EARTHVISIONZ V-Intel Terms of Service

These Terms of Service (the "Terms") are an agreement between EARTHVISIONZ, Inc., a Delaware corporation with its principal place of business at 5171 Eldorado Springs Drive, Suite A, Boulder, Colorado 80303 ("Earthvisionz," "we," "us"), and the company or other business entity that signs up for V-Intel ("Customer," "you"). The person who accepts these Terms confirms that they have authority to bind the Customer.

By creating an account, starting a trial, or using V-Intel, you accept these Terms. If you do not accept them, do not use V-Intel.

If your company has a signed license or master services agreement with Earthvisionz, that agreement governs your use of V-Intel, and these Terms apply only to matters it does not address.

1. The Service

1.1 V-Intel. V-Intel is Earthvisionz's cloud-based hazard intelligence platform at app.earthvisionz.ai. It matches weather, hazard and related data to the properties you load and delivers maps, alerts, reports and AI-assisted answers (the "Service").

1.2 Business use only. The Service is offered to businesses for business purposes. It is not offered to consumers or for personal, family or household use.

1.3 Plans. Your plan sets your features, user count and property limits. Plan details and prices are shown at sign-up and in Plan & billing inside the app.

1.4 Changes to the Service. We improve the Service continually and may add, change or remove features. We will not materially reduce the core alerting function of your paid plan during a paid period.

2. Free Trial

2.1 Length. New customers may receive a free trial of 14 days, unless a longer period is shown at sign-up or confirmed by us in writing.

2.2 One trial. Each company, and each person, may receive one free trial. We may decline or end a trial created to get around this limit.

2.3 Card on file. A valid payment card is required to start a trial. Nothing is charged during the trial.

2.4 First charge. Unless you cancel before your trial ends, your plan begins on the day after your trial ends and your card is charged that day for your first monthly period. Your trial end date is shown in Plan & billing.

2.5 Reminder. We will email the account owner before the first charge with the charge date and how to cancel.

2.6 Cancel during the trial. You may cancel at any time before your trial ends, in Plan & billing, and you will not be charged.

2.7 Trial as is. The trial is provided "as is" for evaluation, without any commitment of service levels.

3. Accounts and Users

3.1 Account owner. The person who creates the account, or a manager the Customer names, is the account owner and controls users, billing and settings.

3.2 Users. You may invite users up to your plan's limit. You are responsible for your users' actions and for keeping sign-in credentials secure.

3.3 Alert recipients. You may send alerts to people outside your company, such as your own clients. Those recipients receive alerts only and do not receive a license to use the Service.

3.4 Accurate information. You will keep your account, billing and contact information accurate.

4. Fees, Billing and Renewal

4.1 Price. You pay the price of your plan as shown at sign-up and in Plan & billing, plus any applicable taxes.

4.2 Monthly billing and renewal. Paid plans are billed monthly in advance to your card on file and renew automatically each month until cancelled.

4.3 Cancellation. You may cancel at any time in Plan & billing. Cancellation takes effect at the end of the current monthly period, and you keep access until then.

4.4 No refunds of part periods. Fees are not refunded for part of a monthly period, for unused features, or for unused users or properties.

4.5 Failed payment. If a payment fails, our payment processor will retry it and we will email the account owner. If any amount remains unpaid 3 days after it is due, including the first charge after a free trial, the subscription ends and the account becomes read-only, with alerts stopped, until you subscribe again.

4.6 Price changes. We will give at least 30 days' notice by email before a price change applies to your plan. The new price applies from your next monthly period after the notice period. If you do not agree, you may cancel before it applies.

4.7 Payment processing. Payments are processed by Stripe. You authorize us and Stripe to charge your card on file for all fees due under these Terms.

4.8 Taxes. Fees exclude taxes. You are responsible for sales, use and similar taxes, other than taxes on our net income.

5. Ask EV Agent (AI Features)

5.1 Allowance. All-In plans include $85 of Ask EV Agent usage credit each monthly period. Unused credit does not carry over. Core plans do not include Ask EV Agent.

5.2 No charges for Ask EV Agent. Ask EV Agent usage is not billed. If usage goes well beyond the monthly credit, we may limit or pause Ask EV Agent until your next monthly period.

5.3 AI output. Ask EV Agent generates answers using AI and may be incomplete or wrong. Check important answers against the map, alerts and source data before relying on them.

6. Your Data

6.1 Ownership. You own the property lists, addresses, identifiers and other data you upload or create in the Service ("Customer Data").

6.2 Our use. You grant us a non-exclusive, royalty-free license to host, process and use Customer Data to provide, secure and support the Service, and to create de-identified, aggregated data that does not identify you, your clients or any individual, which we may use to improve our products. We own that de-identified, aggregated data.

6.3 Your responsibility. You confirm that you have the right, and any consent required, to upload and use Customer Data and to send alerts to the recipients you choose, including any consent required for text messages.

6.4 Security. We maintain commercially reasonable administrative, technical and physical safeguards for Customer Data, and will notify you without undue delay of any confirmed security breach affecting it.

6.5 Export and deletion. You may export your alert history, people and properties at any time. After your account closes, we will keep Customer Data available for export for 30 days on request, and may then delete it.

7. Third-Party Data and Contact Information

7.1 Aggregated data. The Service includes weather, hazard, imagery, map, property and business data from government and third-party sources ("Aggregated Data"). We do not create all Aggregated Data and do not guarantee its availability, accuracy, timeliness or completeness.

7.2 Owner and contact information. Where your plan includes property owner or business contact lookups, that information comes from third-party providers and is subject to their terms. We withhold numbers flagged for litigation risk. Emergency-service incident alerts may include a property owner's name and mailing address and go only to your own people. Alert messages never include owner phone numbers or email addresses.

7.3 Your compliance. You are solely responsible for complying with all laws that apply to how you contact anyone using information from the Service, including telemarketing, do-not-call, anti-spam and privacy laws.

8. Acceptable Use

You will not, and will not allow others to:

• resell, sublicense, redistribute or share the Service, its data feeds or Aggregated Data outside your company, except alerts and reports you send to your own clients through the Service;
• copy, scrape or bulk-download data from the Service except through its export features;
• reverse engineer, decompile or attempt to access the Service's source code;
• use the Service to build a competing product;
• interfere with the Service's security or performance, or access another customer's data; or
• use the Service in violation of any law.

9. Support

Self-service plans include email support at support@earthvisionz.com and the Help button in the app, which emails support. Phone support, training and onboarding are available under signed agreements.

10. Intellectual Property and Feedback

10.1 Our property. Earthvisionz and its suppliers own the Service, the software, the Aggregated Data, the documentation and all related intellectual property. These Terms grant you a limited, non-exclusive, non-transferable right to use the Service during your subscription for your internal business use. All other rights are reserved.

10.2 Feedback. We may use any suggestions or feedback you give us without restriction or obligation.

11. Customer Reference

We may name you as a customer, including your company name and logo, on our website and in sales materials. You may opt out at any time by emailing support@earthvisionz.com. We will not name your clients without your written approval.

12. Disclaimers

12.1 Not a substitute for official warnings. The Service supports your own decisions. It does not replace official warnings, emergency services or your own judgment. Alerts may be delayed, incomplete or not delivered because of data source, network, carrier or other failures. Historical weather data and reports are informational and are not certified weather records or expert testimony.

12.2 Your decisions. You accept all risk for your use of the Service and for decisions you make based on it, including dispatch, inspection, lending and safety decisions. We do not guarantee that use of the Service will prevent loss of life, injury or property damage.

12.3 No warranties. THE SERVICE, ASK EV AGENT AND AGGREGATED DATA ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, EARTHVISIONZ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

13. Limitation of Liability

13.1 No indirect damages. NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE OR DATA, OR BUSINESS INTERRUPTION, HOWEVER CAUSED, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 Cap. EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID TO EARTHVISIONZ IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

13.3 Exceptions. Sections 13.1 and 13.2 do not limit your payment obligations, either party's obligations under Section 14, a breach of Section 8, or a party's gross negligence or willful misconduct.

14. Indemnification

14.1 By Earthvisionz. We will defend you against third-party claims alleging that the Service, as provided and used under these Terms, infringes their intellectual property rights, and pay damages and reasonable attorneys' fees finally awarded or agreed in settlement.

14.2 By Customer. You will defend Earthvisionz against third-party claims arising from Customer Data, your use of the Service or Aggregated Data, your contact with any person using information from the Service, your breach of these Terms, or your violation of law, and pay damages and reasonable attorneys' fees finally awarded or agreed in settlement.

14.3 Procedure. The party seeking defense will give prompt notice, let the other party control the defense and reasonably cooperate. No settlement may impose liability or an admission on a party without its consent.

15. Suspension and Termination

15.1 By you. You may cancel under Section 2.6 or 4.3.

15.2 By us. We may suspend or terminate your account immediately if you breach Section 8, if required by law, or to protect the Service or other customers. For other material breaches, we will give 10 days' notice to cure. We may also end your subscription for convenience with 30 days' notice and a refund of any prepaid fees for the period after it ends.

15.3 Effect. On termination, your right to use the Service ends, Section 6.5 applies to your data, and Sections 4 (as to amounts owed), 6.2, 7, 8, 10, 12, 13, 14, 16 and 19 survive.

16. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. The state and federal courts located in Delaware have exclusive jurisdiction, and each party waives any right to a jury trial in any dispute arising out of or relating to these Terms.

17. Force Majeure

Neither party is liable for delay or failure to perform, other than payment obligations, caused by events beyond its reasonable control, including natural disasters, severe weather, utility or internet failures, and failures of third-party data sources or hosting providers.

18. Changes to These Terms

We may update these Terms by posting a new version at app.earthvisionz.ai/legal/terms. For material changes, we will email the account owner at least 30 days before they take effect. Continued use after the effective date means you accept the new version. If you do not agree, you may cancel before it takes effect.

19. General

19.1 Entire agreement. These Terms, with any plan details shown at sign-up and in Plan & billing, are the entire agreement between the parties on their subject, except where a signed agreement applies under the opening paragraph.

19.2 Assignment. You may not assign these Terms without our written consent. Either party may assign them to a successor in a merger, acquisition or sale of substantially all of its assets.

19.3 Notices. We send notices to the account owner's email. You send notices to Earthvisionz, Inc., 5171 Eldorado Springs Drive, Suite A, Boulder, CO 80303, Attn: President, or support@earthvisionz.com.

19.4 Other terms. If any provision is unenforceable, it will be modified to the minimum extent needed and the rest stays in effect. A waiver must be in writing. There are no third-party beneficiaries. The parties are independent contractors.