Master Subscription Agreement

Revised: November 1, 2026

This Master Subscription Agreement (“Agreement”) governs your acquisition and use, whether fee-based or free trial, of MindFire Internet Solutions, Inc.’s (“we,” “our,” “us,” or “MindFire”) services, portals, and/or applications.

BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE, USING ANY OF THE SERVICES, EXECUTING AN ORDER FORM THAT REFERENCES THIS AGREEMENT, OR SUBMITTING YOUR CREDIT CARD/PAYMENT INFORMATION TO US, YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE, THE TERMS “YOU”, “YOUR” OR “YOURS” (IN ANY FORM OR FORMAT) SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DON’T AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT USE THE APPLICABLE SERVICES.

This Agreement is effective as of the date of your acceptance. We reserve the right to update the terms of this Agreement. Any such updates will be posted on our website and informed to you electronically or through messages in MindFire’s application. You may reject any such update by providing written notice to MindFire within ten (10) days after receiving notice of the update. If you reject an update, the version of this Agreement in effect immediately before the update will continue to govern until the expiration or termination of your then-current subscription term.

You may not access any of our products or services, except with our prior written consent: (i) if you are MindFire’s direct competitor; and/or (ii) for purposes of monitoring its availability, performance, functionality, or for any other benchmarking or competitive purposes.

1. Scope of Service.

Subject to the terms of this Agreement, you shall have limited access to those MindFire products and services you have selected during the effective term (collectively, the “Service(s)”).
You shall be solely responsible for any third-party agent or client either invited or authorized by you to use the Service.
Services may be subject to other conditions, such as, for example, limits on storage space, the number of permitted calls using our application programming interface, and, for Services that enable you to provide public microsites, the number of page views by visitors to those microsites.
If you register on our website for a free trial, we will make certain Services available to you on a trial basis free of charge until the earlier of: (i) the end of the free trial period; or (ii) the start date of any Service you purchase. Use of any free trials may be subject to additional terms and conditions.
ANY DATA YOU INTEGRATE INTO THE SERVICES, AND ANY CUSTOMIZATION MADE TO THE SERVICES DURING YOUR FREE TRIAL WILL BE PERMANENTLY LOST UNLESS YOU PURCHASE A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE TRIAL, PURCHASE UPGRADED SERVICES, OR EXPORT SUCH DATA, BEFORE THE END OF THE TRIAL PERIOD. YOU CANNOT TRANSFER DATA ENTERED OR CUSTOMIZATIONS MADE DURING THE FREE TRIAL TO A SERVICE THAT WOULD BE A DOWNGRADE FROM THE FREE TRIAL PRODUCT. THEREFORE, IF YOU PURCHASE A SERVICE THAT WOULD BE A DOWNGRADE FROM THAT COVERED BY THE TRIAL, YOU MUST EXPORT YOUR DATA BEFORE THE END OF THE TRIAL PERIOD OR YOUR DATA WILL BE PERMANENTLY LOST. This free trial data retention protocol applies only during and following a free trial period and does not apply to paid subscriptions.
WITHOUT LIMITING THE TERMS OF SECTION 5 (LIMITED WARRANTY; LIMITATION OF LIABILITY), BELOW, DURING THE FREE TRIAL, THE SERVICES ARE PROVIDED “AS-IS” WITHOUT ANY WARRANTY, EITHER EXPRESS OR IMPLIED.

2. Fees.

You shall timely pay all applicable fees incurred as to your use of the Services. Unless otherwise indicated: (i) fees are based on the Services purchased and not your actual usage; and (ii) payment obligations are non-cancelable and fees paid are non-refundable. Service subscription fees are based on annual, quarterly or monthly periods as specified and commence as of the subscription start date and each annual, quarterly, or monthly anniversary thereafter; provided, however, that fees shall be prorated for partial periods.
You must provide us with valid and updated credit card information or alternative payment method acceptable to us and thereby authorize us to charge such payment method(s) for all Services as to the initial and any renewal subscription terms. Such charges shall be made in advance, either annually or in accordance with any alternative billing frequency stated in the applicable order. If the order specifies a payment method other than credit card, we will invoice you in advance. Unless otherwise stated in the order, invoiced charges are due net 30 days from the invoice date. You are responsible for providing complete and accurate billing and contact information and notifying us of any changes to such information.
You shall pay, on all amounts past due, an interest charge of one and one-half percent (1.5%) per month (or the maximum rate permitted by California law) computed from the due date of each payment. You shall also be liable for all court, arbitration and/or related collection expenses.
You agree to pay all applicable state and local sales, use, property, or other related taxes (collectively, “Chargeable Taxes”). We reserve the right to include Chargeable Taxes in our invoices.
If you request reactivation due to previous deactivation resulting from non-payment or any other reason, a $500.00 reactivation fee will be assessed.

3. Limitations on Use of Service and Software.

As used herein, “Software” refers to any software, intellectual property, service and/or trademarks incorporated into or used by the Service. You shall not, and will not permit, assist, or allow others to, reverse engineer, decompile, decode, disassemble, re-engineer, or otherwise attempt to discover or recreate the Software or its source code. You shall not, either directly or indirectly, manipulate, modify and/or alter the Software. However, and although you are prohibited from reselling or redistributing any Software and/or Service unless expressly and in writing permitted by us otherwise, you are granted the limited right to charge others to use or access the Software or the Service. You shall not use the Software or the Service in any manner or for any purpose not otherwise expressly authorized by this Agreement.
You shall not use the Service as a data storage, archiving and/or back-up platform. Further, you agree to use the Service only for the intended purpose of facilitating its designated media campaign(s).
In the event you share with us any third-party personal or confidential information, you shall obtain the appropriate advance written permission from such third-parties. Similarly, you are solely responsible to secure the appropriate rights as to any data you integrate with the Software or the Service and you shall only use the Software or the Service subject to the consent or approval received. Without limiting the foregoing, you shall include the following in your terms of use policy with your end-users:
“You agree that we may share your personal information with our service provider, MindFire Internet Solutions, Inc., whose products and services we use in connection with our marketing campaigns. MindFire Internet Solutions, Inc.’s privacy policy is available at https://www.mindfireinc.com/privacy/.”
You are solely responsible for monitoring the status and performance of an individual campaign using the Software or Service, and that all such aspects are functioning appropriately. We may provide customization and flexibility tools enabling you to turn on or off features or the entire Software or Service. Although we generally monitor the Software and Service frameworks as to functionality and also undertake commercially reasonable efforts to provide uninterrupted Service, we do not monitor the availability or performance of your individual resources unless otherwise agreed to in writing and subject to additional fees.
If you engage in a campaign exceeding 10,000 visits per hour, you must provide us written notice at least 48 hours in advance of such triggering event. Additional charges may apply depending on the scope and nature of the campaign and expected volume.

4. Security, Privacy, and Access.

MindFire will exercise reasonable care to prevent any unauthorized person or entity from gaining access to data you utilized in conjunction with the Service (“Your Data”). Each of us must promptly notify the other of any unauthorized access to or use of Your Data or passwords and undertake reasonable efforts to take remedial measures to address any such unauthorized access. MindFire shall not be liable for any damages incurred by you or your authorized users arising out of or related to use of the Service, including, without limitation, in connection with any unauthorized access to or disclosure of Your Data, resulting from your actions, any third-party, or from the failure of electronic or other security measures.
You shall not disclose any login credentials and/or account passwords to any third-party not otherwise authorized to use the Service.
You grant MindFire the perpetual, royalty-free and worldwide license and right to display your company or entity name, as well as associated logos, on its customer list, which is used for MindFire marketing purposes (brochures, websites, etc.). However, you may request, in writing, removal from this list at any time.
You agree to comply with, and to require any third party to whom you provide or with whom you share information to comply with, all applicable laws and the terms of this Agreement.
MindFire may monitor your use of the Services and use Your Data in an aggregated and anonymized manner, and compile statistical and performance information related to the provision and operation of the Services. MindFire may make such information publicly available, provided that such information does not identify you or any individual whose personal information is contained in Your Data. MindFire retains all intellectual property rights in such aggregated and anonymized information. Additionally, MindFire may review or analyze personal information related to an individual or a group of individuals that you provide when assisting you for the purposes of troubleshooting and providing customer-support services.
MindFire retains the right to use third-party vendors to fulfill its obligations.
We use information you provide for such purposes as responding to your requests, improving our Services and communicating with you. You are solely responsible for compliance with any applicable laws involved in sharing any data with us.
MindFire may track different categories of information on your behalf, including for example: (i) internal related data for authentication and individual preference attributes; (ii) historical usage patterns; (iii) external data related to behavioral, ethnicity, demographic characteristics of individuals; (iv) social related data for communication purposes; and (v) usage of computing devices used to track (i.e., IP address, MAC address, browser fingerprint, etc.). Our usage of such information, however, is limited to statistical level analysis without using any information identifiable to an individual or group of individuals. To the extent any of the foregoing categories constitute sensitive personal information (for example, ethnicity), MindFire processes such information solely on your documented instructions and on your behalf, and not for MindFire’s own purposes. You are solely responsible for providing any notice to, and obtaining any consent from, the relevant individuals that is required by applicable law for the collection and processing of such information, and for ensuring you have the necessary rights to provide it to MindFire.
MindFire undertakes commercially reasonable efforts to ensure that its systems, services and any underlying infrastructure are technically and organizationally sound and secure, and that access to sensitive personally identifiable information at an individual level is permitted only on a need-to-know basis and for a legitimate purpose in connection with providing, maintaining, securing, or supporting the Services. Except as necessary for troubleshooting, customer support, maintenance, optimization, system improvement, performance, security, or other legitimate purposes directly related to providing the Services, no individual from MindFire, including any of its corporate representatives, employees, affiliates, or agents, reviews or analyzes Your Data at an individual level.
SOC 2 Compliance. MindFire maintains a SOC 2 Type II program that is subject to periodic examination by an independent third-party auditor and includes controls relating to security, confidentiality, and availability. Upon reasonable written request, and subject to MindFire’s approval, MindFire will make available to you its then-current SOC 2 Type II report, or, at MindFire’s option, a summary thereof, a SOC 2 bridge letter, or other substantially equivalent documentation regarding MindFire’s security and operational controls. Any such documentation will be provided no more than once during any twelve (12) month period and only after you have executed a nondisclosure agreement (“NDA”) with MindFire.
Any SOC 2 Type II report or other security documentation provided by MindFire is confidential information of MindFire and is provided solely for your internal evaluation of MindFire’s security and operational controls. You may not disclose, distribute, reproduce, or otherwise make such documentation available to any third party except as expressly permitted under the applicable NDA. You acknowledge that any SOC 2 Type II report or other security documentation is provided for informational purposes only and does not constitute a representation, warranty, or guarantee regarding the Services or MindFire’s compliance with any particular law, regulation, standard, or security requirement, nor does it modify or expand any representation or warranty expressly set forth in the Agreement.
MindFire reserves the right to withhold, redact, limit, or modify access to any such report or documentation to the extent reasonably necessary to protect the confidentiality, security, privacy, or proprietary interests of MindFire, its customers, or its third-party service providers. MindFire shall have no obligation to provide any portion of a report or other documentation that, in MindFire’s judgment, could compromise the security of its systems or facilities, disclose confidential or proprietary information of MindFire or a third party, or create a security or privacy risk.
Data Processing. You are solely responsible for ensuring that you have all rights, permissions, notices, consents, and lawful bases necessary for MindFire to collect, receive, access, use, disclose, transmit, process, store, or otherwise handle Your Data as contemplated by the Agreement. MindFire’s Data Processing Agreement, available at https://www.mindfireinc.com/dpa/, is incorporated into and forms part of this Agreement and governs MindFire’s processing of personal data on your behalf. However, in the event of a conflict between the Data Processing Agreement and this Agreement, the Data Processing Agreement controls.
Microsite Content and Domains. As between the parties, you own and are solely responsible for all content, offers, creative, audiences, and data used in or collected through the personalized microsites, landing pages (PURLs/GURLs), and campaigns MindFire hosts or delivers on your behalf. You retain all rights in Your Data as provided in this Agreement.
If MindFire registers, purchases, or holds a domain name on your behalf, including when required by an Order Form, it does so solely as an administrative convenience and does not assume responsibility for the domain, the content served on it, or its compliance with applicable law. You acknowledge that MindFire may be identified by third parties, regulators, or claimants as the registrant or operator of a domain it holds on your behalf. Accordingly, MindFire may condition its registration or continued hosting of any domain on your compliance with Section 4(m) (Consent Management), below, and applicable law. MindFire may also require compliant consent-management tools or other safeguards on any page and suspend, restrict, or remove any page or content that MindFire believes may violate this Agreement or applicable law. MindFire will provide reasonable notice where practicable and legally permitted, but may take immediate action where reasonably necessary to protect MindFire or comply with applicable law.
Consent Management, Cookies, and Universal Opt-Out (GPC). You are the controller/business responsible for individuals interacting with your campaigns, microsites, and landing pages. You are solely responsible for providing all required privacy notices, consents, and consumer rights and opt-out obligations, including applicable Global Privacy Control (“GPC”) and other recognized universal opt-out signals. You are also solely responsible for ensuring that no non-essential cookies, trackers, pixels, tags, or similar technologies requiring consent are deployed before the required consent is obtained.
MindFire makes consent-management functionality available to assist with these obligations, including functionality designed to block non-essential trackers until consent is obtained and recognize GPC and other universal opt-out signals. MindFire enables such functionality by default on pages, Blueprint templates, and platform domains it manages and, where MindFire provides implementation or professional services, will use commercially reasonable efforts to ensure the functionality is present and operative.
You may disable MindFire’s consent functionality by written notice or Order Form and use your own solution. In that event, you assume sole responsibility for consent, cookie, and opt-out compliance on the affected pages, and MindFire has no responsibility for such functionality.
MindFire’s consent functionality is provided solely as a compliance aid, does not constitute legal advice, and does not warrant or guarantee compliance with any law. You remain solely responsible for determining and satisfying all legal requirements applicable to your campaigns, pages, audiences, and data. Nothing in this Section limits your responsibility for your acts or omissions or makes MindFire responsible for requirements applicable to your business or content. You may not rely on the Services as a substitute for your own legal, regulatory, compliance, or professional review.
MindFire does not warrant or guarantee that its consent-management functionality will operate without interruption, error, or delay, or that it will detect, block, or respond to every cookie, tracker, technology, consent event, or opt-out signal. The functionality may be affected by changes in technology, browsers, devices, third-party services, or applicable laws.
Artificial Intelligence (AI).
1. Features. MindFire may provide artificial intelligence and machine-learning functionality as part of the Services, including: (i) end-user-facing conversational AI agents, whether voice-based or text-based (collectively, “AI Agent(s)”), that may be used in connection with campaigns, PURLs, landing pages, communications, or other customer-facing experiences; (ii) text-based AI assistants and other AI functionality within the MindFire platform, including MindFire.app, that may assist you with building, configuring, analyzing, or managing dashboards, forms, landing pages, campaigns, or other aspects of the Services; and (iii) AI-generated or AI-assisted meeting notes, content, recommendations, analyses, summaries, communications, or other outputs produced through the Services or by MindFire in connection with the Services (collectively, the “AI Features”).
2. AI Data Processing and Retention. You acknowledge and agree that the AI Features may record, intercept, monitor, collect, process, use, store, and retain interactions and content submitted to, generated by, or otherwise processed through the AI Features, including, as applicable, voice communications, telephone calls, chats, messages, prompts, inputs, uploaded files and images, meeting notes, transcripts, outputs, and other content, for purposes of providing, operating, maintaining, securing, supporting, improving, and optimizing the Services, including troubleshooting and customer support. Such processing and retention is subject to applicable law and the terms of this Agreement, including any applicable data retention and/or processing policies. You acknowledge and agree that your direct use of the AI Features constitutes your consent to such monitoring, recording, interception, processing, storage, and retention, and that no separate or additional on-screen, verbal, or other consent is required before or during your interaction with the AI Features.
3. AI Interaction Disclosure and Consent. Where an individual interacts directly with an AI Agent, you are responsible for ensuring that the individual is appropriately informed, as required by applicable law, that the individual is interacting with an artificial intelligence agent rather than a human representative and, where required by applicable law, that the individual provides any required consent or authorization to proceed with the AI interaction. This requirement applies to both voice-based and text-based AI Agents. MindFire may provide functionality to present such disclosures and capture or log such consent. You may not disable or bypass such functionality except by implementing an equivalent, legally compliant mechanism for which you assume sole responsibility.
4. Telephone Call-Recording Consent. To the extent an AI Agent involves a telephone or other voice communication that is recorded, intercepted, or monitored, you are separately and solely responsible for ensuring that all notices, disclosures, consents, authorizations, and permissions required by applicable law to record, intercept, or monitor the communication have been provided or obtained. Where MindFire controls the applicable call flow, MindFire may provide an affirmative pre-recording consent step by default. You may not disable or bypass such functionality except by implementing an equivalent, legally compliant mechanism for which you assume sole responsibility. This telephone call-recording requirement applies only to voice or telephony interactions and does not apply solely because an individual interacts with a text-based AI Agent.
5. Compliance with Applicable Communications Laws. You acknowledge that the recording, interception, monitoring, processing, and retention of communications and other content through the AI Features may be subject to applicable federal, state, and local laws, including laws requiring the consent of all parties to a communication. You acknowledge that use of the AI Features does not itself eliminate or replace any notice, disclosure, consent, authorization, or other requirement imposed by applicable law. Accordingly, you represent and warrant that, before permitting any individual to use or interact with an AI Feature where such notice or consent is required, you have provided all notices and obtained all consents, authorizations, and permissions required under applicable federal, state, and local laws, rules, and regulations, including laws governing the recording, interception, monitoring, collection, use, processing, storage, retention, and disclosure of communications and personal information.
6. Authority. You further represent and warrant that you have the right and authority to submit to MindFire, and to authorize MindFire to record, intercept, monitor, collect, process, use, store, retain, and disclose, as permitted under this Agreement, all communications, personal information, files, uploads, images, prompts, and other content submitted to or generated through the AI Features by you or on your behalf.
7. Compliance Responsibility. You are solely responsible for determining whether your use of the Services, including your selection, authorization, use of, or interaction with any third-party service, platform, model, data source, or technology made available through or in connection with the Services, any particular campaign, communication, audience, data, content, or AI-enabled functionality, complies with all applicable laws, regulations, industry requirements, and third-party rights.
8. AI Output Disclaimer and Customer Responsibility. MindFire does not warrant or guarantee the availability, performance, accuracy, reliability, completeness, timeliness, or results of any AI Feature, including any AI Agent, consent mechanism, recording, transcription, meeting note, analysis, recommendation, or other AI-powered functionality, or that any such functionality will operate without interruption, error, or delay or correctly identify, process, record, transcribe, analyze, or respond to every interaction, disclosure, consent, communication, input, upload, or other content. You are solely responsible for reviewing and validating AI-generated or AI-assisted outputs, including any AI-generated or AI-assisted content, recommendations, decisions, analyses, meeting notes, summaries, or communications, and your use of or reliance upon such outputs and determining whether their use complies with applicable law. You may not rely on the Services as a substitute for your own legal, regulatory, compliance, or professional review.
9. AI Policy. MindFire’s use of artificial intelligence in providing the Services is further described in its AI Policy, available at https://www.mindfireinc.com/aipolicy.
Changes in Law. You acknowledge that laws and regulatory requirements applicable to artificial intelligence, privacy, electronic communications, marketing, recording, and data processing may change and that MindFire does not undertake to monitor or ensure your compliance with such requirements.

5. Limited Warranty; Limitation of Liability.

MINDFIRE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICE. UNDER NO CIRCUMSTANCE, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE AND/OR BREACH OF CONTRACT, WILL MINDFIRE BE LIABLE TO YOU OR TO ANY THIRD-PARTY FOR ANY LOST PROFITS, LOST SAVINGS, OR OTHER INDIRECT, SPECIAL, COVER, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR TO THE USE OR INABILITY TO USE THE SERVICE.

IN NO EVENT WILL MINDFIRE’S TOTAL LIABILITY FOR DAMAGES, LOSSES, OR CAUSES OF ACTION, REGARDLESS OF THE LEGAL THEORY ASSERTED, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, STATUTE, REGULATION, PRIVACY, INTELLECTUAL PROPERTY, NEGLIGENCE OR OTHER THEORY OF LIABILITY, EITHER JOINTLY OR SEVERALLY, EXCEED THE LESSER OF THE DOLLAR AMOUNT PAID BY YOU TO MINDFIRE FOR THE LICENSE DURING THE THEN CURRENT TERM, OR THE AMOUNT YOU PAID IN THE TWO (2) MONTHS PRIOR TO THE CLAIMED INJURY OR DAMAGE.

THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND MINDFIRE AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G., WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW) AND EVEN IF MINDFIRE OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGE OR SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE.

The remedies provided in this provision allocate the risks under this Agreement, some of which may be unknown or undeterminable. Such limitations serve as a material inducement for us to enter into this Agreement and you acknowledge that we have relied upon these limitations in determining whether to enter into this Agreement. However, notwithstanding the foregoing, nothing in this Agreement shall limit or exclude liability for fraud, willful misconduct, willful injury to the person or property of another, or any other liability that cannot lawfully be limited or excluded under applicable law.

MindFire is not liable for the: (i) accuracy, truthfulness, or validity of any data entered by you or provided through the Service; or (ii) loss, destruction or compromise of any of Your Data.
MINDFIRE SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING OUT OF, OR RELATED TO INTERRUPTION OF, OR DEFECTS IN, TRANSMISSION OF THE SERVICE, including, without limitation, interruptions or defects due to inability to access the Internet or any part thereof, equipment modifications, upgrades, relocations, or repairs. No reduction of fees will be made in the case of temporary interruption of or defects in the transmission of the Service.
MindFire shall not be liable for interruption of or delays in transmission or termination or cancellation of the Service arising out of or relating to acts of God, pandemics, fire, water, riots, acts of Government, national emergency, acts or omissions of Internet backbone providers, or any other causes beyond MindFire’s direct control.
Your sole and exclusive remedy, if you are dissatisfied with the Service or with any terms, conditions, rules, policies, guidelines, or practices of MindFire is to discontinue using the Service and advise MindFire accordingly.

6. Indemnification.

You shall indemnify, defend, and hold harmless MindFire and its affiliates and their respective officers, directors, employees, agents, licensors, vendors, service providers, successors, and assigns from and against any and all claims (including, without limitation, claims initiated by third-parties), demands, actions, damages, losses, liabilities, penalties, fines, costs, and expenses (including reasonable attorneys’ fees and costs), regardless of the legal theory asserted, including contract, tort, statute, regulation, privacy, intellectual property, or other theory of liability arising out of or relating to: (i) your or your users’ access to or use of the Services; (ii) your breach of this Agreement; (iii) your or your users’ acts, omissions, negligence, or willful misconduct; (iv) Your Data, content, materials, instructions, campaigns, communications, or other information submitted to, generated through, or used with the Services; (v) your or your users’ failure to obtain or maintain any required notices, consents, permissions, authorizations, or rights; (vi) your or your users’ violation of any applicable law, statute, regulation, rule, order, industry standard, or third-party right, including those relating to privacy, data protection, electronic communications, telemarketing, marketing, email, text messaging, calling, recording or interception of communications, automated or prerecorded communications, artificial intelligence, machine learning, automated decision-making, profiling, biometric or other sensitive information, or the collection, use, disclosure, retention, or processing of personal information or other data; or (vii) MindFire’s implementation or execution of your instructions, configurations, specifications, or directions.
Without limiting the foregoing, you are solely responsible for all aspects of your and your users’ use of the Services and for Your Data, content, campaigns, communications, instructions, and outputs, including their accuracy, lawfulness, appropriateness, and compliance with all applicable requirements and for obtaining and maintaining all required notices, consents, permissions, and authorizations. MindFire’s provision, configuration, or operation of any feature or functionality, including any electronic communications or AI Features, does not relieve you of these responsibilities, constitute legal advice, or constitute a representation or warranty that your use of the Services or any such feature complies with applicable law.

7. Term; Termination; Cessation/Suspension of Service.

This Agreement commences on the date you accept it and continues until all subscriptions granted in accordance with this Agreement have expired or been terminated. If you elect to use the Services for a free trial period and do not purchase a subscription before the end of that period, this Agreement will terminate at the end of the free trial period.
Subscriptions commence on the start date specified in the applicable Order Form and continue for the subscription term. Unless otherwise specified in the Order Form, subscriptions automatically renew for successive periods equal to the expiring subscription term or one (1) year, whichever is shorter, unless either party gives notice of non-renewal at least 30 days before the end of the then-current term. Renewal pricing will be based on MindFire’s then-current pricing, as communicated to you in advance. However, you may reject renewal pricing by providing written notice of non-renewal before the renewal term begins, in which case the applicable Services will expire at the end of the then-current term.
Either party may terminate this Agreement for cause: (i) upon 30 days’ written notice to the other party of a material breach if such breach remains uncured at the expiration of such period; or (ii) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. Further, MindFire may terminate this Agreement for cause, but absent any cure opportunity, if all or part of the Services are no longer available or become legally prohibited for any reason.
Upon your justified termination for cause, we shall refund you any prepaid fees covering the remainder of the term of the applicable subscription as of the effective termination date. Upon any termination for cause by us, you shall immediately pay, in advance, any unpaid fees covering the remainder of the term of all Order Forms after the effective date of termination. In no event shall any termination relieve you of the obligation to pay any fees for the period prior to the effective date of termination.
Upon your request within 30 days after the effective date of termination of a paid subscription, we will make available to you for download a file of Your Data in a comma separated value (.csv) format, together with its native format. After such 30-day period, we shall have no obligation to maintain or provide any of Your Data and may thereafter, unless legally prohibited, delete all of such data in our possession or under control. This protocol applies exclusively to paid subscriptions and does not apply to, or modify, the data retention protocol applicable to free trial periods.
Any provision of this Agreement that, by its nature or express terms, is intended to survive the expiration or termination of this Agreement, including, without limitation, provisions concerning confidentiality, indemnification, limitations of liability, intellectual property rights, representations and warranties, payment obligations, and dispute resolution, shall survive such expiration or termination and remain in full force and effect.
MindFire may suspend, restrict, disable, or terminate any affected Service, account, campaign, communication, feature, or functionality if MindFire reasonably believes that its continued operation may violate applicable law, this Agreement, or expose MindFire or its service providers to legal, regulatory, security, or reputational risk.

8. Acceptable Use Policy.

You must strictly comply with all laws as well as MindFire’s Electronic Communications Acceptable Use Policy made available through MindFire’s website at https://mindfireinc.com/wp-content/uploads/2021/10/126_EMail-and-SMS-Acceptable-Use-Policy.pdf.

9. SMS Terms and Conditions.

SMS Communications. By providing your phone number and opting in, you consent to receive SMS messages from MindFire Internet Solutions, Inc. These may include appointment reminders, order confirmations, campaign alerts, account notifications, and service updates. The information (Phone Numbers) obtained as part of the SMS consent process will not be shared with third parties for marketing purposes.
Message Frequency and Costs. Message frequency may vary. You may receive up to MULTIPLE SMS messages per week regarding your appointments or account status. Standard message and data rates may apply.
Opt-In Instructions. You may opt-in to receive SMS messages from MindFire Internet Solutions, Inc. by contacting us directly.
Opt-Out Instructions. To opt out at any time, reply “STOP” to any message from us. We’ll confirm your opt-out by SMS.
Help. For assistance, reply “HELP” to any message or visit mindfireinc.com.
Policies. Our Privacy Policy is available at https://mindfireinc.com/privacy/ and our Terms of Service at https://mindfireinc.com/terms/.
Supported Carriers. Our SMS service works with most major wireless carriers in the US.
Updates to Terms. We may update these SMS Terms and Conditions at any time.

10. Arbitration.

Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitration shall be conducted by a single arbitrator who is a retired judge or justice of a California state or federal court. The parties to the arbitration shall attempt to agree upon the arbitrator from the American Arbitration Association panel. If the parties to the arbitration do not agree on the selection of the arbitrator within twenty (20) days after the date the demand/claim for arbitration is filed, the arbitrator shall be appointed in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association, provided that the arbitrator shall be a retired judge or justice of a California state or federal court. The arbitration forum shall be Orange County, California.
The arbitrator, and not any court, shall have exclusive authority to determine any dispute concerning the existence, scope, applicability, interpretation, enforceability, or validity of this Agreement to arbitrate, including any contention that all or any portion of this Agreement to arbitrate is void or voidable. The arbitrator shall have the power to enter any award, order or judgment for damages and to issue equitable and/or injunctive relief; provided, however, no party to the arbitration may seek, and the arbitrator shall not award, punitive or exemplary damages. The award of the arbitrator shall be accompanied by a reasoned opinion. Any judgment or award rendered by the arbitrator shall be final and binding upon the parties, subject only to such judicial review as is permitted by applicable law. The parties irrevocably waive their right to a jury trial.
To the extent necessary to enforce the arbitration award, judgment may be entered on any final arbitration award by any state or federal court having jurisdiction thereof.
The parties shall pay their respective share of all arbitration costs, expenses and deposits as required by the applicable American Arbitration Association rules. Subject to applicable law and the applicable AAA Rules, the prevailing party shall be entitled to recover its reasonable arbitration costs and expenses as determined by the arbitrator. However, and except as otherwise expressly required by applicable law, each party knowingly and voluntarily waives any right it may have to recover its attorneys’ fees from the other party in connection with any dispute arising out of or relating to this Agreement, whether such right arises under this Agreement, statute, common law, or otherwise. Nothing in this provision shall be construed to waive any attorneys’ fee award that applicable law prohibits the parties from waiving. For avoidance of doubt, this waiver does not apply to attorneys' fees recoverable as indemnified losses under this Agreement in connection with a third-party claim.
The arbitration proceedings, as well as the fact such proceedings occur, shall be kept confidential by the parties and may only be disclosed to their personal representatives, professional advisors or as required by law and insofar as is necessary to enforce the award.
YOU AGREE THAT ANY ARBITRATION PROCEEDING WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. The arbitrator shall have no authority to consolidate the claims of more than one person or entity or otherwise preside over any form of representative, class, collective, or consolidated proceeding.

11. Miscellaneous.

In the event of any conflict, inconsistency, or discrepancy between the terms of this Agreement and the terms of any other agreement, document, purchase order, statement of work, policy, or other instrument between the parties, the terms of this Agreement shall control and prevail, unless: (i) this Agreement expressly provides otherwise; or (ii) MindFire expressly agrees otherwise in a writing that specifically identifies the provision of this Agreement being modified or superseded.
This Agreement, together with any documents incorporated herein by reference, constitutes the complete and exclusive understanding between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous understandings, agreements, and communications, whether written or oral, relating thereto.
Except as otherwise expressly provided in this Agreement, this Agreement may not be amended, altered, or changed except by a writing signed by the duly authorized representatives of both parties.
In the event that any provision of this Agreement is held to be unenforceable, such provision will be construed as nearly as possible to reflect its original intent and the remainder of this Agreement will remain in full force and effect.
Your rights in this Agreement are personal and not otherwise assignable and/or transferrable. However, MindFire may fully or partially assign or transfer its rights and/or obligations under this Agreement.
This Agreement shall be governed in all respects by the laws of the State of California without regard to its conflict of laws provisions. Subject to the arbitration provision of this Agreement, the state and federal courts located in Orange County, California shall have exclusive jurisdiction over any action to compel arbitration, enforce or vacate an arbitration award, or otherwise obtain judicial relief that is not subject to arbitration under this Agreement, and the parties hereby irrevocably submit to exclusive personal/subject matter jurisdiction in such courts for such purpose. The foregoing, however, shall not limit the right of any party to serve process in any other jurisdiction or to commence any legal action/proceeding in any other jurisdiction in order to obtain execution and/or enforcement of judgment or arbitration award in such other jurisdiction.
The remedies provided in this Agreement and at law or in equity are cumulative and not exclusive. The failure by either party to exercise any right or remedy under this Agreement or otherwise available at law or in equity will not be deemed a waiver of any subsequent right or remedy.
No person or entity who is not a party to this Agreement will derive any rights whatsoever hereunder as a third-party beneficiary.
The parties agree to take all further actions, including the execution of documents, which are reasonably necessary to effectuate the transaction(s) contemplated by this Agreement.
Any electronically accepted or signed copy of this Agreement, whether copied, reproduced and/or transmitted via photocopy, electronic copy, facsimile or another process that accurately transmits the original document shall be considered an original document.