Terms of Service

1. Acceptance of Terms

These Terms of Service (the "Terms") form a binding agreement between you and PulseIQ Analytics ("PulseIQ", "we", "us" or "our"), a company based at 1101 Second Avenue, Seattle, WA 98101, United States. They govern your access to and use of our website, the PulseIQ analytics platform (the "Platform") and any professional services we provide (together, the "Services").

By creating an account, signing an order form or statement of work, or otherwise accessing the Services, you agree to these Terms. If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind it, and "you" refers to that organization. If you do not agree, do not use the Services.

2. The Platform and Services

PulseIQ provides AI-assisted analytics and business intelligence tools with related professional services. Depending on your plan or order, these may include:

• Interactive dashboards and real-time reporting;
• Predictive analytics and machine learning forecasting;
• Data engineering, pipeline development and data warehousing;
• AI consulting and advisory services.

We may update, improve or modify the Platform from time to time. We may also add or remove features, provided that we do not materially reduce the core functionality of a paid subscription during your then-current term without notice.

3. Accounts and Access

To use most of the Services you must create an account. You agree to provide accurate information, keep it current, and keep your login credentials confidential. You are responsible for all activity under your account.

You must notify us promptly if you believe your account has been accessed without authorization. You are responsible for the acts and omissions of any users you invite or provision, and for ensuring they comply with these Terms.

4. Subscriptions, Orders and Statements of Work

Access to the Platform is typically provided on a subscription basis described in an order form. Professional services are provided under a separate statement of work ("SOW") that describes the scope, deliverables, timeline and fees. If there is a conflict between an order form or SOW and these Terms, the order form or SOW controls for the specific engagement it covers.

Unless your order states otherwise, subscriptions renew automatically for successive terms equal to the initial term. Either party may choose not to renew by giving written notice before the end of the current term.

5. Customer Data and Ownership

As between you and PulseIQ, you retain all rights, title and interest in and to the data you upload, connect or otherwise make available through the Services ("Customer Data"). We do not claim ownership of Customer Data.

You grant PulseIQ a limited, non-exclusive license to host, process, transmit and display Customer Data solely to the extent necessary to provide, maintain and support the Services for you, and to comply with the law. We do not sell Customer Data. Aggregated or de-identified information that does not identify you or any individual may be used to operate and improve the Services.

6. Acceptable Use

You agree not to use the Services to:

• Violate any applicable law or the rights of others;
• Upload malware or attempt to disrupt, probe or breach the Services;
• Reverse engineer, resell or provide access to the Platform except as permitted in your order;
• Upload data you are not authorized to process, including certain regulated data unless expressly agreed in writing;
• Use output to make decisions that are unlawful or that you are not qualified or authorized to make.

We may suspend access if your use poses a security risk, may harm us or others, or violates these Terms, and we will restore access once the issue is resolved where reasonable.

7. Fees and Payment

You agree to pay the fees stated in your order form or SOW. Unless stated otherwise, fees are quoted in U.S. dollars and exclusive of taxes, which you are responsible for except for taxes on our net income. Invoices are due within the period stated on them, and undisputed overdue amounts may accrue interest at the lower of 1.5% per month or the maximum rate permitted by law.

Except where required by law or expressly stated in an order, fees are non-refundable. Statements and usage reports we generate are provided for your convenience; you should retain your own records for tax and accounting purposes.

8. Intellectual Property

The Platform, its software, models, documentation, and the PulseIQ name and branding are and remain the property of PulseIQ and its licensors. Except for the limited rights expressly granted to you, these Terms do not transfer any intellectual property to you.

Where a SOW results in deliverables prepared specifically for you, ownership of those deliverables is as stated in the SOW. We retain ownership of our pre-existing materials, know-how and any general tools, libraries or methods we use across engagements. You may provide feedback, and we may use it without obligation to you.

9. Confidentiality

Each party may receive confidential information from the other. The receiving party agrees to use it only to perform under these Terms and to protect it with at least the same care it uses for its own confidential information. These obligations do not apply to information that is public through no fault of the receiving party, independently developed, or rightfully received from a third party. A party may disclose confidential information if required by law, provided it gives reasonable notice where permitted.

10. Third-Party Services and Integrations

The Services can connect to third-party platforms such as Amazon Web Services, Microsoft Azure, Google Cloud and Snowflake, as well as other tools you choose to integrate. Your use of those third-party services is governed by their own terms and privacy policies, and PulseIQ is not responsible for them. If a third-party service changes or becomes unavailable, related functionality in the Platform may be affected.

11. Warranties and Disclaimers

We will provide the Services with reasonable skill and care. Except for that commitment and any warranties expressly stated in an order form or SOW, the Services are provided "as is" and "as available", without warranties of any kind, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose and non-infringement.

PulseIQ does not warrant that analytics, models, scores or forecasts will be accurate, complete or error-free. Predictive outputs are statistical estimates based on the data available, not guarantees of any outcome or result. You are responsible for reviewing outputs and for any decision you make based on them.

12. Limitation of Liability

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill, arising out of or relating to these Terms, even if advised of the possibility of such damages.

Except for liability that cannot be excluded by law, each party's total aggregate liability arising out of or relating to these Terms will not exceed the total fees you paid to PulseIQ for the Services giving rise to the claim in the twelve (12) months before the event that gave rise to the liability. These limits apply in aggregate and do not reset with each claim.

13. Term and Termination

These Terms apply for as long as you use the Services or have an active order. Either party may terminate an order for material breach if the breach is not cured within thirty (30) days of written notice. We may suspend or terminate access immediately for serious violations of Section 6 or for non-payment that remains uncured.

On termination, your right to access the Platform ends. We will make Customer Data available for export for a limited period described in our documentation or your order, after which we may delete it, subject to our legal obligations. Provisions that by their nature should survive, including Sections 5, 8, 9, 11, 12 and 14, will survive termination.

14. Governing Law

These Terms are governed by the laws of the State of Washington, United States, without regard to its conflict-of-laws rules. You and PulseIQ agree that the state and federal courts located in King County, Washington have exclusive jurisdiction over any dispute not otherwise resolved, and each party consents to the personal jurisdiction of those courts. Before filing a claim, the parties agree to attempt in good faith to resolve the dispute informally.

15. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will update the "Last updated" date above and, where appropriate, notify you through the Platform or by email. Changes take effect when posted unless stated otherwise. Your continued use of the Services after changes take effect means you accept the revised Terms. If you do not agree to a change, you should stop using the Services.

16. Contact

If you have questions about these Terms, please contact us:

• PulseIQ Analytics
• 1101 Second Avenue, Seattle, WA 98101, United States
• Email: [email protected]