ORBCOMM^® Términos y condiciones del servicio de datos

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1. Scope of the Data Service

1.1. Data Collection. ORBCOMM’s Data Service gathers data from Equipment installed on Customer’s Assets, processes that data, and makes it available to the Customer in useful form (such resultant data, “ORBCOMM Data”) through proprietary software and computer hardware resources, ORBCOMM’s websites, End Platform and/or, if ordered, API, subject to the payment of additional fees. It also may permit the Customer to send data and/or commands to certain types of Customer Assets on a machine-to-machine basis. The Data Service includes data query, mapping, and other analytic functionalities and is not offered as a raw data feed from the Equipment.

1.2. Telecommunications Service. Although pricing for the Data Service is sometimes stated in terms of data or message volumes, the Data Service is not “airtime” or a simple telecommunications service. ORBCOMM consumes telecommunications service in order to collect the data from the Equipment so that ORBCOMM can provide the Data Service, but Customer is not a purchaser of that telecommunications service, which is entirely arranged and paid for by ORBCOMM as a part of its costs of service. Customer acknowledges that Customer has no contractual relationship or right with respect to the carrier providing the telecommunications service between its Equipment and ORBCOMM or to the telephone numbers assigned to facilitate that service, that the carrier is in no event liable to Customer with respect to the performance or nonperformance of such telecommunications services, and that ORBCOMM is not a provider of telecommunications services and does not control the network over which the data passes from the Equipment to ORBCOMM’s computers. For international service, some countries will not recognize ORBCOMM as the consumer of the telecommunications service and may consider any provision of the Data Service by Customer to its local customers or end users to be a regulated resale of telecommunications services. In such countries, Customer will be responsible at its sole expense to obtain and maintain or cause its local dealer or Affiliate to obtain and maintain, the necessary telecommunications license for provision of the Data Service to its local customers or end users.

1.3. Permitted Data Source. Data Service is only provided for Assets belonging to Customer or its affiliates and furnished with Equipment. It is not designed to be or offered as compatible with any other data source and any attempt to connect any other data source to the Data Service is a violation of these license terms and is cause for immediate termination of all Data Service to the Customer without refund of amounts previously paid.

2. Access to the Data Service

2.1. Access Grant. Subject to the terms of this Agreement, ORBCOMM will provide Customer with access to the Data Service on a limited, non-exclusive, revocable basis, for use solely for Customer’s internal business purposes and those of Customer’s affiliates under Customer’s ownership or under common ownership or control with Customer.

2.2. Access Credentials. ORBCOMM will provide Customer with unique access credentials to: (a) enable the Customer’s application users to access the Data Service; and (b) provide Customer access to an administrative customer service site (collectively, “Access Credentials”). Customer will not make its Access Credentials available to any third party other than a third party authorized to act on its behalf and agrees to safeguard the secrecy of its Access Credentials including making password changes periodically or upon material personnel changes. Customer is fully and primarily responsible for all use of the Data Service through its Access Credentials.

2.3. Customer Infrastructure. Customer shall be solely responsible for providing, at its own cost and expense, all equipment and telecommunications service necessary to use the Data Service including computers, modems, and Internet access. Customer assumes the responsibility to make sure that its computers and related systems have the capacity to receive the Data Service through the ORBCOMM websites and to correct promptly any problems with such computers and related systems that interfere with or prevent the use of the same.

3. Use and Support of the Data Service

3.1. License to ORBCOMM Data. Subject to the terms and conditions of this Agreement, ORBCOMM hereby grants to Customer a non-exclusive, non-transferable, revocable, limited license to access, use, and display the ORBCOMM Data solely for Customer's internal business purposes during the Subscription Term. Customer may permit its employees, contractors, and third-party service providers acting on Customer's behalf (“Authorized Users”) to access and use the ORBCOMM Data, provided that such access is solely for Customer's internal business purposes and subject to confidentiality obligations no less protective than those set forth in this Agreement. Customer shall not resell, sublicense, publish, or otherwise commercially exploit the ORBCOMM Data, or use it to develop any competing product or service. All rights in the ORBCOMM Data not expressly granted herein are reserved by ORBCOMM.

3.2. Customer Data; Aggregated Data. As between Customer and ORBCOMM, Customer owns all rights, including all Intellectual Property rights, in and to the Customer Data. Customer grants to ORBCOMM a nonexclusive, worldwide, royalty-free, irrevocable, fully paid-up, sublicensable right to access, collect, use, process, store, disclose, and transmit Customer Data to: (i) provide the Data Service to Customer, including to create the ORBCOMM Data; (ii) improve its Equipment, Data Service, products, and solutions, provided that ORBCOMM does not disclose Customer Data to a third party (other than Affiliates, subcontractors, and service providers) unless the data has been aggregated and/or de-identified such that Customer and its Assets are not identifiable; and (iii) produce Aggregated Data. ORBCOMM may use, process, store, disclose, and transmit Aggregated Data for any purpose and without restriction or obligation to Customer of any kind. For the avoidance of doubt, Aggregated Data is not Customer Data, and ORBCOMM shall own all rights, including all Intellectual Property rights, in and to the Aggregated Data. “Aggregated Data” means summary-level data, statistics, analyses, benchmarks, metrics, or insights that do not reasonably identify Customer as the source of the underlying Customer Data, or identify Customer or a specific Asset.

3.3. Usage Data. ORBCOMM may collect data while providing the Data Service to Customer, such as account information and settings, billing history, usage details, queries, operational status, authentication details, quality and performance metrics, and other technical details necessary for ORBCOMM to operate and maintain the Data Service (“Usage Data”). As between the parties, ORBCOMM owns all right, title, and interest in and to the Usage Data. Customer acknowledges that ORBCOMM uses the Usage Data for business purposes related to the ongoing operation, development, and improvement of the Data Service. ORBCOMM will not disclose Usage Data externally unless it is (a) de-identified so that it does not identify Customer, its Authorized Users, or any other person, and (b) aggregated with data across other customers.

3.4. No Resale of Data Services. Customer does not have the right to resell the Data Service or act as a service bureau with respect to the Data Service or any component thereof. All rights, including rights of use, not specifically granted under this Agreement are reserved by ORBCOMM and its suppliers. Customer must clearly display the following message: “ORBCOMM Network Information Services” in a clearly visible location on any Customer derivative work, or application that uses ORBCOMM Data Service for content or information. The Customer shall not re-sell ORBCOMM Data Service data or information content, in any derivative work or application, accessible to anyone not directly employed by Customer or its affiliates.

3.5. Prohibited Uses. Customer will not use the Data Service: (i) in connection with the transmission, sale, license or delivery of any infringing, defamatory, offensive, or illegal products, services or materials; (ii) in any manner that threatens the integrity, performance, or availability of the Data Service, including, without limitation, knowing transmission of any virus, worm, Trojan, or other harmful code, attempting to gain unauthorized access to any ORBCOMM systems or data, or engaging in any type of denial-of-service or other cyber-attack on the ORBCOMM systems; or (iii) in violation of local, state, federal or equivalent privacy or other regulations. Additionally, to the extent the Data Service involves the use of SIMs (whether supplied by ORBCOMM or by Customer), any misuse, unauthorized use, or use inconsistent with the intended purpose of such SIMs that incurs additional costs or charges is Customer's responsibility, and Customer agrees to reimburse ORBCOMM for such costs.

3.6. Personal Data Compliance. To the extent that any data derived from Equipment installed on Customer Assets is considered personal data subject to privacy laws or regulations by any country in which the Equipment is used, Customer represents and warrants that it: (a) will comply with the provisions of such data privacy laws and regulations, including but not limited to having a sufficient legal basis for processing personal data, including obtaining and maintaining any required consents; and (b) has obtained and will continue to obtain, update, and maintain adequate consent from the individuals to whom such data relates for ORBCOMM to receive, process, and make such ORBCOMM Data available through the Data Service.

3.7. Privacy Policy and Data Processing. Customer’s use of the Data Service will be subject to ORBCOMM's handling of account and business contact information as described in the ORBCOMM Privacy Policy as posted from time to time on ORBCOMM’s website orbcomm.com/en/privacy-policy (the “Privacy Policy”). Customer will ensure that its use of the Equipment, Software Components, Data Service, and ORBCOMM Data complies with all applicable laws, statutes, regulations, or rules promulgated by governing authorities having jurisdiction over the parties or the Equipment and/or Data Service. ORBCOMM's handling of account and business contact information is described in its Privacy Policy as posted and amended from time to time on ORBCOMM's website http://www.orbcomm.com/en/privacy-policy (the “Privacy Policy”). To the extent that any Customer Data contains personal data subject to privacy laws or regulations by any country or state in which the Equipment is used, Customer represents and warrants that it has obtained and will continue to obtain, update, and maintain adequate consent from the individuals to whom such data relates, or Customer otherwise has the legal right, as either a data controller or data processor (or other equivalent authoritative representative however defined under applicable law) for ORBCOMM to receive and process such data and make ORBCOMM Data available through the Data Service on Customer's behalf. Customer's responsibilities as a data controller or data processor and ORBCOMM's responsibilities as a data (sub)processor under applicable data protection laws are detailed in the Data Processing Agreement (“DPA”), available at orbcomm.com/uploads/files/PDF/Data-Processing-Agreement-ORBCOMM.pdf. The DPA, incorporated into this Agreement by reference, governs ORBCOMM's processing of personal data as part of the Data Service and supersedes any inconsistent terms and conditions set forth herein.

3.8. Data Service Updates. ORBCOMM may, in its sole discretion, make feature or functionality updates to the Data Service from time to time. ORBCOMM will provide advance notice of such Data Service updates and will make commercially reasonable efforts to identify Data Service updates that may require modifications to Customer’s applications that interface with it. For those types of updates (such as a major version release, e.g., v1.0 to v2.0) that ORBCOMM reasonably believes will necessitate significant modification of interfacing applications of all users of the Data Service, ORBCOMM will maintain the immediately previous version (one version back) of the Data Service for no less than twelve (12) consecutive months starting from the date of release of the new version. Customer’s failure to upgrade its interfacing applications to be compatible with the latest version of the Data Service during this time may result in an interruption or termination of Customer’s access to the Data Service without liability on the part of ORBCOMM.

3.9. Support. ORBCOMM will provide support in accordance with the Customer Care Support Services policy located at orbcomm.com/terms-and-conditions-doc/support-policy which is incorporated herein by reference.

3.10. Data Retention. Until Equipment/Unit is removed from the Data Services, or this Agreement is cancelled, terminated, or expires, ORBCOMM will make the ORBCOMM Data available to Customer through online access for a period of twelve (12) months from the date that the relevant data is generated. Thereafter ORBCOMM will archive and retain such ORBCOMM Data in accordance with its data retention policies as applicable and, upon Customer’s request, will retrieve and make available such data, if Customer pays ORBCOMM’s then-standard, applicable retrieval service rates.

3.11. Artificial Intelligence. ORBCOMM may use artificial intelligence, machine learning, agentic or automated algorithmic tools (collectively, "AI Tools") to process, analyze, interpret, or present Customer Data and ORBCOMM Data as part of the Data Service. Customer acknowledges and agrees that: (i) outputs generated by AI Tools ("AI-Generated Outputs") are intended to assist and augment Customer's decision-making and may vary in accuracy, completeness, or suitability depending on context; and (ii) Customer is responsible for applying appropriate human review and judgment before acting on AI-Generated Outputs, particularly for critical operational, safety, or business decisions.

4. Term, Renewal, and Termination

4.1. Commencement and Term. The term of Data Service is determined on a unit-by-unit basis. Each unit of Equipment for which the Customer desires Data Service must be listed on an Order accepted by ORBCOMM. For each unit of Equipment within an Order, the term of Data Service commences upon Activation. Customer will not have access to the Data Service until the applicable Unit is activated. Data Service fees for the initial twelve (12) months of the Data Service Term shall be invoiced and due upon shipment of the applicable Equipment; thereafter, Data Service fees shall be invoiced monthly. Unless otherwise specified in the applicable SOA or Exhibit A, the term of Data Service for each Unit is sixty (60) months (the “Initial Data Service Term”).

4.2. Renewal. Unless otherwise terminated in accordance with this Agreement, upon the expiration of the Initial Data Service Term, Customer may elect, in writing no later than thirty (30) days prior to the end of the then-current Data Service Term, to: (a) renew the Data Service for a period equal to the Initial Data Service Term, (b) renew on a month-to-month basis until the Unit reaches end-of-life or fails, or (c) allow the Data Service to expire at the end of the then-current Data Service Term (each of (a) and (b) above, a “Renewal Period”). If no election is made by Customer, the Data Service Term shall automatically renew on a month-to-month basis pursuant to Section 4.2(b) of these Data Service Terms and Conditions. The Data Service Term, together with all Renewal Periods, shall constitute the “Data Service Term.”

4.3. Early Termination Fees. In the event Data Service for any Unit is terminated by Customer prior to completion of the Data Service Term, Customer shall pay the remaining monthly Data Service Fees for each Unit(s) so terminated, for the remainder of the Data Service Term. For clarity, if Customer has one hundred (100) Units using the Data Service and terminates the Data Services for five (5) of those Units at month twelve (12) of the Data Service Term Customer shall pay the Data Service fees for those Units for the remaining twenty-four (24) months of the Data Service Term (“Early Termination Fees”). Early Termination Fees shall be waived if Customer terminates for material breach pursuant to Section 5 of the Agreement.

4.4. Data Service Suspension. The Data Service may be suspended immediately to all of Customer’s Units upon notice if the Customer is in material breach of Section(s) 3.4, 3.5, or 3.6 of these Data Service Terms and Conditions. Once Service has been suspended, such Data Service may be reactivated only upon receipt by ORBCOMM of all outstanding undisputed then owing, as applicable, (together with accrued interest thereon as applicable) together with payment of the reactivation fee set forth in the applicable SOA or Exhibit A for each unit of Equipment being reactivated. Customer may terminate any Order for Data Service hereunder within thirty (30) days following any material revision by ORBCOMM of the Privacy Policy referenced in Section 3.7. of these Data Service Terms and Conditions, if such revision is materially inconsistent with the previous version of ORBCOMM’s Privacy Policy. Upon termination of this Agreement for breach: (a) all rights granted to Customer under any Order will immediately terminate and Customer shall cease to use the Data Service and all Intellectual Property of ORBCOMM; and (b) Customer will pay any outstanding amounts owed to ORBCOMM. Upon proper termination by Customer based on ORBCOMM’s revision of its Privacy Policy, ORBCOMM will refund the unearned portion of the service fees paid. Termination for any other reason shall not excuse Customer’s obligation to pay all amounts due. Notwithstanding the foregoing, the terms of this Agreement will apply to continued use of the Data Service by Customer following the termination or expiration of any Order for Data Service.

5. Pricing

Data Service fees are specified in the applicable SOA or Exhibit A and are invoiced monthly. Commencing on the first anniversary of the Effective Date and each anniversary thereafter, ORBCOMM will upon thirty (30) days written notice, increase the Data Service fees. For agreements with ORBCOMM LLC, the adjustment will be equal to the percentage increase (if any) in the Consumer Price Index for all Urban Consumers (CPI-U); U.S. City Average; all items, not seasonally adjusted, for the preceding twelve-month period. For agreements with ORBCOMM Europe B.V. or ORBCOMM Ireland Ltd., the adjustment will be equal to the percentage increase (if any) in the Eurostat Industrial Producer Price Index, EU Total Market (excluding construction, sewage, waste management, and remediation activities) of the preceding twelve-month period. Such notification may be made via Order, email, or invoice to Customer by ORBCOMM. Any change in Data Service pricing shall be effective at the start of the billing cycle.