This Biometric Data Addendum (“Biometric Addendum”) supplements the Enterprise Terms or other written or digital agreement entered into by and between the customer identified in the Agreement (“Customer”) and Shade, Inc. (“Company”) (the “Agreement”). Company may update this Biometric Addendum from time to time and will provide reasonable notice of any such updates. This Biometric Addendum incorporates the terms of the Agreement, and any capitalized terms that are used but not defined in this Biometric Addendum shall have the meanings set forth in the Agreement.

1. This Biometric Addendum shall apply to the extent that Customer opts in to Facial Recognition and People Search. Customer acknowledges and agrees that its use and operation of such feature may involve the extraction, generation, creation, collection, possession, processing, use, transfer, disclosure, storage, or deletion (collectively, “Processing”) of data that may be deemed to be “biometric information,” “biometric identifiers,” “biometric data,” or similar terms (as applicable, “Biometric Data”) under one or more applicable laws, which may include, but is not limited to, the Illinois Biometric Information Privacy Act, the Texas Capture or Use of Biometric Identifier Act, the Washington Biometric Identifier statute, or any other similar laws (collectively, to the extent applicable, “Biometric Data Laws”).
   
   

2. By using or operating Facial Recognition and People Search, Customer instructs Company to conduct Processing of Biometric Data in accordance with the applicable Agreement. Customer acknowledges and agrees that it is responsible for compliance with Biometric Data Laws, including but not limited to by (a) providing legally adequate notices to all data subjects and obtaining all necessary consents (including informed written consent and explicit consent, where legally required) for such Processing of Biometric Data by Company; and (b) instructing Company (through means specified by Company) to delete Biometric Data where required by law. Any notices provided, or consents obtained, by Customer must be provided and obtained on behalf of Customer and Company (identified as a service provider of Customer). Notwithstanding Customer’s obligation to comply with Biometric Data Laws, a sample of notice and consent language that Customer may choose to use is available at: AI and Biometric Data FAQ. Customer acknowledges and agrees that (i) such sample language is not legal advice and (ii) Company makes no representations, warranties, or covenants as to the appropriateness, sufficiency or accuracy of such sample language, nor that such sample language will comply with all applicable laws, including but not limited to Biometric Data Laws.
   
   

3. If Customer does not comply with this Biometric Data Addendum or otherwise fails to comply with all applicable laws, including but not limited to Biometric Data Laws, Customer may not use Facial Recognition and People Search or related Services. Customer agrees to cooperate with Company to confirm Customer’s compliance with all applicable laws, including but not limited to Biometric Data Laws, and this Biometric Data Addendum upon Company’s request, including by providing Company with verification that Customer has obtained any required consents from data subjects. Customer agrees to defend, indemnify, and hold harmless Company, its affiliates and licensors, and each of their respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, penalties, fines, costs, and expenses (including reasonable attorneys’ fees) arising out of or in any way related to any third-party claim concerning Customer’s direct or indirect failure to meet the requirements of this Biometric Data Addendum or comply with applicable laws, including but not limited to Biometric Data Laws.