Product Terms of Service

Subject to the terms of the Order Form, this Across AI Product Terms of Service ("Terms") governs the provision of Across AI's cloud-based platform or software services to Customer and is made by and between Across AI, Inc. ("Across AI") and the entity that enters into an Order Form ("Customer"). By signing or agreeing to an Order Form that references these Terms, Customer acknowledges that they have read, understand, and agree to be bound by these Terms. The Services will be as described on each Order Form that references these Terms and will be provided in accordance with the attached Service Level Agreement. The date on which Customer first accepts these Terms through any such means is the "Effective Date".

If an individual is entering into these Terms on behalf of a company or other legal entity, they represent that they have the legal authority to bind the entity to these Terms, in which case "Customer" will mean the entity they represent. If they do not have such authority, or if they do not agree with these Terms, they should not accept these Terms and may not use the Product.

1. Definitions

• 1.1 "Product" means Across AI's AI-driven sales engagement platform and associated user documentation ("Documentation").
• 1.2 "Authorized User" means any employee, contractor, or other personnel associated with Customer's organization who has been authorized to use the Product in accordance with these Terms set forth herein. "Customer" as used in these Terms also includes Customer's "Authorized Users," if any.
• 1.3 "Input" means sales data and information that Customer provides or uploads to the Product or enables access to the Product.
• 1.4 "Order Form" means the mutually agreed upon order form that is signed by the parties for the purchase of a license to the Product or that is entered into online.
• 1.5 "Output" means the data, content, and other information (including, without limitation, text, or images) that Customer receives from the Product based on Customer Input.
• 1.6 "Services" means the Product and any implementation or support services provided hereunder.
• 1.7 "Term" has the meaning given in Section 12 (Term and Termination).

2. License Grant

Subject to the terms of these Terms, Across AI hereby grants Customer and Customer's Authorized Users a non-exclusive, non-transferable, limited license (without the right to sublicense), solely for the Term in each Order Form to (a) access and use the Product; (b) use any associated Documentation in connection with authorized uses of the Product; and (c) use the Output, in all cases of (a)-(c), solely for Customer's internal business use purposes.

3. Compliance with Use Policies

Customer's access to and use of the Product, Input, and Output must comply with Across AI's usage restrictions in Section 4 of these Terms, the Order Form and the terms of any applicable third party AI providers listed herein, each of which are incorporated by reference.

4. Permissions and Restrictions

4.1 Integration

Customer acknowledges and agrees that the Product will integrate with Customer's existing software to provide the Product. Customer hereby grants Across AI permission to access Customer's selected existing email, calendar (Outlook), call data (MS Teams) and Salesforce instances, according to Customer's configuration and selections in the Product, and will have access to Customer's relevant sales data input to generate Outputs.

4.2 Across AI Account

Customer must maintain a valid and active Across AI account in good standing during the Term. Customer's use of the Product remains subject to these Terms, including, for clarity and without limitation, the acceptable use provisions therein. Customer is responsible for: (a) the compliance of each of Customer's Authorized Users with these Terms, (b) any Input that Customer provides or submits to the Product, (c) any activities that occur under Customer's account and (d) use of the Outputs.

4.3 Support and Professional Services

Across AI will provide those support services and any implementation Services as set forth in the Order Form.

4.4 Generated Output

The Product may generate Output for Customer to use and download for Customer's internal business use. Customer understands and agrees that Outputs (a) may not be bug-free, complete, or suitable for Customer's purposes; (b) do not necessarily represent Across AI's or its third-party LLM providers' views, and (c) should not be relied upon for or as a substitute for professional advice. Customer agrees to evaluate Output for correctness and appropriateness for Customer's use case, including human review as legally required and/or as appropriate, before using Output from the Product and acknowledges that factual assertions in Output should not be relied upon without independently checking their accuracy.

4.5 Restrictions

Customer shall not, and shall not permit any third party to:

1. access the Product, including Across AI's third party LLM providers' models, algorithms, or systems to build substantially similar functionality or a competing product or service, including to train competing AI models (e.g., create synthetic training);
2. reverse engineer, reverse assemble, duplicate, or otherwise attempt to discover the source code of all or any portion of the Product, including Across AI's or any third party's models, algorithm, or systems (except to the extent this restriction is prohibited by applicable law);
3. reproduce, modify, translate or create derivative works of all or any portion of the Product or engage in model extraction or stealing attacks;
4. export, modify, copy, lease, sell, or distribute the Product or assist any third party to gain access, license, sublicense, resell distribute, assign, transfer or use the Product;
5. buy, sell, or transfer Across AI's third party LLM providers' API keys from, to or with a third party;
6. remove or destroy any proprietary notices contained on or in the Product or any copies thereof without Across AI's permission;
7. circumvent any rate limits or restrictions or bypass any protective measures or safety mitigations within the Product;
8. use the Product, or Across AI's third party LLM providers' models or any Input or Output in a manner that infringes or otherwise violates any third party's rights;
9. use any method to extract data, such as web scraping or web harvesting from the Product, including Across AI's third party LLM providers' models, algorithms, or systems other than as permitted;
10. publish or disclose the results of any benchmarking of the Product, or use such results for Customer's own competing software development activities, without the prior written permission of Across AI;
11. violate the terms of use, codes of conduct and policies of Across AI's third party LLM providers; or
12. fail to appropriately disclose to end users any unknown dangers arising from the use of Across AI's or third party models.

Across AI utilizes various third party LLM providers to enhance the Services. The terms of use, codes of conduct, and policies of Across AI's LLM providers that are integrated into the Services, are listed below, and are hereby incorporated by reference in these Terms.

• Inflection AI
• OpenAI
• Anthropic
• Meta Llama

4.6 AI Laws

Customer shall only use the Product in compliance with all applicable laws and regulations, including, without limitation, any laws and regulations concerning the use or development of artificial intelligence ("AI"), generative AI, Input, or AI-generated content and Output.

5. Security

Customer will promptly notify Across AI if (a) Customer believes or knows that the account it uses to access the Product has been compromised, or (b) Customer is subject to an insecurity, malware or malicious activity that may negatively impact the Product. Customer shall ensure that only Authorized Users are granted access to the Product, and that all Authorized Users comply with these Terms. Customer is responsible for the security of the environment in which Customer uses the Product, including its transmission and protection of Input and Output in its own environment.

6. Confidentiality; Proprietary Rights

6.1 Confidentiality

Each party (the "Receiving Party") understands that the other party (the "Disclosing Party") has disclosed or may disclose business, technical, product or financial information or data relating to the Disclosing Party's business (hereinafter referred to as "Proprietary Information" of the Disclosing Party). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was rightfully in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without confidentiality restrictions by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party as evidenced by its internal files. If a Receiving Party is required by law or a governmental agency to disclose the Disclosing Party's Proprietary Information, the Receiving Party must provide reasonable notice to the Disclosing Party of such required disclosure so as to permit the Disclosing Party a reasonable period of time to seek a protective order or limit the amount of Proprietary Information to be disclosed.

6.2 Across AI Ownership

Across AI shall own and retain all right, title and interest in and to (a) the Services, all improvements, enhancements or modifications thereto and (b) all intellectual property rights related to any of the foregoing.

6.3 Feedback

To the extent Customer or any of Customer's Authorized Users provide any suggestions to Across AI regarding the functioning, features, and other characteristics of the Services, Documentation, or other material or services provided or made available by Across AI ("Feedback"), Customer hereby grants Across AI a perpetual, irrevocable, non-exclusive, royalty-free, fully-paid-up, fully transferable, worldwide license (with rights to sublicense through multiple tiers of sublicenses) under all of Customer's intellectual property rights, for Across AI to use and exploit in any manner and for any purpose.

6.4 Aggregate Data

Across AI shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies and Across AI will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other Across AI offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business.

6.5 Customer Name

During the term of these Terms, Customer grants Across AI a non-exclusive, royalty-free, fully-paid up license to use and reproduce Customer's trademarks, tradenames and logos in Across AI's marketing materials and website(s) and to indicate that Customer is an Across AI customer. Across AI will abide by any written trademark usage guidelines provided by Customer. All goodwill arising out of the use of Customer's trademarks, tradenames and logos shall inure to Customer's benefit. To decline Across AI this license Customer must email [email protected] stating that Customer does not wish to be used as a reference.

7. Limited Warranty and Disclaimer of Warranty

7.1 Limited Warranty

Across AI represents and warrants to Customer that the Product when used for its intended purpose and in accordance with Across AI's instructions, will materially conform to Across AI's Documentation for a period of thirty (30) calendar days from the date Customer is first permitted to access and use the Product. Customer's sole and exclusive remedy, and Across AI's sole and exclusive liability for any breach of this warranty will be, at Across AI's sole discretion, to either fix the Product to remedy the defect or refund the applicable Fees paid by Customer for the Product, in each case on condition that Customer promptly notifies Across AI in writing of any alleged breach of this warranty within such thirty (30) day period. This warranty is null and void to the extent the Product: (i) fails to conform with this warranty as a result of its use with any third party hardware or software; (ii) is used for an unintended purpose, is used other than in accordance with its Documentation, or Customer is otherwise in breach of these Terms, or (iii) fails due to any defect in or misconfigurations of Customer's projects or deployments, fails due to Inputs.

7.2 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS THE SERVICES ARE PROVIDED "AS IS" AND ACROSS AI DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. ACROSS AI DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. REFERENCES TO A THIRD PARTY IN THE OUTPUT MAY NOT MEAN THEY ENDORSE OR ARE OTHERWISE WORKING WITH ACROSS AI.

8. Intellectual Property Rights

8.1 Across AI Rights

All rights, title and interest in and to the Outputs, and Product and any improved, updated, modified or additional parts thereof, shall at all times remain the property of Across AI or its licensors. Nothing herein shall give or be deemed to give Customer any right, title or interest in or to the same except as expressly provided in these Terms. Across AI reserves all rights not expressly granted herein.

8.2 Customer Rights

As between Customer and Across AI, and to the extent permitted by applicable law, Customer owns the Customer Input. Customer grants Across AI a license to use the Inputs as necessary to provide the Product, publish and display the Inputs within the Product for Customer's use, to provide support for the Product, enforce Across AI's policies, prevent fraud, and maintain the safety and security of the Product. Due to the nature of the Product, the Output may not be unique, and the Product may provide the same or similar Output to other users.

8.3 Input Rights

Customer is solely responsible for Input, including ensuring that it does not violate any applicable law or these Terms. Customer warrants and represents that Customer owns, controls, or has otherwise lawfully obtained all of the rights, permissions, or consents, including, if applicable, under an appropriate privacy policy, to grant all licenses to Input required for Across AI and its third party LLM providers to provide the Product to Customer, including, without limitation, features that enable Inputs to be shared with a third party when Customer shares a query with such third party.

8.4 Training

Across AI represents and warrants that it shall not use Customer Input to train its or its third party LLM providers' models for the Product, except with Customer's consent. Customer's Inputs will only be used to fine tune Across AI's Product solely for Customer's use of Across AI's Product, to comply with applicable laws, enforce Across AI's terms and policies and keep the Product safe.

9. Indemnity

9.1 Customer Indemnity

Customer shall indemnify, defend and hold harmless Across AI and Across AI licensors from and against any third party claims, losses and expenses (including attorneys' fees) arising from or relating to Customer's breach of these Terms (and any terms incorporated by reference) Customer's Input and/or Customer's breach of applicable law.

9.2 Across AI Indemnity

Across AI shall indemnify, defend and hold Customer harmless from and against any third party claims, losses and expenses (including attorney's fees) arising from or relating to the Product infringing on a third party's intellectual property rights. Across AI's indemnity obligations to Customer in these Terms do not apply to claims arising from (a) the Product or portions or components thereof not provided by Across AI, (b) modifications by any party other than Across AI to the Product or Outputs, (c) the combination of the Product or Outputs with other products, processes or materials where the alleged infringement relates to such combination, (d) Input(s), data or personal data provided by Customer; (e) use of the Product or Outputs in a manner that Customer knows or reasonably should know violates or infringes the rights of others or when Customer continues allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement, (f) use of the Product or Output in violation of any third party's privacy rights or these Terms, or (g) the practice of a patented invention contained in an Output or alleged violation of trademark based on use of an Output in trade or commerce. To the extent covered under this section, indemnification is Customer's sole remedy under these Terms for any third-party claims as it relates to the Product.

9.3 Indemnity Procedure

The indemnified party shall promptly notify the indemnifying party of the claim, provide reasonable assistance to the indemnifying party (at the indemnifying party's expense) and allow the indemnifying party to control the defense of the claim (provided the indemnifying party will not settle a claim on behalf of the indemnified party without first obtaining the indemnified party's prior written consent, which consent shall not be unreasonably withheld or delayed).

10. Limitation of Liability

EXCEPT FOR CUSTOMER'S BREACH OF SECTIONS 4, 8.3, OR 6.1 OR CUSTOMER'S BREACH OF ANY REPRESENTATIONS OR WARRANTIES OR CUSTOMER'S INDEMNITY OBLIGATIONS, NEITHER PARTY NOR ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THESE TERMS OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES; OR (C) FOR ANY AGGREGATE OR DIRECT DAMAGES, COSTS, LOSSES, OF LIABILITIES IN AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID BY CUSTOMER TO ACROSS AI FOR THE PRODUCT UNDER THESE TERMS IN THE 12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THESE TERMS BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER THESE TERMS.

Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to Customer. IN THESE STATES, ACROSS AI'S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

11. Payment of Fees

11.1 Fees

Customer will pay Across AI the then applicable fees described in the Order Form for the Services in accordance with the terms therein (collectively, the "Fees"). The Fees shall be paid in advance on an annual or monthly basis as set forth in the Order Form. Unless otherwise specified in the Order Form, Fees are due and payable net thirty (30) days from the invoice date. Unpaid amounts are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection and may result in immediate termination of Services. The Fees for the Services invoiced by Across AI will not include any taxes, duties and levies, and Customer shall be responsible for all taxes associated with Services other than U.S. taxes based on Across AI's net income. If Across AI has the legal obligation to pay or collect taxes for which Customer is responsible, the appropriate amount shall be invoiced to and paid by Customer. Customer represents and warrants to Across AI that all of Customer's payment information is true and that Customer is authorized to use the payment instrument. Customer will promptly update Customer's account information with any changes (for example, a change in Customer's billing address or credit card expiration date) that may occur. All fees are non-refundable, except as expressly stated otherwise in these Terms.

11.2 Payments

All payments shall be made in the currency of the United States. If all or any part of any payment owed to Across AI under these Terms is withheld, based upon a claim that such withholding is required pursuant to the tax laws of any country or its political subdivisions and/or any tax treaty between the U.S. and any such country, such payment shall be increased by the amount necessary to result in a net payment to Across AI of the amounts otherwise payable under these Terms. Customer will reimburse Across AI any pre-approved and agreed upon costs. Across AI may change its fees and payment terms at its discretion; provided however, that such changes will not take effect for Customer until the start of the next subscription term. Across AI will provide written notice to Customer for any changes to the fees that affect the Services purchased by Customer. Customer's continued use of the Services after the price change becomes effective constitutes Customer's agreement to pay the changed amount.

12. Term and Termination

12.1 Term

Subject to earlier termination as provided below, these Terms shall commence on the Effective Date, and will continue for so long as there is an Order Form in effect. The term of each Order Form will be set forth in therein (the "Initial Term," and together with any Renewal Terms, the "Term") and shall automatically renew for successive one (1) year periods following the conclusion of the Initial Term (a "Renewal Term") unless either party notifies the other party in writing, not less than thirty (30) calendar days before the expiration of the then-current subscription term that such party does not wish to renew the Order Form for the Product for a Renewal Term.

12.2 Termination or Suspension

Notwithstanding any of these Terms, Customer shall not have the right to terminate these Terms for convenience. Across AI may terminate these Terms for any breach of these Terms on notice. Either party may terminate these Terms for the other party's material breach of these Terms on thirty (30) days prior written notice if the breach remains uncured within such time period. In addition to any other remedies Across AI may have, Across AI may also terminate these Terms upon two (2) days' notice in the case of nonpayment. Across AI reserves the right to suspend Customer's access to the Product for (a) violations of these Terms (including, without limitation, Across AI's AI Policy), (b) suspicion of fraudulent or illegal activity, (c) to prevent a security risk or other credible risk of harm or liability to Across AI, the Product, or any third party, or (d) if required by law. Across AI will use reasonable efforts to notify Customer of any suspension or termination and if applicable, give Customer the opportunity to resolve the issue prior to suspension or termination.

12.3 Effect of Termination

Sections 1 (Definitions), the restrictions in Section 4 (Permissions and Restrictions), 6 (Confidentiality; Proprietary Rights), 7.2 (Disclaimer), 8 (Intellectual Property Rights), 9 (Indemnity), 10 (Limitation of Liability), this Section 12.3 (Effect of Termination), 13 (Trade Controls), 14 (Miscellaneous) and 15 (Governing Law; Disputes; Arbitration) shall survive termination. On termination of the Terms, Customer and each of Customer's Authorized Users must cease using the Product and Across AI will destroy Customer Input, subject to applicable law. Customer must cease using all Outputs and delete the Outputs immediately after termination of the Order Form and these Terms.

13. Trade Controls

The Product is controlled and operated from the United States. Across AI makes no representations that the Product is appropriate for or available in other locations. Customer must comply with all applicable trade laws, including sanctions and export control laws. Neither the Product nor the Output may be used in or for the benefit of, or exported or re-exported to (a) any U.S. embargoed country or territory or (b) any individual or entity with whom trade dealings are prohibited or restricted under applicable trade laws. The Product may not be used for any end use prohibited by applicable trade laws, and Customer Input may not include material or information that requires a government license for release or export.

14. Miscellaneous

Customer acknowledges and agrees that Across AI may amend these Terms from time to time, which shall be communicated to Customer through Customer's account. Customer's continued access to or use of the Services and/or Product shall constitute binding acceptance of such amendments. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. Customer may not assign, transfer or sublicense without the prior written consent of Across AI, but Across AI may assign or transfer these Terms, in whole or in part, without restriction. Any attempted assignment or transfer of these Terms by the parties in contravention of the foregoing shall be null and void. Across AI's failure to exercise or enforce any right or provision of these Terms shall not be a waiver of that right. No agency, partnership, joint venture, or employment is created as a result of these Terms and neither party has any authority of any kind to bind the other party in any respect whatsoever. In any action or proceeding to enforce rights under these Terms, the prevailing party will be entitled to recover costs and attorneys' fees. All notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested, in all cases, to the address or information set forth in the Customer's account or Order Form. By using the Services, Customer consents to receiving electronic communications from Across AI. These electronic communications may include notices about applicable Services fees and charges related to the Services and transactional or other information concerning or related to the Services. These electronic communications are part of Customer's relationship with Across AI and Customer receives them as part of Customer's use of the Services. Customer agrees that any notices, agreements, disclosures or other communications that Across AI sends Customer electronically will satisfy any legal communication requirements, including that such communications be in writing.

Any delays in or failure of performance of Across AI shall not constitute a default hereunder or give rise to any claims for damages if, to the extent that, and for such period that, such delays or failures of performance are caused by any events beyond the reasonable control of Across AI including, without limitation, any of the following specific occurrences: acts of God or the public enemy, acts of terrorism, pandemics, epidemics, labor strikes, expropriation or confiscation of facilities, compliance with any unanticipated duly promulgated governmental order, acts of war, rebellion or sabotage or damage resulting therefrom, fires, floods, explosion, or riots.

15. Governing Law; Disputes

15.1 Law

These Terms shall be governed by the laws of the State of California without regard to its conflict of laws provisions.

15.2 Binding Contract

Customer acknowledges that these Terms are a contract between Customer and Across AI, even though it is electronic and is not physically signed by Customer and Across AI, and it governs Customer's use of the Services.

15.3 Disputes with a Domestic Customer

If Customer is located and headquartered in the United States of America, Customer and Across AI each irrevocably and unconditionally consent to the exclusive jurisdiction of the federal and state courts located in the San Francisco County, California for all proceedings arising out of this contract or related to the parties' relationship, and Customer and Across AI agree to only institute such proceedings in those courts. Customer and Across AI also waive any objection to venue in those courts based on improper venue. Customer and Across AI agree that a final judgment (subject to appeals) in any such proceeding is conclusive and may be enforced in other jurisdictions by suit on the judgment or in another lawful manner.

15.4 Disputes with a Customer outside of the U.S.

If Customer is located and headquartered outside of the United States of America, then any action related to this Agreement will be governed by California law. Any dispute Customer and Across AI that is not resolved through negotiation will be resolved exclusively by final and binding arbitration conducted in accordance with the then-current Comprehensive Arbitration Rules and Procedures of the Judicial Arbitration and Mediation Services ("JAMS"). The arbitration will be conducted by a single arbitrator selected by agreement of Customer and Across AI or, if Customer and Across AI cannot agree, an arbitrator appointed in accordance with the JAMS rules who shall be experienced in the type of dispute at issue. Customer and Across AI, their representatives, the arbitrator, and other participants shall keep confidential the existence, content, and result of the arbitration. Any demand for arbitration and any counterclaim must specify in reasonable detail the facts and legal grounds forming the basis for the claimant's claims and include a statement of the total amount of damages claimed, if any, and any other remedy sought by the claimant. The arbitration will be conducted in the English language; the location of such arbitration shall be in San Francisco, California. Each party will bear its own costs in the arbitration. The arbitrator will have full power and authority to determine issues of arbitrability and to interpret or construe the provisions of the agreement documents and to fashion appropriate remedies (including temporary, preliminary, interim, or permanent injunctive relief); provided that the arbitrator will not have any right or authority: (i) in excess of the authority that a court having jurisdiction over the parties and the dispute would have absent this arbitration agreement; or (ii) to award damages in excess of the types and limitation of damages found in the Agreement. Judgment upon the award may be entered in any court of competent jurisdiction. Notwithstanding the agreement to arbitrate, each party may apply at any time to a court of competent jurisdiction for appropriate injunctive relief or for other interim or conservatory measures, and by doing so will not breach or waive the agreement to arbitrate or impair the powers of the arbitrator.

15.5 Restrictions

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IF CUSTOMER OR ACROSS AI WANT TO ASSERT A DISPUTE AGAINST THE OTHER, THEN CUSTOMER OR ACROSS AI MUST COMMENCE IT (BY DELIVERY OF WRITTEN NOTICE AS SET FORTH HEREIN) WITHIN ONE (1) YEAR AFTER THE DISPUTE ARISES OR IT WILL BE FOREVER BARRED. "COMMENCING" MEANS, AS APPLICABLE: (I) BY DELIVERY OF WRITTEN NOTICE AS SET FORTH HEREIN; (II) FILING FOR ARBITRATION WITH JAMS AS SET FORTH HEREIN; OR (III) FILING AN ACTION IN STATE OR FEDERAL COURT. THIS PROVISION WILL NOT APPLY TO ANY LEGAL ACTION TAKEN BY ACROSS AI TO SEEK AN INJUNCTION OR OTHER EQUITABLE RELIEF IN CONNECTION WITH ANY LOSSES (OR POTENTIAL LOSSES) RELATING TO THE SERVICES, INTELLECTUAL PROPERTY RIGHTS OF ACROSS AI, AND/OR ACROSS AI'S PROVISION OF THE SERVICES.

16. Privacy

Please visit our Privacy Policy to understand how Across AI collects and uses personal information. Across AI's Data Processing Agreement is available upon request at [email protected].

Exhibit A — Service Level Agreement

1. Services Availability

Across AI, Inc. ("Across AI", "we", "us" and/or "our") will use commercially reasonable efforts to make the Product available 99.99% of the time, excluding any Excused Downtime events, as defined below ("Services Level"). The Product availability will be calculated by dividing the total number of minutes in which the Product is up and running and available during an applicable calendar month ("Uptime") by the total number of actual minutes in such month minus minutes of Excused Downtime, and then multiplying that amount by 100 ("Uptime Percentage"). If the Product fails to meet the above Services Level, you will receive a Credit equal to the result of the Services Credit calculation in Section 3 of this SLA.

Uptime Percentage = Uptime ÷ (Total minutes in month - Excused Downtime) × 100

Daily system logs will be used to track any Product outages.

2. Unscheduled Downtime

Unscheduled Downtime is defined as any time when the Product are not available to perform operations, excluding any outages caused by the failure of any third-party vendor, the Internet in general, factors outside of our reasonable control, outages that resulted from your software or hardware or third party software or hardware, or both or any force majeure event ("Excused Downtime"). The measurement is in minutes.

3. Credits

A Credit is the percentage of the monthly Product fees for the Product that is credited to you for an Unscheduled Downtime below the Services Level based on the applicable Uptime Percentage as set forth in the table below. In order to receive any of the Credits described below, you must notify Across AI in writing within thirty (30) days from the time you become eligible to receive a Credit. You must also provide us with log files showing Unscheduled Downtime and the date and time it occurred. If you do not comply with these requirements, you will forfeit your right to receive a Credit. If a dispute arises with respect to this SLA, we will make a determination in good faith based on its system logs, monitoring reports, configuration records, and other available information.

The maximum aggregate number of Credits issued by us to you for all Unscheduled Downtime in a single billing month will not exceed 50% of the amount due from you for the Product for the applicable month. Credits will be in the form of a monetary credit applied to future use of the Product and will be applied within sixty (60) days after the Credit was requested. Credits are your sole and exclusive remedy for any violation of this SLA.

* Percentage of monthly fee for the respective Product that does not meet the Service Level that will be credited to your future monthly fees.