mlHealth 360, Inc. Scaida BrainCT — Terms and Conditions of Use Effective Date: June 29, 2026 These Terms and Conditions of Use ("Terms") constitute a legally binding agreement between mlHealth 360, Inc. ("mlHealth 360", "Company", "we", "us", or "our") and the healthcare institution, organization, or authorized individual ("Customer", "Institution", or "you") accessing or using the Scaida BrainCT software platform and associated services (collectively, the "Platform" or "Software"). BY ACCESSING, INSTALLING, OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, YOU MUST NOT USE THE PLATFORM. 1. Definitions For the purposes of these Terms, the following definitions apply: • "Platform" means the Scaida BrainCT AI-powered software module, including all updates, enhancements, documentation, APIs, and associated tools provided by mlHealth 360. • "Authorized User" means a licensed radiologist, physician, or qualified healthcare professional employed or engaged by the Institution who has been granted access credentials. • "Patient Data" means any de-identified or identifiable imaging data, clinical information, or metadata processed through the Platform. • "AI Output" means any analysis, segmentation result, anomaly flag, report draft, or other output generated by the Platform's AI and machine learning algorithms. • "Subscription" means the license term and associated service tier as set forth in the applicable Order Form or Service Agreement. 2. License Grant and Permitted Use Subject to your compliance with these Terms and timely payment of applicable fees, mlHealth 360 grants you a limited, non-exclusive, non-transferable, revocable license to: • Access and use the Platform solely for internal clinical decision support purposes within your Institution; • Allow Authorized Users to access the Platform in accordance with the provisioned account permissions; • Integrate the Platform with your existing Hospital Information System (HIS), Picture Archiving and Communication System (PACS), and compatible workflows via supported HL7, FHIR, and DICOM interfaces. You may not sublicense, resell, distribute, or otherwise transfer access to the Platform to any third party without the prior written consent of mlHealth 360. 3. Restrictions on Use You agree not to, and shall ensure that Authorized Users do not: • Use the Platform for any purpose other than clinical decision support and radiological workflow assistance; • Reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying algorithms of the Platform; • Modify, adapt, translate, or create derivative works based on the Platform; • Remove or alter any proprietary notices, labels, or marks on the Platform; • Use the Platform to train competing AI models or benchmark against competing commercial products without express written consent; • Attempt to gain unauthorized access to any part of the Platform, its infrastructure, or associated systems; • Use the Platform in any manner that violates applicable laws, regulations, or professional standards. 4. Medical Disclaimer and Clinical Decision Support THE PLATFORM IS AN AI-POWERED CLINICAL DECISION SUPPORT TOOL INTENDED TO ASSIST QUALIFIED HEALTHCARE PROFESSIONALS. IT IS NOT A SUBSTITUTE FOR PROFESSIONAL MEDICAL JUDGMENT, DIAGNOSIS, OR TREATMENT DECISIONS. Specifically: • All AI Outputs, including brain segmentation results, anomaly detections, and generated radiology reports, are advisory in nature and must be reviewed and validated by a licensed, qualified radiologist or physician before clinical use. • mlHealth 360 does not practice medicine and does not provide medical advice. The responsibility for all patient care decisions remains solely with the treating clinician. • The Platform's performance is based on training data and may not generalize to all patient populations, imaging equipment configurations, or clinical scenarios. • The Platform should not be used as the sole basis for diagnosis, treatment, or any clinical decision where independent professional judgment is required. 5. Regulatory and Compliance Obligations The Platform may be subject to regulatory approvals and clearances in applicable jurisdictions. You acknowledge and agree to: • Use the Platform only within the scope of any applicable regulatory clearances or approvals (including, where applicable, FDA 510(k) clearance, Health Canada authorization, or CE marking); • Maintain compliance with all applicable healthcare data protection laws, including HIPAA (Health Insurance Portability and Accountability Act), PIPEDA (Personal Information Protection and Electronic Documents Act), PHIPA, and any other applicable provincial, state, or national privacy legislation; • Ensure all Patient Data transmitted through or processed by the Platform is handled in accordance with your Institution's privacy policies and applicable data governance frameworks; • Promptly notify mlHealth 360 of any suspected security incident, data breach, or regulatory inquiry involving the Platform. 6. Data Privacy and Security 6.1 Data Processing To the extent the Platform processes Patient Data, the parties agree to execute a Business Associate Agreement (BAA) or Data Processing Agreement (DPA) as required under applicable law. These Terms are supplemented by, and subject to, any such BAA or DPA. 6.2 De-Identification You are responsible for ensuring that any Patient Data transmitted to mlHealth 360's cloud infrastructure for processing purposes is appropriately de-identified or pseudonymized in accordance with applicable standards (e.g., HIPAA Safe Harbor or Expert Determination methods) unless expressly agreed otherwise in a separate written agreement. 6.3 Security Measures mlHealth 360 implements industry-standard security measures including encryption in transit (TLS 1.2+) and at rest (AES-256), role-based access controls, audit logging, and regular security assessments. You are responsible for maintaining the security of Authorized User credentials and restricting access to authorized personnel only. 7. Intellectual Property All right, title, and interest in and to the Platform, including all underlying AI models, algorithms, software code, documentation, trademarks, and product names (including "Scaida" and "mlHealth 360"), are and shall remain the exclusive property of mlHealth 360, Inc. and its licensors. These Terms do not grant you any ownership rights in the Platform. Any feedback, suggestions, or improvement requests you provide regarding the Platform may be used by mlHealth 360 without any obligation of confidentiality or compensation to you. "Scaida BrainCT", "Scaida", and "mlHealth 360" are trademarks or registered trademarks of mlHealth 360, Inc. You may not use these marks without prior written authorization. 8. Fees and Payment Access to the Platform is subject to the fees, billing cycles, and payment terms set forth in the applicable Order Form, Statement of Work, or separate commercial agreement. In the absence of a separate agreement: • Subscription fees are due in advance of each billing period and are non-refundable except as expressly stated herein; • mlHealth 360 reserves the right to modify pricing with at least thirty (30) days' prior written notice; • Accounts with outstanding balances beyond thirty (30) days past due may have their access suspended until the balance is resolved. 9. Term and Termination These Terms are effective from the date you first access the Platform and continue for the duration of your Subscription unless earlier terminated. Either party may terminate these Terms or any Subscription: • For convenience, upon thirty (30) days' prior written notice to the other party; • Immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within fifteen (15) days of receiving written notice of the breach. Upon termination: (i) all licenses granted herein shall immediately cease; (ii) you shall destroy or return all Platform materials in your possession; and (iii) mlHealth 360 will make your Institution's data available for export for a period of thirty (30) days following termination, after which it may be permanently deleted. 10. Disclaimer of Warranties THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MLHEALTH 360 EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. mlHealth 360 does not warrant that: (i) the Platform will be uninterrupted, error-free, or completely secure; (ii) the Platform will meet all of your clinical or operational requirements; or (iii) AI Outputs will be free from errors or clinically accurate in all circumstances. 11. Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MLHEALTH 360, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL MLHEALTH 360'S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS EXCEED THE TOTAL FEES PAID BY YOU TO MLHEALTH 360 IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability for certain types of damages. In such jurisdictions, mlHealth 360's liability is limited to the greatest extent permitted by law. 12. Indemnification You agree to indemnify, defend, and hold harmless mlHealth 360 and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with: • Your use of the Platform in violation of these Terms; • Any clinical decision made by your Institution or Authorized Users based on AI Outputs without independent professional verification; • Your breach of any applicable laws, regulations, or professional standards; • Any unauthorized access to or use of the Platform through your account credentials. 13. Confidentiality Each party agrees to maintain in confidence the other party's Confidential Information and not to disclose it to any third party or use it for any purpose other than the performance of obligations under these Terms. "Confidential Information" includes the terms of these Terms, proprietary algorithms, technical documentation, pricing, and any non-public information designated as confidential. Obligations of confidentiality shall survive termination of these Terms for a period of five (5) years. 14. General Provisions 14.1 Governing Law These Terms shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to its conflict of law provisions. 14.2 Dispute Resolution Any dispute arising out of or in connection with these Terms that cannot be resolved through good-faith negotiation within thirty (30) days shall be submitted to binding arbitration in Surrey, British Columbia, Canada, in accordance with the Arbitration Act (British Columbia). 14.3 Entire Agreement These Terms, together with any applicable Order Form, BAA, and DPA, constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior understandings, negotiations, and representations. 14.4 Amendments mlHealth 360 reserves the right to update or amend these Terms at any time. Updated Terms will be posted to the Platform or communicated via email with at least fifteen (15) days' notice. Continued use of the Platform following such notice constitutes acceptance of the revised Terms. 14.5 Severability If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect. 14.6 Waiver No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right. 14.7 Assignment You may not assign or transfer these Terms or any rights hereunder without the prior written consent of mlHealth 360. mlHealth 360 may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets. 15. Contact Information For questions about these Terms, to report a compliance concern, or for product support, please contact: mlHealth 360, Inc. Unit 1004b, City Centre 3, 13761 96 Ave, Surrey, BC V3V 0E8, Canada General Inquiry: info@mlhealth360.com Product Support: support@mlhealth360.com Website: https://mlhealth360.com © 2026 mlHealth 360, Inc. All Rights Reserved. Version effective June 29, 2026.