(a) Problem the project solves

OVER addresses the lack of a shared, precise, decentralized spatial layer for the physical world. It positions itself as the world's largest 3D mapping dataset powering VPS navigation, World Models/Machine Perception Models, and Generative AR experiences. In practice it tackles two linked gaps: machines (robots, devices, autonomous systems) need centimeter-accurate ways to understand where they are and data to train Vision Foundation Models; creators/businesses need a way to anchor and publish AR content reliably to real-world locations. OVER builds comprehensive 3D digital twins of real places to serve both — feeding "Physical AI" on one side and AR publishing on the other — while keeping ownership of the underlying spatial assets decentralized rather than locked inside a single corporate map provider.

(b) Operational priorities

OVER's approach to long-term sustainability centers on the self-reinforcing flywheel described above: more 3D maps improve the Large Geospatial Models, which sharpen VPS accuracy and generative-AI capabilities, which drives more adoption and, in turn, more mapping. Each loop increases the value and coverage of the underlying spatial dataset — the asset every revenue channel draws from. Rather than relying on transactional marketplace fees, ongoing development and operations are expected to be funded primarily by the utility and monetization of that spatial data: licensing maps to AI labs for world-model and machine-perception training, VPS API usage for machine spatial orientation, and vertical applications such as indoor navigation. As these channels scale, they generate recurring, demand-driven revenue tied directly to the dataset's growth rather than to speculative token activity. This revenue is intended to feed back into the ecosystem through two parallel mechanisms. First, a buyback program: revenues generated from 3D-map monetization are used to buy back OVR from the market, linking real commercial activity to token demand and aligning the token's value with the platform's actual data economy. Second, Foundation treasury support: the Foundation's Community-Rewards and Ecosystem allocations (capped at a hardcoded 72-month linear release and governed by token-holder votes) fund community incentives and ecosystem growth. Together, buyback-from-revenue and Foundation-backed reserves are meant to sustain both continued mapping incentives (map2earn) and core protocol development over time.

(c) High-level project overview

At its core, OVER runs an incentivized 3D-mapping economy. Through its map2earn program, OVER rewards a global community of mappers in OVR tokens for scanning physical locations, producing 3D digital twins that accumulate into the world's largest 3D mapping dataset — on the order of 250k+ locations, 100M+ images, and over 1,000 TB of data. This crowdsourced supply is the central asset, and OVER monetizes it through several complementary channels: Licensing to AI labs for world models and machine perception. The curated 3D datasets are licensed to train Large Geospatial Models and other spatial-AI / machine-perception systems, positioning the map data as training fuel for "Physical AI" and robotics rather than just consumer content. Visual Positioning System (VPS) API. The same maps power a VPS that lets any camera-equipped device or robot establish its precise position and orientation in 3D space. OVER offers a Camera Pose Estimation API for centimeter-precise positioning and real-time pose estimation, live across ~249k locations — sold as a service for autonomous navigation and spatial awareness. Indirect value to OVRLand (AR anchoring). The 3D maps and VPS provide the precise anchoring substrate for OVRLand, OVER's AR spatial domains, enabling AR content to be locked accurately to real-world coordinates both indoors and outdoors. Here the maps don't generate direct revenue so much as make the AR publishing layer technically viable and more valuable driving OVRLand sales. Vertical applications. The VPS foundation supports purpose-built solutions such as indoor navigation and wayfinding systems, extending the map economy into specific commercial verticals (e.g. retail/venue navigation).

(d) Primary token functions

OVR is an ERC-20 utility token, with a fixed final supply of 89,893,756 tokens after a April 26, 2023 governance vote permanently concluded the original Initial Bonding Curve Offering. Its main functions are: Medium of exchange — used on the OVER marketplace to buy or rent OVRLand buy OVRMaps, received as payment when selling these NFT-based digital assets. Governance — holders participate in decisions affecting governance of the OVER platform. (E.g.: the IBCO closing)
Staking / liquidity mining Earn mechanisms — rewards through map2earn (3D mapping), Play2Earn games like Treasure Hunt, and creator contests.

(e) Control surface reliance

Today, control of OVER's core assets — the 3D map dataset, brand, and software — sits with Over Global OU, 100% controlled by Over Holding Srl as the operating company, with token-holder governance already exercised over specific on-chain parameters (E.g.: the IBCO closure and supply fix). The anticipated evolution moves this control surface decisively toward market-based decentralized governance via MetaDAO's futarchy. The intended end-state has three parts. First, an asset transfer: Over Holding would transfer all of the intellectual property — the 3D maps, brand, and software — to an entity controlled by a MetaDAO-style futarchy, so the IP itself sits under decentralized control rather than with the company. Second, a clean separation of roles: Over Holding is retained as the development company ("DevCo"), continuing to build and operate the technology under delegation, while ultimate authority over the IP rests with the futarchy. Third, governance binding: all proof-of-governance over the IP is delegated to the futarchy and strictly connected to token holders, so material decisions about the assets are made through the protocol rather than by the company alone. The substantive shift is in how decisions get made. Rather than conventional token-weighted voting, MetaDAO's futarchy replaces token-based voting with market-based mechanisms: a proposal spins up two prediction markets — one assuming it passes, one assuming it fails — and participants trade on the expected outcomes, with the market's relative valuation of the "pass" versus "fail" scenarios determining the decision. The governing objective is an economic metric (typically token value), so the model is designed to make choices data-driven and tied to the protocol's measured success rather than to popularity or insider influence. A practical attraction for this kind of handover is accountability: futarchy makes participants financially accountable for their predictions, so that only decisions with broad, measurable support are enacted. MetaDAO is relevant here specifically because it is the first project to put futarchy into live practice and is itself governed by futarchy, providing a platform on which other communities can create and run their own futarchies.

Labs / DevCo

Foundation

DAO / Onchain Governance

(a) IP ownership & control

IP is owned by OVER Global OU, 100% controlled by Over Holding S.r.l.. OVER Global OU is the target of the formerly described MetaDAO operation.

(b) Contract/admin powers

Currently there is no active DAO, the only existing on-chain governance contracts are Aragon DAO-framework IBCO smart-contracts, yet the IBCO has indefinitely been stopped by a vote of token holders on 26th April, 2023 at 8:00 PM CEST, fixing the total supply to 89,893,756 OVR tokens.

(c) Locked-token rights (conditional)

N/A

(d) Value accrual & holder rights

Utility Token (OVR) value accrual is enforced by a token buy-back and burn mechanic. The planned revenue burn split is the following: 60% of revenues generated from 3D Maps Data Licencing, VPS Usage, LGM Licencing are used for buy-back and burn mechanics. While for revenues generated on the B2B XR layer, 35% goes to the OVRLand owners and 30% are used for buy-back and burn mechanics. NFT tokens issued by OVER, namely OVRLand, are spatial domains with publishing rights granted to the bearer for AR content on the geographic coordinates defined by the NFT.

(e) Dissolution authority

The formerly existing Aragon DAO-framework could be modified only by majority token vote.

(a) Entity

NO FOUNDATION Currently

(f) Current economic arrangements and distribution policies

Not existing

(a) Entity

Over Holding S.r.l. - Italian LTD

(b) IP ownership & control

All of the IP: 3D Maps data, software, Brand, Patents, treasury tokens, are owned by an Estonian subsidiary Over Global OU,

(c) Powers over DAO, treasury, protocol-controlled resources, and token administration

Pre-minted tokens are controlled by unmodifiable vesting smart contracts. The entity does not hold any control/power on the DAO; OVER Global OU - the Estonian entity -  has control over treasury, protocol revenue, token administration and reward parameters.

(d) Powers over Foundation

No primary foundation exists.

(e) Contract/admin powers

On 2nd May 2023 at 10:43 AM CEST, the IBCO smart contracts have been definitively stopped, and the final total supply of existing OVR tokens is equal to 89,893,756. There IBCO stop is permanent, no address can reactivate the IBCO.

(f) Current economic arrangements and distribution policies

None exist

(a) Planned but not yet executed airdrop

NO AIRDROPS

(a) Date & component affected

No exploits effecting Token Holders of Protocol Funds as of 13/07/2026

(a) Regulatory, Legal & Tax Risks

Impact of regulatory change on TGE and listings. OVR completed its token generation and price discovery via an Initial Bonding Curve Offering that ran from December 2020 to its governance-mandated closure in 2023; there is therefore no pending or future TGE that could be blocked by regulatory change. The residual risk is to ongoing listings rather than issuance. OVR is currently traded on both centralized venues (KuCoin, Gate.io, MEXC) and decentralized pools (Uniswap, PancakeSwap). Evolving classification regimes — most materially the EU's Markets in Crypto-Assets Regulation (MiCA), under which the issuer's home base falls, and discretionary delisting decisions by individual exchanges — could restrict or remove access to specific trading venues in certain jurisdictions. Because no market maker or exchange holds a token allocation or lockup tied to a listing (see Sections 8 and 9), the project has limited contractual control over whether any given centralized venue continues to support the pair. Entity-level regulatory impact. The project's control surface is concentrated in two existing legal entities: Over Holding S.r.l. (Italian limited company, the DevCo) and its wholly-owned Estonian subsidiary Over Global OÜ, which holds the IP and treasury tokens. There is no Foundation and no active DAO, so regulatory exposure runs through ordinary corporate entities subject to Italian and Estonian law and to EU-level frameworks (MiCA, AML/KYC obligations, data-protection rules applicable to the underlying mapping/imagery dataset). Future enforcement actions, licensing requirements (e.g., classification of any element of the platform as a regulated service), or changes that compel a restructuring of the DevCo/subsidiary arrangement could increase operating costs or require changes to how the token's utility functions are offered. The contemplated future migration of IP to a MetaDAO-style futarchy entity (described in Section 1e) is not yet implemented and would itself raise novel and untested regulatory questions if pursued. Tokenholder tax treatment. Tax treatment of acquiring, holding, staking, earning (via map2earn, Play2Earn, or the OVR-to-UOMI staking program), or disposing of OVR is uncertain and varies by jurisdiction and by the holder's individual circumstances. Rewards earned through mapping or staking may be treated as ordinary income in some jurisdictions and as something else in others. The project does not provide tax advice. Each tokenholder is solely responsible for determining and meeting their own tax obligations and should consult a qualified professional. Jurisdictional and user-access restrictions. The project applies a single category of access restriction: OVER does not distribute rewards to, nor accept payments from, persons or citizens of jurisdictions subject to OFAC sanctions. This restriction is enforced through third-party KYC providers, which screen users against sanctions criteria. There are no other jurisdictional gates — the project does not otherwise restrict U.S. persons or apply retail-versus-professional gating. The associated risks are twofold. First, KYC and sanctions screening, while reducing exposure, are not infallible; in a decentralized, crowdsourced mapping economy there remains residual risk that a restricted person could interact with the token or platform despite these controls, and the project relies on the accuracy and continued operation of its third-party KYC providers. Second, because no broader jurisdictional restrictions are imposed, OVR may be accessible to users in jurisdictions where its offering or specific utility functions are not permitted, creating regulatory exposure for both those users and the project should local rules tighten.

(b) Protocol, Technology & Security Risks

Bugs and design flaws. OVR's on-chain footprint consists of the original Aragon-framework IBCO contracts (now permanently halted), the ERC-20 token contract, the burn contract holding ~2.1M OVR, and a set of vesting contracts, the majority of which have completed their schedules. Because issuance is closed and supply is fixed at 89,893,756 OVR, the most severe smart-contract risk class — unauthorized minting or supply inflation — is structurally constrained, as no active minting authority remains. Residual technical risk concentrates in: (i) the token and vesting contracts (any latent flaw could affect transfers or remaining locked balances); (ii) the Uniswap V3 OVR/ETH pool seeded at IBCO closure and other DEX liquidity, which is subject to standard AMM and smart-contract risk; and (iii) off-chain and adjacent infrastructure — the VPS/Camera Pose Estimation API, the OVRLand/OVRMap NFT layer, and the marketplace — whose failure would not alter token balances but could disrupt the utility that underpins token demand. Security measures and their limitations. Rather than deploying bespoke contract code, OVER relied on battle-tested, independently audited frameworks from Aragon Black for its core on-chain components — the IBCO bonding-curve and collateral-management contracts (built on the Aragon DAO framework and the Bancor protocol) and the associated governance mechanics. Using widely-deployed, audited frameworks reduces the likelihood of novel implementation errors relative to custom code, and the vesting contracts are immutable once deployed, removing upgrade-key risk for locked balances. These measures nonetheless have limits. Reliance on third-party frameworks does not guarantee the absence of undiscovered vulnerabilities, and it transfers a degree of dependence onto the security and continued correctness of those external codebases. Audits reflect a point in time and cannot anticipate every interaction or future condition. Furthermore, these protections do not extend to third-party dependencies outside OVER's contract perimeter — the DEX protocols hosting OVR liquidity, the bridges with Base, and Polygon — nor to user-side custody failures.

(c) Token Economics, Unlocks & Incentive Risks

Critical economic assumptions. OVR's long-term model rests on the assumption that demand-driven, off-chain and on-chin revenues — licensing 3D-map data to AI labs for world-model and machine-perception training, VPS API usage, vertical applications such as indoor navigation and OVRLand sales — will scale and feed the buyback-and-burn mechanism described in Section 1b. The token's value-accrual thesis depends on that commercial revenue materializing at sufficient scale; if data-licensing and VPS adoption do not grow as projected, the buyback-from-revenue loop weakens, removing the primary non-speculative source of token demand. A second assumption is that map2earn and other earn incentives continue to attract mapping contributors at a cost sustainable from Foundation-allocated reserves; those reserves are finite and capped at a hardcoded 72-month linear release, so incentive emissions are time-bounded and cannot be indefinitely extended without new revenue. Failure of either assumption would impair the flywheel that links dataset growth to token demand. Supply, unlocks, and deflation. Supply is fixed at 89,893,756 OVR with no active inflation; the majority of insider and contributor vesting (Equity Subscribers, Team, Advisors, both Foundation buckets) has completed, so the historically significant unlock-driven sell pressure has largely passed and the holder base is correspondingly wide. The remaining supply-side variable is the Foundation Community-Rewards and Ecosystem allocations, which release linearly up to the 72-month cap; continued distribution of these can add circulating supply over their remaining schedule. On the deflationary side, ~2.1M OVR sits in the burn contract and revenue-funded buybacks are designed to burn further tokens, but the magnitude of future burns is contingent on the revenue assumptions above and is not guaranteed. Governance control over monetary policy and rewards. Governance powers are presently narrow. Total supply is fixed and not adjustable by governance, and the IBCO is permanently closed — so monetary policy in the inflationary sense is effectively immutable. The principal governance-related risk is therefore not runaway inflation but the contemplated future migration to MetaDAO-style futarchy (Section 1e): if adopted, decision-making over the IP and protocol parameters would shift to market-based mechanisms that are novel and not yet live for OVER, introducing execution, legal, and governance-design uncertainty whose effect on tokenholders cannot yet be assessed.