These Terms of Service (“Terms”) govern access to and use of the MRSV*SPACE ecosystem provided by MRSV SPACE Inc.

Please read these Terms carefully.

By creating an account, downloading, installing, accessing, purchasing or using a MRSV*SPACE product or service, you agree to these Terms.

If you use MRSV*SPACE on behalf of a company, school, government body or other organization, you represent that you have authority to accept these Terms on its behalf.

If you do not agree to these Terms, do not use the Services.

1. About MRSV*SPACE
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MRSV SPACE Inc. (“MRSV*SPACE,” “we,” “us,” or “our”) develops technology for creating, configuring, deploying, managing and experiencing immersive environments.

These Terms apply to products and services including:

• the MRSV*SPACE Platform;
• Space Builder;
• MRSV*SPACE Launcher and runtime applications;
• MRSV*SPACE Unreal Engine tools and plugins;
• creator and developer tools;
• administrative applications;
• immersive libraries and marketplaces;
• web applications;
• APIs and cloud functionality;
• beta and early-access software; and
• related documentation and services.

Together, these are the “Services.”

Certain Services may also have additional product, marketplace, creator, licensing, enterprise or usage terms.

Where additional terms expressly apply to a Service, those terms form part of your agreement with us.

2. Eligibility and Authority

You must have legal capacity to enter into these Terms.

If you use the Services through an employer, educational institution or other organization, that organization may control your account and determine your access rights.

Use by minors through an educational program must be appropriately authorized by the relevant institution, parent or guardian where required.

3. Accounts

Some Services require a MRSV*SPACE account.

You agree to:

• provide accurate account information;
• maintain accurate contact information;
• protect your account credentials;
• not knowingly allow unauthorized access to your account; and
• notify us if you reasonably believe your account has been compromised.

You are responsible for activity occurring through your account except where caused by circumstances for which applicable law makes MRSV SPACE Inc. responsible.

4. Organizational Accounts

Organizations may establish accounts that include multiple users, locations, departments, franchisees or other authorized participants.

Organization administrators may have authority to:

• invite or remove users;
• assign software licenses;
• designate roles;
• manage access permissions;
• manage locations or associated accounts; and
• access organization-level account information.

Users participating in an organization account acknowledge that their organization may control their access to Services associated with that account.

MRSV*SPACE may support centralized, federated or location-based account structures depending on the applicable plan.

5. Software License

Subject to these Terms, any applicable order or subscription agreement, and payment of required fees, MRSV SPACE Inc. grants you a limited, non-exclusive, revocable, non-transferable and non-sublicensable right to install and use the applicable MRSV*SPACE software for its intended purpose.

The number of authorized users, devices, installations, locations or venues may depend on your purchased plan or written agreement.re used.

Unless expressly permitted by your plan or agreement, a software license may not be:

• shared between unrelated organizations;
• transferred to another customer;
• resold;
• sublicensed;
• rented;
• commercially distributed; or
• used to circumvent applicable user, device, venue or location limits.

Enterprise or multi-location customers may receive different license rights under an applicable order or enterprise agreement.

6. Device Activation

Certain MRSV*SPACE products may require periodic license validation.

A license may be associated with:

• your account;
• your organization;
• one or more computers;
• a venue;
• a deployment; or
• another licensed unit identified at purchase.

Software may communicate with MRSV*SPACE licensing infrastructure to confirm entitlement and permitted device limits.

Attempts to falsify, remove, defeat or circumvent license enforcement mechanisms are prohibited.

7. Subscriptions, Purchases and Billing

Certain Services are free, while others require payment.

Pricing, billing frequency and applicable license scope will be disclosed before purchase or included in an order form or commercial agreement.

Where a subscription automatically renews, the applicable purchase flow or agreement will identify:

• the renewal period;
• applicable price;
• cancellation process; and
• other material renewal terms.You authorize us and our payment processor to charge amounts due under the selected plan.

Fees may exclude applicable taxes unless otherwise stated.

You are responsible for taxes, duties or similar governmental charges associated with your purchase except taxes imposed on MRSV SPACE Inc.'s income.

8. Cancellation and Refunds

Subscription cancellation prevents future renewal but does not necessarily entitle you to a refund for a period already purchased.

Unless an order, promotional offer or mandatory consumer law provides otherwise:

• fees already paid are non-refundable;
• partial subscription periods are not prorated; and
• access may continue until the end of the paid subscription period.

Nothing in this section limits refund, cancellation or cooling-off rights that cannot legally be excluded.

9. Software Updates

We may release:

• patches;
• bug fixes;
• compatibility updates;
• security updates;
• feature updates; and
• major product revisions.

Certain updates may be necessary to continue using cloud services, licensing systems or other connected functionality.

We may discontinue support for outdated versions after providing reasonable notice where practical.

Purchasing a license does not necessarily entitle you to every future product, module or major release unless your subscription or agreement expressly states otherwise.

10. Customer Projects and Local Files

You retain ownership of projects, configurations, floor plans, designs, creative works and other materials that you create independently using MRSV*SPACE tools.

Using Space Builder or another MRSV*SPACE creation tool does not transfer ownership of your underlying project to MRSV SPACE Inc.

MRSV SPACE Inc. claims no ownership merely because the software:

• opens a project;
• stores a project locally;
• modifies configuration data;
• validates a configuration; or
• exports files such as an nDisplay configuration.

You are responsible for maintaining appropriate backups of locally stored project files.

11. Content Uploaded to MRSV*SPACE

Some Services may allow you to upload, publish, distribute or share content (“User Content”).

You retain any intellectual-property rights you already hold in your User Content.

By voluntarily uploading User Content to a MRSV*SPACE service for hosting, sharing or distribution, you grant MRSV SPACE Inc. a non-exclusive, worldwide license to host, store, reproduce, transmit, display and technically modify that content as reasonably necessary to operate the requested Service.

Technical modification may include activities such as:

• transcoding;
• compression;
• packaging;
• thumbnail generation;
• compatibility processing;
• distribution to authorized devices; and
• format conversion.

This license does not transfer ownership of your User Content to MRSV SPACE Inc.

12. Marketplace and Creator Distribution

Where you elect to publish an environment, experience, interaction, asset or other work through a MRSV*SPACE marketplace or content library, additional Creator, Marketplace or Usage Rights Terms may apply.

Those terms may govern matters including:

• distribution rights;
• commercial and non-commercial availability;
• territory;
• pricing;
• revenue sharing;
• subscriptions;
• venue licensing;
• franchise licensing;
• exclusivity;
• takedowns;
• creator attribution; and
• portfolio rights.

Unless a separate written agreement expressly states otherwise, uploading a work does not assign its copyright or underlying ownership to MRSV SPACE Inc.

13. Your Responsibility for Content

You represent that you have sufficient rights to use, upload or distribute User Content through the Services.

You may not upload or distribute content that:

• infringes copyright, trademark or other intellectual-property rights;
• violates privacy or publicity rights;
• contains malicious software;
• violates applicable law;
• is fraudulent or intentionally misleading;
• attempts to compromise the Services; or
• is otherwise prohibited by applicable marketplace or community rules.

We may remove or restrict access to content where reasonably necessary to comply with law, protect users, enforce our agreements or respond to credible intellectual-property complaints.

14. Acceptable Use

You may not:

• reverse engineer, decompile or disassemble the Services except to the limited extent such restriction is prohibited by applicable law;
• defeat or circumvent licensing, access or security controls;
• use unauthorized credentials or license keys;
• redistribute proprietary MRSV*SPACE software without permission;
• resell or sublicense the Services except where expressly authorized;
• attempt unauthorized access to MRSV*SPACE infrastructure;
• introduce malware or harmful code;
• interfere with operation of the Services;
• use the Services to violate applicable law or third-party rights;
• falsely represent affiliation with MRSV SPACE Inc.; or
• use MRSV*SPACE intellectual property in a manner suggesting endorsement without permission.

Reasonable security testing may be permitted where expressly authorized by MRSV SPACE Inc.

15. MRSV*SPACE Intellectual Property

The Services and associated proprietary materials are owned by or licensed to MRSV SPACE Inc.

This includes, where applicable:

• software;
• source code;
• executable code;
• interfaces;
• application design;
• trademarks;
• logos;
• documentation;
• proprietary workflows;
• tools;
• graphics;
• databases; and
• MRSV*SPACE-created content.

These Terms grant permission to use the Services. They do not sell or assign ownership of MRSV SPACE Inc.'s intellectual property to you.

MRSV*SPACE, Space Builder and associated names, logos and product identities may be trademarks of MRSV SPACE Inc.

16. Feedback

If you voluntarily provide suggestions, feature requests, bug reports or other feedback concerning the Services, you permit MRSV SPACE Inc. to use that feedback to develop, improve and commercialize its products without an obligation to compensate you.

This does not transfer ownership of unrelated intellectual property or User Content that you may include when demonstrating a problem.
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17. Third-Party Software

MRSV*SPACE products may incorporate third-party or open-source components.

Those components remain subject to their applicable licenses.

Where required, relevant notices and licenses will be made available at:

• Mod.io (Terms of Use)

Third-party licenses may provide rights in addition to those contained in these Terms.

18. Unreal Engine and nDisplay

Certain MRSV*SPACE products are designed to interoperate with Epic Games' Unreal Engine and nDisplay technologies.

MRSV SPACE Inc. is an independent company and is not affiliated with, endorsed by or sponsored by Epic Games, Inc., unless expressly stated otherwise.

Unreal®, Unreal Engine® and related trademarks are trademarks or registered trademarks of Epic Games, Inc. in the United States and elsewhere.

Use of Unreal Engine itself remains subject to Epic Games' applicable agreements and licenses.

MRSV SPACE Inc. does not control changes made by third-party platforms that may affect compatibility.

19. Third-Party Hardware and Integration

The Services may interact with products made by third parties, including:

• display hardware;
• projectors;
• GPUs;
• sensors;
• control systems;
• networking hardware;
• audio systems;
• APIs;
• cloud platforms; and
• third-party applications.

We may publish recommended specifications or compatibility information.

Unless specifically agreed in writing, MRSV SPACE Inc. is not responsible for third-party products or changes to them.

20. Beta and Experimental Features

We may offer beta, preview, research, prototype or experimental versions of Services.

Such features:

• may contain errors;
• may change materially;
• may be withdrawn;
• may not be continuously available; and
• should not be relied upon for mission-critical production use unless we expressly agree otherwise.

Feedback provided through beta programs may be used to improve MRSV*SPACE products.

21. Availability of Online Services

We aim to operate online Services reliably but do not guarantee uninterrupted availability.

Access may occasionally be interrupted due to:

• maintenance;
• upgrades;
• security incidents;
• infrastructure failures;
• third-party services;
• network problems; or
• circumstances outside our reasonable control.

Where practical, we will seek to minimize disruption to production Services.

Service-level commitments apply only where expressly provided in a separate agreement.

22. Health, Wellness and Research Applications

MRSV*SPACE technology may be used by third parties for wellness, therapeutic, healthcare or research-related experiences.

Unless MRSV SPACE Inc. specifically identifies a product as a regulated medical device or medical service:

‍MRSV*SPACE is not a medical device, healthcare provider or substitute for professional medical diagnosis or treatment.

‍Customers using the Services in healthcare, research or therapeutic settings are responsible for determining whether their intended deployment complies with applicable laws, ethical requirements, professional standards and regulatory obligations.

23. Physical Installations and Safety

MRSV*SPACE may be deployed using projectors, LED displays, computers, electrical equipment, sensors, audio systems and other physical infrastructure.

Customers and installation partners are responsible for ensuring that physical installations comply with applicable:

• electrical requirements;
• fire and building codes;
• accessibility requirements;
• equipment specifications;
• workplace safety rules; and
• venue requirements.

Installation or integration services supplied directly by MRSV SPACE Inc. may be governed by a separate statement of work.

24. Privacy

Our processing of personal information is described in the MRSV*SPACE Privacy Policy.

By using connected Services, you acknowledge that certain technical data may need to be processed to provide account, licensing, security and online functionality.

25. Confidentiality

Where MRSV SPACE Inc. and a business customer exchange confidential information, separate confidentiality or non-disclosure terms may apply.

Neither party obtains ownership of the other party's confidential information merely by receiving it.

26. Suspension

We may temporarily restrict or suspend access to all or part of the Services where reasonably necessary because of:

• a material breach of these Terms;
• unauthorized or fraudulent use;
• security risks;
• non-payment;
• legal requirements; or
• conduct that materially threatens the Services or other users.

Where reasonable and lawful, we will attempt to provide notice and an opportunity to remedy the issue before permanent termination.

27. Termination

You may stop using the Services at any time.

We may terminate access where you materially breach these Terms and, where appropriate, fail to cure that breach after notice.

Upon termination:

• your right to use licensed Services may end;
• account access may be disabled;
• outstanding payment obligations remain due; and
• provisions intended by their nature to survive termination will remain effective.

Where possible, separate policies or agreements will govern retrieval of cloud-hosted User Content following account termination.

28. Disclaimer of Warranties

To the maximum extent permitted by applicable law, the Services are provided “as is” and “as available.”

Except for warranties that cannot legally be excluded, MRSV SPACE Inc. disclaims express, implied and statutory warranties, including warranties of:

• merchantability;
• fitness for a particular purpose;
• non-infringement;
• uninterrupted operation; and
• error-free operation.

We do not warrant that every combination of hardware, operating system, Unreal Engine version, third-party integration or customer configuration will operate without error.

Nothing in these Terms excludes warranties or statutory rights that applicable law does not permit us to exclude.

29. Limitation of Liability

To the maximum extent permitted by applicable law, neither MRSV SPACE Inc. nor its directors, officers, employees, contractors or affiliates will be liable for indirect, incidental, consequential, special, exemplary or punitive damages arising from or relating to the Services, including loss of profits, revenues, data, business opportunities or goodwill.

To the maximum extent permitted by law, MRSV SPACE Inc.'s aggregate liability arising from the Services will not exceed the greater of:

(a) the fees paid or payable by you to MRSV SPACE Inc. for the affected Service during the twelve months immediately preceding the event giving rise to the claim; or

(b) CAD $100 where you were using the affected Service without charge.

‍These limitations do not apply where liability cannot legally be limited or excluded.

Nothing in these Terms limits liability for fraud, wilful misconduct or any other liability that applicable law prohibits us from excluding.

30. Indemnification

If you use the Services on behalf of a business or organization, that organization agrees, to the extent permitted by law, to defend and indemnify MRSV SPACE Inc. against third-party claims arising from:

• User Content supplied by the organization;
• infringement of third-party rights by that content;
• unlawful use of the Services; or
• material violation of these Terms.

This section does not require indemnification for claims caused by MRSV SPACE Inc.'s own unlawful conduct.

Consumer users are not subject to this provision where applicable consumer law prohibits it.

31. Governing Law

Unless mandatory law requires otherwise, these Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable there, without regard to conflict-of-law rules.

Subject to mandatory consumer rights, the courts located in Ontario, Canada will have jurisdiction over disputes arising from these Terms.

Nothing in this section deprives consumers of protections or forums that cannot legally be waived under the laws of their place of residence.

32. Changes to the Services

MRSV*SPACE is an actively developed technology ecosystem.

We may modify, add or discontinue features as our products develop.

Where a change materially reduces paid functionality during an active subscription, we will use reasonable efforts to provide advance notice when practical.

33. Changes to These Terms

We may update these Terms to reflect changes to:

• our Services;
• our business model;
• technology;
• security requirements; or
• applicable law.

We will update the “Last updated” date when changes are made.

For material changes, we may provide notice through the relevant Service, account, website or email.

Where required by applicable law, we will obtain consent rather than relying solely on continued use.

34. Entire Agreement

These Terms, together with applicable:

• order forms;
• enterprise agreements;
• Creator or Marketplace Terms;
• Usage Rights Terms;
• Data Processing Agreements;
• statements of work; and
• other terms expressly incorporated by reference,

constitute the agreement concerning the applicable Services.

Where a signed commercial agreement expressly conflicts with these general Terms, the signed agreement controls for the subject matter of that conflict.

35. Severability

If a provision of these Terms is determined to be unenforceable, the remaining provisions continue in effect to the extent permitted by law.

36. No Waiver

Failure by either party to enforce a provision of these Terms does not waive the right to enforce that provision later.

37. Assignment

You may not transfer these Terms or your software license without our prior written consent, except where applicable law provides otherwise.

MRSV SPACE Inc. may assign these Terms in connection with a merger, corporate reorganization, acquisition or sale of substantially all relevant business assets.

38. Contact

MRSV SPACE Inc.

Ontario, Canada

250 Coleridge Ave., Toronto M4C 4J1

Legal: info@mrsv.space

Support: info@mrsv.space

Website: www.mrsv.space