Self-Service Subscription Terms

These Self-Service Subscription Terms (these “Terms”) form a binding agreement between Aerone Inc., a Delaware corporation (“Aerone” or “Provider”), and the business that accepts these Terms (“Customer” or “you”). These Terms, together with the Data Processing Addendum and Aerone’s published pricing and token and credit terms, govern Customer’s self-service subscription to and use of the Platform and Services purchased through Aerone’s online checkout, without a signed Order Form. Aerone Inc. offers the Platform under the BenchAGI brand.

BY CLICKING TO ACCEPT, CREATING AN ACCOUNT, COMPLETING CHECKOUT, OR ACCESSING OR USING THE PLATFORM, CUSTOMER AGREES TO BE BOUND BY THESE TERMS. IF CUSTOMER DOES NOT AGREE, CUSTOMER MUST NOT ACCESS OR USE THE PLATFORM.

The individual accepting these Terms represents and warrants that they are at least 18 years old and are authorized to bind the Customer. The Platform is offered for business use only and is not intended for consumers or for personal, family, or household purposes. If Customer instead enters into a signed Order Form with Aerone, that Order Form and any written agreement incorporated into it govern that relationship in place of these Terms.

1. DEFINITIONS

“Agent(s)” means the AI-powered software agents deployed via the Platform that perform automated tasks, generate outputs, and interact with Customer data within configured permission boundaries.

“Agent Configuration” means the proprietary orchestration logic, prompt engineering, permission settings, and behavioral parameters applied to Agents by Aerone.

“AI Model Provider” means any third-party provider of large language models or AI inference services utilized by the Platform. The AI Model Providers currently engaged by Aerone are identified in the Data Processing Addendum and, where published, on Aerone’s Sub-processor List. Aerone may select, switch, add, or replace AI Model Providers as provided in Section 2.4.

“Chassis API” means Aerone’s proprietary orchestration layer that manages Agent deployment, inter-Agent communication, and model-provider integration.

“Confidential Information” means all non-public information disclosed by either Party in connection with these Terms, including business data, technical specifications, pricing, and Agent Configurations.

“Customer” means the business entity that accepts these Terms and subscribes to the Platform and Services through Aerone’s online checkout.

“Customer Data” means all data, content, and information uploaded to, processed by, or generated within the Platform by or on behalf of Customer, including CRM records, pipeline data, communications, project data, and Third-Party Personal Data.

“Data Processing Addendum” or “DPA” means Aerone’s data processing addendum, incorporated by reference into these Terms, governing the processing, security, and handling of Customer Data and Third-Party Personal Data.

“Effective Date” means the date on which Customer first accepts these Terms or completes checkout for the Subscription Plan, whichever occurs first.

“Gateway” means the Customer-supplied host machine(s) (currently Mac computers meeting Aerone’s minimum specifications) deployed on Customer premises that host the local Agent environment, cache operational data, and serve as the secure communication bridge between Customer’s local systems and the Platform. Aerone does not supply hardware; Customer provides, maintains, and secures the host machine(s).

“Optional Services” means any configuration, data migration, training, deployment, or technical support services that Customer elects to purchase through checkout at Aerone’s published pricing. Optional Services are limited to technical configuration, deployment, and platform-related support and do not include strategic, financial, operational, or business advisory services.

“Outputs” means any data, reports, recommendations, measurements, estimates, communications, or other content generated by Agents through the Platform.

“Permitted Users” means the individuals authorized by Customer to access and use the Platform on Customer’s behalf, up to the number and within the scope included in the Subscription Plan.

“Platform” means Aerone’s proprietary software-as-a-service application, including the web application, desktop application, Chassis API, Agent suite, and all associated infrastructure.

“Published Pricing” means Aerone’s then-current pricing, plans, and fee types as displayed at checkout and on Aerone’s published pricing page.

“Services” means, collectively, access to the Platform, Agent functionality, and any Optional Services purchased by Customer under these Terms.

“Subscription Fee” means the recurring fees payable by Customer for the Workspace subscription and Agent functionality included in the Subscription Plan, as displayed at checkout and on Aerone’s Published Pricing.

“Subscription Plan” means the plan, Agents, Permitted Users, measurement credit buckets, token bundles, add-on services, and quantities that Customer selects and purchases through Aerone’s online checkout, at the Published Pricing in effect at the time of purchase, together with any changes Customer later makes through its account under Section 2.5. The Subscription Plan sets the commercial and license-scope specifics for Customer’s subscription in place of a signed Order Form.

“Subscription Term” means the initial and any renewal periods during which Customer has paid access to the Platform, as described in Section 8.1.

“Third-Party Personal Data” means personal data of Customer’s end customers, homeowners, or other third parties that is processed through the Platform (e.g., names, addresses, insurance information, contact details).

“Tokens” means the computational units consumed by AI Model Providers when processing Agent requests. Token and model-usage capacity is purchased separately by Customer through monthly token plans or prepaid credit buckets as part of the Subscription Plan, and is governed by Aerone’s then-current published token and credit terms. Token capacity is not included in the Subscription Fee.

2. PLATFORM LICENSE AND SERVICES

2.1 Grant of License

Aerone grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform during the Subscription Term solely for Customer’s internal business operations, subject to these Terms. The specific scope of this license, including the number and types of Agents, the number of Permitted Users, and the integrated systems, is set by the Subscription Plan Customer purchases and maintains through its account.

2.2 Service Description

The Services consist of:

• Access to the Platform, including the web application and desktop application
• Deployment and operation of Agents configured to Customer’s business requirements
• Self-service deployment and configuration of the local Agent environment on Customer-supplied host machine(s), using Aerone’s provided tools and documentation
• Ongoing Agent configuration management and software updates
• Any Optional Services that Customer purchases through checkout

2.3 Service Modifications

Aerone reserves the right to modify, update, or enhance the Platform and Agent functionality at any time. Aerone will use commercially reasonable efforts to provide Customer with advance notice of material changes that may affect Customer’s use of the Platform.

2.4 AI Model Provider Selection

Aerone retains sole discretion to select, switch, or replace AI Model Providers at any time without prior Customer approval. Customer acknowledges that the Platform’s model-agnostic architecture is designed to enable provider flexibility, and that switching providers may result in variations in Agent behavior or Output characteristics.

2.5 Managing the Subscription Plan

Customer may add, remove, upgrade, or downgrade elective components, including Agents, measurement credit buckets, token bundles, and add-on services, through its account and Aerone’s online checkout. Such changes take effect at the Published Pricing then in effect. Except where a component is designated at checkout as an annual or committed-term subscription, elective components are month-to-month and may be changed or canceled at any time, effective at the end of the current monthly billing period. Removing all Agents returns Customer to a Workspace-only subscription. Product and plan names used in these Terms (for example, Workspace and measurement credits) are as identified in the Published Pricing and may change without affecting these Terms; the functional descriptions in these Terms control.

3. AI AGENTS: CAPABILITIES, LIMITATIONS, AND RESPONSIBILITIES

3.1 Agent Capabilities

Agents are proprietary AI-powered tools configured and controlled by Aerone. Customer receives a license to use Agents within the Platform during the Subscription Term; Customer does not own, possess, or acquire any right to deploy Agents independently outside the Platform. Agents operate in both advisory and autonomous capacities within configured permission boundaries. Agents may perform the following actions without prior human review: (a) Send internal communications within Customer’s designated messaging platforms (e.g., Slack); (b) Create and update CRM records, deals, contacts, and activity logs within the Platform; and (c) Generate reports, analyses, and scheduled briefings. Agents do not, and will not be configured to, make decisions that produce legal or similarly significant effects concerning an individual (for example, decisions regarding insurance, credit, employment, or housing) without human review.

3.2 Prohibited Agent Actions

Agents are prohibited from, and are not designed or authorized to: (a) Send external or customer-facing communications without explicit human approval; (b) Initiate, authorize, or process financial transactions or payments; (c) Create APIs, deploy web services, or modify infrastructure without human authorization; or (d) Take any action outside the scope of the permissions configured for Customer’s account.

3.3 Agent-to-Agent Communication

Agents deployed within Customer’s environment may communicate with Aerone’s central Agents for purposes of process optimization, configuration management, and operational support. Customer acknowledges and consents to this inter-Agent communication as a necessary component of the Services. This communication is not currently configurable as a Customer opt-out; if and when Aerone makes an opt-out mechanism available, this Section will be updated accordingly.

3.4 Permission Configuration and Shared Responsibility

Aerone provides default Agent permission configurations as a starting point. Customer configures and approves Agent permissions through the Platform, and the Agents act on Customer’s behalf and under Customer’s direction within the configurations Customer approves. Customer is responsible for: (a) Reviewing, configuring, and approving all permission settings; (b) Ensuring that approved Agent permissions are appropriate for Customer’s business and compliance requirements; and (c) Providing all notices and obtaining all consents required under applicable law for the Agents’ processing and actions, and ensuring that its approved permission configurations comply with applicable law.

Aerone will implement the permission configurations Customer approves and will use commercially reasonable efforts to maintain the permission framework. Customer is responsible for the configurations it reviews, approves, or requests. Subject to Section 9 and the disclaimers in Sections 4.2 and 9, Aerone has no liability for loss or damage arising from a Customer-approved configuration or from Agent actions within its scope. Agent actions outside the approved configuration that result from the probabilistic nature of AI models are governed by Section 9.5(c) and remain subject to the limitation of liability in Section 9. This Section does not limit either Party’s indemnification obligations under Section 10.

4. CUSTOMER OBLIGATIONS AND ACCEPTABLE USE

4.1 Customer Responsibilities

Customer shall: (a) Provide accurate and complete information when creating its account and throughout the Subscription Term; (b) Provide, maintain, and secure the Gateway (Customer’s host machine(s)), including its physical security, power supply, and network connectivity; (c) Ensure that all use of the Platform complies with applicable laws, regulations, and industry standards; (d) Comply with all AI Model Provider acceptable use restrictions, and with any additional use restrictions or usage policies that Aerone may establish and communicate to Customer from time to time; and (e) Independently review and validate all Outputs before relying on them for any business, financial, operational, or customer-facing decision. For clarity, the Gateway obligations in clause (b) apply where the Subscription Plan includes Agents or the local Agent harness; a Workspace-only subscription does not require Customer to supply or maintain a Gateway.

4.2 Mandatory Output Validation

CUSTOMER ACKNOWLEDGES AND AGREES THAT ALL OUTPUTS GENERATED BY AGENTS ARE PRODUCED BY PROBABILISTIC AI MODELS AND MAY CONTAIN ERRORS, INACCURACIES, INCOMPLETE INFORMATION, OR FABRICATED CONTENT (“HALLUCINATIONS”). CUSTOMER SHALL NOT RELY ON ANY OUTPUT WITHOUT INDEPENDENT HUMAN REVIEW AND VALIDATION.

Aerone shall have no liability for any loss, damage, or claim arising from Customer’s failure to independently validate Outputs.

4.3 Prohibited Uses

Customer shall not: (a) Use the Platform for any unlawful, fraudulent, or deceptive purpose; (b) Attempt to reverse-engineer, decompile, or extract source code from the Platform or Agent Configurations; (c) Circumvent, disable, or interfere with Agent permission boundaries or security features; (d) Use the Platform to generate content that violates AI Model Provider acceptable use policies, including content that is harmful, discriminatory, or intended to deceive; (e) Share Platform access credentials with unauthorized third parties; (f) Use Outputs as a substitute for professional advice in regulated fields (e.g., legal, medical, financial, engineering) without independent professional verification; or (g) publish or disclose to any third party any benchmark, performance, or comparison test of the Platform or Agents without Aerone’s prior written consent.

4.4 Account Registration and Security

Customer is responsible for maintaining the confidentiality and security of its account credentials and for all activity that occurs under its account. Customer shall provide accurate account and contact information, keep it current, promptly notify Aerone of any unauthorized use of its account or credentials, and ensure that only Permitted Users access the Platform under its account. Aerone is not liable for any loss arising from Customer’s failure to secure its account or credentials.

5. DATA OWNERSHIP, PRIVACY, AND SECURITY

5.1 Customer Data Ownership

As between the Parties, Customer retains all right, title, and interest in and to Customer Data. Customer grants Aerone a non-exclusive, limited license to access, process, store, and transmit Customer Data solely as necessary to provide the Services.

5.2 Data Processing and Third-Party Transmission

Customer acknowledges and consents to the following data processing activities as necessary for Agent functionality: (a) Customer Data, including Third-Party Personal Data, is transmitted to AI Model Providers via encrypted API connections for inference processing; (b) Customer Data is stored in Aerone’s cloud infrastructure (currently Google Cloud Platform, in a United States region) and locally on the Gateway; (c) AI Model Providers process Customer Data pursuant to their respective commercial API terms, which generally prohibit using API customer data for model training; and (d) Aerone retains Customer Data in its cloud infrastructure as part of the Platform’s core CRM and operational functionality. The Data Processing Addendum applies to Aerone’s processing of Customer Data, is incorporated by reference into these Terms, and controls in the event of any conflict with this Section 5.

5.3 Data Location

Customer Data is stored and processed within the United States. Aerone will notify Customer if any material change in data processing locations occurs.

5.4 Remote Access

Aerone maintains remote access to the Gateway and cloud-hosted Customer Data for the purposes of software updates, system health monitoring, troubleshooting, technical support, and Agent configuration management. Customer consents to this remote access as a necessary component of the managed service offering.

5.5 Security and Insurance

Aerone will use commercially reasonable efforts, consistent with generally accepted industry standards, to maintain the security of the Platform and Customer Data, including encryption in transit and at rest, access controls, and regular patching, and will not materially degrade platform security during the Subscription Term. Aerone does not warrant that the Platform is impenetrable. Once per year on Customer’s reasonable request, Aerone will provide a summary of its security measures or respond to a reasonable security questionnaire in lieu of an on-site audit. The specific security measures are described in the Data Processing Addendum.

Aerone maintains commercially reasonable insurance appropriate to the nature and scope of the Services, including cyber liability and errors and omissions (E&O) coverage, and will provide evidence of such coverage upon Customer’s reasonable request.

Security incident and personal data breach notification obligations and timeframes are set out in the Data Processing Addendum.

5.6 Data Retention and Deletion

Upon termination or expiration of these Terms, Aerone shall make Customer Data available for export for a period of sixty (60) days. Following the export period, Aerone shall delete Customer Data from its systems within thirty (30) days, except as required to comply with applicable law or as otherwise agreed in writing. The Data Processing Addendum may specify different retention periods for particular categories of data.

5.7 No Training on Customer Data

Aerone will not use Customer Data or Third-Party Personal Data to train, fine-tune, or otherwise develop or improve any generative or machine-learning model, except that Aerone may use aggregated and de-identified data as permitted under Section 6.3(c). Aerone accesses AI Model Providers under commercial terms that prohibit the providers from using Customer Data to train their models, and Aerone will require any replacement AI Model Provider to be bound by materially equivalent restrictions.

6. INTELLECTUAL PROPERTY

6.1 Aerone Intellectual Property

As between Aerone and Customer, Aerone owns all right, title, and interest in and to the Platform and all Aerone proprietary materials, including the proprietary software code, Agent Configurations, Chassis API, orchestration logic, prompt engineering, algorithms, designs, interfaces, documentation, trademarks, and trade secrets (collectively, the “Aerone IP”). The Platform also incorporates third-party materials that Aerone does not own, including AI Model Provider models and services accessed under commercial API terms, open-source components, and third-party cloud and infrastructure services (collectively, “Third-Party Materials”). Third-Party Materials remain the property of their respective owners under the applicable license terms, and Aerone holds the rights necessary to make them available as part of the Services. Nothing in these Terms transfers to Customer any ownership right in the Aerone IP or the Third-Party Materials, and all rights not expressly granted are reserved by Aerone and its licensors. This Section does not apply to Customer Data or Outputs, which are addressed in Sections 5.1 and 6.3.

Aerone represents and warrants that: (a) as between Aerone and Customer, the Aerone IP is owned by Aerone free and clear of any third-party ownership claim, lien, or encumbrance; (b) each employee and contractor who has contributed to the Aerone IP has assigned, or is contractually obligated to assign, their contributions to Aerone under a written agreement; and (c) to Aerone’s knowledge, the open-source components incorporated into the Platform are licensed under permissive licenses (for example, MIT or Apache 2.0) that do not require disclosure of Aerone’s proprietary source code or impose copyleft obligations on the Platform.

6.2 Customer Intellectual Property

Customer retains all right, title, and interest in and to Customer Data and any pre-existing or independently developed intellectual property or materials Customer provides for use with the Platform (“Customer Materials”). Customer grants Aerone a non-exclusive, royalty-free license to use, reproduce, and process the Customer Materials solely as necessary to provide the Services during the Subscription Term, and represents that it has all rights necessary to provide the Customer Materials and grant this license.

6.3 Output Ownership

As between Aerone and Customer, Customer owns all right, title, and interest that may exist in and to the Outputs generated for Customer through the Platform, and Aerone assigns to Customer any such right, title, and interest it may have, subject to the following: (a) Aerone retains all right, title, and interest in and to the Aerone IP, including the Agent Configurations, prompt engineering, and orchestration methodology used to generate Outputs, and Customer’s ownership of Outputs confers no license or right to the Aerone IP or the Platform; (b) Customer acknowledges that Outputs are generated by probabilistic AI models and that the Platform may generate the same or similar Outputs for other customers, Customer’s ownership does not extend to Outputs generated for or by any other party, and Aerone does not represent or warrant that Outputs are original, unique, or non-infringing; and (c) Aerone may collect and use aggregated and de-identified data derived from use of the Services to operate, maintain, and improve the Services, provided such data does not identify Customer or any individual.

6.4 Feedback

If Customer provides suggestions, enhancement requests, or other feedback regarding the Platform or Services (“Feedback”), Aerone may use the Feedback without restriction or obligation to Customer.

7. FEES AND PAYMENT

7.1 Fees and Billing

Customer shall pay all fees for the Subscription Plan at the Published Pricing displayed at checkout (collectively, “Fees”). Fees may include, without limitation, Workspace subscription fees, Agent fees, Optional Services fees, and token or credit fees. Recurring Subscription Fees are billed in advance for each monthly billing period and are automatically charged to Customer’s designated payment method at purchase and on each renewal. Token or credit capacity and one-time fees (including any deployment fee) are charged at the time of purchase. All Fees are stated and payable in U.S. dollars. Customer authorizes Aerone and its payment processor to store Customer’s payment method and to charge it for all Fees as they become due, including recurring and usage-based Fees, until Customer cancels in accordance with Section 8.2.

7.2 Token and Model-Usage Fees

Agents require AI Model Provider tokens to operate, and Customer must purchase token or model-usage capacity to use Agents. Token and model-usage capacity is purchased separately by Customer and is not included in the Subscription Fee. Customer may purchase monthly token plans or prepaid credit buckets as part of the Subscription Plan. Prepaid credit buckets are governed by Aerone’s then-current published token and credit terms, which address pricing, expiration, and any refund or credit provisions. In the event of a conflict between Section 7.8 (Non-Refundable Fees) and the published token and credit terms as to purchased token or credit capacity, the published token and credit terms shall control.

7.3 Optional Services Fees

Fees for any Optional Services are charged at the Published Pricing displayed at the time Customer purchases them.

7.4 Price Changes

Fees are fixed for the current monthly billing cycle. Aerone may adjust Fees, and may introduce or modify fee types, effective on the next billing cycle, with a minimum of thirty (30) days’ prior notice (by email or through the Platform). Customer’s continued use of the Platform after the effective date of a Fee change constitutes acceptance; if Customer does not agree, Customer may cancel under Section 8.2 before the change takes effect. Prepaid token or credit capacity is governed by the applicable published credit terms.

7.5 Failed or Late Payment

If a charge to Customer’s payment method fails or any amount is past due, Aerone may retry the charge and may suspend or downgrade Customer’s access to the Platform until payment is successful. Any invoiced amount not paid when due accrues interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law. Aerone may terminate the subscription for non-payment that remains uncured for fifteen (15) days.

7.6 Taxes

All fees are exclusive of taxes. Customer is responsible for all applicable sales, use, and other taxes, excluding taxes based on Aerone’s net income.

7.7 Payment Processing

Payment transactions are processed by a third-party payment processor (currently Stripe, Inc.). Aerone does not hold, route, or have custody of Customer funds or Customer’s customers’ funds at any time. Customer’s use of payment processing services is subject to the applicable payment processor’s terms of service.

7.8 Non-Refundable Fees

Except as otherwise expressly provided in these Terms or Aerone’s published token and credit terms, all Fees are non-refundable, including in the event of cancellation, termination, or suspension, and no partial-month or unused-period refunds are provided. All payment obligations for the current billing period are non-cancelable.

7.9 Payment Method

Customer must provide and keep on file a valid, current, and complete payment method, and authorizes Aerone and its payment processor to charge that method for all Fees as they become due, including recurring Subscription Fees, token or credit fees, and any other amounts owed. Customer is responsible for keeping its payment method information accurate and up to date. If Customer’s payment method is invalid, expired, or declined, or if Customer initiates a chargeback or reversal of a validly incurred Fee, Aerone may treat the affected amount as past due under Section 7.5 and may suspend or terminate access under Section 8. Customer’s failure to maintain a valid payment method on file is a breach of these Terms.

8. TERM AND TERMINATION

8.1 Subscription Term and Automatic Renewal

The Subscription Term begins on the Effective Date and continues until canceled or terminated in accordance with this Section 8. Unless the plan or component Customer selects at checkout specifies a different billing period, each subscription is billed monthly and renews automatically for successive one-month billing periods. Where Customer selects a plan or component with a different billing period (for example, a prepaid annual component), that plan or component runs for, and renews on, the period specified at checkout. Customer’s payment method is charged in advance at the start of each billing period as described in Section 7, so that billing aligns with the applicable subscription period.

Customer acknowledges and agrees that its subscription automatically renews and that Aerone, through its payment processor, will charge Customer’s payment method the then-current Fee for each renewal period, without further action by Customer, until Customer cancels under Section 8.2. Where required by applicable auto-renewal law, Aerone will provide the renewal or cancellation reminders and disclosures those laws require.

8.2 Cancellation by Customer

Customer may cancel its subscription, or any month-to-month component, at any time through its account settings or by contacting Aerone. Cancellation takes effect at the end of the then-current monthly billing period. Customer’s access continues through the end of the period for which it has paid, and Customer is not charged for the following period. A prepaid or committed-term plan or component continues through the end of its paid period and does not cancel mid-term; Customer may cancel the renewal of such a plan or component effective at the end of the then-current paid period. Consistent with Section 7.8, Fees already paid for the current period are non-refundable, and prepaid token or credit capacity is treated as set forth in Aerone’s published token and credit terms.

8.3 Termination for Cause

Either Party may terminate these Terms upon notice if: (a) The other Party materially breaches these Terms and fails to cure such breach within thirty (30) days of receiving notice; or (b) The other Party becomes insolvent, files for bankruptcy, or ceases to operate in the ordinary course.

8.4 Suspension and Termination by Aerone

Aerone may suspend Customer’s access to the Platform and Services, or terminate these Terms, immediately upon notice if: (a) Customer violates the acceptable use provisions of Section 4; (b) Customer’s use of the Platform poses a security risk to Aerone or others; (c) required by an AI Model Provider’s policy or applicable law; or (d) Customer’s payment method fails and the amount due remains unpaid as described in Section 7.5. Suspension does not relieve Customer of its payment obligations for the current period, and Aerone will restore access promptly upon cure of the condition giving rise to the suspension.

8.5 Effects of Termination

Upon termination or expiration: (a) Customer’s license to access the Platform and Services terminates immediately; (b) Aerone will make Customer Data available for export in accordance with Section 5.6 and the DPA; (c) all outstanding Fees accrued through the effective date of termination become immediately due and payable; (d) Customer’s prepaid token or credit capacity is treated as set forth in Aerone’s published token and credit terms; and (e) each provision that by its nature should survive will survive, including Section 1 (Definitions), Section 5.6 and the DPA (data return and deletion), Section 6 (Intellectual Property), Section 7 (Fees and Payment, including Section 7.8), Section 9 (Disclaimers and Limitation of Liability), Section 10 (Indemnification), Section 11 (Confidentiality), Section 13 (Dispute Resolution and Governing Law), and Section 14 (General Provisions). Because Customer supplies and owns its host machine(s), no hardware return is required upon termination.

9. DISCLAIMERS AND LIMITATION OF LIABILITY

9.1 Disclaimer of Warranties

THE PLATFORM AND ALL SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AERONE DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, RELIABILITY, TITLE, AND NON-INFRINGEMENT.

9.2 AI-Specific Disclaimers

WITHOUT LIMITING THE FOREGOING, AERONE SPECIFICALLY DISCLAIMS ANY WARRANTY OR REPRESENTATION THAT:

(a) Outputs or Agent actions will be accurate, complete, current, reliable, or error-free; (b) Measurements, estimates, or analyses generated by the Platform are certified, precise, or suitable as substitutes for professional measurement or estimation services; (c) Agents will perform without interruption, latency, or degradation due to AI Model Provider rate limits, outages, or policy changes; (d) the Platform will achieve any specific business outcome, revenue increase, cost reduction, or return on investment; (e) AI Model Provider services will be continuously available, uninterrupted, or error-free; or (f) Agents will operate without error, perform any task correctly or completely, or act only within configured parameters or instructions.

9.3 No Professional Advice

Outputs, recommendations, and Agent actions are informational or operational only and do not constitute legal, financial, medical, engineering, insurance, or other professional advice. Customer is solely responsible for all decisions made based on Outputs or Agent actions.

9.4 Third-Party Services

Except as expressly set forth in the Data Processing Addendum, Aerone is not responsible for any acts or omissions of AI Model Providers, cloud infrastructure providers, or other third-party service providers. Interruptions, errors, or policy changes by third-party providers are outside Aerone’s control and do not constitute a breach of these Terms.

9.5 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

(a) CAP ON LIABILITY. AERONE’S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY CUSTOMER TO AERONE FOR THE SUBSCRIPTION IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

(b) EXCLUSION OF CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, OR COST OF SUBSTITUTE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(c) AI OUTPUT AND AGENT ACTION EXCLUSION. AERONE SHALL HAVE NO LIABILITY FOR ANY LOSS OR DAMAGE ARISING FROM (I) THE INHERENT PROBABILISTIC NATURE OF AI MODEL OUTPUTS OR AGENT ACTIONS, INCLUDING AGENT ACTIONS TAKEN OUTSIDE CONFIGURED PERMISSION BOUNDARIES; (II) CUSTOMER’S FAILURE TO REVIEW OR VALIDATE OUTPUTS OR AGENT ACTIONS; OR (III) CUSTOMER’S RELIANCE ON OUTPUTS OR AGENT ACTIONS WITHOUT INDEPENDENT PROFESSIONAL VERIFICATION WHERE SUCH VERIFICATION IS CUSTOMARY OR REQUIRED.

(d) EXCEPTIONS. NOTHING IN THESE TERMS EXCLUDES OR LIMITS EITHER PARTY’S LIABILITY FOR FRAUD, FRAUDULENT MISREPRESENTATION, WILLFUL MISCONDUCT, GROSS NEGLIGENCE, OR ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. THE CAP IN SECTION 9.5(a) AND THE EXCLUSION IN SECTION 9.5(b) DO NOT APPLY TO CUSTOMER’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 10.2 OR TO CUSTOMER’S OBLIGATION TO PAY FEES. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION 9.5 APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

(e) TIME LIMITATION. EXCEPT FOR CLAIMS FOR NONPAYMENT, NO CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES MAY BE BROUGHT MORE THAN TWELVE (12) MONTHS AFTER THE CLAIM ACCRUED.

10. INDEMNIFICATION

10.1 Aerone Indemnification

Aerone shall indemnify, defend, and hold harmless Customer from and against third-party claims alleging that the Platform, as provided by Aerone and used in accordance with these Terms, infringes a valid U.S. patent or copyright, excluding Third-Party Materials (including AI Model Provider technology and open-source components). Aerone has no obligation or liability under this Section for any claim arising from or relating to: (a) Customer Data, Customer Materials, or Outputs; (b) modifications to the Platform not made or authorized by Aerone; (c) combination or use of the Platform with products, data, or services not provided by Aerone, where the claim would not have arisen but for the combination; (d) Customer’s use of the Platform in violation of these Terms or applicable law; or (e) Third-Party Materials.

If the Platform becomes, or in Aerone’s reasonable opinion is likely to become, the subject of an infringement claim, Aerone may, at its option and expense: (i) procure for Customer the right to continue using the Platform; (ii) modify or replace the Platform so that it is non-infringing while substantially preserving its functionality; or (iii) if neither is commercially reasonable, terminate the affected subscription and refund any prepaid, unused Fees for the terminated period. This Section states Aerone’s entire liability, and Customer’s sole and exclusive remedy, for any claim of intellectual property infringement.

10.2 Customer Indemnification

Customer shall indemnify, defend, and hold harmless Aerone from and against third-party claims arising from or relating to: (a) Customer’s use of the Platform, Outputs, or Agent actions in violation of these Terms, the applicable acceptable use restrictions, or applicable law; (b) Customer Data or Customer Materials, including any claim that they infringe third-party rights or violate privacy laws; (c) Customer’s failure to obtain notices or consents required from third parties (including homeowners) for the processing, communications, or actions performed through the Platform; (d) the Agent permission configurations Customer reviewed, approved, or requested, and Agent actions taken within the scope of those configurations; and (e) Customer’s reliance on Outputs or Agent actions without the independent review and validation required under these Terms.

10.3 Indemnification Procedure

The party seeking indemnification shall (a) promptly notify the indemnifying party in writing of the claim, provided that a delay in notice reduces the indemnifying party’s obligation only to the extent it is materially prejudiced; (b) give the indemnifying party sole control of the defense and settlement; and (c) provide reasonable cooperation at the indemnifying party’s expense. The indemnifying party shall not enter into any settlement that imposes liability or an obligation on, or requires an admission by, the indemnified party without its prior written consent, not to be unreasonably withheld. The indemnified party may participate with its own counsel at its own expense.

11. CONFIDENTIALITY

Each Party agrees to maintain the confidentiality of the other Party’s Confidential Information and to use it solely for purposes of performing under these Terms, protecting it using at least the degree of care it uses to protect its own confidential information of like importance and in no event less than reasonable care. Confidential Information shall not be disclosed to third parties except to employees, contractors, and advisors with a need to know who are bound by confidentiality obligations at least as protective as those herein.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving Party; (b) was independently developed by the receiving Party without use of the disclosing Party’s Confidential Information; (c) was lawfully received from a third party without restriction; or (d) is required to be disclosed by law, regulation, or court order, provided that the receiving Party gives the disclosing Party prompt notice where legally permitted.

Customer acknowledges that Agent Configurations, the Chassis API architecture, and Aerone’s pricing structures constitute Aerone’s Confidential Information.

The confidentiality obligations in this Section survive termination or expiration of these Terms for three (3) years, except that Confidential Information that constitutes a trade secret remains protected for as long as it qualifies as a trade secret under applicable law. Upon termination or the disclosing Party’s written request, the receiving Party shall return or destroy the disclosing Party’s Confidential Information, except for copies retained in routine backups or as required by law, which remain subject to this Section.

The Parties agree that unauthorized use or disclosure of Confidential Information may cause irreparable harm for which monetary damages are inadequate, and the disclosing Party may seek injunctive or other equitable relief, without the need to post a bond, in addition to any other remedy available at law or in equity.

12. REGULATORY COMPLIANCE AND AI MODEL PROVIDER RESTRICTIONS

Customer shall comply with all applicable federal, state, and local laws and regulations in connection with its use of the Platform. Customer acknowledges that AI Model Providers impose acceptable use restrictions that are incorporated by reference into these Terms. Aerone shall provide Customer with notice of material AI Model Provider use restrictions applicable to Customer’s use of the Platform. To the extent Customer Data includes personal information or Third-Party Personal Data, the processing of such data shall be governed by the Data Processing Addendum, which shall control in the event of any conflict with this Section 12 as to such data.

Customer represents and warrants that it and its Permitted Users are not located in, and will not access or use the Platform from, any country or territory subject to comprehensive U.S. sanctions, and are not identified on any U.S. government list of prohibited, denied, or restricted parties.

If a change in applicable law or in AI-related regulation materially affects the Platform, the Services, or either Party’s obligations under these Terms, the Parties will cooperate in good faith to adjust Customer’s use or configuration of the Platform as reasonably necessary to comply, and Aerone may make changes to the Platform or these Terms reasonably necessary for such compliance in accordance with Section 14.2.

13. DISPUTE RESOLUTION AND GOVERNING LAW

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-law principles.

13.2 Dispute Resolution

The Parties agree to attempt to resolve any dispute arising under these Terms through good-faith negotiation for a period of thirty (30) days. If the dispute is not resolved through negotiation, the Parties agree to submit the dispute to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, with the seat of arbitration in Salt Lake City, Utah. Judgment on the arbitral award may be entered in any court of competent jurisdiction. The arbitration shall be conducted before a single arbitrator, and the arbitration proceedings and award shall be kept confidential.

13.3 Waiver of Jury Trial and Class Action

EACH PARTY IRREVOCABLY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THESE TERMS. EACH PARTY FURTHER IRREVOCABLY WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, OR OTHER REPRESENTATIVE PROCEEDING, AND AGREES THAT ALL DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR REPRESENTATIVE BASIS.

13.4 Injunctive Relief

Notwithstanding this Section 13, either Party may seek injunctive or other equitable relief from a court of competent jurisdiction to protect its intellectual property or Confidential Information, without waiving the agreement to arbitrate all other disputes.

14. GENERAL PROVISIONS

14.1 Entire Agreement and Order of Precedence

These Terms, together with the Data Processing Addendum, Aerone’s published token and credit terms, and the Subscription Plan and Published Pricing applicable to Customer’s purchases, constitute the entire agreement between the Parties and supersede all prior negotiations, representations, or agreements relating to their subject matter. In the event of a conflict, the following order of precedence shall apply: (1) the Data Processing Addendum, as to the processing of personal data; (2) Aerone’s published token and credit terms, as to purchased token or credit capacity; and (3) these Terms. Customer’s Subscription Plan and the Published Pricing govern the commercial and license-scope specifics of Customer’s subscription (such as quantities, components, and prices).

14.2 Amendment

14.2.1 Modifications to these Terms. Aerone may modify these Terms from time to time by posting an updated version at benchagi.com/legal/subscription and providing Customer with at least thirty (30) days’ prior notice (by email to the account email address or through the Platform). The notice shall identify the modified provisions and the effective date of the changes. Customer’s continued use of the Platform after the effective date of a modification constitutes acceptance of the modified Terms. If Customer does not agree to a modification, Customer’s sole remedy is to cancel its subscription under Section 8.2 before the effective date.

14.2.2 Modifications to the DPA. Aerone may update the Data Processing Addendum to reflect changes in applicable data protection laws or regulatory guidance, subject to the same notice procedure set forth in Section 14.2.1.

14.2.3 Operational Policies. Aerone may establish, introduce, or update use restrictions and operational policies applicable to the Platform, including AI Model Provider use restrictions and any additional restrictions Aerone reasonably deems necessary, at any time upon reasonable notice to Customer. Such updates are effective upon the date specified in the notice and do not require Customer consent.

14.3 Assignment

Customer may not assign these Terms without Aerone’s prior written consent, except that Aerone may assign these Terms without consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, or to a successor entity formed to carry on the business of Aerone.

14.4 Force Majeure

Neither Party shall be liable for any delay or failure to perform due to causes beyond its reasonable control, including natural disasters, acts of government, pandemics, internet or telecommunications failures, AI Model Provider outages or policy changes, cyberattacks, or utility failures.

14.5 Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

14.6 Notices

Aerone may provide notices to Customer by email to the address associated with Customer’s account or through the Platform, and such notices are deemed received when sent or posted. Customer shall provide notices to Aerone by email to legal@benchagi.com. Customer is responsible for keeping its account email address current.

14.7 No Waiver

The failure of either Party to enforce any provision of these Terms shall not constitute a waiver of that Party’s right to enforce such provision in the future.

14.8 Independent Contractors

The Parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship.

14.9 No Third-Party Beneficiaries

These Terms are for the sole benefit of the Parties and their permitted successors and assigns, and nothing in them confers any right or remedy on any third party, including any end customer, homeowner, or other individual whose data is processed through the Platform.

14.10 Publicity

Neither Party shall use the other Party’s name, logo, or trademarks in any public communication without prior written consent, except that Aerone may identify Customer as a customer of Aerone, including by name and logo, in its customer lists and promotional materials, subject to any written branding guidelines or opt-out Customer provides.

14.11 Electronic Acceptance

These Terms are accepted electronically. By clicking to accept, providing an electronic signature at checkout, creating an account, completing checkout, or accessing or using the Platform, Customer agrees to be bound by these Terms, and Customer agrees that its electronic acceptance or electronic signature has the same legal effect as a handwritten signature. No physical signature is required.