Visual Farms Customer Data Protection and Privacy Agreement
Visual Farms and Visual Farms Farm Partner Confidentiality and Data Protection Agreement
This document provides an example of the Privacy Agreement to which Visual Farms and its partners agree for the provision of services.
This agreement (“Agreement”) is entered into and becomes effective as of (“Effective Date”) by and between Visual Farms, LLC (“VisualFarms” or “we”), a Colorado limited liability company, and your company (nameor “you”). Throughout this document, you and we may also be referred to as“Partner.”
Each party, prior to and following the Effective Date,owns, develops, and acquires rights in Confidential Information, as defined below. The parties wish to share and use Confidential Information tofacilitate Visual Farms’ provision of specific information services, including proprietary and public information that combines data provided by each party.
The Purpose of this Agreement is to:
• Describe Visual Farms’ policy regarding the protection ofyour and Visual Farms’ Confidential Farm Data.
• Allow Visual Farms to use your Confidential Farm Data to develop its proprietary machine learning systems and to provide you with combined information specific to your farm. This includes seed choices, learning responses, yield data, benchmarking, practice simulations, and other valuable data that have significant economic benefits for your farm.
• Ensure the protection of Visual Farms’ AgData methodologies and recommendations in the services provided to you.
Definition and Use of Confidential Information
Your Confidential Information. By entering into this agreement and becoming a Visual Farms Partner, you are agreeing to provide us“Farm Data,” which we may use for your farm. All Farm Data will be considered and treated as confidential by Visual Farms. Farm Dataincludes the following:
• Agronomic data, land data, farm management, practicesdata, and machine data;
• Your and/or your farm’s name and address;
• Your geo-referenced operating farm field boundaries with your own identifiersfor reference.
• A history of hybrids, row widths, seed populations, planting dates, andyields grown by field for yield model calibration;
• Seeding and yield maps, along with practices such as irrigation, drainage,nutrient applications, timing, and similar activities;
• Sensor locations and data, including soil moisture and temperature sensors,other in-field sensors, and remotely sensed images and data;
• Any other information about your farm that can improve on-farm specificityand performance, provided you permit it.
Aggregating Information.
Occasionally, we may combine Farm and Ag Data for analysis,technology, and marketing purposes. This can also help your farm through applications like benchmarking. Any aggregated information will be “anonymized”so your Farm Data cannot be personally identified.
By becoming a Visual Farms Partner, you are opting in toprovide Farm Data to us, and you reserve the right to limit what you provide,but acknowledge that this may affect the reliability and value of performanceand yield outcomes. Should you wish to opt out, you may request the return of your Farm Data in the same format in which you provided it to us; however, it will not be available separately in the form of Combined Information.
Our Confidential Information.
“Ag Data” refers to all the information provided by VisualFarms. You acknowledge and agree that all Ag Data is considered confidential and proprietary to Visual Farms. Ag Data includes, but is not limited to,historical and current data from public and private sources that we have enhanced as proprietary or patented for use in these trials and our products.Our patented software and databases utilize national sets of farm field boundaries containing historical farm structure, ownership, operators, land use,and farm network information. It also includes, but is not limited to, soils,hydrography, transportation, jurisdictions, terrain/elevation at the highest available levels of precision, which can sometimes be at in-field levels of precision for a farm. Additionally, it encompasses risk data, agriclimate,hybrid and variety performance, along with key variables related to seed selection and performance that may be specific to your farm.
Combined Information.
Our proprietary software algorithms, interfaces, and data work together to manage your information, providing seed choices, learning responses, yields, and practice-related outcomes that are also tailored to your farm. We call this "Combined Information," and believe it will offer significant economic and management benefits to you—and, of course, to us—as we collaborate to develop an independent AgenticAI (GenAI) and Machine Learning System for your farm. Since Combined Information is valuable to Visual Farms for developing its proprietary systems and is economically beneficial to help Visual Farms maintain and improve the quality of its products and services, you agree not to share Combined Information with any other parties not directly involved in your farm's operation.
Derived Data
Data-driven insights, recommendations, visualizations, or predictive outputs produced byVisual Farms, e.g., “Visual Farms recommends this hybrid…,” are considered proprietary AI systems and may not be published, transmitted, or reused outside this platform without written permission.
Third-Party Data Boundaries
The original seed trial data providedby the Seed Companies is in the public domain. However, it undergoes significant modifications to be useful as BestSeedChoiceTM for farmers by Visual Farms. Partners are not permitted to redistribute any seed trial data provided by Visual Farms for benchmarking or recommendations without explicit permission from Visual Farms.
Results and Sharing.
Because we believe in the value of our products to farmers,we understand that you may be comparing our results as Combined Data with those of others. This offers value to both parties by providing a better farm-centricseries of products. You may share relative results with others and reciprocally with us, but you agree not to share our data or Combined Data with thirdparties.
Ownership and Use of Confidential Information.
Each party retains all rights, titles, and interests in its Confidential Information and all improvements and modifications related to it.Any modifications of a Disclosing Party's Confidential Information, along withany improvements, inventions, know-how, or other developments based on such Confidential Information created by or with the assistance of a ReceivingParty, shall be regarded as the property of the Disclosing Party. Title to all intellectual property rights in such developments is hereby transferred and assigned to the Disclosing Party. You acknowledge that one goal of thisPartnership is to expand field-level proof of our Machine Learning and GenAIsystems, to identify key farmers' needs for farm-specific applications. IfVisual Farms considers it appropriate to respond to user needs, it may disclose certain Visual Farms methods, potential methods, and results to you, and you may describe specific farm practices and ideas to help us develop your applications. We may also disclose Combined Information and other data regarding our field analytics that may include your Farm Data, provided it does not specifically identify your farm or its source.
Breach and Notification
Should any breach of this agreement that reveals Farm Data,Ag Data or Combined Data occur, we agree to notify each other immediatelydirectly via email or telephone.
Obligations with respect to Confidential Information
Non-disclosure
We will never sell, rent, or share your Farm Data withanyone else without your clear permission. This Agreement explains how wehandle Farm Data you give us or that we collect as you use our Services. Itdoes not cover the practices of companies we don’t own or control, or individuals we don’t supervise. We may share Farm Data only with employees,contractors, formal partners, or affiliated organizations who need to know toprovide our services. Any sharing will depend on their agreement not to disclosethe data.
Return of Confidential information
You may ask us to return a copy of any Farm Data that you submitted in the format that you originally submitted it to us by contacting us at info@visualfarms.com, but you acknowledge that we have the right to retain Combined Data and any other results or information arising from our field trials or development of the system.
Duration of Obligations
The term of this agreement is three years from the first date of signing of this agreement. We may however, retain Farm Data, for up tofive years, a time during which we will continue to honour the policies in this Agreement.
Policy Changes
Should any changes to this agreement be anticipated, wewill advise you of this via email or phone and provide documentation of suchchanges on our web site.