Genvision Registry Terms of Service

These Terms of Service (the "Terms") govern access to and use of Genvision Inc.'s websites, applications, APIs, and services that provide aggregated information, analytics, and AI generated insights about carbon credit projects (the "Service"). The Service is currently available at registry.genvision.com and related domains.

By creating an account, accessing the Service (including the free tier), using the API, or clicking to accept these Terms, you agree to these Terms. If you are accepting on behalf of an entity, you represent that you have authority to bind that entity. If you do not agree, do not use the Service.

Genvision Inc., a Delaware corporation with principal office at 251 Little Falls Drive, Wilmington, DE 19808, USA ("Genvision," "we," "us," or "our"), provides the Service primarily to business users active in carbon markets, such as project developers, investors, buyers, and intermediaries. The Service is not intended for household consumers or children.

1. Definitions

• "Affiliate" means any entity that controls, is controlled by, or is under common control with a party.
• "Customer," "you," or "your" means the entity or person that registers for or uses the Service.
• "User" means an individual who accesses the Service under your account.
• "Customer Data" means information, prompts, queries, configurations, and other content you or your Users submit to the Service, excluding Registry Data and Service Data.
• "Registry Data" means the curated dataset of carbon projects, methodologies, issuances, retirements, stakeholder information, and related information that Genvision assembles from public, licensed, and third party sources, and any harmonized fields, normalizations, and value added attributes we create from that material. Registry Data may include professional information about individuals, such as name, organization, role, and professional contact details, that already appears in public project documentation.
• "Service Data" means operational and technical data generated by your use of the Service, such as logs, device and browser metadata, feature usage, performance metrics, and de-identified statistics that do not include Customer Data content.
• "Output" means charts, metrics, scores, flags, summaries, ratings style views, and other content that the Service generates from Customer Data, Registry Data, or other inputs, including content produced by the AI chatbot or the API.
• "API" means any application programming interface that Genvision exposes for programmatic access to the Service, including keys, credentials, and documentation.
• "Order" means an online checkout, pricing page selection, in product subscription, or written order form between you and Genvision that sets scope, usage limits, and fees.

Capitalized terms used but not defined have the meanings in the Data Protection Addendum.

2. Description of the Service

The Service aggregates carbon project related information from multiple sources in one place and provides tools to explore and interact with that information, including:

• Browsing and search across projects and related attributes.
• Visualizations and analytics generated by Genvision.
• An AI chatbot that allows natural language interaction with Registry Data and related documents.
• APIs that allow programmatic access to selected Registry Data and Output, subject to plan limits.

Registry Data may be derived from public or licensed sources, including but not limited to carbon crediting programs and registries such as Verra and Gold Standard. We harmonize, transform, and enrich this data, and we may update it periodically. We do not guarantee that Registry Data is complete, current, or free from error, and we are not an official registry.

The Service may display stakeholder information such as names, organizations, roles, and professional contact details that appear in public project documents and registries. This is done to increase transparency in carbon markets and to help users understand who is involved in a project. We do not intentionally display private home contact details or sensitive information, and individuals may request correction or removal as described in our Privacy Policy.

3. Important Disclaimers and Acknowledgements

3.1 Not a registry, program, exchange, broker, or rating agency.

Genvision is not a carbon crediting program, registry, exchange, broker, investment firm, or credit rating agency. We do not issue, register, list, trade, broker, or custody carbon credits, and we do not execute or clear transactions. Any scores, indicators, or "rating style" views are informational only and are not a regulated rating or investment recommendation.

3.2 Not a VVB and no certification.

Genvision is not a validation and verification body, is not accredited or approved by any carbon crediting program, and does not validate or verify projects or credits. Any Output or commentary that references methodologies, standards, or project quality is for information only and is not a validation, verification, or certification under any program and must not be represented as such.

3.3 No endorsement by standards or registries.

References to carbon programs, standards, registries, and display of their names or logos are for identification only and do not imply endorsement, approval, or any formal relationship. Official records remain those of the relevant program or registry.

3.4 No professional or investment advice.

The Service, Registry Data, and Output are provided for general information. They do not constitute legal, regulatory, accounting, engineering, tax, financial, or investment advice. You are solely responsible for obtaining professional advice as needed.

3.5 Data source limitations and currency.

Registry Data and Output rely on information from third parties that may be incomplete, inaccurate, or out of date. Program rules, methodologies, and crediting frameworks change frequently. You are responsible for checking current official sources before making decisions or representations based on the Service.

3.6 AI limitations.

The Service uses AI models that may generate incorrect, incomplete, or misleading results, and may omit relevant information. You acknowledge that human review is required before relying on any Output and that you will not present Output as authoritative without appropriate verification.

3.7 Customer responsibility.

You are solely responsible for:

• The accuracy, completeness, and legality of Customer Data.
• Decisions you make based on Registry Data or Output.
• Ensuring that your use of the Service and Registry Data complies with applicable laws, program rules, and any third party rights or licenses.

3.8 Marketing claims.

Any metrics, benchmarks, coverage numbers, or accuracy rates shown on our site or marketing materials describe internal tests or goals in limited contexts. They are not a guarantee of results, coverage, or update frequency.

4. Access and Use

4.1 License to use the Service.

Subject to these Terms and your payment of applicable fees, Genvision grants you a non-exclusive, non-transferable, revocable right to access and use the Service during the applicable subscription or free tier period, solely for your and your Affiliates' internal business purposes and for providing services to your own clients, as long as you do not create or offer a competing data or analytics service based substantially on Registry Data or Output.

4.2 Accounts.

You must keep account credentials and API keys confidential and are responsible for activities under your accounts. You will promptly notify us of any unauthorized use or security breach.

4.3 Plan types.

Free tier: We may offer a free tier with limited access to Registry Data, features, and API usage. We may change limits, features, or availability of the free tier at any time without liability.

Paid plans and enterprise access: Additional access to data, features, and higher API limits may be provided under paid subscriptions or Orders agreed with you, including enterprise API access and custom usage terms.

4.4 General restrictions.

You will not:

• Reverse engineer, attempt to extract, or derive source code, underlying models, or any database schema from the Service.
• Circumvent technical limits, usage caps, authentication, or metering.
• Use the Service to build, train, or improve a competing product or service that is primarily a carbon project data or analytics platform.
• Perform penetration testing or security scanning without our prior written permission.
• Remove proprietary notices, trademarks, or required legends from the Service or Output.
• Use the Service in violation of law, these Terms, or any applicable third party terms.

4.5 Anti scraping and bulk access.

To protect the integrity of the Service and our business model, you agree that you will not, and will not permit any third party to:

• Access Registry Data through automated means other than the APIs we expressly provide.
• Scrape, crawl, spider, harvest, or systematically copy Registry Data or Output from the user interface.
• Bulk download or export Registry Data in a manner that is reasonably likely to replicate a substantial part of our database or to bypass subscription tiers.
• Cache or store Registry Data in order to offer a separate database or service that competes with the Service.

You may use reasonably sized extracts of Registry Data and Output in your own analyses, internal tools, reports, and client deliverables, as long as such use does not constitute a prohibited competing service or systematic replication of the Service.

We may monitor use and enforce technical and contractual limits, including rate limits, request quotas, and IP blocking.

5. Customer Data and Confidentiality

5.1 Ownership.

You retain all rights in Customer Data. We do not claim ownership of Customer Data.

5.2 Use of Customer Data.

We process Customer Data only to:

• Provide and operate the Service, including returning Output.
• Maintain security and prevent abuse.
• Troubleshoot, support, and improve functionality and quality of the Service.
• Comply with law.

We do not train or fine tune any large language models on Customer Data. Third party AI providers we engage are configured or contractually bound not to use Customer Data for training. We may review a limited subset of interactions or runs on a need to know basis to debug, improve rules, and improve quality, and we may use Service Data that is de-identified or aggregated for reliability and security.

5.3 Confidentiality.

Each party will protect the other party's Confidential Information with at least reasonable care and use it only for the purpose of the relationship. Confidentiality obligations survive termination.

"Confidential Information" includes non public business, technical, and financial information disclosed by a party, but does not include information that is already public through no fault of the receiving party, was independently developed, or was lawfully received from a third party.

6. Registry Data, Outputs, Feedback, and IP

6.1 Genvision IP and Registry Data.

Genvision and its licensors own all rights, title, and interest in and to the Service, Registry Data (as a curated dataset, including its selection, arrangement, normalization, and derived fields), the software, models, documentation, and all related intellectual property. Subject to these Terms and your plan limits, Genvision grants you a limited, non-exclusive, non-transferable license to:

• Access and use Registry Data through the Service and APIs.
• Use and reproduce extracts of Registry Data and Output in your internal analyses, models, tools, reports, and client deliverables.

This license does not permit you to resell or sublicense Registry Data or Output as a standalone commercial dataset or platform, or to use Registry Data primarily to build or maintain a competing carbon registry or analytics database.

6.2 Third party rights.

Some Registry Data originates from third party programs or registries that may hold copyright or database rights in their materials or impose usage terms. You are responsible for complying with any such third party terms when you use Registry Data, especially if you redistribute, publish, or rely on it for regulated or contractual purposes.

6.3 Outputs.

Subject to these Terms and payment of fees, Genvision grants you a worldwide, non-exclusive license to use Output for your internal business purposes and for providing services to your own clients, provided you:

• Do not misrepresent Output as an official statement by a carbon program, registry, or regulator.
• Do not present Output as a validation, verification, certification, or regulated credit rating.
• Include any legends or disclaimers that we require in exported reports where technically feasible.

6.4 Feedback.

If you provide suggestions, feature requests, or other feedback about the Service, you grant Genvision a perpetual, irrevocable, worldwide, royalty free license to use and exploit that feedback without restriction or attribution.

7. Third Party Services, Models, and Sources

The Service may use or integrate third party infrastructure, models, or services, including hosting, authentication, analytics, and AI inference. Your use of third party features may be subject to their terms and privacy notices. Genvision is not responsible for third party services that we do not control.

Registry Data includes content derived from third party sources such as carbon registries and public filings. Those sources may change, impose new terms, or remove content at any time. We may adjust Registry Data accordingly.

8. Plans, Fees, and Taxes

8.1 Commercial model.

Free tier: We may provide a free plan with limited access to Registry Data and APIs. Free plans may have lower rate limits, fewer projects, or fewer fields.

Paid subscriptions and enterprise plans: Additional access, fields, historical data, or higher API limits may be provided under paid subscriptions or Orders, including annual or multi year enterprise deals.

8.2 Fees.

You agree to pay all fees specified in the applicable pricing page or Order when due. Fees are non cancelable and non refundable except where required by law or expressly stated in the applicable Order.

8.3 Billing and taxes.

Fees exclude taxes unless stated otherwise. You are responsible for all taxes, duties, and similar governmental charges (excluding taxes based on our income). We may charge applicable taxes where required.

8.4 Service credits.

If the Service or API fails due to Genvision and materially prevents your use in a way that violates any applicable service commitments we have made in writing, your exclusive remedy is a reasonable service credit or extension of subscription. No cash refunds are provided except where required by law or expressly agreed.

8.5 Late payments and suspension.

Late amounts may accrue interest at a reasonable rate, and we may suspend your access to paid features or APIs after notice if fees remain unpaid.

8.6 Changes.

We may change prices for new subscriptions and Orders. For existing paid subscriptions, we will give reasonable notice before price changes take effect at renewal.

9. Acceptable Use

You will not submit Customer Data or use the Service in ways that:

• Infringe intellectual property or privacy rights.
• Violate export control, sanctions, or anti corruption laws.
• Distribute malware or attempt to gain unauthorized access to systems.
• Attempt to probe, test, or breach security without authorization.
• Use the Service for unlawful surveillance or profiling, or for automated decisions with legal or similarly significant effects on individuals without appropriate safeguards.

We may suspend or terminate access for violations of this section.

10. Security and Data Protection

We implement administrative, technical, and physical safeguards designed to protect Customer Data, including encryption in transit, access controls, logging, and vulnerability management. Additional details are set out in our Security Measures (Annex B).

Where Genvision processes personal data on your behalf, the Data Protection Addendum in Annex A applies and is incorporated into these Terms.

11. Warranties and Disclaimers

11.1 Service warranty.

We warrant that we will provide the Service in a professional and workmanlike manner and that the Service will perform materially as described in our documentation and these Terms.

11.2 Disclaimer.

Except as expressly stated in these Terms:

• The Service, Registry Data, and Output are provided "as is" and "as available".
• We disclaim all implied warranties, including merchantability, fitness for a particular purpose, and non infringement.
• We do not warrant that Registry Data or Output is complete, current, accurate, or suitable for any particular transaction, audit, or regulatory requirement.
• We do not warrant that the Service will be uninterrupted, secure, or error free, or that it will meet your requirements.

You acknowledge that you should not rely solely on Registry Data or Output for investment, purchasing, or compliance decisions without independent verification.

12. Indemnities

12.1 By Genvision.

We will defend and indemnify you against third party claims that the Service, when used as permitted and without modification by you, directly infringes a patent, copyright, or trade secret, and we will pay damages finally awarded against you in such claims, provided that you promptly notify us, give us sole control of the defense and settlement, and provide reasonable cooperation.

If a claim arises, we may at our option:

• Modify the Service so that it no longer infringes,
• Obtain a license for you to continue using the Service, or
• Terminate the affected portion of the Service and refund prepaid fees for the unused period.

12.2 By Customer.

You will defend and indemnify Genvision and its Affiliates against claims arising from:

• Your Customer Data or your combination of Registry Data with other data.
• Your use of the Service in breach of these Terms.
• Your representations or reliance on Registry Data or Output in a way that misleads third parties, including by suggesting that Genvision, a registry, or a program has made an official statement, validation, or certification when it has not.

13. Limitation of Liability

13.1 Exclusion of certain damages.

To the maximum extent permitted by law, neither party is liable for:

• Indirect, special, incidental, consequential, exemplary, or punitive damages.
• Loss of profits, revenue, goodwill, or data.
• Business interruption, cover or replacement costs, or lost opportunities.
• Losses arising from investment or commercial decisions based on Registry Data or Output, including project delays, missed issuances, price changes, or changes in program rules or methodologies.

These exclusions apply even if a party has been advised of the possibility of such damages.

13.2 Liability cap.

Each party's total aggregate liability arising out of or related to these Terms will not exceed the greater of:

• 50,000 USD, or
• The amounts paid by you to Genvision for the Service in the twelve months before the event giving rise to liability.

These limits do not apply to your payment obligations or either party's indemnity obligations for IP infringement to the extent such limitation is prohibited by law.

14. Beta, Preview, or Free Features

We may offer beta, experimental, or free features or datasets. They are provided for evaluation only, may be changed or withdrawn at any time, and are provided without warranty and with no service level commitments. You use such features at your own risk.

15. Term, Termination, and Suspension

These Terms begin when you first use the Service and continue while you have an active account or continue to access the Service.

Either party may terminate these Terms or an Order for material breach that remains uncured thirty days after written notice. We may suspend or limit the Service immediately if we reasonably believe:

• There is a security risk,
• You are using the Service unlawfully or in violation of these Terms, or
• You have failed to pay fees when due after notice.

Upon termination:

• Your right to use the Service and access Registry Data ends.
• We will delete or return Customer Data consistent with Annex A and our Privacy Policy, subject to any archival periods described there.
• Sections intended to survive will survive, including Sections 3, 5, 6, 7, 8.2 to 8.4, 9, 11 to 13, 15 to 21.

16. Export and Sanctions

The Service is subject to export control and sanctions laws. You will not use or provide access to the Service in violation of such laws, including to prohibited persons or countries.

17. Changes to the Service and Terms

We may update or modify the Service, including by adding or removing datasets, features, or integrations.

We may update these Terms from time to time. For material changes, we will give reasonable advance notice by email or in product notice, including by updating the "Last updated" date above. Your continued use of the Service after the effective date of updated Terms constitutes acceptance. If you object to the changes, you may terminate your subscription before the changes take effect and we will refund prepaid fees for the unused period of the then current subscription term.

18. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, without regard to conflict of laws rules. Any dispute arising out of or relating to these Terms will be brought exclusively in the state or federal courts located in Wilmington, Delaware, and the parties consent to personal jurisdiction in those courts.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

19. Notices and Contact

Notices to Genvision must be sent to:

• Email: legal@genvision.com
• Postal: Genvision Inc., 251 Little Falls Drive, Wilmington, DE 19808, USA, Attention: Legal

We may send notices to you using the email address associated with your account or by in product notifications.

Privacy related inquiries should be sent to privacy@genvision.com.

EU contact: Genvision BV, Petrusberg 22, 3001 Leuven, Belgium.

UK contact: Elitsa Marinova, Flat 19, Dawkins Court, 2 Garland Close, SE1 6AY, United Kingdom, elitsa@genvision.com. UK individuals may contact our representative in addition to contacting us directly at privacy@genvision.com.

20. Publicity and Marks

We may list your name and logo on our website and in marketing materials as a customer of the Registry Service, unless you opt out by email. You grant Genvision a limited, revocable right to use your marks for that purpose.

You may not use our names, logos, or other marks without our prior written permission. No program or standards logos may be used in a way that suggests endorsement or sponsorship by such programs.

21. Entire Agreement and Assignment

These Terms, together with any Orders, the Data Protection Addendum, and our Privacy Policy, form the entire agreement between you and Genvision regarding the Registry Service and supersede all prior or contemporaneous agreements on this subject.

If there is a conflict:

1. The applicable Order controls.
2. Then these Terms.
3. Then the Data Protection Addendum.

If any provision of these Terms is found unenforceable, the remaining provisions will remain in effect.

You may not assign or transfer these Terms or any rights hereunder without our prior written consent, except in connection with a merger, acquisition, or sale of all or substantially all of your assets. We may assign these Terms to an Affiliate or successor without your consent.