| Core Master Glossary — cross-document defined terms only (terms used in two or more instruments in the ORamaVR legal suite, plus a small number of architectural anchors). This Glossary is a reference layer, not an overriding instrument: each agreement's internal definitions prevail within that agreement, and this Glossary supplies the meaning of a capitalised term only where the instrument in which the term is used (and its Principal Agreement) does not define it. |
0. Status, Scope, and Governance
0.1 Purpose
This Glossary is the common reference source for capitalised terms used across the ORamaVR legal suite: (a) the four master agreements — the Master Distribution Agreement (OVR-MDA-001), the Master OEM Agreement (OVR-MSA-001), the Direct Master Subscription Agreement (OVR-MSA-002) and the SIM Library Publisher Agreement (OVR-PUB-001); (b) the Standard-Form Document layer incorporated into them — Exhibit A (OVR-SCH-001), Exhibit B (OVR-SCH-002), Exhibit C (OVR-SCH-003), the pricing and product Schedules (OVR-SCH-P, OVR-SCH-OP, OVR-SCH-PSIM, OVR-SCH-PLIB), the policies (OVR-POL series), the EULAs (OVR-EULA series) and the Order Forms (OVR-OF series); and (c) any addendum or future document that adopts the glossary-anchor sentence. It serves as the reference target where a document states that capitalised terms not otherwise defined bear the meanings given in the ORamaVR Master Glossary (OVR-GLO-001), and it provides a single point of update when a shared term is amended across the suite.
0.2 Scope of this Core Glossary
This is the Core Glossary: cross-document terms only. It includes structural anchors (entities, products, channels, roles), regulatory and data-protection terms, and licensing, pricing and subscription-lifecycle terms used in two or more instruments. It does not include terms defined in only one document (those remain authoritative in their home document), defined terms in the partner- or publisher-populated schedules (Schedule PSIM, Schedule R, Exhibit A to OVR-PUB-001), or non-contractual technical terminology.
0.3 Order of precedence
Where a capitalised term is used in an instrument in the ORamaVR legal suite: (a) a definition set out in that instrument — or in the master agreement to which it is attached or which incorporates it — prevails within that instrument; (b) this Glossary supplies the meaning of the term only where the instrument and its Principal Agreement do not define it; and (c) for regulatory definitions imported from the GDPR, the revFADP or the EU AI Act, the underlying regulation prevails on its terms. This order of precedence matches the glossary-anchor sentence in each master agreement: capitalised terms not otherwise defined in the agreement bear the meanings given in the ORamaVR Master Glossary (OVR-GLO-001), and in the event of any conflict the definitions in the agreement prevail within that agreement.
0.4 Amendment
This Glossary is an ORamaVR Standard-Form Document amended in accordance with the Standard-Form Document Amendments mechanism in the Principal Agreement (the Master Distribution Agreement §15.6, the Master OEM Agreement §15.2, the Direct Master Subscription Agreement §15.2 or the SIM Library Publisher Agreement §16.2, as applicable). Material Amendments require thirty (30) days' prior notice and other amendments ten (10) days' prior notice, save that an amendment required to comply with applicable law, or to address an active or imminent security or compliance risk, may take effect on such shorter notice as the law or the circumstances require.
1. Entity and Document Architecture
"Document ID" means the identifier assigned to each ORamaVR legal document in the form OVR-{TYPE}-{NNN} (or, for deal- or product-specific documents, OVR-{TYPE}-{QUALIFIER}-{NNN}). The type codes in current use are: MDA (master distribution agreements); MSA (master subscription and OEM agreements); PUB (publisher agreements); SCH (schedules and exhibits, including the pricing and product schedules); OF (order forms); POL (policies, including reserved numbers such as OVR-POL-018); EULA (end-user licence agreements); CRE (Creator product terms); ASSET-LIC (asset-library licences); SVC (service-agreement terms); POC (proof-of-concept agreements); CON (contractor and advisor agreements); COR (corporate governance and compliance policies); EMP (employment documents); VEN (vendor and supplier agreements); ADD (addenda); GUIDE (package guides); IDX (registers and indexes); PROP (proprietary-technology notices); REF (reference and logo consents); REG (regulatory memoranda); GLO (this Master Glossary); and REV (consistency reviews). The KOL series is retired to Legacy (advisor arrangements are documented in the CON series); the MEA series is reserved; and the TPN series is register-tracked but not yet drafted.
"Master Agreements" means the four ORamaVR master agreements in force in the suite: the Master Distribution Agreement (OVR-MDA-001 — partner channel, reciprocal distribution of ORamaVR and Partner products on the VTC Platform), the Master OEM Agreement (OVR-MSA-001 — Track 1, MedTech OEM), the Direct Master Subscription Agreement (OVR-MSA-002 — Track 2, Direct Enterprise), and the SIM Library Publisher Agreement (OVR-PUB-001 — publisher channel).
"ORamaVR" or "the Company" means ORamaVR SA, a société anonyme organised under the laws of Switzerland, with commercial register number CHE-478.871.980 and registered office at 34 route de la Galaise, c/o FONGIT, CH-1228 Plan-les-Ouates, Geneva, Switzerland.
"Principal Agreement" means, in respect of any Standard-Form Document, Exhibit, Schedule or Order Form, the master agreement to which that document is attached or which incorporates it by reference and, in respect of any End Customer, the agreement under which that End Customer obtained access to the VTC Platform — in each case being the Master Distribution Agreement (OVR-MDA-001), the Master OEM Agreement (OVR-MSA-001), the Direct Master Subscription Agreement (OVR-MSA-002) or the SIM Library Publisher Agreement (OVR-PUB-001), as applicable.
"Standard-Form Document" means a document published by ORamaVR at a stable URL (oramavr.com/legal/{doc-name}) that is incorporated into one or more agreements by reference (OVR-MDA-001 §7.1; OVR-MSA-001 §15.1A; OVR-MSA-002 §15.1A; OVR-PUB-001 §16.1A) and which ORamaVR may amend unilaterally in accordance with the Standard-Form Document Amendments mechanism in the Principal Agreement (OVR-MDA-001 §15.6; OVR-MSA-001 §15.2; OVR-MSA-002 §15.2; OVR-PUB-001 §16.2).
2. Products and Platform
"Application" means any XR software application made available through the VTC Platform, including SIM Library titles, Partner SIMs and bespoke simulations delivered under the Custom SIM Service.
"Custom SIM Service" means ORamaVR's production-and-onboarding service for bespoke simulations, provided under the ORamaVR Custom SIM Service terms (OVR-SVC-001). OVR-SVC-001 is the single source of the custom-SIM delivery, milestone and acceptance terms: it is incorporated by the Direct Master Subscription Agreement (Schedule SIM) and by the Master OEM Agreement (Schedule WO), and in the partner channel the Service is offered under the Schedule of ORamaVR Products (OVR-SCH-OP §3), where it is contracted and invoiced by ORamaVR directly with the End Customer and the Partner's entitlement is the ten per cent (10%) introduction commission (OVR-SCH-OP §3.3). The Custom SIM Service is not sold without a VTC subscription; the minimum attach is a 1–5 CCU VTC subscription (OVR-SCH-OP §3.1).
"ORamaVR Creator" means ORamaVR's authoring environment for creating XR training simulations, available in Solo (free) and Pro (commercial) product tiers, governed respectively by the Creator Solo Terms (OVR-CRE-003) and the Creator Pro EULA (OVR-CRE-001).
"ORamaVR Products" means the products owned and published by ORamaVR and made available under the Master Distribution Agreement, including the VTC Platform, Creator, the ORamaVR-owned titles in the SIM Library, the Custom SIM Service and any other ORamaVR-owned products or services set out in the Schedule of ORamaVR Products (OVR-SCH-OP), as defined in OVR-MDA-001 §1.
"Partner SIM" or "Partner Product" means an XR training application owned and developed by a Partner for the VTC Platform, as described in OVR-MDA-001 Recital C and §1 and listed in Schedule PSIM — Partner Products (OVR-SCH-PSIM). Partner SIMs are licensed to End Customers under the Partner SIM End-Customer Licence (OVR-EULA-003) and operate on the VTC Platform in VTC-Integrated Mode.
"SIM" means an XR training application (simulation) distributed through the SIM Library, as defined in OVR-PUB-001 Article 1; the term is also used generically across the suite for any XR training simulation running on the VTC Platform.
"SIM Library" means the catalogue of XR training applications owned by ORamaVR, or licensed in by ORamaVR from third-party publishers under the SIM Library Publisher Agreement (OVR-PUB-001), for distribution to End Customers in all channels, published at oramavr.com/legal/sim-library-catalogue and recorded in Schedule PLIB — SIM Library Catalogue (OVR-SCH-PLIB). End-customer use of SIM Library titles is governed by the SIM Library EULA (OVR-EULA-001). There is no minimum VTC volume required to subscribe to SIM Library titles (OVR-SCH-OP §2.1).
"VTC Platform", "VTC", or "Virtual Training Center" means ORamaVR's cloud-hosted XR training management platform, including all infrastructure, runtime, authentication, licence management, learning management, analytics, multi-user capabilities, the Application Registry and the Org-Admin Portal, as further described in Exhibit A (OVR-SCH-001).
"VTC-Integrated Mode" means the operational mode of a Partner Product when running integrated with the VTC Platform, in which the End Customer receives the platform's enterprise capabilities (learning-management, analytics and performance-scoring, multiplayer, and centralised user- and licence-management functionality). VTC-Integrated Mode is a mode of the Partner Product and is not a tier, edition or version of the VTC Platform; it is available only while the End Customer holds an active, paid VTC licence (OVR-MDA-001 §1, §2.3).
3. AI Components
"BYOK" or "bring-your-own-key" means the model under which OMEN text and content authoring is routed to a third-party generative-AI provider using the customer's own account and API key, configured locally. The BYOK provider acts on the customer's instructions, is not an ORamaVR Sub-processor and is not listed in the Sub-Processor Register (OVR-CRE-001 §5.5; DPA (OVR-SCH-003); OVR-POL-008). By contrast, JARIA in-session inference and OMEN image generation are managed services provided through the Sub-processors listed in the Sub-Processor Register (OVR-POL-008).
"JARIA" means Just Another Remarkably Intelligent Assistant, ORamaVR's AI virtual assistant integrated into the VTC Platform, comprising JARIA Base and JARIA+ (the expanded corpus-capacity configuration provided per the applicable Order Form and not gated by VTC volume or CCU Volume Band), governed by the JARIA Terms of Use (OVR-POL-005) and, where in force, the JARIA Addendum (OVR-ADD-JAR-001).
"JARIA Addendum" means the JARIA Addendum and EU AI Act documentation (OVR-ADD-JAR-001) governing AI-specific processing through JARIA, including provisions reflecting the EU AI Act. The JARIA Terms of Use (OVR-POL-005) are complete without the Addendum.
"JARIA Terms of Use" means the end-user-facing terms (OVR-POL-005) governing End User access to JARIA, accepted by click-through at first invocation.
"OMEN" means "Open Medical Educational Neural metaverse", ORamaVR's generative AI co-pilot for authoring tasks within ORamaVR Creator, where made available. OMEN text and content authoring operates on a BYOK basis (OVR-CRE-001 §5.5); OMEN image generation is a managed service subject to the fair-use cap in the Fair-Use Policy (OVR-POL-006).
"Output" means any text, response, suggestion, summary, explanation, or other content generated by JARIA in response to an End User Prompt.
"Prompt" means any input (text or otherwise) submitted by an End User to JARIA.
4. Channels, Roles and Counterparties
"Authorised Channel Partner" means a partner authorised by ORamaVR to market and distribute ORamaVR Products (and, where applicable, its own Partner Products) to End Customers under the applicable channel agreement — a Master Distribution Agreement (OVR-MDA-001) or a Master OEM Agreement (OVR-MSA-001) — whether or not that partner owns any Partner Product (OVR-MDA-001 Recital C contemplates a reseller-only capacity).
"Client Tenant" means the isolated organisational environment created within the VTC Platform for an End Customer, providing data isolation, branding, and independent licence and user management (OVR-MDA-001 §1; OVR-SCH-002 §2).
"Concurrent User" or "CCU" means a single user account in an active session on the VTC Platform at one point in time; a session ends on logout or after thirty (30) minutes of inactivity, and the same user account is counted only once even if logged in from multiple devices. CCU operates as a floating licence, released on logout or timeout and reusable by other registered users up to the End Customer's licensed CCU count. Registered users are not separately metered (subject to the fair-usage limits in the Acceptable Use Policy); only concurrent active sessions are metered. The VTC Platform is licensed and priced per CCU at the rate of the applicable CCU Volume Band in the relevant pricing Schedule (OVR-MDA-001 §1; OVR-SCH-OP §1).
"Direct Channel" means the channel in which ORamaVR licenses the VTC Platform and other products directly to the End Customer under the Direct Master Subscription Agreement (OVR-MSA-002).
"End Customer" or "Subscriber" means the entity (or individual) that licenses ORamaVR Products or Partner Products for its own use and is bound by the VTC End-Customer Terms (Exhibit B, OVR-SCH-002) in respect of the VTC Platform (OVR-MDA-001 §1).
"End User" means a natural person who accesses or uses the VTC Platform or JARIA in a Trainee, Supervisor, or Org Admin role within an End Customer's Client Tenant.
"Established Customer" means an End Customer with whom the Partner has an active, binding agreement for the relevant licences as at the date in question (OVR-MDA-001 §1). Established Customer relationships are protected by the non-solicitation clause (OVR-MDA-001 §2.6) and constitute the Partner's Book of Business (OVR-MDA-001 §14).
"Org Admin" means the administrative user role within the VTC Platform with privileges to manage users, Sub-Tenants, licences, and Supervisors within the End Customer's Client Tenant.
"Partner Channel" means the channel in which an Authorised Channel Partner distributes ORamaVR Products (and, where applicable, its own Partner Products) to End Customers under a Master Distribution Agreement (OVR-MDA-001) or Master OEM Agreement (OVR-MSA-001). Exhibit B (OVR-SCH-002) is the single, channel-switched set of End-Customer terms applying in both the Partner Channel and the Direct Channel.
"Reseller of Record" means, in respect of any transaction, the Party that issues the invoice to, and collects payment from, the End Customer (OVR-MDA-001 §1). The Reseller of Record charges, collects and remits applicable transaction taxes (OVR-MDA-001 §4.4) and is the End Customer's renewal contact under Exhibit B (OVR-SCH-002) — the Authorised Channel Partner in the Partner Channel; ORamaVR in the Direct Channel.
"Sub-Tenant" means a grouping within a Client Tenant used to organise End Customer users by department, campus, or other logical unit.
"Supervisor" means a user role within a Sub-Tenant with delegated administrative permissions to manage learners and review trainee performance within the assigned group.
5. Licensing, Activation and Lifecycle
"Activation" means the act by which a licence held in the Licence Pool is made effective for an End Customer by the assignment of Concurrent Users to that End Customer's Client Tenant (OVR-MDA-001 §3.2–3.3). Activation is conditional only on available Licence Pool capacity and the End Customer's click-through acceptance of the applicable terms, enforced through the Application Registry (OVR-MDA-001 §3.2, §7.2); the VTC Platform is the authoritative record of each issuance, activation and draw-down (OVR-MDA-001 §3.4, §15.7).
"Application Registry" means the centralised licensing-control system within the VTC Platform that governs which products are accessible to which End Customers and that enforces click-through acceptance of applicable terms (OVR-MDA-001 §1, §7.2; Exhibit A (OVR-SCH-001) §2.6).
"Breaking Change" means any modification to, or new version of, the VTC Platform that requires a Partner Product to be modified in order to preserve its functionality in VTC-Integrated Mode (OVR-MDA-001 §1). ORamaVR must give not less than sixty (60) days' prior notice of a Breaking Change and provide staging or test-environment access in advance of general release (OVR-MDA-001 §5.3).
"CCU Volume Band" means one of the per-Concurrent-User price bands published in the Schedule of ORamaVR Products (OVR-SCH-OP §1.2): 1–5 CCU, 6–15 CCU, 16–50 CCU, and above 50 CCU (Custom). The bands are a per-CCU discount schedule, not customer-facing packages or named tiers: the End Customer licenses the exact number of CCUs it requires and pays the per-CCU rate of the band into which its CCU count falls.
"Demo Licence" means a limited, time-boxed demonstration right issued by a Party under OVR-MDA-001 §3.6 and Schedule P §6 (OVR-SCH-P), free of charge and giving rise to no Owner's Share, platform fee or inter-Party settlement. A Demo Licence confers access to Demo Simulations only (and, for a Sales-Enablement Demo Licence held by the owner of a Partner Product, to that owner's own Partner Products), does not constitute a VTC licence, and confers no VTC-Integrated Mode enterprise capability beyond the demonstration scope. The two types — Prospect Demo Licence (14-day, non-repeating) and Sales-Enablement Demo Licence (internal sales use) — and the anti-abuse conditions are set out in OVR-SCH-P §6.
"Demo Simulation" means a full-feature demonstration version of a product made available, and provisioned automatically at no charge, to VTC licensees as a functionality of their VTC licence (as further described in Schedule PSIM (OVR-SCH-PSIM) for Partner Products and in the Schedule of ORamaVR Products (OVR-SCH-OP) for ORamaVR Products). A Demo Simulation forms part of the product it demonstrates and is distinct from a Demo Licence (OVR-MDA-001 §1).
"Educational Discount" means the eligibility-gated discount reserved for accredited academic institutions for non-commercial teaching and research: capped at two (2) CCU and priced at €50 / $60 / CHF 47.50 per CCU per year (OVR-SCH-OP §1.3). The Educational Discount sits outside the CCU Volume Band ladder — it is gated by institutional status, not CCU volume — and is a discretionary, eligibility-based discount, not a separate product tier or contracting channel. The canonical Educational rules are set out in the Fair-Use Policy (OVR-POL-006 §6), and the discount is recorded on the Educational Discount Order Form (OVR-OF-005).
"Effective Date" means, in respect of a document, the date on which that document takes effect as stated in that document or in the applicable Order Form; in respect of a master agreement, the date on which the last Party signs, unless the agreement states otherwise.
"Licence Pool" means the allocation of unactivated licences issued by ORamaVR to the Partner for activation to End Customers (OVR-MDA-001 §1, §3). Pool licences are dormant, confer no rights and attract no fee unless and until activated (OVR-MDA-001 §3.5); inter-Party settlement occurs at the Licence Pool level (OVR-MDA-001 §4.2; OVR-SCH-P §3), subject to any credit limit set under OVR-MDA-001 §4.3 and OVR-SCH-P §3.5.
"Order Form" means a written instrument executed under a master agreement that records the commercial particulars of an engagement, including the licensed CCU count and the applicable CCU Volume Band per-CCU rate, the Billing Currency, the Subscription Period and the applicable Schedules. The standard forms are OVR-OF-001 (OEM Order Form), OVR-OF-002 (VTC Subscription), OVR-OF-003 (SIM Service), OVR-OF-004 (SIM Library Subscription), OVR-OF-005 (Educational Discount) and OVR-OF-006 (Publisher Order Form).
"Pro Trial" means the thirty (30) day Pro-equivalent evaluation regime described in Exhibit B §5.1(b) (OVR-SCH-002).
"Renewal Period" means a successive period, equal to the initial Subscription Period, for which a VTC Licence renews automatically unless the End Customer opts out on at least sixty (60) days' written notice under Exhibit B §5.2 (OVR-SCH-002) and the renewal provisions of the Principal Agreement.
"Subscription Period" means the duration for which a licence is active. The minimum Subscription Period is twelve (12) months.
"Subscription Tier" (legacy term) means the CCU Volume Band recorded in the Order Form. Where the term survives in an instrument (e.g. OVR-SCH-002 §2), it refers to the per-CCU volume band only and carries no implication of a named package, bundle or fixed tier.
"VTC Activation Date" means, in respect of an End Customer, the date upon which a VTC licence is first activated to that End Customer by the assignment of Concurrent Users from the Licence Pool to that End Customer's Client Tenant, as recorded in the ORamaVR Admin Portal; the same date applies howsoever the transaction is settled, and ORamaVR's records are authoritative (OVR-MDA-001 §1).
"VTC Licence" means the subscription licence granting the End Customer the right to access and use the VTC Platform for a licensed number of Concurrent Users for a defined Subscription Period, priced per CCU at the applicable CCU Volume Band rate in the relevant pricing Schedule (OVR-SCH-OP §1 for ORamaVR-published prices).
6. Pricing and Revenue
"Billing Currency" means, in respect of a transaction, the currency in which the applicable List Price is published in the relevant pricing Schedule and elected at the point of sale (in the applicable Order Form or subscription order) — being euro (EUR), United States dollars (USD) or Swiss francs (CHF). The List Prices in each currency are fixed amounts and do not vary with daily exchange rates; the Owner's Share and the corresponding margin or platform fee are calculated in, and inter-Party settlement for that transaction is made in, the Billing Currency of the transaction (OVR-MDA-001 §1; OVR-SCH-P §3.3; OVR-SCH-OP §1.1).
"Book of Business" means the portfolio of the Partner's Established Customer relationships, together with the recurring revenue associated with them (OVR-MDA-001 §1, §14). Where the Book of Business proposed for transfer generates annual recurring revenue of not less than one million euros (€1,000,000), the Partner may sell or novate it to a vetted transferee, subject to ORamaVR's consent and the continuing conditions in OVR-MDA-001 §14.4–14.5.
"List Price" means the price for a product published by its owner in the applicable pricing Schedule (OVR-MDA-001 §1): the ORamaVR Products in the Schedule of ORamaVR Products (OVR-SCH-OP), the Partner Products in Schedule PSIM (OVR-SCH-PSIM), and publisher SIM rates as recorded under Schedule R (OVR-SCH-R). List Prices are published in EUR, USD and CHF as fixed amounts (EUR base; USD ×1.20; CHF ×0.95 — ORamaVR Total Pricelist, Apr 2026) that do not track daily exchange rates, and are exclusive of VAT and other applicable taxes; the Billing Currency is elected at the point of sale.
"Net Revenue" means, in the publisher channel, the Annual Licence Fee actually collected by ORamaVR from End Customers in respect of a SIM, after deduction of any irrecoverable value added tax, withholding taxes and charge-backs, but before deduction of any reseller margin, as defined in the SIM Library Publisher Agreement (OVR-PUB-001 Article 1) and further described in Schedule R (OVR-SCH-R).
"Owner's Share" means the proportion of the List Price payable to the owner of the product being licensed — seventy per cent (70%) — the Party effecting the sale retaining the remaining thirty per cent (30%) as its margin or platform fee (OVR-MDA-001 §1; OVR-SCH-P §2.1). Where ORamaVR licenses an ORamaVR Product directly, no distributor margin arises and ORamaVR retains the whole of the List Price; on a Partner-originated new-customer bundle, ORamaVR waives its thirty per cent (30%) platform fee on the bundled Partner Products (OVR-SCH-P §2.1).
"Owner's Share / Net-Revenue Split" or "70/30 Split" means the reciprocal 70/30 economics applied across the suite: in the partner channel, the owner of the product being licensed receives seventy per cent (70%) of the List Price and the Party effecting the sale retains thirty per cent (30%) as its margin or platform fee (OVR-MDA-001 §2.2; OVR-SCH-P §2); in the publisher channel, the Publisher receives seventy per cent (70%) of Net Revenue, invariant across all distribution channels (OVR-PUB-001 Article 6.1; OVR-SCH-R).
"Publisher Revenue Share" means seventy per cent (70%) of Net Revenue in respect of a SIM, payable to the Publisher and invariant across all distribution channels, as set out in OVR-PUB-001 Article 1 and Article 6.1 and in Schedule R (OVR-SCH-R).
"SIM Library Reseller Price" (superseded term) means the amount payable to ORamaVR on a partner-channel sale of a SIM Library title, being the Owner's Share — seventy per cent (70%) of the List Price published in OVR-SCH-OP §2.2 — under OVR-SCH-P §2.1–2.2; the distributable catalogue is recorded in Schedule PLIB (OVR-SCH-PLIB). The "Reseller Price" terminology is superseded by "Owner's Share".
"VTC Reseller Price" (superseded term) means the amount payable to ORamaVR on a partner-channel VTC sale, being the Owner's Share — seventy per cent (70%) of the applicable per-CCU List Price in OVR-SCH-OP §1.2 — under OVR-SCH-P §2.1. The "Reseller Price" terminology is superseded by "Owner's Share".
7. Click-Through, Acceptance and Amendment
"Click-Through" means the acceptance mechanism under which a user agrees to a document by clicking "I Accept" (or equivalent) in a software interface, with the acceptance recorded against the user's account. In the channel context, click-through acceptance of all terms applicable to the product being licensed is enforced through the Application Registry as a condition of activation (OVR-MDA-001 §7.2).
"Material Amendment" means an amendment to a Standard-Form Document that materially increases the obligations, or materially restricts the rights, of the counterparty; non-material amendments include clarifications, additions to lists, formatting, and consistent reference updates. Material Amendments require thirty (30) days' prior notice and other amendments ten (10) days', subject to the law-and-security carve-out (OVR-MDA-001 §15.6; OVR-MSA-001 §15.2; OVR-MSA-002 §15.2; OVR-PUB-001 §16.2).
8. Data Protection and Regulatory
"Controller" has the meaning given in Article 4(7) GDPR.
"Data Subject" means an identified or identifiable natural person whose Personal Data is processed.
"DPA" means the Data Processing Agreement at Exhibit C (OVR-SCH-003) — the single data-processing instrument for all channels, incorporated by reference into each of the Master Agreements.
"EU AI Act" means Regulation (EU) 2024/1689 of 13 June 2024 laying down harmonised rules on artificial intelligence.
"FDPIC" means the Swiss Federal Data Protection and Information Commissioner.
"GDPR" means Regulation (EU) 2016/679 (General Data Protection Regulation).
"Independent Controller" means a Controller who, in respect of its own processing activities, is not in a Controller-Processor relationship with the other party, as elaborated in Exhibit C §4 (OVR-SCH-003).
"Patient-Identifiable Data" has the meaning given in Exhibit B §2 (OVR-SCH-002): data that identifies, or could reasonably be used (alone or in combination with other reasonably accessible information) to identify, an individual patient. Patient-Identifiable Data is prohibited on the VTC Platform under Exhibit B §4.2(b); the permitted categories of personal data are those identified in Exhibit B §8.2 and Exhibit C §3.2.
"Personal Data" means any information relating to an identified or identifiable natural person, within the meaning of Article 4(1) GDPR and Article 5(a) revFADP.
"Personal Data Breach" has the meaning given in Article 4(12) GDPR — a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, Personal Data transmitted, stored, or otherwise processed.
"Primary Region" means the geographic region within the European Economic Area or Switzerland in which the Personal Data of the Controller is, by default, hosted and processed by ORamaVR or its Sub-processors, as identified in the DPA (OVR-SCH-003) Annex 1 and Exhibit A §6.2 (OVR-SCH-001); the current Primary Region is Azure West Europe (Amsterdam, Netherlands).
"Processing" has the meaning given in Article 4(2) GDPR.
"Processor" has the meaning given in Article 4(8) GDPR.
"revFADP" means the Swiss Federal Act on Data Protection of 25 September 2020.
"Standard Contractual Clauses" or "SCCs" means the standard contractual clauses for the transfer of personal data to third countries adopted by the European Commission pursuant to Article 46(2)(c) GDPR (Commission Implementing Decision (EU) 2021/914 of 4 June 2021, as amended); ORamaVR's annex set is maintained as OVR-ADD-SCC-001.
"Sub-processor" means any processor engaged by ORamaVR (or, where applicable, by an Authorised Channel Partner) to carry out processing activities on behalf of the relevant Controller under Section 5 of the DPA (OVR-SCH-003 §5.5).
"Sub-Processor Register" means the ORamaVR Sub-Processor Register (OVR-POL-008), published and maintained at oramavr.com/legal/sub-processors — the single operative list of Sub-processors authorised under the DPA (OVR-SCH-003 §5.5) for all ORamaVR agreements. The DPA annexes and ORamaVR's privacy documentation point to the Register and do not restate it; ORamaVR gives thirty (30) days' prior notice of any intended addition or replacement of a Sub-processor. BYOK providers engaged by a customer for OMEN text authoring are not Sub-processors and are not listed.
9. Operational and Service
"Acceptable Use Policy" or "AUP" means the ORamaVR Acceptable Use Policy (OVR-POL-004), a Standard-Form Document governing the permitted and prohibited use of the ORamaVR products and platform, incorporated by reference into the Master Agreements and the VTC End-Customer Terms (Exhibit B, OVR-SCH-002).
"Channel & Deal-Registration Policy" means the ORamaVR Standard-Form Document (reserved as OVR-POL-018) governing prospect and deal registration and the resolution of channel conflicts between resellers, if and when published by ORamaVR and incorporated under OVR-MDA-001 §7.1 (OVR-MDA-001 §1, §3.4). Unless and until such a policy is in force, no separate deal-registration or origination-tracking procedure applies, and the VTC Platform record determines an End Customer's status as new or existing (OVR-MDA-001 §3.4).
"CMXR" means computational medical XR, as defined in https://arxiv.org/abs/2108.04136 and in Papagiannakis, G. et al. (2025), A Computational Medical XR Discipline, in Advances in Computer Graphics, CGI 2024, Lecture Notes in Computer Science, vol. 15339, Springer, Cham (https://doi.org/10.1007/978-3-031-82021-2_4).
"Confidential Information" means any non-public information, whether oral, written, or visual, disclosed by one party to the other, identified as confidential or that reasonably should be understood to be confidential given its nature and the circumstances of disclosure. Within each Master Agreement, that agreement's own confidentiality definition and regime prevail (e.g. OVR-MDA-001 §1 and §9; OVR-MSA-001 / OVR-MSA-002 Article 7; OVR-PUB-001).
"Fair-Use Caps" means the canonical quantitative fair-use caps set out in the Fair-Use Policy (OVR-POL-006), the single home of those figures across the suite: OMEN image generation — thirty (30) generated images per seat per month (hard cap; throttle on overage; no automatic charge); Creator Solo — two hundred and fifty (250) JARIA interactions per seat per month; the Creator Solo commercial-use revenue threshold of EUR 150,000, measured over a rolling twelve (12) months; and the Educational rules (OVR-POL-006 §6). The figures in OVR-POL-006 prevail over any different figure in product collateral.
"Feedback" means any questions, comments, suggestions, ideas, or other feedback about ORamaVR or its products, submitted by an End Customer or End User; such Feedback is non-confidential and may be used by ORamaVR without restriction (Exhibit B §7.4 (OVR-SCH-002); for inter-Party feedback in the partner channel, OVR-MDA-001 §8.4).
"ORamaVR IP" means all Intellectual Property rights in and to the VTC Platform, JARIA, OMEN, the SIM Library, ORamaVR Creator, all platform software, documentation, tools, libraries, and components, and any derivatives, enhancements, or modifications thereof.
"Service Levels" means the platform availability, support-response and related service commitments set out in Exhibit A (OVR-SCH-001), the single service-level source incorporated by all four Master Agreements: a 99.0% monthly availability target (Exhibit A §7.1); Severity 1 response within four (4) hours on a 24/7 basis, with status communications at least every two (2) hours during an active Sev1 incident and a written post-incident report within ten (10) business days of resolution (Exhibit A §9); and the backup and disaster-recovery objectives (including RTO/RPO) in Exhibit A §11.
"XR" means Extended Reality, encompassing Virtual Reality (VR), Augmented Reality (AR), and Mixed Reality (MR) technologies.