THIS FLIGHT SCHOOL ADDENDUM (this “Addendum”) is attached to and forms a part of the Pilotbase Subscription Agreement (the “Agreement”) between you and Keyes Technology, LLC, D/B/A Pilotbase (“Pilotbase”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Agreement. If there is a conflict between the Agreement and the terms and provisions in this Addendum, the terms and provisions of this Addendum shall control.
The following terms, when capitalized, have the meaning given below:
1.1“Pilotbase Technology” means all of Pilotbase’s proprietary technology (including software, hardware, products, processes, algorithms, user interfaces, know-how, techniques, designs and other tangible or intangible technical material or information) disclosed or made available to you by Pilotbase in providing the Service. Pilotbase Technology shall include all proprietary technology licensed by Pilotbase from any of its subsidiaries or third parties, and integrated for use in the Platform, to the extent you are provided access and use to same under an Order Form in connection with the Service, including without limitation LOGTEN.
1.2“LOGTEN” means the pilot logbook application of the same name owned and operated by Pilotbase’s affiliate Coradine Aviation Systems, LLC, and all other related services, products, and features provided through the Platform, and the foregoing shall be deemed to be included in the definition of “Service”.
Section 2.4 of the Subscription Agreement shall read as follows:
“In addition, you are solely and exclusively responsible for how you use information provided through the Service, including, without limitation, your flight schedule or flight plans. Certain information included in the Service will be provided by parties other than Pilotbase, and Pilotbase has no responsibility for that information and does not verify its accuracy or completeness. This may include, among other things, weather data provided by the U.S. National Oceanic and Atmospheric Association (NOAA), FAA Airmen Database, and FAA Pilot Records Database, in each case as may be provided by a commercial third party. Such information does not substitute for your independent verification, knowledge, judgment or decisions, all of which are your sole responsibility, even if information provided by the Service is inaccurate or incomplete.”
2.2If elected as part of the Service, certain features and functionality of the Platform may permit you to connect, as or through a Third-Party Component, aircraft, avionics, flight-data, logbook, or aviation systems, or other accounts, devices, or data sources that collect flight operations data. If you enable such a feature, you instruct and authorize Pilotbase and its service providers to access, receive and process flight operations data from the applicable Third-Party Component and to associate such data with existing Customer Data as reasonably necessary to provide the enabled feature or functionality of the Service. Flight operations data may include precise aircraft geolocation, flight routes, telemetry, aircraft identifiers, timestamps, aircraft performance information, and related operational or training data. In each case, you are responsible for determining that you have all rights and authority necessary to enable such Third-Party Component and to permit Pilotbase to process the resulting data, including by providing all legally required notices and obtaining all legally required consents, authorizations, acknowledgments, and other permissions from pilots, students, instructors, employees, aircraft owners, operators, and other affected individuals before Pilotbase receives, associates, monitors, or processes data relating to such individuals.
2.3If you are an educational agency or institution subject to the Family Educational Rights and Privacy Act and its implementing regulations at 34 C.F.R. Part 99 (“FERPA”), and Customer Data includes education records or personally identifiable information from education records subject to FERPA (“FERPA-Covered Customer Data”), then you may provide written notice to Pilotbase of the foregoing, identifying the FERPA-Covered Customer Data and providing any instructions or restrictions with respect thereto, as necessary for your own FERPA compliance hereunder (such notice, a “FERPA Notice”). Following receipt of a FERPA Notice, Pilotbase (i) will use and disclose such identified FERPA-Covered Customer Data only to provide the Service, and in compliance with all valid FERPA instructions and restrictions contained in a FERPA Notice, and (ii) will not use such identifiable records for unrelated cross-customer model training or other independent purposes, unless authorized by you and permitted by applicable law. For the sake of clarity, you agree you are solely responsible for determining whether you are subject to FERPA and whether Customer Data includes FERPA-Covered Customer Data. You represent that you have, and at all times will have, provided all required notices and obtained all required consents or other legal authority necessary to disclose Customer Data to Pilotbase for processing in connection with the Service.
2.4Certain AI Products (as defined in the EULA) may generate predictive analytics, student progress indicators (including completion-likelihood indicators, dropout-risk indicators, and training-risk signals), recommendations, or similar Outputs (as defined in the EULA) based on flight training records, flight activity, scheduling information, operational data, flight-route data, telemetry data, or other information available through the Service. These Outputs are for informational and decision-support purposes only and may be inaccurate, incomplete, biased, outdated, or unsuitable for your circumstances. Pilotbase does not make final training, safety, instructional, employment, financial, or regulatory decisions for any user, student, pilot, instructor, flight school, or other organization. You are responsible for reviewing and verifying all such Outputs, applying human judgment, providing any legally required notices, obtaining any legally required consents or other lawful bases, and complying with applicable education, privacy, employment, anti-discrimination, aviation, and other laws at all times.
2.5As part of the Service, if applicable, Pilotbase provides a feature for Users to upload flight training syllabi (each, together with any other related materials uploaded, a “Syllabus”). By uploading (or requesting Pilotbase to upload on your behalf) a Syllabus, you represent and warrant that you have the authority to do so and that uploading such content will not infringe any copyright, trademark, patent, trade secret, or other proprietary rights of any other party. During the effective period of this Subscription Agreement, you grant (or warrant that the owner of such rights has expressly granted) Pilotbase a limited, royalty-free, revocable, non-exclusive, sublicensable, assignable right and license to use, reproduce, modify, adapt, display, translate, create derivative works from and distribute such Syllabus materials or incorporate the Syllabus materials into the Platform solely for purposes of making the content available to your Users. In addition, you warrant that all so-called “moral rights” in such content have been waived. Any users of this Syllabus feature agree to: (i) not upload images, material or other user-generated content (collectively, “UGC”) which are harmful or malicious, or which may cause damage to the functioning of the Service or may render the Service unavailable for use; (ii) only upload virus-free UGC that will not knowingly cause malfunction in the Platform or damage to Pilotbase’s customers, the Service or any of its users. You shall remain at all times exclusively responsible for any and all costs or claims arising out of, or related in any way to, any act or omission committed in response to, or suggested by your use of the Syllabus feature of the Platform, including, but not limited to, suggestions or inducements to engage in any illegal, unsafe, scandalous, obscene, libelous or morally deviant or otherwise inappropriate behavior. Pilotbase shall not be responsible for approving, editing, correcting or verifying any Syllabus. Pilotbase is not responsible for any incorrect, incomplete, inaccurate or misleading information contained in any Syllabus or any other UGC. Syllabi are provided as a convenience and you agree that Pilotbase does not guarantee its accuracy of fitness for any particular purpose. Pilotbase is not responsible for any act or omission of any user or third party in reliance upon your Syllabus and shall not be liable for any error, omission, interruption, defect, delay, failure to access, upload or download, or unauthorized access to or alteration of a Syllabus or other UGC. You agree that you will verify the accuracy and completeness of any information you upload to the Service prior to making it available to your Users.
2.6Pilotbase may, through a third-party payment processing vendor, facilitate your use of payment processing services in connection with your Users or other Pilotbase users or customers. All terms related to such payment processing services, including assessment of payment processing rates and fees, will at all times be governed by and in accordance with the relevant Third-Party Terms for such Third-Party Components.
2.7Pilotbase reserves the right to modify the terms and conditions of this Addendum at any time, effective upon posting of an updated version of this Addendum in the “Legal Notices” section within the Platform. Continued use of the Service after any such changes shall constitute your consent to such changes.
This Addendum is deemed effective as of the Effective Date. Except as modified by this Addendum, the terms of the Agreement remain in full force and effect.