Mapdesk End User License Agreement

This End User License Agreement ("EULA" or "Agreement") is a legally binding agreement between you ("you" or "your") and Stiple Inc. ("Stiple," "we," "us," or "our"), a corporation incorporated under the laws of Canada with its head office in Stouffville, Ontario. This Agreement governs your download, installation, and use of the Mapdesk mobile application (the "App").

By downloading, installing, or using the App, you accept and agree to be bound by this Agreement. If you are using the App on behalf of an employer or another organization, you represent that you have the authority to bind that organization to this Agreement, and "you" and "your" refer to that organization. If you do not agree to this Agreement, do not download, install, or use the App.

Documents that work together. This Agreement covers the licensed Mapdesk app. It operates alongside two related documents:

• The Stiple Terms of Service ("Platform ToS"), available at stiple.ca/legal/terms, which governs your Stiple account, any Stiple Labs subscription, and your use of the broader Stiple ecosystem.
• The Mapdesk Privacy Annex, available at stiple.ca/legal/mapdesk-privacy, which explains how the App collects and handles information.

If there is a conflict between this Agreement and the Platform ToS regarding the licensed Mapdesk app specifically, this Agreement controls for the App. For all matters concerning your Stiple account, your subscription, billing, and stored datasets, the Platform ToS controls. Capitalized terms not defined here have the meaning given to them in the Platform ToS.

Eligibility. You represent that you are at least eighteen (18) years of age, or the age of majority in your jurisdiction, whichever is greater. Mapdesk is a professional tool intended for use by adults in a business or professional context.

In this Agreement, the following capitalized terms have the meanings set out below. Other capitalized terms used but not defined here have the meanings given in the Platform ToS.

• "App" or "Mapdesk" means the Mapdesk mobile application for iOS and Android, including all firmware, components, updates, and accompanying documentation provided by Stiple.
• "App Store" means the digital storefront from which you obtained the App, including the Apple App Store and Google Play.
• "Field Data" means the survey and field data you create using the App — including measured positions, point and feature observations, attributes, descriptions, project and job records, instrument settings, notes, and photos you attach to observations.
• "Platform" means the software, systems, firmware, and infrastructure that comprise the Stiple ecosystem, including Stiple Labs, Mapdesk, SOS, the COGO library, and the proprietary NTRIP caster.
• "Stiple Labs" means Stiple's browser-based geospatial data platform, available at labs.stiple.ca, through which Stiple accounts, subscriptions, and stored datasets are managed.
• "Stiple Account" means the single user account, created and managed through Stiple Labs, that you use to sign in to both Mapdesk and Stiple Labs.
• "Stiple IP" means all software, source code, firmware, algorithms, processing methods, the COGO library, the bidirectional NTRIP caster and related infrastructure, user interfaces, designs, documentation, and other intellectual property comprising or relating to the App and the Platform.

Subject to your continued compliance with this Agreement, Stiple grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to download, install, and use one copy of the App on a mobile device that you own or control, solely for your internal business or professional purposes.

This is a licence to use the App — it is not a sale. Stiple and its licensors retain all ownership of the App and all Stiple IP. You acquire no ownership interest in the App or the Platform under this Agreement. All rights not expressly granted to you are reserved by Stiple. No implied licences are granted.

Where the App is obtained through an App Store, the scope of your licence is also subject to the usage rules of that App Store, as described in Section 15. If the App Store usage rules and this Agreement conflict, the more restrictive of the two applies to your use of the App obtained from that App Store.

3.1 Updates

Stiple may make updates, upgrades, bug fixes, and new versions of the App available from time to time. Such updates form part of the App and are governed by this Agreement. You acknowledge that the App may require updates to remain functional and secure, and that some updates may be applied automatically through your App Store.

Except as expressly permitted by this Agreement or by applicable law that cannot be excluded by contract, you shall not, and shall not permit any third party to:

• Reverse engineer, decompile, disassemble, or otherwise attempt to derive or discover the source code, object code, algorithms, processing methods, firmware logic, or underlying ideas of the App or any Stiple IP;
• Modify, adapt, translate, or create derivative works based on the App or any Stiple IP;
• Copy, reproduce, or distribute the App, except for the single installation expressly licensed in Section 3;
• Sublicense, sell, rent, lease, lend, distribute, or otherwise transfer or make the App available to any third party;
• Remove, alter, or obscure any copyright, trademark, or other proprietary notices in or on the App;
• Circumvent, disable, or interfere with any security, licensing, access-control, or authentication feature of the App or the Platform;
• Use the App, or any data or output obtained through it, to develop, train, or improve a product or service that competes with the App or the Platform, or to conduct competitive benchmarking;
• Use the App with hardware or firmware not authorized by Stiple in a manner that interferes with the integrity or security of the Platform;
• Use the App in any manner that violates this Agreement, the Platform ToS, or any applicable law.

You acknowledge that Stiple's processing methods, the COGO library, the bidirectional NTRIP caster, custom GNSS firmware, and the server-streamed field architecture are trade secrets and proprietary assets of Stiple, and that the restrictions in this Section 4 are reasonable and necessary to protect them. A breach of this Section 4 causes harm for which monetary damages may be inadequate, and Stiple may seek injunctive relief as described in Section 17.4.

The Mapdesk app is provided free of charge and contains no in-app purchases. Stiple does not charge a download price for the App, and the App contains no in-app purchase, subscription sale, or other payment mechanism. The App does not collect, process, or transmit payment card information.

5.1 A Stiple Labs Account Is Required

To use the App, you must have a Stiple Account and the level of Stiple Labs access associated with your intended use. Stiple Accounts are created and managed through Stiple Labs. Whether a given Stiple Labs subscription or plan is required for particular functionality is determined by Stiple Labs and the Platform ToS, not by this Agreement.

5.2 Subscriptions and Billing Are Governed by Stiple Labs

Any Stiple Labs subscription, plan, fee, billing arrangement, renewal, and refund is governed entirely by the Stiple Terms of Service and is handled through Stiple Labs and its payment processor — not through the Mapdesk app and not through the App Store from which you obtained the App. This Agreement does not set, quote, or vary any price, and is not a price list. For the current terms applicable to any subscription, refer to the Platform ToS.

6.1 Stiple Ownership

The App and all Stiple IP are, and shall remain, the exclusive property of Stiple Inc. and its licensors. This includes, without limitation, the Mapdesk app and its source code; all custom firmware, including firmware running on GNSS receivers and breakout hardware; the proprietary COGO library; the bidirectional NTRIP caster and related infrastructure; the data correlation and transformation engine; the server-streamed field architecture; and all user interfaces, designs, and documentation. The App and the Platform are protected by copyright, trade secret, patent, and other intellectual property laws of Canada and international treaties.

6.2 No Transfer of Rights

Your use of the App does not grant you any right, title, or interest in or to the App, the Platform, or any Stiple IP, other than the limited licence expressly granted in Section 3. Your use of features powered by Stiple's proprietary technology does not grant you any rights in that underlying technology.

6.3 Trademarks

"Stiple," "Stiple Labs," "Mapdesk," "SOS," and associated logos, marks, and designs are trademarks of Stiple Inc. This Agreement does not grant you any right to use any Stiple trademark without Stiple's prior written consent.

6.4 Feedback

If you provide Stiple with suggestions, ideas, or other feedback about the App ("Feedback"), you grant Stiple a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable, and transferable licence to use and exploit that Feedback for any purpose, without obligation or compensation to you.

7.1 Ownership of Field Data

You retain all right, title, and interest in and to your Field Data. Stiple does not claim ownership of the Field Data you capture, and nothing in this Agreement transfers ownership of your Field Data to Stiple. Your Field Data is brought back into the Stiple ecosystem through Stiple Labs, where it is governed by the data ownership provisions of the Platform ToS.

7.2 Licence to Stiple to Operate the App

To provide the App, you grant Stiple a limited, non-exclusive, royalty-free licence to host, store, process, and transmit your Field Data solely for the purpose of operating the App and the Platform for you — that is, capturing your Field Data, streaming it, and syncing it to your Stiple Account. Stiple does not mine, sell, or share your Field Data, and does not use it to train artificial intelligence or machine learning models. This is described further in the Mapdesk Privacy Annex.

7.3 Server-Streamed Architecture & Local Cache

Mapdesk uses a server-streamed architecture. Field Data is streamed to Stiple's servers as you work, and the App is not designed to be a permanent archive of your projects on the device. The App keeps a local working cache of Field Data on the device for resilience — to protect your in-progress work against an app crash, a loss of power, or your device failing mid-survey. You are responsible for syncing your work and, where appropriate, maintaining your own independent backups. Stiple is not an insurer of your data.

7.4 Your Representations Regarding Data

You represent and warrant that you have all necessary rights, permissions, and authorizations to capture, upload, and use the Field Data, including any consent or site-access authorization required to survey a given property; that your Field Data does not infringe or violate any third party's intellectual property, privacy, or other rights; and that you are solely responsible for the accuracy, quality, and legality of your Field Data.

Mapdesk is a professional field-data tool, intended for professional and field-data-collection use. Its intended audience includes surveyors, GIS professionals, geomatics professionals, engineers, architects, and others who want to investigate or collect data in the field. By using the App, you represent and warrant that you are using it for that intended professional or field-data-collection purpose, in a business or professional context, and that you have the training and competence appropriate to the survey, mapping, or field-investigation work you perform with the App. This representation is about competent and appropriate use of the App for its intended purpose; it is not a representation that you hold any particular professional licence or certification. Where your work does require a professional licence, certification, or sign-off, obtaining and relying on the appropriate licensed professional remains your responsibility — see Section 9.

You agree to use the App only for lawful purposes and in compliance with this Agreement, the Platform ToS, and the Stiple Acceptable Use Policy. You shall not use the App for any illegal, fraudulent, or unauthorized purpose; to gain unauthorized access to the Platform or other users' data; to upload harmful code; or in any way that interferes with the integrity, security, or performance of the App or the Platform.

8.1 Field Safety

You are solely responsible for your own safety and the safety of your team when using the App in the field. Stiple is not liable for any injury, damage, or loss arising from field operations, including hazards associated with active construction sites, traffic, weather, terrain, or equipment operation. The App is not a safety device and must not be relied upon as one.

You acknowledge and agree that:

• Input quality determines output quality. Mapdesk records and streams the positions and observations it is given. If inaccurate, incomplete, or improperly configured inputs are used, the App will preserve and stream that data as-is. The principle of "bad data in, bad data out" applies;
• Positioning accuracy depends on factors outside Stiple's control. GNSS and RTK positioning accuracy depends on satellite geometry, atmospheric conditions, multipath, obstructions, the quality and configuration of your GNSS hardware, the availability and quality of the correction stream or NTRIP network you are using, network connectivity, and operator skill;
• Stiple does not guarantee any specific level of field accuracy, and does not independently verify, validate, or improve the accuracy of the data you capture;
• You are solely responsible for verifying field measurements and any outputs derived from the App against your own professional quality standards and applicable standards of practice;
• The App is a tool — it does not replace professional surveying judgement, engineering analysis, certification by a licensed professional, or independent verification by a qualified professional;
• The App's outputs should not be used as the sole basis for safety-critical decisions, legal proceedings, certified plans, or regulatory compliance without independent verification by a qualified professional;
• Stiple is not responsible for any errors, omissions, or consequences arising from reliance on data captured, streamed, or processed through the App, including decisions made on the basis of that data.

This Section 9 is consistent with, and supplemented by, the precision and accuracy provisions of the Platform ToS. Where both apply, they are to be read together to the fullest extent possible.

Stiple's handling of information collected through the App is described in the Mapdesk Privacy Annex, available at stiple.ca/legal/mapdesk-privacy, which is incorporated into this Agreement by reference. The Mapdesk Privacy Annex explains, among other things, that the App uses precise location only while a survey is actively running, that it contains no in-app analytics, and that the current version of the App collects no crash or diagnostic data. By using the App, you acknowledge the Mapdesk Privacy Annex. Your Stiple Account and stored datasets are additionally governed by the umbrella Stiple Privacy Policy at stiple.ca/legal/privacy and the Stiple Labs Privacy Annex at stiple.ca/legal/labs-privacy.

To the maximum extent permitted by applicable law, the App is provided on an "as is" and "as available" basis, without warranties of any kind, either express or implied.

To the maximum extent permitted by applicable law, Stiple expressly disclaims all warranties and conditions with respect to the App, including but not limited to:

• Implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, and non-infringement;
• Any warranty that the App will be uninterrupted, timely, secure, error-free, or available in offline or low-connectivity environments;
• Any warranty regarding the accuracy, reliability, or completeness of any data captured, streamed, or processed through the App;
• Any warranty that defects will be corrected or that the App is free of viruses or other harmful components;
• Any warranty regarding the preservation of Field Data — you are responsible for syncing your work and maintaining your own backups.

No advice or information, whether oral or written, obtained from Stiple or through the App, creates any warranty not expressly stated in this Agreement. Some jurisdictions do not allow the exclusion of certain warranties or conditions; in those jurisdictions, the above exclusions apply only to the extent permitted by law, and you may have statutory rights that this Agreement does not override.

To the maximum extent permitted by applicable law:

12.1 Exclusion of Damages. In no event shall Stiple, or its directors, officers, employees, agents, or affiliates, be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of data, loss of profits, revenue, business, or anticipated savings, loss of goodwill, costs of substitute goods or services, or any damages arising from inaccuracy of Field Data or from decisions made on the basis of the App's outputs — even if Stiple has been advised of the possibility of such damages.

12.2 Liability Cap. Because the App is provided to you free of charge, Stiple's total aggregate liability to you for all claims arising out of or relating to this Agreement or the App, whether in contract, tort (including negligence), or any other legal theory, shall not exceed one hundred Canadian dollars (CAD $100.00). This cap applies to the licensed Mapdesk app under this Agreement; any liability relating to your paid Stiple Labs subscription is governed separately by the Platform ToS.

12.3 Basis of the Bargain. The disclaimers and limitations in Sections 11 and 12 reflect a reasonable allocation of risk and form an essential basis of the bargain between you and Stiple. The App would not be provided to you free of charge without these limitations, and they apply even if a limited remedy is found to have failed of its essential purpose. Nothing in this Agreement excludes or limits liability that cannot be excluded or limited under applicable law, including liability for fraud, or for death or personal injury caused by negligence. Where applicable law does not allow certain limitations, Stiple's liability is limited to the minimum extent permitted by that law.

To the extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Stiple Inc. and its directors, officers, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your Field Data, including any claim that it infringes a third party's rights or was captured without proper authorization; (b) your use of the App, including decisions or actions taken based on data captured or processed through it; (c) your breach of this Agreement or the Platform ToS; or (d) your violation of any applicable law or third-party right.

14.1 Term

This Agreement takes effect when you first download, install, or use the App, and remains in effect until terminated as described below.

14.2 Termination by You

You may terminate this Agreement at any time by ceasing all use of the App and uninstalling it from your device. Uninstalling the App also clears the local working cache held on your device.

14.3 Termination by Stiple

Stiple may suspend or terminate this Agreement and your licence to use the App, with notice where practicable, if you materially breach this Agreement — including any breach of the licence restrictions in Section 4 — or where required by law or to protect the security or integrity of the Platform. Stiple may also discontinue the App, in whole or in part, on reasonable notice.

14.4 Effect of Termination

On termination of this Agreement: (a) your licence to use the App immediately ends; (b) you must cease all use of the App and uninstall it; and (c) the provisions that by their nature should survive — including Sections 2, 4, 6, 7.1, 9, 11, 12, 13, 15, 17, and 18 — survive termination. Termination of this Agreement does not by itself delete your Stiple Account.

14.5 Account Deletion

Your Stiple Account is shared across Mapdesk and Stiple Labs and is deleted centrally. The Mapdesk app provides an in-app "Delete Account" entry point that opens the account-deletion flow in the Stiple Labs portal, where you confirm and complete the request. The deletion process, timelines, and exceptions are described in Section 11 of the Mapdesk Privacy Annex and are governed by the Platform ToS. Deleting the App from your device does not delete your Stiple Account.

This Section 15 applies where you obtained the App from the Apple App Store or Google Play. In this Section, "App Store Provider" means Apple Inc. or Google LLC, as applicable to the store from which you obtained the App.

15.1 Acknowledgement

You and Stiple acknowledge that this Agreement is concluded between you and Stiple only, and not with any App Store Provider. Stiple, not the App Store Provider, is solely responsible for the App and its content. Your use of the App must comply with the applicable App Store's terms of service and usage rules in effect at the time of use.

15.2 Scope of Licence

The licence granted in Section 3 is limited to a non-transferable licence to use the App on Apple-branded products or Android devices, as applicable, that you own or control, and as permitted by the usage rules of the applicable App Store, including any rules on sharing the App with members of your family group where the App Store permits it.

15.3 Maintenance and Support

Stiple, not the App Store Provider, is solely responsible for providing any maintenance and support services for the App, to the extent such services are required under this Agreement or applicable law. The App Store Provider has no obligation whatsoever to furnish any maintenance or support services for the App. Support requests should be directed to support@stiple.ca.

15.4 Warranty

In the event of any failure of the App to conform to any applicable warranty, you may notify the App Store Provider, and that provider will refund the purchase price of the App to you, if any. Because the App is provided free of charge, no purchase price is payable, and to the maximum extent permitted by applicable law the App Store Provider will have no other warranty obligation whatsoever with respect to the App. As between Stiple and the App Store Provider, any other claims, losses, liabilities, damages, costs, or expenses attributable to a failure to conform to any warranty are Stiple's responsibility, subject to Sections 11 and 12 of this Agreement.

15.5 Product Claims

As between Stiple and the App Store Provider, Stiple, not the App Store Provider, is responsible for addressing any claims by you or any third party relating to the App or your possession and use of it, including: (a) product liability claims; (b) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation — all subject to the limitations in Sections 11, 12, and 13 of this Agreement and to applicable law.

15.6 Intellectual Property Claims

As between Stiple and the App Store Provider, Stiple, not the App Store Provider, is responsible for the investigation, defence, settlement, and discharge of any third-party claim that the App, or your possession and use of it, infringes that third party's intellectual property rights, subject to the limitations of this Agreement.

15.7 Legal Compliance

You represent and warrant that: (a) you are not located in a country subject to a government embargo by Canada or the United States, or designated by either government as a "terrorist-supporting" country; and (b) you are not listed on any government list of prohibited or restricted parties applicable to your use of the App.

15.8 Apple as Third-Party Beneficiary

Where you obtained the App from the Apple App Store, you acknowledge and agree that Apple Inc. and its subsidiaries are third-party beneficiaries of this Agreement, and that, upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary of it.

15.9 Google Play

Where you obtained the App from Google Play, your use of the App is also subject to the Google Play Terms of Service and applicable Google policies. To the extent the Google Play terms require, Google LLC and its affiliates are intended beneficiaries of the provisions of this Section 15 to the extent those provisions concern Google, and the acknowledgements in Sections 15.1, 15.3, 15.5, and 15.6 apply equally with respect to Google as the App Store Provider for the App obtained from Google Play.

15.10 Contact

Any questions, complaints, or claims regarding the App should be directed to Stiple using the contact details in Section 19, and not to the App Store Provider.

Stiple may update the App and may modify this Agreement from time to time to reflect changes to the App, our practices, or legal requirements. Where we make material changes to this Agreement, we will provide reasonable notice — for example, through the App, by email to the address associated with your Stiple Account, or by posting the revised Agreement — before the changes take effect, and we will update the version and date. Your continued use of the App after a revised Agreement takes effect constitutes your acceptance of it. If you do not agree to a revised Agreement, you must stop using and uninstall the App. The current version of this Agreement is available at stiple.ca/legal/mapdesk-eula.

17.1 Governing Law

This Agreement is governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. This choice of law does not deprive a consumer of the protection of mandatory consumer-protection laws of their place of residence that cannot be excluded by contract.

17.2 Dispute Resolution

In the event of any dispute arising out of or relating to this Agreement, the parties will first attempt to resolve it through good-faith negotiation for thirty (30) days following written notice. If the dispute is not resolved, either party may initiate mediation administered by the ADR Institute of Ontario (or a mutually agreed alternative), with the costs of mediation shared equally. If mediation does not resolve the dispute within sixty (60) days of its initiation, either party may bring the dispute before the courts of competent jurisdiction in the Province of Ontario, and you submit to the jurisdiction of those courts. Either party may bring a qualifying claim in small claims court.

17.3 Class Action Waiver

To the extent permitted by applicable law, you agree that any dispute will be resolved on an individual basis and that you will not bring or participate in any class action, collective action, or representative proceeding against Stiple. If this waiver is unenforceable in your jurisdiction, it is severed and the remainder of this Section 17 continues in effect.

17.4 Injunctive Relief

Notwithstanding the foregoing, Stiple may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of Stiple's intellectual property rights, Stiple IP, confidential information, or data security — including any breach of Section 4.

18.1 Entire Agreement. This Agreement, together with the Platform ToS and the Mapdesk Privacy Annex, constitutes the entire agreement between you and Stiple regarding the App and supersedes all prior agreements and understandings regarding the App.

18.2 Severability. If any provision is held invalid or unenforceable, the remaining provisions continue in full force, and the invalid provision is modified to the minimum extent necessary to make it enforceable while preserving its intent.

18.3 No Waiver. Stiple's failure to enforce any provision is not a waiver of it. A waiver is effective only if made in writing by an authorized representative of Stiple.

18.4 Assignment. You may not assign or transfer this Agreement or any rights under it without Stiple's prior written consent. Stiple may assign this Agreement without restriction, including in connection with a merger, acquisition, reorganization, or sale of assets.

18.5 Export Compliance. You agree to comply with all applicable Canadian and other export control and sanctions laws in your use of the App.

18.6 Language. This Agreement is drafted in English. Where required by applicable law, a French-language version may be made available; in the event of conflict, the version required by applicable law governs, and otherwise the English version prevails. Les parties ont demandé que cette convention soit rédigée en anglais.

If you have questions about this Agreement, please contact us: