Legal Notice and Public Offer

01Status and parties

This Legal Notice states the public terms offered by the operator of dst9.tech (the Operator) for a program participation agreement. Sections 01–18 of this document form the Public Offer and become contractually binding only through the acceptance procedure in section 02. Other pages and general descriptions on the website remain informational.

The Operator's full legal name, geographic address and, where applicable, registration and VAT details must be stated in the Participation Confirmation before acceptance. No contract can be formed unless the Operator and the Participant are both unambiguously identified.

The offer is intended only for legal entities and individuals acting wholly for business, professional, research or institutional purposes. It is not intended for consumers. The organisation that validly accepts this offer is the Participant.

The person accepting for the Participant confirms that they have authority to bind it. The Operator may request reasonable evidence of identity, legal status and authority before issuing a Participation Confirmation.

02Application and acceptance

An organisation may apply by emailing ai@dst9.tech. An enquiry or application is not acceptance and does not oblige the Operator to admit the applicant.

After eligibility, feasibility, compliance and security review, the Operator may send the applicant:

• a Participation Confirmation identifying the Operator and applicant, the applicable offer version, the total fees or a clear method for calculating them, the currency, taxes and other charges, the governing law and dispute forum, the acceptance deadline, and any engagement-specific terms; and
• an Evaluation Plan defining the approved workflows, environment, tools, access boundaries, evaluation period, deliverables and acceptance criteria.

The Participation Confirmation makes these public terms available to the identified applicant on the engagement-specific terms stated there. The applicant accepts the complete offer only by sending the Operator, from an authorised email address and within the validity period stated in the Participation Confirmation, an unqualified written statement that it accepts the identified version of this Public Offer, the Participation Confirmation and the Evaluation Plan. The contract is formed when that acceptance is received by the Operator. A qualified or amended response is a counterproposal and does not constitute acceptance.

The Operator may withdraw or replace this offer at any time before acceptance. If no validity period is stated in the Participation Confirmation, it expires 30 calendar days after it is sent.

03Contract documents and precedence

The contract consists of the Participation Confirmation, the Evaluation Plan, this Public Offer, and any annex expressly incorporated by reference. If there is a conflict, the documents prevail in that order.

A separate agreement signed by both parties supersedes the contract formed under this offer to the extent stated in that separate agreement. General descriptions on the website are informational and do not form part of the contract.

04Program services

The Operator will provide the research, evaluation, infrastructure access and related services stated in the Evaluation Plan. These may include an isolated evaluation environment, designated AI agents, approved tools, monitoring, structured evaluation and agreed reports or other deliverables.

The Operator procures and administers the domain, compute capacity and supporting technical services for the evaluation environment. Unless the Participation Confirmation states otherwise, the Participant is not required to contract separately with a domain registrar, data-centre operator or hosting provider.

Dates and milestones are estimates unless expressly stated to be binding. The Operator may make proportionate technical or security changes that do not materially reduce the agreed service.

05Participant obligations

The Participant must:

• provide accurate information and timely cooperation reasonably required for the engagement;
• use the environment only for approved workflows and through authorised users;
• protect credentials, apply least privilege and promptly report suspected compromise or misuse;
• ensure it has all rights, notices, permissions and lawful bases required for data, software and materials it provides;
• not introduce malware, bypass controls, probe other environments, or access systems, data or services outside the agreed boundaries; and
• comply with applicable law, the Evaluation Plan and reasonable security instructions.

The Participant is responsible for its authorised users and for decisions made using program outputs.

06Use of AI agents

Participation may require use of one or more designated AI agents in the workflows included in the Evaluation Plan. Agent output may be incomplete, inaccurate or unsuitable for a particular purpose and must be reviewed by appropriately qualified humans.

The Participant retains responsibility for human oversight, final decisions and compliance with its internal policies. Unless expressly agreed otherwise, an AI agent is not authorised to make legally binding decisions, communicate externally for the Participant, or access systems outside the approved environment.

07Fees and settlement

Fees or a clear calculation method, currency, taxes and other charges, invoicing schedule, payment due dates and any reciprocal performance or permitted set-off are stated in the Participation Confirmation. No fee is due unless it is stated there or later agreed in writing.

Amounts are exclusive of applicable taxes unless expressly stated otherwise. Each party is responsible for taxes imposed on it by law. A disputed invoice must be challenged promptly and in good faith; undisputed amounts remain payable when due.

08Confidentiality and security

Before either party discloses confidential material, the parties must put in place any confidentiality arrangement required by the Evaluation Plan. In the absence of a separate arrangement, each party must protect non-public information identified as confidential, or reasonably understood to be confidential, with at least reasonable care and use it only to perform the contract.

Confidentiality obligations do not apply to information that the receiving party can demonstrate was lawfully known without restriction, independently developed, lawfully received from a third party, or made public without breach. A legally required disclosure is permitted after advance notice where lawful and reasonably practicable.

The Operator may record technical events, task outcomes, intervention points and failure conditions as stated in the Evaluation Plan. The Participant must not submit credentials, special-category personal data or other highly sensitive material unless expressly approved and protected by agreed controls.

09Data protection

Each party must comply with data-protection law applicable to its activities. The website Privacy Notice governs personal data processed through the public website and initial correspondence.

Before personal data is processed inside an evaluation environment, the parties must document their respective roles and enter any data-processing agreement required by applicable law. The Evaluation Plan must describe approved data categories, purposes, access, retention and deletion or return arrangements.

10Intellectual property

Each party retains ownership of intellectual property and materials it owned or developed independently of the engagement. No ownership transfers by implication.

Rights in engagement-specific deliverables, evaluation records, feedback, improvements and permitted research use are those stated in the Participation Confirmation or Evaluation Plan. If those documents are silent, each party may use its own materials and general know-how, but neither party may publish the other party's confidential information, name, marks or identifiable results without prior written permission.

11Warranties and third-party services

Each party warrants that it has authority to enter and perform the contract. The Operator will perform the agreed services with reasonable care and skill.

Evaluation environments are research environments. Except for express terms in the contract and to the maximum extent permitted by law, the services, agents and outputs are provided without implied warranties of uninterrupted availability, error-free operation, fitness for a particular purpose or achievement of a particular result. The program does not provide certification, accreditation or a guarantee of agent performance.

Domains, hosting, networks, software and AI services may depend on third-party providers. The Operator is not responsible for a third party's act or outage beyond the Operator's reasonable control, but will use reasonable efforts to mitigate material effects on the engagement.

12Liability

Neither party is liable for indirect, incidental, special or consequential loss, or for loss of profit, revenue, business opportunity or anticipated savings, arising from the contract, to the extent such exclusion is permitted by applicable law.

Subject to liabilities that cannot lawfully be limited or excluded, each party's aggregate liability arising from an engagement will not exceed the total fees paid or payable for that engagement during the 12 months preceding the event giving rise to the claim. This cap does not apply to fraud or wilful misconduct, breach of confidentiality, infringement of the other party's intellectual property rights, or the Participant's payment obligations.

Nothing in the contract limits liability where doing so is prohibited by applicable law.

13Term, suspension and termination

The contract starts on acceptance and continues for the period stated in the Participation Confirmation or Evaluation Plan, unless terminated earlier under this section.

Either party may terminate for a material breach not remedied within 15 calendar days after written notice, or immediately if the breach cannot be remedied, continued performance would be unlawful, or the other party becomes insolvent to the extent permitted by law.

The Operator may immediately suspend access where reasonably necessary to protect security, data, infrastructure, third parties or legal compliance. Where practicable, it will notify the Participant, limit the suspension and restore access after the cause is resolved.

On termination, access ends; accrued payment obligations remain due; and each party must return or delete the other party's materials as the contract requires. Terms concerning confidentiality, data protection, intellectual property, liability, disputes and accrued rights survive where their nature requires.

14Force majeure

Neither party is liable for delay or failure caused by an event beyond its reasonable control, provided it promptly notifies the other party where practicable, uses reasonable efforts to mitigate the effects and resumes performance when possible. Payment obligations already accrued are not excused.

15Governing law and disputes

The governing law and the courts or other dispute forum are those stated in the Participation Confirmation. The parties must ensure those terms are specified before acceptance. Before commencing formal proceedings, they will attempt in good faith for 30 calendar days to resolve a dispute through authorised representatives, except where urgent interim relief is reasonably required.

16General terms

The contract is the entire agreement concerning its subject matter and replaces prior proposals or discussions about that engagement. Neither party relies on a statement not included in the contract, without limiting liability for fraud.

Participation does not create a partnership, joint venture, agency, employment relationship, corporate group or relationship of control. Neither party may bind the other unless expressly authorised in writing.

A party may not assign the contract without the other party's prior written consent, not to be unreasonably withheld, except as part of a bona fide transfer of substantially all relevant business or assets where the assignee can perform the contract. The Operator may use qualified subcontractors and remains responsible for their contracted performance.

If a provision is unenforceable, it will be limited to the minimum extent necessary and the remaining provisions continue. Delay in exercising a right is not a waiver. Amendments to an accepted contract must be agreed in writing by authorised representatives.

17Notices and operator

Contract notices must be sent by email to ai@dst9.tech for the Operator and to the address stated in the Participation Confirmation for the Participant. A notice is received when it enters the recipient's mail system without an automated delivery-failure message; notices received outside the recipient's normal business hours are treated as received on the next working day.

Operator

The operator of dst9.tech identified in the applicable Participation Confirmation

Contact

ai@dst9.tech

Domain

dst9.tech

18Version record

The version accepted by a Participant remains part of its contract. A later website version applies only to a later acceptance or where the parties expressly agree in writing.

Document

Legal Notice and Public Offer for Program Participation, version 1.0.0

Effective and first published

2024-10-17