of KiCo AI LLP, Vancouver, BC, Canada Effective: October 2025 Governing Law: Province of British Columbia, Canada Applicable exclusively to contracts with Businesses (§ 14 German Civil Code (BGB) / B2B) Table of Contents §1 Scope of Application, Governing Law and Jurisdiction §2 Subject Matter of the Contract §3 Conclusion of Contract §4 Scope of Services §5 Customer’s Duties of Cooperation and Data Backup §6 Prices and Payment Terms §7 Performance Time, Delay, Force Majeure §8 Acceptance §9 Warranty and Liability §10 Data Protection, Data Security and Confidentiality §11 Intellectual Property §12 Contract Term and Termination §13 Final Provisions ⸻ §1 Scope of Application, Governing Law and Jurisdiction 1. Scope of Application: These General Terms and Conditions (GTC) apply exclusively to contracts between KiCo AI LLP, headquartered in Vancouver, BC, Canada (hereinafter “Provider”), and entrepreneurs within the meaning of § 14 BGB or comparable legal entities under other jurisdictions. Application to contracts with consumers (§ 13 BGB) is excluded and contractually prohibited. The Customer warrants that the services are used solely for commercial or self-employed professional purposes. 2. Confirmation of Acknowledgment: Upon conclusion of the contract, the Customer confirms that these GTC were made available in text form (German or English) prior to contract conclusion, that the Customer has taken note of their content, and expressly agrees to the governing law clause and arbitration agreement. 3. Governing Law: The law of the Province of British Columbia, Canada, shall apply exclusively, to the explicit exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG) and the conflict-of-law rules of EU/German private international law. 4. Arbitration Agreement: All disputes arising out of or in connection with this contract shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce (ICC) in Paris. The seat of arbitration shall be Vancouver, BC, Canada. The language of arbitration shall be English. ⸻ §2 Subject Matter of the Contract The Provider renders services in the field of development, implementation and customization of AI systems as well as strategic consulting and accompanying content creation. The specific scope of services results from the respective offer or contract. ⸻ §3 Conclusion of Contract 1. A contract is concluded upon acceptance by the Customer of a binding offer from the Provider. Unless expressly designated as binding, offers are non-binding. 2. Acceptance must be in written form. Transmission by email is sufficient; a separate signature is not required. 3. Alternatively, the contract shall also be deemed concluded if the Customer pays the agreed remuneration for the service. ⸻ §4 Scope of Services The scope of services is determined by the service description defined in the contract or offer. Changes or extensions require a written agreement. ⸻ §5 Customer’s Duties of Cooperation and Data Backup 1. Duty of Cooperation: The Customer shall provide all information, materials and access necessary for performance in a timely, complete and appropriate manner. Delays due to late cooperation extend performance deadlines accordingly. 2. Final Review Obligation (AI Results): The Customer is obliged to independently review and approve all AI-generated content (texts, concepts, data) for factual, legal and competition law accuracy prior to use. 3. Data Backup Obligation: The Customer is responsible for regularly backing up transmitted data in a risk-appropriate manner, including on suitable external storage media. ⸻ §6 Prices and Payment Terms 1. The prices stated in the offer apply. Payments are due without deduction within 7 days of invoicing. 2. VAT / Reverse Charge: If the Customer is located within the European Union and the reverse charge procedure applies, Art. 196 VAT Directive in conjunction with § 13b German VAT Act (UStG) shall apply; in this case the Customer owes the VAT (reverse charge). 3. The Customer must provide a valid VAT identification number and notify the Provider immediately of any changes. If no or an incorrect VAT ID is provided, the Provider may charge applicable VAT additionally. 4. Subsequent VAT Claim: If the Customer fails to pay the requested VAT within 30 days, the Provider is entitled to suspend services immediately until full payment is received. 5. Late Payment: In the event of default, the Provider may charge default interest of 9% per annum, to the extent permitted by applicable law. ⸻ §7 Performance Time, Delay, Force Majeure Delivery and performance deadlines are only binding if expressly agreed in writing. Force majeure or comparable unforeseeable events that significantly hinder or make performance impossible entitle the Provider to postpone performance for the duration of the impediment. ⸻ §8 Acceptance If acceptance is required, it shall take place immediately after notification of completion by the Provider. If acceptance is not declared within 5 working days and no material defect exists, the service shall be deemed accepted. ⸻ §9 Warranty and Liability 1. General Liability: To the extent permitted by law, liability is limited to intent and gross negligence, except in cases involving injury to life, body or health. 2. Limitation of Liability: In cases of negligent breach of essential contractual obligations, liability per damage event is limited to the agreed annual remuneration, capped at fifty thousand Canadian dollars (CAD $50,000.00). 3. Exclusion for AI Results: The Provider is not liable for the factual accuracy, correctness, completeness or legal usability of AI-generated content. Liability for damages resulting from the Customer’s failure to conduct final review (§ 5 para. 2) is excluded. 4. Exclusion of Consequential Damages: Liability for indirect damages, consequential damages, lost profits, lost savings, business interruption or loss of revenue is excluded. 5. Data Loss Limitation: Liability for data loss is limited to the amount that would have been incurred for data restoration if proper and regular backups had been performed by the Customer (§ 5 para. 3). 6. Future Regulation: The Provider assumes no liability for costs arising from future regulatory requirements (e.g., EU AI Act). The Customer bears the risk of adapting business processes to new laws. ⸻ §10 Data Protection, Data Security and Confidentiality Where personal data is processed on behalf of the Customer, the separate Data Processing Agreement (DPA) pursuant to Art. 28 GDPR applies. The DPA is attached to the main contract and is mandatory. Regardless of these GTC, the DPA is governed by European data protection law (GDPR). ⸻ §11 Intellectual Property All works, texts, concepts, structures and technical implementations created under the contract are protected by copyright. The Customer receives only the contractually agreed usage rights. Any transfer, reproduction or use beyond the agreed scope is prohibited. ⸻ §12 Contract Term and Termination 1. Contracts are concluded for the minimum term defined in the offer. Ordinary termination during this minimum term is excluded. 2. Extension: After expiry of the minimum term, the contract automatically renews for successive three (3) month periods unless terminated in writing by either party with three (3) months’ notice to the end of the respective renewal period. Failure to meet the deadline results in automatic renewal without retroactive shortening. 3. The right to terminate for cause remains unaffected. 4. Termination must be in writing; email transmission is sufficient. ⸻ §13 Final Provisions If individual provisions of these GTC are invalid, the validity of the remaining provisions shall remain unaffected.