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Skydio Spares Terms of Service

The Skydio Spares subscription plan (“Spares Plan”) and these corresponding terms and conditions (“Spares Terms of Service”) outlined in this agreement are provided by Skydio, Inc. (“Skydio”). By purchasing the Spares Plan, the purchaser (“you” or “your” or “Customer”) hereby agrees to have read, to have understood, and to be bound by the Spares Terms of Service. This Spares Terms of Service supplements the other terms and conditions applicable to Customer’s purchase and use of Skydio drones, including the Master Services and Purchase Agreement (“MSPA”), the SAFE Program, Skydio Care, or other terms and conditions referenced on the applicable Order Form (collectively, the “Purchase Agreement Terms”). We encourage you to read these Spares Terms of Service, including the Purchase Agreement Terms incorporated by reference herein, carefully.

The Spares Terms of Service governs the Spares Plan services for your Skydio drone purchased by you from Skydio or its affiliates. The Spares Terms of Service includes the terms set forth herein in addition to any terms on your Order Form and other original sales receipts and/or purchase confirmations for your Skydio drone and corresponding Spares Plan package. A confirmation for your Spares Plan purchase may be provided to you by Skydio at the time of purchase or thereafter.

The benefits provided to you under the Spares Plan are additional to, and separate from, your rights under applicable laws and under the Skydio One (1) Year Limited Warranty (“Limited Warranty”) which solely covers defects in materials and workmanship in hardware.

DESCRIPTION OF THE SPARES PLAN AND COVERAGE PERIOD OF THE SPARES TERMS OF SERVICE

The Spares Plan provides batteries and propellers for (i) X2E Drones covered by the Skydio Assured Future Equipment Program (the “SAFE Program”), and (ii) SAFE Fleets, as defined under the SAFE Program, that have Skydio Care Coverage.

The Spares Plan covers spares for normal wear and tear, and allows you to request: a) for each battery in a given SAFE Fleet, a spare battery at no additional cost after the earlier of (i) one-hundred and seventeen (117) hours of flight time or (ii) two-hundred (200) battery cycles; and b) a set of four (4) spare propellers (collectively, a “Propeller Set”) for a drone (in the given SAFE Fleet) after one-hundred (100) hours of flight time for said drone.  For the avoidance of doubt, the Spares Plan does not cover batteries or Propeller Sets that are damaged due to crashes, mishandling, or other accidental damage (e.g., damage due to exposure to a liquid).

Each drone in a SAFE Fleet is entitled to a maximum of two (2) spare batteries and two (2) spare Propeller Sets per year of the Spares Plan. Notwithstanding anything to the contrary herein, you may not receive any more than twice the number of Propeller Sets or twice the number of batteries as there are drones in the SAFE Fleet in any given plan year of the Spares Plan.

The term of the Spares Plan is for a period of (a) three (3) years commencing from the start of a given SAFE Program under which the Spares Plan is procured for the SAFE Drone, and (b) three (3) years from the date of shipment of the SAFE Upgrade Models (“Coverage Period”) under the given SAFE Program for the SAFE Upgrade Model.  The Spares Plan is non-transferable between drones, except insofar as a drone is replaced through the SAFE Upgrade Model, Skydio Care, the Limited Warranty, or out-of-Warranty repairs conducted through Skydio.

COVERAGE AREAS

The Spares Plan is only available to customers who purchase and operate the drone(s) exclusively in the United States and Canada (collectively, the “Coverage Area”). Any shipment of spares to Customer will be only to addresses located within the Coverage Area.

SERVICE PROCESS

In each case, while the Spares Plan is active, the Customer may contact its assigned Skydio program manager or dedicated customer service representative, and request up to one (1) battery and one (1) Propeller Set per drone. Upon verification that the Customer’s request is due to normal wear and tear and that the Customer has not exhausted its entitlement(s) to spare batteries and/or spare Propeller Sets as set forth in the Spares Terms of Service, Skydio will ship the spare batteries and/or spare Propeller Sets to the Customer at Skydio’s expense.  Skydio will endeavor, in all cases, to ship the spares within two (2) business days of a written request to replace.

REFUSAL OF SERVICE AND TERMINATION

Skydio reserves the right to refuse Spares Plan services under any of the following conditions:

• The drone was purchased from a channel that is not authorized by Skydio;
• The drone and the Spares Plan were not purchased from the same country or region;
• Your claim is submitted outside the Coverage Areas;
• Your claim is submitted outside of the Coverage Period;
• Your claim is determined, in Skydio’s sole discretion, not to be the result of normal wear and tear;
• You fail to submit information requested by Skydio in connection with your claim;
• You make false or misleading statements in connection with your claim; or
• You fail to follow any instructions associated with the claim process.

Spares Plan coverage automatically terminates under any of the following conditions:

• Expiration of the Coverage Period;
• Expiration or termination of the Skydio Care associated with the Spares Plan;
• The maximum number of batteries and Propeller Sets corresponding to the Spares Plan package you purchased has been reached in the final year of the Coverage Period;
• You request in writing to Skydio that your Spares Plan coverage be terminated;
• You have violated or breached any terms of the Spares Terms of Service; or
• You purport to transfer or assign Spares Plan and/or the Spares Terms of Service.

TRANSFER

The Spares Plan and the Spares Terms of Service cannot be assigned or otherwise transferred by you to any third party under any condition, including but not limited to your transfer of the drone, without written consent from Skydio. Any such purported assignment or transfer without such written consent is void and automatically terminates the Spares Plan coverage.

INCONSISTENT TERMS

In the event of any conflict or inconsistency between this Spares Terms of Service and the other provisions of the Purchase Agreement Terms, the terms and provisions of this Spares Terms of Service shall govern.