Subscription Services Agreement

Effective Date: January 1, 2026

This Subscription Services Agreement is between Breadcrumbs AI, Inc., a corporation organized under the laws of the State of Delaware, with its principal place of business at 123 Pottstown Pike, Chester Springs, PA 19425 ("Company"), and the Customer agreeing to this Agreement ("Customer"). Collectively, the "Parties."

WHEREAS, the Company provides software as a service (SaaS) offerings; WHEREAS, the Customer wishes to subscribe to the Company's SaaS services under the terms set forth herein; NOW, THEREFORE, the Parties agree as follows:

3.1 Services Provided

The Company agrees to provide the Customer with access to the following SaaS services: Breadcrumbs AI data analytics, retention, and reporting services ("Services").

3.2 Subscription Term

The subscription shall commence on the date of the Customer's first payment and shall continue monthly until terminated in accordance with the terms of this Agreement.

3.3 Fees and Payment

3.3.1 Subscription Fees

The Customer agrees to pay the Company the subscription fee as outlined in the payment processing portal.

3.3.2 Payment Terms

Payments are due in advance on the first day of each Billing Period.

3.4 Customer Responsibilities

3.4.1 Compliance

The Customer agrees to use the Services in compliance with all applicable laws and regulations.

3.4.2 Account Information

The Customer is responsible for maintaining accurate account information with the Company.

3.4.3 Usage

The Customer shall not misuse the Services or allow unauthorized use of the Services.

3.5 Company Responsibilities

3.5.1 Service Availability

The Company will use commercially reasonable efforts to ensure the Services are available 99.9% of the time, excluding scheduled maintenance.

3.5.2 Support

The Company will provide customer support as reasonably needed by the Customer.

3.6 Confidentiality

Both Parties agree to maintain the confidentiality of all information disclosed in connection with this Agreement and designated as confidential or that reasonably should be understood to be confidential.

3.7 Data Protection

The Company agrees to implement reasonable measures to protect the Customer's data in accordance with the Company's Privacy Policy, which is incorporated herein by reference.

3.8 Termination

3.8.1 Termination for Convenience

Either Party may terminate this Agreement at any time.

3.8.2 Effect of Termination

Upon termination, the Customer's access to the Services will remain in service until the end of the current billing period, upon which access will be revoked, and all amounts owed by the Customer to the Company shall become immediately due and payable.

3.9 Limitation of Liability

To the maximum extent permitted by law, the Company's liability under this Agreement is limited to the amount paid by the Customer for the Services during the 1 month preceding the event giving rise to liability. In no event will the Company be liable for any indirect, incidental, consequential, or punitive damages.

3.10 Governing Law

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

3.11 Miscellaneous

3.11.1 Entire Agreement

This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements and understandings, whether written or oral.

3.11.2 Amendments

No amendment to this Agreement shall be effective unless in writing and signed by both Parties.

3.11.3 Severability

If any provision of this Agreement is found to be unenforceable, the remainder of the Agreement shall continue in full force and effect.

3.11.4 Notices

All notices required under this Agreement shall be in writing and sent to the addresses specified above.