Terms and Conditions

These Terms are a contract between you and OVER Holding S.r.l. ("OVER", "we", "us"), Viale Tricesimo 200, 33100 Udine, Italy, VAT and tax code IT02945890305. Some services related to OVR tokens are provided by our affiliate OVRGLOBAL OÜ (Tallinn, Estonia, registry code 14721068), which may rely on these Terms.

By creating an account or using the Services you accept these Terms. If you don't accept them, don't use the Services.

The Map2Earn rules and any specific terms shown in the app or on the Marketplace are part of these Terms. If they conflict with these Terms, these Terms prevail. Our Privacy Policy explains how we handle personal data.

We may translate these Terms for convenience. If a translation differs from the English version, the English version prevails.

• Services: our websites, the OVER app, the OVER Marketplace, OVRLand, Map2Earn and any other service we provide that refers to these Terms.
• Map: everything recorded or generated when you map a place with the OVER app, including the Map Data and any 3D reconstruction made from it.
• Map Data: the photos, video frames and 360° imagery, together with all the related sensor and device data: GPS (GNSS) position, motion sensor (IMU) data such as accelerometer and gyroscope readings, compass and barometer data, camera position, orientation and settings, depth data, timestamps and device information.
• Sold Map: a Map you choose to sell to OVER through Map2Earn and that OVER approves.
• Kept Map: a Map you choose to keep as your own NFT, or a Map you chose to sell that OVER did not approve.
• Private Map: a Kept Map you have marked as private in the app. A Kept Map that is not private is a Public Map.
• Listed OVRLand: an OVRLand shown in the Map2Earn section of the app as paying a reward.
• Reward: the amount in OVR paid for an approved Sold Map.
• OVR: the OVER utility token. OVRLand: a non-fungible token (NFT) linked to a hexagonal area of the Earth's surface.

You must be at least 14 years old to create an account, or older if the law of your country sets a higher age. If you are under 18, a parent or guardian must agree to these Terms with you. Map2Earn, identity verification and the Marketplace are only open to people aged 18 or over.

Give us accurate information and keep it up to date. Keep your password safe and tell us at once at info@ovr.ai if you think someone else is using your account. You are responsible for what happens in your account. You may not sell, transfer or share your account. Each person may have only one account.

If you use the Services on behalf of a company, you confirm you are authorized to accept these Terms for it.

OVER builds a 3D map of the world for spatial AI and augmented reality. Through the Services you can map places and earn rewards, explore 3D maps, own and customize OVRLands and place AR content in the real world.

To use the Services you need a compatible device, an up-to-date operating system and an internet connection. We don't support rooted or jailbroken devices. We keep improving the Services, so features can change, and some may not be available in every country. Features marked as beta may not work as expected.

5.1 How it works

You find a Listed OVRLand in the app, map the place by walking around it with your phone or a connected 360° camera, and upload the Map. When you upload a Map you choose whether to sell it to OVER and receive the Reward, or to keep it as your own NFT without a Reward. If you keep it, you can also mark it as private. Maps you sell to OVER cannot be private. Section 6 explains what each choice means for your rights.

5.2 Who can take part

To take part you must be 18 or older and complete identity verification (KYC) before your first withdrawal. You may not take part if you live in a country subject to EU, UN or US sanctions, or if you are on a sanctions list.

5.3 Mapping rules

• Only Maps of Listed OVRLands earn a Reward.
• Map the place, not people or vehicles. Don't deliberately capture people, especially children, or licence plates.
• Cover the whole area. Maps with large gaps are rejected.
• Only map where you are allowed to be and to take photos. Respect private property, signs and access limits. Don't map military sites or other places where photography is forbidden.
• Don't capture the inside of private homes or other private spaces without the owner's permission, or documents, screens and other personal information.
• Stay safe: watch where you walk, and never map while driving or riding.
• Follow the Map2Earn rules.

A Listed OVRLand in an area closed to the public doesn't give you permission to enter it. You are responsible for respecting the law and the rights of others while mapping.

5.4 Review and approval

Every Map you sell to OVER is reviewed, with the help of automated checks, by the OVER team, usually within 24 to 48 hours. This timing is a target, not a guarantee. We approve a Map if it meets the Map2Earn rules, for example on coverage, image quality, position and duplicates. We decide whether a Map meets the rules reasonably and in good faith. If a Map is rejected, the app tells you why.

5.5 Rewards

Each Listed OVRLand shows its Reward in the app before you start. Rewards currently range from $1 to $4 per approved Map, depending on the type of location. The Reward shown when you upload the Map is the one that applies. Rewards are set in US dollars and paid in OVR at the conversion rate applied by the app when the Map is approved. We may limit the number of Rewards per OVRLand or per mapper; any limits are shown in the app.

The value of OVR can go up or down. We don't guarantee the value of OVR or that you will be able to exchange it.

5.6 Withdrawals

You can withdraw your Rewards from your first approved Map, with no minimum number of Maps. Before your first withdrawal you must complete identity verification (KYC). Withdrawals are sent to the wallet address you provide: check it carefully, because blockchain transactions cannot be reversed. Network fees may apply and are shown before you confirm. We may delay or refuse a withdrawal if identity verification fails, if we suspect fraud or if the law requires it.

5.7 Fraud and abuse

You must not:

• fake or manipulate your location, for example with GPS spoofing apps, emulators or modified devices;
• upload Map Data that you didn't record yourself, or that you have edited or manipulated;
• upload the same place again as a new Map, or split one Map into several;
• use more than one account, or let others use yours;
• use bots, scripts or other automated means.

If we find fraud or abuse, we may reject the Map, cancel unpaid Rewards, recover Rewards obtained by fraud (including by deducting them from your balance), suspend or close your account and, where appropriate, report it to the authorities.

5.8 Changes to Map2Earn

We may change the Listed OVRLands, the Rewards and the Map2Earn rules, or suspend or end Map2Earn. Changes apply only from the moment they are published: Maps uploaded before a change are reviewed under the rules in force when they were uploaded, and Rewards for approved Maps are always paid. We will announce important changes in the app or by email.

5.9 Your relationship with OVER

Taking part in Map2Earn doesn't make you an employee, agent or contractor of OVER. You decide whether, when and where to map. You are responsible for any taxes on your Rewards.

6.1 Maps you sell to OVER

When you sell a Map to OVER and OVER approves it, you transfer to OVER all rights in the Map and its Map Data in exchange for the Reward. This covers copyright, the rights in photographs (including those under Articles 87 and following of Italian Law no. 633/1941), database rights and any other intellectual property right, to the extent they can be transferred under the applicable law. The transfer is exclusive, worldwide, irrevocable and for the full duration of those rights, and OVER may transfer them further.

From approval, OVER is the sole owner of the Map. You may not sell or license the same Map Data to anyone else. The Reward is the full payment for the transfer: OVER owes you nothing more for any later use of the Map. You may still share links to your Maps in OVER's 3D viewer and screenshots of them on social media.

If any right cannot be transferred under the law of your country, you grant OVER an exclusive, worldwide, irrevocable, perpetual, royalty-free, transferable and sublicensable license to that right, with the same scope as the transfer.

From upload until review, you grant OVER a non-exclusive license to store, process and review the Map.

6.2 What OVER may do with Sold Maps

OVER may use Sold Maps in any way and for any purpose, commercial or not, in any media and with any technology, existing now or in the future. For example, OVER may:

• build, publish and display 3D maps, digital twins and other reconstructions;
• use them for visual positioning (VPS) and re-localization services;
• train, test and improve artificial intelligence and machine-learning models, including Large Geospatial Models, computer vision and robotics models;
• sell, license or otherwise make them available to third parties, on their own or as part of datasets, and publish them as open datasets;
• edit, crop, combine, anonymize and create derivative works from them;
• use them to promote OVER.

Models, datasets, reconstructions and any other results that OVER creates from Map Data belong to OVER.

6.3 Moral rights

Italian law and the laws of other countries give authors some personal rights that cannot be transferred, such as the right to be named as the author and to object to changes to the work. To the extent permitted by law, you agree not to exercise these rights against OVER, its licensees or successors in a way that would prevent the uses described in sections 6.2 and 6.4. OVER may show your username next to your Maps in its own 3D viewer, but it is not required to name you, and licensees receive Map Data without your name.

6.4 Maps you keep as your own NFT

If you choose to keep a Map as your own NFT, you remain its owner and the Map doesn't earn a Reward. Unless you mark it as private (section 6.5), OVER has the same rights as you on the Map: you grant OVER a non-exclusive, worldwide, royalty-free, transferable and sublicensable license to use the Map and its Map Data in any way and for any purpose, including all the uses listed in section 6.2, such as AI training, re-localization and selling or licensing it to third parties, on its own or as part of datasets. OVER owes you no payment for these uses.

You keep the right to use, sell and license your Map yourself. The license to OVER continues if you transfer the NFT to someone else. If you later sell a Kept Map to OVER, section 6.1 applies from that moment.

6.5 Private Maps

You can mark a Kept Map as private in the app, when you upload it or later. OVER has no rights to use a Private Map, except to store it, build its 3D reconstruction and show it to you, and to keep the Services safe, prevent fraud and comply with the law. OVER will not use Private Maps to train AI models or for visual positioning, and will not publish, sell or license them.

If you mark a Public Map as private, OVER stops any new use of it from that moment: it won't add the Map to new datasets, new AI training or its visual positioning services. Datasets already delivered, licenses already granted to third parties and AI models already trained are not affected. If you make a Private Map public, section 6.4 applies from that moment.

Sold Maps cannot be marked as private.

6.6 Maps that are not approved

If OVER doesn't approve a Map you chose to sell, you remain its owner and receive no Reward. The Map becomes a Kept Map under section 6.4, and you can mark it as private under section 6.5. OVER may also delete it, or keep it as evidence if it was rejected for fraud.

6.7 Maps uploaded before October 7, 2026

When you accept these Terms, this section 6 also applies to the Maps you uploaded before October 7, 2026:

1. Maps for which you received a reward through Map2Earn or an earlier OVER mapping program, such as Map the World, are treated as Sold Maps under section 6.1. The reward you already received is the payment for the transfer.
2. All other Maps are treated as Kept Maps under section 6.4. Maps you had already marked as private stay private.

6.8 Your promises about your Maps

For every Map you upload, you confirm that:

• you recorded it yourself, with your own device, in the session recorded by the app;
• you have not edited, faked or manipulated the Map Data, including location and sensor data;
• you were lawfully at the place and allowed to take photos there, and you followed the mapping rules in section 5.3;
• as far as you know, the Map doesn't infringe anyone else's rights;
• for Sold Maps, you have not given, and will not give, rights in the same Map Data to anyone else.

6.9 People in Maps

OVER will not use Map Data to identify people. Before Map Data is published, licensed or used to train AI models, OVER blurs faces and licence plates and removes your account details, and it requires licensees not to try to identify anyone. OVER keeps the original, unblurred images only internally, to process Maps again when its technology improves. It does not use them to train AI models and never sells, licenses or publishes them. The Privacy Policy explains this in detail.

6.10 OVRLand owners

Owning an OVRLand gives no rights over Maps of the corresponding place made by other users.

6.11 These rights last

The transfer in section 6.1 and the licenses in sections 6.4, 6.6 and 6.7 continue after you close your account or these Terms end, subject to section 6.5 for Private Maps.

Section 6 covers Maps. For any other content you create or upload, such as AR content placed on OVRLand, 3D models, your profile picture and messages ("User Content"), you keep the rights you have in it. You grant OVER a non-exclusive, worldwide, royalty-free, transferable and sublicensable license to host, copy, display, adapt and distribute it in order to provide and promote the Services. This license ends when you delete the content or your account, except for copies already shared with other users or kept for legal reasons.

You are responsible for your User Content. Only upload content you created or have permission to use, and don't use material protected by copyright, trademarks or the right of publicity of others without permission.

OVER and its licensors own the Services, the software, the OVER content and the OVER trademarks. As long as you follow these Terms, we give you a personal, non-exclusive, non-transferable, revocable license to install the OVER app on your devices and to use the Services for their intended purpose.

You may not copy, modify, sell or rent the Services; reverse engineer or decompile the software, except as allowed by law; scrape or extract data from the Services; or use the OVER trademarks without our written permission.

OVR is a utility token used in the OVER ecosystem. It is not money, electronic money, a financial instrument or an investment, and OVER makes no promise about its value, liquidity or availability on exchanges.

An OVRLand is an NFT that gives you a license to a virtual hexagon linked to a place on Earth. It is not real estate and gives no rights over the physical place.

OVR and OVRLands held in your OVER account, rather than in your own wallet, are managed by OVER on your behalf. You can move them to your own wallet at any time, subject to network and minting fees that may change with market conditions. You are responsible for the security of your own wallet and keys. Blockchain transactions cannot be reversed.

Purchases on the Marketplace are also governed by the terms shown on the Marketplace and, where applicable, the terms of our payment providers. We may cancel OVR or OVRLands held in your OVER account that were obtained by fraud or in breach of these Terms.

When you use the Services you must not:

• break the law or encourage others to do so;
• harass, threaten, bully or discriminate against anyone, or spread hate speech or content that praises violence or terrorism;
• post sexual, violent or otherwise inappropriate content, or anything that exploits or endangers children;
• infringe the intellectual property, privacy or other rights of others;
• send spam, upload malware, or interfere with the Services or other users' use of them;
• access the Services through bots, scrapers or other automated means without our permission.

We cooperate with the authorities when the law requires it, including to prevent violence.

You can close your account at any time in the app or from your profile on the OVER Marketplace. We wait seven days before closing it, so you can change your mind. Withdraw your Rewards and tokens before you close your account.

We may suspend or close your account if you break these Terms, if we reasonably suspect fraud or abuse, if the law requires it, or if we stop providing the Services. Where possible, we will tell you why in advance. If we close your account for a reason other than your breach of these Terms, we will give you a reasonable opportunity to withdraw your balance.

The sections that by their nature should continue after your account is closed will do so, in particular section 6 (Who owns map data) and sections 12 to 14 and 16.

To the extent permitted by law, the Services are provided "as is" and "as available". We don't guarantee that they will be uninterrupted, error-free or meet your needs, or that the content shown is accurate. Use the Services with care in the real world: you are responsible for your safety and for respecting the law while you use them.

To the extent permitted by law, OVER is not liable for indirect or consequential damages, loss of profits, loss of data or loss of goodwill. OVER's total liability to you for any claim related to the Services is limited to USD 1,000.

Nothing in these Terms limits liability for wilful misconduct or gross negligence, for death or personal injury, or any other liability that cannot be limited by law, and nothing affects the rights you have as a consumer under the law of your country.

To the extent permitted by law, you will compensate OVER for losses and reasonable costs caused by third-party claims arising from your breach of these Terms, in particular of the promises in section 6.8 and the mapping rules in section 5.3.

We may update these Terms. We will tell you about important changes by email or in the app at least 30 days before they take effect, unless a change is required by law sooner. Changes to section 6 apply only to Maps uploaded after you accept them in the app. If you don't accept a change, you can close your account before it takes effect.

These Terms are governed by Italian law. If you are a consumer, you also keep the protection of the mandatory rules of the country where you live, and you can bring a claim in the courts of that country. For all other users, the courts of Udine, Italy, have exclusive jurisdiction.

If you have a problem, please write to us first at info@ovr.ai: most issues can be solved quickly without going to court.

These Terms, together with the documents in section 1, are the whole agreement between you and OVER about the Services. If a part of these Terms is found invalid, the rest remains in force. If we don't enforce a right, we don't waive it. OVER may transfer these Terms, and the rights it holds under section 6, to an affiliate or to a successor in a merger, acquisition or sale of assets; you may not transfer them without our consent.

Under Articles 1341 and 1342 of the Italian Civil Code, by accepting these Terms you specifically approve the following sections: 5.5 (Rewards), 5.7 (Fraud and abuse), 5.8 (Changes to Map2Earn), 6.1 (transfer of rights in Sold Maps), 6.3 (Moral rights), 6.4 and 6.6 (licenses to OVER on Kept Maps), 6.7 (Maps uploaded before October 7, 2026), 11 (Suspension and closing your account), 13 (Limitation of liability), 14 (Indemnity), 16 (Governing law and disputes) and 17 (transfer of these Terms by OVER).

OVER Holding S.r.l., Viale Tricesimo 200, 33100 Udine, Italy. Email: info@ovr.ai. For privacy questions: privacy@ovr.ai.