Kivo Customer
Pilot Program Terms

1.1 The Kivo Customer Pilot Program (the "Program") is a limited evaluation offered by Xalta Technologies LLC, an Arizona limited liability company, 2840 E Germann Rd, #1067, Chandler, AZ 85286, USA ("Xalta"). It lets selected oil and gas operators test Kivo, Xalta's intelligent AP solution, on representative accounts payable workflows.

1.2 The Program is for evaluation only. It is not a sale, a license for production use, or a commitment by either party to a future agreement.

1.3 Each pilot is governed by a written zero-dollar statement of work signed by Xalta and the participant (the "Pilot Agreement"), together with a separate non-disclosure agreement between them (the "NDA"). Nothing on the brochure, the web page or these terms creates any obligation until both are signed. If these terms and a Pilot Agreement conflict, the Pilot Agreement prevails.

1.4 Xalta may have pilot services performed by its affiliate Xalta Technology Services Pvt. Ltd., Starthub Cowork Space, 2nd floor, Jewel Square Mall, Koregaon Park, Pune, Maharashtra 411001, India, and by its own subcontractors. Xalta remains responsible for their work. The participant's material may be accessed and processed from India for the pilot.

2.1 The Program is open to oil and gas operators in the United States that Xalta considers qualifying. Up to three participants may be selected.

2.2 Xalta selects participants at its sole discretion. It may consider, for example, invoice volume, use case fit, data availability, team availability and timing. Applying does not guarantee a place, and Xalta need not give reasons for its decisions.

2.3 Xalta may select fewer than three participants, or none.

2.4 The pilot is provided to the participant organization, not to any individual, and carries no expectation of a purchase. The person signing the Pilot Agreement confirms that they are authorized to do so, and that accepting pilot services at no fee is allowed under the participant's own policies, including any gift, procurement or ethics rules. The participant may share these terms and the Pilot Agreement with its compliance team.

2.5 Xalta may decline applicants that are owned or controlled by a government or a government agency, or accept them only on additional terms.

3.1 Xalta provides the pilot services described in each Pilot Agreement without charging a fee for them.

3.2 "Up to $100,000 in pilot services" is the maximum aggregate estimated value of eligible Xalta services across all participants combined, not per participant. It is an indicative estimate of the value of the implementation services Xalta provides at no fee. No money is paid or owed by either party.

3.3 The value is not cash, credit, a discount, a rebate or a balance. It cannot be exchanged, transferred, carried over or applied to any later purchase. Services not used during a pilot lapse.

3.4 Xalta does not guarantee any participant a particular share of the value. The services each participant receives are set only by its Pilot Agreement.

4.1 Each pilot covers one agreed accounts payable use case, up to 100 of the participant's invoices with their supporting documents, and the success measures set out in the Pilot Agreement.

4.2 Anything not written in the Pilot Agreement is outside the pilot. This includes, unless stated otherwise: production deployment, connection to live systems or ERPs, data migration, custom development, training beyond the pilot team, and support after the pilot ends.

4.3 Changes to scope must be agreed in writing by both parties. Xalta may decline any change.

5.1 Pilots are planned to run 6–8 weeks from the date the scope is agreed. This is a target, not a commitment.

5.2 Timing depends on the participant providing invoices, supporting documents, reference data, business rules and staff time when needed. Xalta is not responsible for delays caused by late or incomplete inputs, or by events outside its reasonable control.

5.3 Xalta may reschedule, pause or extend a pilot by notice to the participant. Neither party owes the other anything for a pilot that runs shorter or longer than planned.

6.1 The pilot runs in a separate evaluation environment. Xalta has no obligation to deploy Kivo into production, connect it to the participant's systems, migrate data, or keep the evaluation environment running after the pilot ends.

6.2 Any production rollout, integration, ongoing support or license requires a separate written agreement, on terms and fees agreed at that time.

7.1 The pilot is an evaluation. Xalta makes no promise about accuracy, savings, errors found, processing time, staff effort or any other result, in the pilot or later.

7.2 Findings, measurements and dollar values in pilot reports are estimates based on the sample used. They may not reflect results at full volume or in production.

7.3 Pilot outputs, including coding, allocations and flagged exceptions, are for evaluation. The participant must not rely on them to make payments, post accounting entries or dispute invoices without its own review. The participant remains responsible for all such decisions.

7.4 Earlier results that Xalta shares, including those from its previous RPA and custom-script work, describe other engagements and do not predict the participant's results.

7.5 Results depend on the large language model (LLM) used. Xalta is not responsible for the performance, availability or output of any third-party LLM.

8.1 Taking part creates no obligation for the participant to buy Kivo or any Xalta service.

8.2 It creates no obligation for Xalta to offer Kivo, any particular pricing, or any feature to the participant in the future.

9.1 The participant provides, on time: up to 100 past invoices with supporting documents, the reference data and business rules needed for the agreed use case, and a process owner for about 2–4 hours a week.

9.2 The participant confirms it has the right to share this material with Xalta for the pilot, including any third-party information in it.

9.3 Unless the Pilot Agreement says Xalta provides them, the participant provides API keys for an LLM it chooses from those Kivo supports, currently Claude, ChatGPT, Gemini, Mistral and Qwen models. The participant's own agreement with that provider governs how the provider handles the data Kivo sends it. The participant pays the usage costs and sets any usage limits. Xalta keeps the keys secure, uses them only for the pilot, and stops using them when the pilot ends.

9.4 Xalta provides and runs the Kivo evaluation environment. The participant's IT team is responsible for everything on the participant's side that the pilot needs, such as its LLM account and keys, any SharePoint folder used, user access for its staff, network or firewall approvals, and its own security reviews. Delays on the participant's side extend the timeline under 5.2.

9.5 Each party bears its own costs of taking part, including staff time and travel. The participant also pays its LLM usage costs (9.3).

10.1 Xalta uses the participant's material only to run the pilot and report on it, except as allowed in 11.5.

10.2 Both parties keep each other's confidential information confidential under the NDA.

10.3 Xalta does not return the participant's material; the participant keeps its own originals. Within 90 business days after the pilot ends, Xalta deletes the participant's material, unless the law requires it to be kept. Copies in routine backups are deleted as those backups expire. On request, Xalta confirms the deletion in writing.

10.4 Personal information submitted through Xalta's website is handled as described in Xalta's privacy policy at xalta.tech/privacy. Material shared for a pilot is handled under the Pilot Agreement, the NDA and this section.

10.5 To read documents, Kivo sends their content to the LLM provider used for the pilot (9.3). That provider's handling of the data is governed by its agreement with the participant, or with Xalta where Xalta provides the keys.

11.1 Kivo, its software, and everything built or improved for the pilots belong to Xalta and its licensors. This includes configurations, playbooks, rule designs, workflows, prompts, integrations and other work product, even where shaped by the participant's input or feedback. The participant keeps all rights in its own data, documents and confidential information, and may use the pilot report and output files internally. The pilot grants no license to Kivo beyond the evaluation.

11.2 "Shape future product capabilities" means Xalta welcomes the participant's feedback. Xalta may use feedback freely to improve Kivo, and is not obliged to build any feature or follow any suggestion.

11.3 Kivo may include features still in development. They may change or be removed.

11.4 Xalta will not name the participant or publish its results without written consent.

11.5 Xalta may use what it learns from the pilots to improve Kivo. This includes general know-how, workflow and rule designs, and aggregated, de-identified results that do not identify the participant, its vendors or its people. It does not include using the participant's documents or data in identifiable form outside the pilot, or using them to train AI models, without the participant's written consent.

12.1 To the extent the law allows, Kivo and the pilot services are provided "as is" and "as available", without warranties of any kind, express or implied, including fitness for a particular purpose, accuracy or non-infringement.

12.2 To the extent the law allows, Xalta is not liable for indirect, incidental, consequential or special loss, or for lost profits, revenue, savings or data, arising from the Program or a pilot.

12.3 Xalta's total liability arising from the Program or a pilot is limited to US$1,000.

13.1 Xalta may change, suspend or end the Program at any time, and may close applications without notice. Changes do not affect a signed Pilot Agreement unless both parties agree.

13.2 Either party may end a pilot by two weeks' written notice. Sections 7, 8, 10, 11 and 12 continue to apply after a pilot ends.

14.1 These terms, and any dispute arising from them, are governed by the laws of the State of Arizona, USA, without regard to its conflict of laws rules. Before starting any court proceedings, the parties will first try in good faith to resolve a dispute through their senior executives for 30 days. After that, the state and federal courts located in Maricopa County, Arizona have exclusive jurisdiction.

14.2 Questions about the Program: Eshwar Krishnan, CEO, eshwar@xalta.tech.

14.3 Version 1.0, last updated November 6, 2026.