Common use of Generative AI Clause in Contracts

Generative AI. The tools developed by the Company for use as part of Company’s Offerings are set forth on Section 3.13(o)(iii)(1) of the Company Disclosure Letter (the “Company Developed AI”). Except as has not been and would not reasonably be expected to be, individually or in the aggregate, to have a Company Material Adverse Effect, the Company Developed AI (complies with all applicable laws and regulations, including data protection and privacy laws. The Company has implemented reasonable measures to protect the confidentiality and security of the Company Developed AI. The Company Developed AI has been developed and maintained in accordance with industry best practices, including but not limited to transparency in AI decision-making processes where appropriate, and regular testing and validation for accuracy and reliability. Section 3.13(o)(iii)(2) of the Company Disclosure Letter sets forth a list of all material third-party AI technologies (“AI Technologies”) used or held for use by the Company in the Company’s business, including AI Technologies capable of generating various types of content (including text, images, video, audio, or computer code) based on user-supplied prompts (“Generative AI Tools”) (collectively, “Third-Party AI”). Except as has not been and would not reasonably be expected to be, individually or in the aggregate, to have a Company Material Adverse Effect, the Company and the Company Subsidiaries have not: (1) used any Generative AI Tools in a manner that could reasonably be expected to adversely affect the ownership, validity, enforceability, registrability, or patentability of any Owned Company IP that the Company or any Company Subsidiary intended to maintain as proprietary; or (2) used any Generative AI Tool in a manner that does not comply with the applicable license or other Contract terms governing its use by the Company or the Company Subsidiaries.