1.  INTRODUCTION

Welcome to Relolink, LLC (“Relolink” or “Company”). We deliver innovative SaaS technology, focusing on the relocation and global mobility sector, enabling businesses to efficiently manage and enhance their customer service operations, streamline complex workflows, and foster collaboration across teams, partners, and clients.

This Software-as-a-Service (SaaS) Terms of Use (the “Agreement”), together with all accompanying policies (collectively, the “Policies”), sets forth the terms and conditions under which Relolink provides its services to the Customer (“Customer”).

By accessing or using Relolink’s software services (the “services”), the Customer agrees to be bound by this Agreement and all accompanying Policies, including any modifications or updates made in accordance with their terms. If the Customer does not agree to these terms, including the provisions regarding data processing and consent, they must not access or use the Services.

Use of the services constitutes acceptance of all terms herein. This Agreement governs the Customer’s use of the Services, which includes Relolink’s software platform, website, applications, tools, and any related services or functionalities as described in this Agreement and accompanying documentation.

1.1 Authority 

The individual accepting this Agreement represents and warrants that they have the authority to bind the Customer to these terms.

1.2 End Users 

End Users are individuals authorized by the Customer to access and use the Services. Each End User must create a secure account by providing their full name, a valid email address, and any additional information requested by Relolink.

1.3 Relationship Between Customer and End Users 

The Customer is responsible for managing its End Users, including provisioning access, assigning roles, and overseeing data input. Customer decisions regarding account management may result in data modification, deletion, or disclosure.

2. DEFINITIONS 

2.1 “Affiliate” 

Any entity that directly or indirectly controls, is controlled by, or is under common control with a party, where “control” means the ownership of more than 50% of the voting interest of an entity or the contractual right to direct its business operations.

2.2 “Confidential Information” 

Information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including but not limited to business strategies, financial information, technical data, software, customer data, and trade secrets.

2.3 “Customer Data” 

All electronic data, information, or material submitted by the Customer or End Users into the services.

2.4 “Effective Date” 

The date on which the Customer first subscribes to the services or signs the applicable Order Form.

2.5 “Force Majeure” 

An event or circumstance beyond the reasonable control of a party, including but not limited to acts of God, government actions, natural disasters, labor disputes, or widespread internet outages, that prevents the party from performing its obligations under this Agreement.

2.6 “Order Form” 

A document executed by the parties that specifies the services, subscription terms, fees, and other details of the Customer’s subscription.

2.7 “Service Level Agreement (SLA)” 

A separate document or section, if applicable, that outlines the agreed-upon levels of performance, uptime, support response times, and other service metrics Relolink commits to providing to enterprise customers.

2.8 “services” 

The software-as-a-service offerings provided by Relolink, including related tools, features, and functionalities described in the applicable Order Form or documentation.

2.9 “Subscription Term” 

The period during which the Customer is authorized to access and use the services, as specified in the Order Form or subscription agreement.

2.10 “End User” 

An individual who is authorized by the Customer to use the services under the Customer’s subscription.

2.11 “Documentation” 

The technical and functional specifications, user manuals, and other related materials provided by Relolink to support the use of the services.

3. AUTHORIZED USE OF SERVICES AND ACCESS 

3.1 Grant of Access 

Relolink grants the Customer a limited, non-exclusive, non-transferable right to access and use the services during the Subscription Term, solely for the Customer’s internal business operations. Access to the services is subject to the terms outlined in this Agreement and the applicable Order Form. Each subscription must correspond to a specific End User account and is strictly non-shareable.

3.2 Customer Responsibilities 

In the use of the services, the Customer is responsible for:

General Responsibilities

• Ensuring that End Users comply with this Agreement and all accompanying Relolink policies.
• Maintaining the confidentiality of login credentials and notifying Relolink immediately of any unauthorized access or security breaches.
• Complying with all applicable laws and regulations in connection with their use of the services.
• Informing End Users of relevant Relolink policies and ensuring their adherence.

Data Collection and Consent

• Obtaining all necessary consents from End Users prior to inputting their data into the Relolink platform.
• Representing and warranting that all data provided to Relolink complies with applicable data protection laws. Relolink disclaims liability for the Customer’s failure to obtain valid consent.

Feature-Specific Responsibilities

1. Web Scraping Features
   • Customers may use web scraping tools provided by Relolink solely for lawful purposes and within the intended scope of functionality.
   • Customers must ensure compliance with third-party terms of service and applicable laws when scraping publicly available information (e.g., property details).
   • Customers are responsible for confirming that their use of web scraping features does not infringe upon third-party intellectual property rights or violate any applicable agreements.
   • Misuse of web scraping features, including scraping data beyond what is publicly available or circumventing technical barriers, constitutes a breach of this Agreement.
2. “Request Information” Feature
   • Customers may use the “Request Information” feature to solicit personal data, including PII, from external users only upon obtaining explicit consent.
   • Customers must ensure that all data requests comply with applicable laws, regulations, and ethical standards.
   • External users interacting with the “Request Information” feature are subject to Relolink’s User Conduct & Content Policy. Customers must inform external users of their rights and responsibilities when submitting data.
   • Relolink disclaims liability for the content or purpose of data requests initiated by Customers. Any misuse of this feature, including requests for unlawful, unauthorized, or excessive PII, may result in enforcement actions, including suspension or termination of the Customer’s account.

3.3 Acceptable Use 

The Customer and End Users agree not to:

• Use the services for any unlawful, fraudulent, or unauthorized purposes.
• Interfere with the proper functioning of the services or bypass security measures.
• Transmit harmful code, engage in data scraping, or reverse-engineer any part of the services. Relolink reserves the right to suspend or terminate access if any misuse or violation is detected.

3.4 Multi-Tenancy and Data Isolation 

The services are designed as a multi-tenant platform. While Customer Data is hosted in shared environments, Relolink ensures strict data isolation between customers through secure access controls, encryption, and robust data management protocols. Customer Data is accessible only to authorized parties and is logically separated from other customers’ data.

3.5 Data Security and Compliance 

Relolink is committed to protecting the security and integrity of Customer Data by implementing industry-standard practices, including:

• End-to-end encryption for data at rest and in transit.
• Compliance with ISO 27001 and GDPR and global recognized data privacy practices for data management and protection.
• Multi-factor authentication (MFA) for accessing sensitive systems.
• Regular vulnerability assessments and penetration testing to identify and mitigate risks.
• 24/7 monitoring and incident response to address security threats promptly.

By using the services, the Customer consents to the collection, processing, and storage of data by Relolink for the purposes of account management, service delivery, and related operations. Relolink may also use aggregated and anonymized data for analytics, benchmarking, product development, and AI-driven tools, in compliance with applicable laws.

The Customer acknowledges and consents to the transfer and storage of Customer Data in Relolink’s global data centers, if and when necessary for the successful operation of its services to the Customer. In the event data transfer is necessary Relolink will comply with the applicable laws governing the location of the Customer. Relolink will ensure that such transfers adhere to recognized data protection frameworks, including GDPR and similar global regulations.

3.6 Support and Maintenance 

Relolink will provide technical support as outlined in the applicable SLA or Documentation. Scheduled maintenance will be communicated in advance, and Relolink will strive to minimize disruptions during such periods. Emergency maintenance may occur without prior notice if required to ensure the security or stability of the services.

3.7 Export Compliance 

The Customer and End Users must not use or export the services in violation of applicable export control laws or regulations. The Customer represents that neither it nor its End Users are located in restricted territories or appear on denied-party lists.

3.8 Equipment and Connectivity 

The Customer is solely responsible for obtaining, maintaining, and securing the hardware, software, and internet connectivity required to access and use the services. Relolink shall not be responsible for failures or delays caused by third-party systems, networks, or equipment.

3.9 User Permission Management

The Customer is responsible for assigning and managing user permissions within their subscription. Relolink is not liable for any consequences resulting from incorrect permission assignments by the Customer. The Customer holds Relolink harmless for any issues arising from unauthorized or mismanaged access to their subscription, including but not limited to data breaches, unauthorized actions, or misuse by users.

3.12 Guest User Access

The Customer may invite guest users to collaborate on their subscription. Guest users may include external consultants, suppliers, and client contacts not directly employed by the Customer. The Customer is solely responsible for managing guest user access, including inviting, revoking, and monitoring their activities. Relolink is not liable for any actions taken by guest users or any security breaches resulting from their access. Guest user access may be limited to specific timeframes and functionalities for data protection. Guest users may independently upgrade to paid subscriptions with Relolink to access enhanced features and services.

3.13 Data Retention and Deletion

The Customer is responsible for managing data retention policies within the platform and ensuring compliance with applicable regulations. Relolink will not delete any customer data from an active subscription, unless explicitly requested in writing by The Customer. Deleted data is permanently removed and cannot be retrieved. The Customer and its End Users must carefully manage data deletions to avoid loss of important information.

3.14 Relolink Directory and Industry Marketplace Participation

By using Relolink’s platform, The Customer consents to being listed in the Relolink Hub, a marketplace that provides visibility to their company profile, services, and locations. This marketplace enables potential clients and partners to connect with The Customer for relocation support and services.

4. FEES AND PAYMENT 

4.1 Fees 

The Customer agrees to pay all fees as specified in the applicable Order Form or Subscription Plan. Fees are non-refundable except as expressly provided in this Agreement. Additional fees may apply for usage exceeding the agreed-upon limits or for optional services requested by the Customer.

4.2 Payment Terms 

Invoices will be issued in accordance with the Subscription Plan or Order Form. Payments are due within thirty (30) days of the invoice date unless otherwise specified. All fees are billed in advance unless otherwise agreed. Late payments may incur penalties as outlined in Section 4.4.

4.3 Taxes 

The Customer is responsible for any applicable taxes, duties, or fees imposed by any governmental authority, excluding taxes based on Relolink’s net income. Relolink will invoice such taxes where required, and the Customer agrees to remit payment unless a valid tax exemption certificate is provided.

4.4 Late Payments 

Late payments are subject to an interest charge of 5% per month or the maximum rate permitted by law, whichever is lower. Relolink reserves the right to suspend or terminate access to the services if payments are not received within thirty (10) days after the due date. Prior to suspension, Relolink will provide a written notice to the Customer, granting a minimum of ten (5) business days to resolve the outstanding payment.

4.5 Proration for Upgrades and Downgrades 

If the Customer upgrades their Subscription Plan during the Subscription Term, additional fees will be calculated on a pro-rata basis for the remainder of the term and invoiced immediately. Downgrades will only take effect at the end of the current Subscription Term and may result in reduced functionality or loss of data associated with features no longer included in the downgraded plan.

4.6 Billing Disputes 

If the Customer believes an invoice is incorrect, they must notify Relolink in writing within thirty (30) days of the invoice date, detailing the dispute. Relolink will investigate promptly and resolve any errors. Adjustments or credits will be issued for valid disputes. Failure to notify within this timeframe constitutes acceptance of the invoice as accurate.

4.7 Payment Portals 

If the Customer requires Relolink to use a vendor payment or compliance portal that incurs additional fees, the Customer will reimburse Relolink for such fees.

4.8 Non-Payment Remedies 

In addition to suspending or terminating access for non-payment, Relolink reserves the right to withhold Customer Data and cease support services until all outstanding amounts are paid in full. Relolink will provide reasonable notice prior to exercising these remedies.

4.9 Subscription Types 

Relolink offers various subscription types to meet different customer needs, as outlined in the applicable Order Form. Each type includes specific features and limits, which may be subject to additional fees if exceeded.

4.10 Refunds 

Except as otherwise expressly stated in this Agreement, fees paid to Relolink are non-refundable, including in cases of early termination by the Customer or unused subscription periods.

4.11 Add-Ons and Monthly Invoicing

The Customer may enhance their subscription with additional features or services (“Add-Ons”) offered by Relolink or its partners. Fees for Add-Ons are charged separately and must be paid prior to use. Monthly invoices may include charges for Add-Ons, overages, or other usage-based costs. Invoices are issued on the first of each month and must be paid immediately upon receipt. Failure to pay invoices within ten (10) business days may result in service interruptions.

5. TERM & TERMINATION

5.1 Term

This Agreement shall commence on the Effective Date and remain in effect for the initial Subscription Term specified in the Order Form. Upon expiration of the initial Subscription Term, this Agreement will automatically renew for successive terms equal in duration to the previous Subscription Term, unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current Subscription Term. The Customer may submit a notice of non-renewal or termination by contacting Relolink at billing@relolink.com.

5.2 Termination for Cause

Either party may terminate this Agreement upon thirty (30) days’ written notice if the other party fails to cure any material breach of this Agreement during such notice period.
Additional grounds for termination include:

1. Customer-Initiated Termination: The Customer may terminate this Agreement immediately if Relolink ceases business operations, enters insolvency, or is subject to bankruptcy proceedings that are not dismissed within sixty (60) days.
2. Relolink-Initiated Termination: Relolink may terminate this Agreement immediately if:
   • The Customer violates the Acceptable Use Policy or any applicable laws.
   • The Customer engages in actions that Relolink determines, in its sole discretion, jeopardize the security, functionality, or reputation of the Services.

5.3 Effect of Termination

Upon termination of this Agreement:

1. Deactivation of Accounts: Relolink will deactivate the Customer Account and any associated End User Accounts.
2. Obligations to Pay Fees: The Customer remains liable for all unpaid fees up to the termination date. For terminations not caused by Relolink’s material breach, the Customer must also pay fees for the remainder of the Subscription Term.
3. Data Export: Relolink will make Customer Data available for electronic retrieval for thirty (30) days following termination, after which all Customer Data will be deleted in accordance with Relolink’s data deletion policy.

5.4 Suspension of Services

Relolink reserves the right to suspend or restrict access to the Services without liability, and with notice to the Customer, in the following circumstances:

1. If the Customer or any End User violates the Acceptable Use Policy or other provisions of this Agreement.
2. If the Customer fails to make timely payments as outlined in Section 4.
3. To prevent imminent harm or mitigate risks to the Services, other users, or third parties.

Relolink will use commercially reasonable efforts to provide advance notice of suspensions where practicable and will promptly restore access once the issue is resolved.

5.5 Termination for Abusive Conduct

Relolink maintains a positive and collaborative business environment and does not tolerate abusive, derogatory, or discriminatory behavior toward its team members, affiliates, or brand. Relolink reserves the right to terminate this Agreement and suspend or cancel Services without refund if the Customer or its representatives engage in:

1. Abusive Conduct: Harassment, threats, or abusive language directed at Relolink staff, affiliates, or partners.
2. Disparagement: Public or private comments that harm Relolink’s reputation or brand integrity.

Such termination shall be effective immediately upon written notice to the Customer.

5.6 Relolink Actions During Suspension or Termination

Relolink is committed to minimizing disruptions and ensuring a smooth transition during suspension or termination of services. Relolink will:

1. Provide written notice outlining the reasons for suspension or termination and any corrective actions required by the Customer.
2. Offer reasonable assistance to the Customer for data export, account review, and clarification of outstanding obligations.

5.7 Survival of Terms

The following sections shall survive the termination of this Agreement: 2 (Definitions), 5 (Confidentiality), 6 (Warranties and Disclaimer), 7 (Limitation of Liability), 8 (Indemnification), 9 (Intellectual Property Rights), 10 (Use of Aggregate and De-Identified Data), and 11 (Miscellaneous).

6. CONFIDENTIALITY

6.1 Definition of Confidential Information

“Confidential Information” means any non-public information disclosed by one party (the “Disclosing Party”) to the other party (the “Receiving Party”) that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including but not limited to business strategies, financial information, technical data, software, customer data, trade secrets, and proprietary methodologies. 

Confidential Information does not include information that:

• is or becomes publicly available without breach of this Agreement;
• was known to the Receiving Party prior to disclosure by the Disclosing Party;
• is lawfully received from a third party without restriction; or
• is independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information.

6.2 Obligations of the Receiving Party

The Receiving Party agrees to:

• use the Confidential Information solely for the purpose of performing its obligations or exercising its rights under this Agreement;
• protect the Confidential Information using the same degree of care as it uses to protect its own confidential information, but in no event less than a reasonable degree of care; and
• not disclose Confidential Information to any third party without the prior written consent of the Disclosing Party, except as expressly permitted under this Agreement.

6.3 Permitted Disclosures

The Receiving Party may disclose Confidential Information:
(a) to its employees, contractors, or agents on a strict need-to-know basis, provided they are bound by obligations of confidentiality no less restrictive than those in this Agreement; or
(b) if required by law, regulation, or legal process, provided that the Receiving Party promptly notifies the Disclosing Party (when legally permissible) to enable the Disclosing Party to seek an appropriate protective order or other remedy.

6.4 Data Protection and Breach Notification

If Confidential Information includes personal data subject to data protection laws (e.g., GDPR, CCPA), the Receiving Party shall comply with all applicable laws and regulations concerning its processing, storage, and transfer.

In the event of a confirmed breach of Confidential Information that impacts the Disclosing Party, the Receiving Party shall:
(a) notify the Disclosing Party promptly and no later than seventy-two (72) hours after becoming aware of the breach;
(b) provide a description of the breach, including the types of data affected and the measures taken to mitigate the breach; and
(c) cooperate fully with the Disclosing Party to investigate and remediate the breach.

6.5 Return or Destruction of Confidential Information

Upon termination of this Agreement or at the Disclosing Party’s request, the Receiving Party shall return or securely destroy all Confidential Information and certify such return or destruction in writing. However, the Receiving Party may retain copies of Confidential Information to the extent required by law or for backup, archival, or audit purposes, provided such copies remain subject to the confidentiality obligations of this Agreement.

6.6 Equitable Relief

The Receiving Party acknowledges that unauthorized disclosure of Confidential Information could result in irreparable harm to the Disclosing Party, for which monetary damages may not be an adequate remedy. Accordingly, the Disclosing Party may seek injunctive relief or other equitable remedies in addition to any legal rights or remedies.

7. WARRANTIES AND DISCLAIMER

7.1 Relolink Warranties

Relolink warrants that during the applicable Subscription Term:

• The services will perform materially in accordance with the Documentation provided to the Customer.
• The services will be provided with reasonable skill and care in accordance with industry standards.

Remedy for Breach: Relolink’s sole liability, and the Customer’s exclusive remedy, for any breach of this warranty shall be Relolink’s commercially reasonable efforts to correct the reported non-conformity. If such correction is deemed impracticable, either party may terminate the Agreement, and the Customer shall receive a pro-rata refund of any pre-paid, unused fees for the remainder of the Subscription Term.

This warranty does not apply to non-conformities or issues resulting from:

• Misuse, unauthorized modifications, or use of the services in violation of this Agreement or the Documentation.
• Failures caused by third-party integrations, APIs, or services not provided by Relolink.

7.2 Customer Warranties

The Customer warrants that:

• It is authorized to transfer Customer Data to Relolink for the purposes described in this Agreement.
• It will comply with all applicable laws and regulations in connection with its use of the services.
• It has obtained all necessary consents and rights from its End Users and other third parties to allow Relolink to process their data in accordance with this Agreement.

7.3 Mutual Warranties

Each party represents and warrants to the other that:

• This Agreement has been duly executed and constitutes a binding obligation enforceable in accordance with its terms.
• The execution and performance of this Agreement do not and will not violate any agreements or obligations to which the party is bound.

7.4 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE services AND ALL RELATED COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE.

Relolink disclaims responsibility for:

• Any specific results or outcomes that the Customer may expect from the services.
• Interruptions, errors, failures, or damages caused by third-party services, applications, APIs, or integrations. This includes, but is not limited to, downtime, data breaches, incompatibility, or other failures of third-party technology utilized in conjunction with Relolink’s services. The Customer acknowledges that Relolink does not control, endorse, or assume responsibility for the functionality or security of such third-party technology. 

Relolink shall not be liable for delays or disruptions due to factors beyond its reasonable control, including but not limited to acts of nature, internet outages, or failures in third-party systems.

8. LIMITATION OF LIABILITY

8.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST BUSINESS OR REVENUE, BUSINESS INTERRUPTION, LOSS OF DATA, OR LOSS OF GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE services, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES WERE FORESEEABLE.

Relolink shall not be liable for any indirect, incidental, special, exemplary, consequential, or punitive damages, including but not limited to loss of profits, revenue, business opportunities, data, or goodwill, even if advised of the possibility of such damages. This exclusion applies to any damages resulting from the use or failure of third-party technology integrated with or connected to Relolink’s services.

8.2 Limitation of Liability

EXCEPT FOR CLAIMS ARISING FROM A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 8 OR THE CUSTOMER’S PAYMENT OBLIGATIONS, EACH PARTY’S AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CUSTOMER TO RELOLINK FOR THE services DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO SUCH LIABILITY.

8.3 Jurisdiction-Specific Exceptions

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES, INCLUDING CONSEQUENTIAL DAMAGES OR DAMAGES ARISING FROM GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT. IN SUCH CASES, THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY ONLY TO THE EXTENT PERMITTED BY LAW.

8.4 Cumulative Liability

ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL BE AGGREGATED TO DETERMINE SATISFACTION OF THE LIMITATION OF LIABILITY, AND MULTIPLE CLAIMS SHALL NOT INCREASE THIS LIMIT.

8.5 Basis of the Bargain

THE LIMITATIONS OF LIABILITY IN THIS SECTION REFLECT THE PARTIES’ AGREED-UPON ALLOCATION OF RISK UNDER THIS AGREEMENT. THESE LIMITATIONS ARE AN ESSENTIAL PART OF THE CONSIDERATION FOR RELOLINK’S PROVISION OF THE services AT THE AGREED-UPON PRICING.

8.6 Applicability to Affiliates

THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION SHALL APPLY EQUALLY TO EACH PARTY’S AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND REPRESENTATIVES.

8.7 Losses Arising from Customer Negligence

The Customer shall be fully responsible for any losses, damages, liabilities, or expenses incurred by Relolink arising from:

• The Customer’s or End Users’ negligence or willful misconduct;
• Unauthorized use, modification, or combination of the services in a manner not permitted by this Agreement;
• Violations of applicable laws or regulations by the Customer or End Users; or
• Breaches of security caused by the Customer’s failure to comply with its obligations under this Agreement.

Relolink reserves the right to recover such losses or damages directly from the Customer, and the limitations of liability set forth in this Agreement shall not apply to claims resulting from the Customer’s negligence or breach.

9. INDEMNIFICATION

9.1 Indemnification by Relolink

Relolink shall defend, indemnify, and hold harmless the Customer and its Affiliates, officers, directors, employees, and agents (“Customer Parties”) from and against any third-party claims, demands, actions, or proceedings arising from:

• Allegations that the services infringe or misappropriate the intellectual property rights of a third party; and
• Damages, settlements, or reasonable attorney fees awarded as a result of such claims, provided the Customer:
  • Promptly notifies Relolink in writing of the claim;
  • Grants Relolink sole control over the defense and settlement of the claim; and
  • Provides reasonable assistance, at Relolink’s expense, in defending the claim.

Exclusions: Relolink shall not be liable for claims arising from:

• The Customer’s or End Users’ misuse of the services in violation of this Agreement;
• Modifications to the services not made or authorized by Relolink;
• Combination of the services with third-party products or services not provided by Relolink; or
• Violations of third-party rights caused by Customer Data.

If a claim under this Section 8.1 is upheld or believed by Relolink to be valid, Relolink may, at its sole discretion:

• Modify or replace the services to be non-infringing while maintaining equivalent functionality;
• Obtain a license for the Customer to continue using the services; or
• Terminate this Agreement and refund any prepaid, unused fees for the remainder of the Subscription Term.

The remedies under this Section 8.1 are Relolink’s sole liability and the Customer’s exclusive remedy for intellectual property infringement claims.

9.2 Indemnification by the Customer

The Customer shall defend, indemnify, and hold harmless Relolink and its Affiliates, officers, directors, employees, and agents (“Relolink Parties”) from and against any claims, demands, actions, or proceedings arising from:

• The Customer’s or End Users’ violation of applicable laws or regulations;
• Claims relating to Customer Data, including allegations of intellectual property infringement or privacy violations; or
• Any breach of this Agreement by the Customer or End Users.

Relolink shall:

• Promptly notify the Customer of any such claims;
• Provide the Customer with sole control over the defense and settlement of the claim, provided no settlement obligates Relolink without its prior written consent; and
• Provide reasonable assistance, at the Customer’s expense, in defending the claim.

9.3 Remedies for Potential Infringement

If a court of competent jurisdiction determines, or Relolink reasonably believes, that the services infringe or may infringe the intellectual property rights of a third party, Relolink may, at its sole discretion:

• Modify the services to be non-infringing while maintaining equivalent functionality;
• Obtain a license for the Customer to continue using the services; or
• Terminate this Agreement and refund any prepaid, unused fees for the remainder of the Subscription Term.

This Section 8.3 constitutes the Customer’s exclusive remedy and Relolink’s sole liability for infringement claims.

10. INTELLECTUAL PROPERTY RIGHTS

10.1 Ownership by Relolink

The services are provided on a subscription basis, and no ownership rights are transferred to the Customer or End Users. Relolink owns and retains all rights, title, and interest in and to:

• The services, including all software, tools, algorithms, documentation, and any improvements, enhancements, or modifications made thereto;
• All trademarks, logos, and service marks used in connection with the services; and
• Any applications, inventions, or other technology developed in connection with providing the services.

10.2 Ownership by Customer

As between the Customer and Relolink, the Customer retains all rights, title, and interest in and to the Customer Data. Relolink does not claim ownership of Customer Data. However, the Customer grants Relolink a limited, non-exclusive, royalty-free license to use Customer Data solely for the purposes of:

• Providing, maintaining, and improving the services;
• Preventing or addressing technical or security issues;
• Complying with applicable laws; and
• Fulfilling Customer instructions or requests.

Relolink will not use Customer Data for any purpose outside the scope of this Agreement without the Customer’s prior written consent.

10.3 Feedback and Suggestions on the Services

Any feedback, suggestions, or ideas provided by the Customer regarding the services (“Feedback”) may be used by Relolink without restriction or obligation. The Customer grants Relolink a perpetual, irrevocable, royalty-free license to incorporate Feedback into the services or any other product or service.

10.4 Restrictions on Use

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

• Modify, reverse-engineer, disassemble, or create derivative works of the services;
• Use the services to develop a competing product or service;
• Share, sublicense, or distribute the services or access credentials to any unauthorized third party;
• Remove or obscure any proprietary notices or branding on the services; or
• Use the services in violation of applicable laws or regulations.

10.5 API Usage Limits

If the Customer accesses Relolink’s APIs as part of the subscription:

• Internal Use Only: API access is granted solely for internal business purposes under the Customer’s subscription.
• Prohibition on Redistribution: The Customer may not share, sublicense, or resell API access to any third party.
• Usage Limits: Relolink may impose limits on API calls or usage. Exceeding such limits without authorization may result in suspension or additional charges.
• Security Requirements: The Customer must maintain secure credentials for API access and notify Relolink immediately in the event of unauthorized access.

10.6 Protection of Intellectual Property

The Customer acknowledges that:

• Any unauthorized use of the services or Relolink’s intellectual property constitutes a material breach of this Agreement and a violation of applicable intellectual property laws.
• Relolink reserves all rights not expressly granted under this Agreement.

11. USE OF AGGREGATE AND DE-IDENTIFIED DATA

11.1 Definition of Aggregate Data

“Aggregate Data” refers to data that has been de-identified and combined with other data, rendering it incapable of being associated with any specific individual, organization, or End User. Aggregate Data includes anonymized statistical information, patterns, and insights derived from the Customer Data or usage of the Services.

11.2 Permitted Use

Relolink retains the right to collect, process, and use Aggregate Data for purposes such as:

• Improving the performance, functionality, and user experience of the Services;
• Developing new features, tools, or services;
• Analyzing industry trends and producing statistical reports; and
• Generating benchmarks and insights for internal use or external publication, provided such insights do not reveal Confidential Information or identify any specific Customer or End User.

By using the services, the Customer consents to Relolink’s processing of aggregated and anonymized data for analytics, service improvement, benchmarking, and the development of AI-driven tools and features. Such data will not include any identifiable information and will comply with applicable data protection laws.

11.3 Ownership

Relolink retains all intellectual property rights in and to any Aggregate Data derived from the use of its Services. The Customer acknowledges that such Aggregate Data is the sole property of Relolink.

11.4 Data Protection and Compliance

Relolink will ensure that the generation, storage, and use of Aggregate Data comply with applicable data protection laws, including GDPR, CCPA, and any other relevant regulations.

11.5 Exclusions

Aggregate Data shall not include any Customer Data that has not been de-identified, nor will it include any information that could be used to identify specific individuals, organizations, or End Users.

12. MISCELLANEOUS

12.1 Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, USA, without regard to its conflict of law principles. For Customers operating outside the United States, this Agreement is subject to the mandatory consumer protection laws of their jurisdiction, to the extent applicable. Cross-border disputes will be resolved exclusively in the courts located in Florida, USA, unless otherwise required by applicable law.

12.2 Agreement Updates

Relolink reserves the right to modify or update this Agreement periodically to reflect changes in business practices, technology, or legal requirements. Customers will be notified of any material changes via email or through the Relolink platform. Continued use of the Services following such updates constitutes acceptance of the revised Agreement. Customers are encouraged to periodically review the Agreement for updates.

12.3 Beta Programs

Relolink may offer access to beta features, services, or programs for evaluation purposes. These offerings are provided “as is” without warranties of any kind, and Relolink reserves the right to modify or discontinue beta offerings at its discretion. Separate terms may apply to beta programs, and Customers participating in such programs agree to be bound by those terms.

12.4 Severability

If any provision of this Agreement is deemed invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the extent necessary to make it enforceable while maintaining its intent. If modification is not possible, the provision shall be severed, and the remaining provisions shall remain in full force and effect.

12.5 Assignment

This Agreement may not be assigned by either party without the prior written consent of the other, except that either party may assign this Agreement without consent in connection with a merger, acquisition, or sale of all or substantially all of its assets. Any attempted assignment in violation of this provision shall be void.

12.6 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under this Agreement due to circumstances beyond its reasonable control, including acts of God, natural disasters, acts of government, war, civil unrest, internet or telecommunications failures, or other force majeure events. The affected party must promptly notify the other and make reasonable efforts to mitigate the effects of the force majeure event.

12.7 Relationship of the Parties

The relationship between the parties is that of independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship. Neither party has authority to bind the other in any respect.

12.8 Entire Agreement

This Agreement, including any applicable Order Forms and referenced documents, constitutes the entire understanding between the parties and supersedes all prior agreements, communications, and representations. In the event of a conflict between this Agreement and an Order Form, the Order Form shall govern.

12.9 Waiver

The failure of either party to enforce any provision of this Agreement shall not constitute a waiver of that provision or any other provision. A waiver shall only be effective if made in writing and signed by an authorized representative of the waiving party.

12.10 Notices

All notices under this Agreement must be in writing and delivered to the other party via email, certified mail, or recognized courier service at the addresses specified in the Order Form. Notices will be deemed delivered upon receipt of delivery confirmation.

12.11 Enterprise Customer Agreements

All Customers agree to Relolink’s Terms of Service and related policies upon signing up. However, Relolink may, at its sole discretion, offer separate agreements to Enterprise Customers to address specific terms, conditions, or requirements not covered under the standard Terms of Service. These separate agreements shall supersede the standard Terms of Service only to the extent explicitly stated within such agreements.

Unless otherwise agreed in writing, all provisions of the standard Terms of Service shall remain applicable to Enterprise Customers.

13. Feedback on this Policy

Relolink is committed to maintaining transparent and user-friendly policies that align with regulatory standards and user needs. If you have feedback, suggestions, or concerns specific to this Policy, please contact us at legal@relolink.io.

Our legal team reviews feedback bi-annually or as needed and considers relevant suggestions for incorporation into future policy updates. While not all feedback will result in immediate changes—or changes at all—your input is invaluable in helping us refine our policies for clarity, compliance, and user satisfaction.

14. Language and Governing Version

Non-English translations of the Saas Terms of Use are provided for convenience only. In the event of any conflict, the English version will prevail.