1ARCHIVE Terms of Service Agreement

Effective Date: September 21, 2026

These Terms of Service (this "Agreement") are entered into by and between Time and Space Technologies, Inc., a Delaware corporation ("Provider"), and any individual or entity accessing or using the 1ARCHIVE services provided by Provider ("Customer"). By accessing or using the services, or by clicking "I Agree" or a similar button or checkbox when presented with these terms, Customer agrees to be bound by these Terms of Service. If Customer does not agree to all the terms of this Agreement, they may not access or use the services. Provider and Customer may be referred to herein collectively as the "Parties" or individually as a "Party."

WHEREAS, Provider provides access to the Services to its Customers; and

WHEREAS, Customer desires to access the Services, and Provider desires to provide Customer access to the Services, subject to the terms and conditions of this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

a) "Aggregated Statistics" means data and information related to Customer's use of the Services that is used by Provider in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services.

b) "Authorized User" means Customer's employees, consultants, contractors, and agents (i) who are authorized by Customer to access and use the Services under the rights granted to Customer pursuant to this Agreement and (ii) for whom access to the Services has been purchased hereunder.

c) "Customer Data" means, other than Aggregated Statistics, information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer or an Authorized User through the Services.

d) "Documentation" means Provider's user manuals, handbooks, and guides relating to the Services provided by Provider to Customer either electronically or in hard copy form and end user documentation relating to the Services available at https://www.1archive.io.

e) "Provider IP" means the Services, the Documentation, and any and all intellectual property provided to Customer or any Authorized User in connection with the foregoing. For the avoidance of doubt, Provider IP includes Aggregated Statistics and any information, data, or other content derived from Provider's monitoring of Customer's access to or use of the Services, but does not include Customer Data.

f) "Services" means the software-as-a-service offering described in Exhibit A.

g) "Third-Party Products" means any third-party products, if applicable, described in Exhibit A provided with or incorporated into the Services.

a) Provision of Access. Subject to and conditioned on Customer's payment of Fees and compliance with all terms and conditions of this Agreement, Provider hereby grants Customer a non-exclusive, non-transferable (except in compliance with Section 12(g)) right to access and use the Services during the Term, solely for use by Authorized Users in accordance with the terms and conditions herein. Such use is limited to Customer's internal use. Provider shall provide to Customer the necessary login credentials, passwords, or other access methods to allow Customer to access the Services. The total number of Authorized Users will not exceed the number set forth in Exhibit A, except as expressly agreed to in writing by the Parties and subject to any appropriate adjustment of the Fees payable hereunder.

b) Electronic Acceptance. Customer agrees that by clicking “I Agree” on the website or otherwise indicating acceptance of this Agreement electronically, including agreeing to the End User License Agreement (EULA), this Agreement is legally binding and enforceable in the same manner as an agreement physically signed by Customer.

i) Terms of Service Agreement: By accepting these terms, the Customer acknowledges and agrees to abide by the rules and conditions outlined in this Terms of Service Agreement.

ii) The End User License Agreement (EULA): The Customer also acknowledges and agrees to the EULA, which governs the licensing and use of the software services provided by the Provider.

iii) The Data Privacy Policy can be found here and is available for Customer’s review but does not require acceptance.

c) Documentation License. Subject to the terms and conditions contained in this Agreement, Provider hereby grants to Customer a non-exclusive, non-sublicensable, non-transferable (except in compliance with Section 12(g)) license to use the Documentation during the Term solely for Customer's internal business purposes in connection with its use of the Services.

d) Use Restrictions. Customer shall not use the Services for any purposes beyond the scope of the access granted in this Agreement. Customer shall not at any time, directly or indirectly, and shall not permit any Authorized Users to: (i) copy, modify, or create derivative works of the Services or Documentation, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or Documentation; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services or Documentation; or (v) use the Services or Documentation in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.

a) Account Creation. To access the Services or some of the resources offered, Customer may be asked to provide certain registration details or other information, including the creation of a user ID and password. It is a condition of Customer’s use of the Services that all information provided for registration purposes is accurate, current, and complete. Customer agrees that all information provided is governed by Provider’s Privacy Policy (link) and consents to all actions taken by Provider consistent with this policy.

b) Account Responsibility. Customer is responsible for maintaining the confidentiality of the account login credentials, including the user ID, password, or any other security information. Customer acknowledges that its account is personal to Customer and agrees not to provide any other person with access to the Services or portions thereof using Customer’s credentials. Customer agrees to notify Provider immediately of any unauthorized access to or use of its credentials or any other breach of security. Customer further agrees to ensure that it exits from its account at the end of each session, especially when accessing the account from a public or shared computer.

c) Account Access. Provider reserves the right to withdraw or amend the Services, and any material provided on the Services, at its sole discretion without notice. Provider may restrict access to some parts of the Services, or the entire Services, to users, including registered users, at any time. Provider has the right to disable any username, password, or other identifier, whether chosen by Customer or provided by Provider, at any time at its discretion for any reason, including if Customer has violated any provision of this Agreement.

Customer agrees not to use the Services:

a) In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).

b) To exploit, harm, or attempt to exploit or harm minors in any way by exposing them to inappropriate content or otherwise.

c) To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in this Agreement.

d) To transmit any advertising or promotional material without prior written consent, including “junk mail,” “chain letter,” “spam,” or any other similar solicitation.

e) To impersonate or attempt to impersonate Provider, a Provider employee, another user, or any other person or entity.

f) To engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by Provider, may harm Provider or users of the Services, or expose them to liability.

g) To use the Services in any manner that could disable, overburden, damage, or impair the Services or interfere with any other party's use of the Services.

h) To use any automated or manual process, including but not limited to robots, spiders, or any similar data gathering or extraction tools to access the Services for any purpose without Provider's prior written consent.

i) To use any device, software, or routine that interferes with the proper working of the Services.

j) To introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

k) To attempt to gain unauthorized access to, interfere with, damage, reverse engineer, or disrupt any parts of the Services, the server on which the Services are stored, or any server, computer, or database connected to the Services.

l) To attempt to expose, reverse engineer, or disclose the inner workings of the Services, including any underlying algorithms or proprietary technology.

a) Fees and Expenses. Customer shall pay all fees and other charges due according to the prices and terms provided under the applicable subscription plan. Except as otherwise expressly provided in this Agreement, Provider is obligated to provide, and Customer is obligated to pay for, the Services through the applicable Initial Term and any Renewal Term. All fees shall be paid in US dollars without setoff or deduction.

b) Subscription Services and Recurring Payments. The Services may include features that allow for automatically recurring payments for periodic charges (“Subscription Service”). By activating a Subscription Service, Customer authorizes Provider to charge periodically, on a going-forward basis, all accrued sums on or before the payment due date. The subscription will continue unless and until Customer cancels the subscription or Provider terminates it. To avoid being charged for the next subscription period, Customer must cancel the subscription before it renews. Provider will bill the periodic subscription fee to the payment method provided during registration (or to a different payment method if changed). Subscription fees may be adjusted for subsequent periods with advance notice from Provider before the changes take effect.

c) Licensing Fees. Customer agrees to pay the applicable licensing fees for the use of the Services (“1ARCHIVE License Fee”), which can be charged on either a monthly or annual basis, depending on the subscription plan selected. The 1ARCHIVE License Fee is based on the subscription level, the number of Authorized Users, and service features, as outlined in Exhibit A. Payments will be processed through the payment method provided by the Customer, and all fees must be paid in accordance with the terms of the subscription.

In addition, Customer acknowledges that use of the Services is subject to the End User License Agreement (EULA), which governs the licensing and use of the software provided by Provider. Customer’s access to the Services is contingent upon adherence to both the Terms of Service Agreement and the EULA, which together govern the rights and obligations related to the software.

d) Promotions. Provider, at its discretion, may offer promotional pricing, discounts, codes, or other offers (“Promotions”). Promotions cannot be used on past orders and are non-transferable. There is no cash alternative, and Promotions cannot be used in conjunction with other offers. Provider reserves the right, at any time and without notice, to retract or change any Promotions, including limiting available quantities, discontinuing services, or imposing conditions on honoring any promotional codes.

e) Payment Processing. Payments for the Services will be processed through third-party payment providers (e.g., Stripe, PayPal, or ACH/Wire). Customer may be redirected to third-party websites or APIs for payment processing. It is Customer’s responsibility to familiarize themselves with the third-party payment provider’s terms and conditions and privacy policy. Customer acknowledges that the credit or debit card being used belongs to Customer or is authorized by the owner of such card for use. All cardholders are subject to validation and authorization by the card issuer. Provider will not be liable for any non-delivery or delay in the event that the card issuer refuses to authorize payment.

f) Taxes. Customer shall be responsible for paying all applicable state sales, use, and other similar taxes imposed on the provision of the Services under this Agreement, excluding taxes based on Provider’s income.

a) Data Collection and Use. Provider will collect and use Customer data in accordance with its Privacy Policy (link), which is provided for Customer’s review but does not require execution or acceptance. Customer consents to the use of its data for performance tracking, error reporting, and usage monitoring as described in Provider’s Privacy Policy.

b) Data Security. Provider implements reasonable administrative, technical, and physical safeguards to protect Customer data. However, Customer acknowledges that no method of transmission over the internet or electronic storage is fully secure, and Provider cannot guarantee absolute security of Customer’s data.

a) Provider IP. Customer acknowledges that, as between Customer and Provider, Provider owns all right, title, and interest, including all intellectual property rights, in and to the Provider IP. Customer acknowledges that Provider retains exclusive ownership of all modifications and updates to the Services, including any intellectual property arising from or in connection with the Services.

b) Customer Data. Provider acknowledges that, as between Provider and Customer, Customer owns all right, title, and interest, including all intellectual property rights, in and to the Customer Data. Customer hereby grants to Provider a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display the Customer Data and perform all acts with respect to the Customer Data as may be necessary for Provider to provide the Services to Customer.

c) Feedback. If Customer provides Provider with suggestions or feedback regarding the Services, Customer acknowledges that Provider is free to use and incorporate such feedback into the Services without any obligation to Customer.

CUSTOMER’S USE OF THE SERVICES IS AT THE SOLE RISK OF CUSTOMER. THE SERVICES AND ALL ASSOCIATED CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, THE PROVIDER AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND OTHER REPRESENTATIVES (COLLECTIVELY, THE “PROVIDER PARTIES”), EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, FITNESS FOR A PARTICULAR PURPOSE, IMPLIED WARRANTIES OF MERCHANTABILITY, AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE PROVIDER PARTIES MAKE NO WARRANTY THAT:

a) THE SERVICES WILL MEET CUSTOMER’S REQUIREMENTS;

b) THE SERVICES WILL BE TIMELY, SECURE, UNINTERRUPTED, OR ERROR-FREE;

c) INFORMATION THAT MAY BE OBTAINED VIA THE SERVICES WILL BE RELIABLE OR ACCURATE;

d) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL, INCLUDING ALL SERVICES, OBTAINED OR PURCHASED BY CUSTOMER DIRECTLY OR INDIRECTLY THROUGH THE SERVICES WILL MEET CUSTOMER’S NEEDS OR EXPECTATIONS; AND

e) ANY ERRORS IN THE SERVICES WILL BE CORRECTED.

UNDER NO CIRCUMSTANCES SHALL THE PROVIDER PARTIES BE LIABLE FOR ANY DAMAGES OF ANY KIND, UNDER ANY CIRCUMSTANCES, ARISING OUT OF, IN CONNECTION WITH, OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY LIABILITY:

a) AS A PUBLISHER OF INFORMATION;

b) FOR ANY INCORRECT OR INACCURATE INFORMATION OR ANY ‘BUG’ OF THE SERVICES;

c) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF CUSTOMER’S TRANSMISSIONS OR DATA;

d) FOR STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR VIA THE SERVICES;

e) FOR ANY DISPUTES BETWEEN USERS OF THE SERVICES, OR BETWEEN A USER OF THE SERVICES AND A THIRD PARTY; OR

f) FOR ANY OTHER MATTER RELATING TO THE SERVICES OR ANY THIRD PARTY.

In no event will Provider be liable for any indirect, special, incidental, punitive, or consequential damages, losses, or expenses arising out of or relating to Customer’s use of the Services, including without limitation:

a) damages related to any information received from the Services;

b) removal of content from the Services, including profile information;

c) any email distributed to any Customer or any linked website or use thereof or inability to use by any Party;

d) any termination of Customer’s usage of the Services or ability to access the Services;

e) failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus, or line or system failure, even if Provider or its representatives are advised of the possibility of such damages, losses, or expenses.

UNDER NO CIRCUMSTANCES WILL PROVIDER'S AGGREGATE LIABILITY, IN ANY FORM OF ACTION WHATSOEVER IN CONNECTION WITH THIS AGREEMENT, EXCEED THE FEES PAID BY CUSTOMER IN THE PREVIOUS SIX (6) MONTHS, OR, IF CUSTOMER HAS NOT PAID PROVIDER FOR THE USE OF ANY SERVICES, THE AMOUNT OF US $25.00 OR ITS EQUIVALENT.

If Customer is a California resident, Customer shall, and hereby does, waive California Civil Code Section 1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."

(i) Customer’s use of the Services;

(ii) any breach by Customer of Customer’s obligations under this Agreement;

(iii) any willful misconduct or negligent act, omission, or misrepresentation by Customer, Customer’s agents, or Customer’s employees;

(iv) any violation by Customer of any federal, state, or local law, rule, or regulation; or

(v) the violation or alleged violation of third-party intellectual property rights or proprietary rights by the materials and content Customer submits, posts, or transmits through the Services or otherwise provides to Provider for inclusion on the Services.

Customer may not settle any claim subject to indemnification without the prior written consent of Provider. Provider may, at its sole expense, participate in the defense and settlement of the claim.

(a) Informal Dispute Resolution. The Parties agree to make all best efforts to informally resolve any and all disputes relating to this Agreement and the relationship of the Parties. This shall include in-person meetings, telephone conference calls, and written correspondence. The Parties shall also consider the use of a third-party mediator. If all reasonable efforts to resolve the dispute are unsuccessful, then the Parties shall be entitled to initiate an arbitration proceeding as set forth herein. The binding arbitration provision shall be the exclusive forum for the redress or resolution of any and all claims, disputes, controversies, or any other unresolved issues.

(b) Agreement to Binding Arbitration. The Parties hereby agree to binding arbitration, which shall apply to any claim, dispute, controversy, disagreement, unresolved issue, or other matter between Provider and Customer that arises out of or relates to this Agreement, whether now or hereafter existing, including any claim that may constitute a class action (collectively referred to as "Disputes"). All Disputes will be decided by binding arbitration in New York City, before one arbitrator, in accordance with the American Arbitration Association Rules and Procedures (the "Rules"). The decision of the arbitrator shall be final and binding on the Parties, and any judgment upon the award rendered may be entered in any court having jurisdiction.

Notwithstanding the foregoing, (i) either Party shall be entitled to obtain injunctive or similar relief by filing an action in a state or federal court in the State of New York, County of New York, provided that the substantive issues shall thereafter be referred to arbitration as provided herein; and (ii) in the event of an action by or against any third party, any Party to this Agreement may join or otherwise proceed against the other Party as part of that action or in an action reasonably related to or arising from it. Each Party shall bear its own costs of arbitration (including, without limitation, attorney’s fees), except that the Parties shall share equally all fees and expenses of the arbitrator.

(c) Consent to Jurisdiction. The Parties hereby consent to the personal jurisdiction of the state and federal courts located in the State of New York, County of New York, for any action or proceeding arising from or relating to this Agreement or relating to any arbitration in which the Parties are participants.

PROVIDER AND CUSTOMER AGREE AND UNDERSTAND THAT BY USING ARBITRATION TO RESOLVE ANY AND ALL DISPUTES BETWEEN THE PARTIES, EACH PARTY IS GIVING UP ANY RIGHT THEY MAY HAVE TO A JUDGE OR JURY TRIAL.

(d) Class Action Waiver. Customer may bring claims only on its own behalf. Neither Customer nor Provider will participate in a class action or class-wide arbitration for any claims covered by this agreement to arbitrate. Customer acknowledges that it is giving up its right to participate as a class representative or class member on any class claim Customer may have against Provider, including, without limitation, any right to class arbitration or any consolidation of individual arbitrations. Customer also agrees not to participate in claims brought in a private attorney general or representative capacity or in consolidated claims involving another person's account or their usage of the Services if Provider is a party to the proceeding.

a) Entire Agreement. This Agreement, together with its exhibits and attachments, constitutes the entire agreement between the Parties and supersedes all prior agreements, understandings, or representations, written or oral, regarding the subject matter hereof.

b) Notices. All notices must be in writing and delivered, in the case of Provider, to support@1archive.io and, in the case of Customer, to the email address associated with Customer’s account, or to such other address as a Party may designate by written notice.

c) Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles.

d) Assignment. Customer may not assign its rights or obligations under this Agreement without Provider’s prior written consent.

e) Severability. If any provision of this Agreement is held to be unenforceable, the remaining provisions shall remain in full force and effect.

f) Amendments. No amendment or modification of this Agreement will be valid unless in writing and signed by both Parties.

EXHIBIT A

A. DESCRIPTION OF SERVICES:

1ARCHIVE is media library software for creative teams. The 1ARCHIVE desktop application scans hard drives, network servers, and cloud storage locations and builds a searchable catalog of the files they contain, including file details, compressed image and video previews, and an index that supports AI image search. Customers can browse, search, and preview their files even when the original storage is disconnected, detect backups and duplicates, tag files, organize files into collections, add comments, and share files and collections through links. Depending on the subscription plan, the Services may also include transcriptions, audit logs, user permissions, and password-protected links. Previews and catalog data are synced to the cloud so that team members on the same account can access them, including through a web viewer. Original files remain on the storage Customer already owns and are not uploaded during scanning. Upgrades to paid plans (Pro or Enterprise) are processed through Stripe.

B. FEES:

Basic Plan (free): One user, up to five sources (drives or other storage locations), five collections, 10 GB of preview storage, and five shared links, or such other limits as Provider publishes on its website.

Pro Plan and Enterprise Plan: Fees are charged per Authorized User on a monthly or annual basis. Fees and subscription details are available at https://www.1archive.io, upon request, or during the upgrade process through Stripe, which handles the payment processing. Paid plans include a preview storage allowance for each Authorized User, and additional preview storage, archive storage, and add-ons such as single sign-on and directory sync may be purchased separately. Cancellations will result in immediate downgrades to the Basic plan, with immediate and permanent deletion of cloud data (including previews, catalog data, collections, comments, and shared links) and software access restrictions based on the Basic plan's limitations. Cancellation does not affect original files stored on Customer's own drives or storage.

C. AUTHORIZED USERS:

The number of Authorized Users included in or purchased under Customer's subscription plan, as shown in Customer's account or order form.

D. THIRD-PARTY PRODUCTS:

The services integrate with Supabase (for database hosting), Backblaze (for cloud storage), Sentry (for error reporting), PostHog (for app analytics), and WorkOS (for single sign-on and directory sync).