Last updated: March 25, 2026

REMOTIVELABS TERMS OF USE

Please review these Terms of Use (the "Agreement" or "Terms") carefully. These Terms are intended solely for business-to-business use. By accepting these Terms, you represent and warrant that you are acting in a professional or business capacity (whether as an individual professional, sole proprietor, or on behalf of a legal entity) and not as a consumer. You represent that you are at least 18 years of age. Your acceptance of these Terms is required in order for you to access and use the RL Solution (as defined below). By click-accepting or otherwise manifesting assent to these Terms, by using the RL Solution in whole or in part, by downloading, installing or using RL Software, or by registering or opening an account with us, you are entering into a legally binding agreement with us. If you do not agree to these Terms, you cannot use the RL Solution.

We reserve the right to propose modifications to these Terms periodically. We will notify you of any material changes at least 30 days in advance via email sent to the address we have on file for you, or via other reasonable notification mechanisms, identifying the nature of the changes and their effective date. For paid subscriptions, such changes will take effect upon the next renewal of your subscription. If you do not agree to the modified Terms, you may decline to renew before the modified Terms take effect, in which case the prior Terms will continue to apply for the remainder of your then-current subscription period. For free-tier users, modified Terms will take effect 30 days after notice is provided; if you do not agree to the modified Terms, you must cease use of the RL Solution before they take effect. Continued use after the effective date indicates your acceptance of the modified Terms. 

‍1. DEFINED TERMS

‍"Access Information": user name, password, and other log-in information for access to all or any part of the RL Solution.

"Authorized Users": either (a) you, if you are an individual and not an entity; or (b) the maximum number of your internal employees and contractors specified in the applicable invoice under your paid subscription, and in each case excluding external users or competitors to us.

"Content": In-vehicle car data, text, images, graphics, photos, video, applications, audio, and any other content, information or data, created, derived from or accessible via use of the RL Solution.

"Device": ​ a personal computer or device, and any network system on which the software is hosted, in each case, exclusively for the benefit of your employees and contractor personnel (for clarity, excluding external use or use by competitors of us).

"Other Applications": online or offline software, products, services, functionality, hardware, networks and Content not developed or provided by us.

"Privacy Policy": our Privacy policy is available here, as may be amended on one or more occasions.

"RL Service": the online cloud functionality, information, services and Content, including RemotiveCloud, as may be updated or modified by us on one or more occasions.

"RL Software": the software applications (including RemotiveStudio, RemotiveTopology, RemotiveBroker and RemotiveWebApp), RL Source Code, tools, documentation, and application programming interfaces (if applicable), as may be made available to you, and as may be updated or modified by us on one or more occasions. 

"RL Solution": RL Service, RL Software, Support Services, and the features, functionality, data, applications, information, and services that we may make available to you via or in connection with your use of the RL Software and RL Service.

"RL Source Code": reference, sample and/or integration human-readable software program source code, as may be made available to you, and as may be updated or modified by us on one or more occasions.

"Support Services": services we may agree to perform to enable the training, setup, integration, maintenance and/or support of the RL Solution, which may include support, consulting, professional services, and the services described in section 6.

"Uploaded Content": Content you and other users upload or provide to the RL Solution.

"Use License": a single and company- or individual-specific limited license for the number of Authorized Users purchased by you (and as stated in our issued invoice), solely for the benefit of you and your Authorized Users, to (a) make copies of the installable RL Software as required to load such copies onto Devices, and for backup and archival purposes; (b) modify, create derivative works of, and compile RL Source Code and such derivative works, on such Devices; (c) access and use the RL Software on Devices in accordance with these Terms; and (d) access and use the RL Service in accordance with these Terms.

"We," "us," "our," "RL," or "Remotive Labs": Remotive Labs AB, organized under the laws of Sweden.

‍"You" or "your": the single entity or single individual licensee of a Use License to the RL Software.

2.0 LICENSE TERMS

2.1 License Grant. Subject to your compliance with these Terms, we hereby grant to you a non-sublicensable, non-transferable, and non-exclusive Use License, for your internal or personal use. If you are an entity, you may exercise the rights granted in this section solely via your own employees and individual staff contractors. You will ensure that all such employees and contractors are bound by written confidentiality and restricted use agreements that apply to the RL Solution and are consistent with and no less protective than these Terms.

2.2 Updates. The RL Software may update automatically. Updates may be required for ongoing support of the RL Solution. We are not obligated to make any updates available except as we may separately agree in writing.

2.3 Unauthorized Use. You will not (a) except as set forth in section 2.1, reproduce, modify, or create derivative works or improvements of the RL Software; or (b) sublicense, distribute to or share use of the RL Software or its functionality with any third party including via any network. All rights not expressly granted in this section are reserved to us. You will have no right or license to the RL Software other than the rights set forth in section 2.1.

2.4 Ownership; Grant-Back. We and our licensors retain all right, title and interest in the RL Software and associated intellectual property rights, and all copies of the RL Solution, of which you shall maintain confidentiality. The structure, sequence, organization and code of the RL Software constitute our and our licensors’ valuable trade secrets and copyrighted confidential information. You will preserve and not suppress our proprietary notices, markings, and branding associated with or displayed via the use of the RL Software. You hereby grant to us and our affiliates a nonexclusive, worldwide, perpetual, irrevocable, non-terminable, sublicensable, fully paid up, royalty-free, assignable and transferable license to make, use, reproduce, modify, adapt, create derivative works of, improve, extend, enhance, translate, distribute (directly and indirectly, in any medium, under terms of choice), combine, compile, transmit, display and perform publicly, license, rent, lease, and manufacture, sell, offer to sell, and import, your modifications, extensions, improvements and derivative works of RL Software, and to sublicense any or all of the foregoing rights.

2.5 Reverse Engineering. You will not reverse engineer, modify, decompile, disassemble or otherwise attempt to derive the source code, interfaces or other information from the binary or obfuscated components of the RL Software, or work around technical protections or limitations associated with the RL Software, except and only to the extent that: (a) such activity is expressly permitted by directly applicable law notwithstanding this limitation; (b) it is essential to engage in such activity in order to obtain information needed to achieve interoperability of independently created software with the RL Software, or to correct errors; (c) such activity is confined to those parts of the RL Software which are necessary to achieve interoperability or correct errors; and (d) you have first requested such information from us, via email to support@remotivelabs.com and we have not made such information available to you, either as documented on our websites or repos, or separately under reasonable terms and conditions. Any information supplied to or obtained by you under this section may only be used by you for the purpose described in this section, and will not be disclosed to any third party or used to create any software that is substantially similar to the RL Software.

2.6 Open Source. Certain components or libraries included in or bundled with the RL Software may be covered by open source licenses. To the extent required by such open source licenses, the terms of such licenses will apply in lieu of the terms of section 2.1, solely with respect to those libraries or components that are licensed under such open source licenses. You will not combine or link any part of the RL Software with publicly available source code licensed under terms (including without limitation GPL, AGPL, LGPL, Mozilla, and Eclipse copyleft open source licenses) requiring, as a condition of use or distribution, that any separate software linked to, derived from, or integrated with, such code, be made available in source code form, or without charge, or free of enforceable intellectual property rights, or otherwise take any action that would make all or any part of the RL Software subject to such open source license terms.

2.7 Our Marks. You agree that any use of our marks, branding and logos ("Marks"), whether permitted or otherwise, will inure to our sole benefit. You will not directly or indirectly: (a) file or prepare any application for registration of any Marks; (b) assert any right, title, license to, or interest in the Marks; or (c) adopt, use, file for registration, or register, in whole or in part, any trademark, service mark, trade name, logo, or domain name which may be confusingly similar to or an infringement of the Marks or any of our domain names.

‍3.0 ACCESS TO THE RL SOLUTION

3.1 Availability. Subject to your compliance with these Terms, we will use reasonable efforts to make the RL Solution available, subject to scheduled maintenance or upgrades, for emergency reasons, suspension as required by law or governmental authority, in order to prevent harm to or infringements of the rights of others, or delays or failures due to (a) Other Applications, or (b) platforms, networks, forces, events, malware, or equipment that are not under our control. You acknowledge that your decision to use the RL Solution is not reliant or dependent on the availability of any current or future functionality, products, or features, or on any oral or written public or private comments or representations made by us. You may not use the RL Solution if you are barred from doing so under applicable law. If you are using the RL Solution on behalf of a company, you warrant that you have full power and authority to bind such company to these terms.

3.2 Consent to Privacy Policy; Communications. You acknowledge and consent to the Privacy Policy. You agree to receive service-related communications from us, including transactional messages, account management notices, notifications related to Support Services, administrative notices, and service announcements or changes. These service-related communications are necessary for the provision of the RL Solution and are not marketing communications. We may separately request your consent to receive marketing communications in accordance with our Privacy Policy; such consent may be withdrawn at any time.

3.3 Reservation of Rights. We retain all right, title and interest in and to the RL Solution, and all associated intellectual property rights. We grant no licensed rights to our patents. The RL Solution, and the user interface, user experience, icons, presentation layer and elements, reports, layouts, and screen displays of or generated by the RL Solution, are our copyrightable material, our trade dress and our trademarks and servicemarks. You will not use, reproduce or deploy the RL Solution, except for your own personal use or your own business operations, and solely in accordance with these Terms.

3.4 Evaluation Trial. We may offer for a limited time a free- or reduced-charge evaluation period ("Evaluation Trial"). Any of your Uploaded Content, personalizations, integrations, adaptations, customizations or other materials generated during the Evaluation Trial will be permanently lost at the end of the Evaluation Trial unless you purchase a subscription to the applicable RL Solution at the conclusion of the Evaluation Trial. Except as the parties may otherwise agree in a separate written agreement, we are under no obligation to provide Support Services during or in support of the Evaluation Trial. NOTWITHSTANDING ANY OTHER PROVISION OF THESE TERMS, AND TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE EVALUATION TRIAL IS PROVIDED "AS IS" AND WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED.

‍4.0 USE OF THE RL SOLUTION

4.1 Necessary Systems. Access to and ability to effectively use the RL Solution is conditioned on your procurement at your expense of all necessary system, hardware, software, operating environment, connectivity, and network access. You acknowledge that use of the RL Solution requires payment of fees to us (beyond an initial evaluation period), and a connection to, and data transfers over, the network and therefore may impact your data usage charges imposed by your wireless operator or other service provider, and may impact usage limitations imposed by Other Applications.

4.2 Feedback. You agree that we may freely use and exploit in perpetuity any feedback, requirements, recommendations, ideas, bug fixes, reviews, ratings, comments, suggestions, or improvements, that you, or any employee or agent thereof, may at any time disclose or submit to us relating to the RL Solution for our business purposes, including for product, services or solution sales, licensing, support and development, without any obligation or payment to you.

4.3 Service Data. In the course of providing the RL Solution, we collect and process technical and usage data relating to your and your Authorized Users' use of the RL Solution, including metadata, diagnostic and performance data, error logs, usage statistics, feature utilization patterns, and configuration data (collectively, "Service Data"). Service Data does not include the substance of your Uploaded Content. We process Service Data for the following purposes: (a) to provide, operate, and maintain the RL Solution; (b) to monitor performance, diagnose issues, and improve the RL Solution; (c) to develop new products and features; (d) to verify compliance with these Terms; and (e) to protect against security threats, fraud, and malware. Our processing of Service Data that constitutes personal data (such as user identifiers, IP addresses, or usage patterns attributable to individual Authorized Users) is carried out on the basis of our legitimate interests pursuant to Article 6(1)(f) of the General Data Protection Regulation (EU) 2016/679 ("GDPR"), as further described in our Privacy Policy. We may derive anonymized and aggregated datasets from Service Data, from which no individual can be identified, for analytical, benchmarking, and product development purposes. Such anonymized data is no longer personal data under the GDPR and may be used without restriction. For clarity, we may use Service Data that is not personal data, and anonymized Service Data from which individuals are no longer identifiable, to train and improve machine learning models incorporated into the RL Solution, provided that such models do not expose or enable the reconstruction of any individual customer's data or Uploaded Content. For the avoidance of doubt, where Service Data is collected via cookies or similar tracking technologies, our Privacy Policy applies in addition to this section.

4.4 Authorized Users. You shall ensure that the maximum number of users will not exceed the Authorized Users invoiced to you and that no individual user Use License may be used by more than one individual Authorized User unless it has been reassigned in its entirety to another Authorized User, in which case the prior Authorized User must no longer have any right to access or use the RL Solution. You are responsible for all users’ compliance with these Terms.

4.5 Unauthorized Use. You will not use the RL Solution or participate in any activities via the RL Solution in a manner that is likely to be prohibited by law or these Terms or violative of third party rights in any applicable jurisdiction, including intellectual property rights. Your use of the RL Solution must be in full compliance with applicable law. You will not use, or enable or permit the use of the RL Solution to store or transmit infringing, libelous, offensive or otherwise unlawful or tortious material or data or in violation of privacy rights, or to transmit malicious code, viruses, time bombs, trojan horses, or similar mechanisms, scripts, agents, bots or programs. You will not use or access the RL Solution: (a) if you are a direct competitor of us or operating on behalf of such a direct competitor; or (b) for purposes of monitoring availability, performance or functionality, or for any other benchmarking or competitive purposes. You shall use the RL Solution exclusively for the benefit of you and your organization, and you shall not directly or indirectly sublicense, frame or white-label, or otherwise provide access to, the RL Solution, in whole or in part.

4.6 Notifications to You. For purposes of service messages and notices about the RL Solution to you, we may post messages via relevant support resources, or place a banner notice across site pages to alert you to certain changes such as modifications to these Terms. Alternatively, notice may consist of an email from us to an email address associated with your account, even if we have other contact information. You also agree that we may communicate with you in relation to your account and these Terms through your account or through other contact information that you have provided to us, including email, mobile number, telephone, or delivery services.

4.7 Notifications to Us. If you believe that you are entitled or obligated to act contrary to these Terms under any mandatory or applicable law, you agree to provide us with detailed and substantiated explanation of your reasons in writing at least thirty days before you act, to allow us to assess whether we may, at our sole discretion, provide an alternative remedy for the situation, though we are under no obligation to do so. To be effective, notices to us must be sent to legal@remotivelabs.com.

4.8 Service Discontinuance/Modification. We may modify, update, or discontinue all or any part, feature, or functionality of the RL Solution, including in the form of routine updates, bug fixes, performance improvements, and new releases, and where reasonably necessary to: (a) address security vulnerabilities or threats; (b) comply with applicable law, regulation, or a binding order of a court or governmental authority; (c) reflect changes required or necessitated by a cloud hosting provider, including changes to the cloud hosting provider's terms of service or use or other agreement; or (d) to deprecate features, protocols, or APIs that have reached end-of-life.

‍5.0 ACCESS INFORMATION & CONTENT

5.1 Access Information. You are wholly responsible for maintaining the confidentiality of Access Information and wholly liable for all activities occurring under such Access Information. You will not transfer to any party Access Information, or use access information of another, without our prior written consent. You will immediately notify us of any unauthorized use of Access Information or any other breach of security via email sent to legal@remotivelabs.com. We will not be liable for any loss or damage arising from lost or forgotten Access Information (including associated loss of Content), from failure to comply with this section or from unauthorized use of Access Information.

5.2 Responsibility for Content. Your Uploaded Content is your sole responsibility. We will have no responsibility or liability for the deletion or failure to store any Content or user data. We reserve the right to mark as inactive and archive free-tier accounts that are inactive for an extended period of time. It is your sole responsibility to back up all Content and end user data. We may preserve and disclose Content if required to do so by law or judicial or governmental mandate or as reasonably necessary to protect the rights, property or safety of us, users and/or the public. We reserve the right, at our sole discretion, to remove or restrict access to any Uploaded Content that we deem to be in violation of these Terms, applicable laws, or the rights of third parties. Users are encouraged to report any suspected violations or unlawful activity related to Uploaded Content to legal@remotivelabs.com. We may terminate RL Solution access, and disable RL Software, in response to a violation or suspected violation of these Terms.

5.3 Uploaded Content. Users are solely responsible for their Uploaded Content. We do not monitor or review Uploaded Content and expressly disclaim any responsibility for it. By using the RL Solution, you represent and warrant that your Uploaded Content complies with all applicable laws and regulations and does not infringe on the rights of any third party. You agree not to use the RL Solution to upload or store any illegal, defamatory, obscene, or otherwise objectionable material, including but not limited to content that violates intellectual property rights, privacy rights, or applicable criminal laws. We reserve the right to remove or restrict access to any Uploaded Content that we reasonably suspect violates these Terms, applicable law, or the rights of third parties.

5.4 Personal Data in Uploaded Content. You acknowledge that Uploaded Content, including without limitation in-vehicle recordings, sensor data, and associated metadata, may contain personal data as defined in the GDPR, such as images of identifiable individuals, vehicle registration numbers, geolocation data, or driver behavior data. With respect to any such personal data contained in your Uploaded Content, you are the controller and we are the processor, as those terms are defined in the GDPR. Our processing of such personal data is governed by the Data Processing Addendum attached as Exhibit A to these Terms (the "DPA"), which forms an integral part of this Agreement. You represent and warrant that you have obtained all necessary legal bases, consents, and authorizations required under applicable data protection law for the collection and upload of any personal data contained in your Uploaded Content, and for our processing of such data as processor on your behalf. You shall not upload personal data to the RL Solution except in accordance with applicable data protection law and the DPA.

‍6.0 SUPPORT SERVICES

Subject to your compliance with these Terms, we may, in our sole discretion, provide the following Support Services:

• email help desk, consulting, query and incident support, in furtherance and support of your use of the RL Solution.
• implementation of all upgrades, enhancements, ports, bug fixes, and new releases to the RL Solution when and if, in our sole discretion, developed and released by us.
• access to online support resources.
• the Remotive Labs Get-Stuff-Done package.

‍7.0 RL SOLUTION INTEGRITY

7.1 Prohibited Acts. You are prohibited from breaching or attempting to breach any security features of the RL Solution, including, without limitation: (a) accessing Content, data, information or materials not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the RL Solution, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with use of the RL Solution by any user, host, or network, including, without limitation, by means of submitting a virus, overloading, flooding, spamming, mail bombing, or crashing; (d) publishing or linking to malicious Content intended to damage or disrupt another user’s browser or computer or to compromise a user’s privacy or anonymity; (e) forging any TCP/IP packet header or any part of the header information; (f) accessing or tampering with non-public areas of the RL Solution, our computer systems, or the technical delivery systems of us or our providers; (g) publish, post, upload or otherwise transmit any data, material, information or Content that contains any viruses, trojan horses, worms, time bombs, corrupted files or programming routines or mechanisms that are intended to damage, interfere with, monitor, intercept or expropriate any systems, data, information or property; or (h) accessing or attempting to access the RL Solution by any means (automated or otherwise) other than through the currently available, published or enabled interfaces that are provided by us, unless you have been specifically allowed to do so in a separate agreement with us.

7.2 Illicit Access. You will not obtain or attempt to obtain any materials or information through any means not intentionally made available through the RL Solution, which is for your personal/internal and individualized use only. Without limiting the generality of the foregoing, you will not publish, distribute or transmit to the general public via any medium the RL Solution, except through and as otherwise authorized by us, and you will not engage in framing, mirroring, or otherwise reproducing or simulating the appearance or function of the RL Solution.

‍8.0 PAYMENTS

You will pay to us the fees specified for your subscription and/or our provision of Support Services. By providing us with a billing account, you represent and warrant that you: (a) are authorized to use the billing account that you provided and that any payment information you provide is true and accurate; and (b) authorize us to charge you using your billing account. We may bill you in advance, at the time of purchase, shortly after purchase, or on a recurring basis for subscriptions. We will notify you in advance of any change in the amount to be charged for recurring subscription services. All payments are non-refundable and are exclusive of taxes, bank service fees, or currency exchange settlements. Payments will be made via the method designated by us. In the event you are delinquent in the payment of any invoice for a period of more than ten business days, we may at our option suspend access to the RL Solution until all overdue payments are made in full. Notwithstanding any other provision of this Agreement, including section 11.3, nothing herein will be deemed to preclude us from filing a fees and expenses collection action at any time in any court of competent jurisdiction (and our right to pursue such relief is not subject to arbitration). Payments to us will be made without deduction, counterclaim or set-off of any kind. Any payments that are not timely paid as provided hereunder will, at our option, bear compound interest at the rate of the lower of (a) one percent per month; or (b) the highest rate permitted by applicable law. You shall reimburse our costs of collecting fees owed under these Terms, including court costs and reasonable attorneys' fees.

‍9.0 WARRANTY, DISCLAIMER, LIMITATION OF LIABILITY & INDEMNITY

9.1 Limited Warranty. We warrant that, during the term of your paid subscription (the "Warranty Period"): (a) the RL Software will substantially comply with its published RL documentation, provided that the sole and exclusive remedy for breach of the foregoing warranty will be our provision of Support Services in the form of issue resolution, error correction, workaround or replacement, within 30 days of your written notice of alleged breach; and (b) Support Services will be performed with professional and reasonable care, provided that the sole and exclusive remedy for breach of the foregoing warranty will be for us to reperform the applicable Support Services within thirty days of your written notice of alleged breach. You waive claims caused by, related to or in the nature of breach of any warranty of this section if you fail to provide written notice of breach to us within the Warranty Period and within 30 days of discovering the alleged non-conformity.

9.2 Disclaimer. EXCEPT FOR THE LIMITED WARRANTY IN SECTION 9.1, AND TO THE MAXIMUM EXTENT POSSIBLE UNDER APPLICABLE LAW, we provide the RL Solution on an as-is, as-available basis, and WE DISCLAIM ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE RL SOLUTION, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

WE EXPRESSLY DISCLAIM ANY LIABILITY FOR UPLOADED CONTENT. WE ARE NOT RESPONSIBLE OR LIABLE FOR ANY CLAIMS, DAMAGES, OR LOSSES RESULTING FROM THE USE, DISTRIBUTION, OR PUBLICATION OF UPLOADED CONTENT. YOU FURTHER ACKNOWLEDGE THAT YOUR USE OF THE RL SOLUTION, INCLUDING UPLOADED CONTENT, IS AT YOUR OWN RISK AND THAT YOU REMAIN SOLELY RESPONSIBLE FOR COMPLYING WITH ALL APPLICABLE LAWS AND REGULATIONS REGARDING UPLOADED CONTENT. NOTHING IN THESE TERMS WILL BE INTERPRETED TO CREATE ANY OBLIGATION FOR US TO SCREEN, REVIEW, OR MONITOR UPLOADED CONTENT.

Specifically, we make no warranty that (a) the RL Solution will meet your requirements, goals or needs, (b) RL Solution access will be uninterrupted, timely, secure or error-free, or (c) any errors or deficiencies in the RL Solution will be corrected. Because no online system is perfectly secure or reliable, the internet is an inherently insecure medium, and the reliability and security of hosting services, internet intermediaries, your internet service provider, and other application or service providers cannot be assured, you accept such inherent security risks associated with your use of the RL Solution. We are not responsible or liable for Other Applications or for any errors in or incompatibilities with Other Applications, or for any loss or damage of any kind incurred as a result of the use of Other Applications. 

9.3 Limitations of Liability. Notwithstanding any other provision of these Terms, our maximum cumulative aggregate liability for all claims, liabilities or obligations arising under or relating to the "Subject Matter" (defined as these Terms, the Privacy Policy, Other Applications, Content, and the RL Solution), regardless of the number of claims or the theory of liability, whether for breach of these Terms, including breach of warranty, or in tort or otherwise, will not exceed all amounts paid by you for Use Licenses, if any, during the 12-month period preceding the occurrence of the claim or event giving rise to liability. We will not be liable for any indirect, punitive, special, incidental or consequential damages, or liable for interruption of business, diminution of value, cost of replacement, downtime, loss of profits, revenue, use, data, Other Applications, or other economic advantage, in connection with, related to or arising out of the Subject Matter, regardless of the theory of liability, whether for breach of these Terms, including breach of warranty, or in tort or otherwise, even if we have been previously advised of the possibility of such damages. Liability for damages will be so limited and excluded, regardless of the validity or efficacy of any remedy provided herein or under applicable law, and regardless of whether any such remedy proves inadequate to make you whole. The provisions of this section allocate the risks under these Terms between the parties and each party has relied upon the limitations set forth herein in determining whether to enter into this relationship. The parties have voluntarily agreed to define the parties’ rights, liabilities and obligations respecting the Subject Matter exclusively in contract pursuant to these Terms, and each party expressly disclaims that such party is owed any duties or are entitled to any remedies not expressly set forth in these Terms. The foregoing limitations and exclusions apply to the maximum extent permitted by applicable law. Notwithstanding the foregoing, nothing in these Terms limits or excludes either party’s liability for: (a) death or personal injury caused by that party’s negligence; (b) fraud or fraudulent misrepresentation; (c) intentional wrongdoing (uppsåt) or gross negligencev vårdslöshet) as those concepts are understood under Swedish law; or (d) any other liability that cannot be excluded or limited under applicable mandatory law, including mandatory provisions of Swedish law.

9.4 Indemnity. You shall indemnify, defend, and hold us harmless, from and against any claims, losses, damages, judgments, awards, costs, liabilities, expenses, sanctions, and fees (including reasonable lawyers’ fees and costs) directly or indirectly caused by or incurred by reason of (a) breach or alleged breach of these Terms; (b) your Uploaded Content; or (c) third party claims arising from or relating to your use of the RL Solution, including but not limited to claims involving intellectual property infringement, privacy violations, or illegal content. We may assume the exclusive defense and control of any matter for which you are required to indemnify us under this section, at your expense. You will cooperate with our defense and settlement of such claims. For purposes of this section, "us" includes our affiliates, and officers, directors, employees and agents of ours and our affiliates. You will be responsible for any costs, fees, fines, or penalties imposed on us by a competent authority to the extent arising from or relating to: (d) your breach of the Terms; (e) your use of the RL Solution in violation of applicable law; or (f) any knowingly inaccurate or misleading information provided by you to us or to any competent authority.

‍10.0 TERMINATION

Rights to the RL Software and access to the RL Service will terminate immediately upon your breach of these Terms, or for exceeding the number of Authorized Users. We may additionally terminate rights and access if your manner of using the RL Solution exceeds normal and reasonable usage, including via unauthorized automated (non-human) initiated requests, or otherwise, and such excessive or detrimental use has not been corrected by you promptly. We may on written notice terminate rights granted under these Terms in the event the RL Solution in whole or in part is in our reasonable judgment subject to the intellectual property rights of any other person or entity. Our rights under this section are in addition to any other rights and remedies permitted by law or under these Terms. Breach of these Terms may result in pursuit of all available remedies for intellectual property rights (including intellectual property rights infringement), the availability of which you hereby acknowledge. We may terminate your Use License for cause, including without limitation for: (a) violation of these Terms; (b) abuse of our resources or any attempt to gain unauthorized entry to the RL Solution; (c) use of the RL Solution in a manner inconsistent with its purpose; or (d) requirements of or for failure to comply with applicable law, regulation, court or governing agency order. Upon termination of rights or access for any reason, all licensed rights granted under these Terms, access to the RL Service, and all Support Services will terminate, and you will immediately cease all use, and destroy all copies, of the RL Software.

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‍11.0 GENERAL PROVISIONS

11.1 Force Majeure. Neither party will be liable for any failure or delay in performing its obligations under these Terms (other than payment obligations) to the extent that such failure or delay results from circumstances beyond the affected party's reasonable control (force majeure), including but not limited to: acts of God, natural disasters, epidemics or pandemics, war, terrorism, riots, civil unrest, acts or orders of governmental authorities, sanctions or embargoes, labor disputes not involving the affected party's own employees, disruption or failure of third-party cloud hosting or internet infrastructure, cyberattacks affecting critical infrastructure, and failures of third-party utility services (including power and telecommunications). The affected party shall: (a) promptly notify the other party in writing of the force majeure event, its expected duration, and the obligations affected; and (b) use reasonable efforts to mitigate the effects of the event and resume performance as soon as practicable. If a force majeure event prevents or materially impairs performance for a continuous period exceeding 90 days, either party may terminate the affected subscription upon 30 days' written notice to the other party, in which case we will provide a pro-rata refund of pre-paid subscription fees for the period following the effective date of termination. For the avoidance of doubt, this section does not excuse payment obligations for services already rendered.

11.2 Governing Law; Choice of Forum. The Subject Matter (as defined in section 9.3), and any disputes between us and related to or concerning any of the Subject Matter (including tort as well as contract claims, and whether pre-contractual or extra-contractual), notwithstanding the choice of laws rules of any jurisdiction to the contrary, will be governed by the procedural and substantive laws of Sweden. The United Nations Convention on Contracts for the International Sale of Goods will not apply and is hereby excluded.

11.3 Arbitration. Any disputes between or claims brought by either party arising out of or related to the Subject Matter (as defined in section 9.3), including tort as well as contract claims, and whether pre-contractual or extra-contractual, as well as the arbitrability of any disputes, must be referred to and finally settled by binding arbitration. Arbitration will be conducted by the Arbitration Institute of the Stockholm Chamber of Commerce (the "SCC"), and the venue for arbitration will be Malmö, Sweden. The Rules for Expedited Arbitrations will apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules will apply. In the latter case, the SCC will also decide whether the Arbitral Tribunal will be composed of one or three arbitrators. The arbitration will be conducted remotely online and/or based solely upon written submissions. The arbitrator will apply the law specified in section 11.2 above. All awards may if necessary be enforced by any court having jurisdiction. The existence of any dispute, the existence or details of the arbitration proceeding, and all related documents, materials, evidence, and awards, must be kept confidential. Except as required by law, no party will make any public announcements with respect to the proceeding or the award or ruling, except as required to enforce the award or ruling. The parties hereby waive the right to a trial by jury and agree to only bring claims in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. All disputes will be arbitrated only on an individual basis and not in a class, consolidated or representative action. The arbitrator does not have the power to vary these provisions. All claims (excluding requests for injunctive or equitable relief) between the parties must be resolved using arbitration in accordance with this section. Should either party file an action contrary to this section, the other party may recover lawyers’ fees and costs associated with enforcing this section, provided that the party seeking the award has notified the other party in writing of the improperly filed claim, and the other party has failed to withdraw the claim in a timely fashion.

11.4 Limitation; Prevailing Party. You agree that regardless of any statute of limitations to the contrary, and to the maximum extent permitted by applicable mandatory law, any claim or cause of action arising out of or related to the Subject Matter must be filed within two years after such claim or cause of action arose, or be forever barred. If applicable law prohibits a two-year limitation period for asserting claims, any claim must be asserted within the shortest time period established by applicable law. A party prevailing in any litigation or arbitration related to these Terms or the RL Solution will be entitled, in addition to such other relief as may be granted, to an award of reasonable attorneys’ fees.

11.5 Assignment. These Terms will not be assigned, delegated, or transferred by you, in whole or in part, whether voluntarily, involuntarily, by merger, consolidation, dissolution, sale of assets, or otherwise, without our prior written consent. Any such purported assignment, delegation or transfer without such written consent will be void. We may assign, transfer, or delegate these Terms and your subscription, in whole or in part, without your prior consent: (a) to any RL affiliate; (b) in connection with a merger, acquisition, corporate reorganization, or sale of assets or equity; or (c) in connection with any transaction described in clause (b), to a designated service provider engaged by us, our assignee, or our successor to continue operation of the RL Solution. You agree that any such assignment, transfer or delegation includes the transfer of all rights, obligations, and associated data (including Content, account information, and operational data) to the extent necessary to ensure continuity of service. Any transfer of personal data in connection with an assignment under this section will be carried out in compliance with applicable data protection law, including the General Data Protection Regulation (EU) 2016/679, and as further described in the Privacy Policy. The assignee, transferee, or delegate shall be bound by these Terms with respect to such data and the provision of the RL Solution. These Terms will be binding on, and inure to the benefit of, the parties and their respective and permitted successors and assigns.

11.6 Injunctive Relief. You acknowledge and agree that breach of these Terms, or any unauthorized use, disclosure or distribution of the RL Solution, may cause irreparable harm to us, the extent of which would be difficult to ascertain, and that we will be entitled to seek immediate injunctive relief (in addition to any other available remedies), in any court of competent jurisdiction under the applicable laws thereto (and such proceeding, and our right to prosecute such a claim, is not subject to arbitration).

11.7 No Reliance. You acknowledge that you are entering into this Agreement based solely on the terms and conditions set forth herein, and that you are not relying on any statement, representation, or inducement made by or on behalf of Remotive Labs that is not expressly set forth in this Agreement. You further acknowledge that no officer, agent, representative, or employee of Remotive Labs has authority, express or implied, to make any binding statement or representation not expressly set forth in this Agreement. Nothing in this section excludes liability for fraud (svek) under Swedish law.

11.8 Important Final Terms. The Terms constitute the entire agreement between you and us and govern your use of the RL Solution, superseding any prior agreements, understandings, communications or proposals. The terms of any click-wrap, on-line or similar agreement, and the terms of any purchase order, presented by you will be of no force or effect unless separately agreed to in an independent writing signed by our CEO or VP Business Development (who are the only two persons with authority to agree to such terms or agreement). If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms will remain in full force and effect. No waiver of any provision of these Terms will be deemed a further waiver or continuing waiver of such provision or any other provision, and our failure to assert any right or provision under these Terms will not constitute a waiver of such right or provision. In the event of any conflict or inconsistency between these Terms and any RL website page (including any page describing or summarizing the RL Solution, your or our rights, obligations, and/or these Terms), these Terms will control. Nothing herein will be deemed to create an agency, partnership, joint venture, or franchisor-franchisee relationship of any kind between us and any user or other person or entity, nor do these terms extend rights to any third party. This Agreement is in the English language only, which language will be controlling in all respects, and all versions of this Agreement in any other language will be for accommodation only and will not be binding on you or us. All communications and notices made or given pursuant to this Agreement, and all documentation and support to be provided, unless otherwise noted, will be in the English language.

‍EXHIBIT A - DATA PROCESSING ADDENDUM

This Data Processing Addendum ("DPA") forms part of the Remotive Labs Terms of Use (the "Agreement") and applies to the extent that Remotive Labs AB ("Processor") processes Personal Data on behalf of the customer ("Controller") in connection with the RL Solution. Terms not defined herein have the meanings given in the Agreement or the GDPR.

1. Scope and Roles. This DPA applies solely to Personal Data contained in Uploaded Content that the Controller submits to the RL Solution. The Controller is the controller and the Processor is the processor of such Personal Data, as those terms are defined in the GDPR. This DPA does not apply to Service Data (as defined in Section 4.3 of the Agreement), for which the Processor acts as an independent controller.

2. Processing Details.‍

(a) Subject matter: hosting, storage, and provision of collaboration functionality for Uploaded Content via the RL Solution.

(b) Duration: the term of the Controller’s subscription under the Agreement, plus any post-termination retention period specified herein.

(c) Nature and purpose: the Processor stores, transmits, and makes available Uploaded Content to the Controller and its Authorized Users, and performs such technical operations as are necessary to provide the RL Solution. The Processor’s personnel may access Uploaded Content where reasonably necessary to provide and maintain the RL Solution, including for troubleshooting, debugging, quality assurance, and responding to support requests. Such access shall be limited to what is necessary for the applicable purpose.

(d) Types of Personal Data: images of identifiable individuals (e.g., pedestrians, vehicle occupants), vehicle registration numbers, geolocation and GPS data, driver behavior data, and any other personal data incidentally captured in in-vehicle recordings, sensor data, or associated metadata uploaded by the Controller.

(e) Categories of data subjects: individuals whose personal data is incidentally captured in the Controller’s Uploaded Content, which may include pedestrians, other road users, vehicle occupants, and drivers.

3. Processor Obligations. The Processor shall: (a) process Personal Data only on documented instructions from the Controller (which, for the avoidance of doubt, include the Controller’s use of the RL Solution functionality), unless required to do so by EU or Swedish law, in which case the Processor shall inform the Controller of that legal requirement before processing unless such notification is prohibited by law; (b) ensure that persons authorized to process Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality; (c) implement appropriate technical and organizational measures to ensure a level of security appropriate to the risk, in accordance with Article 32 of the GDPR, including as applicable encryption of Personal Data in transit and at rest, measures to ensure the ongoing confidentiality, integrity, availability, and resilience of processing systems, and regular testing of the effectiveness of such measures; (d) not engage another processor (sub-processor) without prior written authorization from the Controller, provided that the Controller hereby grants general authorization for the Processor to engage sub-processors subject to the conditions in Section 4 of this DPA; (e) taking into account the nature of the processing, assist the Controller by appropriate technical and organizational measures, insofar as this is possible, for the fulfillment of the Controller’s obligation to respond to requests for exercising data subjects’ rights under Chapter III of the GDPR; (f) assist the Controller in ensuring compliance with the obligations pursuant to Articles 32 to 36 of the GDPR, taking into account the nature of processing and the information available to the Processor; (g) upon expiration or termination of the Agreement, the Controller may retrieve Uploaded Content (including any Personal Data contained therein) via the RL Solution’s standard export functionality for a period of 30 days following termination; after that 30-day period, the Processor shall delete all remaining Personal Data in its possession, including any copies, unless EU or Swedish law requires continued storage; and (h) make available to the Controller all information necessary to demonstrate compliance with the obligations laid down in this DPA and Article 28 of the GDPR, and allow for and contribute to audits, including inspections, conducted by the Controller or another auditor mandated by the Controller, subject to reasonable advance notice and conducted during normal business hours no more than once per twelve-month period unless required by a supervisory authority.

4. Sub-processors. The Processor shall maintain a current list of sub-processors at remotivelabs.com/sub-processors (or such other URL as the Processor may notify to the Controller) and shall notify the Controller at least 30 days in advance of any intended addition or replacement of a sub-processor. If the Controller objects to a new sub-processor on reasonable data protection grounds within that 30-day period, the parties shall discuss the objection in good faith. If the parties are unable to resolve the objection, the Controller may terminate the affected subscription upon written notice, and the Processor shall provide a pro-rata refund of pre-paid subscription fees for the period following the effective date of termination. The Processor shall impose on each sub-processor, by way of a written contract, data protection obligations no less protective than those set out in this DPA. This obligation may be satisfied where a sub-processor operates under its own standard data processing terms that provide protections materially equivalent to those in this DPA, including the standard data processing agreements of major cloud infrastructure providers.

5. Data Breach Notification. The Processor shall notify the Controller without undue delay, and in any event, within 48 hours, after becoming aware of a personal data breach affecting Personal Data processed under this DPA. Such notification shall include, to the extent reasonably available: (a) a description of the nature of the breach, including the categories and approximate number of data subjects and records concerned; (b) the likely consequences of the breach; and (c) the measures taken or proposed to address the breach and mitigate its effects.

6. International Transfers. The Processor shall not transfer Personal Data to a country outside the European Economic Area ("EEA") or to an international organization unless: (a) the transfer is to a country that the European Commission has recognized as providing an adequate level of data protection; (b) appropriate safeguards have been provided in accordance with Article 46 of the GDPR, including the European Commission’s Standard Contractual Clauses; or (c) a derogation under Article 49 of the GDPR applies. The Processor shall inform the Controller of any sub-processor located outside the EEA and the transfer mechanism relied upon. The restrictions in this section apply to transfers initiated by the Processor (including to its sub-processors and infrastructure). Where the Controller grants access to the RL Solution to Authorized Users or other collaborators located outside the EEA, the Controller is solely responsible for ensuring that any resulting transfer of Personal Data complies with Chapter V of the GDPR.

7. Controller Obligations. The Controller shall: (a) ensure that it has a valid legal basis under the GDPR for any Personal Data included in Uploaded Content; (b) provide all required notices to, and where necessary obtain all required consents from, data subjects whose Personal Data may be contained in Uploaded Content; (c) ensure that its instructions to the Processor comply with applicable data protection law; and (d) where the Controller grants access to the RL Solution to Authorized Users or collaborators located outside the EEA, ensure that an appropriate transfer mechanism under Chapter V of the GDPR is in place for any resulting transfer of Personal Data.

8. Term and Termination. This DPA shall remain in effect for the duration of the Agreement and shall automatically terminate upon termination or expiration of the Agreement, subject to the Processor’s obligations under Section 3(g) regarding deletion or return of Personal Data, which shall survive termination.

9. Precedence. In the event of any conflict between this DPA and the Agreement, this DPA shall prevail with respect to the processing of Personal Data.

10. Liability. Our aggregate liability under this DPA shall be subject to the limitations of liability set out in section 9.3 of the Agreement. For the avoidance of doubt, claims under this DPA count toward, and do not increase, the aggregate liability cap in section 9.3.

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