Verata (AiFlow, Inc.) Terms of Service

1. AGREEMENT TO TERMS

1.1 Parties

This agreement is between you ("you") and AiFlow, Inc., doing business as Verata ("we", "us", or "our"), registered in Delaware, United States, at 858 Capp Street, #8, San Francisco, CA 94110.

1.2 Acceptance

By accessing the Site (website, related media, mobile site, or app), you agree to these Terms of Use. If you do not agree, you are prohibited from using the Site and must discontinue use immediately.

1.3 Amendments

The parties may supplement or change these Terms by mutual agreement.

1.4 Jurisdictional Limitations

The Site is not intended for use in any jurisdiction where such use would be illegal or require registration. Users accessing the Site from other locations are responsible for compliance with local laws as applicable.

1.5 Regulatory Compliance

The Site does not comply with industry-specific regulations (e.g., HIPAA, FISMA, GLBA). Do not use if your interactions are subject to these regulations.

1.6 Age Restrictions

Users must be at least 18 years old to use or register for the Site.

2. INTELLECTUAL PROPERTY RIGHTS

2.1 Ownership

All content (source code, databases, software, designs, audio, video, text, photos, graphics, trademarks, service marks, logos) is owned or licensed by us.

2.2 Permitted Use

Content is for your personal, non-commercial use only, "AS IS." You may download/print content for personal use only if eligible.

2.3 Prohibited Use

No part may be copied, reproduced, distributed, sold, etc., for commercial purposes without written permission.

2.4 Reservation of Rights

All rights not expressly granted to you are reserved by us.

3. USER REPRESENTATIONS

By using the Site you warrant that:

• 3.1 You have legal capacity and agree to these Terms.
• 3.2 You are not a minor in your jurisdiction.
• 3.3 You will not access the Site through automated or non-human means.
• 3.4 You will not use the Site for illegal/unauthorized purposes.
• 3.5 Your use will not violate any law/regulation.

Note: If you submit false information, we may suspend or terminate your account and refuse future service.

4. FEES AND PAYMENT

4.1 Payment Obligations

You may need to pay to access some services. You must provide complete, current, and accurate billing info and keep it updated.

4.2 Billing

Payment occurs via online billing. Sales tax may apply. All prices are in U.S. dollars and may change at any time.

4.3 Recurring Charges

For recurring charges, you authorize automatic billing until cancellation notice.

4.4 Correction/Refusal

We may correct pricing errors/mistakes, even if already billed, and may refuse orders at our discretion.

5. CANCELLATION

5.1 Subscription Cancellation

Cancel your subscription anytime via your account or by contacting us. Cancellation is effective at the end of the current paid term.

5.2 Dissatisfaction

If unsatisfied, please email: contact@aiflow.solutions.

6. PROHIBITED ACTIVITIES

You may NOT:

• Systematically retrieve data to compile a database without permission.
• Trick or mislead us or other users.
• Circumvent or interfere with Site security features.
• Disparage or harm us or the Site.
• Use Site information to harass or harm others.
• Misuse support services or submit false reports.
• Use Site contrary to laws/regulations.
• Engage in unauthorized framing or linking.
• Upload/transmit viruses or disruptive materials.
• Engage in automated Site usage or data extraction tools.
• Delete proprietary notices from Content.
• Impersonate others or use another's username.
• Upload material that collects/transmits information surreptitiously.
• Interfere with or disrupt the Site/network.
• Harass or threaten employees or agents.
• Attempt to bypass access restrictions.
• Copy/adapt Site software.
• Reverse engineer Site software (unless legally allowed).
• Use/launch automated bots or scripts (unless as part of standard search engine/browser usage).
• Use buying/purchasing agents on the Site.
• Collect usernames/emails for unsolicited email or create accounts by automated means or with false information.
• Use the Site for competing, revenue-generating, or commercial endeavors outside permitted use.

(Permitted Use Exception:) Identifying or recruiting individuals is permitted.

7. USER GENERATED CONTRIBUTIONS

7.1 Contributions

The Site may allow you to submit content ("Contributions"), which may be visible to others and governed by the Privacy Policy.

7.2 You Confirm That:

• Your Contributions do not infringe any third-party rights.
• You have the necessary permissions for all elements and individuals depicted.
• Your Contributions are truthful and accurate.
• No unsolicited or unauthorized advertisements (spam, pyramid schemes, etc.).
• No obscene, violent, harassing, or objectionable material.
• No violations of privacy or laws (including those protecting minors).
• No hateful or discriminatory comments.
• No connection to illegal activity or violation of these Terms.

Note: Violation may result in content removal, account suspension, or termination.

8. CONTRIBUTION LICENSE

8.1 Use of Your Data

We may access, store, process, and use the data you provide per our Privacy Policy.

8.2 Suggestions and Feedback

Any suggestions or feedback you submit may be used by us for any purpose without compensation.

8.3 Intellectual Property

You retain ownership of your Contributions and their associated rights. We disclaim liability for any user-provided content. You are responsible for your Contributions and agree not to take legal action against us for them.

9. SUBMISSIONS

9.1 Non-Confidentiality

Questions, comments, suggestions, ideas, or feedback submitted to us are non-confidential and become our property.

9.2 Rights

We have exclusive rights to use and disseminate Submissions for any lawful purpose without acknowledgment or compensation.

9.3 Waiver

You waive all moral rights to Submissions and warrant originality or the right to submit.

9.4 Confidential Information

All other information you provide remains your confidential information. We will not disclose or use such confidential information except as required to provide services under these Terms. We will safeguard your confidential information reasonably and at least as well as our own.

10. U.S. GOVERNMENT RIGHTS

10.1 Commercial Items

Our services are "commercial items" as defined in applicable federal law.

10.2 Acquisition by Government Agencies

• Non-DoD agencies: Subject to these Terms under FAR 12.212 (software) and FAR 12.211 (technical data).
• DoD agencies: Subject to DFARS 227.7202-3, and DFARS 252.227-7015 for technical data.

10.3 Supersession

This clause replaces any other government rights-in-data clauses.

11. SITE MANAGEMENT

We reserve the right to:

• Monitor the Site for violations of these Terms.
• Take legal action against violators, including reporting to authorities.
• Refuse, restrict, or disable access to Contributions (at our discretion).
• Remove files/content that are excessively large or burdensome.
• Manage the Site to protect our rights/property and facilitate its proper function.

12. TERM AND TERMINATION

12.1 Duration

These Terms remain effective while you use the Site.

12.2 Our Termination Rights

We may deny access or terminate your account at our discretion and without notice, for any reason (including violation of these Terms/laws). We may delete content or information at any time.

12.3 Post-Termination Restrictions

If terminated, you cannot register or create a new account under your or another's name. We may pursue legal remedies as needed.

13. MODIFICATIONS AND INTERRUPTIONS

13.1 Content Changes

We may change, modify, or remove Site content at any time without notice and are not obligated to update information.

13.2 Site Continuity

We may discontinue or suspend the Site at any time. We are not liable for downtime or loss due to lack of access.

13.3 No Obligation

We are not required to maintain, support, or provide updates/corrections for the Site.

14. GOVERNING LAW

These Terms are governed by the laws of the United States and the State of Delaware. The courts of the United States have exclusive jurisdiction to resolve any disputes.

15. DISPUTE RESOLUTION

15.1 Informal Negotiations

Parties must attempt to resolve disputes informally for at least 60 days before arbitration. Negotiations commence upon written notice from either party.

15.2 Binding Arbitration

If unresolved, all disputes are settled by binding arbitration under AAA rules in Delaware, USA. Arbitration may be done in person, by phone, online, or via documents. No class actions or representative claims allowed.

15.3 Exceptions

Disputes concerning intellectual property, theft, piracy, privacy, or requests for injunctive relief are not subject to informal negotiation/arbitration.

15.4 Court Proceedings

If a dispute proceeds in court, it must be in the state/federal courts in Delaware and both parties consent to jurisdiction.

15.5 Inapplicability

If any provision is unenforceable, that dispute will be handled in court, not arbitration.

16. CORRECTIONS

We may correct errors, inaccuracies, or omissions in Site information, including pricing, at any time without notice.

17. DISCLAIMER

The Site is provided "AS IS" and "AS AVAILABLE." No warranties (express/implied), including merchantability, fitness for a particular purpose, or non-infringement. We are not responsible for errors, damages, unauthorized access, interruptions, viruses, or transactions with third parties.

18. LIMITATIONS OF LIABILITY

Neither party, nor their directors, employees, or agents, are liable for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profits, even if advised of the possibility. This does not limit a party's indemnification obligations.

19. INDEMNIFICATION

19.1 Your Obligations

You agree to defend, indemnify, and hold us (and affiliates, officers, agents, employees) harmless from any claims, losses, or damages due to:

• Site use
• Violation of these Terms
• Violation of representations/warranties
• Violation of third-party rights
• Overt harmful acts toward other users

19.2 Our Rights

We may assume exclusive defense at your expense, and you must cooperate.

19.3 Our Obligations

We will defend, indemnify, and hold you harmless for losses arising from our breach or third-party IP claims regarding the services or Site.

20. USER DATA

20.1 Data Storage

We maintain certain transmitted or Site-related data, but you are responsible for your data and activities.

20.2 No AI Training

We will not use your data to train AI/LLM models; you retain ownership of your input data.

20.3 Confidential Information

We protect your confidential information and will not share it with third parties except to provide our services. Data can be deleted upon your request.

21. ELECTRONIC COMMUNICATIONS & SIGNATURES

Emails, online forms, and Site visits are considered electronic communications. You agree to electronic signatures, contracts, and records and agree these fulfill legal requirements for written documents. You waive rights to original signatures or paper records where allowed by law.

22. MISCELLANEOUS

22.1 Entire Agreement

These Terms and any policies are the entire agreement between you and us.

22.2 No Waiver

Failure to enforce any provision does not constitute a waiver.

22.3 Assignability

We may assign rights/obligations; you may not without written permission.

22.4 Force Majeure

We are not liable for events beyond our control.

22.5 Severability

Unlawful or unenforceable provisions are severable; remainder remains valid.

22.6 No Agency

These Terms do not create any agency, partnership, or joint venture.

22.7 No Construction Against Drafter

These Terms shall not be construed against us as drafter.

22.8 No Use of Trademarks

We will not list your name, logo, or trademarks in our marketing.

23. CONTACT US

For complaints or further information, contact:

Email: contact@aiflow.solutions

Exhibit A: Data Protection Addendum (DPA)

(General Version)

Personal Information Handling

Personal Information is defined as any data linked, directly or indirectly, to an individual or household. AiFlow, Inc., doing business as Verata ("Service Provider"), agrees to:

• Keep all Personal Information confidential.
• Implement and maintain appropriate security procedures (confidentiality, integrity, protection against threats and unauthorized access).
• Comply with all applicable federal/state privacy laws, including the California Consumer Privacy Act and amendments ("Privacy Obligations").
• Delete or return all Personal Information at the end of service provision or at the request of the company or organization ("Client") receiving services under this agreement.
• Promptly notify Client in writing of any (suspected) Security Breach involving Personal Information, prior to any public disclosure.

2. Use and Disclosure Restrictions

Service Provider must not collect, retain, use, sell, or disclose Personal Information:

• For monetary or other valuable consideration;
• For cross-context behavioral advertising;
• For any purpose except providing specified services.

Service Provider must respond to any Client request regarding Personal Information within five (5) business days. Service Provider cannot combine Personal Information with information from other sources, except as allowed by law or necessary for services.

Cooperation and Compliance

Client will inform Service Provider of any data subject requests under Privacy Obligations. Service Provider must promptly forward any such requests it receives for Client within three (3) business days. Client may take steps to review Service Provider's compliance with Privacy Obligations.

Subcontractors

Service Provider may only use subcontractors after giving Client an opportunity to object. Any subcontractor must also comply with Privacy Obligations and this DPA.

Breach Handling and Remediation

Client may take steps to prevent or remediate unauthorized use. Service Provider must promptly notify Client if it can no longer meet Privacy Obligations.

Indemnification

Service Provider will defend, indemnify, and hold harmless Client and affiliates for losses from non-compliance with this DPA.