Professional Services Addendum

Last Updated: January 10, 2026

This Professional Services Addendum ("PSA ") amends and supplements the Metasteps Terms of Service ("Agreement") entered into between you, the User, together with any company or other business entity you represent, if any (collectively, the "User"), and Metasteps P.C., and is hereby incorporated by reference into the Agreement. All capitalized terms not otherwise defined in this PSA will have the meanings set forth in the Agreement. In the event of any inconsistency or conflict between this PSA and the Agreement with respect to Professional Services, including as it relates to data protection, this PSA will govern.

1. Engagement of Professional Services

1.1 Scope of Professional Services: Metasteps provides a variety of professional services including any related Deliverables, (collectively, the “Professional Services”).

1.2 Description of Professional Services: The Professional Services that the User is contracting for, including the applicable fees and payment terms, are set forth in the applicable Statement of Work entered into between the User and Metasteps (, "Statement of Work").

1.3 Acceptance of Deliverables: Professional Services are provided on a prepaid basis, as set forth in the applicable Statement of Work. Metasteps will provide the User with a draft of the Deliverables for review as part of the Professional Services. The User may submit one or more consolidated rounds of feedback, only to the extent expressly specified in the applicable Statement of Work, within the timeframe set forth therein or, if no timeframe is specified, within five (5) business days of receipt of each draft. Following incorporation of the permitted feedback, Metasteps will deliver the final Deliverables. Final Deliverables are deemed accepted upon delivery. No additional revisions, modifications, or changes are included unless expressly agreed in writing through a change order and subject to additional fees. Any feedback provided after delivery of the final Deliverables, or feedback exceeding the review rounds expressly included in the applicable Statement of Work, shall be treated as a request for additional Professional Services and may be performed only upon written agreement and payment of additional fees.

1.4 Intellectual Property Rights: Except as otherwise expressly agreed in writing, Metasteps retains all right, title, and interest in and to the Professional Services, including all underlying software, tools, workflows, methodologies, and proprietary technology used to create the Deliverables. To the extent the Deliverables include a digital representation, model, or digital twin of the User’s physical space, premises, or assets, the User retains all right, title, and interest in and to such physical space or assets and their visual likeness. Metasteps grants the User a non-exclusive, non-transferable, royalty-free, worldwide license to use the resulting Deliverables in connection with the Services and for the User’s own purposes, subject to the terms of the applicable Statement of Work and any applicable subscription requirements. Nothing in this PSA transfers ownership of Metasteps’ platform, software, or proprietary technology, all of which remain the exclusive property of Metasteps.

1.5 User Cooperation: Metasteps’s ability to perform the Professional Services is contingent upon the User’s timely cooperation and responses. Metasteps may suspend or terminate this PSA and any outstanding Professional Services upon written notice to User if the User fails to respond to Metasteps for a period of fourteen (14) consecutive days. Upon suspension or termination by Metasteps under this Section 1.5, no refund of prepaid fees shall be owed.

1.6 Additional Professional Services or Deliverables: Any additional Professional Services or Deliverables, other than those specified in the applicable Statement of Work, shall require a written change order mutually agreed by the parties and may be subject to additional fees.

2. Relationship with the Agreement

2.1 The parties agree that this PSA supersedes and replaces any prior addendum or other terms entered into between the parties solely with respect to Professional Services.

2.2 All indemnification obligations set forth in the Agreement apply to this PSA, and to all Professional Services and Deliverables.

2.3 The limitations of liability set forth in the Agreement apply to this PSA and all Professional Services and Deliverables in the aggregate with all other claims under the Agreement.

2.4 Except as expressly modified by this PSA, the Agreement remains unchanged and in full force and effect. This PSA supplements the Agreement. In the event of any conflict between this PSA and the Agreement, with respect to Professional Services, this PSA shall prevail to the extent of such conflict.

2.5 Any claims arising out of or related to this PSA are subject to the terms and conditions of the Agreement, including all exclusions, disclaimers and limitations of liability set forth therein.

2.6 In the event of any conflict between this PSA or the Agreement and an applicable Statement of Work, the Statement of Work shall prevail, but solely with respect to the specific Professional Services described therein.

2.7 No person or entity other than the parties to this PSA, and their respective successors and permitted assigns shall have any right to enforce any provision of this PSA.