VENTION FACTORY DATA AND AI DEVELOPMENT TERMS
These Factory Data and AI Development Terms (these “Terms”) form part of, and are incorporated by reference into, the agreement between Vention and the customer identified in that agreement (“You” or “Your”) governing the purchase of, subscription to or use of Vention products and services (the “Agreement”). Capitalized terms used but not defined in these Terms have the meanings given to them in the Agreement. In the event of any conflict between these Terms and the Agreement with respect to the subject matter of these Terms, these Terms will prevail.
“Products and Services” means the products, equipment, machines, automation systems, software, applications, subscriptions and services that You purchase from, or subscribe to with, Vention or its Affiliates and that incorporate, enable or rely on Physical AI Capabilities, including Vention MachineMotion AI devices and associated software and services. “Physical AI Capabilities” means artificial intelligence, machine-learning and robotics technologies that perceive, interpret, reason about, plan or act in the physical environment, including perception, motion planning, manipulation, and autonomous or semi-autonomous control.
1. Factory Data
In connection with Your access to and use of the Products and Services, Vention may collect, access, receive, transmit and process data generated by, collected from or relating to the operation, use, performance or environment of Your equipment, machines, automation systems and production systems, including machine configurations and states, commands, trajectories, motion and control data, positions, velocities, accelerations, forces, torques, electrical currents, cycle times, utilization, throughput, faults, alarms, events, sensor and telemetry data, images, video and other visual recordings, still frames, depth maps, point clouds, LiDAR and other 3D scan data, operating parameters, equipment and object interactions, environmental conditions, performance metrics and other technical, operational and performance data (collectively, “Factory Data”).
Factory Data includes visual data captured by cameras and other imaging sensors that are integrated into, mounted on or positioned in the vicinity of Your equipment, machines, workcells and production systems, whether recorded continuously, on a scheduled basis or in response to defined events, including recordings of machine operation, workcell activity, material and part flow, object handling and human-machine interaction.
Vention will configure such collection to capture the equipment, workcell and production process and not for the purpose of surveillance or evaluation of individual personnel. Visual data is subject to the pre-training scrubbing and anonymization measures described below and, to the extent it contains Personal Data, to the Personal Data provisions of these Terms.
As between the parties, You retain all right, title and interest, if any, in and to Your Factory Data, subject to the rights granted to Vention under these Terms. For clarity, De-identified Data and Derived Data (as defined below) shall not be considered Factory Data.
2. License and Permitted Uses
You grant Vention and its Affiliates a perpetual, worldwide, non-exclusive, royalty-free right and license to access, collect, receive, transmit, host, store, reproduce, process, analyze and otherwise use Factory Data for the following purposes (collectively, the “Permitted Purposes”):
(a) providing, operating, maintaining, securing, monitoring and supporting the Products and Services;
(b) analyzing and improving the safety, reliability, performance, functionality, efficiency and capabilities of Vention’s products, services, machines, automation systems and technologies;
(c) conducting research and development and developing new or improved products, services and technologies;
(d) developing, training, fine-tuning, testing, validating, evaluating, benchmarking and improving artificial intelligence and machine-learning models, robotics models, foundation models, world models, simulation models, digital twins, control systems, algorithms and autonomous or semi-autonomous systems, including embodied AI and physical AI systems, and models and systems relating to perception, reasoning, planning, motion, manipulation, control, optimization and physical interaction; and
(e) creating De-identified Data and Derived Data as described below.
Vention may permit its contractors, service providers and subprocessors to process Factory Data on Vention’s behalf solely in connection with the Permitted Purposes, subject to appropriate confidentiality and data protection obligations.
3. De-identified Data
Vention may aggregate, de-identify or otherwise transform Factory Data so that the resulting data does not reasonably identify You or disclose Your Confidential Information and does not reasonably permit Your underlying Factory Data to be reconstructed (“De-identified Data”).
Vention may retain, reproduce, combine, analyze and use De-identified Data on a perpetual, irrevocable, worldwide and royalty-free basis for the Permitted Purposes, including research, benchmarking, product development and the development, training, testing, validation and improvement of artificial intelligence, machine-learning, robotics, automation, simulation and control technologies.
As between the parties, Vention owns all right, title and interest in and to De-identified Data, provided that De-identified Data does not identify You, disclose Your Confidential Information or reasonably permit the reconstruction of Your Factory Data. Vention will not knowingly attempt to re-identify You from De-identified Data.
4. Derived Data
Vention may generate statistics, analytics, benchmarks, features, representations, embeddings, labels, annotations, parameters, insights, learnings and other information resulting from the processing or analysis of Factory Data (“Derived Data”).
As between the parties, Vention owns all right, title and interest in and to Derived Data, provided that Derived Data does not identify You, disclose Your Confidential Information or reasonably permit the reconstruction of Your Factory Data.
Vention may retain, use, reproduce, modify, combine and otherwise exploit Derived Data on a perpetual and irrevocable basis for the Permitted Purposes.
5. Models and Learned Parameters
Notwithstanding anything to the contrary in the Agreement, all models, model architectures, model weights, parameters, representations, embeddings, policies, algorithms, control strategies, simulations, software, technology, improvements, know-how and other intellectual property developed, trained, fine-tuned, tested, validated or improved by or on behalf of Vention using Factory Data, De-identified Data or Derived Data (collectively, “Models”) are and will remain exclusively owned by Vention.
No Model will constitute Your Data or Your Confidential Information solely because Factory Data was used in its development, training, fine-tuning, testing, validation or improvement, provided that such Model does not disclose Your Confidential Information or reasonably permit Your Factory Data to be reconstructed.
For clarity, nothing in the Agreement or these Terms restricts Vention from developing, commercializing, licensing, deploying or otherwise using any Model, including for the benefit of other customers, provided that such use does not disclose Your Confidential Information or Factory Data that identifies You.
6. Your Commercial Information
Notwithstanding the foregoing, Vention will not use Factory Data to generate, derive or disclose information specific to You concerning Your economic situation, assets, production volumes, production methods or other commercially sensitive information in a manner that would reasonably be expected to materially undermine Your commercial position.
For clarity, the foregoing does not restrict Vention from using operational patterns, machine behaviors, physical interactions, trajectories, performance characteristics and other technical learnings derived from Factory Data to develop or improve generally applicable Models, algorithms, products and technologies in accordance with these Terms.
7. Protection of Factory Data
Vention will maintain commercially reasonable administrative, technical and organizational safeguards designed to protect Factory Data that identifies You against unauthorized access, modification, use and disclosure.
Vention will not disclose Factory Data that identifies You to third parties except (a) to its Affiliates, contractors, service providers and subprocessors requiring access in connection with the Permitted Purposes and subject to appropriate confidentiality obligations; (b) with Your authorization; or (c) as required by applicable law.
8. Pre-Training Scrubbing and Anonymization
As soon as reasonably practicable following collection, and in any event before any Factory Data consisting of or containing images, video frames or other visual recordings is passed into a Model development or training pipeline, Vention will apply automated pre-processing designed to remove content that identifies You or is proprietary to You from such data, including:
(a) stripping Personal Data and identifying metadata;
(b) blurring or otherwise obscuring the facial features of individuals;
(c) masking static proprietary background fixtures, equipment and installations; and
(d) cropping or removing Your and third-party vendor logos, markings and other identifiers from video frames.
Content removed or obscured through such pre-processing is not passed to the training pipeline and accordingly is not incorporated into, and cannot be reconstructed from, any Model. Vention may update the specific techniques used to implement this Section 8 provided that the resulting safeguards remain substantially equivalent or more protective.
Vention will apply the pre-processing described in this Section 8 as soon as reasonably practicable following collection of visual data, and in any event will retain raw, unscrubbed visual data only for so long as reasonably necessary to perform such pre-processing and to validate its results. Only the processed output of such pre-processing is retained for use in the development, training, fine-tuning, testing and validation of Models.
9. Controlled Model Access
Vention will make Models trained, fine-tuned or otherwise developed using Factory Data available only in a controlled form, including through secure, encrypted Vention MachineMotion AI (“MMAI”) or accelerator devices, through secure API access, or through deployment mechanisms providing substantially equivalent protection. Vention will not distribute or otherwise make available raw Model weights on a white-box basis to end customers or other third parties, except with Your prior written authorization or as required by applicable law.
For purposes of this Section 9, “white-box” means direct access by a recipient to the raw, unencrypted weights of a Model. This restriction is intended to prevent gradient inversion, pixel-level reconstruction and similar attacks that depend on direct access to Model weights.
10. Personal Data
The parties acknowledge that Factory Data is intended primarily to consist of technical and operational machine data and not Personal Data. To the extent Factory Data includes Personal Data, Vention will process such Personal Data in accordance with the applicable data protection provisions of the Agreement and applicable law. You are responsible for providing any notices to, and obtaining any consents, approvals or works council authorizations from, Your personnel required under applicable law in connection with such collection.
Nothing in these Terms independently authorizes Vention to use Personal Data for the training or development of Models except to the extent such processing is permitted under the applicable data protection provisions of the Agreement and applicable law.
11. Survival; No Model Unlearning
Upon expiration or termination of the Agreement, Vention will cease using Factory Data that identifies You to train new Models within a reasonable period not to exceed ninety (90) days, except to the extent otherwise authorized by You or permitted or required by applicable law.
Expiration or termination of the Agreement, or any requirement to return or delete Your Factory Data, will not require Vention to delete, destroy, retrain, modify, reverse engineer or otherwise alter any Model previously developed, trained, fine-tuned, tested, validated or improved using Factory Data, nor will it affect Vention’s ownership of or right to use any such Model, De-identified Data or Derived Data, in each case to the extent permitted by applicable law.
The rights granted or established under these Terms with respect to De-identified Data, Derived Data and Models survive expiration or termination of the Agreement.
12. Applicable Data Rights
Nothing in these Terms limits any right You may have with respect to data generated through the use of a connected product or related service that cannot lawfully be waived, excluded or restricted under applicable law, including Regulation (EU) 2023/2854 (the “EU Data Act”), where applicable.
Contact.
If you have any concern, question, or complaint regarding this Agreement, please contact Vention at:
Vention Inc.
4767 Rue Dagenais, suite 104-105,
Montreal, QC, H4C 1L8
[email protected]
The current agreement's last update was on October 5, 2026.
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