Aidfine Terms & Conditions

1.1 By clicking to accept, registering an account, placing an order, activating a subscription, accessing a workspace, or otherwise using any part of the Services, Customer agrees to be bound by these Terms.

1.2 These Terms apply to Customer's initial access and all subsequent access to the Services by Customer and its Authorized Users.

1.3 The Services are offered for business and professional use. They are not offered for personal, family, or household use, and Aidfine does not undertake consumer-law obligations except to the extent non-waivable law expressly requires otherwise.

1.4 Customer's use of the Services is also subject to any applicable Order Form, checkout terms, pricing page disclosures, Data Processing Addendum, Privacy Policy, or other written terms expressly incorporated by reference into the parties' commercial relationship.

1.5 If Customer does not agree to these Terms, Customer must not access or use the Services.

2.1 "Account" means a login, credential set, or other access mechanism used by an individual to access the Services.

2.2 "Aidfine Materials" means the Services, software, user interfaces, workflows, documentation, templates, reports format, visualizations, designs, know-how, and all related intellectual property owned or controlled by Aidfine, excluding Customer Data.

2.3 "Authorized User" means any individual authorized by Customer to access or use the Services under Customer's subscription, including Customer employees, contractors, consultants, or other personnel acting on Customer's behalf.

2.4 "Beta Services" means alpha, beta, pilot, limited release, preview, experimental, early access, or similarly designated features, functions, or services.

2.5 "Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including business, technical, financial, security, product, roadmap, and customer information.

2.6 "Customer Data" means data, files, records, documents, spreadsheets, transaction information, reconciliation inputs, prompts, content, and other information submitted to, uploaded to, imported into, generated within, or otherwise provided by or on behalf of Customer through the Services, excluding Usage Data and de-identified aggregated data.

2.7 "Documentation" means any user documentation, help content, product instructions, or technical usage guidance made available by Aidfine for the Services.

2.8 "Order Form" means any ordering document, online checkout page, subscription page, proposal, statement of work, or other ordering mechanism that identifies the Services, subscription scope, fees, billing period, or commercial terms applicable to Customer.

2.9 "Output" means any report, statement, dashboard, match suggestion, explanation, classification, narrative, recommendation, summary, or other result generated or displayed by the Services.

2.10 "Privacy Policy" means Aidfine's then-current public privacy policy, as updated from time to time.

2.11 "Services" means Aidfine's hosted software platform and related services made available by Aidfine under the applicable subscription or access model.

2.12 "Subscription" means the paid or unpaid right granted by Aidfine for Customer to access and use the Services during a defined period, subject to these Terms and any applicable Order Form.

2.13 "Subscription Term" means the initial subscription period and each renewal period specified in the applicable Order Form or self-serve plan.

2.14 "Third-Party Services" means third-party products, services, websites, platforms, infrastructure, payment processors, hosting providers, email services, integration partners, or external model providers that interoperate with, support, or are used in connection with the Services.

2.15 "Usage Data" means service-related technical, operational, analytics, diagnostic, telemetry, and usage information concerning the performance, operation, support, and use of the Services.

2.16 "Workspace" means a Customer-controlled organizational environment, tenant, or account space within the Services through which Authorized Users access Customer's configuration, data, and features.

3.1 Customer represents and warrants that it is a legally existing entity or a person with full legal capacity to enter into binding contracts.

3.2 Customer represents and warrants that each person accepting these Terms, placing an order, or administering a Workspace on Customer's behalf is duly authorized to do so.

3.3 Customer must ensure that each Authorized User is at least the age of majority in the jurisdiction from which that user accesses the Services and, in any event, is at least eighteen (18) years old.

3.4 Customer may not access or use the Services if Customer or any Authorized User is prohibited from doing so under applicable law, sanctions laws, export controls, or other legal restrictions.

4.1 Aidfine provides a cloud-based software platform designed to assist finance, reconciliation, reporting, and audit-support workflows. Aidfine provides software tools only.

4.2 Unless expressly stated in an Order Form, Aidfine is not providing custom development, managed accounting services, audit execution, legal services, tax advisory services, outsourced internal control operation, or any other professional engagement.

4.3 The Services may include configurable workflows, document or spreadsheet upload, reconciliation-related processing, reporting, role-based access, AI-assisted matching, automated summaries, and other software functionality as made available by Aidfine from time to time.

4.4 Customer acknowledges and agrees that Customer, and not Aidfine, remains solely responsible for:

4.5 Customer is purchasing access to the Services as they exist during the applicable Subscription Term and not in reliance on delivery of any future feature, roadmap item, or product enhancement unless expressly stated in a signed writing.

5.1 Customer must provide accurate, current, and complete registration, billing, and account information and must keep that information updated.

5.2 Customer is responsible for maintaining the confidentiality of Account credentials and for all activities occurring under its Accounts, whether or not authorized by Customer, except to the extent caused directly by Aidfine's breach of these Terms.

5.3 Customer must promptly notify Aidfine of any suspected unauthorized access, credential compromise, or other security incident affecting the Services or Customer's use of the Services.

5.4 Customer is responsible for all configuration decisions within its Workspace, including user invitations, role assignments, access revocations, data imports, and other administrative settings.

5.5 Aidfine may rely on instructions and actions taken through Customer's administrative Accounts or Workspace settings as authorized by Customer.

6.1 Customer may permit only Authorized Users to access the Services, and only to the extent permitted by the applicable Subscription and plan limits.

6.2 Customer is solely responsible for determining which individuals receive owner, administrator, manager, reviewer, viewer, or other internal roles within its Workspace.

6.3 Customer must ensure that Authorized Users comply with these Terms and remains liable for all acts and omissions of its Authorized Users as if they were Customer's own acts and omissions.

6.4 Customer is solely responsible for its internal governance over the Services, including approval flows, control review, escalation procedures, role separation, and access lifecycle management.

6.5 Customer acknowledges that the Services are not a substitute for Customer's internal supervisory controls, approval chains, or review responsibilities.

7.1 Access to the Services is subject to the Subscription, plan, seat count, feature set, volume limits, and billing period identified in the applicable Order Form or self-serve pricing and checkout flow.

7.2 Aidfine may condition activation of the Services on completion of onboarding steps, account verification, payment authorization, configuration requirements, or other reasonable setup requirements.

7.3 Certain features, workspaces, entities, banks, users, usage volumes, exports, AI features, or support channels may be limited by plan or by fair-use guardrails.

7.4 Unless expressly stated otherwise in writing, Subscriptions are non-exclusive, non-transferable, and limited to Customer's internal business use for its own operations.

7.5 Customer may not resell, lease, sublicense, or commercially exploit the Services for third parties as a service bureau, outsourcer, managed service provider, or timesharing service without Aidfine's prior written consent.

7.6 Aidfine may refuse or cancel an order where activation would violate applicable law, sanctions restrictions, payment rules, fraud controls, export controls, or Aidfine's risk policies.

8.1 Customer shall pay all fees specified in the applicable Order Form, checkout flow, invoice, or pricing page. Except as expressly stated otherwise, fees are denominated in U.S. dollars.

8.2 Subscription fees are due in advance for the applicable billing period unless otherwise stated in writing. All payment obligations are non-cancelable and, except as expressly stated in these Terms or required by law, fees are non-refundable.

8.3 If Customer pays by card or another recurring payment method, Customer authorizes Aidfine and its payment processor to charge all applicable recurring fees, overages, taxes, and other amounts due for the Subscription and any renewals.

8.4 If Customer is approved for invoice billing, invoices are due within 15 days from invoice date. Late payments may accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by law, plus reasonable collection costs.

8.5 Unless otherwise stated in an Order Form, each Subscription automatically renews for successive periods equal to the expiring Subscription Term unless Customer provides notice of non-renewal through the applicable billing portal or in writing at least 15 days before the end of the then-current term.

8.6 Aidfine may change fees for any renewal term by providing prior notice. Any fee change will take effect at the next renewal unless otherwise required by law or expressly agreed in writing.

8.7 Customer is responsible for all sales, use, value-added, withholding, GST, VAT, digital services, and similar taxes, duties, or levies associated with the Services, excluding taxes based on Aidfine's net income, property, or payroll.

8.8 If Customer is required by law to withhold taxes, Customer shall provide adequate documentation and cooperate in good faith so that Aidfine receives the net amount due to the maximum extent legally permitted.

8.9 If Customer fails to pay amounts due, Aidfine may, without limiting its other rights:

8.10 Aidfine will use commercially reasonable efforts to provide advance notice of suspension for non-payment where practicable, but Aidfine may suspend immediately where payment failure, fraud risk, or chargeback activity creates material risk.

8.11 Customer may not withhold, reduce, offset, or delay payment based on any disputed claim unless required by non-waivable law.

9.1 Aidfine may offer trial, proof-of-concept, pilot, demo, sandbox, evaluation, or Beta Services in its sole discretion.

9.2 Trial and Beta Services may be incomplete, unstable, unavailable in some jurisdictions, subject to additional restrictions, and changed or withdrawn at any time.

9.3 Trial and Beta Services are provided strictly "as is," "as available," without warranty, support commitment, service level commitment, indemnity, or uptime commitment of any kind.

9.4 Customer uses Trial and Beta Services entirely at its own risk and shall not use them as the sole basis for financial, operational, control, or audit decisions.

9.5 Aidfine may suspend or terminate Trial or Beta access at any time, with or without notice, and may delete related data on or after expiration of the applicable trial or evaluation period in accordance with Aidfine's operational practices then in effect.

9.6 Any non-public information regarding Trial or Beta Services, including functionality, performance, and test results, will be deemed Aidfine Confidential Information.

10.1 Subject to these Terms and payment of all applicable fees, Aidfine grants Customer during the Subscription Term a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Services and Documentation solely for Customer's internal business operations.

10.2 Customer may permit Authorized Users to use the Services only on Customer's behalf and only in accordance with these Terms.

10.3 No license or right is granted to Customer except as expressly stated in these Terms. All rights not expressly granted are reserved by Aidfine and its licensors.

10.4 Customer may provide feedback, suggestions, enhancement requests, or comments regarding the Services. Customer grants Aidfine a worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free right to use and exploit such feedback without restriction or obligation.

11.1 Customer shall use the Services only:

11.2 Customer shall maintain reasonable administrative, technical, and organizational controls over its own devices, networks, personnel, and authentication practices used to access the Services.

11.3 Customer shall be solely responsible for ensuring that its use of the Services is compatible with Customer's own legal, accounting, tax, audit, and internal control requirements.

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

13.1 As between the parties, Aidfine and its licensors own and retain all right, title, and interest in and to the Aidfine Materials, the Services, the Documentation, the Output format and presentation, Usage Data, de-identified aggregated data, and all related intellectual property rights.

13.2 Customer does not acquire any ownership rights in the Services or Aidfine Materials by virtue of these Terms or Customer's use of the Services.

13.3 As between the parties, Customer retains its rights in Customer Data, subject to the licenses granted under these Terms.

13.4 Aidfine may use Customer's name, logo, or marks only with Customer's prior written permission unless a separate written agreement provides otherwise.

14.1 Customer retains all right, title, and interest in and to Customer Data.

14.2 Customer grants Aidfine and its subprocessors a non-exclusive, worldwide, limited right to host, copy, transmit, process, display, transform, store, back up, and otherwise use Customer Data solely as necessary to:

14.3 Customer is solely responsible for the legality, accuracy, completeness, and appropriateness of Customer Data and for obtaining all rights, notices, consents, approvals, and permissions necessary for Aidfine to process Customer Data in accordance with these Terms.

14.4 Aidfine may generate, collect, and use Usage Data and de-identified or aggregated data derived from use of the Services for analytics, security, support, service improvement, product development, capacity planning, benchmarking, and other lawful business purposes, provided that such data does not identify Customer as the source except as permitted under applicable law or separate written agreement.

15.1 Aidfine will handle personal data in accordance with the applicable Privacy Policy and, where applicable, any Data Processing Addendum entered into between the parties.

15.2 To the extent Aidfine processes personal data contained in Customer Data on Customer's behalf, the parties intend that Customer acts as the relevant controller or business and Aidfine acts as processor or service provider, except where Aidfine acts as an independent controller for account administration, billing, security, fraud prevention, legal compliance, or direct customer relationship management.

15.3 Customer is solely responsible for determining whether the Services are appropriate for the personal data and regulated information Customer chooses to submit, and for ensuring a valid legal basis and all required notices and consents.

15.4 Customer shall not instruct Aidfine to process Customer Data in violation of applicable law.

15.5 If required for Customer's use of the Services, Aidfine may make available a DPA upon request covering personal data processing, international data transfers, and subprocessors.

15.6 Where Third-Party Services are enabled or selected by Customer, Customer acknowledges that Customer Data may be transferred to or accessed by those third parties subject to Customer's instructions and the third party's terms.

Where Aidfine processes Customer Personal Data on behalf of a business customer, the Data Processing Addendum applies and forms part of these Terms.

16.1 Aidfine will implement and maintain reasonable administrative, technical, and organizational security measures designed in light of the nature of the Services and the information processed through them.

16.2 Aidfine may access Customer Data on a need-to-know basis to provide support, investigate incidents, maintain security, prevent abuse, comply with law, verify suspected violations, or protect the rights, property, and safety of Aidfine, Customer, users, or third parties.

16.3 Customer acknowledges that no system or transmission method is completely secure and that Aidfine does not warrant that the Services will be free from intrusion, interception, corruption, loss, or other security events.

16.4 Customer is responsible for its own environment security, including endpoint protection, identity and access management, internal approval design, and user behavior.

16.5 Any security incident notification obligations relating to Customer Data will be governed by applicable law and any applicable DPA, not by implied obligations beyond those sources.

17.1 The Services may include AI-assisted, machine-assisted, rule-based, heuristic, statistical, vector-based, or otherwise automated features that generate or support Outputs.

17.2 Customer acknowledges that such features are assistive only. Outputs may be incomplete, inaccurate, inconsistent, stale, context-limited, non-deterministic, or affected by input quality, model limitations, configuration choices, data gaps, or external dependencies.

17.3 Aidfine does not warrant or represent that AI-assisted or automated Outputs are error-free, complete, reliable, suitable for any particular accounting treatment, audit conclusion, legal position, tax filing, internal control certification, or financial statement purpose.

17.4 Customer must independently review, validate, and approve all Outputs before acting on them. Customer shall not rely on any AI-assisted or automated feature as a substitute for professional judgment, expert review, or internal validation.

17.5 Customer is solely responsible for deciding whether to enable, use, or rely upon any AI-assisted feature and for determining the level of human review appropriate for Customer's use case.

18.1 Aidfine is a software provider only. Aidfine is not a public accounting firm, audit firm, statutory auditor, tax adviser, law firm, bank, broker-dealer, regulated investment adviser, payment institution, or other regulated financial advisory provider.

18.2 Nothing in the Services, Documentation, marketing materials, Output, support communications, or other content provided by Aidfine constitutes accounting advice, audit advice, tax advice, legal advice, investment advice, internal control certification, or professional opinion.

18.3 Customer remains solely responsible for all accounting decisions, audit judgments, reconciliation validation, exception handling, financial reporting, disclosures, filings, tax positions, legal assessments, and final business decisions.

18.4 If Customer requires professional accounting, audit, tax, legal, or regulatory advice, Customer must obtain it from qualified professionals.

19.1 The Services may rely on or interoperate with Third-Party Services, including cloud infrastructure, payment processors, email and communications providers, document services, external integrations, and AI or model-related providers.

19.2 Aidfine does not own or control Third-Party Services and is not responsible for their acts, omissions, outages, security incidents, policy changes, terms, performance, or discontinuation.

19.3 Customer's use of Third-Party Services may be subject to separate terms, privacy notices, fees, and technical limitations imposed by the relevant third party.

19.4 Aidfine may suspend, disable, or remove a Third-Party Service integration where necessary due to security, legal, commercial, or technical reasons, including where the provider ceases support or imposes unacceptable risk.

20.1 Aidfine will use commercially reasonable efforts to make the Services available, but the Services are provided on an "as available" basis and may be subject to downtime, maintenance, interruptions, delays, errors, or outages.

20.2 Aidfine may perform scheduled or emergency maintenance and may temporarily suspend access where reasonably necessary to maintain, patch, secure, or improve the Services.

20.3 Unless expressly stated in a signed service level agreement, Aidfine does not provide any uptime commitment, service level, response time, recovery target, backup guarantee, or availability warranty.

20.4 Aidfine may modify, update, replace, remove, or discontinue features, functions, workflows, interfaces, or components of the Services at any time. Aidfine will use commercially reasonable efforts to avoid materially degrading the core paid Services during an active Subscription Term, but Customer acknowledges that the Services may evolve over time.

20.5 If Aidfine discontinues the Services in their entirety during an active paid Subscription Term for reasons other than Customer breach, Customer's sole remedy will be termination of the affected Subscription and a prorated refund of prepaid unused recurring fees for the discontinued remainder of the term.

21.1 Aidfine may provide support through the channels, plans, and languages it makes available from time to time.

21.2 Unless otherwise expressly stated in a signed agreement, support is provided on a commercially reasonable, best-efforts basis only, without guaranteed response times, resolution times, or dedicated staffing.

21.3 Support does not include accounting advice, audit advice, tax advice, legal advice, formal reconciliation sign-off, customer data remediation, or customer-specific internal control design.

21.4 Aidfine may prioritize support based on severity, plan level, operational risk, abuse prevention, or resource availability.

22.1 Each party receiving Confidential Information ("Receiving Party") shall use the disclosing party's Confidential Information only as necessary to perform under these Terms and shall not disclose it to any third party except to its employees, contractors, affiliates, advisors, or subprocessors who have a need to know and are bound by confidentiality obligations at least as protective as those in these Terms.

22.2 The Receiving Party shall protect the disclosing party's Confidential Information using at least reasonable care and no less than the care it uses to protect its own similarly sensitive information.

22.3 Confidential Information does not include information that the Receiving Party can demonstrate:

22.4 The Receiving Party may disclose Confidential Information if required by law, regulation, court order, or governmental request, provided that, unless legally prohibited, the Receiving Party gives prompt notice so the disclosing party may seek protective treatment.

22.5 Unauthorized use or disclosure of Confidential Information may cause irreparable harm for which monetary damages may be insufficient. Each party may seek equitable relief in addition to other available remedies for breach of this Section 22.

23.1 Customer represents, warrants, and covenants that:

23.2 Customer further represents that neither Customer nor, to Customer's knowledge after reasonable diligence, its controlling persons or intended beneficial users are subject to prohibitions that would make access to the Services unlawful for Aidfine to provide under applicable sanctions or export control laws.

24.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, OUTPUTS, DOCUMENTATION, SUPPORT, TRIAL SERVICES, AND BETA SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS.

24.2 AIDFINE DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, AVAILABILITY, SYSTEM INTEGRATION, OR THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR MEET CUSTOMER'S REQUIREMENTS.

24.3 AIDFINE DOES NOT WARRANT THAT ANY OUTPUT, MATCH, REPORT, SUMMARY, RECONCILIATION RESULT, OR AI-ASSISTED RESULT WILL BE COMPLETE, CORRECT, AUDIT-READY, REGULATORILY SUFFICIENT, OR ACCEPTED BY ANY THIRD PARTY.

24.4 CUSTOMER ASSUMES SOLE RESPONSIBILITY FOR RESULTS OBTAINED FROM USE OF THE SERVICES AND FOR CONCLUSIONS DRAWN FROM THE SERVICES OR ANY OUTPUT.

25.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL AIDFINE OR ITS AFFILIATES, LICENSORS, SUPPLIERS, SUBPROCESSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, ANTICIPATED SAVINGS, DATA USE, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

25.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF AIDFINE AND ITS AFFILIATES, LICENSORS, SUPPLIERS, SUBPROCESSORS, AND SERVICE PROVIDERS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT OF SUBSCRIPTION FEES ACTUALLY PAID BY CUSTOMER TO AIDFINE FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY.

25.3 IF THE CLAIM ARISES FROM TRIAL, EVALUATION, FREE, OR BETA ACCESS FOR WHICH CUSTOMER PAID NO FEES, AIDFINE'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US$100).

25.4 THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, MISREPRESENTATION, RESTITUTION, OR OTHERWISE, AND EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

25.5 NOTHING IN THESE TERMS EXCLUDES LIABILITY TO THE EXTENT SUCH LIABILITY CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW.

25.6 CUSTOMER ACKNOWLEDGES THAT THE FEES CHARGED FOR THE SERVICES REFLECT THIS ALLOCATION OF RISK AND THAT AIDFINE WOULD NOT ENTER INTO THESE TERMS WITHOUT THESE LIMITATIONS.

26.1 Customer shall defend, indemnify, and hold harmless Aidfine, its affiliates, officers, directors, employees, contractors, licensors, and service providers from and against any third-party claims, actions, proceedings, damages, judgments, settlements, penalties, fines, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to:

26.2 Aidfine shall promptly notify Customer of any indemnified claim, provided that failure to give prompt notice will not relieve Customer except to the extent Customer is materially prejudiced.

26.3 Customer shall control the defense and settlement of the indemnified claim, except that Customer may not settle any claim in a manner that imposes liability, admission, injunctive relief, or non-monetary obligation on Aidfine without Aidfine's prior written consent.

26.4 Aidfine may participate in the defense with counsel of its choice at its own expense.

27.1 Aidfine may suspend or restrict access to all or part of the Services immediately, with or without prior notice, if Aidfine reasonably determines that:

27.2 Aidfine will use commercially reasonable efforts to tailor any suspension to the affected issue and to restore access once the issue is resolved, where restoration is reasonably possible.

27.3 Suspension does not relieve Customer of its obligation to pay fees accrued or otherwise due.

28.1 These Terms begin on the earlier of Customer's acceptance or first use of the Services and continue until terminated in accordance with these Terms.

28.2 Each Subscription begins on the activation date identified by Aidfine or in the applicable Order Form and continues for the applicable Subscription Term unless earlier terminated.

28.3 Either party may terminate these Terms or an affected Subscription for material breach by the other party if the breach remains uncured thirty (30) days after written notice, except that Aidfine may terminate immediately for breaches involving unlawful use, sanctions risk, security abuse, fraud, intellectual property misuse, or repeated non-payment.

28.4 Aidfine may terminate Trial or Beta access, free access, or unpaid accounts at any time in its discretion.

28.5 Customer may elect non-renewal of a Subscription in accordance with Section 8.5. Except as expressly provided in these Terms or required by law, early termination by Customer does not entitle Customer to any refund.

28.6 Aidfine may terminate or discontinue the Services for business, legal, or technical reasons on prospective notice, subject to Section 20.5 where applicable.

29.1 Upon expiration or termination of the applicable Subscription:

29.2 Termination does not relieve Customer of payment obligations accrued before the effective termination date.

29.3 If Aidfine terminates a paid Subscription without cause before the end of an active prepaid term, Customer's sole remedy shall be a prorated refund of prepaid unused recurring fees for the terminated remainder of that term.

29.4 The following Sections survive expiration or termination to the extent applicable: 2, 8, 12, 13, 14, 15, 17, 18, 19, 22, 23, 24, 25, 26, 29, 30, 31, 32, 34, 35, 36, and 37.

30.1 During an active Subscription Term, Customer may export Customer Data to the extent export functionality is made available in the Services or otherwise offered by Aidfine.

30.2 Following expiration or termination, Customer may request or retrieve an export of Customer Data during a limited post-termination period of 30 days, provided Customer has paid all undisputed amounts due and subject to technical feasibility, legal restrictions, and Aidfine's standard export capabilities.

30.3 After the applicable post-termination period, Aidfine may delete, anonymize, or render inaccessible Customer Data, except to the extent retention is required by law, reasonably necessary for security, fraud prevention, dispute resolution, backup rotation, business continuity processes, or expressly stated in a separate written agreement.

30.4 Aidfine has no obligation to retain Customer Data after the applicable retention period and no liability for deletion after that period in accordance with these Terms.

30.5 Customer is solely responsible for maintaining any records, reports, exports, workpapers, and source-system backups that Customer wishes to preserve.

31.1 These Terms and any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict-of-laws principles.

31.2 The United Nations Convention on Contracts for the International Sale of Goods does not apply.

32.1 Before initiating formal proceedings, each party agrees to attempt in good faith to resolve any dispute by providing written notice of the dispute to the other party and allowing at least thirty (30) days for informal resolution discussions, unless immediate injunctive or equitable relief is reasonably required.

32.2 Subject to Section 32.1, each party irrevocably submits to the exclusive jurisdiction of the state and federal courts located in Delaware for any dispute arising out of or relating to these Terms or the Services, and each party waives any objection based on forum non conveniens or improper venue.

32.3 Nothing in these Terms limits Aidfine's right to seek injunctive relief, equitable relief, or other urgent remedies in any court of competent jurisdiction to protect the Services, Confidential Information, intellectual property, or security interests.

32.4 TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL IN CONNECTION WITH ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES.

33.1 Aidfine may modify these Terms from time to time by posting an updated version or otherwise notifying Customer.

33.2 Material changes will apply prospectively from the effective date identified in the updated Terms. Aidfine may provide notice by email, in-product notice, account notice, or website publication.

33.3 Customer's continued access to or use of the Services after the effective date of updated Terms constitutes acceptance of the updated Terms.

33.4 If Customer does not agree to an updated version of the Terms, Customer's sole remedy is to stop using the Services and, if applicable, elect non-renewal of the relevant Subscription.

34.1 Aidfine may provide notices to Customer by email to the account owner or billing contact, by posting within the Services, or by publication on Aidfine's website.

34.2 Customer shall provide legal notices to Aidfine at:

34.3 Notices are deemed given:

35.1 Customer may not assign, transfer, delegate, or otherwise dispose of these Terms, in whole or in part, whether by operation of law, merger, change of control, or otherwise, without Aidfine's prior written consent.

35.2 Aidfine may assign or transfer these Terms without Customer's consent to an affiliate or in connection with a merger, acquisition, corporate reorganization, financing, or sale of all or substantially all of Aidfine's assets or business relating to the Services.

35.3 Any prohibited assignment by Customer is void. Subject to the foregoing, these Terms bind and benefit the parties and their permitted successors and assigns.

36.1 Aidfine is not liable for any failure or delay in performance to the extent caused by events beyond its reasonable control, including acts of God, natural disasters, epidemic, pandemic, war, terrorism, civil unrest, labor disputes, internet or telecommunications failures, power outages, cloud or hosting failures, governmental action, sanctions changes, cyberattacks, or failures of Third-Party Services.

36.2 Aidfine will use commercially reasonable efforts to mitigate the effects of a force majeure event where reasonably practicable.

37.1 These Terms, together with any applicable Order Form, DPA, Privacy Policy, and any other documents expressly incorporated by reference, constitute the entire agreement between the parties regarding the Services and supersede all prior or contemporaneous proposals, discussions, statements, or agreements on that subject matter.

37.2 If there is a conflict, the following order of precedence applies unless a document expressly states otherwise: signed master agreement, then Order Form, then DPA as to personal data processing only, then these Terms, then the Privacy Policy, then Documentation.

37.3 If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect, and the invalid provision will be enforced to the maximum extent permitted by law.

37.4 No failure or delay by either party in exercising any right under these Terms constitutes a waiver of that right.

37.5 Nothing in these Terms creates any partnership, joint venture, fiduciary relationship, agency, employment relationship, or exclusive relationship between the parties.

37.6 These Terms are for the benefit of the parties only and do not create any third-party beneficiary rights, except as expressly stated for Aidfine's affiliates, licensors, suppliers, subprocessors, and service providers under the protections in these Terms.

37.7 Section headings are for convenience only and do not affect interpretation.

37.8 The parties agree that these Terms will not be construed against either party merely because that party drafted them.

37.9 If Aidfine publishes translated versions of these Terms, the English version will control in the event of inconsistency.

Questions regarding these Terms may be directed to: