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TERMS OF SERVICE

Last updated: January 21, 2026

PLEASE READ THESE TERMS OF SERVICE ("TERMS") CAREFULLY BEFORE USING ANY SERVICES PROVIDED BY TRANFLO TECHNOLOGY LLC, A FLORIDA LIMITED LIABILITY COMPANY ("TRANFLO"). BY EXECUTING ONE OR MORE ORDER FORMS THAT INCORPORATE THESE TERMS BY REFERENCE (EACH, AN "ORDER FORM"), YOU ("CUSTOMER") AGREE TO BE LEGALLY BOUND BY THESE TERMS AND ALL APPLICABLE ORDER FORMS (COLLECTIVELY, THE "AGREEMENT"), TO THE EXCLUSION OF ANY OTHER TERMS OR CONDITIONS.

ANY ORDER FORM SUBMITTED THROUGH TRANFLO'S ONLINE PROCESS AND ACCEPTED BY TRANFLO SHALL BE CONSIDERED DULY EXECUTED. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A BUSINESS OR OTHER ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT. IF THESE TERMS ARE DEEMED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.

1. SERVICES

(a) Order Forms and License.

Each executed Order Form forms part of this Agreement. Subject to Customer's compliance with this Agreement and the applicable Order Form, Tranflo grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Tranflo services identified in the Order Form solely for Customer's internal business purposes and in accordance with Tranflo's official documentation.

(b) Evaluation and Trial Services.

If Customer is granted access to the Services on a free, pilot, beta, trial, demonstration, or evaluation basis ("Evaluation Services"), such access is provided for a limited period ("Pilot Period"). Evaluation Services are provided "AS IS" and certain obligations of Tranflo do not apply.

(c) Implementation Assistance.

If specified in an Order Form and subject to payment of applicable fees, Tranflo will use commercially reasonable efforts to provide standard onboarding or implementation assistance.

(d) Updates and Experimental Features.

Tranflo may release updates, enhancements, fixes, or improvements at its discretion. Experimental features are provided "AS IS" and may be modified or discontinued.

(e) Ownership and Feedback.

Tranflo retains all right, title, and interest in the Services. Feedback provided by Customer may be freely used by Tranflo without restriction.

2. TERM AND TERMINATION

This Agreement begins on the effective date of the first Order Form and continues until all Order Forms have expired or been terminated.

Each Order Form renews automatically unless non-renewal notice is provided at least thirty (30) days prior to expiration.

Either party may terminate for material breach if not cured within thirty (30) days of written notice.

Tranflo may suspend access for non-payment, breach of restrictions, or system integrity risks.

3. FEES AND PAYMENT

Customer shall pay all fees specified in the applicable Order Form. Fees are invoiced monthly unless otherwise stated and are non-refundable except during Evaluation Services.

4. RESTRICTIONS

Customer shall not reverse engineer, resell, sublicense, misuse, interfere with, or circumvent the Services or violate applicable laws.

5. CUSTOMER DATA

Customer retains ownership of Customer Data and is responsible for its legality. Tranflo may use aggregated and de-identified data for business purposes.

6. END USER DATA

Customer is responsible for providing notices and obtaining consents from End Users in accordance with Tranflo's Privacy Policy.

7. THIRD-PARTY INTEGRATIONS

The Services may rely on third-party services or Customer equipment. Tranflo is not responsible for third-party availability.

8. INDEMNIFICATION

Each party agrees to indemnify the other for third-party claims arising from infringement caused by its own data or services.

9. DISCLAIMER OF WARRANTIES

The Services may rely on third-party services or Customer equipment. Tranflo is not responsible for third-party availability.

10. LIMITATION OF LIABILITY

TOTAL LIABILITY SHALL NOT EXCEED FEES PAID IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

11. MISCELLANEOUS

(a) Entire Agreement.
This Agreement constitutes the entire agreement.

(b) Governing Law and Venue.
This Agreement is governed by the laws of the State of Florida. Exclusive venue lies in Florida state or federal courts.

(c) Class Action Waiver.
All claims must be brought individually.

(d) Force Majeure.
Neither party is liable for events beyond reasonable control.

(e) Assignment.
Assignment is permitted in connection with a sale of assets.

(f) Independent Contractors.
No partnership or employment relationship is created.

(g) Attorneys' Fees.
The prevailing party may recover attorneys' fees.

(h) Severability.
Invalid provisions will be reformed as necessary.

(i) Waiver.
Failure to enforce does not constitute waiver.

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