1. Acceptance of Terms

This Master Services Agreement, including any incorporated schedules, exhibits, and appendices (collectively, the "Terms" or the "Agreement"), is entered into by and between OceanSourceAI, Inc., a Delaware corporation ("Company," "we," "us," or "our"), and you, the independent contractor ("Annotator," "User," "you," or "your"). By accessing, registering for, or utilizing the OceanSourceAI platform, web applications, APIs, or related services (collectively, the "Platform"), you expressly acknowledge that you have read, understood, and unequivocally agree to be bound by these Terms. If you do not agree to all of the terms and conditions outlined in this document, you are strictly prohibited from utilizing the Platform or participating in any data annotation projects.

OceanSourceAI reserves the unilateral right to modify, update, or amend these Terms at any time, with or without prior notice, at our sole discretion. Continued use of the Platform following the posting of amended Terms constitutes your acceptance of the changes. It is your responsibility to review these Terms periodically for updates.

2. Independent Contractor Status

You acknowledge and agree that your relationship with OceanSourceAI is strictly that of an independent contractor. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employer-employee relationship between you and OceanSourceAI or any of its clients. You have no authority to bind the Company to any obligation or make any representations on the Company's behalf.

As an independent contractor, you retain the sole right to determine when, where, and how you perform the services, subject to the deadlines, quality standards, and technical specifications required by the specific projects you accept. You are exclusively responsible for providing your own equipment, internet connection, and any other tools necessary to perform the services. Furthermore, you are solely responsible for the reporting and payment of any applicable local, state, federal, or international taxes, including self-employment taxes, arising from your compensation under this Agreement. OceanSourceAI will not withhold any taxes from your payouts, nor will we provide benefits such as workers' compensation, unemployment insurance, health insurance, or paid time off.

3. Eligibility & Geolocation Enforcement

To participate on the Platform, you represent and warrant that you are at least eighteen (18) years of age, or the age of majority in your jurisdiction of residence, and possess the legal capacity to enter into binding contracts. You further represent that you are not barred from receiving services under the laws of the United States or other applicable jurisdictions (e.g., you do not reside in a comprehensively embargoed country and are not listed on any U.S. Government list of prohibited or restricted parties).

Strict Geolocation Policy

Our enterprise clients rely on ground-truth data that reflects highly specific regional, cultural, linguistic, and socio-political nuances. Therefore, you must physically reside and be present in the jurisdiction you select during your application process and while actively performing tasks.

  • VPNs and Proxies: The use of Virtual Private Networks (VPNs), proxy servers, TOR exit nodes, or any other location-spoofing technology to misrepresent your physical location or network origin is strictly and explicitly forbidden.
  • Verification Mechanisms: OceanSourceAI employs rigorous, enterprise-grade IP tracking, WebRTC leak detection, behavioral heuristics, and periodic identity verification audits (which may require government-issued ID submission) to ensure strict adherence to geolocation requirements.
  • Violation Consequences: Any attempt to circumvent, spoof, or mask your true physical location will be considered a material breach of this Agreement, resulting in an immediate, permanent ban from the Platform, forfeiture of any pending or unpaid earnings, and potential legal action for fraud or breach of contract.

4. Zero-Tolerance Generative AI Policy

The core value proposition of OceanSourceAI is the provision of pristine, authentic, human-generated ground-truth data used to train, align, and correct Artificial Intelligence models. Utilizing synthetic data or automated generation tools to complete tasks fundamentally corrupts the data pool and inflicts severe material damage upon the Company and its clients.

CRITICAL WARNING: Under absolutely no circumstances may you utilize ChatGPT, Claude, Gemini, Meta AI, Grammarly AI, GitHub Copilot, or any other Large Language Model (LLM), generative adversarial network (GAN), or synthetic text/image generation tool to formulate, write, edit, rewrite, summarize, or otherwise assist in the creation of your task submissions.

OceanSourceAI utilizes proprietary, state-of-the-art stylometric analysis, burstiness/perplexity measurement, and advanced AI-detection algorithms to screen all submissions in real-time. If an Annotator's submission flags positive for synthetic generation, or if behavioral patterns indicate automated assistance, the account will be instantly suspended pending review. If the breach is confirmed, the account will be permanently terminated without the right to appeal, and the user will forfeit all compensation for the tainted work product.

5. Compensation & Payouts

Compensation rates are determined on a per-project basis and are clearly displayed on the Opportunities board prior to task acceptance. Rates may be expressed as hourly equivalents, per-task flat fees, or milestone-based payments.

  • Time Tracking & Validation: For hourly projects, compensation is calculated strictly based on actively logged time spent inside the task environment, tracked via the Platform's internal analytics. Idle time, tab-switching, or periods of inactivity exceeding threshold parameters will be automatically discarded from billable hours.
  • Quality Assurance Adjustments: All submitted work is subject to review by OceanSourceAI Quality Assurance (QA) specialists. Tasks deemed entirely unusable, off-topic, or failing to meet the minimum guidelines outlined in the project instructions may be rejected without pay. Repeated submission of low-quality work will result in removal from the project queue.
  • Payment Cycle: The standard billing cycle runs weekly, closing on Sunday at 11:59 PM Greenwich Mean Time (GMT). Approved funds are typically disbursed on the following Tuesday.
  • Disbursement Methods: We facilitate payments via third-party processors including PayPal, Airtm, and specific Cryptocurrency networks (e.g., USDT/USDC via ERC-20 or TRC-20). While OceanSourceAI attempts to absorb standard internal routing fees, you are solely responsible for any exchange rate fluctuations, withdrawal fees, or gas fees imposed by your chosen receiving institution or wallet provider.

6. Intellectual Property Rights

You acknowledge and agree that all work product, data, annotations, ratings, transcriptions, code, text, or any other materials created, developed, or submitted by you in connection with the Platform ("Work Product") constitute "work made for hire" under applicable copyright laws.

To the extent that any Work Product does not qualify as a work made for hire, you hereby irrevocably and unconditionally assign, transfer, and convey to OceanSourceAI all of your right, title, and interest in and to the Work Product, including all copyrights, patents, trade secrets, moral rights, and other intellectual property rights worldwide, in perpetuity. You waive any and all "moral rights" you may have in the Work Product. You agree to execute any documents reasonably requested by the Company to effectuate or record such assignment.

7. Confidentiality & Non-Disclosure (NDA)

During your engagement with the Platform, you will be granted access to highly sensitive, proprietary, and strictly confidential information ("Confidential Information"). This includes, but is not limited to: pre-release AI models, proprietary evaluation algorithms, internal corporate documents, unreleased client codebases, user prompt data, personally identifiable information (PII) within datasets, and the identity of OceanSourceAI's enterprise clients.

By accepting these Terms, you enter into a binding Non-Disclosure Agreement (NDA). You expressly agree that you shall hold all Confidential Information in the strictest confidence and shall not disclose, publish, broadcast, distribute, or otherwise reveal any Confidential Information to any third party without the express written consent of the Company. Specifically, you agree that you will not:

  • Capture, save, or distribute screenshots, screen recordings, or photographs of the task environment or any client data.
  • Copy, paste, or export project prompts, AI responses, grading rubrics, or internal training materials outside of the secure OceanSourceAI platform ecosystem.
  • Discuss the specific details of your tasks, proprietary workflows, or client identities on public forums, social media platforms (e.g., Twitter, Reddit, TikTok), or personal blogs. (Note: General discussion regarding the application process or payment logistics in the official, moderated OceanSourceAI Discord is permitted).

You acknowledge that a breach of this confidentiality provision will cause irreparable harm to OceanSourceAI and its clients, for which monetary damages would be inadequate. Accordingly, the Company shall be entitled to seek injunctive relief to prevent such breaches, in addition to any other remedies available at law or in equity.

8. Data Privacy & Compliance

OceanSourceAI respects your privacy and handles your personal data in accordance with our comprehensive Privacy Policy, which is incorporated into these Terms by reference. As a global platform, we strive to comply with applicable data protection regulations, including the General Data Protection Regulation (GDPR) for European users and the California Consumer Privacy Act (CCPA) for California residents.

By using the Platform, you consent to the collection, processing, and storage of your personal data (including IP addresses, payment details, and behavioral metrics) as necessary to administer the Platform, enforce geographic compliance, process payouts, and fulfill legal obligations. In the course of your annotation work, if you encounter data containing PII or sensitive health/financial information, you must handle it strictly according to the redaction and security protocols provided in the project guidelines. Unauthorized downloading or retention of such data constitutes a severe legal violation.

9. Indemnification

You agree to indemnify, defend, and hold harmless OceanSourceAI, its parent company, subsidiaries, affiliates, clients, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to: (i) your access to or use of the Platform; (ii) your violation or breach of any provision of these Terms, including the Generative AI and Geolocation policies; (iii) your violation of any third-party right, including without limitation any intellectual property, privacy, or property right; or (iv) your classification as an independent contractor, including any claims related to unpaid taxes, benefits, or employment status.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OCEANSOURCEAI, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS PLATFORM.

UNDER NO CIRCUMSTANCES WILL THE COMPANY BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OCEANSOURCEAI ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; OR (III) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY.

11. Dispute Resolution & Arbitration

Any dispute, controversy, or claim arising out of, relating to, or in connection with these Terms, including the breach, termination, or validity thereof, shall be finally resolved by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted by a single, neutral arbitrator. The seat, or legal place, of arbitration shall be San Francisco, California, United States, although the arbitration may be conducted virtually by mutual agreement.

CLASS ACTION WAIVER: You and OceanSourceAI agree that any arbitration or proceeding shall be limited to the dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

12. Account Termination

This Agreement is effective upon your acceptance and shall continue until terminated by either party. You may terminate this Agreement at any time by ceasing all use of the Platform and notifying support to delete your account.

OceanSourceAI maintains the absolute right to suspend, restrict, or permanently terminate your account and your access to the Platform at our sole discretion, without prior notice or liability, for any reason whatsoever. Specific grounds for immediate termination without cure period include, but are not limited to:

  • Material breach of the Confidentiality/NDA clauses.
  • Violation of the Zero-Tolerance Generative AI policy.
  • Attempting to spoof, mask, or falsify your geographical location.
  • Creating multiple accounts to manipulate payment limits, bypass region locks, or fraudulently retake failed assessment tests.
  • Engaging in threatening, abusive, or harassing behavior toward OceanSourceAI staff, clients, or fellow annotators within the platform ecosystem or Discord community.

Upon termination for breach, you forfeit any right to pending payments for work deemed fraudulent or in violation of these Terms. The provisions relating to Intellectual Property, Confidentiality, Indemnification, Limitation of Liability, and Dispute Resolution shall survive any termination of this Agreement.