SAPIURA SYSTEMS LLC

TERMS AND CONDITIONS

Website Terms (sapiura.com)

Last Updated: 7.13.26

These Terms and Conditions (these “Terms”) govern your access to and use of the public website at sapiura.com and its related web pages and content made available by Sapiura Systems LLC, a Wyoming limited liability company (“Sapiura,” “we,” “us,” or “our”) (the “Site”). The Site is an informational and marketing website. These Terms do not govern Sapiura’s Services, which are provided only under a Subscription Agreement, as explained in Sections 3 and 5. By accepting these Terms as described in Section 1, you agree to be bound by them.

TABLE OF CONTENTS

1. ACCEPTANCE AND FORMATION OF THE AGREEMENT

1.1 Affirmative Acceptance. These Terms form a binding agreement between you and Sapiura. You accept these Terms, and they become binding on you, when you affirmatively indicate your acceptance — for example, by checking a box indicating your agreement when you submit a contact or intake form on the Site, by executing or accepting an Order Form, or by otherwise accessing or using the Site after these Terms have been made available to you with conspicuous notice. If you do not agree, you must not access or use the Site.

1.2 Record of Acceptance. We may maintain records of your acceptance, including the date and version accepted, which you agree constitute valid evidence of your assent.

1.3 Authority. If you accept these Terms or use the Site on behalf of a company or other entity, you represent and warrant that you are authorized to bind that entity, and “you” refers to that entity. You must be at least 18 years old.

1.4 Updates. We may modify these Terms as described in Section 23. Your continued use of the Site after an update takes effect constitutes acceptance of the updated Terms.

2. DEFINITIONS

“Content” means all text, graphics, software, workflows, designs, and other materials made available on or through the Site. “Services” means Sapiura’s design, build, hosting, deployment, and maintenance of AI-enabled automations and workflows, which are provided to clients only under a Subscription Agreement. “Subscription Agreement” means the Master Subscription Agreement and any Order Form entered into between Sapiura and a client.

3. RELATIONSHIP TO OTHER AGREEMENTS; ORDER OF PRECEDENCE

3.1 Umbrella Terms. These Terms govern your general access to and use of the Site.

3.2 Paid Services. If you are a client, the Subscription Agreement governs the paid Services provided to you. In the event of a conflict between these Terms and the Subscription Agreement with respect to those paid Services, the Subscription Agreement controls.

3.3 Privacy. Our Privacy Policy governs how we handle personal information and is incorporated by reference. In the event of a conflict regarding personal-information practices, the Privacy Policy controls.

3.4 Informational Purpose. Descriptions of the Services on the Site are marketing summaries and do not constitute an offer, guarantee, or the actual Services, which are provided only under a Subscription Agreement.

4. ELIGIBILITY; BUSINESS USE; COMPLIANCE

4.1 Business, U.S.-Based Use. The Site and Services are offered on a business-to-business basis to U.S.-based businesses and are intended for business use, not for consumers or personal, family, or household use. The Site is not directed to individuals outside the United States.

4.2 Sanctions and Export. You represent that you are not located in, and are not a resident of or owned or controlled by a party in, any country or by any person subject to U.S. sanctions or export restrictions, and that you will comply with applicable U.S. sanctions, export-control, and anti-corruption laws in connection with your use of the Site.

5. THE SITE AND HOW THE SERVICES ARE PROVIDED

5.1 Informational Website. The Site is an informational and marketing website through which you can learn about Sapiura and contact us, including by submitting contact or intake forms. The Site does not require you to create an account, and Sapiura does not provide a self-service portal, dashboard, login area, or software application to clients through the Site.

5.2 How the Services Are Provided. Sapiura’s Services consist of custom AI-enabled automations, AI agents, and workflows that Sapiura designs, builds, hosts, deploys, and maintains for a client and that operate in connection with the client’s own tools, systems, and accounts. The provision of, access to, and use of the Services are governed solely by the Subscription Agreement, not by these Terms.

6. ACCEPTABLE USE

You agree not to, and not to permit others to:

(a) use the Site in violation of any law or regulation, or to infringe or misappropriate the rights of others;

(b) copy, reproduce, distribute, modify, or create derivative works of the Site or Content except as expressly permitted;

(c) reverse engineer, decompile, or attempt to derive the source code, models, prompts, or underlying methods of the Site or of Sapiura’s technology, except to the extent this restriction is prohibited by law;

(d) access the Site to build or benchmark a competing product or service;

(e) use any robot, scraper, crawler, or automated means to access, collect, or index the Site, or otherwise harvest data, without our prior written consent;

(f) introduce malware, or interfere with, disrupt, overload, or attempt to gain unauthorized access to the Site, its servers, or connected systems;

(g) misrepresent your identity or affiliation, or transmit unlawful, deceptive, harassing, infringing, or harmful content; or

(h) remove or obscure any proprietary notices.

7. INTELLECTUAL PROPERTY; LICENSE TO USE THE SITE

7.1 Ownership. The Site and all Content, and all intellectual property rights in them, are owned by Sapiura or its licensors. Except for the limited license below, no rights are granted to you by implication, estoppel, or otherwise.

7.2 Limited License. Subject to these Terms, Sapiura grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and view the Site for your internal business evaluation and use. You may not resell, redistribute, frame, or exploit the Site or Content.

8. TRADEMARKS

“Sapiura,” “Sapiura Systems,” and related names, logos, and marks are trademarks of Sapiura. You may not use them without our prior written permission. Other names and marks are the property of their respective owners.

9. FEEDBACK

If you provide suggestions or feedback about the Site or Services, you grant Sapiura a perpetual, irrevocable, worldwide, royalty-free license to use it for any purpose without restriction or obligation to you, and Sapiura owns all improvements derived from it.

10. USER SUBMISSIONS

If you submit information through the Site, such as through a contact or intake form, you represent that you have the right to provide it and that it is accurate, and you grant us a license to use it to respond to you and operate the Site. Do not submit sensitive personal information, or the confidential information of others, through general Site forms.

11. COPYRIGHT COMPLAINTS (DMCA)

11.1 Notice. We respect intellectual-property rights. If you believe content on the Site infringes your copyright, send a notice under the Digital Millennium Copyright Act to our designated agent containing the information required by 17 U.S.C. § 512(c)(3), including identification of the work, the infringing material and its location, your contact information, a statement of good-faith belief, a statement of accuracy under penalty of perjury, and your signature.

11.2 Designated Agent. DMCA Agent, Sapiura Systems LLC, 7345 W SAND LAKE RD STE 210 OFFICE 3330, Orlando, FL 32819; info@sapiura.com. We may remove allegedly infringing material and terminate repeat infringers.

12. ARTIFICIAL INTELLIGENCE; ASSUMPTION OF RISK; NO PROFESSIONAL ADVICE

12.1 AI Content. The Site and Services use artificial intelligence and automation. AI-generated content is probabilistic and may be inaccurate, incomplete, outdated, or unsuitable for your purpose.

12.2 Assumption of Risk. You are solely responsible for reviewing, verifying, and independently evaluating any output before relying on, publishing, sending, or otherwise acting on it, and you assume the risks of doing so. Sapiura does not warrant the accuracy, completeness, or fitness of any output.

12.3 No Professional Advice. The Site and any output do not constitute insurance, legal, financial, tax, compliance, or other professional advice, and are not a substitute for the judgment of a licensed professional. Sapiura is not a licensed insurance producer, agent, or broker and does not sell, solicit, negotiate, quote, or bind insurance.

13. THIRD-PARTY SERVICES AND LINKS

The Site may reference or link to third-party websites, platforms, and services, including payment processors, hosting, security, and AI providers. Sapiura does not control and is not responsible for third-party services or content, and your use of them is governed by their own terms. Links do not imply endorsement.

14. ELECTRONIC COMMUNICATIONS; E-SIGN CONSENT

By using the Site or providing your contact information, you consent to receive communications from us electronically, and you agree that electronic communications, agreements, acceptances, and signatures satisfy any legal requirement that such communications be in writing or signed, consistent with the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Uniform Electronic Transactions Act (UETA). You may withdraw this consent by ceasing to use the Site, which may prevent you from using certain features.

15. MARKETING COMMUNICATIONS; TELEPHONE AND EMAIL

15.1 Email. If you provide your email address, you consent to receive business and marketing emails consistent with the CAN-SPAM Act. You may opt out at any time using the unsubscribe mechanism, which we honor promptly. Transactional and service messages may continue.

15.2 Telephone. Providing a telephone number is optional and is used to contact you about your inquiry or the Services. We do not make marketing calls or send marketing text messages using an autodialer or prerecorded or automated messages without your prior express written consent, consistent with the Telephone Consumer Protection Act (TCPA). You may withdraw consent at any time.

16. PRIVACY

Our collection and use of personal information through the Site is described in our Privacy Policy, which is incorporated by reference. Please review it to understand our practices.

17. DISCLAIMERS OF WARRANTIES

THE SITE, THE CONTENT, AND ALL OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” INCLUDING ANY THIRD-PARTY CONTENT AND AI-GENERATED OUTPUT. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SAPIURA DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SAPIURA DOES NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY CONTENT OR OUTPUT WILL BE ACCURATE OR CURRENT. ANY BETA OR EARLY-ACCESS FEATURES ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY OR COMMITMENT.

18. LIMITATION OF LIABILITY

18.1 Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SAPIURA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

18.2 Aggregate Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SAPIURA’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SITE OR THESE TERMS WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US$100). IF YOU ARE A PAYING CLIENT, LIABILITY RELATING TO THE PAID SERVICES IS GOVERNED SOLELY BY THE SUBSCRIPTION AGREEMENT.

18.3 Basis of the Bargain. These limitations apply even if a limited remedy fails of its essential purpose and reflect the allocation of risk between the parties. Some jurisdictions do not allow certain exclusions, so some of the above may not apply to you.

19. INDEMNIFICATION

You will defend, indemnify, and hold harmless Sapiura and its members, officers, and personnel from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to your use of the Site, your submissions, your violation of these Terms, or your violation of any law or the rights of a third party. We will provide notice of the claim, and you may not settle any claim in a manner that imposes liability or an admission on Sapiura without our prior written consent. We may assume control of the defense of any claim at our expense.

20. SUSPENSION AND TERMINATION OF ACCESS

We may suspend or terminate your access to the Site at any time, with or without notice, including if we believe you have violated these Terms or created risk to Sapiura or others. Upon termination, the licenses granted to you end and you must cease using the Site. Sections that by their nature should survive will survive, including Sections 7 through 12 and 17 through 24.

21. DISPUTE RESOLUTION; BINDING ARBITRATION; CLASS WAIVER

21.1 Governing Law. These Terms are governed by the laws of the State of Wyoming, without regard to conflict-of-laws principles, and by applicable U.S. federal law, including the Federal Arbitration Act, which governs the interpretation and enforcement of this Section.

21.2 Informal Resolution. Before initiating arbitration, you agree to send written notice of the dispute to info@sapiura.com and to attempt in good faith to resolve it for thirty (30) days.

21.3 Binding Arbitration. Except as provided below, any dispute arising out of or relating to these Terms or the Site will be finally resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, seated in Cheyenne, Wyoming, before a single arbitrator, and which may be conducted by videoconference. Judgment on the award may be entered in any court of competent jurisdiction. Arbitration fees are governed by the AAA rules.

21.4 Delegation. The arbitrator has exclusive authority to resolve all threshold issues of arbitrability, including the scope, enforceability, and interpretation of this Section, except that a court, and not an arbitrator, will decide any challenge to the enforceability of the class-action waiver in Section 21.5.

21.5 Class-Action Waiver. ALL DISPUTES WILL BE ARBITRATED ONLY ON AN INDIVIDUAL BASIS. YOU AND SAPIURA WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. If this class-action waiver is found unenforceable as to a particular claim, that claim will proceed only in a court of competent jurisdiction, and all other claims will remain in individual arbitration.

21.6 Jury-Trial Waiver. TO THE EXTENT ANY MATTER PROCEEDS IN COURT, YOU AND SAPIURA EACH WAIVE ANY RIGHT TO A TRIAL BY JURY.

21.7 Coordinated (Mass) Arbitration. If twenty-five (25) or more similar demands for arbitration are filed by or with the assistance of the same or coordinated counsel, the parties agree the demands may be administered in batches of no more than fifty (50), with a single arbitrator and bellwether process per batch to promote efficiency and reduce costs, and any applicable limitations period is tolled for unfiled batches.

21.8 30-Day Opt-Out. You may opt out of this arbitration agreement by sending written notice to info@sapiura.com within thirty (30) days after first accepting these Terms, stating your name and intent to opt out. Opting out does not affect any other provision of these Terms.

21.9 Exceptions. Either party may bring an individual action in small-claims court or seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property or confidential information.

22. TIME LIMIT ON CLAIMS

TO THE EXTENT PERMITTED BY LAW, ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM AROSE; OTHERWISE, IT IS PERMANENTLY BARRED.

23. CHANGES TO THESE TERMS OR THE SITE

We may modify these Terms at any time by posting the updated version and revising the “Effective / Last Updated” date. Material changes will be effective upon posting or as otherwise stated. Your continued use of the Site after changes take effect constitutes acceptance. We may also change, suspend, or discontinue any part of the Site at any time without liability.

24. GENERAL PROVISIONS

24.1 Entire Agreement. These Terms, together with the Privacy Policy and, for clients, the Subscription Agreement, are the entire agreement regarding the Site and supersede prior understandings on that subject.

24.2 Assignment. You may not assign these Terms without our prior written consent. We may assign them, including in connection with a merger, acquisition, or sale of assets.

24.3 Force Majeure. Sapiura is not liable for any delay or failure caused by events beyond its reasonable control, including outages and third-party or subprocessor failures.

24.4 Severability; Waiver; Headings. If any provision is held unenforceable, the remainder remains in effect. Our failure to enforce a provision is not a waiver. Headings are for convenience only.

24.5 Notices. Notices to Sapiura may be sent to info@sapiura.com or 7345 W SAND LAKE RD STE 210 OFFICE 3330, Orlando, FL 32819. We may provide notices to you by posting on the Site or by email.

24.6 Survival. Provisions that by their nature should survive termination will survive.

25. CONTACT US

Questions about these Terms may be sent to:

Sapiura Systems LLC

7345 W SAND LAKE RD STE 210 OFFICE 3330
Orlando, FL 32819

info@sapiura.com · sapiura.com