Terms of Service

1Definitions

Capitalized terms have the meanings given below or where they are first defined in these Terms.

“Administrator” means an Authorized User whom Customer designates to manage its Nexus account, users, permissions, and settings.

“Affiliate” means an entity that controls, is controlled by, or is under common control with a party, where “control” means ownership of more than 50% of the voting interests of the entity.

“Aggregated Data” has the meaning given in Section 8.4.

“Agreement” means, collectively, each Order, these Terms, the DPA, and any other document that an Order expressly incorporates.

“AI Features” means any functionality of the Services that uses machine learning, large language models, or other artificial intelligence to generate content, analysis, recommendations, or actions, including Nexus Intelligence and Agentic Intelligence.

“Authorized User” means an employee or individual contractor of Customer or its Affiliates whom Customer authorizes to use the Services.

“Customer Data” means data and content that Customer or its Authorized Users submit to the Services, that the Services collect from Customer’s connected systems at Customer’s direction, and the output that the Services generate from that data for Customer. Customer Data does not include Usage Data or Aggregated Data.

“Documentation” means Fractal’s then-current user guides, help materials, and specifications for the Services that Fractal makes available to Customer.

“DPA” means the Nexus Customer Data Processing Addendum, which is incorporated into the Agreement.

“Fractal Technology” means the Services, the Nexus platform, Nexus Edge, and all software, models, algorithms, connectors, integrations, configurations, data mappings, workflows, templates, report formats, methods, Documentation, and other technology and materials that Fractal or its licensors provide or develop, including all improvements, modifications, and derivative works, whether or not developed for or with Customer.

“Implementation Records” means the records of scope, configuration, data flows, decisions, approvals, and other implementation details that the parties keep in Nexus Edge or in written communications between their authorized representatives.

“Implementation Services” means discovery, onboarding, configuration, integration, data mapping, testing, training, site visits, launch support, and similar professional services that Fractal performs to set up the Services.

“Onboarding Fee” means any one-time fee stated in an Order for Implementation Services, whether or not the Order waives or discounts it.

“Order” means a signed services agreement, order form, or change order, or an online order placed through Nexus Edge, that references these Terms and identifies the Services, fees, and term purchased.

“Personal Data” has the meaning given in the DPA.

“Services” means the Subscription Services, the Implementation Services, support, and the other services that Fractal provides under an Order.

“Signing Payment” means any prepayment of subscription fees that an Order requires Customer to make at or before signing. An Onboarding Fee is not part of the Signing Payment.

“Subscription Services” means the hosted Nexus platform, Nexus Edge, and the applications, integrations, and features that Customer subscribes to under an Order.

“Third-Party Services” means software, systems, networks, data, and services that Fractal does not provide, including Customer’s accounting, ERP, dispatch, and point-of-sale systems, payment processors, banks, and AI model providers.

“Usage Data” means technical and operational data about how the Services are accessed, perform, and are used, such as logs, metadata, configuration settings, error reports, and feature-usage statistics. Usage Data does not include the content of Customer Data.

2Agreement Structure, Acceptance, and Priority

2.1 The Agreement. The Agreement is the complete contract for the Services. Each Order is a separate contract that incorporates these Terms and the DPA. No separate statement of work is required; where an Order calls for implementation work, the Order and the Implementation Records together describe that work.

2.2 Acceptance and Authority. Customer accepts the Agreement when it signs an Order, when an authorized representative clicks to accept these Terms, or when it uses the Services after these Terms have been presented to it. Each individual who signs or clicks to accept on Customer’s behalf represents that he or she has authority to bind Customer. Fractal makes these Terms, the DPA, and the Privacy Notice available for review and download before acceptance, and acceptance confirms that Customer received them and had the opportunity to review them.

2.3 Order of Precedence. If documents conflict, the following order applies: (a) the Order, but only as to the Services purchased, quantities, locations, fees, payment schedule, subscription term, renewal, any Delivery Deadline and related termination right, and any provision that expressly states that it overrides these Terms; (b) the DPA, as to the processing of Personal Data; (c) these Terms; (d) the Implementation Records; and (e) the Documentation. Implementation Records document configuration and approvals within the purchased scope; they do not add Services, change fees, or amend these Terms unless they are signed as a change order by authorized representatives of both parties. Purchase orders, vendor registration forms, and other terms that Customer provides have no effect, even if Fractal accepts or signs them.

2.4 Business Use Only. The Services are offered only to businesses for business purposes. Customer represents that it is acquiring the Services for commercial purposes and not for personal, family, or household use.

2.5 Individual Users. An Authorized User who is not an Administrator or an authorized signatory agrees only to the user-conduct obligations in these Terms. An individual user’s acceptance does not amend Customer’s Order or authorize any purchase.

3Access, Accounts, and Authority

3.1 Access Right. Subject to the Agreement and payment of all applicable fees, Fractal grants Customer, during the applicable subscription term, a non-exclusive, non-transferable, non-sublicensable right for its Authorized Users to access and use the Subscription Services purchased in an Order, solely for Customer’s internal business operations, at the locations and within the quantities and other limits stated in the Order and the Documentation.

3.2 Authorized Users and Administrators. Customer is responsible for its Authorized Users and for all activity under its accounts, and a breach of the Agreement by an Authorized User is a breach by Customer. Customer will maintain at least one active Administrator and one billing contact, promptly remove access for individuals who leave or no longer need it, and keep user roles current. Credentials are personal to each Authorized User and may not be shared.

3.3 Purchasing and Approval Authority. Only an Administrator to whom Customer assigns purchasing authority (a “Purchasing Administrator”) may order paid Services or increase quantities. Permissions to view reports, administer an integration, approve a transaction, and make purchases are separate permissions. Fractal may treat any order, approval, or instruction submitted through an account that holds the applicable permission as authorized by Customer.

3.4 Account Security. Customer will use the security controls that the Services make available, including multi-factor authentication where offered, protect all credentials, and promptly notify Fractal of any suspected unauthorized access. Fractal is not responsible for losses caused by compromised Customer credentials or by Customer’s failure to use available security controls.

3.5 Access by Other Businesses. An invitation, directory listing, or business relationship does not entitle a supplier, contractor, customer, or other independent business to access Customer’s records. Customer must approve any sharing with another business and identify the information to be shared and the purpose of the sharing. Customer is responsible for the access it grants.

4Implementation, Onboarding, and Launch

4.1 Implementation Services. Fractal will perform the Implementation Services described in the Order using Nexus’s established integration process. Fractal determines the methods, personnel, and tools it uses to perform the Implementation Services and will record material implementation details, decisions, and Customer approvals in the Implementation Records.

4.2 Customer Responsibilities. Customer will, at its own cost and in a timely manner: (a) designate a project owner, a technical administrator, a finance or reconciliation contact, and a billing contact; (b) provide access to its systems, premises, personnel, and accurate source data; (c) obtain all licenses, consents, vendor cooperation, and third-party permissions that Fractal needs to connect to and use Customer’s systems; (d) make decisions and give approvals promptly; and (e) participate in data validation, reconciliation, testing, and training. Customer remains responsible for its business decisions, source records, credentials, and approvals. Fractal will not assume that it has access rights merely because a system is technically accessible, and credentials must be shared only through an approved secure channel.

4.3 Site Visits. Site visits scheduled as part of the Implementation Services are included in the Onboarding Fee or, if the Order waives the Onboarding Fee, in the other fees stated in the Order. Customer will provide safe and timely access to its premises and systems for each scheduled visit. Fractal may charge for additional visits that Customer requests, and for visits that must be rescheduled or repeated because of Customer Delay, at its then-current rates plus reasonable travel expenses, but only if Customer approves the charges in writing in advance.

4.4 Customer Delay. “Customer Delay” means any delay in, or failure of, Fractal’s performance caused by Customer, its Affiliates, personnel, contractors, or vendors (including the providers of Customer’s third-party systems), including any failure to provide access, data, licenses, vendor cooperation, decisions, approvals, or testing participation when requested, and any change in scope that Customer requests. Fractal is not responsible for any delay or failure caused by Customer Delay, and all implementation dates, including any Delivery Deadline, are extended by one day for each day of Customer Delay. Fractal will try to note each Customer Delay in the Implementation Records when it occurs, but a failure to do so does not affect the extension. Each extension that Fractal notifies to Customer is final unless Customer objects in writing within five business days after the notice. If Customer Delay totals more than 60 days, Fractal may, by written notice and without limiting its other remedies, either (a) set the Service Start Date as the date of the notice and begin billing subscription fees, in which case Section 4.8 no longer applies to that Order; or (b) terminate the affected Order and retain all amounts paid.

4.5 Nexus Edge and Deployment. Nexus Edge is the onboarding and account workspace for the Services. Unless an Order expressly provides otherwise, Fractal or its service providers host the Subscription Services, and the name “Nexus Edge” does not mean that the Services, Customer Data, or any AI processing reside on Customer’s premises. Fractal will identify any locally installed connector or equipment during implementation and will obtain Customer’s approval before installing it. Public roadmaps, demonstrations, and statements about future functionality are not commitments to deliver.

4.6 Changes. Either party may request changes to the scope, schedule, or approach of the Implementation Services. A change that affects fees, the Services purchased, or committed dates takes effect only when authorized representatives of both parties approve it in a change order or a Nexus Edge order. Fractal is not required to perform work outside the agreed scope. If a Third-Party Service imposes limitations that materially affect the planned scope, Fractal will notify Customer, and the parties will address the limitations through the change process rather than by silently reducing the scope.

4.7 Ready-for-Launch Notice, Testing, and Acceptance. When the core Services described in the Order are configured and ready for Customer’s launch testing, Fractal will notify Customer in writing, which may be through Nexus Edge or by email (a “Ready-for-Launch Notice”). A Ready-for-Launch Notice is effective when Fractal posts it in Nexus Edge or emails it to Customer’s project owner or an Administrator, and a later notice of nonconformity does not affect its effectiveness for purposes of Section 4.8. Within 10 business days after the Ready-for-Launch Notice, Customer will complete launch testing and either accept the Services or notify Fractal in writing of any material nonconformity with the Order or the Implementation Records, described in reasonable detail. Fractal will correct each confirmed material nonconformity at no additional charge and notify Customer when the correction is ready, and Customer will then have 5 business days to retest it. Acceptance occurs on the earliest of: (a) Customer’s written acceptance; (b) Customer’s use of the Services in production other than for testing; or (c) the end of a testing period without a written notice of material nonconformity. Minor defects that do not materially impair the intended use will be corrected but do not delay acceptance. Account creation, acknowledgement of these Terms, training, sandbox activity, and purchase of an application do not by themselves constitute acceptance or production use. Unless the Order states otherwise, the “Service Start Date” is the date on which acceptance occurs. If acceptance has not occurred within 30 days after the Ready-for-Launch Notice, the Service Start Date will be the 30th day after the Ready-for-Launch Notice, unless the delay results from Fractal’s failure to correct a material nonconformity that Customer reported in accordance with this Section and that Fractal confirmed.

4.8 Delivery Deadline and Early Exit Right. This Section applies only if an Order states a date by which Fractal is to issue a Ready-for-Launch Notice (that date, as extended under these Terms, the “Delivery Deadline”). The Delivery Deadline is extended by one day for each day of Customer Delay and of any event described in Section 21.2 (Force Majeure). If Fractal has not issued a Ready-for-Launch Notice by the Delivery Deadline, Customer may terminate the Order by written notice that Fractal receives during the 15 days after the Delivery Deadline and before Fractal issues a Ready-for-Launch Notice; a notice received before the Delivery Deadline has passed has no effect. If Customer terminates under this Section: (a) Customer will owe no subscription fees for any period after termination and no early termination charge under that Order, but Customer remains responsible for all amounts that became due before termination; (b) notwithstanding Section 6.9, Fractal will retain all amounts already paid, including any Signing Payment and Onboarding Fee, as fully earned payment for reserving implementation resources and for the onboarding, Implementation Services, and site visits performed, and those amounts are non-refundable; and (c) Section 18.6 (Data Export and Deletion) will apply. If Customer does not exercise this right within that 15-day period, the right expires. This Section states Customer’s sole and exclusive remedy, and Fractal’s entire liability, for any failure to issue a Ready-for-Launch Notice by the Delivery Deadline.

5Orders, Subscriptions, and Renewal

5.1 Included Services. Customer’s subscription includes only the Services expressly listed in its Order. A catalog listing, demonstration, preview, roadmap item, or announcement does not add a product to an existing subscription. Payroll, ERP, Agentic Intelligence, portals, CRM, private cloud, and other products are available only under a separate Order and may carry separate subscription, usage, implementation, or third-party fees.

5.2 Online Orders. Before Customer confirms an order through Nexus Edge, Fractal will display the product, quantity and billing unit, unit price, any discount and its expiration, any one-time or usage charges, any immediate prorated charge, the new recurring total, the activation date, and the applicable term and cancellation terms. An online order becomes binding when a Purchasing Administrator affirmatively confirms it, and Fractal will send a confirmation. Paid upgrades are never preselected.

5.3 Add-Ons. Unless the Order for an add-on states otherwise, a monthly add-on (a) is billed on the same cycle as Customer’s base subscription; (b) is prorated from its activation date for the days remaining in the current billing cycle; and (c) does not reset or extend the term of the base subscription. No fee accrues for a product before its activation date. Customer may cancel an optional monthly add-on effective at the end of the first billing cycle that ends at least 30 days after Fractal receives notice. Cancelling an add-on does not reduce committed base fees.

5.4 Subscription Term and Renewal. The initial subscription term begins on the Service Start Date and lasts for the period stated in the Order. Unless the Order states otherwise, the subscription then renews automatically for successive one-month periods unless either party gives written notice of nonrenewal at least 30 days before the end of the then-current term. Notice of nonrenewal may be given during the initial term to take effect at its end. Except as the Agreement expressly provides (including in Sections 4.4 and 4.8), neither party may terminate an Order for convenience, either before the Service Start Date or during the initial term, and the fees for the initial term are a non-cancellable commitment.

5.5 Price Changes and Discounts. Fractal may change the fees for any renewal term by giving Customer at least 60 days’ written notice before the change takes effect, and Customer may avoid the change by giving notice of nonrenewal before the change takes effect. A discount applies only to the products, quantities, and period stated in the Order and, unless the Order states otherwise, ends at the end of that period, after which Fractal’s then-current pricing applies. Fractal will not change a fixed discount before its stated expiration without Customer’s approval.

5.6 Trials, Previews, and Beta Features. Fractal may offer trial, preview, or beta features (“Beta Features”). Beta Features are optional, may be incomplete, may be changed or discontinued at any time, are not covered by any support, service-level, or warranty commitment, and are provided “as is.” Enabling a Beta Feature does not enroll Customer in a paid service, and a trial converts to a paid subscription only if Customer accepts terms that state its end date and price. Fractal’s total liability arising from Beta Features will not exceed $100.

6Fees, Payment, and Taxes

6.1 Fees. Customer will pay all fees stated in each Order, in U.S. dollars. Unless an Order states otherwise, recurring fees are billed monthly in advance, and all other fees are due within 15 days after the invoice date. Fees are based on the Services purchased, not on actual usage, except for usage-based fees stated in an Order.

6.2 Onboarding Fees and Signing Payments. Onboarding Fees and Signing Payments are due on signing unless the Order states otherwise. Onboarding Fees are fully earned when paid and are non-refundable. Fractal will credit a Signing Payment to the first month of the subscription on the Service Start Date. Notwithstanding Section 6.9, if an Order ends before the Service Start Date for any reason, Fractal will retain the Signing Payment as fully earned payment for reserving implementation resources and for the Implementation Services performed, and the Signing Payment is non-refundable. Retaining a Signing Payment does not limit Fractal’s other remedies if the Order ends because of Customer’s breach. A waiver or discount of an Onboarding Fee applies only to the Order that states it and does not carry over to any other Order.

6.3 Payment Authorization. Customer will authorize recurring payment by business bank debit or card through Fractal’s approved payment provider. Each payment authorization will identify the merchant, the masked payment method, the amounts or how they are calculated, the frequency, the first charge, and how to revoke the authorization. Customer authorizes Fractal and its payment provider to collect, through the authorized payment method, all fees, taxes, and expressly approved additional charges due under the Agreement, to retry failed payments as payment network rules permit, and to issue refunds and credits to that method. Fractal will not collect from any other payment method without Customer’s consent, and a Nexus subscription authorization never authorizes collection of payments from Customer’s own customers.

6.4 Payment Security. Customer must submit payment details only through Fractal’s approved secure payment interfaces and must not send full card numbers, card security codes, bank login credentials, or similar data by email, support ticket, document, or ordinary integration field. Fractal retains only payment tokens, masked identifiers, and authorization records.

6.5 Cancellation and Revocation Requests. An Administrator may submit a nonrenewal or add-on cancellation through Nexus Edge Billing or to the billing contact identified in the Order. A verified payer or authorized signer for a payment method may revoke that method’s authorization through the billing contact without Administrator access. Fractal will confirm each request with a dated receipt that states its effective date. Revoking a payment authorization stops future collection under it after a reasonable processing period, but it does not cancel the subscription or reduce any amount owed, and Customer must promptly provide another acceptable payment method.

6.6 Billing Disputes. Customer must notify Fractal in writing of any good-faith dispute about a charge within 30 days after the charge or invoice date, describe the basis for the dispute in reasonable detail, and pay all undisputed amounts when due. Fractal is not required to credit or refund any charge that Customer does not dispute within that period, except as non-waivable law or payment network rules require. The parties will work in good faith to resolve disputes promptly, and Fractal will credit any amount that it confirms was charged in error.

6.7 Late Payment. Overdue undisputed amounts accrue interest from the due date until paid at the lesser of 1.5% per month or the highest rate permitted by law. Customer will reimburse Fractal’s reasonable costs of collecting overdue amounts, including attorneys’ fees and collection agency fees.

6.8 Taxes. Fees do not include taxes. Customer will pay all sales, use, value-added, withholding, and similar taxes, duties, and charges relating to the Services, other than taxes on Fractal’s net income. If Fractal is required to collect a tax, Fractal will invoice it unless Customer provides a valid exemption certificate. If Customer is required by law to withhold any tax, Customer will increase its payment so that Fractal receives the full amount invoiced.

6.9 No Refunds or Set-Off. Except as the Agreement expressly provides or non-waivable law requires, all fees are non-cancellable and non-refundable, and cancellation or nonrenewal does not create a refund for any period already billed. Refunds are available only for (a) billing errors; (b) prepaid subscription fees (but not a Signing Payment retained under Section 6.2) covering the period after Customer terminates an Order under Section 11.2, 15.3, 18.2, or 21.2, or under Section 8.3 of the DPA; and (c) amounts that non-waivable law requires Fractal to refund. Customer may not withhold, set off, or deduct any amount owed to Fractal against any amount that Fractal owes or allegedly owes Customer.

7Acceptable Use and Restrictions

7.1 Prohibited Conduct. Customer and its Authorized Users will not, and will not permit anyone else to: (a) use the Services in violation of law or the rights of others; (b) submit unlawful, infringing, deceptive, or malicious content, or introduce malware; (c) attempt to gain unauthorized access to the Services, another account, or another customer’s data, or evade any security, usage, or access control; (d) probe, scan, load-test, or disrupt the Services without Fractal’s written authorization; (e) impersonate any person or misrepresent an affiliation; (f) use the Services to make unlawfully discriminatory decisions, misuse personal information, or conceal unauthorized financial activity; or (g) use the Services in any application in which a failure could lead to death, personal injury, or severe physical or environmental damage.

7.2 Restrictions on Fractal Technology. Customer will not, and will not permit anyone else to: (a) copy, modify, translate, or create derivative works of the Fractal Technology; (b) reverse engineer, decompile, or disassemble the Fractal Technology, except to the extent that non-waivable law expressly permits it; (c) sell, resell, rent, lease, sublicense, or provide the Services to third parties, or use them as a service bureau; (d) remove any proprietary notice; (e) use automated means to extract data from or reproduce the Services, other than through interfaces that Fractal provides for that purpose; (f) access or use the Services to build a competing product or service or to copy any feature, function, workflow, or user interface; or (g) publish benchmark or performance test results for the Services without Fractal’s prior written consent.

7.3 Restricted Data. Unless an Order expressly approves the Services for the data and all required agreements and controls are in place, Customer will not submit to the Services any of the following (collectively, “Restricted Data”): full payment card numbers or card security codes outside approved payment fields; online banking credentials; protected health information regulated by HIPAA; biometric identifiers; information about children under 16; government-classified or export-controlled data; or other data subject to heightened legal protection. Payroll data may be transferred only under the applicable Payroll terms and approved secure workflows. Fractal has no liability for Restricted Data submitted in violation of this Section.

7.4 Investigation. Fractal may investigate any suspected violation of this Section 7, using access to Customer Data that is proportionate to the issue and subject to Section 13 (Confidentiality) and the DPA, and may suspend affected access under Section 18.4.

8Customer Data and Usage Data

8.1 Ownership. As between the parties, Customer owns Customer Data, including the business records it submits and the reports that the Services generate from those records for Customer.

8.2 License to Fractal. Customer grants Fractal, its Affiliates, and its subprocessors a worldwide, non-exclusive, royalty-free license to host, copy, transmit, process, display, and otherwise use Customer Data (a) to provide, secure, support, maintain, and improve the Services; (b) to prevent or address service, security, technical, or fraud issues; (c) as Customer instructs through the Services or otherwise; and (d) as required by law. Fractal will process Personal Data within Customer Data in accordance with the DPA.

8.3 Customer Responsibilities for Customer Data. Customer is solely responsible for the accuracy, quality, legality, and integrity of Customer Data; for collecting it lawfully; for providing all notices and obtaining all consents and permissions required for Fractal to process it under the Agreement; and for any sharing that Customer authorizes. Customer represents and warrants that its provision of Customer Data, and Fractal’s processing of Customer Data in accordance with the Agreement, will not violate any law or any third party’s rights.

8.4 Usage Data and Aggregated Data. Fractal owns all Usage Data and Aggregated Data. “Aggregated Data” means data derived from Customer Data or Usage Data that has been de-identified and aggregated so that it does not identify Customer, any Authorized User, or any individual and cannot reasonably be re-identified. Fractal may use Usage Data and Aggregated Data for any lawful purpose, including to operate, secure, analyze, benchmark, and improve the Services and to develop new products and features, but Fractal will not disclose Usage Data in a form that identifies Customer or any individual except to its service providers or as required by law. To the extent Usage Data includes Personal Data, Fractal will process it only as the DPA permits or, for account and administration records, as described in the Privacy Notice. Fractal will maintain and use de-identified data only in de-identified form and will not attempt to re-identify it, except as permitted by law.

8.5 Data Commitments. Fractal will not sell Customer Data, share it for cross-context behavioral advertising, or use Customer Data, other than in the form of Aggregated Data, to train general-purpose artificial intelligence models, unless Customer separately and expressly authorizes it in writing. Ordinary use of the Services and acceptance of these Terms are not that authorization. This Section does not limit Fractal’s use of Usage Data or Aggregated Data, or its configuration and tuning of the Services for Customer’s own use.

8.6 Source Records and Backups. The Services are not a system of record or a backup service for Customer’s source systems. Customer will maintain its own source records and backups and will perform the backup, rollback, and recovery responsibilities assigned to it in the Implementation Records. Unless a signed security or service-level schedule states otherwise, Fractal does not commit to any specific recovery point or recovery time. Fractal’s sole obligation for lost or corrupted Customer Data is to use commercially reasonable efforts to restore it from Fractal’s most recent available backup.

8.7 Privacy Notice. The Privacy Notice describes how Fractal handles account, website, and administrative information for its own purposes. It is provided for transparency and does not expand Fractal’s rights to use Customer Data under the Agreement.

9Security

9.1 Safeguards. Fractal will maintain commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Data in Fractal’s control against unauthorized access, use, and disclosure, as further described in the DPA. Fractal will limit personnel access to Customer Data to those who need it to perform the Services and are bound by confidentiality obligations.

9.2 Customer Security Obligations. Customer is responsible for the security of its own systems, networks, devices, credentials, and Third-Party Services, and for configuring the permissions and security settings available in the Services appropriately for its needs.

9.3 Security Incidents. Fractal will notify Customer of a Security Incident (as defined in the DPA) without undue delay and will provide the information and cooperation described in the DPA.

9.4 No Guarantee. No security measures are perfect or impenetrable. Unless a signed security schedule states otherwise, Fractal makes no commitment regarding any certification, audit scope, data residency, private inference, zero-retention processing by model providers, or continuous monitoring service.

10AI Features and Automated Actions

10.1 Nature of AI Output. AI Features generate output probabilistically. Output may be inaccurate, incomplete, outdated, biased, or unsuitable for Customer’s purposes, and similar inputs may produce different outputs. Customer is responsible for evaluating output and for all decisions it makes and actions it takes based on output.

10.2 Human Review. Customer will have qualified personnel review AI output before relying on it for any accounting, tax, legal, financial, credit, employment, safety, or other consequential decision. The Services do not provide accounting, tax, legal, investment, or other professional advice and do not replace qualified professional review.

10.3 Permissions for Automated Actions. AI Features may read data, make recommendations, or take actions only within the permissions and instructions that Customer assigns. Access to a connected system, acceptance of these Terms, or a general acknowledgement of AI terms does not authorize an AI Feature to move money, submit payroll, post journal entries, change credit limits, disclose information to another business, or make external commitments. Customer must separately approve each class of action and its limits, approvers, and destinations. High-impact actions require human approval until Customer configures, tests, and approves otherwise. Customer may revoke any permission at any time, subject to the orderly completion or cancellation of work already approved. Customer is responsible for all actions taken within the permissions it assigns.

10.4 Agentic Intelligence. Nexus Intelligence reporting and Agentic Intelligence are separate products, and Agentic Intelligence is available only under a separate Order. Fractal will not materially expand an agent’s authority without a new authorized instruction from Customer. Availability of action history, model selection, retention, and recovery functions depends on the product ordered and the confirmed configuration.

10.5 Third-Party Models. AI Features may use models provided by third parties. Fractal may change model providers or versions to maintain or improve the Services, subject to the subprocessor provisions of the DPA. Fractal will not authorize its AI model providers to use Customer Data to train their general-purpose models.

10.6 No Guaranteed Outcomes. Fractal does not guarantee any savings, revenue, fraud prevention, credit result, level of accuracy, or other business outcome from the Services.

11Third-Party Services and Financial Products

11.1 Third-Party Services. The Services interoperate with Third-Party Services that Fractal does not control. Customer’s use of each Third-Party Service is governed by its agreement with the provider, and Customer is responsible for the fees, licenses, and terms of its Third-Party Services unless the Order expressly includes them. Fractal is not responsible for the availability, accuracy, security, or performance of any Third-Party Service or for any act or omission of its provider. By connecting a Third-Party Service, Customer authorizes Fractal to exchange Customer Data with it as needed to provide the Services.

11.2 Changes to Third-Party Services. If the provider of a Third-Party Service changes or discontinues its APIs, licensing, pricing, or terms in a way that prevents Fractal from providing an integration or makes it commercially unreasonable to do so, Fractal may modify or discontinue the affected integration on notice to Customer. If, after the Service Start Date, that change materially reduces the Services that Customer purchased and no reasonable alternative is available through the change process, Customer may terminate the affected Service and receive a refund of prepaid subscription fees for that Service covering the period after termination, as its sole remedy.

11.3 Checkout and Payment Processing. Access to the Checkout software is separate from merchant acceptance, underwriting, settlement of funds, reserves, chargebacks, and card or bank processing fees. Those services, including any offered under the Fractal Payments name, are provided under separate processing or merchant agreements and are subject to their own approvals and fees. A Nexus subscription authorization is not an authorization from any of Customer’s payers, and Customer is responsible for obtaining and retaining each payer’s required authorization. These Terms do not promise deposit insurance, lending approval, availability of funds, or speed of settlement.

11.4 Regulated and Specialized Products. Payroll, ERP, credit decisioning, financing, banking, and other regulated or specialized products require separate product terms, eligibility review, verification, and operating controls before activation. A payroll authorization must separately identify wage payments, tax filings, and debit authority, and ERP readiness requires reconciled opening data and acceptance. Customer must have a lawful purpose, provide required notices, and maintain human oversight for any credit, employment, or similar decision. These Terms do not authorize access to consumer reports.

11.5 No Fiduciary Role. Connecting Customer’s systems does not make Fractal Customer’s bank, accountant, payroll provider, fiduciary, or agent, and does not give Fractal authority to change Customer’s agreements with third parties.

12Intellectual Property

12.1 Fractal Technology. Fractal and its licensors own all right, title, and interest, including all intellectual property rights, in and to the Fractal Technology. The Fractal Technology includes all configurations, integrations, connectors, data mappings, workflows, templates, report formats, and other work product that Fractal creates in performing the Services, whether created alone or with Customer, but it does not include Customer Data. To the extent Customer or its personnel acquire any right in any Fractal Technology, Customer assigns that right to Fractal. Any transfer of ownership of custom work product to Customer requires a separate written agreement signed by Fractal.

12.2 Customer Materials. Customer retains ownership of Customer Data and of its preexisting materials and trademarks. Neither party acquires the other’s preexisting intellectual property except as the Agreement expressly provides.

12.3 Feedback. If Customer or its Authorized Users provide suggestions, ideas, or other feedback about the Services, Fractal may use and incorporate the feedback without restriction, attribution, or compensation, and Customer grants Fractal a perpetual, irrevocable, worldwide, royalty-free license to do so. Feedback does not include Customer Data, and this Section does not license Customer’s Confidential Information for use outside the Services.

12.4 Reservation of Rights. Fractal reserves all rights not expressly granted in the Agreement. No implied licenses are granted.

13Confidentiality

13.1 Definition. “Confidential Information” means non-public business, technical, financial, and personal information that one party (the “Discloser”) discloses to the other party (the “Recipient”) and that is marked confidential or that a reasonable person would understand to be confidential. Fractal’s Confidential Information includes the Fractal Technology, its pricing, the terms of each Order, its product roadmaps, and its security information. Customer’s Confidential Information includes Customer Data.

13.2 Obligations. The Recipient will use the Discloser’s Confidential Information only to perform its obligations and exercise its rights under the Agreement, will protect it using at least reasonable care, and will disclose it only to its and its Affiliates’ employees, contractors, advisors, and service providers who need to know it and are bound by confidentiality obligations at least as protective as these. The Recipient is responsible for any breach of this Section by those persons.

13.3 Exclusions. Confidential Information does not include information that the Recipient can show (a) is or becomes public without a breach of the Agreement; (b) was known to the Recipient without restriction before it was received; (c) was independently developed without use of the Discloser’s Confidential Information; or (d) was rightfully received from a third party without a duty of confidentiality. Personal Data remains protected under the DPA even if an exclusion applies.

13.4 Compelled Disclosure. The Recipient may disclose Confidential Information to the extent required by law or court order if it gives the Discloser prompt notice, where legally permitted, and reasonable cooperation, at the Discloser’s expense, in seeking protective treatment.

13.5 Duration and Return. These obligations continue for three years after the Agreement ends and, for trade secrets, for as long as the information remains a trade secret under applicable law. On request after the Agreement ends, the Recipient will return or destroy the Discloser’s Confidential Information, except for copies retained in backups or as required by law or its records retention policies, which remain subject to this Section.

13.6 Equitable Relief. Unauthorized use or disclosure of Confidential Information or Fractal Technology may cause irreparable harm for which damages would be an inadequate remedy, and the injured party may seek injunctive relief in addition to any other remedy. The Recipient will not oppose that relief on the ground that damages are an adequate remedy.

14Support and Changes to the Services

14.1 Support. Fractal will provide the support described in the Order and the Documentation and will use commercially reasonable efforts to respond to and resolve incidents and to restore interrupted Services. Fractal’s Core Operations team is Customer’s primary point of contact, and specialist teams, including Payment Operations, may resolve assigned matters.

14.2 Maintenance. Fractal may perform scheduled and emergency maintenance. When practicable, Fractal will give reasonable advance notice of scheduled maintenance that is expected to materially affect availability.

14.3 No Service Levels Unless Signed. Uptime, response-time, and resolution commitments apply only if they are stated in a separate service-level agreement signed by Fractal.

14.4 Changes to the Services. Fractal continually develops the Services and may modify, update, or replace features, interfaces, and underlying technology at any time. During a committed subscription term, Fractal will not materially reduce the core functionality of the Subscription Services that Customer purchased, except as described in Section 11.2 or as required by law or to address a security risk.

15Warranties and Disclaimers

15.1 Mutual Warranties. Each party represents that it is validly organized and in good standing, that it has the authority to enter into the Agreement, and that its performance of the Agreement will not violate any other agreement by which it is bound.

15.2 Fractal Limited Warranty. Fractal warrants that (a) it will perform the Implementation Services in a professional and workmanlike manner consistent with generally accepted industry standards; and (b) the Subscription Services will perform materially in accordance with the Documentation and the configuration recorded in the Implementation Records.

15.3 Warranty Claims and Exclusive Remedy. The warranty in Section 15.2 covers only nonconformities that Customer reports in writing within 30 days after they first occur, with enough detail for Fractal to reproduce them. Fractal will, at its option, correct the nonconformity or re-perform the affected Services at no additional charge. If Fractal does not do so within 30 days after receiving the report, either party may terminate the affected Service, and Fractal will refund any prepaid subscription fees for that Service covering the period after termination. This Section states Customer’s sole and exclusive remedy, and Fractal’s entire liability, for any breach of Section 15.2.

15.4 Exclusions. The warranty in Section 15.2 does not apply to any nonconformity caused by Customer Data, Third-Party Services, Customer’s systems or networks, misuse, use that does not comply with the Documentation or the Agreement, changes not made by Fractal, Beta Features, or Services provided free of charge.

15.5 Customer Warranties. Customer represents and warrants that (a) all information it provides to Fractal is accurate and complete; (b) it has, and will maintain, all rights, licenses, and consents needed for Fractal to access its systems and process Customer Data as the Agreement contemplates; and (c) it will use the Services in compliance with applicable law.

15.6 Disclaimer. EXCEPT AS EXPRESSLY STATED IN THIS SECTION 15, THE SERVICES, THE FRACTAL TECHNOLOGY, AI OUTPUT, AND ALL OTHER MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, FRACTAL AND ITS LICENSORS DISCLAIM ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. FRACTAL DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT ALL DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES WILL MEET CUSTOMER’S REQUIREMENTS OR ACHIEVE ANY PARTICULAR RESULT.

16Indemnification

16.1 Customer Indemnity. Customer will defend Fractal, its Affiliates, and their officers, directors, employees, and agents (the “Fractal Parties”) against any claim, demand, suit, or proceeding brought by a third party, including a government authority, arising out of or relating to: (a) Customer Data, including any claim that Customer Data, or its processing in accordance with the Agreement, infringes, misappropriates, or violates any law or third-party right; (b) a breach of Section 7 (Acceptable Use and Restrictions) or a violation of law by Customer or its Authorized Users; (c) any transaction, payment, payroll submission, accounting entry, credit, employment, or other decision or action that Customer or its Authorized Users initiated, approved, or permitted through the Services; (d) Customer’s Third-Party Services or Customer’s relationships with its own customers, payers, suppliers, employees, or contractors; or (e) Fractal’s compliance with Customer’s instructions. Customer will indemnify and hold harmless the Fractal Parties from all damages, fines, penalties, settlement amounts, costs, and reasonable attorneys’ fees arising from any such claim. Customer’s obligations under this Section apply even if the claim alleges that a Fractal Party was negligent, but they do not apply to the extent the claim results from a Fractal Party’s breach of the Agreement, gross negligence, or willful misconduct.

16.2 Procedure. Fractal will give Customer prompt written notice of each claim (although a delay relieves Customer of its obligations only to the extent the delay materially prejudices Customer), reasonable cooperation at Customer’s expense, and control of the defense and settlement of the claim. Customer may not settle any claim in a way that admits fault by, or imposes any obligation (other than a payment that Customer makes) on, any Fractal Party without Fractal’s prior written consent. Fractal may participate in the defense with counsel of its choice at its own expense.

17Limitation of Liability

17.1 Exclusion of Certain Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR ANTICIPATED SAVINGS, COST OF SUBSTITUTE SERVICES, OR LOSS OR CORRUPTION OF DATA (EXCEPT FRACTAL’S RESTORATION OBLIGATION UNDER SECTION 8.6), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES.

17.2 General Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THE AGREEMENT WILL NOT EXCEED THE TOTAL FEES THAT CUSTOMER PAID TO FRACTAL UNDER THE ORDER GIVING RISE TO THE CLAIM DURING THE SIX MONTHS IMMEDIATELY BEFORE THE FIRST EVENT GIVING RISE TO LIABILITY.

17.3 Data Protection Cap. FOR CLAIMS ARISING FROM A PARTY’S BREACH OF SECTION 9 (SECURITY), SECTION 13 (CONFIDENTIALITY), OR THE DPA, EACH PARTY’S TOTAL CUMULATIVE LIABILITY WILL NOT EXCEED THE TOTAL FEES THAT CUSTOMER PAID TO FRACTAL UNDER THE APPLICABLE ORDER DURING THE 12 MONTHS IMMEDIATELY BEFORE THE FIRST EVENT GIVING RISE TO LIABILITY. THIS CAP REPLACES, AND IS NOT IN ADDITION TO, THE CAP IN SECTION 17.2.

17.4 Exceptions. The exclusions and caps in Sections 17.1 through 17.3 do not apply to: (a) Customer’s obligation to pay fees and other amounts due; (b) Customer’s obligations under Section 16 (Indemnification); (c) Customer’s breach of Section 7 (Acceptable Use and Restrictions) or its infringement or misappropriation of Fractal’s intellectual property rights; or (d) a party’s fraud or willful misconduct.

17.5 Single Cap and Allocation of Risk. The caps apply in the aggregate to all claims under the Agreement, including all Orders, these Terms, and the DPA, whether the claim arises in contract, tort (including negligence), strict liability, or any other theory. Multiple claims or documents do not enlarge the caps. The parties agree that these limitations reflect a reasonable allocation of risk, form an essential basis of the bargain, and apply even if a limited remedy fails of its essential purpose. Each party must use reasonable efforts to mitigate its losses.

18Term, Termination, and Suspension

18.1 Term. These Terms remain in effect for as long as any Order is in effect or Customer uses the Services.

18.2 Termination for Cause. Either party may terminate an Order by written notice if the other party materially breaches the Agreement and fails to cure the breach within 30 days after receiving written notice that describes it. If Customer fails to pay an undisputed amount when due, the cure period is 10 days.

18.3 Insolvency. Either party may terminate the Agreement immediately by written notice if the other party becomes insolvent, makes a general assignment for the benefit of creditors, has a receiver appointed, or becomes the subject of any bankruptcy or similar proceeding that is not dismissed within 60 days.

18.4 Suspension. Fractal may suspend all or part of the Services (a) if any undisputed amount is more than 15 days past due, after giving at least 10 days’ written notice; (b) immediately, if Fractal reasonably believes suspension is necessary to prevent or address a security threat, unlawful use, a violation of Section 7, or harm to the Services, Fractal, or others; or (c) if required by law or by the provider of a Third-Party Service. Fractal will limit any suspension to what is reasonably necessary, give notice when practicable, and restore access promptly after the cause is resolved. Fees continue to accrue during a suspension under clause (a) or (b). A good-faith dispute raised under Section 6.6 does not by itself justify suspension under clause (a) while Customer pays all undisputed amounts and cooperates in resolving the dispute. Suspension does not permit Fractal to use or disclose Customer Data for any unrelated purpose.

18.5 Effect of Termination. When an Order ends, Customer’s right to use the affected Services ends, subject to Section 18.6. Customer will pay all amounts accrued or due through the effective date of termination. If Fractal terminates an Order for Customer’s breach, all fees for the remainder of the then-current committed term become immediately due, without extending that term. If Customer terminates an Order for Fractal’s uncured material breach, Customer will owe no subscription fees for the period after termination, and Fractal will refund any prepaid subscription fees covering that period; Onboarding Fees and any Signing Payment retained under Section 6.2 are not refundable. No early termination charge applies to a timely notice of nonrenewal. Termination does not affect rights and obligations that accrued before it.

18.6 Data Export and Deletion. For 30 days after an Order ends, Fractal will, on Customer’s request, make the Customer Data in Fractal’s possession available for export in a reasonably usable standard format, without a separate charge for the standard export, provided that Customer has paid all undisputed amounts due. Additional migration or transition assistance requires an agreed fee. After the export period, Fractal may delete Customer Data in accordance with the DPA and has no obligation to retain it except as the DPA or law requires. Fractal will not condition a legally required privacy response on payment of a disputed amount.

18.7 Survival. Sections 1, 6 (as to amounts accrued), 7.2, 8.4, 12, 13, 15.6, 16, 17, 18.5 through 18.7, 20, and 21, and any other provision that by its nature should survive, survive the termination or expiration of the Agreement.

19Changes to These Terms

19.1 Updates. Fractal may update these Terms from time to time by posting a new version that states its version number and effective date, and Fractal will maintain an archive of prior versions. Fractal will give Customer at least 30 days’ notice of any material change.

19.2 Effect on Existing Orders. For an Order with a committed term, the version of these Terms incorporated into the Order continues to apply until the end of that committed term, unless Customer agrees otherwise or the change is required by law, regulation, payment network rules, or a material security need. The updated version then applies from the start of the next renewal term. For a month-to-month subscription, an updated version applies 30 days after notice. An update never applies retroactively to a claim that arose before its effective date, and no update, website change, new login, or user click overrides the negotiated commercial terms of a signed Order.

19.3 Order Amendments. A change to a signed Order requires a written amendment or change order signed, including electronically, by authorized representatives of both parties.

20Dispute Resolution

20.1 Governing Law. The Agreement is governed by the laws of the State of [Florida], without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act do not apply.

20.2 Informal Resolution. Before filing suit, a party must give the other party written notice of the dispute, and senior executives of both parties will attempt in good faith to resolve it for 30 days. This requirement does not prevent either party from seeking urgent injunctive relief or from filing suit to prevent the expiration of a limitations period.

20.3 Venue. Any suit arising out of or relating to the Agreement must be brought exclusively in the [state courts located in Sarasota County, Florida]. Each party consents to the personal jurisdiction of, and venue in, those courts and waives any objection based on inconvenient forum. Fractal may also bring an action to collect unpaid amounts or to protect its intellectual property in any court of competent jurisdiction.

20.4 Jury Trial Waiver. EACH PARTY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THE AGREEMENT OR THE SERVICES.

20.5 Individual Claims Only. EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

20.6 Equitable Relief. Nothing in this Section 20 limits a party’s right to seek injunctive or other equitable relief to protect its Confidential Information or intellectual property.

21General Terms

21.1 Assignment. Customer may not assign or transfer the Agreement or any Order, by operation of law or otherwise, without Fractal’s prior written consent, which Fractal will not unreasonably withhold for an assignment to a successor to substantially all of Customer’s relevant business that assumes Customer’s obligations in writing and is not a competitor of Fractal. Fractal may assign the Agreement without consent to an Affiliate or to a successor in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets or of the business to which the Agreement relates. Any other attempted assignment is void. The Agreement binds and benefits the parties’ permitted successors and assigns.

21.2 Force Majeure. Neither party is liable for any delay or failure to perform (other than a payment obligation) caused by events beyond its reasonable control, including natural disasters, epidemics, war, terrorism, civil unrest, labor disputes, government action, utility or internet failures, cyberattacks that occur despite the affected party’s reasonable safeguards, and failures of Third-Party Services or hosting providers. The affected party will notify the other party and use reasonable efforts to mitigate the effects of the event. If, after the Service Start Date, a force majeure event prevents Fractal from providing substantially all of the Subscription Services for more than 30 consecutive days, either party may terminate the affected Order by written notice, and Fractal will refund any prepaid subscription fees covering the period after termination.

21.3 Notices. Notices under the Agreement must be in writing and sent to the addresses stated in the Order or to any updated address that a party designates in writing. Fractal may give notices to Customer by email to its designated contacts or through Nexus Edge. A notice is effective upon documented receipt; an automated reply alone does not establish receipt. Notices to Fractal of breach, termination, or an indemnifiable claim must also be sent to the legal notice contact and the postal address listed in Section 22. A billing cancellation or revocation request submitted through Nexus Edge by an authorized Administrator qualifies as written notice, and Fractal will send a dated confirmation of it.

21.4 Publicity. Fractal may identify Customer as a customer, including by displaying Customer’s name and logo on Fractal’s website and in its marketing materials in accordance with any trademark guidelines that Customer provides. Customer may withdraw this permission at any time by written notice, and Fractal will stop new uses within a reasonable time. Case studies, press releases, and quotations attributed to Customer require Customer’s prior approval.

21.5 Non-Solicitation. During the term of any Order and for 12 months after it ends, Customer will not, directly or through others, solicit for employment or engage any Fractal employee or contractor who performed Services for Customer, without Fractal’s prior written consent. General advertisements and job postings that are not targeted at Fractal personnel do not violate this Section. This Section applies only if Customer has signed an Order, including electronically. Customer acknowledges that Fractal’s investment in recruiting and training its personnel, its confidential methods, and its customer relationships are legitimate business interests that this Section reasonably protects.

21.6 Export Controls, Sanctions, and Anti-Corruption. Each party will comply with applicable export control and economic sanctions laws. Customer represents that it is not located in, or owned or controlled by persons located in, a comprehensively sanctioned jurisdiction, and that it is not on any U.S. government restricted-party list, and Customer will not permit the Services to be accessed in violation of those laws. Neither party has offered or will offer any bribe or other improper payment in connection with the Agreement.

21.7 Relationship and Subcontractors. The parties are independent contractors, and nothing in the Agreement creates a partnership, joint venture, agency, fiduciary, or employment relationship. Fractal may use subcontractors and service providers to perform the Services and remains responsible for their performance of Fractal’s obligations.

21.8 No Third-Party Beneficiaries. Except for the Fractal Parties under Section 16, the Agreement has no third-party beneficiaries.

21.9 Entire Agreement. The Agreement is the parties’ entire agreement regarding its subject matter and supersedes all prior and contemporaneous proposals, discussions, and agreements regarding that subject matter. Customer has not relied on any statement, promise, or representation that is not expressly stated in the Agreement, including any statement about future functionality.

21.10 Waiver and Severability. A failure or delay in enforcing any provision is not a waiver of it. If any provision is held unenforceable, it will be enforced to the maximum extent permitted and modified only as necessary to make it enforceable, and the remaining provisions will remain in effect.

21.11 Electronic Records and Counterparts. The parties may sign and accept the Agreement electronically, and electronic records of acceptance are binding and admissible. An Order may be signed in counterparts, each of which is an original and all of which together are one instrument.

21.12 Interpretation. Headings are for convenience only. “Including” means “including without limitation.” “Days” means calendar days unless business days are specified. No provision will be construed against a party because that party drafted it.

22Contact and Document Access

Contracting entity and postal address: Fractal, Inc., 1626 Ringling Blvd., Suite 500, Sarasota, Florida 34236
Customer service and billing contact: [COMPLETE BEFORE PUBLICATION]
Legal notices: [COMPLETE BEFORE PUBLICATION]
Privacy contact and rights requests: [COMPLETE BEFORE PUBLICATION]
Current and archived Terms, DPA, and Privacy Notice: [INSERT VERIFIED LINKS]