Orchestroz - Terms and conditions

ML CONSULTING MB

Orchestroz

Terms and Conditions

End-User Licence Agreement and Terms of Service for the Orchestroz iOS application and its mobile-web response surface.

Ensemble Personnel Operating System for live performance operations.

From first invitation to last note.

DOCUMENT

Orchestroz — Terms and Conditions

STRUCTURE

Master Terms + Schedule A (App Schedule)

VERSION

1.0

EFFECTIVE

2026.05.25

OPERATOR

ML Consulting MB · Legal entity code 306991112

JURISDICTION

Republic of Lithuania

DISTRIBUTION

Apple App Store · iOS, iPadOS + mobile-web bridge

USER PROFILE

Business User (B2B) — institutional, conservatory, contractor, festival, pit

BILLING CHANNEL

Direct Channel (Order Form) at Institution and above; optional App Store IAP at Community / Growing tiers

WEBSITE

mlconsulting.lt

SUPPORT

support+orchestroz@mlconsulting.lt

Contents

What is in this document.

PART I — MASTER TERMS AND CONDITIONS

1. Agreement and Parties

2. Apps Covered and Per-App Schedules

3. Eligibility and Intended Users

4. Definitions

5. Licence to Use the App

6. What the App Does, and What It Does Not Do

7. Accounts and Security

8. Your Data and Permitted Use by Us

9. Privacy and Data Protection

10. Subscriptions, Billing and App Store Rules

11. Direct Billing for the App

12. Acceptable Use

13. AI / ML Features and Probabilistic Outputs

14. Intellectual Property

15. Updates, Availability and Support

16. Suspension and Termination

17. Consumer Rights

18. Disclaimers

19. Limitation of Liability

20. Indemnity for Business Users

21. Governing Law and Disputes

22. Changes to this Agreement

23. General

24. Apple-Required Terms

25. Precedence — Schedules and Order Forms

PART II — SCHEDULE A · ORCHESTROZ

A1. App-Specific Definitions

A2. Description of Orchestroz

A3. Workspace, Authority and User Responsibilities

A4. Member, Musician and Substitute Data

A5. Trusted Pools, Recommendations and Trust Notes

A6. Readiness, Reliability Scores and Exports

A7. AI-Assisted Features and Redaction Discipline

A8. Bookings, Admin Mini-Pack and No Legal-Contract Status

A9. Mobile-Web Bridge for Members and Substitutes

A10. Specific Prohibited Uses

A11. Plans, Billing and Liability

A12. Operational Contact Points

Preliminary Notice

Read together with Schedule A — Orchestroz App Schedule.

READ THIS — MASTER TERMS + SCHEDULE A.

These Terms and Conditions apply whenever you download, install, sign in to, subscribe to or otherwise use the Orchestroz iOS / iPadOS application, or respond to an Orchestroz invitation via the mobile-web bridge from any browser. The Master Terms (Part I) apply to every iOS / iPadOS application we publish; Schedule A (Part II) addresses Orchestroz-specific definitions, plan tiers, data warranties, AI feature scope, regulatory carve-outs and liability adjustments. Where Schedule A expressly modifies a provision of the Master Terms, Schedule A prevails for Orchestroz only (section 25).

This Agreement is concluded between you and ML Consulting MB, a Lithuanian small partnership (legal entity code 306991112) registered in Lithuania (“ML Consulting”, “we”, “us”, “our”). Apple Inc. (“Apple”) is not a party to this Agreement; Apple and its subsidiaries are third-party beneficiaries of the Apple-required terms in section 24.

Orchestroz is enterprise software intended for business users (B2B) — ensembles, conservatories, institutions, contractors and festival production offices — typically subscribed under a written Order Form in addition to App Store distribution. Members and substitute musicians who receive invitations or response links interact with Orchestroz as authorised end users of a Workspace Owner.

PART I

Master Terms and Conditions

Agreement and Parties

Who is bound, by what, and from when.

1.1. These Master Terms and Conditions (the “Agreement”) form a binding contract between you and ML Consulting MB, a Lithuanian small partnership with legal entity code 306991112, website mlconsulting.lt, support email support+orchestroz@mlconsulting.lt (“ML Consulting”, “we”, “us”, “our”). They govern your download, installation and use of the Orchestroz iOS / iPadOS application we publish on the Apple App Store (the “App”), the related Orchestroz mobile-web response pages (the “Mobile-Web Bridge”) and any related services we make available through the App or our website.

1.2. By downloading, installing, creating an account, signing in, subscribing to, accepting a workspace invitation, or otherwise using the App or the Mobile-Web Bridge, you accept this Agreement and our Privacy Policy (published at https://mlconsulting.lt/privacy-policy). If you do not accept, do not use the App or the Mobile-Web Bridge.

1.3. The App is supplemented by Schedule A (Part II of this document), which addresses App-specific definitions, plan tiers, data warranties, AI feature scope, regulatory carve-outs and liability adjustments. Where Schedule A expressly modifies a provision of these Master Terms, Schedule A prevails for the App only (section 25).

1.4. The App is distributed exclusively through the Apple App Store. The Mobile-Web Bridge is served by ML Consulting and reached via secure expiring links from any browser. This Agreement is between you and ML Consulting only. Apple is not a party. Your use of the App is also subject to Apple’s Media Services Terms and Conditions and Apple’s applicable Usage Rules. Apple-specific provisions are set out in section 24 (Apple-Required Terms).

1.5. The App is licensed, not sold. You acquire only the rights expressly granted to you in this Agreement and Schedule A.

Apps Covered and Per-App Schedules

The portfolio framework and the App Schedule that supplements these Master Terms for Orchestroz.

These Master Terms apply to every iOS / iPadOS application published by ML Consulting MB on the Apple App Store. Orchestroz is supplemented by Schedule A (Part II of this document). Additional Apps published by ML Consulting are listed at https://mlconsulting.lt/app-specific-schedules-hub.

2.1. Current App. Orchestroz — an ensemble personnel operating system for live performance organisations. Schedule A sets out App-specific definitions, plan tiers, prices, data warranties, AI feature scope, regulatory carve-outs and liability adjustments.

2.2. Future Apps. ML Consulting may publish additional Apps under these Master Terms by adding new App Schedules. Each new App Schedule takes effect on its Effective Date and applies only to the App it identifies.

2.3. Withdrawn Apps. If we discontinue the App, Schedule A ceases to apply prospectively, but the rights and obligations relating to your use of the App before withdrawal continue under the version of the Agreement in force at the time of that use.

2.4. No silent override across Apps. A provision of Schedule A applies only to Orchestroz. References in any App Schedule to a regulatory regime, evidentiary standard, data warranty or liability cap do not propagate to other Apps. Cross-App contagion is excluded.

Eligibility and Intended Users

Who may use the App, and in what capacity.

3.1. Age. You must meet any age requirement set by the law of your country of residence. Orchestroz is rated 4+ but is not designed for use by minors as the contracting party. Where minor participants (for example, school-age members of a youth choir or ensemble) interact with the App or Mobile-Web Bridge, the Workspace Owner is responsible for obtaining the parental / guardian notice and consent required by applicable law.

3.2. Capacity. You represent that you have the legal capacity to enter into a binding contract.

3.3. Consumer or business user. Orchestroz is offered for business use by ensembles, conservatories, institutions, contractors and festival production offices (each, a “Workspace Owner”). Members and substitute musicians who receive invitations or response links use the App and Mobile-Web Bridge as authorised end users of a Workspace Owner; they are not the contracting party for any Subscription.

3.4. Authority for business users. Where you establish a Workspace, the individual creating the account or signing an Order Form represents and warrants that they are authorised to bind the relevant Workspace Owner, and that the Workspace Owner will use the App in compliance with this Agreement and Schedule A.

3.5. Sanctions and export restrictions. You represent that you are not located in, controlled by, or a national or resident of any country subject to a comprehensive embargo by the European Union, the United States or the United Nations, and that you are not on any restricted-party list maintained by those authorities.

Definitions

Terms used throughout this Agreement.

Capitalised terms used in this Agreement have the meanings set out below. Additional capitalised terms used in respect of Orchestroz are defined in Schedule A, clause A1.

Account — Your user identity in the App, established via Sign in with Apple, email magic-link or SSO (where supported by your Plan).

Agreement — These Master Terms and Conditions, Schedule A (Orchestroz App Schedule), the Apple-Required Terms (section 24), the Privacy Policy and (where applicable) the relevant Order Form.

Apple — Apple Inc. and its subsidiaries.

App — The Orchestroz iOS / iPadOS application published by ML Consulting MB on the Apple App Store.

App Schedule / Schedule A — The schedule specific to Orchestroz that supplements these Master Terms, set out in Part II of this document.

Business User — A natural or legal person using the App for purposes within their trade, business, craft or profession — in Orchestroz, the Workspace Owner.

Consumer — A natural person using the App for purposes outside their trade, business, craft or profession (Article 2(1) of Directive 2011/83/EU). Orchestroz is not offered to Consumers as the contracting party (clause 3.3).

Customer Data — All data submitted by, or generated for, you through the App or the Mobile-Web Bridge, including content you create, import or upload.

Direct Channel — Billing by ML Consulting under an Order Form (typically by invoice and bank transfer or external card payment), as opposed to App Store IAP.

Mobile-Web Bridge — The Orchestroz browser-accessible response pages for members and substitute musicians, reached via secure expiring links.

Order Form — A written or electronic ordering document signed or accepted by a Workspace Owner that sets out the Plan, term, fees, limits and any agreed services.

Plan — A tier of access to the App offered by ML Consulting from time to time, as specified in Schedule A and (where applicable) the Order Form.

Privacy Policy — Our privacy notice published at https://mlconsulting.lt/privacy-policy.

Services — The App and the Mobile-Web Bridge together with the cloud-based services accessed through them, including any associated website services.

Subscription — A paid (fixed-term or renewing) plan giving access to the App’s paid features.

Subscription Term — The period during which a Subscription is active.

Workspace — A tenant in Orchestroz, scoped to a single Workspace Owner and its authorised users.

Workspace Owner — The legal entity identified in the Order Form (or, for self-serve App Store tiers, the entity for whose benefit the Account is established) as the account holder and data controller for Customer Data in Orchestroz.

You / Your — The Workspace Owner and any authorised user acting on its behalf, and any member or substitute musician using the App or Mobile-Web Bridge via an invitation issued by a Workspace Owner.

Licence to Use the App

What we grant you, and what you must not do.

5.1. Licence grant. Subject to your continuing compliance with this Agreement, ML Consulting grants you a personal, limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to install and use the App on Apple-branded devices that you own or control, and to access the Mobile-Web Bridge solely to respond to an invitation issued by a Workspace Owner, in accordance with the Usage Rules in the Apple Media Services Terms and Conditions, solely for the purposes for which the App is made available.

5.2. Restrictions. You shall not, and shall not permit any third party to:

▪ copy, modify, distribute, rent, lease, sell, sublicence or commercially exploit the App, the Mobile-Web Bridge or any part of them, except as expressly permitted by this Agreement, Schedule A or mandatory law;

▪ reverse-engineer, decompile, disassemble, decrypt or otherwise attempt to derive the source code, non-public APIs, non-public algorithms or non-public datasets of the Services, except to the extent applicable law (including Article 6 of Directive 2009/24/EC) expressly prohibits the foregoing restriction;

▪ circumvent any Plan limit, paywall, role check, rate limit, audit log or other technical protection measure;

▪ scrape, bulk-extract, reproduce or commercialise the App’s interface, outputs, datasets, Trusted Pools, response data, Reliability Scores, Recommendation graph or readiness exports outside personal or licensed use;

▪ interfere with the integrity, performance or security of the Services, attempt unauthorised access to other users’ data or transmit malicious code;

▪ use the Services in any way that may damage our reputation, Apple’s platform or other users.

5.3. Reservation of rights. All rights not expressly granted under this Agreement are reserved by ML Consulting and its licensors. No title, ownership or intellectual-property right in the App, the Mobile-Web Bridge or in the Services is transferred.

What the App Does, and What It Does Not Do

Operational records — not legal, regulatory, employment, payroll or financial determinations.

6.1. Purpose. The App’s purpose is described in Schedule A, clause A2. Schedule A sets out what the App actually does.

6.2. Operational outputs, not guarantees. Where the App produces readiness states, coverage warnings, shortlist rankings, Reliability Scores, Performance Readiness Packs, Audition / Reaudition Committee Packs, Production Portfolio Reports, AI-assisted drafts, CSV exports or any similar derived output, those outputs are deterministic or probabilistic operational records and are not legal, regulatory, employment, accreditation, grant, contractual or professional advice.

6.3. The App is not, and shall not be relied on as:

▪ a payroll, tax, social-security, accounting or fee-payment system, or a substitute for any such system;

▪ a contract management, e-signature or legal-contract execution platform (any e-signature integration supports operational handoff only — substantive contract validity remains the Workspace Owner’s responsibility);

▪ a labour-relations, works-council, collective-bargaining or union-grievance platform, or a substitute for any required consultation or co-determination process;

▪ a public musician marketplace, talent agency, booking agency, public ratings service or recruitment platform;

▪ an HR system, ERP, ticketing system, donor CRM, music library, scheduling system or accreditation-reporting system;

▪ a substitute for any regulated record-keeping (including tax records, work-time records or any statutory record the user is required by law to maintain);

▪ an offline-first product, save where Schedule A expressly states otherwise;

▪ an automated decision-making system within the meaning of Article 22 GDPR — see section 13.

6.4. Best-effort availability. The Services are provided on a best-effort basis. Where Schedule A or an Order Form sets a specific service-level commitment, that commitment governs and the corresponding remedies (typically service credits) are your exclusive remedy for unavailability, save for liability that cannot be excluded under mandatory law.

Accounts and Security

Authentication, credentials and account security.

7.1. Account creation. You must provide accurate and current information when creating an account. You are responsible for keeping your account information up to date.

7.2. Credentials. You are responsible for safeguarding your device, your Apple ID, your email account, any SSO identity used and any password you set within the App. We will not be liable for any loss arising from your failure to keep credentials secure, save where such loss results from our gross negligence or wilful misconduct, or where mandatory law provides otherwise.

7.3. Suspected unauthorised access. If you believe your account, device or response link has been compromised, contact us at support+orchestroz@mlconsulting.lt without undue delay.

7.4. One account per authorised user. Unless we agree otherwise in writing or Schedule A expressly permits, each authorised user holds one account per Workspace. Accounts are personal and not transferable.

7.5. Third-party authentication services. Where the App relies on Apple, SSO providers (SAML / OIDC) or other third-party services for authentication or storage, your access depends on those services and your settings. We are not responsible for third-party outages or restrictions outside our control.

Your Data and Permitted Use by Us

You own your data. We use it only to operate the Services.

8.1. Ownership. As between the parties, the Workspace Owner retains ownership of all Customer Data submitted to or generated through the App or the Mobile-Web Bridge.

8.2. Limited operational licence. You grant ML Consulting a worldwide, royalty-free, non-exclusive, non-transferable licence (with a sub-licence to our hosting and infrastructure providers, including Apple Inc. for iCloud / CloudKit where used, strictly to provide the Services) to host, copy, transmit, display and process Customer Data solely to operate, secure, support and improve the Services and to comply with applicable law.

8.3. No sale; no AI training. We do not sell Customer Data. We do not use Customer Data for third-party advertising. We do not use Customer Data to train any third-party machine-learning model, except where you have given valid prior consent for a specific feature that is clearly described in the App and Schedule A.

8.4. On-device storage and backups. Some App features store Customer Data only on your device. If you delete the App, reset your device or fail to maintain a backup, that data may be lost. You are responsible for maintaining exports and backups that matter to you, using the in-App export controls.

8.5. Accuracy and provenance of inputs. You are responsible for the accuracy, lawfulness and provenance of data you input, import or upload, including roster CSVs, member and musician contact details, free-text commentary, Trust Notes and any data you copy from third-party sources. Schedule A imposes specific accuracy, consent and lawful-basis warranties for member and musician data captured in the App.

Privacy and Data Protection

GDPR-aligned. Two roles — controller and processor. See the Privacy Policy.

9.1. Privacy Policy. Our processing of personal data is described in the Privacy Policy, which is incorporated into this Agreement by reference for the purpose of describing data processing.

9.2. Two roles. Depending on the data category:

(a) in respect of Account Data, Telemetry, Communications and Billing Data, ML Consulting acts as data controller under the GDPR. The Privacy Policy describes that processing.

(b) in respect of Customer Data within Workspaces (including member, musician and substitute personal data — see Schedule A, clause A4), the Workspace Owner is the data controller and ML Consulting is the data processor under a Master Data Processing Agreement (“Master DPA”). A Data Processing Agreement is available to institutional customers under clause A11.

9.3. Apple’s role. Apple acts independently for App Store transactions, Apple ID services, App Store IAP processing (where used) and iCloud / CloudKit storage. Apple’s processing is governed by Apple’s Privacy Policy, not by this Agreement or our Privacy Policy.

9.4. Your rights. Subject to applicable law, you may exercise rights of access, rectification, erasure, restriction, portability and objection, and withdraw consent where processing is based on consent. The Privacy Policy explains how. Workspace-controlled requests (for member or musician personal data within a Workspace) should generally be directed to the relevant Workspace Owner first.

9.5. Permissions. The App may request access to camera, photos, notifications and Files & Folders only for the relevant feature (for example, attaching a profile picture or importing a roster CSV). You can manage permissions in iOS settings. Certain features may not work if permissions are refused or withdrawn.

9.6. Data Protection Officer. ML Consulting is not currently required to designate a DPO under Article 37 GDPR. Privacy enquiries may be sent to support+orchestroz@mlconsulting.lt.

9.7. Lithuanian supervisory authority. Our lead supervisory authority is the Lithuanian State Data Protection Inspectorate (Valstybinė duomenų apsaugos inspekcija, VDAI), L. Sapiegos g. 17, LT-10312 Vilnius, vdai.lrv.lt.

Subscriptions, Billing and App Store Rules

Mixed channel. Institution and above billed via the Direct Channel; Community and Growing tiers may be offered via App Store IAP.

10.1. Plans. Orchestroz is sold as a B2B subscription. The full Plan structure is set out in Schedule A, clause A11. Plan features, limits, prices, currencies and renewal periods are set out in the Order Form, the App Store paywall sheet (where used) and / or the web self-serve checkout.

10.2. Apple as merchant of record (where used). Where the Community or Growing tier is purchased through App Store IAP, that Subscription is sold by Apple via your Apple ID using StoreKit. Your contract for that purchase is concluded between you and Apple at the moment you confirm in the App Store sheet. ML Consulting sets the price and product configuration; Apple is the merchant of record.

10.3. Auto-renewable subscriptions — Apple-required disclosures (where used). Where an App Store auto-renewable Subscription is offered, it is governed by the following terms, which are also displayed in the App Store paywall sheet before purchase:

▪ title and length of the subscription (presented in the paywall sheet);

▪ price per period (presented in the paywall sheet, including local currency and applicable taxes);

▪ any free trial or introductory offer (where offered, the duration and conversion mechanics are presented in the paywall sheet; any unused portion of a free trial is forfeited when a Subscription is purchased, where applicable law permits);

▪ auto-renewal — payment is charged to your Apple ID account at confirmation of purchase. The Subscription automatically renews for an identical period at the then-current price, unless you cancel auto-renewal at least 24 hours before the end of the current period. Your account will be charged for renewal within 24 hours prior to the end of the current period;

▪ how to manage and cancel — you can manage your Subscriptions and turn off auto-renewal in your Apple ID account settings (Settings → [your Apple ID] → Subscriptions) on your device after purchase;

▪ links to the Privacy Policy and to this Agreement appear in the paywall sheet and in the App’s Settings → Legal (or equivalent).

10.4. Local price, currency and tax. For App Store purchases, actual prices, local taxes, currency, renewal period and available offers are controlled by the App Store at the time of purchase and may vary by country. Where there is any inconsistency, the App Store paywall sheet at the moment of confirmation controls the App Store transaction.

10.5. Cancellation, deletion and continued access. You may cancel App Store auto-renewal at any time as described in clause 10.3. Cancellation takes effect at the end of the current paid period; you retain access until then. Deleting the App or your account does not cancel an active App Store Subscription — you must cancel separately in your Apple ID settings.

10.6. Refunds. Refunds for App Store purchases are governed by Apple’s policies and may be requested at reportaproblem.apple.com. We cannot directly refund App Store purchases unless Apple provides a mechanism for us to do so.

10.7. Price changes. Price changes for active App Store subscriptions are handled through Apple’s App Store process and, where required by law or by Apple’s policies, are subject to your consent. We will notify you of material changes at least thirty (30) days in advance where the law requires it.

Direct Billing for the App

Order Form path — the primary channel for Institution and above.

11.1. Direct Channel as primary path. At the Institution, Conservatory, Festival / Pit, Pro / Per-Service and District / Network tiers, Orchestroz is sold via the Direct Channel. The Workspace Owner subscribes under a written or electronic Order Form with ML Consulting; payment never flows through Apple’s In-App Purchase system for those tiers, in accordance with Apple’s App Store Review Guidelines for B2B and reader-app categories.

11.2. Order Form mechanics. The Order Form sets out the Plan, term, fees, currency, member / musician / project limits, any onboarding or professional services, any add-ons and any service-level commitment. Subscription Fees are stated exclusive of value-added tax or equivalent indirect taxes, which are payable in addition where applicable. Currency is EUR unless otherwise stated.

11.3. Payment terms. Direct-Channel invoices are payable as set out in the Order Form (typically thirty (30) days net). Late-payment interest accrues at the statutory rate. If an undisputed invoice is unpaid when due, ML Consulting may, on at least seven (7) days’ written notice, suspend access until payment is received. Suspension does not relieve the Workspace Owner of payment obligations.

11.4. Renewal. Direct-Channel Plans renew at the end of the Subscription Term in accordance with the Order Form (typically automatic renewal unless the Workspace Owner gives written notice of non-renewal at least thirty (30) days before the end of the current Term).

11.5. Apple App Store policies preserved. Direct Channel arrangements do not circumvent Apple’s policies. Where Apple requires that a particular paid feature be sold via App Store IAP, ML Consulting will route that feature through StoreKit; the Direct Channel applies only to features that may lawfully be sold outside the App Store under Apple’s policies.

Acceptable Use

What you must not do with the App.

You must not, and must not permit any third party to:

12.1. Universal prohibitions.

▪ use the App for any unlawful purpose or in any way that infringes the rights of any third party;

▪ use the App to provide a paid service to third parties (for example, public musician marketplace, talent agency, regulated certification, payroll service, debt-collection) without our prior written agreement and the agreement of Schedule A;

▪ fabricate, alter or backdate readiness states, attendance records, RSVP responses, urgent-call responses, booking states, admin-packet contents, Trust Notes, Reliability Scores or audit events;

▪ import content that infringes third-party intellectual property, privacy, publicity, confidentiality or database rights, or that you do not have a lawful basis to import;

▪ circumvent any Plan limit, paywall, role check, rate limit, audit log or other technical protection;

▪ scrape, bulk-extract, reproduce or commercialise the App’s interface, datasets, Trusted Pools, Reliability Scores, Recommendation graph or derived outputs outside personal or licensed use;

▪ interfere with the integrity, performance or security of the Services, attempt unauthorised access to data of other users or transmit malicious code;

▪ use the App to make material decisions affecting individuals (for example, employment, contractor renewal, disciplinary action, audition outcomes) in reliance solely on App output without meaningful human review and an independent assessment.

12.2. App-specific additions. Schedule A (clauses A5 and A10) adds App-specific acceptable-use rules, including Trust Note discipline, prohibitions against using the App as a public marketplace, and prohibitions against using the Recommendation graph to circumvent musicians’ consent.

AI / ML Features and Probabilistic Outputs

Optional, opt-in, never autonomous, no third-party model training on your data.

13.1. Where the App offers AI features. The App may include optional AI-assisted helpers (for example, weekly fulfilment summary drafts, repeated-failure-cause summaries, admin-gap highlights, anomaly detection). Where present, those features are off by default and are activated only by an explicit configuration choice by an admin of the Workspace Owner.

13.2. Always reviewable; never autonomous. AI output is assistive only. It must be reviewed, edited or rejected by a human user before it is finalised in any record, communication, Performance Readiness Pack, Audition / Reaudition Committee Pack, customer-facing output, audit pack or evidentiary document. Schedule A (clause A7) sets specific safety rules for AI helpers in Orchestroz.

13.3. No solely-automated decisions with legal or significant effects. ML Consulting does not subject you to decisions producing legal or similarly significant effects based solely on automated processing within the meaning of Article 22 GDPR.

13.4. Estimates only. AI output is a probabilistic suggestion. It is not legal, regulatory, employment, accreditation, grant, contractual or other professional advice.

13.5. Sub-processor. Where AI text generation is enabled, it is performed by a third-party language-model provider acting as a sub-processor on the terms of the Master DPA. Inputs and outputs are not used by ML Consulting to train any third-party model. Customer-identifying free-text and third-party personal data are redacted before transmission where Schedule A requires redaction.

13.6. EU AI Act readiness. ML Consulting will keep AI features aligned with applicable obligations under Regulation (EU) 2024/1689 (AI Act), including transparency, logging and human-oversight requirements appropriate to the risk classification of the relevant feature.

Intellectual Property

Who owns what.

14.1. Our IP. The App, the Mobile-Web Bridge, the Services, the underlying code, the design system, the workflow logic, deterministic engines (including the readiness engine, the shortlist-ranking logic and the booking-lock state machine), the export templates (including the Performance Readiness Pack and the Audition / Reaudition Committee Pack), the Orchestroz and ML Consulting word and figurative marks, the documentation and all related creative materials are the exclusive property of ML Consulting and its licensors, protected by copyright, database, trade-mark and other intellectual-property laws.

14.2. Your IP. As between the parties, you retain all rights in Customer Data and any branding you upload (for example, ensemble logos on Performance Readiness Packs). The operational licence in clause 8.2 applies.

14.3. Personal use of outputs. You may use outputs generated for your own operational, management and recordkeeping purposes within the licensed scope of the App. You may not reproduce, publish, sell, licence, benchmark, train models on or commercially exploit App outputs (including Reliability Scores and the Recommendation graph) except as expressly allowed by this Agreement, Schedule A or our written agreement.

14.4. Feedback. If you send us suggestions or feedback, ML Consulting is granted a perpetual, irrevocable, worldwide, royalty-free, sub-licensable licence to use, modify and incorporate them into the Services, without obligation to you. We will not identify you as the source unless you ask us to.

14.5. Third-party trademarks. Composer, work, venue, festival, ensemble and similar references appearing in Customer Data may be the trademarks or other protected designations of their respective owners; their appearance is for descriptive purposes and does not imply sponsorship, endorsement or affiliation.

Updates, Availability and Support

Best-effort availability; we may evolve the App.

15.1. Updates. We may release updates, fixes, security patches, new features or modifications. Some updates may be required for security, compatibility, App Store compliance or continued operation. Where a modification materially and adversely affects the App in respect of a paid Subscription mid-term, we will give reasonable advance notice and (subject to mandatory law) the right to terminate the affected Subscription Term and receive a pro-rata refund of pre-paid Subscription Fees attributable to the unused portion.

15.2. Availability. We aim to support the Services with reasonable care, but we do not promise uninterrupted availability, permanent compatibility with every iOS or iPadOS version or device, or indefinite availability of any specific feature. Where an Order Form sets a specific service-level commitment, that commitment governs (clause 6.4).

15.3. Support. Support requests may be sent to support+orchestroz@mlconsulting.lt. We may prioritise issues affecting security, access, purchases, data export and data deletion.

15.4. Beta features. Features marked “beta”, “preview” or similar are provided “as is”, may be discontinued and may carry additional terms presented at the point of access.

Suspension and Termination

How and when access can end.

16.1. Termination by you. You may stop using the App at any time. You may delete your account or local data through in-App controls where available. Deleting the App or your account does not automatically cancel an active App Store Subscription (clause 10.5).

16.2. Suspension and termination by us. We may suspend or terminate access to the App, immediately and without refund (subject to mandatory law), where:

▪ you materially breach this Agreement or Schedule A (including the Acceptable Use rules in section 12 and Schedule A clauses A5 and A10);

▪ we are required to do so by law, court order or competent authority;

▪ we have reasonable grounds to believe an account is being used to harm us, other users or third parties (for example, fraudulent purchases, security attacks, fabrication of records, defamatory Trust Notes, scraping or unauthorised musician profiling);

▪ non-payment of an undisputed Direct-Channel invoice continues for more than seven (7) days after notice (clause 11.3).

16.3. Notice and cure. Where the alleged breach is capable of being remedied and where it is reasonable in the circumstances, we will give you notice and a reasonable opportunity to remedy before suspending or terminating.

16.4. Effect of termination. On termination, the licence in section 5 ends. Your data is treated in accordance with the data-export / retention provisions in Schedule A. Provisions intended to survive termination (including sections 8, 13, 14, 16, 17, 18, 19, 20, 21, 24 and 25, and Schedule A clauses A4, A5, A6, A8, A10 and A11) survive.

Consumer Rights

Mandatory protections preserved where applicable. Orchestroz is offered to Business Users (Workspace Owners) only (clause 3.3); members and substitute musicians use the App as authorised end users.

17.1. Mandatory rights preserved. If any provision of this Agreement is interpreted as excluding a right that cannot lawfully be limited, excluded or modified under applicable consumer-protection law, that provision is read down to the minimum extent necessary to preserve that right.

17.2. Withdrawal and conformity (Directives 2011/83/EU and 2019/770). Statutory rights of withdrawal (where applicable), digital-content conformity, remedies for defective digital content and protection against unfair contract terms apply where mandatory law grants them.

17.3. Apple as merchant of record. Because any App Store Subscriptions would be purchased from Apple as merchant of record, cancellation and refund requests for those tiers should normally be made through Apple. We will cooperate reasonably where a legal issue requires our involvement.

17.4. EU Online Dispute Resolution. Consumers resident in the EU may lodge a complaint via the European Commission’s Online Dispute Resolution platform: ec.europa.eu/consumers/odr. Lithuanian Consumers may also contact the Valstybinė vartotojų teisių apsaugos tarnyba (Vilniaus g. 25, LT-01402 Vilnius, www.vvtat.lt).

Disclaimers

What we do not warrant — to the maximum extent permitted by law.

18.1. As-is. Subject to mandatory consumer protection (section 17) and to any express service-level commitment in an Order Form, the Services are provided “as is” and “as available” to the maximum extent permitted by applicable law. We expressly disclaim all implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, accuracy, quiet enjoyment and non-infringement.

18.2. Specifically and without limitation, we do not warrant that:

▪ the Services will be uninterrupted, timely, secure or error-free;

▪ all defects will be corrected;

▪ any output (including readiness states, coverage warnings, shortlist rankings, Reliability Scores, Performance Readiness Packs, Audition / Reaudition Committee Packs, Production Portfolio Reports, AI-assisted drafts, CSV exports and similar) will be accurate, complete, reliable, admissible, persuasive, sufficient or accepted in any forum (including by any board, funder, accreditor, union, conductor, audition committee, court, arbitrator or counterparty);

▪ use of the App will prevent any wasted rehearsal, performance cancellation, accreditation finding, grant rejection, substitute fee dispute, labour grievance or quality drift, or that it will result in any specific operational, commercial or artistic outcome;

▪ third-party services on which the Services rely (Apple App Store, iCloud, Sign in with Apple, SSO providers, email, push, AI text APIs, payment processor, PDF rendering, e-signature and calendar providers) will be available at any specific time.

18.3. Not professional advice. The App does not provide legal, regulatory, employment, accreditation, grant, contractual, payroll, tax, insurance or labour-relations advice. Schedule A sets out the App-specific disclaimers that apply to Orchestroz.

Limitation of Liability

What may, and may not, be recovered. Read together with Schedule A, clause A11.

19.1. Mandatory carve-outs. Nothing in this Agreement excludes or limits liability for:

(a) death or personal injury caused by negligence;

(b) fraud or fraudulent misrepresentation;

(d) breach by ML Consulting of the Master DPA insofar as such breach gives rise to liability that cannot be limited under Article 82 GDPR; or

(e) any other liability that cannot be excluded or limited under mandatory applicable law (including Lithuanian Civil Code, Articles 6.252 and 6.253; Directive (EU) 2019/770; Directive 2011/83/EU as transposed into Lithuanian law).

19.2. Indirect loss excluded. Subject to clause 19.1, neither party is liable to the other for indirect, consequential, special, incidental, punitive or exemplary loss; loss of profits; loss of revenue; loss of goodwill; loss of data caused by your failure to back up; loss of anticipated savings; loss of opportunity; loss of contract; loss of grant or accreditation; or business interruption — however arising.

19.3. Floor cap. Subject to clause 19.1 and to the App-specific cap in Schedule A, clause A11.3, our aggregate liability for any and all claims arising out of or relating to this Agreement is limited to the total Subscription Fees paid by you under this Agreement in the twelve-month period preceding the event giving rise to the claim. Where Schedule A specifies a higher cap, the App-specific cap prevails.

19.4. App-specific carve-outs. Schedule A (clause A11.4) adds App-specific carve-outs reflecting the rehearsal, performance, grievance, grant and accreditation exposure profile of Orchestroz.

19.5. Allocation of risk. The allocation of risk in this section reflects the Subscription Fees and is an essential basis for ML Consulting’s willingness to make the Services available.

Indemnity for Business Users

Reciprocal indemnities applicable to all use of Orchestroz, which is a B2B App.

20.1. Indemnity by the Business User. The Workspace Owner shall defend, indemnify and hold harmless ML Consulting and its officers, directors, employees and agents from and against any third-party claim, demand, damage, liability, loss or expense (including reasonable legal fees) arising out of or related to:

▪ the Workspace Owner’s (or any of its authorised users’) breach of this Agreement, Schedule A or applicable law;

▪ Customer Data, including any claim that Customer Data infringes a third party’s intellectual property, privacy, publicity or other rights, or that the Workspace Owner failed to provide a required notice or obtain a required consent (including notices to members, musicians and substitute musicians under Schedule A clauses A3 and A4 and any works-council, employee-representative or union consultation required by law);

▪ the Workspace Owner’s use or external sharing of any output of the App (including any defamation, competition-law, unfair-commercial-practices, anti-discrimination, anti-retaliation or labour-relations claim arising from the use, sharing or publication of Reliability Scores, Trust Notes, scorecards, Audition / Reaudition Committee Packs, Performance Readiness Packs or shortlist correspondence);

▪ the Workspace Owner’s relationship with its authorised users, members, musicians, substitute musicians, contractors, festival staff, employees or other counterparties, including any fee dispute, grievance, audition outcome, hiring decision, contractor renewal or disciplinary action.

20.2. Indemnity by ML Consulting (IP). ML Consulting shall defend the Workspace Owner against any third-party claim alleging that the App, as supplied by ML Consulting and used in accordance with this Agreement, infringes that third party’s intellectual property rights, and shall pay damages and reasonable legal fees finally awarded against the Workspace Owner. This indemnity does not apply to claims arising from Customer Data, modifications not made by ML Consulting, combinations with materials not provided by ML Consulting where the claim would not have arisen but for the combination, or use of the App after ML Consulting has provided modified or non-infringing functionality and informed the Workspace Owner.

20.3. Conditions. Each indemnity is conditional on the indemnified party (i) giving prompt written notice of the claim, (ii) granting the indemnifying party sole control of the defence and settlement (provided that no settlement may impose any non-indemnifiable obligation on the indemnified party without its written consent), and (iii) providing reasonable assistance at the indemnifying party’s expense.

Governing Law and Disputes

Lithuanian law. EU consumer protections preserved.

21.1. Governing law. This Agreement is governed by the laws of the Republic of Lithuania, excluding its conflict-of-laws rules and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).

21.2. Consumer protection carve-out. If any individual ever uses the App as a Consumer, that Consumer also benefits from the mandatory consumer-protection rules of their country of habitual residence (Article 6 of Regulation (EC) 593/2008 — Rome I); nothing in this section deprives that person of that protection.

21.3. Jurisdiction (Business Users). For disputes between us and a Business User, the courts of Vilnius, Republic of Lithuania, have exclusive jurisdiction. The parties may agree in an Order Form to refer disputes to confidential arbitration under the rules of the Republic of Lithuania, seated in Vilnius, in Lithuanian; where so agreed, that arbitration is the exclusive forum subject to the carve-outs for injunctive relief and IP disputes.

21.4. Jurisdiction (Consumers). For disputes with Consumers, jurisdiction is determined under Articles 17–19 of Regulation (EU) 1215/2012 (Brussels I bis); a Consumer may bring proceedings in the courts of their country of habitual residence or in the Lithuanian courts; we may bring proceedings only in the courts of the Consumer’s country of habitual residence.

Changes to this Agreement

How updates take effect, and what we tell you.

22.1. Routine updates. We may update this Agreement, Schedule A and the Privacy Policy from time to time, for example to reflect new features, regulatory change or operational change.

22.2. Material changes. Where a change is material and adverse to you, we will give reasonable advance notice (at least thirty (30) days unless a shorter period is required by law) by in-App notice and, where we have your email address, by email. If you do not agree, you may terminate the affected Subscription without penalty before the change takes effect, with a pro-rata refund of pre-paid Subscription Fees attributable to the unused portion.

22.3. Non-material changes (typographical fixes, clarifications, contact details, sub-processor list updates) take effect on posting.

22.4. App-specific updates. Schedule A may be amended independently of these Master Terms. A material adverse change to Schedule A triggers the same notice and termination rights as a change to these Master Terms.

22.5. Versioning. Each version of this Agreement and Schedule A is dated and archived. The version in force at the time of the relevant use governs that use.

General

Severability, assignment, force majeure, notices, language.

23.1. Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions continue in full force, and the invalid provision is replaced by a valid provision that most closely reflects the parties’ intent, consistent with mandatory law.

23.2. Assignment. You may not assign or transfer this Agreement or your account without our prior written consent. We may assign this Agreement in connection with a merger, acquisition, reorganisation, sale of assets or by operation of law, provided the assignee assumes the obligations and your statutory rights are preserved.

23.3. Force majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control (war, civil unrest, natural disaster, pandemic, governmental action, internet or major third-party-platform failure including the Apple App Store), provided notice is given and reasonable mitigation is attempted.

23.4. No waiver. Failure or delay in enforcing any right does not waive that right. A waiver is effective only in writing and signed by us.

23.5. Entire agreement. This Agreement (with Schedule A, the Apple-Required Terms in section 24, the Privacy Policy and any signed Order Form) constitutes the entire agreement between you and ML Consulting in respect of the App and supersedes all prior or contemporaneous communications, save for any pre-contractual statements that cannot be excluded under mandatory law.

23.6. Notices. Notices to ML Consulting must be sent to support+orchestroz@mlconsulting.lt and, where required by law, by registered post to our registered address. Notices to you are sent in-App, by email to the address associated with your account, or by postal mail where reasonably required.

23.7. Language. This Agreement is concluded in English. Translations may be provided for convenience; in case of discrepancy, the English version prevails, save where mandatory consumer law of your country of habitual residence requires otherwise.

23.8. Headings. Headings are for convenience only and do not affect interpretation.

23.9. No agency. Nothing in this Agreement creates any agency, partnership, joint venture or employment relationship between us, and nothing in the App or its outputs (including the Recommendation graph or Trusted Pools) creates any agency, employment, service or referral contract between any users.

Apple-Required Terms

Apple’s standard licensee provisions, applicable because the App is a Licensed Application distributed via the Apple App Store.

The following provisions apply because the App is a “Licensed Application” distributed via the Apple App Store. Apple Inc. and its subsidiaries are third-party beneficiaries of this section and may enforce its terms against you.

24.1. Acknowledgement. This Agreement is concluded between you and ML Consulting only, and not with Apple. ML Consulting, not Apple, is solely responsible for the App and the content thereof.

24.2. Scope of Licence. The licence granted in section 5 is limited to a non-transferable licence to use the App on any Apple-branded products that you own or control and as permitted by the Usage Rules in the Apple Media Services Terms and Conditions, except that the App may be accessed and used by other accounts associated with you via Family Sharing or volume purchasing.

24.3. Maintenance and Support. ML Consulting is solely responsible for providing any maintenance and support services with respect to the App, as specified in this Agreement or as required under applicable law. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.

24.4. Warranty. ML Consulting is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App (if any) to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be ML Consulting’s sole responsibility.

24.5. Product Claims. ML Consulting, not Apple, is responsible for addressing any claims of you or any third party relating to the App or your possession and/or use of the App, including: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy or similar legislation, including in connection with the App’s use of HealthKit and HomeKit (where applicable).

24.6. Intellectual Property Rights. In the event of any third-party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, ML Consulting, not Apple, will be solely responsible for the investigation, defence, settlement and discharge of any such intellectual-property-infringement claim.

24.7. Legal 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.

24.8. Developer Name and Address. ML Consulting MB, legal entity code 306991112, email support+orchestroz@mlconsulting.lt, is the licensor and the contact point for any user complaint, query or claim with respect to the App.

24.9. Third-Party Terms of Agreement. You must comply with applicable third-party terms of agreement when using the App.

24.10. Third-Party Beneficiary. You and ML Consulting acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Master Terms (and Schedule A which incorporates them), and that, upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary.

Precedence — Schedules and Order Forms

How conflicts between the Master Terms, Schedule A and an Order Form are resolved.

25.1. Order of precedence. In case of conflict between documents forming this Agreement, the order of precedence is:

(i) the Apple-Required Terms in section 24 (in respect of Apple’s role and Apple-required clauses);

(ii) the relevant Order Form (in respect of commercial terms specifically agreed between ML Consulting and the Workspace Owner for the relevant Subscription Term);

(iii) Schedule A (in respect of Orchestroz-specific provisions); and

(iv) these Master Terms.

25.2. Schedule A applies only to Orchestroz. A reference in Schedule A to a particular regulatory regime, evidentiary standard, data warranty or liability cap applies only in respect of Orchestroz. Cross-App contagion is excluded.

25.3. No silent override. Schedule A modifies these Master Terms only where it expressly says so. Where Schedule A is silent on a matter addressed in these Master Terms, the Master Terms apply unmodified.

PART II

Schedule A — Orchestroz

HOW THIS SCHEDULE IS READ

This Schedule supplements the Master Terms in respect of Orchestroz only. Where this Schedule expressly modifies a provision of the Master Terms, this Schedule prevails for Orchestroz and that App only. Where this Schedule is silent, the Master Terms apply unmodified.

VERSION

1.0

EFFECTIVE

2026-05-20

APP

Orchestroz — ensemble personnel operating system (iOS, iPadOS) + Mobile-Web Bridge

USER PROFILE

Business User (B2B) — institutional, conservatory, contractor, festival, pit

BILLING CHANNEL

Direct Channel (Order Form) at Institution+ ; optional App Store IAP at Community / Growing

READ WITH

Master Terms (Part I) v1.0

App-Specific Definitions

Terms additional to section 4 of the Master Terms.

“Organisation” — The Workspace Owner entity (for example, a university music program, conservatory, ensemble, contractor or festival production office) that establishes a Workspace in Orchestroz.

“Ensemble” — A musical performing group (orchestra, choir, band, pit, chamber group, section) configured within an Organisation.

“Project” — A series of rehearsals, performances, sectionals, productions or pit runs grouped together within an Ensemble.

“Section” — A grouping of voice parts, instruments, principals, desks or roles within an Ensemble (for example, SATB, strings, winds, brass, percussion, keyboard).

“Member” — A natural person registered as part of an Ensemble who receives invitations and submits RSVPs through the App or the Mobile-Web Bridge.

“Musician Profile” — A record in Orchestroz representing a substitute or freelance musician available for booking through a Workspace.

“Trusted Pool” — A private, workspace-scoped list of Musician Profiles the Workspace Owner has chosen to consider for substitute work. Trusted Pools are not public marketplaces and are not visible outside the Workspace except under the express cross-workspace federation framework in clause A5.5.

“Event” — A rehearsal, performance, sectional, call, production, pit run or other scheduled engagement created in Orchestroz, with requirements and a target invitee set.

“Urgent Call” — A structured request initiated by an authorised user to fill an empty chair on short notice, with target pool, response stream, fee metadata and audit history.

“Booking” — The locked confirmation of a substitute musician for an Event through the booking-lock state machine.

“Admin Mini-Pack” — An operational packet associated with a Booking, containing contract-handoff metadata, call-sheet information, payment fields and similar operational data. The Admin Mini-Pack is not a legal contract; see clause A8.

“Trust Note” — A private, role-gated, workspace-scoped reliability note recorded by authorised users about a Member or Musician Profile. Trust Notes are not public ratings.

“Reliability Score” — A workspace-internal score derived from saved attendance, fulfilment and Trust Note records.

“Recommendation Edge” — A captured musician-to-musician recommendation. Recommendation-to-profile conversion requires the recommended musician’s consent under clause A5.3.

“Performance Readiness Pack” — A watermarked PDF export combining section coverage, RSVP, substitution and audit data for an Event.

“Audition / Reaudition Committee Pack” — A watermarked PDF export combining seating, audition history and committee-relevant information for an Ensemble.

“Response Link” — A signed token with time-to-live (TTL) issued by Orchestroz that allows a Member or substitute Musician to RSVP or respond to an Urgent Call via the Mobile-Web Bridge.

Description of Orchestroz

Operational chain — not a legal-outcome guarantee.

A2.1. Purpose. Orchestroz is a B2B ensemble personnel operating system that helps Workspace Owners run the personnel chain for live performance operations — from invitations and RSVP capture, through section-native readiness calculation, urgent substitute fulfilment, booking lock with admin handoff, attendance evidence and private trust memory.

A2.2. Core functions. Organisation, Ensemble, Project and Section setup; Member and Musician Profile management; Trusted Pool management; Event / production / call creation with requirements and target pools; RSVP capture (App and Mobile-Web Bridge); deterministic readiness engine; substitution workflow and coverage recovery; Urgent Call routing to trusted pools; one-tap structured response capture; shortlist board with explicit fit signals; booking lock state machine; Admin Mini-Pack; attendance register; private Trust Notes and Recommendation Edge capture; Reliability Scores; saved views; reports, exports, run sheets and watermarked Performance Readiness / Audition Committee Packs; rules-based automations; optional opt-in AI helpers (clause A7).

A2.3. What Orchestroz is not. Orchestroz is not, and shall not be relied on as, a payroll, tax, social-security, accounting or fee-payment system; a contract management or legal-contract execution platform; an HR system, ERP, ticketing system, donor CRM, music library, scheduling system or accreditation-reporting system; a labour-relations, works-council, collective-bargaining or union-grievance platform; a public musician marketplace, talent agency, booking agency, public ratings service or recruitment platform; a tachograph, compliance certification or substitute for any regulated record-keeping; or a telematics / continuous worker-monitoring system. Outputs (including readiness states, Reliability Scores, claim-pack analogues, exports and AI drafts) are operational records only.

A2.4. No legal-outcome guarantee. Orchestroz supports the Workspace Owner’s operational position but does not guarantee any specific outcome — including rehearsal viability, performance occurrence, audition committee outcome, accreditation finding, grant award, fee recovery, contractor renewal, employment decision or labour-tribunal result. The Workspace Owner is responsible for the accuracy, lawfulness and use of every record.

Workspace, Authority and User Responsibilities

What the Workspace Owner must do before inviting members or musicians.

A3.1. Workspace Owner responsibility. The Workspace Owner is responsible for ensuring that use of the App is lawful in its operating jurisdictions and consistent with employment law, labour law, education law, privacy law, member / musician contracts and applicable internal policies (including any works-council, employee-representative, union or collective-agreement obligations).

A3.2. Notices to Members. Before inviting Members to a Workspace, the Workspace Owner must provide each Member with a privacy notice meeting Articles 13–14 GDPR (where applicable) explaining: (i) what data is collected (including RSVP responses, attendance, optional Trust Notes by authorised roles); (ii) why; (iii) who in the Workspace can access it; (iv) retention; and (v) the role of ML Consulting as data processor.

A3.3. Notices to Substitute Musicians. Before inviting a Musician Profile to a Trusted Pool, the Workspace Owner must have an appropriate lawful basis under Article 6(1) GDPR (typically legitimate interest based on a pre-existing professional relationship, or consent) and must, no later than the first invitation, provide the musician with information about how their data is held in Orchestroz, their rights, and how to opt out of being held in the Trusted Pool.

A3.4. Worker-monitoring obligations. Where Members are employees (for example, paid section leaders, conservatory faculty or staff musicians), the Workspace Owner shall, before granting App access: (i) provide a privacy notice meeting the worker-information rules of the country where the worker normally works (in particular under national rules implementing Article 88 GDPR); (ii) where required, consult the works council, employee representatives or trade union and obtain any required co-determination or authorisation; and (iii) document the lawful basis under Article 6(1) GDPR.

A3.5. Minor participants. Where a Member is a minor, the Workspace Owner is responsible for obtaining and documenting parental / guardian consent and for adapting the privacy notice to the language and rights regime applicable to minors. ML Consulting may decline to support specific minor-related workflows that fall outside the App’s launch scope.

A3.6. Role configuration. The Workspace Owner is responsible for configuring roles, permissions and access scoping within the Workspace and for ensuring that Members, substitute Musicians and authorised users see only information appropriate to their role.

Member, Musician and Substitute Data

Workspace-scoped, role-gated, never a public marketplace.

A4.1. Categories of personal data. Orchestroz processes the following categories of personal data on behalf of the Workspace Owner: identity and contact data; section / part / role / instrument data; RSVP and response data; attendance records; fee metadata (where used); Admin Mini-Pack data (including contract-handoff and payment-handoff fields supplied by the Workspace Owner); Trust Notes; Reliability Scores; Recommendation Edges; audit-log entries; optional profile photographs.

A4.2. Workspace Owner is the controller. In respect of all Member, Musician Profile, substitute and authorised-user data within a Workspace, the Workspace Owner is the data controller and ML Consulting is the data processor on the terms of the Master DPA.

A4.3. Role-gated access. Trust Notes, Reliability Scores and audit-log entries are role-gated. Member-level Reliability Scores are not exposed to the scored Member’s peers. Substitute response data is link-scoped to the relevant Urgent Call and is not exposed to other substitutes.

A4.4. Data minimisation. The Workspace Owner shall not enter into Orchestroz any sensitive personal data within the meaning of Article 9 GDPR (including data revealing racial or ethnic origin, political opinions, religious beliefs, trade-union membership, health data, biometric data or sexual-orientation data) except where strictly necessary, supported by a lawful basis under Article 9(2) GDPR, and recorded as such.

A4.5. Retention and deletion. Default retention is governed by Workspace settings. Archive is the default workflow for Members, Musician Profiles, Events and Urgent Calls with operational history. Permanent erasure of attendance, fulfilment or audit-log entries is restricted to documented data-subject erasure requests and Workspace-Owner-initiated retention-policy actions, in accordance with Article 17 GDPR and any applicable retention obligations.

Trusted Pools, Recommendations and Trust Notes

Private operational memory — not a public marketplace, not a public ratings service.

A5.1. Trusted Pools are private and workspace-scoped. Trusted Pools exist solely to support the Workspace Owner’s urgent-fill and planned-substitute workflows. They are not a public musician marketplace, talent agency, recruitment platform or public ratings service. Musician Profiles in a Trusted Pool are visible only to authorised users within the Workspace.

A5.2. No employment / agency relationship. Inclusion in a Trusted Pool does not create any employment, agency, service or referral contract between the Musician and ML Consulting, between the Musician and the Workspace Owner, or between any users. Engagement of a substitute Musician for an Event is governed solely by any contract the Workspace Owner separately enters into with that Musician.

A5.3. Recommendation Edges and consent. The App may capture musician-to-musician Recommendation Edges. Conversion of a Recommendation Edge into a Musician Profile invitation is the Workspace Owner’s action; before that conversion the Workspace Owner shall ensure it has, or will obtain, an appropriate lawful basis under Article 6 GDPR for processing the recommended musician’s contact data, and shall provide the privacy notice required by clause A3.3.

A5.4. Trust Notes — factual, operational, private. Trust Notes are private internal operational memory — not public ratings. Authorised users shall keep Trust Notes factual, operational and proportionate, and shall not use the App to record discriminatory, retaliatory or otherwise unlawful commentary about Members or Musician Profiles. ML Consulting does not warrant the accuracy of any Trust Note or Reliability Score and is not liable for any defamation, competition-law, unfair-commercial-practices, anti-discrimination, anti-retaliation or labour-relations claim arising from the Workspace Owner’s creation, use, sharing or publication of Trust Notes or Reliability Scores.

A5.5. Cross-workspace federation. Where the App offers cross-workspace pool federation (typically at District / Network tier), federation is opt-in only and requires the express, recorded consent of each participating Workspace Owner. Silent or default federation of Trusted Pools, Trust Notes or Reliability Scores across Workspaces is excluded.

A5.6. No public listing. The Workspace Owner shall not export, syndicate, publish or otherwise expose Trusted Pools, Reliability Scores, Trust Notes or the Recommendation graph in a manner that makes them publicly available or that creates a substitute for a public musician marketplace or ratings service, except with our prior written agreement and the agreement of Schedule A.

Readiness, Reliability Scores and Exports

Deterministic operational outputs — not legal, accreditation, grant or audition determinations.

A6.1. Workspace-configured rules. Section requirements, RSVP semantics, reminder windows, readiness formulas, fee-tier configuration, retention periods and export templates are configured or confirmed by the Workspace Owner. ML Consulting is not responsible for verifying whether those configurations match any external contractual, regulatory, union, collective-agreement or accreditation requirement.

A6.2. Deterministic readiness. Readiness states are derived deterministically from saved member, requirement, RSVP and substitution records. They are operational outputs and do not constitute a guarantee that an Event will occur, be musically successful, or meet any external standard.

A6.3. Reliability Scores remain internal. Reliability Scores are workspace-internal operational records and shall not be displayed to the scored individual’s peers, exposed publicly, or used to make material decisions about an individual (employment, contractor renewal, audition outcome, disciplinary action) in reliance solely on App output without meaningful human review and an independent assessment.

A6.4. Watermarked exports. Performance Readiness Packs, Audition / Reaudition Committee Packs and similar exports carry a watermark and an audit-trail block. Removal, modification or obscuring of either is a material breach of this Agreement and may result in immediate suspension or termination under section 16 of the Master Terms.

A6.5. No acceptance warranty. ML Consulting does not warrant that any export, calculation, score or pack will be accepted by, or be admissible before, any board, funder, accreditor, conductor, audition committee, union, court, arbitrator or counterparty.

AI-Assisted Features and Redaction Discipline

Optional, opt-in, rules-first, human-reviewed, redaction-bounded.

A7.1. Rules-first. Rules-based automations (readiness recalculation, substitute-needed flags, promote-to-urgent-call recommendations, response-gap highlighting, shortlist ranking from explicit fit signals, state-machine enforcement, audit-log generation) operate without third-party AI providers and run on data within the Workspace Owner’s tenancy.

A7.2. AI assistance is optional and opt-in. AI-assisted helpers (for example, weekly fulfilment summary drafts, repeated-failure-cause summaries, admin-gap highlights, anomaly detection and manager summary text for a Performance Readiness Pack) are off by default and are activated only when an admin of the Workspace Owner explicitly enables them in Settings. Section 13 of the Master Terms applies.

A7.3. AI safety rules. Where AI helpers are enabled, the App enforces the following rules:

▪ AI never automatically selects a substitute or auto-publishes a Booking;

▪ AI never exposes private Trust Notes outside authorised roles;

▪ AI never changes Booking, billing, Admin Mini-Pack or audit-log state;

▪ AI-assisted output is editable text only and requires human confirmation before any save, send or export;

▪ AI-assisted output must not be sent to a Member, Musician, customer, board, funder, accreditor, audition committee or other third party without meaningful human review by an authorised user.

A7.4. Redaction discipline. Where AI helpers are enabled, ML Consulting will not silently send Trust Notes, Reliability Score reasoning, member identity data or other customer-identifying free-text to a third-party language-model provider. Inputs are redacted in accordance with the rules disclosed in the in-App AI settings, and the Workspace Owner controls whether identifying fields are included.

Bookings, Admin Mini-Pack and No Legal-Contract Status

Operational governance — not contract execution, not payment processing.

A8.1. Booking lock is operational. The booking-lock state machine governs when, within Orchestroz, a Booking is considered operationally locked. It is not a legal contract between the Workspace Owner and the substitute Musician. Substantive contract formation, fee agreement, tax treatment and engagement terms remain solely the Workspace Owner’s responsibility outside the App.

A8.2. Admin Mini-Pack is operational. The Admin Mini-Pack assembles operational handoff data (contract-handoff fields, call-sheet metadata, payment-handoff fields). Its completion gates the Booking only operationally. It does not constitute a valid contract, a payment instruction or a payroll record.

A8.3. No payment processing. Orchestroz does not process payments, fees, taxes or social-security contributions. Any payment, fee, tax or contribution flowing to a substitute Musician, contractor or Member is the Workspace Owner’s sole responsibility, processed through systems outside Orchestroz.

A8.4. E-signature integration. The optional e-signature integration (where enabled) supports operational handoff and acknowledgement only. ML Consulting does not warrant that any document signed via that integration is legally enforceable; substantive contract validity is the Workspace Owner’s responsibility.

A8.5. Substitute Pool Brokerage add-on. Where the optional Substitute Pool Brokerage add-on is enabled, it provides workspace-scoped, audit-traceable substitute-offer functionality only. The brokerage add-on does not process compensation, does not create any agency relationship between ML Consulting and any musician or workspace, and does not transform Orchestroz into a public marketplace.

Mobile-Web Bridge for Members and Substitutes

Browser-accessible, link-scoped, time-limited.

A9.1. Browser access via signed links. Member RSVP and substitute Urgent Call response pages are delivered via the Mobile-Web Bridge using signed, time-limited Response Links. The Mobile-Web Bridge is accessible from any browser, including Android, on the understanding that the operator surface (manager / contractor / coordinator) remains iOS-native.

A9.2. Acceptable use applies. Members and substitute Musicians using the Mobile-Web Bridge are bound by section 12 of the Master Terms and clause A10 of this Schedule, even where they do not hold an Apple ID and have not separately installed the App.

A9.3. Link security. Response Links expire automatically. Expired or invalid links fail safely without leaking Event or Urgent Call data. Sharing a Response Link with an unauthorised third party is prohibited and may result in revocation by the Workspace Owner or by ML Consulting.

A9.4. Notice to mobile-web users. The Workspace Owner shall ensure that Members and substitute Musicians receive, at the time of first use of the Mobile-Web Bridge, the privacy notice required by clauses A3.2 and A3.3 and information about how to contact the Workspace Owner about their personal data.

A10

Specific Prohibited Uses

In addition to section 12 of the Master Terms.

The Workspace Owner and its authorised users must not:

▪ use the App for covert monitoring of Members, Musicians or other workers, or describe the App to any worker, member or musician as anything other than an ensemble personnel operating system;

▪ use Trust Notes, Reliability Scores or the Recommendation graph in a defamatory, retaliatory, discriminatory, anti-competitive, anti-union or otherwise unlawful manner;

▪ enter false RSVP responses, fabricated attendance, knowingly incorrect Admin Mini-Pack data, fictitious Bookings or knowingly incorrect Trust Notes into the App;

▪ use Reliability Scores or Trust Notes to make material decisions about an individual (employment, contractor renewal, audition outcome, disciplinary action) in reliance solely on App output without meaningful human review and an independent assessment;

▪ export, syndicate or publish Trusted Pools, Reliability Scores, Trust Notes or the Recommendation graph in a manner that creates a substitute for a public musician marketplace or ratings service, except as expressly permitted in writing;

▪ use the App to coordinate a boycott, exclusion campaign, blacklist or collective refusal to engage with named Members or Musicians;

▪ use the App as a substitute for any required union, works-council or employee-representative consultation;

▪ use the App as a substitute for any payroll, tax, social-security, contract management, accreditation, grant-reporting or regulated record-keeping system;

▪ remove, modify, obscure or attempt to forge the watermark or audit-trail block on any Performance Readiness Pack, Audition / Reaudition Committee Pack or other export;

▪ use the App in a way that targets minors outside the parental / guardian notice and consent framework in clause A3.5;

▪ cause cross-workspace federation of Trusted Pools, Trust Notes or Reliability Scores other than through the express opt-in framework in clause A5.5.

A11

Plans, Billing and Liability

A11.1. Plans. Orchestroz is sold under the following indicative Plan structure:

▪ Pilot (one season, paid

▪ Community Ensemble

▪ Growing Ensemble

▪ Institution

▪ Conservatory / Multi-Ensemble

▪ Festival / Pit Contractor

▪ Professional / Per-Service Orchestra

▪ District / Network

Add-ons (Substitute Pool Brokerage, AI rehearsal-and-fill assistant, E-signature integration, Calendar integration, SSO) are bundled with the parent tier billing channel. Onboarding and migration services are quoted separately. Actual Plan composition, limits and any service-level commitment are set out in the Order Form (Direct Channel) or in the App Store paywall sheet (Community / Growing IAP, where used).

A11.2. Billing channel rule. At Institution and above, payment never flows through Apple’s App Store In-App Purchase system, in accordance with Apple’s App Store Review Guidelines for B2B and reader-app categories. The Direct Channel governs those tiers. At Community and Growing, App Store IAP may be used at the Workspace Owner’s option; where used, clauses 10.2–10.7 of the Master Terms apply.

A11.4. Operational and outcome limitation. Without prejudice to clause 19.1 of the Master Terms, ML Consulting is not liable for: (i) the outcome of any rehearsal, performance, audition, tour, recording, festival or production; (ii) any accreditation finding, grant award or denial, board or donor decision; (iii) any commercial dispute, fee dispute, audition committee outcome, contractor renewal decision, employment decision, labour-tribunal proceeding, union grievance or works-council determination; (iv) the actual conduct of any third-party Member, Musician, conductor, venue, contractor or counterparty; or (v) any decision the Workspace Owner takes in reliance on App output.

A11.5. Pre-paid Subscription Fees. Where a Subscription Term is terminated for cause attributable to ML Consulting under clause 22.2 of the Master Terms, ML Consulting will refund pre-paid Subscription Fees attributable to the unused portion of the affected Term on a pro-rata basis.