscription Plan limitations through technical, operational, or billing controls, including feature gating, rate limiting, throttling, usage-based charges, or suspension of access.
Any use of the Services that exceeds or circumvents applicable Subscription Plan limitations constitutes a material breach of the Agreement.
3. Tier Matrix
3.1 Summary of Subscription Plan Features
The following table summarizes key differences among Subscription Plans. This table is provided for convenience and must be read together with the applicable Service Schedules, which define Service-specific rights, limitations, and restrictions.
3.2 Interpretation of Tier Matrix
The Tier Matrix provides a high-level summary of Subscription Plan differences and does not modify or limit the detailed rights, restrictions, or obligations set forth in the Agreement, the applicable Service Schedules, or the applicable Order Form.
In the event of any inconsistency:
4. Tier-Based Rights and Restrictions
4.1 Variation of Rights by Subscription Plan
Customer acknowledges that access rights, permitted uses, and functional capabilities of the Services vary based on the applicable Subscription Plan.
Such variations may include differences in:
4.2 Commercial Differentiation of Tiers
Customer further acknowledges that Subscription Plans are designed to provide differentiated levels of access, functionality, and commercial rights.
Customer will not use the Services in a manner intended to replicate, approximate, or obtain the benefits of a higher-tier Subscription Plan without purchasing such Subscription Plan.
4.3 Enterprise Customization
Enterprise Subscription Plans may include customized features, entitlements, usage limits, data access rights, API permissions, service levels, and other terms as specified in the applicable Order Form.
In the event of any conflict between this Tier Schedule and an Enterprise Order Form, the Order Form will control.
5. Changes to Subscription Plans
5.1 Upgrades and Downgrades
Customer may upgrade or downgrade its Subscription Plan in accordance with the applicable Order Form or as otherwise permitted by Slingshot.
Upgrades may take effect immediately or at the start of the next billing cycle and may result in prorated charges. Downgrades will generally take effect at the end of the then-current subscription term unless otherwise specified.
5.2 Evolution of Subscription Plans
Slingshot may modify Subscription Plans, including features, pricing structures, and entitlements, from time to time.
Such changes will not materially reduce Customer’s rights under an active subscription term, except as required for security, legal, or operational reasons. Changes will apply upon renewal of the applicable subscription term unless otherwise agreed in writing.
6. Enforcement and Anti-Abuse Measures
Slingshot may monitor Customer’s use of the Services to ensure compliance with Subscription Plan limitations and the Agreement.
Without limiting the foregoing, Slingshot may:
Customer will not take any action intended to circumvent or avoid applicable Subscription Plan restrictions, usage limits, or billing mechanisms, including through the creation of multiple accounts, manipulation of usage metrics, or unauthorized access methods.
7. Relationship to Other Schedules
This Tier Schedule must be read in conjunction with:
This Data Services Schedule (this “Data Schedule”) governs Customer’s access to and use of data-related capabilities made available through the Services (“Data Services”). This Data Schedule forms part of the Agreement and applies to all Data Services accessed or used by Customer.
This Data Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this Data Schedule and the Agreement, the Agreement will control unless this Data Schedule expressly provides otherwise. In the event of a conflict between this Data Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Scope of Data Services
1.1 Data Services Overview
The Data Services consist of data access, ingestion, processing, enrichment, transformation, and delivery capabilities made available through the Portal, including access to datasets, data feeds, metadata, and analytics-ready data.
Data Services may include both Slingshot Data and data derived from the processing of Customer Data in accordance with the Agreement. Data Services are made available through user interfaces, application programming interfaces (APIs), export functionality, and other delivery mechanisms designated by Slingshot from time to time.
1.2 Relationship to Product Offerings
Data Services may be provided as part of one or more products, solutions, or offerings identified in an applicable Order Form (each, a “Product Offering”). Each Product Offering may include one or more data-related capabilities governed by this Data Schedule, together with other capabilities governed by separate Service Schedules.
Customer acknowledges that Product Offerings are comprised of modular capabilities and that Customer’s use of any Product Offering is subject to this Data Schedule to the extent such Product Offering includes Data Services.
1.3 Modular and Tier-Based Access
Customer’s access to Data Services is modular and may vary based on the applicable Subscription Plan, enabled datasets, data modules, feature sets, and the applicable Order Form.
Customer may access only those Data Services expressly included within its Subscription Plan or purchased under an applicable Order Form. Any access to Data Services beyond such scope is strictly prohibited unless expressly authorized in writing by Slingshot.
2. Access and Use of Data Services
2.1 Permitted Access and Use
Subject to the terms and conditions of the Agreement, Customer may access and use Data Services solely through the Portal and strictly in accordance with the Agreement, the applicable Subscription Plan, the Subscription Plan & Tier Matrix Schedule, and this Data Schedule.
Access to Data Services may be provided through dashboards, APIs, export tools, or other interfaces designated by Slingshot. Customer will access and use Data Services only through such authorized interfaces.
2.2 Usage Limits and Controls
Customer’s use of Data Services is subject to usage limits and controls, including limitations based on SPU consumption, API rate limits, dataset access permissions, query volumes, and other restrictions specified in the applicable Subscription Plan, Order Form, or Documentation.
Customer will not exceed, attempt to exceed, or otherwise circumvent such limits, including through the use of multiple accounts, automated access methods, alternative technical means, or any other mechanism intended to bypass applicable restrictions or controls.
2.3 Internal Use Restriction
Except as expressly permitted under the Agreement, Customer may use Data Services and any data obtained through the Services solely for its internal business purposes and not for the benefit of any third party, including as part of any service bureau, outsourcing arrangement, commercial offering, or external-facing product or service.
3. Data Access Rights by Category
3.1 Customer Data
Customer retains all right, title, and interest in and to Customer Data and may access, use, and export such data through the Services to the extent functionality is made available.
3.2 Slingshot Data
Customer may access Slingshot Data solely through the Services and strictly in accordance with the Agreement, the applicable Subscription Plan, and the applicable Service Schedules.
Except as expressly permitted, Customer will not download, extract, reproduce, distribute, sublicense, commercialize, or otherwise use Slingshot Data outside the Services or in any manner inconsistent with the Agreement.
3.3 Dataset Availability
Dataset availability may vary based on the applicable Subscription Plan, geographic or regulatory restrictions, third-party provider limitations, and system configuration.
Slingshot reserves the right to modify, replace, restrict, or discontinue datasets at any time, including where required by contractual, legal, or operational constraints, provided that such changes do not materially reduce the core Data Services purchased by Customer during the applicable subscription term, except as required for legal, security, or operational reasons.
4. Data Export and Extraction
4.1 Customer Data Export
Customer may export or download Customer Data through the Services where such functionality is made available, subject to applicable technical limitations and Documentation.
4.2 Restrictions on Slingshot Data Export
Customer may not export, download, extract, or otherwise remove Slingshot Data or datasets from the Services except where expressly permitted under the applicable Subscription Plan, the Subscription Plan & Tier Matrix Schedule, or an applicable Order Form.
4.3 Automated Extraction Restrictions
Customer will not use automated tools, scripts, bots, scraping technologies, or other data extraction methods to access, collect, or harvest data, datasets, or outputs from the Services except through authorized APIs or functionality expressly provided by Slingshot.
Customer will not use such authorized functionality in a manner that exceeds applicable usage limits, circumvents technical safeguards, or enables the systematic extraction, replication, or externalization of data in a manner inconsistent with the commercial model or restrictions set forth in this Agreement.
5. Restrictions on Data Use
In addition to the restrictions set forth in the Agreement, Customer will not, and will not permit any Customer User or third party to:
(a) use Data Services or any data obtained through the Services to create, develop, enhance, or distribute any dataset, database, model, or service that competes with, substitutes for, or replicates the functionality or commercial value of the Services;
(b) reconstruct, infer, reverse engineer, or attempt to derive underlying datasets, proprietary data structures, data sources, or methodologies from outputs, visualizations, or other results generated by the Services;
(c) use Data Services or any outputs in a manner that enables any third party to access, use, or derive value from the Services or underlying data in a manner that circumvents the access restrictions, usage limits, or commercial model set forth in the Agreement;
(d) combine data obtained through the Services with external data sources in a manner that violates applicable law, infringes third-party rights, or results in unauthorized disclosure or use of data; or
(e) use Data Services in violation of applicable laws, including export control, data protection, and trade compliance laws.
6. Third-Party Data
6.1 Third-Party Data Sources
Certain Data Services incorporate or rely upon data provided by third-party providers. Customer’s use of such data is subject to any additional restrictions imposed by such providers, as communicated through the Services or Documentation.
6.2 Disclaimer of Third-Party Data
Customer acknowledges that Slingshot does not control third-party data sources. Slingshot does not warrant the accuracy, completeness, availability, timeliness, or reliability of any third-party data and disclaims all liability arising from Customer’s reliance on or use of such data.
7. Data Dependencies and Availability
Customer acknowledges that Data Services depend on third-party data providers, external systems, network infrastructure, and data ingestion processes. Slingshot will not be responsible for any delays, interruptions, inaccuracies, or degradation of Data Services to the extent caused by such dependencies or other factors outside of Slingshot’s reasonable control.
8. Updates and Modifications to Data Services
Slingshot may update, modify, replace, or discontinue datasets, data sources, schemas, or data structures from time to time, including to improve accuracy, performance, or functionality, or to comply with legal, contractual, or operational requirements.
Such changes will not materially reduce the core Data Services purchased by Customer during the applicable subscription term, except as required for legal, security, or operational reasons.
9. Data Security and Compliance
Customer is responsible for ensuring that its use of Data Services complies with applicable laws and does not introduce malicious code, vulnerabilities, or harmful content into the Services.
Slingshot will maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect data processed through the Services, as further described in the Agreement and any applicable Security Schedule.
10. Relationship to Data Rights Schedule
This Data Schedule must be read in conjunction with the Data Rights Schedule. In the event of a conflict between this Data Schedule and the Data Rights Schedule, the Data Rights Schedule will control with respect to data ownership, licensing, and usage rights.
11. Evolution of Data Services
Customer acknowledges that Data Services are continuously evolving and may change over time. Slingshot may enhance, modify, or discontinue aspects of Data Services in accordance with the Agreement, provided that such changes do not materially reduce Customer’s rights during an active subscription term, except as required for legal, security, or operational reasons.
This Analytics Services Schedule (this “Analytics Schedule”) governs Customer’s access to and use of analytics, insights, reporting, visualization, and related analytical capabilities made available through the Services (the “Analytics Services”). This Analytics Schedule forms part of the Agreement and applies to all Analytics Services accessed or used by Customer.
This Analytics Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this Analytics Schedule and the Agreement, the Agreement will control unless this Analytics Schedule expressly provides otherwise. In the event of a conflict between this Analytics Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Scope of Analytics Services
1.1 Analytics Services Overview
The Analytics Services consist of tools, models, and functionalities that enable Customer to generate, access, interpret, and interact with analytics, insights, reports, dashboards, visualizations, and other analytical outputs derived from data processed through the Services (“Analytics Outputs”).
Analytics Services may incorporate and process Customer Data, Slingshot Data, Mixed Data, and Derived Data in accordance with the Agreement and the Data Rights Schedule. Analytics Services may be delivered through the Portal, APIs, embedded tools, or other interfaces designated by Slingshot.
1.2 Relationship to Product Offerings
Analytics Services may be provided as part of one or more products, solutions, or offerings identified in an applicable Order Form (each, a “Product Offering”). Each Product Offering may include one or more analytics-related capabilities governed by this Analytics Schedule, together with other capabilities governed by separate Service Schedules.
Customer acknowledges that Product Offerings are comprised of modular capabilities and that its use of any Product Offering is subject to this Analytics Schedule to the extent such Product Offering includes Analytics Services.
1.3 Modular and Tier-Based Access
Customer’s access to Analytics Services is modular and may vary based on the applicable Subscription Plan, enabled analytics features or modules, SPU consumption, and the applicable Order Form.
Customer may access only those Analytics Services expressly included within its Subscription Plan or purchased under an applicable Order Form. Any access to Analytics Services beyond such scope is prohibited unless expressly authorized in writing by Slingshot.
2. Access and Use of Analytics Services
2.1 Permitted Use
Subject to the terms and conditions of the Agreement, Customer may access and use Analytics Services solely through the Portal and strictly in accordance with the Agreement, the applicable Subscription Plan, the Subscription Plan & Tier Matrix Schedule, and this Analytics Schedule.
Customer will access Analytics Services only through interfaces and functionality expressly made available by Slingshot.
2.2 Analytics Outputs
Analytics Services generate outputs, including reports, dashboards, visualizations, summaries, models, forecasts, and system-generated insights (collectively, “Analytics Outputs”).
Analytics Outputs constitute Derived Outputs under the Agreement and are subject to the Data Rights Schedule and any applicable attribution, usage, or redistribution restrictions set forth in the Agreement, applicable Service Schedules, or Documentation.
2.3 Internal Use and External Distribution
Except as expressly permitted under the applicable Subscription Plan, Service Schedule, or Order Form, Customer may use Analytics Outputs solely for its internal business purposes.
To the extent Customer is permitted to distribute Analytics Outputs externally, such distribution must comply with all applicable restrictions set forth in the Agreement, including any attribution, branding, or usage requirements specified by Slingshot. Customer will not misrepresent the source, methodology, or accuracy of any Analytics Outputs or present such outputs in a manner that is misleading or deceptive.
Customer will ensure that any third party receiving Analytics Outputs complies with all applicable restrictions, limitations, and attribution requirements set forth in the Agreement.
3. Usage Limitations
Customer’s use of Analytics Services is subject to usage limits and controls, including limitations based on SPU consumption, compute and processing capacity, feature availability by Subscription Plan, and any thresholds specified in the applicable Subscription Plan, Order Form, or Documentation.
Customer will not exceed, attempt to exceed, or otherwise circumvent such limits, including through automated means, account manipulation, or alternative technical methods.
4. Restrictions on Analytics Use
In addition to the restrictions set forth in the Agreement, Customer will not, and will not permit any Customer User or third party to:
(a) use Analytics Services or Analytics Outputs to create, develop, enhance, or offer any analytics product or service that competes with, substitutes for, or replicates the functionality or commercial value of the Services;
(b) reverse engineer, reconstruct, infer, or otherwise attempt to derive underlying models, algorithms, datasets, or methodologies from Analytics Outputs or the Analytics Services;
(c) use Analytics Outputs to reconstruct, replicate, or approximate Slingshot Data or proprietary datasets;
(d) use Analytics Services or outputs in a manner that enables any third party to access, use, or derive value from the Services in a manner that circumvents the commercial model or restrictions set forth in the Agreement;
(e) use Analytics Services or Analytics Outputs in connection with any unlawful, harmful, deceptive, or misleading activity; or
(f) use Analytics Outputs in a manner that suggests endorsement by Slingshot or any third-party data provider unless expressly authorized in writing.
5. Accuracy and Limitations
Customer acknowledges that Analytics Outputs are generated based on available data, models, configurations, and system conditions, and may be incomplete, inaccurate, or subject to change.
Analytics Outputs are dependent on the quality, completeness, and timeliness of underlying data and the assumptions, parameters, and methodologies applied within the Services. Analytics Outputs are provided for informational and analytical purposes only and do not constitute professional advice, guarantees, or assurances of performance or outcome.
6. Responsibility for Use
Customer is solely responsible for evaluating, validating, and determining the appropriateness of any Analytics Outputs for its intended use, and for any decisions, actions, or outcomes resulting from its use of Analytics Services.
Customer will not rely on Analytics Outputs as the sole basis for any decision that may have material operational, financial, legal, regulatory, or safety implications without appropriate independent validation and human oversight.
7. Integration with AI Services
Analytics Services may incorporate or rely upon AI Services. To the extent Analytics Outputs include AI-generated components, such components are subject to the AI Governance Schedule in addition to this Analytics Schedule.
In the event of any conflict with respect to AI-related functionality or restrictions, the AI Governance Schedule will control.
8. Data Dependencies
Customer acknowledges that Analytics Services depend on Customer Data, Slingshot Data, third-party data sources, and system configurations and integrations.
Slingshot will not be responsible for any inaccuracies, limitations, or deficiencies in Analytics Outputs to the extent resulting from the quality, availability, or characteristics of such inputs or dependencies.
9. Updates and Evolution
Slingshot may update, modify, enhance, or reconfigure Analytics Services from time to time, including changes to models, algorithms, visualization formats, reporting structures, and analytical methodologies.
Such changes will not materially reduce the core functionality of the Analytics Services purchased by Customer during the applicable subscription term, except as required for legal, security, or operational reasons.
10. Relationship to Other Schedules
This Analytics Schedule must be read in conjunction with the Data Rights Schedule, the AI Governance Schedule, the Subscription Plan & Tier Matrix Schedule, and the applicable Service Schedules.
In the event of a conflict, the Data Rights Schedule will control with respect to data ownership and usage rights, and the AI Governance Schedule will control with respect to AI-related restrictions, permitted uses, and risk allocation.
API & Integration Services Schedule
This API & Integration Services Schedule (this “API Schedule”) governs Customer’s access to and use of application programming interfaces, developer tools, and integration capabilities made available through the Services (the “API Services”). This API Schedule forms part of the Agreement and applies to all API Services accessed or used by Customer.
This API Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this API Schedule and the Agreement, the Agreement will control unless this API Schedule expressly provides otherwise. In the event of a conflict between this API Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Scope of API Services
1.1 Overview of API Services
The API Services consist of application programming interfaces, developer tools, and related integration capabilities that enable Customer to access, interact with, and integrate certain features and functionality of the Services programmatically.
API Services may provide access to data, analytics, AI capabilities, or other functionality made available through the Services, subject to the limitations and restrictions set forth in the Agreement, this API Schedule, and the applicable Service Schedules.
1.2 Relationship to Product Offerings
API Services may be provided as part of one or more Product Offerings identified in an applicable Order Form. Each Product Offering may include one or more API-enabled capabilities governed by this API Schedule, together with other capabilities governed by separate Service Schedules.
Customer acknowledges that its use of any Product Offering is subject to this API Schedule to the extent such Product Offering includes API Services.
1.3 Modular and Tier-Based Access
Customer’s access to API Services is modular and may vary based on the applicable Subscription Plan, enabled API features, SPU allocations, rate limits, and the applicable Order Form.
Customer may access only those API Services expressly included within its Subscription Plan or purchased under an applicable Order Form. Any access to API Services beyond such scope is prohibited unless expressly authorized in writing by Slingshot.
2. API Access and Authentication
2.1 API Credentials
Customer may access API Services solely through credentials, tokens, keys, or other authentication mechanisms issued by or through the Portal (“API Credentials”).
Customer will maintain the confidentiality and security of all API Credentials and will not share, disclose, or expose such credentials except as necessary for authorized use of the API Services in accordance with the Agreement.
2.2 Authorized Access
Customer will access API Services only through authorized endpoints, protocols, and methods designated by Slingshot. Customer will not attempt to bypass authentication mechanisms or access restricted or undocumented API functionality.
3. Usage Limits and Controls
3.1 API Rate Limits and Quotas
Customer’s use of API Services is subject to rate limits, request quotas, concurrency limits, SPU consumption, and other usage restrictions defined by the applicable Subscription Plan, Order Form, or Documentation.
Slingshot may enforce such limits through technical controls, including throttling, rate limiting, request blocking, or temporary suspension of API access.
3.2 Prohibition on Circumvention
Customer will not exceed, attempt to exceed, or otherwise circumvent API usage limits or restrictions, including through the use of multiple API keys, distributed request strategies, automated scripts, or any other method intended to bypass applicable controls.
4. Integration Responsibilities
4.1 Customer Integrations
Customer is solely responsible for the development, implementation, operation, and maintenance of any integrations, applications, or systems that utilize the API Services (“Customer Integrations”).
Customer will ensure that all Customer Integrations:
4.2 Responsibility for Downstream Use
Customer is responsible for all access to and use of the API Services through its API Credentials, including any use by Customer Integrations or third-party systems acting on Customer’s behalf.
Customer will ensure that any third-party system or service accessing API Services through Customer’s credentials complies with all applicable terms and restrictions of the Agreement.
5. Restrictions on API Use
In addition to the restrictions set forth in the Agreement, Customer will not, and will not permit any Customer User or third party to:
(a) use API Services to extract, replicate, or systematically collect data, outputs, or functionality from the Services in a manner that substitutes for direct access to the Services or circumvents the commercial model;
(b) use API Services to create, develop, or support any product or service that competes with, replicates, or substitutes for the Services;
(c) reverse engineer, probe, test, or otherwise attempt to discover undocumented APIs, endpoints, or system behavior;
(d) use API Services in a manner that degrades, disrupts, or interferes with the performance, integrity, or security of the Services;
(e) expose API Services, data, or outputs to third parties in a manner inconsistent with the Agreement or applicable Subscription Plan; or
(f) use API Services in violation of applicable laws, regulations, or third-party rights.
6. Data Access via APIs
Any data accessed through API Services, including Customer Data, Slingshot Data, or Derived Outputs, is subject to the Data Rights Schedule and all applicable restrictions set forth in the Agreement.
Customer will not use API Services to extract or externalize data in a manner that violates data access restrictions, download limitations, or redistribution controls applicable to the Services.
7. Monitoring and Enforcement
Slingshot may monitor Customer’s use of API Services to ensure compliance with the Agreement, including usage limits, Subscription Plan restrictions, and security requirements.
Slingshot may suspend, restrict, or terminate API access immediately upon determining that Customer’s use of API Services:
8. Changes to API Services
Slingshot may update, modify, or discontinue API Services from time to time, including changes to endpoints, protocols, authentication methods, or functionality.
Customer is responsible for updating its integrations to accommodate such changes. Slingshot will use reasonable efforts to provide advance notice of material changes where practicable.
Such changes will not materially reduce the core API functionality purchased by Customer during the applicable subscription term, except as required for legal, security, or operational reasons.
9. Relationship to Other Schedules
This API Schedule must be read in conjunction with the Data Rights Schedule, the Analytics Services Schedule, the AI Services Schedule, the AI Governance Schedule, the Subscription Plan & Tier Matrix Schedule, and the applicable Service Schedules.
In the event of a conflict, the Data Rights Schedule will control with respect to data ownership and usage rights, and the AI Governance Schedule will control with respect to AI-related restrictions.
Processing & Compute Services Schedule
This Processing & Compute Services Schedule (this “Processing Schedule”) governs Customer’s access to and use of processing, compute, and execution capabilities made available through the Services (the “Processing Services”), including all activities that consume Slingshot Processing Units (“SPUs”).
This Processing Schedule forms part of the Agreement and applies to all Processing Services accessed or used by Customer.
This Processing Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this Processing Schedule and the Agreement, the Agreement will control unless this Processing Schedule expressly provides otherwise. In the event of a conflict between this Processing Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Scope of Processing Services
1.1 Overview of Processing Services
The Processing Services consist of compute, processing, execution, and infrastructure capabilities made available by Slingshot to enable Customer to perform data processing, analytics execution, model execution, simulations, transformations, and other compute-intensive operations through the Services.
Processing Services may be utilized independently or in connection with other Services, including Data Services, Analytics Services, AI Services, and API Services.
1.2 Relationship to Product Offerings
Processing Services may be provided as part of one or more Product Offerings identified in an applicable Order Form. Each Product Offering may include one or more processing or compute-related capabilities governed by this Processing Schedule, together with other capabilities governed by separate Service Schedules.
Customer acknowledges that its use of any Product Offering is subject to this Processing Schedule to the extent such Product Offering includes Processing Services.
1.3 Modular and Tier-Based Access
Customer’s access to Processing Services is modular and may vary based on the applicable Subscription Plan, SPU allocations, enabled features, processing capabilities, and the applicable Order Form.
Customer may access only those Processing Services expressly included within its Subscription Plan or purchased under an applicable Order Form.
2. SPU-Based Consumption Model
2.1 SPU Consumption
Use of Processing Services consumes SPUs based on processing activity, compute resource utilization, execution duration, data volume, model execution, or other system-defined metrics.
Processing activities that may result in SPU consumption include, without limitation:
2.2 Variable Consumption
Customer acknowledges that SPU consumption may vary based on workload characteristics, including data size, query complexity, execution frequency, concurrency, and system configuration.
Slingshot does not guarantee fixed SPU consumption for any given operation or workload.
2.3 SPU Allocation and Exhaustion
Customer’s use of Processing Services is limited by the SPU allocation associated with its Subscription Plan or as otherwise specified in an applicable Order Form.
If Customer exhausts its available SPU allocation, Slingshot may, without liability:
3. Usage Limits and Controls
Customer’s use of Processing Services is subject to usage limits and controls, including SPU allocations, concurrency limits, execution limits, and other restrictions specified in the applicable Subscription Plan, Order Form, or Documentation.
Customer will not exceed, attempt to exceed, or otherwise circumvent such limits, including through parallelization strategies, automated workloads, distributed processing techniques, or other methods designed to bypass system controls or pricing mechanisms.
4. Monitoring and Visibility
Customer may monitor its SPU usage, processing activity, and consumption patterns through dashboards, reporting tools, or other functionality made available through the Portal.
Customer is solely responsible for monitoring its usage of Processing Services and managing consumption within its allocated SPU limits.
5. Restrictions on Processing Services
In addition to the restrictions set forth in the Agreement, Customer will not, and will not permit any Customer User or third party to:
(a) use Processing Services in a manner that circumvents or undermines applicable SPU consumption models, pricing structures, or usage controls;
(b) use Processing Services to perform unauthorized bulk processing, high-volume workloads, or distributed execution designed to avoid usage limits or fees;
(c) use Processing Services to support or operate any external service, platform, or application that replicates or competes with the Services;
(d) introduce workloads, code, or processes that degrade, disrupt, or interfere with the performance, integrity, or security of the Services; or
(e) use Processing Services in violation of applicable laws, regulations, or third-party rights.
6. Performance and Resource Allocation
Processing Services are provided on a shared infrastructure basis. Slingshot may allocate compute resources dynamically among customers and workloads to maintain system performance, reliability, and availability.
Slingshot does not guarantee uninterrupted processing capacity, specific execution speeds, or dedicated compute resources unless expressly agreed in writing.
7. Changes to Processing Services
Slingshot may update, modify, or enhance Processing Services from time to time, including changes to compute infrastructure, processing frameworks, execution environments, and SPU calculation methodologies.
Such changes will not materially reduce the core Processing Services purchased by Customer during the applicable subscription term, except as required for legal, security, or operational reasons.
8. Relationship to Other Schedules
This Processing Schedule must be read in conjunction with the Data Rights Schedule, the Analytics Services Schedule, the AI Services Schedule, the API & Integration Services Schedule, and the Subscription Plan & Tier Matrix Schedule.
In the event of a conflict, the Data Rights Schedule will control with respect to data ownership and usage rights, and the applicable Service Schedule will control with respect to service-specific functionality.
This Data Rights Schedule (this “Data Rights Schedule”) governs the ownership, access, use, processing, and rights associated with data, datasets, and outputs made available through or generated by the Services.
This Data Rights Schedule forms part of the Agreement and applies to all data accessed, processed, or generated through the Services.
This Data Rights Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this Data Rights Schedule and the Agreement, the Agreement will control unless this Data Rights Schedule expressly provides otherwise. In the event of a conflict between this Data Rights Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Data Categories
1.1 Customer Data
“Customer Data” means all data, information, or content submitted to, uploaded to, or otherwise provided by or on behalf of Customer through the Services.
As between the parties, Customer retains all right, title, and interest in and to Customer Data.
1.2 Slingshot Data
“Slingshot Data” means all data, datasets, content, and information made available by Slingshot through the Services, including proprietary datasets, aggregated datasets, and data obtained from third-party sources.
As between the parties, Slingshot retains all right, title, and interest in and to Slingshot Data.
1.3 Mixed Data
“Mixed Data” means data generated through the combination, integration, or interaction of Customer Data and Slingshot Data within the Services.
For clarity, the creation of Mixed Data does not alter or transfer ownership of the underlying Customer Data or Slingshot Data.
1.4 Derived Data
“Derived Data” means data generated by or on behalf of Slingshot through the processing, transformation, aggregation, analysis, or use of Customer Data, Mixed Data, or operation of the Services, excluding Derived Outputs.
Derived Data does not include data that identifies Customer or Customer Users unless expressly agreed in writing.
1.5 Derived Outputs
“Derived Outputs” means outputs, reports, analytics, visualizations, insights, predictions, or other results generated by the Services and made available to Customer.
Derived Outputs are distinct from Derived Data and are provided to Customer subject to the terms and conditions of the Agreement.
2. Rights in Customer Data
2.1 License to Slingshot
Customer grants Slingshot a limited, non-exclusive, worldwide, royalty-free license to host, store, process, analyze, transmit, and otherwise use Customer Data solely as necessary to:
2.2 Customer Responsibilities
Customer represents and warrants that it has obtained and will maintain all rights, permissions, consents, and lawful bases necessary to provide Customer Data to the Services and to permit its use by Slingshot as contemplated under the Agreement.
Customer is solely responsible for the accuracy, quality, and legality of Customer Data.
3. Rights in Slingshot Data
Customer may access and use Slingshot Data solely through the Services and strictly in accordance with the Agreement, the applicable Subscription Plan, the Subscription Plan & Tier Matrix Schedule, and applicable Service Schedules.
Except as expressly permitted in writing, Customer will not:
4. Mixed Data
Mixed Data may be processed and used by the Services to generate analytics, insights, and outputs.
Nothing in the Agreement will be construed to grant Customer any ownership rights in Slingshot Data or to grant Slingshot any ownership rights in Customer Data.
Any rights or limitations relating to Mixed Data may be further specified in applicable Service Schedules or the Tier Schedule.
5. Derived Data
Slingshot may use Derived Data, provided that such Derived Data does not identify Customer or Customer Users, for purposes including:
Slingshot will not use Derived Data in a manner that identifies Customer unless expressly permitted in writing.
6. Derived Outputs
6.1 Customer Rights
Subject to the terms and conditions of the Agreement, Customer may access and use Derived Outputs generated through the Services.
6.2 Redistribution
To the extent expressly permitted under the applicable Subscription Plan, the Subscription Plan & Tier Matrix Schedule, or an applicable Order Form, Customer may redistribute Derived Outputs externally, provided that such redistribution:
6.3 Attribution and Flow-Down Requirements
Where specified by Slingshot, Customer will include appropriate attribution or branding in connection with any external distribution of Derived Outputs.
Customer will ensure that any third party receiving Derived Outputs complies with all applicable restrictions, attribution requirements, and limitations set forth in the Agreement.
7. Data Export and Extraction Rights
7.1 Customer Data Export
Customer may export or download Customer Data through the Services where such functionality is made available.
7.2 Restrictions on Slingshot Data Export
Customer may not export, download, or otherwise extract Slingshot Data or datasets except where expressly permitted under the applicable Subscription Plan, the Subscription Plan & Tier Matrix Schedule, or an applicable Order Form.
7.3 Automated Extraction Restrictions
Customer will not use automated tools, scripts, bots, or similar technologies to extract data, datasets, or outputs from the Services except through authorized APIs or functionality expressly provided by Slingshot.
Customer will not use such authorized functionality in a manner that exceeds permitted usage limits or circumvents applicable technical or commercial controls.
8. Restrictions on Data Use
In addition to the restrictions set forth in the Agreement, Customer will not, and will not permit any Customer User or third party to:
(a) use data obtained through the Services to create, replicate, or distribute competing datasets, products, or services;
(b) reconstruct, infer, or attempt to derive underlying datasets, proprietary data structures, or data sources;
(c) use data or outputs in a manner that enables third parties to access or derive value from the Services in a manner that circumvents the commercial model or restrictions set forth in the Agreement;
(d) combine data obtained through the Services with external data sources in a manner that violates applicable law or third-party rights; or
(e) use any data, outputs, or information obtained through the Services to train, fine-tune, validate, or develop machine learning or artificial intelligence models, except as expressly permitted by Slingshot in writing.
9. Tier-Based Data Rights
Customer acknowledges that data access rights, usage rights, export permissions, and redistribution rights may vary based on the applicable Subscription Plan, the Subscription Plan & Tier Matrix Schedule, and the applicable Order Form.
Such variations may include, without limitation:
10. Third-Party Data
Certain data made available through the Services may be sourced from third-party providers. Customer’s use of such data is subject to any additional restrictions imposed by such providers, as communicated through the Services or Documentation.
Slingshot does not warrant the accuracy, completeness, availability, or reliability of third-party data and disclaims all liability arising from Customer’s use of such data.
11. Data Compliance and Use
Customer will comply with all applicable laws in connection with its access to and use of data through the Services, including applicable data protection, export control, sanctions, and trade compliance laws.
Customer will not access or use data through the Services in or for the benefit of any jurisdiction, entity, or individual subject to applicable sanctions or export restrictions.
12. Relationship to Other Schedules
This Data Rights Schedule must be read in conjunction with the Data Services Schedule, the Analytics Services Schedule, the AI Services Schedule, the AI Governance Schedule, the API & Integration Services Schedule, and the Subscription Plan & Tier Matrix Schedule.
In the event of a conflict, this Data Rights Schedule will control with respect to data ownership, licensing, and usage rights.
AI Governance Schedule
This AI Governance Schedule (this “AI Governance Schedule”) governs the permissible use, restrictions, compliance obligations, and allocation of risk associated with artificial intelligence and machine learning capabilities made available through the Services (the “AI Services”).
This AI Governance Schedule forms part of the Agreement and applies to all access to and use of AI Services by Customer and its Customer Users.
This AI Governance Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this AI Governance Schedule and the Agreement, the Agreement will control unless this AI Governance Schedule expressly provides otherwise. In the event of a conflict between this AI Governance Schedule and another Service Schedule, this AI Governance Schedule will control with respect to permissible uses, restrictions, and risk allocation relating to AI Services.
1. Nature of AI Services
Customer acknowledges that the AI Services utilize automated, probabilistic, and model-driven processes to generate outputs, including predictions, recommendations, classifications, summaries, and other analytical or generative results (“AI Outputs”).
AI Outputs are generated based on available data, system configurations, and underlying models, and may vary depending on inputs, context, and system conditions. AI Outputs are inherently subject to limitations, including potential inaccuracies, incompleteness, variability, and model bias.
2. Decision-Support Use Only
AI Services and AI Outputs are provided solely for informational and decision-support purposes and are not intended to substitute for independent judgment, professional advice, or human review.
Customer is solely responsible for evaluating, validating, and determining the appropriateness of any AI Outputs prior to reliance or use. Customer will not rely on AI Outputs as the sole basis for any decision that may have material operational, financial, legal, regulatory, or safety implications without appropriate human oversight and independent validation.
3. Permitted Use Framework
Customer will access and use AI Services only in a manner that is:
Customer is responsible for implementing appropriate internal controls, policies, and review processes governing its use of AI Services.
4. Prohibited Uses
Customer will not, and will not permit any Customer User or third party to:
(a) use AI Services or AI Outputs in violation of any applicable law, regulation, or governmental requirement, including laws relating to data protection, export controls, or automated decision-making;
(b) use AI Services for any unlawful, harmful, deceptive, fraudulent, or misleading purpose, including generating outputs intended to misrepresent facts, impersonate individuals or entities, or deceive third parties;
(c) use AI Services or AI Outputs to develop, train, fine-tune, validate, or otherwise improve any artificial intelligence or machine learning models, systems, or datasets, except as expressly permitted by Slingshot in writing;
(d) reverse engineer, decompile, disassemble, probe, test, or otherwise attempt to discover or derive underlying models, algorithms, training data, or system architecture;
(e) circumvent or attempt to circumvent any technical, contractual, or usage-based restrictions applicable to the AI Services; or
(f) use AI Services or AI Outputs in a manner that enables third parties to access, replicate, or derive value from the Services in a manner that circumvents the commercial model or restrictions set forth in the Agreement.
5. Safety-Critical and Regulated Uses
Customer will not use, and will not permit the use of, AI Services or AI Outputs as the sole basis for decisions in any context that may have material safety, operational, financial, legal, or regulatory consequences without appropriate human oversight and independent validation.
Without limiting the foregoing, Customer will not use AI Services in connection with:
unless such use is expressly approved in writing by Slingshot and implemented with appropriate safeguards.
6. Customer Responsibility and Accountability
Customer is solely responsible for all use of AI Services and AI Outputs, including all decisions, actions, and outcomes arising from such use.
Customer will ensure that its use of AI Services:
Slingshot will have no liability for any decisions made or actions taken by Customer in reliance on AI Outputs.
7. Protection of AI Systems and Models
Customer will not, and will not permit any third party to:
(a) access or use AI Services for purposes of benchmarking, testing, or evaluating competing products or services without Slingshot’s prior written consent;
(b) extract, replicate, infer, or attempt to infer underlying models, parameters, weights, training methodologies, or system architecture;
(c) use automated methods to systematically collect, aggregate, or externalize AI Outputs beyond functionality expressly provided by the Services; or
(d) use AI Outputs, Licensed Materials, or the Services to generate synthetic datasets, embeddings, or derivative representations intended for reuse in external systems, models, or datasets.
8. Evolution and Modification of AI Services
Customer acknowledges that AI Services are continuously evolving and may be updated, modified, enhanced, or replaced from time to time, including changes to models, algorithms, features, functionality, and performance characteristics.
Such changes may affect the nature, format, or content of AI Outputs. Slingshot will not materially reduce the core functionality of AI Services purchased by Customer during the applicable subscription term, except as required for legal, security, or operational reasons.
9. Data Use in AI Services
The use of data in connection with AI Services is governed by the Data Rights Schedule.
Without limiting the foregoing:
10. Prohibition on Model Training
Customer will not use any data, outputs, or information obtained through the AI Services to train, fine-tune, validate, or otherwise develop any machine learning or artificial intelligence models, systems, or datasets, except as expressly permitted by Slingshot in writing.
11. Compliance with Applicable Laws
Customer will comply with all applicable laws, regulations, and regulatory guidance relating to artificial intelligence, automated decision-making systems, and data processing, including requirements relating to transparency, accountability, explainability, auditability, and human oversight.
Customer is responsible for determining whether its use of AI Services is subject to any regulatory regime and for ensuring compliance with such requirements.
12. Relationship to Other Schedules
This AI Governance Schedule must be read in conjunction with the AI Services Schedule, the Data Rights Schedule, the Analytics Services Schedule, the API & Integration Services Schedule, and the Subscription Plan & Tier Matrix Schedule.
In the event of any conflict, this AI Governance Schedule will control with respect to permissible use, restrictions, compliance obligations, and allocation of risk associated with AI Services.
Operational Decision Support Services Schedule
This Operational Decision Support Services Schedule (this “Operational Schedule”) governs Customer’s access to and use of operational monitoring, analysis, and decision-support capabilities made available through the Services (the “Operational Services”).
This Operational Schedule forms part of the Agreement and applies to all Operational Services accessed or used by Customer.
This Operational Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this Operational Schedule and the Agreement, the Agreement will control unless this Operational Schedule expressly provides otherwise. In the event of a conflict between this Operational Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Scope of Operational Services
1.1 Overview of Operational Services
The Operational Services consist of tools, interfaces, and capabilities that enable Customer to monitor, analyze, evaluate, and manage operational scenarios, conditions, and environments through the Services.
Operational Services may include dashboards, alerts, scenario analysis tools, workflow interfaces, and decision-support systems that incorporate data, analytics, and AI-driven insights.
1.2 Relationship to Product Offerings
Operational Services may be provided as part of one or more Product Offerings identified in an applicable Order Form. Each Product Offering may include one or more operational capabilities governed by this Operational Schedule, together with other capabilities governed by separate Service Schedules.
Customer acknowledges that Operational Services are composed of multiple underlying capabilities, including Data Services, Analytics Services, AI Services, and Processing Services, each of which remains subject to its respective Service Schedule.
1.3 Decision-Support Nature of Services
Operational Services are designed to support situational awareness, analysis, and decision-making, and are not intended to operate as autonomous control systems or to replace human judgment.
All outputs, alerts, recommendations, and insights generated through Operational Services (collectively, “Operational Outputs”) are advisory in nature.
2. Operational Outputs
2.1 Nature of Outputs
Operational Outputs may include alerts, recommendations, scenario analyses, risk indicators, forecasts, visualizations, or other system-generated insights derived from data processed through the Services.
Operational Outputs may incorporate or be derived from Customer Data, Slingshot Data, Mixed Data, Derived Data, and AI Outputs.
2.2 Relationship to Other Schedules
Operational Outputs constitute Derived Outputs under the Agreement and are subject to:
3. Use Limitations and Decision Responsibility
3.1 Decision-Support Only
Customer acknowledges and agrees that Operational Services and Operational Outputs are provided solely for informational and decision-support purposes.
Customer is solely responsible for evaluating, validating, and determining the appropriateness of any Operational Outputs prior to reliance or use.
3.2 No Autonomous Operation
Customer will not use Operational Services as an autonomous control system or in a manner that permits automated execution of decisions without appropriate human review and intervention, unless expressly authorized in writing by Slingshot.
3.3 High-Risk Use Restrictions
Customer will not rely on Operational Outputs as the sole basis for decisions in any context that may have material operational, safety, financial, legal, or regulatory consequences without appropriate human oversight and independent validation.
4. Integration with Operational Systems
4.1 Customer Responsibility for Integrations
To the extent Customer integrates Operational Services with its internal systems, workflows, or operational environments, Customer is solely responsible for:
4.2 No Responsibility for Downstream Systems
Slingshot will not be responsible for the performance, behavior, or outcomes of any Customer systems, third-party systems, or operational environments that consume or rely upon Operational Outputs.
4.3 No Direct Control Obligations
Unless expressly agreed in writing, the Services do not provide direct control over physical systems, infrastructure, or operational assets, and Slingshot assumes no responsibility for any such systems.
5. Dependencies and Limitations
Customer acknowledges that Operational Services depend on:
Slingshot will not be responsible for any inaccuracies, delays, or limitations in Operational Outputs resulting from such dependencies.
6. Restrictions on Use
In addition to the restrictions set forth in the Agreement, Customer will not, and will not permit any Customer User or third party to:
(a) use Operational Services to operate or control systems in a fully automated manner without human oversight;
(b) use Operational Outputs in a manner that misrepresents their nature as advisory or probabilistic;
(c) use Operational Services in connection with unlawful, harmful, or unsafe activities; or
(d) use Operational Services in violation of applicable laws, regulations, or industry standards.
7. Updates and Evolution of Operational Services
Slingshot may update, modify, or enhance Operational Services from time to time, including changes to workflows, interfaces, analytical methodologies, and underlying models.
Such changes will not materially reduce the core functionality of Operational Services purchased by Customer during the applicable subscription term, except as required for legal, security, or operational reasons.
8. Relationship to Other Schedules
This Operational Schedule must be read in conjunction with the Data Rights Schedule, the Analytics Services Schedule, the AI Services Schedule, the AI Governance Schedule, the API & Integration Services Schedule, and the Subscription Plan & Tier Matrix Schedule.
In the event of a conflict, the Data Rights Schedule will control with respect to data ownership and usage rights, and the AI Governance Schedule will control with respect to AI-related restrictions and risk allocation.
Sensor & Observation Services Schedule
This Sensor & Observation Services Schedule (this “Sensor Schedule”) governs Customer’s access to and use of sensor-based data, observation systems, and related capabilities made available through the Services (the “Sensor Services”).
This Sensor Schedule forms part of the Agreement and applies to all Sensor Services accessed or used by Customer.
This Sensor Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this Sensor Schedule and the Agreement, the Agreement will control unless this Sensor Schedule expressly provides otherwise. In the event of a conflict between this Sensor Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Scope of Sensor Services
1.1 Overview of Sensor Services
The Sensor Services consist of access to data, signals, observations, or measurements collected through sensor systems, observation platforms, or related infrastructure operated by or on behalf of Slingshot.
Sensor Services may include ground-based sensors, space-based sensors, third-party sensor networks, or other observational systems, and may provide data through the Portal, APIs, data feeds, or other delivery mechanisms.
1.2 Relationship to Product Offerings
Sensor Services may be provided as part of one or more Product Offerings identified in an applicable Order Form. Each Product Offering may include one or more sensor-based capabilities governed by this Sensor Schedule, together with other capabilities governed by separate Service Schedules.
Customer acknowledges that Sensor Services are integrated with other capabilities, including Data Services, Analytics Services, AI Services, and Processing Services, each of which remains subject to its respective Service Schedule.
1.3 Nature of Sensor-Based Services
Customer acknowledges that Sensor Services involve physical systems, environmental dependencies, and operational constraints, and are inherently subject to variability, interruption, and limitations outside Slingshot’s control.
2. Sensor Data
2.1 Classification of Sensor Data
All data, observations, measurements, or outputs generated through Sensor Services (“Sensor Data”) constitute Slingshot Data under the Agreement.
Customer’s rights to access and use Sensor Data are subject to the Data Rights Schedule, the applicable Subscription Plan, and any restrictions specified in the applicable Order Form.
2.2 Derived Outputs
Sensor Data may be processed, transformed, or incorporated into analytics, visualizations, or AI-generated outputs. Such outputs constitute Derived Outputs and are governed by the Data Rights Schedule, the Analytics Services Schedule, and the AI Governance Schedule, as applicable.
3. Availability and Performance
3.1 No Guaranteed Availability
Sensor Services are dependent on physical infrastructure, environmental conditions, and external factors, and are not guaranteed to be continuously available or uninterrupted.
Availability of Sensor Data may vary based on:
3.2 No Guarantee of Capture or Completeness
Slingshot does not guarantee that any specific event, object, condition, or scenario will be observed, detected, captured, or recorded by the Sensor Services.
Sensor Data may be incomplete, delayed, degraded, or unavailable due to operational or environmental constraints.
3.3 Service Levels
Unless expressly set forth in an applicable Order Form, Sensor Services are not subject to service level commitments, uptime guarantees, or performance metrics.
4. Use Limitations and Reliance
4.1 Informational Use Only
Sensor Data and any outputs derived from Sensor Services are provided for informational and analytical purposes only.
Customer is solely responsible for evaluating, validating, and determining the suitability of Sensor Data for its intended use.
4.2 No Operational Control
Customer will not use Sensor Services or Sensor Data as the sole basis for operational control, navigation, collision avoidance, or other real-time decision-making processes without independent validation and appropriate safeguards.
4.3 High-Risk Use Restrictions
Customer will not rely on Sensor Data as the sole basis for decisions in any context that may have material safety, operational, financial, legal, or regulatory consequences without appropriate human oversight and independent verification.
5. Third-Party and External Dependencies
Sensor Services may incorporate or depend on third-party sensor providers, observation networks, data sources, or infrastructure.
Slingshot does not control such third-party systems and will not be responsible for:
6. Restrictions on Use
In addition to the restrictions set forth in the Agreement, Customer will not, and will not permit any Customer User or third party to:
(a) use Sensor Data to create, replicate, or distribute competing datasets, observation services, or sensor-based products;
(b) attempt to reconstruct, infer, or derive sensor configurations, capabilities, or system characteristics;
(c) use Sensor Data in violation of applicable export control, national security, or data protection laws;
(d) use Sensor Services in a manner that could compromise the security, integrity, or operation of sensor infrastructure; or
(e) use Sensor Data or outputs in a manner that misrepresents their source, accuracy, or intended use.
7. Security and Operational Integrity
Customer will not interfere with, disrupt, or attempt to gain unauthorized access to any sensor systems, observation infrastructure, or related components of the Services.
Customer will not introduce any code, process, or activity that could impair the operation, performance, or security of Sensor Services.
8. Updates and Changes to Sensor Services
Slingshot may update, modify, suspend, or discontinue Sensor Services from time to time, including changes to sensor networks, observation capabilities, data formats, or delivery mechanisms.
Such changes will not materially reduce the core Sensor Services purchased by Customer during the applicable subscription term, except as required for legal, security, operational, or technical reasons.
9. Relationship to Other Schedules
This Sensor Schedule must be read in conjunction with the Data Rights Schedule, the Analytics Services Schedule, the AI Services Schedule, the AI Governance Schedule, the API & Integration Services Schedule, and the Subscription Plan & Tier Matrix Schedule.
In the event of a conflict, the Data Rights Schedule will control with respect to data ownership and usage rights, and the AI Governance Schedule will control with respect to AI-related restrictions and risk allocation.
This Professional Services Schedule (this “Professional Services Schedule”) governs the provision of consulting, onboarding, mission support, and other professional services performed by Slingshot personnel (the “Professional Services”).
This Professional Services Schedule forms part of the Agreement and applies to all Professional Services provided by Slingshot.
This Professional Services Schedule must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this Professional Services Schedule and the Agreement, the Agreement will control unless this Professional Services Schedule expressly provides otherwise. In the event of a conflict between this Professional Services Schedule and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Scope of Professional Services
1.1 Overview of Professional Services
Professional Services consist of consulting, advisory, onboarding, configuration, mission support, custom analytics, implementation assistance, training, and other services performed by Slingshot personnel in connection with Customer’s use of the Services.
Professional Services may include activities that support or extend the functionality of the Services, including configuration of data workflows, development of analytics, operational support, or integration assistance.
1.2 Relationship to the Services
Professional Services are distinct from, and supplemental to, the Services. Professional Services do not expand Customer’s license rights or usage rights in the Services except as expressly set forth in the Agreement or an applicable Statement of Work.
2. Statements of Work
2.1 Scope Definition
Professional Services will be described in one or more statements of work, work orders, or similar documents agreed by the parties (each, a “Statement of Work” or “SOW”).
Each SOW will specify, as applicable:
2.2 Order of Precedence
In the event of a conflict between this Professional Services Schedule and an SOW, the SOW will control solely with respect to the Professional Services described therein, unless otherwise expressly stated.
3. Performance of Professional Services
3.1 Standard of Performance
Slingshot will perform Professional Services in a professional and workmanlike manner consistent with generally accepted industry standards.
3.2 Customer Responsibilities
Customer will:
Slingshot will not be responsible for delays or failures resulting from Customer’s failure to fulfill its responsibilities.
3.3 Changes to Scope
Any changes to the scope of Professional Services must be agreed in writing by the parties, including any adjustments to fees, timelines, or deliverables.
4. Deliverables
4.1 Definition of Deliverables
“Deliverables” means any reports, analyses, configurations, documentation, or other work product expressly identified as deliverables in an applicable SOW.
4.2 Acceptance
Unless otherwise specified in the applicable SOW, Deliverables will be deemed accepted upon delivery.
If an SOW provides for acceptance criteria, Customer will promptly review Deliverables and notify Slingshot of any material non-conformance within the specified acceptance period, failing which the Deliverables will be deemed accepted.
5. Intellectual Property
5.1 Slingshot Intellectual Property
Slingshot retains all right, title, and interest in and to:
5.2 Deliverable Rights
Subject to Customer’s compliance with the Agreement and payment of all applicable fees, Slingshot grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license to use Deliverables solely for Customer’s internal business purposes in connection with its use of the Services.
5.3 No Work-for-Hire
Professional Services are not provided on a “work-for-hire” basis. Nothing in the Agreement or any SOW transfers ownership of Slingshot intellectual property to Customer.
5.4 Customer Data
Customer retains all rights in Customer Data used in connection with Professional Services, subject to the license granted under the Agreement.
6. Use of Outputs and Alignment with Other Schedules
To the extent Professional Services involve the creation or use of data outputs, analytics, or AI-generated content:
7. Fees and Expenses
Professional Services will be provided on a time-and-materials basis, fixed-fee basis, or other pricing structure as specified in the applicable SOW.
Customer will reimburse Slingshot for reasonable pre-approved travel and out-of-pocket expenses incurred in connection with the Professional Services, unless otherwise specified in the SOW.
8. Term and Termination of Professional Services
Each SOW will specify the term of the applicable Professional Services.
Either party may terminate a Statement of Work in accordance with the termination provisions of the Agreement. Upon termination:
9. No Dependency on Professional Services
Customer acknowledges that Professional Services are optional and are not required for the use of the Services unless expressly stated in an applicable Order Form.
Customer is solely responsible for its use of the Services regardless of whether Professional Services are provided.
10. Relationship to Other Schedules
This Professional Services Schedule must be read in conjunction with the Data Rights Schedule, the Analytics Services Schedule, the AI Services Schedule, the AI Governance Schedule, the API & Integration Services Schedule, the Processing & Compute Services Schedule, and the Subscription Plan & Tier Matrix Schedule.
In the event of a conflict, the Data Rights Schedule will control with respect to data ownership and usage rights, and the AI Governance Schedule will control with respect to AI-related restrictions and risk allocation.
Support and Service Level Agreement
This Support and Service Level Agreement (this “SLA”) governs the support services and service level commitments applicable to the Services provided through the Portal.
This SLA forms part of the Agreement and applies to all Services accessed or used by Customer.
This SLA must be read in conjunction with the Agreement and the other Service Schedules. In the event of a conflict between this SLA and the Agreement, the Agreement will control unless this SLA expressly provides otherwise. In the event of a conflict between this SLA and another Service Schedule, the more specific Service Schedule will control with respect to its subject matter.
1. Support Services
1.1 Scope of Support
Subject to the terms of the Agreement, Slingshot will provide technical support services designed to assist Customer in identifying and resolving issues relating to the Portal and the Services.
Support services may include troubleshooting technical issues, investigation of platform errors or service disruptions, and guidance regarding configuration and use of the Services.
Support services do not include implementation services, custom development, or Professional Services unless expressly provided under a separate Statement of Work.
1.2 Support Channels
Customer may submit support requests through the support channels designated by Slingshot, which may include ticketing systems available through the Portal, email-based support channels, or other communication methods specified by Slingshot from time to time.
1.3 Support Tiers
Support services, including availability, response times, and escalation pathways, may vary based on the applicable Subscription Plan.
Support tiers may include community support, business-hours support, priority support, or enterprise-level support, as defined in the Subscription Plan & Tier Matrix Schedule or applicable Order Form.
Slingshot may modify support offerings from time to time, provided that such modifications do not materially reduce the level of support applicable to Customer during an active subscription term, except as required for legal, security, or operational reasons.
2. Incident Classification and Response Targets
2.1 Severity Levels
Support requests may be classified by Slingshot based on severity, impact, and urgency, including categories such as critical, high, medium, and low severity incidents.
2.2 Response Targets
Slingshot will use commercially reasonable efforts to respond to support requests within target response times based on severity level.
Response time targets are measured from the time a support request is received through an authorized support channel.
Response targets represent initial response times only and do not constitute guaranteed resolution times.
2.3 No Guaranteed Resolution Times
Slingshot does not guarantee that any issue will be resolved within a specific timeframe. Resolution times may vary depending on the nature, complexity, and root cause of the issue.
3. Service Availability
3.1 Availability Target
Subject to the terms of this SLA, Slingshot will use commercially reasonable efforts to maintain a monthly service availability target for the Portal and Services.
Unless otherwise specified in an applicable Order Form, the target service availability is 99.5% uptime measured on a monthly basis.
3.2 Availability Measurement
Service availability is measured as the percentage of total minutes in a calendar month during which the Services are operational and accessible.
Downtime excludes periods during which the Services are unavailable due to Excluded Events (as defined below).
3.3 Excluded Events
The following events (collectively, “Excluded Events”) will not be considered downtime for purposes of calculating service availability:
4. Maintenance
4.1 Scheduled Maintenance
Slingshot may perform scheduled maintenance to maintain, update, or improve the Services.
Where reasonably practicable, Slingshot will provide advance notice of scheduled maintenance through the Portal or other communication channels.
4.2 Emergency Maintenance
Slingshot may perform emergency maintenance without prior notice where necessary to address security risks, system integrity issues, or other urgent conditions.
5. Service Credits
5.1 Eligibility
If the Services fail to meet the applicable service availability target during a calendar month, Customer may be eligible for service credits as specified in this Section.
Service credits are available only for paid Subscription Plans and only if Customer remains in compliance with the Agreement.
5.2 Credit Structure
Unless otherwise specified in an applicable Order Form, service credits will be calculated as a percentage of the subscription fees attributable to the affected Services for the applicable month, based on the level of service availability.
5.3 Credit Conditions
Service credits:
5.4 Sole and Exclusive Remedy
Service credits provided under this SLA constitute Customer’s sole and exclusive remedy for any failure by Slingshot to meet the service availability targets described in this SLA.
6. Exclusions
This SLA does not apply to:
7. Customer Responsibilities
Customer is responsible for:
8. Limitations
This SLA does not create any guarantee of uninterrupted or error-free operation of the Services.
Except as expressly provided in this SLA, Slingshot disclaims any obligation to provide support services or meet specific service levels.
9. Relationship to Other Schedules
This SLA must be read in conjunction with the Data Rights Schedule, the Analytics Services Schedule, the AI Services Schedule, the AI Governance Schedule, the API & Integration Services Schedule, the Processing & Compute Services Schedule, and the Subscription Plan & Tier Matrix Schedule.
In the event of a conflict, the Agreement and applicable Service Schedules will control, except that this SLA will govern service availability and support commitments.
Security Schedule
This Security Schedule (this “Security Schedule”) describes the administrative, technical, and organizational safeguards implemented by Slingshot to protect the Services and Customer Data. This Security Schedule forms part of the Agreement and applies to all Services provided by Slingshot.
This Security Schedule must be read in conjunction with the Agreement and the other Schedules. In the event of a conflict between this Security Schedule and the Agreement, the Agreement will control unless this Security Schedule expressly provides otherwise. In the event of a conflict between this Security Schedule and another Schedule, the more specific Schedule will control with respect to its subject matter.
1. Information Security Program
Slingshot maintains a written information security program designed to protect the confidentiality, integrity, and availability of the Services and Customer Data. Such program includes administrative, technical, and organizational safeguards aligned with generally accepted industry standards and practices for cloud-based software services.
The information security program includes policies, procedures, and controls addressing, at a minimum, access management, data protection, incident response, system monitoring, and vulnerability management. Slingshot may update its information security program from time to time in accordance with evolving industry standards, regulatory requirements, and threat landscapes.
2. Access Controls
Slingshot maintains access control mechanisms designed to restrict access to systems and data to authorized personnel based on role and business need.
Such controls include, as appropriate, role-based access controls, authentication requirements for system access, credential management practices, and periodic review of access permissions. Administrative access to production systems is subject to enhanced authentication and access restrictions.
3. Infrastructure and Network Security
The Services are hosted on infrastructure designed to support the secure operation of the platform. Slingshot implements commercially reasonable security measures to protect such infrastructure, which may include network segmentation, firewall protections, intrusion detection or prevention mechanisms, and system hardening practices.
Slingshot may utilize third-party infrastructure providers in the provision of the Services, and such providers may maintain their own security controls and certifications.
4. Data Protection
Slingshot implements safeguards designed to protect Customer Data from unauthorized access, disclosure, alteration, or destruction.
Such safeguards include encryption of data in transit using industry-standard protocols and, where appropriate, encryption of data at rest. Slingshot maintains logical separation of customer environments and implements access controls designed to limit access to Customer Data.
Customer acknowledges that no security measures are infallible and that Slingshot does not guarantee that unauthorized access, disclosure, or alteration of data will not occur.
5. Monitoring and Logging
Slingshot maintains monitoring and logging systems designed to detect and respond to unusual, unauthorized, or potentially harmful activity within the Services.
Such monitoring may include centralized logging, system performance monitoring, anomaly detection, and security event alerting. Logs may be retained for a period determined by Slingshot in accordance with its internal policies and operational requirements.
6. Vulnerability Management
Slingshot maintains a vulnerability management program designed to identify, assess, and remediate security vulnerabilities affecting the Services.
Such program may include periodic vulnerability scanning, software patch management, and security testing activities. Slingshot may, in its discretion, engage third parties to perform security assessments or penetration testing of the Services.
7. Security Incident Response
Slingshot maintains incident response procedures designed to detect, respond to, and mitigate security incidents affecting the Services.
Such procedures include processes for investigation, containment, remediation, and recovery. If Slingshot becomes aware of a confirmed unauthorized access to or disclosure of Customer Data (a “Security Incident”), Slingshot will notify Customer without undue delay, in accordance with applicable law and the terms of the Agreement.
Slingshot’s obligations under this Section are subject to applicable legal and regulatory requirements, as well as the need to maintain the integrity of any ongoing investigation.
8. Personnel Security
Slingshot maintains policies and procedures governing personnel access to systems and Customer Data.
Personnel with access to production systems or Customer Data are subject to appropriate onboarding and access control procedures, including confidentiality obligations and security awareness training. Background checks may be conducted where appropriate and in accordance with applicable law.
9. Business Continuity and Disaster Recovery
Slingshot maintains business continuity and disaster recovery procedures designed to support the continued availability of the Services in the event of a disruption.
Such procedures may include data backup processes, redundancy mechanisms, and system recovery capabilities. Recovery objectives, if any, may be specified in applicable Documentation or Order Forms.
10. Subprocessors and Third-Party Providers
Slingshot may utilize third-party service providers, including infrastructure providers and subprocessors, in connection with the provision of the Services.
Slingshot implements a vendor management process designed to assess the security practices of such providers where appropriate. Slingshot is not responsible for the independent security practices of third-party providers, except as required under applicable law or expressly set forth in the Agreement.
11. Security Updates and Modifications
Slingshot may update, modify, or enhance its security practices and controls from time to time to address evolving threats, changes in technology, regulatory requirements, or industry standards.
Such updates will not materially reduce the overall level of security provided by the Services during the applicable subscription term.
This Schedule 14 (Third-Party Services and Pass-Through Terms) (this “Schedule”) forms part of, and is incorporated into, the Slingshot Master Services Agreement (the “Agreement”), including all Service Schedules, Order Forms, and related documents.
This Schedule is intended to apply comprehensively across all Services and Product Offerings and governs Customer’s access to and use of Third-Party Components and Third-Party Services in connection with the Services.
Capitalized terms not defined herein have the meanings set forth in the Agreement.
1. Definitions
For purposes of this Schedule:
“Third-Party Components” means any third-party software, services, technology, content, data, infrastructure, or materials that are incorporated into, bundled with, embedded in, made available through, or interoperate with the Services, including, without limitation: (a) application programming interfaces (APIs), integrations, and connectors; (b) marketplace, partner, or customer-enabled applications; (c) data providers, datasets, and external data feeds; (d) plugins, extensions, and add-ons; (e) downloadable or offline software; (f) cloud infrastructure, hosting, or platform dependencies; and (g) Open Source Software.
“Third-Party Services” means any services, software, or products provided by a third party that Customer installs, enables, accesses, configures, or uses in connection with the Services, including through APIs, integrations, or Customer-controlled configurations.
“Open Source Software” means software subject to open-source or similar license terms, including licenses approved by the Open Source Initiative.
2. Scope and Applicability
2.1 Application to Services. This Schedule applies to all Third-Party Components and Third-Party Services made available in connection with the Services, including across all Service Schedules, Subscription Plans, Product Offerings, and configurations.
2.2 Methods of Provision and Use. This Schedule applies regardless of whether such Third-Party Components or Third-Party Services are: (a) embedded within or bundled with the Services; (b) accessed through APIs, integrations, or interoperability features; (c) enabled, configured, or deployed by Customer or its Administrators; or (d) required for or incidental to the operation, functionality, or performance of the Services.
3. Pass-Through Provision of Third-Party Components
3.1 Pass-Through Basis. To the extent Slingshot provides access to or use of any Third-Party Components, such Third-Party Components are provided solely on a pass-through basis.
3.2 No Ownership; “As Is” Provision; Separate Terms. Customer acknowledges and agrees that: (a) Third-Party Components are not owned, developed, or controlled by Slingshot; (b) such Third-Party Components are provided “as is” and “as available,” without any representations or warranties of any kind by Slingshot; and (c) use of such Third-Party Components may be subject to separate terms, conditions, or license agreements between Customer and the applicable third-party provider.
3.3 Customer Responsibility for Third-Party Terms. Customer is solely responsible for reviewing, accepting, and complying with all applicable third-party terms governing Third-Party Components and Third-Party Services.
4. No Warranties; No Support; No Indemnification
4.1 Disclaimer of Warranties. Slingshot makes no representations or warranties, whether express, implied, statutory, or otherwise, with respect to any Third-Party Components or Third-Party Services, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, availability, accuracy, or security.
4.2 No Support or Service Commitments. Slingshot does not provide maintenance, support, service levels, or other operational commitments with respect to Third-Party Components or Third-Party Services, except as expressly set forth in the Agreement.
4.3 Third-Party Responsibility for Warranties and Indemnification. Any warranties, service levels, maintenance, support, or indemnification obligations relating to Third-Party Components or Third-Party Services are solely between Customer and the applicable third-party provider.
5. Customer Responsibilities
5.1 Customer Obligations for Third-Party Use. Customer is solely responsible for: (a) procuring and maintaining all rights, licenses, consents, and permissions required to use Third-Party Components and Third-Party Services; (b) complying with all applicable third-party terms, conditions, and legal requirements; (c) evaluating the suitability, performance, security, and compliance of Third-Party Components and Third-Party Services; and (d) ensuring that any third-party integrations or configurations enabled by Customer do not adversely affect the Services or violate applicable law.
6. Data Access, Processing, and Sharing
6.1 Third-Party Access to Customer Data. Customer acknowledges that Third-Party Services and Third-Party Components may access, collect, process, transmit, or store Customer Data and other information in connection with interoperability with the Services.
6.2 Customer Authorization for Data Processing and Transfer. To the extent Customer enables or authorizes any Third-Party Services or Third-Party Components, Customer: (a) instructs and authorizes Slingshot to permit the access, processing, and transfer of Customer Data as necessary to enable such functionality; and (b) acknowledges that such data processing may occur outside of Slingshot’s control.
6.3 No Liability for Third-Party Data Handling. Slingshot shall have no responsibility or liability for any access to, use of, disclosure of, modification of, or deletion of Customer Data by any third-party provider or its services.
7. Authorization of Integrations and Interoperability
7.1 Customer Authorization of Integrations. Customer’s installation, enablement, or use of any Third-Party Services, integrations, or APIs constitutes Customer’s authorization and direction for Slingshot to allow interoperability and data exchange between the Services and such Third-Party Services
7.2 No Responsibility for Third-Party Services. Slingshot is not responsible for the operation, functionality, security, or performance of any Third-Party Services or integrations, or for any actions taken by such third-party providers.
8. Open Source Software
8.1 Inclusion of Open Source Components. Certain components of the Services may include or be distributed with Open Source Software.
8.2 Applicability of Open Source Licenses. Such Open Source Software is subject to the applicable open-source license terms, which shall govern Customer’s use of such components to the extent required by such licenses.
8.3 Preservation of Open Source Rights. Nothing in the Agreement limits Customer’s rights under, or grants Customer rights that supersede, the terms of any applicable open-source licenses.
9. Changes; Suspension; and Discontinuation
9.1 Third-Party Modifications and Availability. Third-Party Components and Third-Party Services may be modified, updated, restricted, suspended, or discontinued at any time by the applicable third-party provider, with or without notice.
9.2 No Liability for Third-Party Changes. Slingshot is not responsible for, and shall have no liability arising from, any such changes, interruptions, degradation, or discontinuation, or any resulting impact on the availability or functionality of the Services.
10. Limitation of Liability for Third-Party Components
10.1 Limitation of Liability for Third-Party Components and Services. To the maximum extent permitted by applicable law, Slingshot shall have no liability arising out of or related to any Third-Party Components or Third-Party Services, including any claims, damages, losses, liabilities, costs, or expenses arising from or related to: (a) the performance, availability, or security of such Third-Party Components or Third-Party Services; (b) any data loss, corruption, unauthorized access, or security incident caused by or attributable to any third party; or (c) any acts or omissions of any third-party provider.
11. Third-Party Websites
11.1 External Websites and Resources. The Services may contain links to third-party websites or resources. Such websites and resources are not under Slingshot’s control, and Slingshot is not responsible for their content, accuracy, availability, or practices. Access to and use of such websites is at Customer’s own risk and subject to the applicable third-party terms.
12. Order of Precedence
12.1 Conflict with Agreement. In the event of any conflict between this Schedule and the Agreement or any other Service Schedule, this Schedule will govern solely with respect to Third-Party Components and Third-Party Services.
13. Survival
13.1 Survival of Terms. This Schedule will survive termination or expiration of the Agreement for so long as Customer continues to use, or has used, any Third-Party Components or Third-Party Services.
This Public Sector Addendum (this “Addendum”) modifies the Master Services Agreement (the “Agreement”) solely to the extent that Customer is a government entity, public university, or other public-sector organization (a “Public Sector Customer”).
Except as expressly modified by this Addendum, all terms and conditions of the Agreement remain in full force and effect. In the event of any conflict between this Addendum and the Agreement, this Addendum will control solely with respect to Public Sector Customers.
1. Compliance with Laws
Each party will comply with all applicable laws, rules, and regulations in connection with its performance under the Agreement.
Without limiting the foregoing, Customer acknowledges that it is solely responsible for compliance with laws and regulations applicable to its procurement, access to, and use of the Services, including laws relating to public contracting, data handling, records retention, and regulatory compliance.
2. Appropriations and Funding
Notwithstanding anything to the contrary in the Agreement, Customer’s payment obligations are subject to the availability of legally appropriated and authorized funds.
In the event that sufficient funds are not appropriated or otherwise made available to Customer for any fiscal period, Customer may terminate the Agreement or any affected Order Form upon written notice to Slingshot without penalty or further obligation, except that Customer will remain responsible for payment of all fees properly incurred and payable for Services performed prior to the effective date of termination.
3. Sovereign Immunity
Nothing in the Agreement or this Addendum will be construed as a waiver, limitation, or relinquishment of any sovereign immunity, governmental immunity, or other immunity available to Customer under applicable law.
4. Indemnification
To the extent Customer is prohibited by applicable law from agreeing to indemnification obligations, the indemnification provisions of the Agreement will apply to Customer only to the extent permitted by law.
Where Customer is not permitted to provide indemnification, Customer will remain responsible for its own acts and omissions in accordance with applicable law.
5. Limitation of Liability
If applicable law limits Customer’s ability to agree to contractual limitations of liability, the limitation of liability provisions set forth in the Agreement will apply to Customer only to the maximum extent permitted by applicable law.
6. Public Records and Disclosure
Customer may be subject to public records, freedom of information, open records, or similar laws (collectively, “Public Records Laws”) that require disclosure of certain information.
Notwithstanding any confidentiality obligations set forth in the Agreement, Customer may disclose Confidential Information of Slingshot to the extent required by applicable Public Records Laws; provided that, to the extent legally permitted, Customer will (a) provide Slingshot with prior written notice of such request, and (b) cooperate with Slingshot’s reasonable efforts to seek confidential treatment, protective orders, or other appropriate remedies.
7. Data Handling and Security
Customer acknowledges that its use of the Services may involve the processing of data subject to public-sector-specific requirements.
The parties agree that data protection, security, and handling obligations will be governed by the Agreement, the Data Processing Addendum, and the Security Schedule. Customer remains responsible for determining whether the Services meet its legal and regulatory requirements for data handling.
8. Export Control and Regulated Use
Each party will comply with all applicable export control, trade sanctions, and similar laws and regulations.
Customer will not access or use the Services in violation of any applicable export control laws, including by accessing or using the Services in or for the benefit of any jurisdiction, entity, or individual subject to applicable sanctions or restrictions.
9. Governing Law and Venue
If Customer is subject to statutory requirements governing choice of law or venue, the governing law and venue provisions set forth in the Agreement will be deemed modified solely to the extent necessary to comply with such requirements.
10. No Automatic Renewal
To the extent required by applicable law, any automatic renewal provisions set forth in the Agreement will not apply to Customer. Renewal of the Services will require mutual written agreement of the parties.
11. Audit and Oversight Rights
To the extent required by applicable law, Customer or its authorized governmental oversight bodies may have the right to audit or review records relating to the Agreement.
Slingshot will cooperate with such audit or review requests to the extent required by applicable law, provided that any such audit is conducted during normal business hours, does not unreasonably interfere with Slingshot’s operations, and is subject to reasonable confidentiality protections.
12. Ethics and Anti-Corruption
Slingshot represents that it has not offered, provided, or agreed to provide any gift, payment, or other thing of value to any public official or employee of Customer in violation of applicable law in connection with the Agreement.
Each party will comply with all applicable anti-corruption, anti-bribery, and ethics laws in connection with the Agreement.
3. Order of Precedence
This Addendum is incorporated into and forms part of the Agreement.
In the event of a conflict between this Addendum and any other document forming part of the Agreement, this Addendum will control solely with respect to Public Sector Customers.
This U.S. Government Addendum (this “Addendum”) applies solely where Customer is an agency or instrumentality of the United States Government (the “U.S. Government”).
This Addendum is incorporated into and forms part of the Agreement. Except as expressly modified herein, all terms and conditions of the Agreement remain in full force and effect. In the event of any conflict between this Addendum and the Agreement, this Addendum will control solely with respect to the U.S. Government.
1. Commercial Products and Services
The Services, including all software, data, documentation, and related deliverables provided by Slingshot, constitute “commercial products” and “commercial services” as such terms are defined in Federal Acquisition Regulation (“FAR”) 2.101.
The Services are provided to the U.S. Government as commercial products and commercial services and are licensed or provided with only those rights customarily provided to non-government customers pursuant to the terms and conditions of this Agreement.
2. Restricted Rights and Technical Data
All software, documentation, data, models, and other materials provided as part of the Services are provided with restricted rights.
If the Services are acquired by or on behalf of the Department of Defense, such items are provided as “commercial items” subject to DFARS 252.227-7015 (Technical Data—Commercial Items) and DFARS 252.227-7013 (Rights in Technical Data—Noncommercial Items), as applicable.
For all other U.S. Government customers, such items are provided with “Restricted Rights” as defined in FAR 52.227-19 (Commercial Computer Software License) or any successor provision.
3. No Expansion of Government Rights
Except as expressly set forth in this Agreement, no rights are granted to the U.S. Government in or to the Services, including any software, Slingshot Data, models, algorithms, documentation, or other materials.
Without limiting the foregoing, no “unlimited rights,” “government purpose rights,” or similar rights are granted unless expressly agreed in writing by Slingshot.
4. FAR and DFARS Clauses
To the extent that any FAR, DFARS, or other federal procurement regulation clauses are required by applicable law to be incorporated into Customer’s contract, such clauses will apply solely to the minimum extent required by law.
All other terms and conditions of the Agreement will remain in full force and effect, and no such clause will be interpreted to expand or modify Slingshot’s obligations beyond those expressly set forth in this Agreement.
5. Security and Compliance Frameworks
Customer acknowledges that, unless expressly stated in writing by Slingshot, the Services are not designed to comply with specific U.S. Government security frameworks or certification requirements, including, without limitation, FedRAMP, FISMA, or agency-specific authorization frameworks.
Customer is solely responsible for determining whether the Services satisfy its applicable security, compliance, and authorization requirements prior to use.
6. Export Control and Regulated Data
The Services may be subject to U.S. export control laws and regulations, including the Export Administration Regulations (“EAR”) and, where applicable, the International Traffic in Arms Regulations (“ITAR”).
Customer will not access, use, or permit access to the Services in violation of applicable export control laws and will not provide Slingshot with any data or information subject to ITAR or other restricted data regimes unless expressly agreed in writing by Slingshot.
7. No Additional Government Terms or Flow-Downs
Except as expressly agreed in writing by Slingshot, no government-specific terms, conditions, or clauses, including those incorporated by reference or contained in any purchase order, solicitation, or other procurement document, will apply to or modify this Agreement.
Without limiting the foregoing, no such terms will expand Slingshot’s obligations, impose additional compliance requirements, or grant additional rights to the U.S. Government beyond those expressly set forth in this Agreement.
8. Order of Precedence
This Addendum is incorporated into and forms part of the Agreement. In the event of any conflict between this Addendum and any other document forming part of the Agreement, this Addendum will control solely with respect to the U.S. Government.
This State and Local Government Addendum (this “Addendum”) applies solely where Customer is a state, municipal, local, or other governmental entity (a “State or Local Government Customer”).
This Addendum is incorporated into and forms part of the Agreement. Except as expressly modified herein, all terms and conditions of the Agreement remain in full force and effect. In the event of any conflict between this Addendum and the Agreement, this Addendum will control solely with respect to State or Local Government Customers.
1. Procurement Compliance
The parties intend that the Agreement comply with all applicable public procurement laws, regulations, and requirements governing Customer.
To the extent that any provision of the Agreement conflicts with applicable procurement statutes or mandatory legal requirements, such provision will be deemed modified solely to the extent necessary to conform to applicable law, and all other provisions will remain in full force and effect.
2. Payment and Fiscal Law
Notwithstanding anything to the contrary in the Agreement, Customer’s payment obligations are subject to applicable fiscal laws, budgetary restrictions, and appropriation requirements.
Customer will use reasonable efforts to obtain and maintain funding necessary to meet its obligations under the Agreement. In the event that sufficient funds are not appropriated or otherwise made available, Customer may terminate the Agreement or any affected Order Form without penalty upon written notice, provided that Customer remains responsible for payment of all amounts properly due for Services performed prior to the effective date of termination.
3. Sovereign and Governmental Immunity
Nothing in the Agreement or this Addendum will be construed as a waiver, limitation, or relinquishment of any sovereign immunity, governmental immunity, or other immunity available to Customer under applicable law.
4. Indemnification Limitations
To the extent Customer is prohibited by applicable law from agreeing to indemnification obligations, the indemnification provisions of the Agreement will apply to Customer only to the extent permitted by law.
Where Customer is not permitted to provide indemnification, Customer will remain responsible for its own acts and omissions in accordance with applicable law.
5. Limitation of Liability
If applicable law restricts Customer’s ability to agree to contractual limitations of liability, the limitation of liability provisions set forth in the Agreement will apply only to the maximum extent permitted by applicable law.
6. Public Records and Disclosure
Customer may be subject to public records, open records, freedom of information, or similar laws (collectively, “Public Records Laws”) that require disclosure of certain information.
Notwithstanding any confidentiality obligations set forth in the Agreement, Customer may disclose Confidential Information of Slingshot to the extent required by applicable Public Records Laws; provided that, to the extent legally permitted, Customer will (a) provide Slingshot with prior written notice of such request, and (b) cooperate with Slingshot’s reasonable efforts to seek confidential treatment or protective measures.
7. Governing Law and Venue
If Customer is subject to statutory or constitutional requirements governing choice of law or venue, the governing law and venue provisions set forth in the Agreement will be deemed modified solely to the extent necessary to comply with such requirements.
8. Audit and Oversight
To the extent required by applicable law, Customer or its authorized governmental oversight bodies may have the right to audit or review records relating to the Agreement.
Slingshot will reasonably cooperate with such audit or review requests, provided that such activities are conducted during normal business hours, do not unreasonably interfere with Slingshot’s operations, and are subject to reasonable confidentiality protections.
9. Ethics and Anti-Corruption
Each party will comply with all applicable ethics, anti-corruption, and anti-bribery laws and regulations in connection with the Agreement.
Slingshot represents that it has not offered or provided, and will not offer or provide, any gratuity, payment, or other thing of value to any public official or employee of Customer in violation of applicable law in connection with the Agreement.
10. Insurance
Slingshot will maintain commercially reasonable insurance coverage consistent with industry standards for similarly situated service providers.
Any additional insurance requirements must be mutually agreed in writing and, if applicable, set forth in an Order Form or separate written agreement.
11. Order of Precedence
This Addendum is incorporated into and forms part of the Agreement. In the event of a conflict between this Addendum and any other document forming part of the Agreement, this Addendum will control solely with respect to State or Local Government Customers.
This Educational Institutions Addendum (this “Addendum”) applies solely where Customer is an educational institution, including any public or private university, college, or similar academic organization (“Educational Institution”).
This Addendum is incorporated into and forms part of the Agreement. Except as expressly modified herein, all terms and conditions of the Agreement remain in full force and effect. In the event of any conflict between this Addendum and the Agreement, this Addendum will control solely with respect to Educational Institutions.
1. FERPA and Educational Records
To the extent that Customer provides “education records” subject to the Family Educational Rights and Privacy Act, 20 U.S.C. § 1232g, and its implementing regulations (“FERPA”), the parties agree as follows:
(a) Slingshot will process such education records solely for the purpose of providing the Services in accordance with the Agreement;
(b) to the extent required for Customer’s compliance with FERPA, Slingshot will act as a “school official” with a legitimate educational interest, as such terms are defined under FERPA, subject to the terms of the Agreement; and
(c) Slingshot will not disclose education records except as permitted under FERPA and the Agreement.
Customer is solely responsible for determining whether any data provided to the Services constitutes education records subject to FERPA and for ensuring that all necessary consents, notices, and authorizations have been obtained.
2. Research and Academic Use
Customer may use the Services for academic, research, and educational purposes, including institutional research and sponsored research activities.
Customer is solely responsible for ensuring that its use of the Services in connection with research activities complies with all applicable laws, regulations, and institutional requirements, including, as applicable, Institutional Review Board (IRB) approvals, research ethics standards, and data governance policies.
3. Publication and Academic Freedom
Subject to the terms of the Agreement, Customer may publish research findings derived from its use of the Services.
Customer will ensure that any such publication:
(a) does not disclose or incorporate Slingshot’s Confidential Information;
(b) does not expose, enable reconstruction of, or otherwise reveal Slingshot Data, proprietary datasets, models, algorithms, or system architecture; and
(c) complies with any applicable attribution, usage, or redistribution requirements set forth in the Agreement or Documentation
Nothing in this Addendum is intended to restrict Customer’s academic freedom, provided that such freedom is exercised in compliance with the Agreement.
4. Student Data and Institutional Responsibilities
Customer will not provide student data, including education records or other personally identifiable student information, to the Services unless such provision is authorized under applicable law and Customer’s internal policies.
Customer remains solely responsible for:
(a) determining the permissibility of providing such data to the Services;
(b) implementing appropriate data governance and access controls; and
(c) ensuring compliance with all applicable privacy and data protection laws.
5. Use of Outputs in Research
Subject to the terms of the Agreement, Customer may incorporate Derived Outputs into research, publications, and academic materials.
Any such use must comply with applicable attribution, redistribution, and usage restrictions set forth in the Agreement, the Data Rights Schedule, and any applicable Service Schedules.
Customer will not use Derived Outputs in a manner that enables third parties to access, reconstruct, or derive Slingshot Data, proprietary datasets, or underlying models.
6. Restrictions on Model Training and AI Use
Customer will not, and will not permit any researcher, student, or third party to, use the Services, AI Services, or any outputs, data, or materials obtained through the Services to train, fine-tune, validate, or otherwise develop machine learning or artificial intelligence models, systems, or datasets, including in academic or research settings, except as expressly permitted by Slingshot in writing.
7. Data Security and Compliance
Customer acknowledges that use of the Services may involve the processing of data subject to institutional, regulatory, or funding-related requirements.
Customer is responsible for ensuring that its use of the Services complies with all applicable data protection laws, grant or funding requirements, and institutional policies. The parties agree that data security obligations are governed by the Agreement, the Data Processing Addendum, and the Security Schedule.
8. Order of Precedence
This Addendum is incorporated into and forms part of the Agreement. In the event of any conflict between this Addendum and any other document forming part of the Agreement, this Addendum will control solely with respect to Educational Institutions.
9. Grant and Funding Compliance
To the extent Customer uses the Services in connection with any grant-funded, sponsored, or government-funded research activities, including those funded by agencies such as the National Science Foundation (NSF), Department of Defense (DoD), or other governmental or quasi-governmental entities, Customer is solely responsible for ensuring that its use of the Services complies with all applicable grant terms, funding conditions, and regulatory requirements.
Customer acknowledges that, unless expressly agreed in writing by Slingshot, the Services are not designed to comply with specific grant, funding, or agency-specific requirements, including requirements relating to data handling, security controls, export restrictions, publication restrictions, or audit obligations.
Customer will not use the Services in a manner that would cause Slingshot to become subject to any grant-specific obligations, flow-down requirements, or compliance regimes without Slingshot’s prior written consent.
10. Data Residency and Export Controls
Customer acknowledges that the Services are operated on infrastructure that may store and process data in multiple geographic locations, as determined by Slingshot or its service providers.
Customer is solely responsible for ensuring that its use of the Services complies with all applicable data residency, cross-border data transfer, export control, and data sovereignty laws and regulations, including those applicable to international research collaborations.
Without limiting the foregoing, Customer will not provide to the Services any data subject to export control or restricted data regimes (including, without limitation, data subject to the International Traffic in Arms Regulations (ITAR) or similar laws) unless expressly authorized in writing by Slingshot.
These Portal Platform Terms (these “Portal Terms”) govern access to and use of the Slingshot Portal (the “Portal”) by Customers and Customer Users accessing the Portal pursuant to a Master Services Agreement or other written agreement with Slingshot (the “Agreement”).
These Portal Terms apply solely in connection with such Agreement and do not apply to individuals or entities accessing the Portal under a free subscription plan or otherwise not subject to an Agreement, which are governed by separate Portal Terms of Use. Access to and use of the Portal is conditioned on acceptance of these Portal Terms, which may be presented through the Portal interface.
1. Portal Overview
The Portal is the platform interface through which users access, configure, and manage the Services. The Portal provides functionality supporting service discovery, account and user management, administrative controls, analytics and visualization capabilities, usage monitoring, subscription and billing management, and API access configuration.
Slingshot may update, modify, enhance, or discontinue functionality of the Portal from time to time in accordance with the Agreement. The Portal and its features are part of the Services and are subject to all applicable terms, conditions, and limitations set forth in the Agreement.
2. Organization Accounts
Access to the Portal requires the establishment of an organizational account associated with a Customer (an “Organization Account”). Each Organization Account may include one or more Customer Users authorized by Customer to access the Services.
Customer is solely responsible for the administration of its Organization Account, including the designation of authorized users, the assignment of roles and permissions, and the control of access to the Services. Customer will ensure that all access to the Portal occurs through authorized Organization Accounts.
3. Administrator Roles and Authority
Customer may designate certain Customer Users as administrators (“Administrators”) with elevated privileges within the Organization Account. Administrators may have the ability to create and manage user accounts, assign roles and permissions, activate or deactivate Services, manage subscription settings, and configure integrations.
Customer acknowledges and agrees that Administrators act with full authority on behalf of Customer with respect to the Organization Account. Slingshot will be entitled to rely on all actions taken by Administrators as authorized actions of Customer.
4. Customer Users and Acceptable Use
Customer Users may access and use the Portal solely on behalf of Customer and within the scope of Customer’s rights under the Agreement. Customer will ensure that all Customer Users comply with the Agreement, all applicable Service Schedules, these Portal Terms, and any Portal Terms of Use presented within the Portal interface.
Customer is responsible for all acts and omissions of its Customer Users, including any access to or use of the Portal or Services.
5. Subscription Plans and Feature Access
Access to the Portal and certain features of the Services is determined by the applicable Subscription Plan, as further described in the Subscription Plan & Tier Matrix Schedule and the applicable Order Form.
Subscription Plans may include multiple tiers, each of which provides different levels of functionality, usage limits, feature availability, and support. Customer’s access to and use of the Portal and Services is limited to the features and capabilities included within its Subscription Plan and any additional entitlements expressly granted under an Order Form.
6. Usage Monitoring and SPU Credits
The Portal provides tools for monitoring usage of the Services, including the consumption of SPU credits. Customer may access usage dashboards, analytics, billing summaries, and alerts related to usage thresholds.
Customer is solely responsible for monitoring its usage of the Services and ensuring that such usage remains within applicable limits. Slingshot may enforce usage limits through technical, administrative, or billing controls.
7. Free Tier Access
To the extent Customer is granted access to any free or trial features under the Agreement, such access may be subject to reduced functionality, limited usage allowances, and additional restrictions.
Such features are provided on an “as-is” and “as-available” basis and may be modified, suspended, or discontinued in accordance with the Agreement.
8. Abuse Prevention and Enforcement
Slingshot may implement measures to prevent abuse or misuse of the Portal and Services, including monitoring usage patterns, restricting account creation, and requiring verification of account ownership or domain affiliation.
Customer will not, and will not permit any user to, circumvent Subscription Plan limitations, create multiple accounts to avoid usage restrictions, or otherwise engage in abusive or unauthorized use of the Portal. Slingshot may suspend or terminate access to the Portal for any violation of this Section.
9. Authentication and Security
Access to the Portal requires authentication using credentials or other mechanisms approved by Slingshot. Customer is responsible for maintaining the confidentiality and security of all authentication credentials associated with its Organization Account.
Slingshot may implement security measures, including multi-factor authentication, role-based access controls, and session management controls, to protect the integrity of the Portal and Services.
10. Integrations and Third-Party Services
The Portal may enable integrations with third-party systems or services. Customer is responsible for ensuring that any such integrations comply with applicable laws and do not compromise the security or integrity of the Portal or Services.
Slingshot does not control and is not responsible for the performance, availability, or reliability of any third-party systems or services.
11. Updates and Modifications
Slingshot may update, enhance, or modify the Portal from time to time, including the introduction of new features, changes to user interfaces, performance improvements, and security updates.
Slingshot will use commercially reasonable efforts to avoid material disruption to Customer’s use of the Portal; however, Customer acknowledges that updates may occur without prior notice where necessary for security, legal, or operational reasons.
12. Suspension of Access
Slingshot may suspend or restrict access to the Portal immediately if Slingshot reasonably determines that (a) Customer has violated the Agreement or these Portal Terms, (b) Customer’s use poses a security risk or may adversely affect the Services or other users, or (c) suspension is required to comply with applicable law.
Where practicable, Slingshot will provide notice of such suspension; however, Slingshot may suspend access without prior notice where necessary to protect the Services or comply with legal obligations.
13. Relationship to Agreement
These Portal Terms form part of and are incorporated into the Agreement. The Agreement governs all commercial terms, including fees, licensing rights, data rights, and liability.
These Portal Terms govern the operational access to and use of the Portal by Customer and its Customer Users.
In the event of any conflict between these Portal Terms and the Agreement, the Agreement will control.
Portal Terms of Use (Free Subscription Plan)
Effective Date: April 10, 2026
These Portal Terms of Use (these “Terms”) govern access to and use of the Slingshot Portal (the “Portal”) by individuals and entities accessing the Portal under a Free Subscription Plan and not pursuant to a Master Services Agreement or other written agreement with Slingshot (an “Agreement”. These Terms constitute a binding agreement between you and Slingshot Aerospace, Inc. (“Slingshot”).
1. Acceptance of Terms
By creating an account, clicking to accept these Terms, or otherwise accessing or using the Portal, you acknowledge that you have read, understand, and agree to be bound by these Terms.
If you are accessing or using the Portal on behalf of an entity, you represent and warrant that you have the authority to bind such entity to these Terms, and in such case “you” will refer to both you and such entity.
If you do not agree to these Terms, you may not access or use the Portal.
2. Scope of Application
These Terms apply solely to access to and use of the Portal under a Free Subscription Plan.
If you access or use the Portal on behalf of an organization that has entered into an Agreement with Slingshot, your use of the Portal is governed by such Agreement and the applicable Portal Platform Terms, and these Terms do not apply except to the extent expressly presented to and accepted by you in your individual capacity.
3. Portal Overview
The Portal is a web-based platform through which users may access data services, analytics capabilities, artificial intelligence features, APIs, and related functionality made available by Slingshot (collectively, the “Services”).
Slingshot may modify, enhance, or discontinue any aspect of the Portal or Services at any time.
4. Eligibility and Account Registration
You represent and warrant that you are at least eighteen (18) years of age and have the legal capacity to enter into these Terms.
Access to certain features of the Portal may require registration of an account. You agree to provide accurate, current, and complete information and to maintain and promptly update such information.
You are solely responsible for safeguarding your account credentials and for all activities conducted through your account. You will promptly notify Slingshot of any unauthorized access or use.
5. License Grant and Permitted Use
Subject to your compliance with these Terms, Slingshot grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Portal solely for your internal, non-commercial, evaluation, or informational purposes.
You will not access or use the Portal for the benefit of any third party or for any commercial purpose, including to support any product or service offering, except as expressly authorized by Slingshot in writing.
6. Free Subscription Plan
Access to the Portal under a Free Subscription Plan is subject to limitations, including restrictions on available Services, feature availability, usage thresholds, SPU credits, and support.
Free-tier access is provided on an “as-is” and “as-available” basis and may be modified, suspended, or discontinued at any time without notice or liability.
7. Acceptable Use and Restrictions
You will not, and will not permit any third party to:
(a) access or use the Portal in violation of applicable law;
(b) access or use the Portal to develop, train, support, or enable any competing product or service;
(c) reverse engineer, decompile, disassemble, or otherwise attempt to discover or extract underlying models, algorithms, data structures, or system architecture;
(d) use automated means, including bots, scripts, or scraping tools, to access, extract, or collect data or outputs, except through authorized functionality;
(e) attempt to gain unauthorized access to systems, accounts, or data;
(f) interfere with or disrupt the operation, integrity, or performance of the Portal; or
(g) circumvent or attempt to circumvent usage limits, including through the creation of multiple accounts or manipulation of access controls.
8. Account Integrity and Abuse Prevention
You will not create multiple accounts, misrepresent your identity, or otherwise attempt to evade usage limitations or restrictions applicable to the Free Subscription Plan.
Slingshot may monitor usage patterns and enforce restrictions, including restricting, suspending, or terminating accounts and requiring identity or domain verification.
9. Data Rights
You retain ownership of data submitted by you to the Portal (“User Data”). You grant Slingshot a limited, non-exclusive, worldwide, royalty-free license to host, store, process, and use User Data solely as necessary to provide and operate the Services.
As between the parties, Slingshot retains all right, title, and interest in and to the Portal, the Services, all Slingshot Data, and all underlying technology, models, and intellectual property.
Except as expressly permitted through the Portal or in writing by Slingshot, you will not download, extract, reproduce, distribute, or otherwise use any data, datasets, or outputs made available through the Portal.
10. Export Control and Sanctions
You will not access, use, export, re-export, or otherwise transfer the Portal or any Services, data, or outputs made available through the Portal in violation of any applicable export control, trade sanctions, or similar laws and regulations, including those administered by the United States government (including the Export Administration Regulations and regulations administered by the Office of Foreign Assets Control).
Without limiting the foregoing, you represent and warrant that you are not (a) located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive U.S. sanctions, or (b) identified on any U.S. government list of prohibited or restricted parties.
You will not use the Portal or Services for any prohibited end use, including any military, nuclear, missile, chemical, or biological weapons-related activities, except as authorized by applicable law.
You are solely responsible for compliance with all applicable export control and trade sanctions laws in connection with your access to and use of the Portal and Services.
11. Artificial Intelligence Services
The Portal may include artificial intelligence and machine learning capabilities that generate outputs (“AI Outputs”).
AI Outputs are generated through automated and probabilistic processes and may be incomplete, inaccurate, or subject to inherent limitations.
AI Outputs are provided for informational purposes only and are not a substitute for human judgment, professional advice, or independent analysis. You are solely responsible for evaluating and validating AI Outputs prior to any use or reliance. You acknowledge that you are solely responsible for any decisions, actions, or outcomes resulting from your use of AI Outputs.
You will not, and will not permit any third party to:
(a) use AI Outputs or the Services to train, fine-tune, validate, or develop machine learning or artificial intelligence systems;
(b) attempt to extract or infer underlying models, training data, or system architecture; or
(c) use AI Outputs in connection with safety-critical, regulated, or high-risk decisions without appropriate human oversight and independent validation.
12. Third-Party Services
The Portal may interoperate with or incorporate third-party services, systems, or data. Slingshot does not control and is not responsible for the performance, availability, security, or reliability of such third-party services.
13. Suspension and Termination
Slingshot may suspend or terminate your access to the Portal at any time, with or without notice, if Slingshot reasonably determines that (a) you have violated these Terms, (b) your use poses a risk to the Portal, Services, or other users, or (c) such action is required by law.
You may discontinue use of the Portal at any time.
14. Disclaimers
THE PORTAL AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, SLINGSHOT DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
SLINGSHOT DOES NOT WARRANT THAT THE PORTAL OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY OUTPUTS WILL BE ACCURATE, COMPLETE, OR RELIABLE. THE SERVICES AND ANY OUTPUTS MADE AVAILABLE THROUGH THE PORTAL ARE NOT INTENDED TO PROVIDE LEGAL, FINANCIAL, OPERATIONAL, OR OTHER PROFESSIONAL ADVICE.
15. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, SLINGSHOT WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF DATA, USE, REVENUE, OR PROFITS, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PORTAL.
IN NO EVENT WILL SLINGSHOT’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS EXCEED ONE HUNDRED U.S. DOLLARS (US $100).
16. Modifications
Slingshot may modify these Terms from time to time. Updated Terms will be effective upon posting or as otherwise indicated.
Your continued use of the Portal after the effective date constitutes acceptance of the updated Terms.
17. Governing Law
These Terms and any dispute, claim, or controversy arising out of or relating to these Terms or your access to or use of the Portal will be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws principles.
Any legal action or proceeding arising out of or relating to these Terms will be brought exclusively in the state or federal courts located in New York County, New York, and you hereby irrevocably submit to the personal jurisdiction and venue of such courts.
18. Entire Agreement
These Terms constitute the entire agreement between you and Slingshot with respect to your access to and use of the Portal under a Free Subscription Plan and supersede all prior or contemporaneous agreements, communications, proposals, and understandings, whether written or oral, relating to such subject matter.
19. Waiver; Severability
The failure of Slingshot to enforce any provision of these Terms will not be deemed a waiver of such provision or of any other provision, nor will any waiver constitute a continuing waiver unless expressly provided in writing and signed by an authorized representative of Slingshot.
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision will be enforced to the maximum extent permitted by applicable law. To the extent such provision cannot be enforced as written, it will be modified to the minimum extent necessary to make it enforceable while preserving the original intent of the parties. The remaining provisions of these Terms will remain in full force and effect.
20. Assignment
You may not assign, transfer, delegate, or otherwise dispose of these Terms, in whole or in part, whether by operation of law or otherwise, without the prior written consent of Slingshot, and any attempted assignment in violation of the foregoing will be null and void.
Slingshot may assign or transfer these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.
Subject to the foregoing, these Terms will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.
21. Injunctive Relief
You acknowledge that a breach of these Terms may cause irreparable harm to Slingshot for which monetary damages would be inadequate, and Slingshot may seek injunctive or equitable relief in addition to any other remedies available at law.
22. Contact Information
For questions regarding these Terms, please contact:
Slingshot Aerospace, Inc.
The #1 Source for Space Data & AI Insights
