Terms of Service

By accessing our website or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree, please do not use our services. If you are using our services on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

VEX AI-Tech provides: • **AI Consulting:** Strategic advisory on artificial intelligence implementation • **Machine Learning Solutions:** Custom ML model development and deployment • **Data Science Services:** Data analysis, visualization, and insights • **Digital Transformation:** End-to-end enterprise modernization • **30-Day Sprint Program:** Proof-of-Value pilot projects with outcome-based pricing Specific deliverables, timelines, and pricing are defined in separate Statements of Work (SOW) or Service Agreements.

Our typical engagement follows these steps: 1. **Discovery Call:** Initial consultation to understand your needs 2. **Proposal:** Detailed scope, timeline, and pricing 3. **Agreement:** Execution of Statement of Work or Master Service Agreement 4. **Kickoff:** Project initiation and team onboarding 5. **Delivery:** Iterative development with regular checkpoints 6. **Handover:** Documentation, training, and support transition All formal engagements require a signed agreement before work commences.

**Pricing Models:** • Outcome-Based: Fees tied to measurable business results • Fixed Project: Predetermined fee for defined scope • Time & Materials: Hourly/daily rates for flexible engagements **Payment Terms:** • Invoices are due within 30 days of issuance • Late payments may incur interest at 1.5% per month • We accept bank transfer, credit card, and wire transfer • All fees are in USD unless otherwise specified Refund policies are outlined in individual service agreements.

**VEX AI-Tech Property:** • All website content, trademarks, logos, and branding • Proprietary methodologies, frameworks, and tools • Pre-existing code libraries and components **Client Property:** • Data and information provided by the client • Custom deliverables created specifically for the client (as defined in SOW) **Shared/Licensed:** • Open-source components used in solutions (subject to respective licenses) IP ownership for project deliverables is defined in each Statement of Work. Generally, clients own custom work product upon full payment.

Both parties agree to: • Protect confidential information disclosed during the engagement • Use confidential information only for the purposes of the engagement • Not disclose confidential information to third parties without consent • Implement reasonable security measures to protect confidential data Confidentiality obligations survive termination of the engagement for a period of 3 years. Exceptions: Information that is publicly available, independently developed, or required to be disclosed by law.

We commit to: • Processing client data in accordance with our Privacy Policy • Implementing industry-standard security measures • Complying with applicable data protection laws (GDPR, LGPD, CCPA) • Providing data processing agreements (DPA) upon request • Notifying clients of any data breaches within 72 hours Clients are responsible for ensuring they have proper consent or legal basis to share data with us.

**We Warrant:** • Services will be performed professionally and competently • Deliverables will substantially conform to agreed specifications • We have the right to provide the services **Disclaimers:** • Website content is provided "as is" without warranties • We do not guarantee specific business outcomes unless contractually agreed • Third-party integrations and APIs are subject to their respective terms • Market conditions and external factors may affect results

To the maximum extent permitted by law: • Our total liability is limited to the fees paid for the specific service giving rise to the claim • We are not liable for indirect, incidental, consequential, or punitive damages • We are not liable for lost profits, data loss, or business interruption • We are not liable for actions of third-party service providers These limitations apply regardless of the legal theory (contract, tort, negligence, or otherwise). Some jurisdictions do not allow certain limitations, so these may not fully apply to you.

You agree to indemnify, defend, and hold harmless VEX AI-Tech, VEX Holding LLC, and their officers, directors, employees, and agents from any claims, damages, losses, or expenses (including legal fees) arising from: • Your use of our services • Your violation of these Terms • Your violation of any third-party rights • Inaccurate or misleading information provided by you • Your data or content that you provide to us

**By You:** You may stop using our website at any time. Service agreements may be terminated as specified in those agreements. **By Us:** We may suspend or terminate access if: • You violate these Terms • We are required to do so by law • We discontinue the service **Effect of Termination:** • Outstanding fees remain due • Confidentiality obligations survive • Licenses to use deliverables (if any) may be revoked for material breach

**Governing Law:** These Terms are governed by the laws of the State of Wyoming, United States, without regard to conflict of law principles. **Dispute Resolution:** 1. **Negotiation:** Parties will first attempt to resolve disputes amicably 2. **Mediation:** If unresolved, parties will engage in good-faith mediation 3. **Arbitration:** Binding arbitration under AAA Commercial Arbitration Rules 4. **Venue:** Sheridan County, Wyoming for any court proceedings Class action waiver: Disputes will be resolved individually, not as part of a class action.

• **Entire Agreement:** These Terms and referenced policies constitute the entire agreement • **Severability:** If any provision is invalid, the remainder remains in effect • **Waiver:** Failure to enforce a right does not waive that right • **Assignment:** You may not assign these Terms without our consent • **Force Majeure:** Neither party is liable for delays due to circumstances beyond reasonable control • **Notices:** Legal notices should be sent to business@vexholding.com

We reserve the right to modify these Terms at any time. Changes will be posted on this page with an updated effective date. For material changes, we will provide reasonable notice. Continued use of our services after changes constitutes acceptance of the modified Terms. If you do not agree, please discontinue use.

For questions about these Terms: **VEX AI-Tech (Division of VEX Holding LLC)** Email: business@vexholding.com Headquarters: Sheridan, Wyoming, USA For service-related inquiries, please use the contact form on our website or reach out directly to your account representative.