END USER LICENSE AGREEMENT (EULA)- Claridad Ai
Effective Date: September 15, 2026
Last Updated: September 15, 2026
This End User License Agreement (the “Agreement”) is entered into between Claridad Platforms, Inc., a Delaware corporation (“Claridad,” “we,” “us,” or “our”), and the individual or legal entity accessing or using the Service (“Customer,” “you,” or “your”).
If you access or use the Service on behalf of a company, insurance agency, brokerage, employer, benefits administrator, consultant, plan sponsor, or other organization, you represent and warrant that you have authority to bind that organization to this Agreement. In that case, “Customer,” “you,” and “your” refer to that organization.
By purchasing, provisioning, accessing, or using the Service, clicking an acceptance mechanism associated with this Agreement, or otherwise indicating acceptance, you agree to be bound by this Agreement.
If you do not agree to this Agreement, you may not access or use the Service.
1. DEFINITIONS
For purposes of this Agreement:
“Authorized User” means an employee, agent, contractor, administrator, benefits professional, or other individual whom Customer authorizes to access the Service under Customer’s account.
“AI Output” means any response, summary, calculation, explanation, extraction, classification, comparison, or other content generated or assisted by artificial intelligence or machine-learning functionality within the Service.
“Customer Data” means information, documents, records, files, census data, employee elections, benefit information, plan documentation, HRIS exports, instructions, prompts, and other data submitted to or processed through the Service by or on behalf of Customer or its Authorized Users.
“Documentation” means Claridad's then-current technical, operational, or user documentation made available for the Service.
“Service” means Claridad's hosted software platform and related functionality, including the Claridad Ai SaaS Engine, Partner Dashboard, Employee Chat, APIs, document-ingestion functionality, artificial-intelligence functionality, and related services made available by Claridad.
“Subscription” means Customer's authorized right to access the Service pursuant to an applicable order, marketplace transaction, subscription plan, or other commercial arrangement.
2. THE CLARIDAD SERVICE
Claridad provides a software platform designed to organize, retrieve, synthesize, explain, and present information derived from employee-benefit materials and other authorized data sources.
The Service may use automated document processing, information retrieval, artificial intelligence, machine learning, mathematical processing, and other computational techniques to generate responses based on Customer Data and other information made available to the Service.
The Service is intended to assist users in locating and understanding information. It is not intended to replace official plan documents, carrier records, legal advice, professional judgment, or determinations made by an insurer, plan administrator, plan fiduciary, employer, government agency, or other legally authorized decision-maker.
3. IMPORTANT NON-ADVISORY STATUS
3.1 Educational and Informational Technology
Unless Claridad expressly agrees otherwise in a separate written agreement, Claridad provides the Service solely as an informational technology platform.
Claridad does not, through operation of the Service, act as an insurance producer, insurance broker, insurance agent, benefits consultant, investment adviser, medical provider, attorney, tax adviser, financial planner, claims administrator, or other licensed professional.
3.2 No Insurance Recommendation or Solicitation
The Service may explain or summarize differences among benefits, coverage provisions, deductibles, copayments, coinsurance, contribution amounts, eligibility rules, or similar information contained in source materials.
Such functionality does not constitute an offer, solicitation, recommendation, endorsement, placement, sale, or procurement of insurance or any particular insurance product.
Customer and Authorized Users remain responsible for obtaining any advice or services requiring professional licensure from appropriately qualified persons.
3.3 No ERISA Fiduciary Status
Unless expressly agreed in a separate written instrument, Claridad does not exercise discretionary authority or control regarding management of any employee benefit plan, management or disposition of plan assets, or administration or interpretation of plan benefits.
Claridad does not undertake to act as a fiduciary under the Employee Retirement Income Security Act of 1974 (“ERISA”) merely by providing the Service.
3.4 No Medical, Legal, Tax, or Financial Advice
AI Output and other information available through the Service do not constitute medical, legal, tax, accounting, investment, or financial advice.
Users should consult appropriately qualified professionals concerning matters requiring such advice.
4. OFFICIAL PLAN DOCUMENTS CONTROL
The Service may simplify, summarize, translate, organize, compare, calculate, or otherwise present information obtained from benefit documents and Customer Data.
Such information is provided for convenience and informational purposes.
In the event of any discrepancy or conflict between information displayed or generated by the Service and an applicable insurance policy, certificate of coverage, evidence of coverage, Summary Plan Description, plan document, Summary of Benefits and Coverage, carrier record, contract, enrollment record, or other legally controlling document or determination, the applicable official document or determination controls.
Claridad does not make final eligibility, coverage, claim, benefit, enrollment, reimbursement, medical-necessity, or plan-administration determinations.
5. ARTIFICIAL INTELLIGENCE AND AUTOMATED OUTPUTS
5.1 Nature of AI Systems
Certain Service functionality uses artificial intelligence and automated information-retrieval technologies.
Although Claridad Ai may employ technical safeguards, retrieval mechanisms, validation techniques, mathematical constraints, source grounding, and other controls designed to improve reliability, artificial-intelligence systems are probabilistic and may occasionally produce incomplete, inaccurate, ambiguous, or otherwise incorrect results.
Claridad does not warrant that AI Output will be error-free or appropriate for every circumstance.
5.2 Verification of Material Information
Customer and Authorized Users must exercise reasonable judgment when relying upon AI Output.
Information material to healthcare decisions, coverage decisions, enrollment decisions, financial commitments, legal rights, claims, eligibility, or other consequential matters should be verified against authoritative source documents or with the applicable carrier, plan administrator, employer, licensed professional, or other authoritative source.
5.3 No Autonomous Decision Authority
Unless expressly agreed otherwise in writing, Customer will not use the Service as the sole basis for making legally significant or high-impact decisions concerning an individual, including final determinations regarding employment, insurance eligibility, claims, healthcare treatment, credit, or other rights or benefits.
5.4 Customer Responsibility for Use
Customer is responsible for determining whether AI Output is appropriate for Customer's intended use and for ensuring that Customer and its Authorized Users use the Service in compliance with applicable law and Customer's own policies.
6. LICENSE AND ACCESS RIGHTS
Subject to Customer's compliance with this Agreement and payment of applicable fees, Claridad grants Customer, during the applicable Subscription term, a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Service for Customer's internal business purposes and authorized benefit-support activities.
No software or intellectual-property rights are sold to Customer.
Except for the limited rights expressly granted by this Agreement, Claridad reserves all right, title, and interest in and to the Service.
7. AUTHORIZED USERS AND ACCOUNT SECURITY
Customer is responsible for:
(a) determining which individuals are Authorized Users;
(b) maintaining accurate user permissions and access roles;
(c) promptly revoking access when authorization is no longer appropriate;
(d) maintaining the confidentiality and security of authentication credentials;
(e) all activity occurring through Customer-controlled accounts, except to the extent caused by Claridad's breach of this Agreement; and
(f) promptly notifying Claridad of known or reasonably suspected unauthorized account access.
Customer will not knowingly permit credentials to be shared among individuals except where expressly supported by the Service.
8. CUSTOMER DATA
8.1 Ownership
As between Claridad and Customer, Customer retains all right, title, and interest in and to Customer Data.
Customer grants Claridad a limited, non-exclusive right to host, copy, transmit, process, transform, index, retrieve, and otherwise use Customer Data solely as reasonably necessary to provide, secure, maintain, support, and improve the Service and fulfill Claridad's obligations under applicable agreements.
8.2 Customer Authority
Customer represents and warrants that it has all rights, permissions, notices, consents, and lawful bases necessary to provide Customer Data to Claridad and permit Claridad to process such Customer Data as contemplated by this Agreement.
8.3 Source Data Accuracy
Customer is responsible for the completeness, quality, legality, integrity, and accuracy of Customer Data supplied to the Service.
Claridad is not responsible for errors in AI Output or Service results to the extent caused by inaccurate, incomplete, obsolete, corrupted, conflicting, improperly formatted, or unauthorized Customer Data.
8.4 Data Minimization
Customer will use commercially reasonable efforts to provide only Customer Data reasonably necessary for the intended use of the Service and will not intentionally upload information prohibited by Claridad's Documentation or applicable policies.
9. PRIVACY AND DATA PROTECTION
Claridad will process personal information in accordance with its applicable Privacy Policy and any Data Processing Addendum or other privacy terms entered into between Claridad and Customer.
Each party will comply with privacy and data-protection laws applicable to its respective activities under this Agreement.
Where Customer determines the purposes and means of processing personal information and Claridad processes such information on Customer's behalf, the parties may enter into a separate Data Processing Addendum addressing applicable processor/service-provider obligations.
10. HEALTH INFORMATION AND HIPAA
Customer will not represent that use of the Service is HIPAA compliant solely by virtue of entering into this Agreement.
To the extent Claridad will create, receive, maintain, or transmit Protected Health Information as a “business associate” within the meaning of HIPAA on behalf of a covered entity or another business associate, the parties will enter into a separate Business Associate Agreement where required by applicable law.
Unless and until any required Business Associate Agreement has become effective, Customer will not use the Service in a manner that requires Claridad to act as a HIPAA business associate.
Nothing in this Agreement independently designates Claridad as a covered entity, business associate, healthcare provider, health plan, or healthcare clearinghouse.
11. SECURITY
Claridad will maintain reasonable administrative, technical, and organizational safeguards designed to protect Customer Data against unauthorized access, acquisition, destruction, use, alteration, or disclosure.
Claridad may use logical access controls, role-based authorization, tenant-isolation mechanisms, encryption, monitoring, logging, cloud-security controls, and other safeguards as appropriate to the Service.
No information system can be guaranteed to be completely secure. Accordingly, Claridad does not warrant that unauthorized third parties will never be able to defeat security measures.
Customer is responsible for maintaining reasonable security for Customer-controlled devices, networks, accounts, identity systems, and credentials used to access the Service.
12. TENANT ISOLATION
The Service is designed as a multi-tenant environment employing logical controls intended to prevent one customer from accessing another customer's Customer Data.
Customer will not attempt to circumvent, defeat, probe, disable, or exploit tenant-isolation controls or attempt to access data belonging to another customer except pursuant to Claridad-authorized security testing.
13. ACCEPTABLE USE
Customer and Authorized Users will not:
(a) access or use the Service in violation of applicable law;
(b) attempt to gain unauthorized access to the Service, another customer's environment, accounts, systems, or data;
(c) conduct unauthorized penetration testing, vulnerability scanning, or security testing;
(d) introduce malware, malicious code, ransomware, viruses, or other harmful material;
(e) intentionally conduct prompt-injection, jailbreak, model-manipulation, data-exfiltration, or similar attacks against the Service;
(f) use automated means to scrape, harvest, extract, or systematically copy substantial portions of the Service or its proprietary content except through APIs expressly authorized by Claridad;
(g) reverse engineer, decompile, disassemble, or attempt to derive non-public source code, models, algorithms, prompts, retrieval logic, system instructions, or architecture of the Service except to the extent such restriction is prohibited by applicable law;
(h) circumvent usage restrictions, rate limits, authentication mechanisms, or security controls;
(i) use the Service to infringe or misappropriate intellectual-property, privacy, confidentiality, or other rights;
(j) use the Service to develop or train a competing product using unauthorized extraction of Claridad's proprietary technology or content;
(k) impersonate another person or misrepresent authorization to access data; or
(l) use the Service for unlawful, fraudulent, deceptive, discriminatory, or abusive purposes.
Claridad may investigate suspected violations and may restrict or suspend access where reasonably necessary to protect the Service, Claridad, Customer, other customers, or third parties.
14. INTELLECTUAL PROPERTY
Claridad and its licensors retain all right, title, and interest in and to the Service and all associated technology, software, interfaces, designs, workflows, algorithms, models, prompts, retrieval architecture, documentation, trademarks, trade secrets, improvements, modifications, and intellectual property, excluding Customer Data.
No rights are granted by implication, estoppel, or otherwise.
Customer may provide suggestions, ideas, enhancement requests, or other feedback concerning the Service (“Feedback”). To the extent Customer voluntarily provides Feedback, Customer grants Claridad a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate such Feedback without restriction or obligation, provided Claridad does not publicly identify Customer as the source without permission.
15. AI MODEL TRAINING AND CUSTOMER DATA
Claridad will handle Customer Data used in connection with artificial-intelligence functionality in accordance with Claridad's applicable contractual commitments, Privacy Policy, Data Processing Addendum, and Documentation.
Claridad will not represent that Customer Data is excluded from model training, retained for a particular duration, or processed in a particular geographic region unless such representation is expressly included in an applicable written agreement or Documentation.
Any specific commitments regarding use of Customer Data for model training or improvement should be set forth in Customer's applicable order, Data Processing Addendum, or other written agreement with Claridad.
16. THIRD-PARTY AND CLOUD SERVICES
The Service may interoperate with or rely upon third-party infrastructure, platforms, APIs, artificial-intelligence services, identity providers, document-processing services, data sources, or other technology.
Such dependencies may include cloud infrastructure and services provided by third parties.
Claridad is not responsible for third-party products or services outside Claridad's reasonable control, but this Section does not relieve Claridad of obligations expressly undertaken by Claridad under this Agreement.
Customer's direct use of third-party products or services may be subject to separate terms between Customer and the applicable third party.
17. GOOGLE CLOUD MARKETPLACE
Where Customer obtains a Subscription through Google Cloud Marketplace, Customer's purchase and use of the Marketplace may also be subject to Google's then-current Marketplace terms.
This Agreement governs Customer's use of Claridad's Service as between Claridad and Customer.
Google is not a party to this Agreement merely because Customer purchases the Subscription through Google Cloud Marketplace.
To the extent applicable fees are purchased and billed through Google Cloud Marketplace, billing and payment will be administered in accordance with the applicable Marketplace transaction and terms.
Nothing in this Agreement modifies Customer's separate agreement with Google.
18. FEES AND PAYMENT
Customer will pay all fees applicable to its Subscription in accordance with the applicable order, Marketplace transaction, pricing arrangement, or other written agreement.
Except where otherwise required by law or expressly stated in an applicable order, fees are non-refundable.
Customer is responsible for taxes associated with its purchase or use of the Service other than taxes imposed on Claridad's net income.
Failure to pay amounts when due may result in suspension or termination of access, subject to applicable contractual and legal requirements.
18.2 Subscription Tiers and Capacity Limits
Subscription tiers are subject to strict Active Employee caps to ensure platform stability. Premier Agency is capped at 3,000 active lives; Enterprise Agency at 12,000 active lives; and Corporate Direct at 16,000 active lives. Exceeding these limits requires a custom Google Cloud Marketplace Private Offer.
19. SERVICE CHANGES
Claridad may modify, update, enhance, or discontinue features of the Service from time to time.
Claridad will not materially reduce the core functionality of a paid Subscription during its then-current Subscription term without reasonable notice, except where a change is reasonably necessary to address security, legal, regulatory, third-party dependency, or technical issues.
20. CONFIDENTIALITY
Each party may receive non-public information from the other that is identified as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure (“Confidential Information”).
The receiving party will:
(a) use Confidential Information only as necessary to perform or exercise rights under the parties' agreements;
(b) protect Confidential Information using at least reasonable care; and
(c) disclose Confidential Information only to personnel, contractors, professional advisers, and service providers having a need to know and subject to appropriate confidentiality obligations.
Confidential Information does not include information that the receiving party can demonstrate: (i) is or becomes public without breach of an obligation; (ii) was lawfully known without confidentiality restriction before disclosure; (iii) is received lawfully from another source without confidentiality restriction; or (iv) is independently developed without use of the disclosing party's Confidential Information.
If disclosure is legally required, the receiving party may disclose the required information and, where legally permitted, will provide reasonable prior notice to the disclosing party.
21. WARRANTIES
Each party represents that it has authority to enter into this Agreement.
Claridad warrants that it will provide the Service in a professional manner materially consistent with applicable Documentation.
Customer's exclusive remedies for breach of the foregoing warranty will be Claridad's commercially reasonable efforts to correct the nonconformity or, if Claridad cannot reasonably correct a material nonconformity, termination of the affected Service and refund of prepaid fees attributable to the unused portion of the affected Subscription, where applicable.
22. DISCLAIMER OF WARRANTIES
EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, AI OUTPUT, DOCUMENTATION, AND RELATED MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
CLARIDAD DISCLAIMS ALL IMPLIED OR STATUTORY WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
CLARIDAD DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, COMPLETELY SECURE, OR ERROR-FREE, OR THAT AI OUTPUT WILL ALWAYS BE ACCURATE, COMPLETE, CURRENT, OR SUITABLE FOR A PARTICULAR PURPOSE.
CLARIDAD DOES NOT WARRANT OR GUARANTEE ANY PARTICULAR INSURANCE, BENEFITS, HEALTHCARE, FINANCIAL, EMPLOYMENT, CLAIM, OR ENROLLMENT OUTCOME.
Some jurisdictions do not permit certain warranty exclusions, so some exclusions may not apply to Customer.
23. CUSTOMER INDEMNIFICATION
To the extent permitted by law, Customer will defend, indemnify, and hold harmless Claridad and its officers, directors, employees, and agents from third-party claims, damages, liabilities, judgments, costs, and reasonable attorneys' fees arising from:
(a) Customer's unlawful use of the Service;
(b) Customer Data that infringes or violates third-party rights;
(c) Customer's material breach of Sections 7, 8.2, or 13; or
(d) Customer's use of AI Output to make a decision in violation of applicable law or this Agreement.
Claridad will provide reasonable notice of an indemnified claim and reasonable cooperation at Customer's expense.
Customer will not settle a claim in a manner admitting liability by Claridad or imposing non-monetary obligations upon Claridad without Claridad's prior written consent.
24. CLARIDAD INTELLECTUAL-PROPERTY INDEMNIFICATION
Subject to the limitations in this Agreement, Claridad will defend Customer against a third-party claim alleging that Customer's authorized use of the Service infringes a United States patent, copyright, or trademark, and will pay damages finally awarded or included in a settlement approved by Claridad.
Claridad will have no obligation regarding claims arising from Customer Data, unauthorized modifications, combination with items not supplied or authorized by Claridad where the combination causes the claim, continued use after Claridad provides a non-infringing replacement, or use contrary to this Agreement.
If such a claim occurs or appears reasonably likely, Claridad may procure continued use rights, modify or replace the affected functionality, or terminate the affected Service and refund prepaid fees attributable to the unused portion of the affected Subscription.
25. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITY, OR GOODWILL, ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLARIDAD'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO CLARIDAD FOR THE SERVICE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
The foregoing limitations will apply regardless of the theory of liability and to the maximum extent permitted by applicable law.
The parties acknowledge that the limitations contained in this Section are a material basis of the bargain between them.
Nothing in this Agreement limits liability to the extent such liability cannot lawfully be limited or excluded.
26. SUSPENSION
Claridad may suspend Customer's or an Authorized User's access to some or all of the Service where Claridad reasonably determines that:
(a) continued access presents a material security risk;
(b) Customer or an Authorized User has engaged in unauthorized access, scraping, prompt injection, malicious automation, data exfiltration, or other prohibited activity;
(c) Customer's use materially disrupts the Service or threatens another customer;
(d) suspension is required by law or governmental order;
(e) applicable Subscription fees are materially overdue; or
(f) Customer materially breaches this Agreement.
Where reasonably practicable and consistent with security and legal requirements, Claridad will provide notice of suspension and an opportunity to cure.
Claridad will use reasonable efforts to limit a suspension to the scope and duration reasonably necessary to address the underlying issue.
27. TERM AND TERMINATION
This Agreement begins when Customer first accepts it or accesses the Service and continues until terminated.
Either party may terminate this Agreement or an applicable Subscription as provided in the applicable order or commercial arrangement.
Either party may terminate for material breach if the breaching party fails to cure the breach within thirty (30) days after written notice, except where immediate termination is permitted by this Agreement or reasonably necessary due to fraud, unlawful activity, or a serious security threat.
Upon termination, Customer's rights to access the affected Service will cease.
Sections that by their nature should survive termination—including provisions concerning intellectual property, confidentiality, disclaimers, indemnification, limitation of liability, dispute resolution, and accrued payment obligations—will survive.
28. DATA RETURN AND DELETION
Following expiration or termination, Claridad will handle Customer Data in accordance with the applicable order, Data Processing Addendum, Documentation, and Claridad's then-applicable retention practices.
Customer is responsible for exporting Customer Data it requires before termination where export functionality is available.
Claridad may retain information where required by law, reasonably necessary for security or fraud prevention, contained in routine backup systems pending ordinary deletion cycles, or otherwise permitted under applicable contractual privacy terms.
29. COMPLIANCE WITH LAW
Each party is responsible for complying with laws applicable to its activities under this Agreement.
Customer is responsible for determining whether its intended deployment and use of the Service complies with laws and regulatory requirements applicable to Customer, including requirements applicable to employee benefits, insurance activities, employment, privacy, and use of automated systems.
Claridad does not provide Customer with legal determinations concerning Customer's compliance obligations.
30. EXPORT AND SANCTIONS COMPLIANCE
Customer will not use, export, re-export, transfer, or provide access to the Service in violation of applicable export-control, trade-control, or economic-sanctions laws.
Customer represents that it is not prohibited from receiving the Service under applicable sanctions or export-control laws.
31. GOVERNING LAW
This Agreement is governed by the laws of the State of Delaware, without regard to conflict-of-law principles.
The United Nations Convention on Contracts for the International Sale of Goods does not apply.
32. DISPUTE RESOLUTION
Any dispute arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction and venue of the state and federal courts located in the State of Delaware, and the parties hereby consent to the personal jurisdiction of such courts and waive any objection based on forum non conveniens.
33. NOTICES
Legal notices to Claridad Ai must be sent to:
Claridad Platforms, Inc.
Attn: Legal
800 N. King St, Suite 304
Wilmington, DE 19801
Email: support@claridadai.com
Claridad may provide operational or contractual notices to Customer through the Service or using the administrative email address associated with Customer's account where permitted by law.
34. ASSIGNMENT
Customer may not assign this Agreement without Claridad's prior written consent, except in connection with a merger, acquisition, corporate reorganization, or sale of substantially all assets relating to this Agreement, provided the assignee agrees to assume Customer's obligations.
Claridad may assign this Agreement in connection with a merger, acquisition, corporate reorganization, sale of assets, or to an affiliate or successor.
Any prohibited assignment is void.
35. FORCE MAJEURE
Neither party will be liable for failure or delay in performance caused by circumstances beyond its reasonable control, including natural disasters, war, terrorism, civil disturbances, governmental actions, widespread telecommunications or Internet failures, utility failures, labor disruptions, or failures of critical third-party infrastructure, provided the affected party uses commercially reasonable efforts to mitigate the impact.
This Section does not excuse Customer's obligation to pay amounts already due.
36. CHANGES TO THIS AGREEMENT
Claridad may update this Agreement from time to time.
For changes that materially affect Customer's rights or obligations during a paid Subscription term, Claridad will provide reasonable notice where required by applicable law or contract.
Unless an earlier effective date is legally required, material changes will become effective upon renewal of the applicable Subscription or upon Customer's acceptance of the updated Agreement.
Changes required to address applicable law, security issues, or newly introduced functionality may become effective earlier upon reasonable notice.
37. ORDER OF PRECEDENCE
If Customer and Claridad execute a separate written master services agreement, enterprise agreement, order form, Data Processing Addendum, Business Associate Agreement, or other agreement expressly governing the Service, any conflict will be resolved according to the order of precedence stated in those documents.
Unless otherwise specified, a negotiated agreement signed by both parties controls over conflicting provisions of this online Agreement with respect to the applicable Customer.
Applicable Google Cloud Marketplace terms separately govern Customer's relationship with Google and do not modify this Agreement between Claridad and Customer except where expressly required by the Marketplace transaction.
38. GENERAL PROVISIONS
This Agreement and documents expressly incorporated into it constitute the entire agreement between Claridad and Customer concerning its subject matter, except for separately executed agreements governing the Service.
Failure to enforce a provision is not a waiver.
If a provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable where permitted, and the remaining provisions will remain in effect.
Headings are for convenience only.
The words “including” and “include” mean “including without limitation.”
This Agreement does not create a partnership, joint venture, employment, agency, fiduciary, or franchise relationship between Claridad and Customer.
Except as expressly provided, there are no third-party beneficiaries to this Agreement.
39. ELECTRONIC ACCEPTANCE
Customer agrees that electronic acceptance of this Agreement, including acceptance through the Service or an applicable electronic marketplace, constitutes Customer's agreement to these terms to the extent permitted by applicable law.
The individual accepting this Agreement on behalf of an entity represents that the individual has authority to bind that entity.
40. CONTACT
Questions regarding this Agreement may be directed to:
Claridad Platforms, Inc.
Attn: Legal
800 N. King St, Suite 304
Wilmington, DE 19801
Email: support@claridadai.com