REX TERMS OF USE

Updated on February 26th, 2026

IMPORTANT NOTICE: THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION AND A CLASS ACTION WAIVER AS DETAILED IN SECTIONS 14 AND 15. THIS IMPACTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. PLEASE READ IT CAREFULLY.

Welcome to REX. These Terms of Use ("Agreement") are a legal contract between you ("User" or "you") and AstraBright Analytics & Knowledge Alliance Inc. ("REX," "we," "us," or "our"), a Delaware corporation.

1. ACCEPTANCE AS A PRE-CONDITION

By clicking "I Accept," creating an account, or accessing the REX platform (the "Platform"), you agree to be bound by this Agreement. This Agreement is a mandatory legal prerequisite for:

• Creating or maintaining an account;
• Participating in any platform exams, assessments, or screenings;
• Passing third-party identity verification;
• Applying for or participating in any data projects;
• Participating in settlement or receiving any form of compensation/payment.

2. SCOPE AND GLOBAL APPLICABILITY

This Agreement applies to all users worldwide, regardless of nationality, place of residence, or payment method. You acknowledge that by using the Platform, you enter into a legally binding agreement governed by the laws of the State of Delaware, USA.

3. USER INFORMATION AND IDENTITY CONSISTENCY

3.1 Truthful Information

You represent and warrant that all information provided during registration, identity verification, project execution, and settlement - specifically including your country/region of residence and primary work location - is true, accurate, and complete.

3.2 Prohibited Registration Practices

You are strictly prohibited from:

• Registering with a false identity, fraudulent documents, or misleading location data.
• Using a Virtual Private Network (VPN), proxy, or any other technology to disguise your actual geographic location or IP address.
• Account "farming," selling, leasing, renting, or transferring your account.
• Allowing any third party to use your account to participate in exams or projects.

4. ANTI-CHEATING AND PROCTORING POLICY

4.1 Personal Performance Mandate

Unless explicitly authorized in a specific project brief, you must complete all tasks, exams, and assessments personally and without assistance.

4.2 Prohibited Conduct

The following actions are strictly prohibited and constitute a Material Breach:

• Collaborative Cheating: Communicating with, receiving assistance from, or providing assistance to any third party during an assessment.
• Unauthorized Tools & AI: Using Artificial Intelligence (AI) tools (defined below), bots, or automated solvers.
• Hardware & Software Manipulation: Using screen-sharing, remote desktop, virtual machines, or unauthorized recording tools.
• Brain-Dumping & Harvesting: Attempting to harvest or share question banks, standard answers, or evaluation logic.

4.3 Definition of AI Tools

For purposes of this Agreement, "AI tools" shall mean any automated or semi-automated software, system, hardware, or algorithmic technology designed to simulate human intelligence or perform cognitive tasks. This includes, without limitation:

• Large Language Models (e.g., ChatGPT, Claude, Gemini), image/video generators, and any system capable of generating text, code, or visual outputs based on prompts;
• Automated Solvers: Browser extensions, plug-ins, or standalone scripts designed to solve logic puzzles, translate text, or answer multiple-choice questions;
• Predictive & Analytical Tools: Any machine learning model or software that provides suggestions, corrections, or predictive text during task completion; and
• Optical Character Recognition (OCR) & Scraping: Tools used to extract, parse, or analyze data from the Platform interface for external processing.

5. CONFIDENTIALITY AND TRADE SECRETS

5.1 Definition of Confidential Information

You acknowledge that the Platform contains highly sensitive, non-public, and proprietary information ("Confidential Information") that constitutes the valuable trade secrets of REX. Confidential Information includes, but is not limited to:

• Content: All exam questions, test structures, question bank summaries, and project-specific instructions.
• Logic & Analytics: Standard answers, passing thresholds, evaluation criteria, scoring logic, and internal audit workflows.
• Technical Data: Algorithmic logic, risk control rules, Platform metadata, business methods, and technical specifications.

5.2 Strict Non-Disclosure and Prohibited Use

You shall hold all Confidential Information in the strictest confidence. You are strictly prohibited from:

• Disclosing, publishing, or distributing Confidential Information in any form (including oral summaries, written notes, screenshots, video recordings, or database compilations).
• Posting Confidential Information to social media, forums, "cheat" sites, or third-party messaging groups.
• Attempting to reverse-engineer, decompile, or bypass the logic, code, or security measures of the Platform's screening or risk control systems.
• Using any Confidential Information to train, test, or fine-tune any artificial intelligence models, machine learning systems, or automated solvers.

5.3 Proprietary Ownership

All Confidential Information and Intellectual Property on the Platform are the sole and exclusive property of REX. Your access to the Platform provides you with a limited, non-transferable right to view materials for the sole purpose of personal assessment; it does not grant you any ownership, license, or right to use the content for any other purpose.

5.4 Equitable Relief

You acknowledge that any breach of this Section 5 will cause REX immediate and irreparable harm for which money damages would be an inadequate remedy. Therefore, REX shall be entitled to seek immediate injunctive relief or other equitable remedies in any court of competent jurisdiction to prevent unauthorized disclosure, without the requirement of posting a bond or proving actual damages.

5.5 Survival

Your confidentiality obligations are global, perpetual, and survive indefinitely. These obligations do not terminate upon your completion of an exam, the closure of your account, or the termination of this Agreement for any reason.

6. INTELLECTUAL PROPERTY

6.1 Definition of Work Product

"Work Product" means all work, deliverables, and materials created, developed, or delivered by the User in connection with any project or task on the REX Platform, including but not limited to: data labeling results, annotations, tags, metadata, classifications, code, scripts, reports, documentation, and any other task-related outputs. Also, for purposes of this Agreement, "Intellectual Property Rights" includes all patents, copyrights, trade secrets, trademarks, database rights, and any other proprietary rights worldwide, whether registered or unregistered.

6.2 Ownership of Work Product

You acknowledge and agree that all Work Product is "work made for hire" for REX to the extent permitted by applicable law. All right, title, and interest in and to the Work Product, including all associated Intellectual Property Rights (as defined below), shall be the sole and exclusive property of REX from the moment of creation.

6.3 Assignment of Rights

To the extent that any Work Product or associated Intellectual Property Rights do not vest in REX automatically as a "work made for hire," you hereby perpetually, irrevocably, and unconditionally assign, transfer, and convey to REX and its successors and assigns, all of your global right, title, and interest in and to such Work Product and Intellectual Property Rights, including the right to sue for past or future infringement.

6.4 Waiver of Moral Rights

To the extent permitted by law, you hereby waive any "moral rights" or similar rights of paternity, integrity, or disclosure you may have in any Work Product, and agree never to assert such rights against REX or its clients.

6.5 No Additional Compensation

You acknowledge that the payments or potential payments provided by REX for tasks completed constitute full and sufficient consideration for the assignment of all rights set forth in this Section.

7. INDEPENDENT CONTRACTOR STATUS AND TAXES

7.1 No Employment Relationship

You acknowledge and agree that your relationship with REX is that of an independent contractor. Nothing in this Agreement creates a partnership, joint venture, agency, or employer-employee relationship between you and REX. You have no authority to bind REX or act on its behalf.

7.2 Work Authorization

You represent and warrant that you have the legal right and necessary work authorization to provide services and receive payments in the country or region you have declared in your account profile.

7.3 Tax Responsibility

You are solely responsible for all taxes, including but not limited to income taxes, self-employment taxes, social security contributions, VAT, or other levies imposed by any governmental authority in connection with any payments received through the Platform. REX will not withhold any taxes from your payments unless required by applicable law.

7.4 Indemnity for Taxes

You agree to indemnify and hold REX harmless from any liability, interest, or penalties that may be assessed against REX resulting from your failure to pay taxes or REX's reliance on your status as an independent contractor.

8. MONITORING AND DISCRETIONARY DETERMINATION

REX reserves the right to monitor the Platform and may, at its sole discretion, determine a violation of these terms based on internal risk control flags, IP history inconsistencies, or third-party verification data.

9. MATERIAL BREACH AND REX'S DISPOSAL RIGHTS

9.1 Definition

Any violation of Section 3 (Identity), Section 4 (Anti-Cheating), Section 5 (Confidentiality), Section 6 (Intellectual Property), or Section 7 (Work Status/Taxes) constitutes a Material Breach of this Agreement.

9.2 Platform Rights and Remedial Actions

Upon a Material Breach, or where REX reasonably suspects such a breach is imminent, REX reserves the right to take any or all of the following actions, at its sole discretion and without prior notice or liability to you:

• Account Termination: Immediately and permanently suspend, terminate, or delete your account and block all future access to the Platform.
• Voiding of Results: Void and invalidate all current and historical exam results, scores, project qualifications, or certifications.
• Financial Forfeiture: Permanently forfeit and withhold all accrued but unpaid earnings, balances, bonuses, or incentives associated with your account, to the extent permitted by applicable law.
• Universal Blacklisting: Permanently ban you from registering for or participating in any other services, platforms, or entities owned or operated by REX or its affiliates.
• Reporting to Third Parties: Disclose your identity and details of the breach to law enforcement, government agencies, third-party payment processors, affected clients, or relevant academic institutions and professional certification bodies.
• Right of Offset: Offset any losses, damages, or costs incurred by REX (including internal and external investigation costs) against any funds remaining in your account.

9.3 Investigative Suspension

REX reserves the right to "freeze" or temporarily suspend your account and withhold all pending payments for a period of up to ninety (90) days (which may be extended if necessary for legal or regulatory reasons) while REX conducts a fraud, compliance, or security audit.

9.4 Damage Recovery and Restitution

You acknowledge that certain breaches, specifically those involving the unauthorized disclosure of "question banks" or "exam logic" (Section 5), cause severe damage to REX's core business model. In addition to other remedies, REX shall be entitled to recover from you the full cost of mitigating the breach, including the costs of professional services required to regenerate, re-test, and replace compromised content.

10. PAYMENTS AND SETTLEMENT

Payment is strictly conditional upon full compliance with this Agreement. REX reserves the right to delay or refuse settlement if there is a reasonable suspicion of fraud or identity inconsistency until an investigation is concluded.

11. LIMITATION OF LIABILITY

11.1 Exclusion of Indirect Damages

NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, REGARDLESS OF THE FORM OF ACTION.

11.2 Maximum Liability

REX'S TOTAL LIABILITY SHALL NOT EXCEED THE TOTAL FEES PAID TO YOU BY REX IN THE SIX (6) MONTHS PRECEDING THE CLAIM.

12. INDEMNIFICATION

You agree to indemnify REX against any claims, losses, or liabilities (including legal fees, attorney's fees, administrative fees, and tax liabilities) arising from your provision of false information or any breach of this Agreement.

13. GLOBAL COMPLIANCE

• You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties (including the OFAC Specially Designated Nationals List). You shall comply with all applicable export control and economic sanctions laws and regulations of the United States and any other relevant jurisdiction.
• You acknowledge and consent to the transfer, storage, and processing of your personal data and Work Product across international borders, including to the United States and other jurisdictions where REX or its service providers operate. You are responsible for complying with any local laws in your jurisdiction regarding the cross-border transfer of data.
• You are solely responsible for ensuring that your use of the Platform and the provision of services as an independent contractor do not violate any local laws, regulations, or professional obligations in your jurisdiction of residence or operation.

14. GOVERNING LAW AND ARBITRATION

14.1 Governing Law and Agreement to Arbitrate.

This Agreement is governed by the laws of the State of Delaware, without regard to conflict of law principles. Any dispute, claim, or controversy arising out of or relating to this Agreement, including the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by binding arbitration. The arbitration shall be administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The seat of arbitration shall be Santa Clara County, California. The Federal Arbitration Act governs the interpretation and enforcement of this Section.

14.2 Proceeding

The arbitration shall be conducted before one (1) neutral arbitrator appointed in accordance with the AAA Rules. The arbitrator's award shall be final and binding on both parties, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

14.3 Continued Performance

The commencement or continuation of any arbitration proceeding shall not bar or excuse either party from abiding by the Terms of Use, nor shall it relieve either party of its obligation to perform under this Agreement during the pendency of such proceeding.

14.4 Confidentiality

All aspects of the arbitration proceeding, including but not limited to any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

15. CLASS ACTION WAIVER

CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

16. MODIFICATIONS AND UPDATES

REX reserves the right to modify this Agreement at any time. Continued use of the Platform after updates constitutes your binding legal acceptance. If you do not agree, you must immediately cease use of the Platform.

BY CLICKING "I AGREE" OR ACCESSING THE PLATFORM, YOU ACKNOWLEDGE YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT.