Reports in PDF · DOCX · Excel · CSV
Legal

Subscription Services Agreement

Last updated: June 1, 2026

THIS SUBSCRIPTION SERVICES AGREEMENT (THE "SUBSCRIPTION AGREEMENT") IS ENTERED INTO BETWEEN VETT, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY DBA CROSSBEAMIP (THE "COMPANY"), AND YOUR ORGANIZATION OR YOU AS AN INDIVIDUAL ("CUSTOMER") AS OF THE EFFECTIVE DATE (AS DEFINED HEREIN). THE INDIVIDUAL ACCEPTING THIS SUBSCRIPTION AGREEMENT ON BEHALF OF CUSTOMER REPRESENTS THAT THEY HAVE THE AUTHORITY TO BIND CUSTOMER TO THIS SUBSCRIPTION AGREEMENT. IF THE INDIVIDUAL DOES NOT HAVE SUCH AUTHORITY, OR IF THE INDIVIDUAL DOES NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS SUBSCRIPTION AGREEMENT, SUCH INDIVIDUAL MUST NOT ACCEPT THIS SUBSCRIPTION AGREEMENT AND MAY NOT ACCESS OR USE THE SERVICES. COMPANY AND CUSTOMER MAY EACH BE REFERRED TO INDIVIDUALLY AS A "PARTY" AND COLLECTIVELY AS THE "PARTIES."

1. Definitions

1.1. "Authorized User" means an individual (e.g., an individual subscriber, or an attorney, paralegal, employee, or independent contractor of a Customer law firm) who Customer authorizes to access the Platform under Customer's account credentials, up to the maximum number of user seats specified in the applicable Order Form.

1.2. "User Submissions" means all proprietary brand names, design elements, search queries, questionnaire responses, uploaded logo images, and other information submitted to the Platform by Customer or its Authorized Users. The Platform's questionnaire is designed to accept only trademark-related inputs (proposed mark, goods/services, classes, keywords, and optional logo) and does not include fields for the names, addresses, contact details, or other personal information of Customer's third-party clients.

1.3. "Effective Date" means the earlier of: (a) the date of mutual execution of an Order Form, (b) completion of an online purchase checkout, or (c) the date on which Customer first accesses the customer dashboard.

1.4. "Report" means the downloadable data exports, risk estimations, search logs, and automated downloadable outputs produced by the Platform's AI algorithms based on User Submissions. Reports are generated dynamically and delivered solely to Customer's dashboard. Company does not retain, store, archive, or have access to any Report at any time after generation.

1.5. "Order Form" means the written contract, digital transaction window, online checkout screen, or other ordering document that references this Subscription Agreement and specifies the selected Subscription Plan, pricing tier, query or seat limitations, and subscription term length.

1.6. "Platform" means the proprietary automated brand data retrieval software, user dashboards, and risk-assessment algorithms hosted and supported by Company using third-party service providers.

1.7. "Services" means the provision of access to the Platform, including the automated, AI-assisted brand data retrieval tools, user questionnaires, data dashboards, and downloadable Report exports made available through the Platform.

1.8. "Subscription Plan" means the specific tier of Platform access, user seat allocation, and search query volume purchased by Customer as detailed in an Order Form. Each Subscription Plan is a fixed-duration, non-renewing access term that expires automatically at the end of the stated period unless Customer purchases a new Subscription Plan.

1.9. "Subscription Term" means the fixed period of access purchased by Customer as specified in the applicable Order Form.

1.10. "Monthly Plan" means a Subscription Plan that provides access for a single one-month period beginning on the Effective Date and expiring automatically at the end of that period.

1.11. "Annual Plan" means a Subscription Plan that provides access for a single prepaid twelve (12) month period beginning on the Effective Date and expiring automatically at the end of that period.

1.12. "Beta Period" means the initial commercial launch phase of the Services during which Company continues to monitor system performance, gather user feedback, and deploy refinements, and during which the full functionality of the Services is available to paid Customers. The Beta Period begins on the Effective Date of the Company's first commercial offering of the Services and ends on the date Company publicly announces general availability, as posted on the Sites.

2. Access Grant and Account Terms

2.1. Access Grant. Subject to Customer's continuous compliance with the terms of this Subscription Agreement and timely payment of all applicable fees, Company grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right during the applicable Subscription Term to permit its Authorized Users to access and use the Services. This access is granted solely for Customer's internal business or professional legal support operations, in accordance with the specific features of the purchased Subscription Plan.

2.2. Seat Allocation and Subscription Models. Access to the Services is provisioned strictly on a per-seat basis. Each seat may be assigned to only one designated Authorized User. Applicable rates and tiered per-seat pricing are specified directly on the relevant Order Form. Customer may purchase seats under the following models as specified on the relevant Order Form:

(i) Fixed-Term Passes (3-Day Pass). Grants a single Authorized User access to the Services for a fixed, consecutive seventy-two (72) hour period starting from the exact time of purchase confirmation. A 3-Day Pass does not auto-renew and expires automatically.

(ii) Fixed-Term Plans (Monthly or Annual). Grants assigned Authorized Users access for a defined fixed period (monthly or annual) as specified at checkout. Each plan expires automatically at the end of the purchased term. Continued access requires a new, separate purchase.

2.3. Seat Sharing Prohibitions. Sharing account login credentials, passwords, or active dashboard sessions among multiple individuals is strictly prohibited. Customer may reassign an active seat from one Authorized User to another (e.g., if an attorney or staff member leaves a Customer firm and/or company or permanently changes job roles) only through the account dashboard or by contacting Company support.

2.4. Customer Responsibility. Customer is entirely responsible for all activities occurring under its account, including ensuring that all Authorized Users maintain the confidentiality of their passwords. Customer must immediately notify Company of any unauthorized use of the Platform, suspicious credential activity, or potential data breach.

3. Restrictions and Responsibilities

3.1. Subject to the terms and conditions of this Subscription Agreement, Authorized Users may access and use the Services during the Subscription Term for Customer's business or professional legal support purposes. Neither Customer nor Authorized Users shall sell, resell, license, sublicense, distribute, rent, lease, or otherwise commercially exploit the Services except as expressly provided for by this Subscription Agreement. Customer and Authorized Users may not:

(i) decompile, disassemble, translate, or reverse engineer the Services;

(ii) interfere with the operation of the Services, circumvent its access restrictions, run programmatic data extraction tools or automated scripts to harvest brand search results, or conduct any security or vulnerability test of the Services;

(iii) input or store inside any questionnaire text field or other Platform input field (a) raw credit card numbers, financial account numbers, or other payment credentials, or (b) the name, address, contact details, or other personal information of any of Customer's third-party clients or any other identifiable individual;

(iv) send or store in the Services any Malicious Code (meaning viruses, worms, time bombs, Trojan horses, and other malicious code, files, scripts, agents, or programs);

(v) remove from the Services any language or designation indicating the confidential nature thereof or the proprietary rights, notices, or labels of Company or its suppliers;

(vi) directly or indirectly use the Services or Reports for the purpose of building a competitive software product, training artificial intelligence or machine learning models, or timesharing; or

(vii) post incomplete or inaccurate information on or through the Services.

3.2. Customer will cooperate with Company and provide information and questionnaire responses reasonably necessary to establish the account, dashboards, and generate Report outputs for Customer.

4. Services and Support

4.1. Technical Support. Company will use commercially reasonable efforts to provide Customer with technical support services to resolve Platform operational issues or system bugs. Support inquiries may be submitted via email at customer-support@crossbeamip.com and are processed during Company's standard operating hours (9:00 AM to 5:00 PM Pacific Time, Monday through Friday, excluding United States federal holidays).

4.2. System Availability. During the beta period, Company does not commit to any specific availability rate or service level for the Services. Company will use commercially reasonable efforts to make the Services available. Still, the Services may be interrupted, suspended, or unavailable at any time, including downtime resulting from: (a) scheduled maintenance windows, (b) emergency critical patches, or (c) interruptions caused by upstream third-party infrastructure dependencies beyond Company's direct control. Customers should not rely on the Services for time-critical filing deadlines.

4.3. Scope Boundaries. Support services are strictly limited to technical troubleshooting and Platform navigation assistance. For the avoidance of doubt, Company's support personnel are prohibited from providing, and shall not provide:

(i) legal analysis, legal consulting, or interpretation of Platform risk scores;

(ii) advice regarding the regulatory selectability or registration viability of a specific brand name; or

(iii) manual database lookups or custom software engineering modifications for individual accounts.

4.4. Platform Modifications. Company reserves the right to modify, upgrade, or deploy operational updates to the Services at any time to enhance system performance, refine AI algorithms, or strengthen Platform security. For paid Customers, Company will not materially reduce the core functionality of the Subscription Plan purchased by Customer during the then-current Subscription Term, except as required by law or due to third-party service changes.

5. Fees, Billing, and Renewals

5.1. Fees and Payment. Customer agrees to pay all applicable per-seat fees specified on the relevant Order Form or digital checkout screen. All payment transactions are securely handled through Company's third-party payment processor. Customer must provide valid, authorized credit card or financial billing credentials. By purchasing a Subscription Plan, Customer authorizes Company to charge the designated payment method for all incurred fees. Any invoiced amounts not timely paid will accrue interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is less. Company reserves the right to change the fees or other applicable charges and to institute new charges and fees, which will apply only to future purchases of Subscription Plans. Customer agrees to provide Company with notice of any good-faith invoice dispute no later than thirty (30) days after receipt, together with all supporting information.

5.2. No Automatic Renewal; Repurchase Required. All Subscription Plans are non-renewing. Each Subscription Term expires automatically at the end of the stated period. Company will not automatically charge Customer for a subsequent term. Continued access to the Services requires Customer to make a new, affirmative purchase through the account dashboard or other checkout process. Upon expiration of a Subscription Term:

(a) access to the Services terminates automatically; and

(b) no further fees will be charged unless Customer initiates a new purchase.

5.3. Cancellation Policy. Customer may cancel an active Subscription Plan at any time through the account dashboard or by submitting a written request.

(i) Monthly Plans. Cancellation stops future access at the end of the current monthly term. Because plans do not renew, cancellation simply confirms that no new purchase will be made.

(ii) Annual Plans. Annual Plans are prepaid fixed-term purchases. Cancellation takes effect at the end of the current annual term. Customer remains responsible for the full prepaid amount, and no partial refunds will be issued except as expressly provided in this Agreement.

5.4. Non-Refundable Fees. Due to the automated nature of the Services and the immediate delivery of digital brand data and Reports, all fees paid are non-refundable and non-creditable once a search inquiry has been performed. The discovery of a conflicting trademark registration or the receipt of an unfavorable data output does not entitle Customer to a refund, service credit, or payment reversal. This Section is subject to Section 5.5 (Individual Consumers) and to any non-waivable rights Customer may have under applicable law.

5.5. Individual Consumers.

(a) Company will clearly disclose before purchase: the fixed term, total price, start date, expiration date (or method to determine it), and that the plan does not automatically renew.

(b) The Individual Consumer may cancel at any time using a method no more burdensome than purchase.

(c) Company will provide a post-purchase acknowledgment confirming: the plan purchased, term length, amount paid, start date, expiration date, and that no additional charges will occur absent a new purchase.

(d) Company does not offer automatically renewing subscriptions under this Agreement.

5.6. Taxes. All fees are exclusive of taxes. Customer agrees to be responsible for the payment of all taxes related to the Services. To the extent Company is required to collect any taxes, Company shall separately state the amount of tax due on its invoices to Customer. "Tax" or "Taxes" means any sales, use, value added, excise, or similar transaction taxes or duties, together with any penalties, fines, charges, or interest thereon, imposed by any domestic or foreign taxing authority on or with respect to the sale of any services or materials in connection with the performance of this Subscription Agreement.

6. Notices and Consumer Communications (Individual Consumers)

Before purchase, Company will present the material terms of the Subscription Plan, including: plan name, duration, total fees, start date, expiration date (or how it is calculated), and a clear statement that the plan is non-renewing and expires automatically unless the Customer makes a new purchase. Immediately after purchase, Company will provide a written or electronic acknowledgment confirming the same information and stating that no additional charges will occur without a new transaction initiated by the Customer. For clarity, Company does not enroll Individual Consumers in any automatically renewing or continuous service plan. Each Subscription Plan is a standalone purchase that expires at the end of its stated term.

7. Method of Notice

Company may provide notices required under this Subscription Agreement by email to the address associated with the account, by in-product dashboard notification, or, where specifically required to be retainable, by email or downloadable writing capable of being saved by the Customer. Customer is responsible for maintaining a current email address on file with Company.

8. Intellectual Property, Ownership, and Data Rights

8.1. Company Intellectual Property. As between the Parties, Company and its licensors retain all right, title, and interest, including all intellectual property rights, in and to the Services, the Platform, the user interfaces, dashboard designs, software infrastructure, and the proprietary AI algorithms used to retrieve and assess brand risk data. Except for the limited access rights expressly granted in Section 2, nothing in this Subscription Agreement transfers any ownership or proprietary interest in the Services to Customer or its Authorized Users.

8.2. User Submissions Ownership and License. Customer retains all right, title, and interest in and to all User Submissions (including trademark queries, brand designs, keywords, and any uploaded logo images). Customer grants Company a non-exclusive, worldwide, royalty-free, fully paid-up license to host, copy, cache, process, and transmit User Submissions during the Subscription Term solely to provide, support, maintain, and generate outputs within the Services for Customer. Company will not use User Submissions to train, fine-tune, or otherwise improve any artificial intelligence or machine-learning model, and each AI-assisted call within the Services processes User Submissions only on a one-time basis.

8.3. Ownership and Use of Reports. Subject to Customer's payment of all applicable fees, Company hereby assigns to Customer all right, title, and interest in and to the downloadable Reports produced for Customer by the Services. Customer and its Authorized Users may retain, copy, print, distribute, and share Reports internally or with their third-party clients for legitimate business and professional legal support purposes, subject to the restrictions in Section 3.

8.4. Feedback License. If Customer or its Authorized Users provide Company with any suggestions, enhancement requests, comments, or feedback regarding the performance or functionality of the Services ("Feedback"), Company shall have a worldwide, perpetual, irrevocable, royalty-free right to use, incorporate, and exploit such Feedback into its systems without restriction or obligation to Customer.

8.5. Privacy Policy Compliance. Company shall process all personal information collected through the Services in compliance with its data protection protocols and the VETT Privacy Policy, which is hereby incorporated into this Subscription Agreement by reference.

8.6. Reports, Dashboard Limits, and Data Retention.

CUSTOMER ACKNOWLEDGES AND AGREES TO THE FOLLOWING CRITICAL LIMITATIONS, WHICH ARE FUNDAMENTAL FEATURES OF THE PLATFORM ARCHITECTURE:

(a) No Company Access to Reports. Company does not access, retain, store, archive, or maintain any consumer dashboard or any Reports generated therein. All Reports are accessible solely through Customer's personal dashboard. Company cannot retrieve, restore, or provide access to any Report at any time, for any reason, including following account termination or expiration.

(b) Dashboard Capacity Limit. Each user dashboard is limited to a maximum of twenty-five (25) Reports at any given time. Once this limit is reached, Customer must delete existing Reports before new Reports can be generated.

(c) Automatic Permanent Deletion. All Reports are automatically and permanently deleted ten (10) days after the date of their creation, regardless of whether Customer has downloaded them. This deletion is irreversible. Company cannot recover any Report that has been automatically deleted.

(d) Customer's Download Obligation. CUSTOMER AND ITS AUTHORIZED USERS ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR DOWNLOADING AND RETAINING ALL REPORTS. Company strongly recommends that Customer:

  • Download every Report immediately upon generation, before ending the session or navigating away from the dashboard;
  • Not wait — any Report not downloaded within ten (10) days of creation will be permanently and irrecoverably lost;
  • Save all downloaded Reports in Customer's document management system, secure local storage, or another reliable backup location outside the Platform;
  • Not rely on the CrossBeamIP dashboard as long-term or permanent storage for any Report;
  • Download all Reports before any planned subscription cancellation, non-renewal, or account closure.

Best Practice: Treat every Report as a document that exists for ten (10) days only. Download it immediately upon generation. Company cannot recover Reports that have been automatically deleted or that were not saved before account termination.

(e) No Post-Termination Report Access. Upon termination, suspension, expiration, or cancellation of a Subscription Plan or this Agreement — for any reason — Customer's access to the Platform, dashboard, and all Reports ceases. Company does not provide any post-termination grace period for accessing previously generated Reports. There is no 30-day — or any — post-termination window for Report retrieval, because Company does not retain or possess Customer's Reports at any time.

(f) CCPA Distinction. Company retains certain personal account data (name, email address, billing records, and account usage logs) in accordance with the Privacy Policy and applicable law. California residents may submit a verified consumer request for access to personal information Company actually holds about them under the CCPA/CPRA. Such requests apply only to personal information Company possesses, they do not and cannot extend to Reports, which Company does not possess at any time.

(g) No Liability for Undownloaded or Auto-Deleted Reports. Company shall have no liability whatsoever for: (i) any Report automatically deleted after the ten (10)-day deletion window; (ii) any Report not downloaded prior to account termination, session expiration, or deletion; or (iii) any failure or inability to retrieve Reports after the fact.

9. Disclaimers and Warranties

9.1. Disclaimer of Legal Advice. Customer explicitly acknowledges and agrees that the Services, including all risk assessment algorithms, dashboard metrics, data aggregates, and Reports, are powered entirely by automated software systems and artificial intelligence tools without human legal review. The Services do not constitute, and shall not be construed as, legal advice, legal counsel, or professional trademark opinions. Customer further acknowledges and agrees that:

(i) accessing or utilizing the Services does not create an attorney-client relationship between Company and Customer, its Authorized Users, or its third-party clients; and

(ii) Customer and its Authorized Users maintain sole responsibility for evaluating the accuracy, completeness, appropriateness, and viability of all data outputs, and are strictly obligated to conduct independent legal due diligence and professional reviews before making commercial or filing decisions.

9.2. No Guarantee of Regulatory Outcomes. Company does not warrant, represent, or guarantee that the automated risk estimations or search logs provided through the Services predict or ensure successful brand clearance or regulatory approval. Customer understands that final trademark registration decisions are subject to the independent interpretation of human examiners at official registries (such as the United States Patent and Trademark Office) and that the Services are an estimation tool, not an absolute predictor of regulatory compliance or third-party conflict.

9.3. Mutual Warranties. Each Party represents and warrants that: (i) it has the full legal power and authority to enter into this Subscription Agreement; and (ii) its execution and performance of this Subscription Agreement will not violate any existing contract or regulatory obligation to which it is bound.

9.4. General Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN THIS SUBSCRIPTION AGREEMENT, THE SERVICES, PLATFORM, AND ALL REPORTS ARE PROVIDED TO CUSTOMER ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY EXPLICITLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE COMPLETELY ERROR-FREE, SECURE, UNINTERRUPTED, OR THAT THE CACHED PLATFORM DATA RETRIEVED FROM EXTERNAL PUBLIC SYSTEM REGISTRIES IS ENTIRELY COMPREHENSIVE, UP TO DATE, OR ACCURATE.

10. Limitation of Liability

10.1. Except for (i) each Party's indemnity obligations under Section 11 (Indemnification), gross negligence, willful misconduct, or fraud, and (ii) Customer's obligations to pay fees:

(a) EACH PARTY'S LIABILITY FOR ALL CLAIMS OR LOSSES ARISING OUT OF THIS SUBSCRIPTION AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE AMOUNT PAID BY CUSTOMER TO COMPANY UNDER THIS SUBSCRIPTION AGREEMENT DURING THE TWELVE (12) MONTHS PRIOR TO WHEN THE LIABILITY ARISES; AND

(b) IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOST REVENUES, PROFITS, RE-BRANDING COSTS, AND/OR GOODWILL, FOR ANY MATTER ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OR NONPERFORMANCE OF THIS SUBSCRIPTION AGREEMENT, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT, OR OTHERWISE, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Without limiting the foregoing, Company shall have no liability whatsoever for: (i) any Report automatically deleted after the ten (10)-day deletion window described in Section 8.6(c); (ii) any Report not downloaded by Customer prior to account termination, session expiration, or automatic deletion; or (iii) any failure or inability to retrieve Reports, given that Company does not store, archive, or possess Reports at any time.

11. Indemnification

11.1. General Indemnity. To the fullest extent allowed by applicable law, a Party (the "Indemnitor") shall defend the other Party, its Affiliates, and its and their officers, directors, agents, and employees (collectively, the "Indemnified Party") against any and all claims, demands, suits, or actions by a Third-Party ("Claims"), and shall release, indemnify, and hold harmless the Indemnified Party for and from any and all liabilities, obligations, losses, damages, deficiencies, penalties, levies, fines, judgments, settlements, costs, and expenses, including interest, litigation costs, and reasonable attorneys' fees resulting from such Claims ("Losses"), to the extent such Claims or Losses arise out of or result from (i) the fraud or willful misconduct of Indemnitor or any Affiliate, or their officers, directors, agents, or employees, or (ii) a material breach of this Subscription Agreement by Indemnitor, or any Affiliate, or their officers, directors, agents, or employees.

11.2. Company Software Infringement Indemnification. Company shall defend Customer and its Affiliates against any Claim that the underlying proprietary software architecture of the Services infringes a Third-Party's valid United States copyright or misappropriates a trade secret, and shall release, indemnify, and hold harmless Customer and its Affiliates for and from all resulting Losses. Regarding any such software infringement Claim, Company shall, at Company's option after consulting with Customer (in each case, without any cost or expense to Customer), either: (i) procure the right for Customer to continue to use the Services; (ii) modify or replace the software so that it is no longer infringing, provided however that such modification or replacement shall not degrade the functionality, operation, or performance of the Services; or (iii) if subsections (i) and (ii) are deemed commercially unreasonable by Company in its sole discretion, Customer shall have the option to terminate this Subscription Agreement and receive a pro rata refund of prepaid fees. This Section 11.2 shall not apply to the extent that the software infringement Claim arises from (a) Customer's modification of the Services or use thereof in a manner not contemplated by this Subscription Agreement, (b) the failure of Customer to use any reasonable corrections or modifications made available by Company, or (c) the use of the Services in combination with any product or data not provided by Company.

FOR THE AVOIDANCE OF DOUBT, COMPANY'S OBLIGATIONS UNDER THIS SECTION APPLY EXCLUSIVELY TO THE CORE CODE AND HOSTED ARCHITECTURE OF THE PLATFORM. COMPANY EXPLICITLY DISCLAIMS ALL INDEMNIFICATION LIABILITY FOR ANY THIRD-PARTY CLAIMS, DISPUTES, REGULATORY REJECTIONS, OR LAWSUITS ARISING FROM TRADEMARK INFRINGEMENT, INTELLECTUAL PROPERTY CONFUSION, OR UNFAIR COMPETITION ASSOCIATED WITH THE SPECIFIC BRAND NAMES, WORDS, LOGOS, OR QUERIES ENTERED INTO THE SERVICES BY CUSTOMER OR ITS AUTHORIZED USERS.

11.3. Indemnification Procedure. The Indemnified Party shall promptly give the Indemnitor notice of any Claim or Loss asserted by a Third-Party for which the Indemnified Party seeks indemnity under this Section 11 (each, a "Third-Party Claim"). The Indemnitor shall have reasonable control over the defense and settlement of Third-Party Claims; provided, however, that the Indemnitor shall not enter into any Third-Party Claim settlement requiring payment of money or other affirmative act (or inaction) by the Indemnified Party without the Indemnified Party's prior written consent, which consent shall not be unreasonably withheld, delayed, or conditioned. The Indemnified Party shall reasonably cooperate, at the Indemnitor's expense, in the defense of any Third-Party Claim.

12. Term and Termination

12.1. Agreement Term. This Subscription Agreement remains in effect from the Effective Date until all active Subscription Plans have expired or been terminated.

12.2. Order Form Term. Each Subscription Plan begins on the Effective Date and continues for the fixed duration specified in the applicable Order Form.

12.3. Expiration of Subscription Plans. All Subscription Plans expire automatically at the end of their stated term. This Agreement does not provide for automatic renewal or extension. Any continued use of the Services requires a new Order Form or checkout transaction.

12.4. Termination for Breach. Either Party may terminate this Subscription Agreement where the other Party materially breaches this Subscription Agreement and fails to cure such breach within thirty (30) days after receiving written notice. In the event Customer terminates this Subscription Agreement pursuant to this Section 12.4, Customer will pay all fees and charges incurred prior to the date of termination, provided that Company will refund Customer a pro rata portion of any prepaid fees for the remainder of the applicable Subscription Term after the effective date of such termination. All sections of this Subscription Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, restrictions and responsibilities, warranty disclaimers, indemnification, and limitations of liability.

12.5. Data Export and Deletion on Termination.

(a) No Post-Termination Report Access. Customer acknowledges that Company does not retain, store, or possess any Reports at any time. Accordingly, Company cannot and does not provide any post-termination access window for Report retrieval. There is no 30-day grace period — or any grace period — for accessing previously generated Reports following expiration or termination of this Subscription Agreement, because Company does not hold those Reports.

(b) User Submissions Export. For a period of thirty (30) days following expiration or termination of this Subscription Agreement, Customer may use the Platform's "Export my data" feature to download a copy of its then-available User Submissions (i.e., trademark queries and inputs submitted by Customer). After such thirty (30)-day period, Company may delete User Submissions from active systems in the ordinary course. Residual backup copies may be retained for a limited period as part of Company's standard backup and disaster recovery routines, which copies remain subject to Section 13 (Confidentiality).

(c) Download Before Termination. Customer is strongly advised to download all Reports it wishes to retain before canceling, allowing a Subscription Plan to expire, or taking any action that will result in account termination. Once a Subscription Plan expires or an account is terminated, any Reports not previously downloaded are permanently inaccessible — including any Reports subject to the ten (10)-day automatic deletion window described in Section 8.6(c).

13. Confidentiality

13.1. Definition. "Confidential Information" means any proprietary business, technical, or financial information disclosed by one Party ("Disclosing Party") to the other Party ("Receiving Party") that should reasonably be understood as confidential. Customer's Confidential Information includes its specific brand search queries. Company's Confidential Information includes the underlying AI scoring methodologies, software interfaces, and pricing structures.

13.2. Obligations and Exceptions. The Receiving Party shall use at least a reasonable degree of care to protect the Disclosing Party's Confidential Information and shall not use or disclose it for any purpose outside the scope of this Subscription Agreement. This obligation does not apply to information that: (a) is or becomes publicly known through no fault of the Receiving Party; (b) was already in the Receiving Party's possession before disclosure; (c) is rightfully received from a Third-Party without restriction; or (d) is independently developed without reference to the Disclosing Party's information.

13.3. Compelled Disclosure. If the Receiving Party is legally compelled by a subpoena or court order to disclose the Disclosing Party's Confidential Information, it must provide prompt written notice to the Disclosing Party (if legally permitted) to allow the Disclosing Party an opportunity to seek a protective order at its own expense.

14. Miscellaneous

14.1. Governing Law; Binding Arbitration; Class Action Waiver. This Subscription Agreement and any dispute arising out of or relating to it or the Services are governed by the laws of the State of California, without regard to its conflict-of-laws principles. The Federal Arbitration Act governs the interpretation and enforcement of the arbitration provisions of this Section. The Parties agree that any dispute, claim, or controversy arising out of or relating to this Subscription Agreement or the Services, or the breach, termination, enforcement, interpretation, or validity thereof (each, a "Dispute"), will be resolved by final and binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules then in effect, seated in Los Angeles County, California, before a single arbitrator. Before initiating arbitration, the claimant must send written notice of the Dispute to the other Party and the Parties will attempt to resolve the Dispute informally for sixty (60) days. The Parties each agree that all Disputes will be resolved only in their individual capacity and not as a plaintiff or class member in any purported class, collective, consolidated, mass, or representative proceeding, and the arbitrator may award relief only on an individual basis. Notwithstanding the foregoing, either Party may (a) bring an individual action in small claims court for any Dispute within that court's jurisdiction, and (b) seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a Party's intellectual property rights, confidentiality obligations, or unauthorized access to or use of the Services. If the class action waiver in this Section 14.1 is found unenforceable as to a particular claim, or if the arbitration provisions of this Section 14.1 are found unenforceable in their entirety, that claim or all Disputes (as applicable) will be resolved exclusively in the state or federal courts located in Los Angeles County, California, and both Parties submit to the personal jurisdiction of those courts.

(c) Opt-Out. You may opt out of the arbitration and class action waiver provisions of this Section 14.1 by sending written notice within thirty (30) days after first accepting this Subscription Agreement to: VETT, LLC, Attn: Legal, Arbitration Opt-Out, 309 Pine Avenue, Suite 236, Long Beach, CA 90802, with a copy by email to customer-service@crossbeamip.com. The notice must include your full legal name, the email address associated with your account, and a clear statement that you wish to opt out of arbitration. If you opt out, any Dispute will be resolved in the state or federal courts in Los Angeles County, California; all other provisions of this Subscription Agreement remain in effect.

14.2. Assignment. Customer may not assign, delegate, or transfer this Subscription Agreement or any of its rights or obligations to a Third-Party without Company's prior written consent. Company may freely assign its rights and performance under this Subscription Agreement (e.g., in the event of a merger, acquisition, or asset sale) without Customer's consent.

14.3. Severability and Waiver. If any provision of this Subscription Agreement is found to be invalid, illegal, or unenforceable by a court of law, that provision will be modified to the minimum extent necessary, and the rest of this Subscription Agreement will remain in full force. A delay or failure by either Party to exercise any right under this Subscription Agreement does not constitute a waiver of that right.

14.4. Complete Agreement and Modification. This Subscription Agreement, along with any digital checkout screens or Order Forms and VETT's Terms of Use, represents the entire agreement between the Parties and supersedes all prior marketing materials, oral discussions, or agreements regarding the subject matter hereof. VETT's Terms of Use continue to apply to Customer's and its Authorized Users' access to and use of the Services; in the event of any conflict between this Subscription Agreement and the Terms of Use, this Subscription Agreement controls for paid Customers. The terms of this Subscription Agreement may only be modified by a written amendment signed by authorized representatives of both Parties.

14.5. Notices. All contractual notices must be in writing. Company may deliver notices to Customer via the email address provided during registration or through a prominent dashboard notification. Customer notices to Company, including any notice of a Dispute under Section 14.1, must be sent by email to customer-service@crossbeamip.com or by physical mail to: VETT, LLC dba CrossBeamIP, 309 Pine Avenue, Suite 236, Long Beach, CA 90802.

VETT, LLC dba CrossBeamIP is a California limited liability company and woman-owned technology company. Nothing in this Subscription Agreement establishes an attorney-client relationship between VETT, LLC and any Customer or Authorized User.