Terms of Service

SLANT MASTER SUBSCRIPTION AGREEMENT

Effective Date: April 13, 2026

THIS AGREEMENT GOVERNS YOUR (“CUSTOMER”) ORGANIZATION’S ACQUISITION AND USE OF PAGEPORT, INC (HEREAFTER “PAGEPORT”) SOFTWARE SERVICES LOCATED AT WWW.SLANT.APP, INCLUDING ANY AND ALL SUBDOMAINS.

IF YOU REGISTER FOR A FREE TRIAL FOR OUR SERVICES, THIS AGREEMENT WILL ALSO GOVERN THAT FREE TRIAL. BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY EXECUTING AN SERVICES ORDER THAT REFERENCES THIS AGREEMENT, 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 TERM “CUSTOMER” SHALL REFER TO YOU AND/OR SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.

Customer may not access the Services if Customer is a direct competitor of PagePort, except with PagePort’s prior written consent. In addition, Customer may not access the Services for the purposes of monitoring their availability, performance or functionality.

Customer’s use of the Services constitutes Customer’s agreement to these terms. It is effective between Customer and PagePort as of the date Customer signs or otherwise consents to a Service Order or Customer’s first use of the Services, whichever is earlier.

1. SCOPE OF AGREEMENT

This Agreement sets forth the terms under which PagePort will provide the Service to Customer.

2. SUBSCRIPTIONS TO THE SERVICE

2.1. Subscriptions. Customer may add additional Subscriptions during a Subscription Term at PagePort’s current list prices. Added Subscriptions will be co-terminated with existing subscriptions, and fees for added Subscriptions reflected on the next monthly payment.

2.2. Usage Limits. Subscriptions for the Service are limited to the quantities specified in the applicable Order Form. Each Subscription refers to a finite number of individual Users. Customer shall not allow the Service to be accessed by more Users than is reflected in the applicable Order Form and for which customer has paid the full amount of fees. Subscriptions may be reassigned to a different User by Customer. If Customer exceeds its Subscriptions to the Service, Customer agrees PagePort may either charge Customer’s payment method, or Customer shall pay PagePort’s invoice, for the excess usage according to the Agreement.

2.3. Beta Services. PagePort may invite Customer to try Services that are not generally available to customers (“Beta Services”) at no charge. Customer is under no obligation to use Beta Services. Beta Services are: (i) for evaluation purposes only and not for production use, and (ii) are not considered a “Service” under the Agreement. PagePort may discontinue Beta Services at any time. Beta Services are provided “as-is” without warranty, and notwithstanding Section 11 PagePort will have no liability for any claim arising from Customer’s, its Affiliates’, or Users’ use of Beta Services.

2.4. Connected Applications. The Service contains features designed to interoperate with Connected Applications. To use such features, Customer or its Users may be required to obtain access to such Connected Applications from their providers, and grant PagePort access to Customer’s or its Users’ account(s) on such Connected Applications. If Customer uses a Connected Application with the Service, Customer grants PagePort permission to allow the Connected Application and its provider to access Customer Data solely as required for the interoperation of that Connected Application with the Service. Disclaimer: PagePort provides interoperability with Connected Applications on an as-is basis, and PagePort makes no warranty or guarantee as to the interoperability, security, accuracy, or availability of any Connected Applications, and Customer’s use of any such Connected Applications is on an As-Is basis and wholly at Customer’s own risk. PagePort may terminate interoperability with Connected Applications at any time in PagePort’s sole discretion, after providing Customer commercially reasonable notice (except in the case where the Connected Application poses a security risk to the Service). Any acquisition by Customer of Connected Applications, and any exchange of Customer Data between Customer and any Connected Application provider, product, or service, is solely between Customer and the applicable Connected Application provider. PagePort is not responsible for any disclosure, modification, inaccuracy, or deletion of Customer Data resulting from access by any Connected Application or its provider.

3. PAGEPORT RESPONSIBILITIES

3.1. Access to the Service. During the Term PagePort will: (a) make the Service available to Customer according to the Agreement and applicable Order Form(s), (b) maintain appropriate safeguards to protect the security, confidentiality and integrity of Customer Data (c) remain responsible for the performance of PagePort’s personnel (including PagePort’s subcontractors) and their compliance with PagePort’s obligations under this Agreement.

4. CUSTOMER LIMITATIONS/RESPONSIBILITIES

4.1. Limitations. Customer will not: (a) resell, sublicense, rent, loan, lease, time share or otherwise make the Service available to any party not authorized to use the Service under the Agreement or an applicable Order Form; (b) modify, adapt, alter, translate, copy, or create derivative works based on the Service; (c) reverse-engineer, decompile, disassemble, or attempt to derive the source code for the Service (unless such right is granted by applicable law and then only to the minimum extent required by law); (d) access the Services in order to: (i) build a competitive product or service; or (ii) copy any ideas, features, functions or graphics of the Service; (e) merge or use the Service with any software or hardware for which they were not intended (as described in the Documentation); (f) allow Users to share access credentials; (g) use the Service for unlawful purposes or to store unlawful material including using the Service in a manner that violates applicable law, including anti-spam, import and export control, intellectual property, privacy, anti-terrorism, anti-bribery, foreign corrupt practices, and any other laws requiring the consent of subjects of audio and video recordings; (h) use the Service to send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, or agents; (i) disrupt the integrity or performance of the Service; (j) remove, alter, or obscure in any way the proprietary rights notices (including copyright, patent, and trademark notices and symbols) of PagePort or its suppliers contained on or within any copies of the Service, (k) bypass any security measure or access control measure of the Service, or (l) use the Service other than as described in the Documentation, (m) perform or disclose any benchmarking or testing of the Service itself or of the security environment or associated infrastructure without PagePort’s prior written consent. PagePort may, without limiting its other rights and remedies, suspend Customer’s and/or applicable Users’ access to the Service at any time if: (i) required by applicable law, (ii) Customer or any User is in violation of the terms of this Agreement, or (iii) Customer’s, or a User’s use disrupts the integrity or operation of the Service or interferes with use of the Service by others. PagePort will use reasonable efforts to notify Customer prior to any suspension, unless prohibited by applicable law or court order, and PagePort will promptly restore Customer’s access to the Service upon resolution of any violation under this section. If PagePort is notified that any Customer Data violates applicable law or third-party rights, PagePort may so notify Customer and in such event Customer will promptly remove such Customer Data from the Service. If Customer does not take required action, PagePort may disable the applicable Customer Data until the potential violation is resolved.

4.2. Customer Responsibilities. Customer will: (a) at all times remain responsible for Users’ compliance with the Agreement and will promptly notify PagePort of any unauthorized access to the Service arising from a compromise or misuse of Customer’s or its User’s access credentials, (b) use the Services only in accordance with the Documentation, applicable laws, and government regulations, (c) comply with terms of service of any Connected Applications Customer uses in conjunction with the Service, and (d) remain responsible for any action in violation of the Agreement by Customer’s Affiliates or Users.

5. DATA RESPONSIBILITIES

5.1. Compliance With Applicable Laws. Customer is exclusively responsible for: (a) determining what data Customer submits to the Service, (b) for obtaining all necessary consent and permissions for submission of Customer Data and related data processing instructions to PagePort, (c) for the accuracy, quality and legality of Customer Data, and (d) Customer’s compliance in all respects with applicable data protection and data privacy regulations, and all marketing and communications privacy laws, including, but not limited to the Telephone Consumer Protection Act and CAN-SPAM Act. Customer shall ensure that it is entitled to transfer the relevant Customer Data to PagePort so that PagePort and its service providers may lawfully use, process, and transfer the Customer Data in accordance with this Agreement on Customer’s behalf. No rights to the Customer Data are granted to PagePort hereunder other than as expressly set forth in this Agreement.

6. INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP

6.1. Reservations of Rights. Access to the Service is sold on a subscription basis. Except for the limited rights expressly granted to Customer hereunder, PagePort reserves all rights, title, and interest in and to the Service, the underlying software, any AI models, agents (including any Customer-generated modifications thereto), tools, and associated underlying technology, the PagePort Materials and any and all improvements (including any arising from Customer’s feedback), modifications and updates thereto, including without limitation all related intellectual property rights inherent therein. No rights are granted to Customer hereunder other than as expressly set forth in this Agreement. Except for any obligations with respect to the Confidentiality of Customer Information in Section 8, nothing in this Agreement will impair PagePort’s right to develop, acquire, license, market, promote or distribute products, software or technologies that perform the same or similar functions as, or otherwise compete with, any products, software or technologies that Customer may develop, produce, market, or distribute. Any reports, documents, analyses, or other output from the Service (“Output”) are the exclusive intellectual property of PagePort and PagePort grants Customer a worldwide, limited, non-sublicensable and non-terminable (except as provided herein) right and license to use, copy, distribute, and display Output under the terms of the Agreement.

6.2. Ownership and Processing of Customer Data. Customer and/or its licensors shall retain all right, title and interest in all Customer Data stored in the Service, including any revisions, updates or other changes made to that Customer Data. Customer grants PagePort a nonexclusive, worldwide, royalty-free right to reproduce, display, adapt, modify, transmit, distribute and otherwise use the Customer Data: (a) solely for the purpose of providing the Service under this Agreement; (b) to prevent or address technical or security issues and resolve support requests; (c) at Customer's direction or request, enable integrations between Customer’s Connected Applications and the Service; and (d) for the purposes described in Section 6.5; and (e) as otherwise required by applicable law.

6.3. Use of Aggregate Information. PagePort may collect, anonymize, and aggregate data derived from the operation of the Service (“Aggregated Data”), and PagePort may use such Aggregated Data for purposes of operating PagePort’s business, monitoring performance of the Service, and/or improving the Service. PagePort’s use of Aggregated Data as described in this section shall not result in any unauthorized disclosure of Customer Data, Customer Confidential Information, or personally identifiable information of Authorized Users. Aggregated Data will not be capable of re-identification. Aggregated Data belongs to PagePort.

6.4. Feedback. Customer grants to PagePort a non-exclusive, royalty-free, fully paid up, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the Service any suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by Customer or its Users relating to the features, functionality or operation of the Service (“Feedback”). Feedback does not include Customer Data. Notwithstanding any other term herein, Feedback shall not create any confidentiality obligation for PagePort.

6.5. Use of Customer Data for AI Model Training.

6.5.1. Grant of License. Customer hereby grants to PagePort a non-exclusive, worldwide, sublicensable, royalty-free license to use, reproduce, modify, and create derivative works of Customer Data solely for the purpose of training, testing, improving, and operating PagePort's artificial intelligence and machine learning models and algorithms ("AI Models").

6.5.2. Scope of Use. PagePort may use Customer Data to train AI Models that may be used to provide services to Customer and other PagePort customers. PagePort shall not use Customer Data in any manner that would allow the reconstruction or identification of individual Customer Data records.

6.5.3. Ownership. As between the parties, Customer retains all right, title and interest in and to the Customer Data. PagePort shall own all right, title and interest in and to: (i) the AI Models; and (ii) any improvements, enhancements, or derivatives to PagePort's products, services, and AI models that result from use of Customer Data.

6.5.4. Survival of License. The license granted in this Section survives the termination of this Agreement and PagePort may retain and continue to use any Customer Data and AI Models trained using Customer Data.

7. PAYMENT; TAXES

7.1. Fees/Payment. Customer will pay PagePort for all items identified on an Order Form regardless of Customer’s actual use of any product. Customer will pay in the currency listed in the Order Form. All fees are due monthly in advance and must be paid by credit card or other payment method authorized by PagePort. Fees are non-cancelable and non-refundable (except as provided herein). Customer may not decrease the number of Subscriptions during a Subscription Term. PagePort reserves the right to suspend the Service in the event Customer’s payment method is declined or fails for any reason. In the event customer’s payment method fails or is declined and the Customer does not promptly resolve the non-payment or provide an alternative payment method which results in full payment of all fees, PagePort may terminate Customer’s subscription without further notice. Any late payments will accrue late charges at the rate of 1.5% of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower.

7.2. Taxes. All fees are exclusive of taxes, levies, or duties, (“Taxes”), and unless Customer can provide a valid state sales/use/excise tax exemption certificate (or other reasonable evidence of exemption) to PagePort, Customer will be responsible for payment of all such Taxes excluding taxes based solely on PagePort’s income. PagePort may invoice Taxes in accordance with applicable law together on one invoice or a separate invoice. PagePort reserves the right to determine the Taxes for a transaction based on Customer’s “bill to” or “ship to” address, or other location information for Customer’s use of the Service. Customer will be responsible for any Taxes, penalties or interest arising from inaccurate or incomplete information provided by Customer. If Customer is required by any governmental authority to deduct any portion of the amount invoiced by PagePort, Customer shall increase payment by an amount necessary for the total payment to PagePort to be equal to the amount originally invoiced.

8. CONFIDENTIAL INFORMATION

8.1. Confidentiality. “Confidential Information” means information and/or materials provided by one party (“Discloser”) to the other party (“Recipient”), which are identified as confidential at the time of disclosure or, under the circumstances of disclosure, a reasonable person would understand to be confidential. The following information shall be considered Confidential Information whether or not marked or identified as such: this Agreement, a party’s pricing, product roadmap, product plans, or strategic marketing plans, algorithms, business plans, customer lists, designs documents, drawings, engineering information, financial analysis, forecasts, formulas, hardware configuration information, know-how, ideas, inventions, market information, processes, products, research, specifications, software, source code, trade secrets or any other non-public information relating to the Service including the Documentation. Recipient may disclose Discloser’s Confidential Information only to Recipient’s Affiliates, employees, officers, directors, advisors or contractors (together, “Representatives”) who need to know such Confidential Information and who are under a duty of confidentiality no less restrictive than Recipient’s duty hereunder. Recipient shall be responsible for any breach of Confidential Information by its Representatives.

8.2. Exclusions. “Confidential Information” does not include information that: (a) is independently developed by or for the Recipient without access or reference to, or use of, Confidential Information; (b) is lawfully received free of restriction from another source having the right to furnish such information; (c) is or becomes lawfully in the public domain other than through a breach of this Agreement; (d) was known by the Recipient prior to disclosure; (e) Discloser agrees in writing is free of such restrictions; or (f) is generally disclosed by the Discloser to third parties without a duty of confidentiality.

8.3. Duties Regarding Confidential Information. At all times during and after the term of this Agreement, Recipient shall (a) keep Discloser’s Confidential Information confidential and not disclose Discloser’s Confidential Information to a third party without the Discloser’s written consent or as expressly permitted in this Agreement, and (b) not use the Confidential Information for purposes other than the performance of this Agreement. Where disclosure is required by law, such disclosure shall not constitute a breach of this Agreement provided Recipient gives Discloser reasonable advance notice (if legally permissible) to enable Discloser to seek appropriate protection of the Confidential Information and discloses only that portion of the Confidential Information that the Recipient is legally compelled or is otherwise legally required to disclose. Any prior non-disclosure agreement executed among the parties is terminated in favor of these confidentiality terms.

8.4. Unauthorized Disclosures. The parties agree that Recipient’s threatened or actual unauthorized disclosures of Confidential Information may result in irreparable injury for which a remedy in money damages may be inadequate. The parties therefore agree the Discloser may be entitled to seek an injunction to prevent a breach or threatened breach of this Section without posting a bond. Any such injunction shall be additional to other remedies available to Discloser at law or in equity.

9. WARRANTIES AND DISCLAIMER

9.1. General Representations and Warranties. Each party represents and warrants that it has the power and authority to enter into this Agreement and the performance by such party of its obligations and duties hereunder will not violate any agreement to which such party is bound.

9.2. Customer Warranties. Customer represents and warrants that: (a) it has the right to upload and or distribute Customer Data through the Service, (b) it shall obtain from its Users all consents, licenses, and rights required under law and to comply with its obligations under the Agreement regarding the use of the Customer Data and Feedback as described in this Agreement.

9.3. Warranty Claims. Except for the Customer’s right to terminate in accordance with Section 12.3, PagePort’s sole responsibility and Customer’s exclusive remedy in the event of any material failure to the warranties expressly stated in Section 9, shall be that PagePort shall make commercially reasonable efforts to remedy any resulting deficiencies.

9.4. Disclaimer of Warranty. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS SECTION 9, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE SERVICE AND DOCUMENTATION ARE PROVIDED “AS IS” WITHOUT OTHER WARRANTY OF ANY KIND, AND PAGEPORT MAKES NO WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SERVICE. PAGEPORT SPECIFICALLY AND EXPLICITLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS AND IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, THOSE ARISING FROM A COURSE OF DEALING OR USAGE OR TRADE, AND ALL SUCH WARRANTIES ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. FURTHER, PAGEPORT DOES NOT WARRANT THE SERVICE WILL BE ERROR-FREE OR THAT THE USE OF THE SERVICE WILL BE UNINTERRUPTED.

10. INDEMNIFICATION

10.1. Indemnification By Customer. If a third party initiates or threatens legal action against PagePort for processing Customer Data uploaded into the Service by Customer or Users, or for a claim relating to Customer’s, or a User’s breach of its obligations under Section 4, 5, and/or 9.3(a), where such claim arises solely from PagePort operating the Service, then Customer will: (a) promptly assume the defense of the claim and (b) pay costs, damages and/or reasonable attorneys’ fees that are included in a final judgment against PagePort (without right of appeal) or in a settlement approved by Customer that are attributable to PagePort processing of such Customer Data to provide the Service; provided that PagePort (i) notifies Customer in writing of the claim promptly after receiving it, (ii) allows Customer to control the defense of the claim with counsel of its choice, and to settle such claim at Customer’s sole discretion (unless the settlement requires payment by PagePort or requires PagePort to admit liability, in which case PagePort will have the right to approve such payment or admission), and (iii) reasonably cooperates with Customer in defending the claim at Customer’s expense.

11. LIMITATION OF LIABILITY AND DISCLAIMER OF DAMAGES

11.1. DISCLAIMER OF INDIRECT DAMAGES. IN NO EVENT SHALL EITHER PARTY, OR ITS AFFILIATES OR ITS LICENSORS BE LIABLE UNDER ANY LEGAL THEORY FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOSS OF USE, BUSINESS INTERRUPTIONS, REVENUE, GOODWILL, PRODUCTION, ANTICIPATED SAVINGS, OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN CONNECTION WITH OR ARISING OUT OF THE PERFORMANCE OF OR FAILURE TO PERFORM THIS AGREEMENT (INCLUDING ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN OR DESTRUCTIVE PROPERTIES OF THE SOLUTION), WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORTIOUS CONDUCT, INCLUDING NEGLIGENCE, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2. LIMITATION OF LIABILITY. EXCEPT FOR CUSTOMER’S INDEMNIFICATION OBLIGATIONS, AND/OR CUSTOMER’S BREACH OF APPLICABLE LAW, NEITHER PARTY’S (OR ITS AFFILIATES’) AGGREGATE AND CUMULATIVE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, STATUTE OR OTHERWISE WILL EXCEED THE AMOUNTS PAID OR OWED TO PAGEPORT BY CUSTOMER IN THE AGGREGATE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR LIMIT EITHER PARTY’S LIABILITY FOR DEATH, PERSONAL INJURY, OR PROPERTY DAMAGE CAUSED BY NEGLIGENCE, OR FOR FRAUD. NOTHING IN THIS SECTION WILL LIMIT THE FEES OWED BY CUSTOMER UNDER THIS AGREEMENT FOR THE SERVICE, OR CUSTOMER’S INDEMNIFICATION OBLIGATIONS IN SECTION 4 AND 5. THE PARTIES ACKNOWLEDGE THAT THE FEES PAID PURSUANT TO THIS AGREEMENT REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT, AND THAT PAGEPORT WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. NOTHING IN THIS AGREEMENT SHALL EXCLUDE OR LIMIT LIABILITY TO THE EXTENT SUCH EXCLUSION OR LIMITATION IS PROHIBITED BY APPLICABLE LAW.

12. CALL RECORDER; RECORDINGS

12.1. Compliance with Law. Customer acknowledges and agrees that it is solely responsible for compliance with all applicable laws relating to the recording, monitoring, storage, and use of audio, video, or other communications through the Services, including but not limited to any laws requiring notice to or consent of participants in such communications. Disclaimer: Company disclaims all responsibility and liability for Customer’s compliance with recording, monitoring, or communication laws. Company does not represent or warrant that use of the recording features will be error-free or will comply with any law.

12.2. Consent Obligations; Restrictions on Use. Customer shall, prior to using any recording or monitoring features, provide all required notices to and obtain all necessary consents from participants or third parties, as required by applicable law. Customer shall not use the Services to record, monitor, or store communications in violation of any law, regulation, or third-party right, or in any manner that infringes the privacy, publicity, or data-protection rights of any individual.

12.3. Data Protection. To the extent recordings contain personal data, Customer is the “controller” of such personal data and Company is the “processor” (as those terms are defined under applicable data-protection laws). Customer shall determine the lawful basis and retention period for processing such data and instruct Company accordingly.

12.4. Indemnification. Customer shall defend, indemnify, and hold harmless Company and its affiliates from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to (i) Customer’s use of the recording or monitoring features in violation of applicable law or this Agreement; or (ii) any failure by Customer to provide required notices or obtain required consents.

13. TERM AND TERMINATION

13.1. Subscription Term. The Subscription Term begins on the Subscription Start Date and remains in effect for the Subscription Term as specified on the applicable Order Form. At the end of the Subscription Term, the Subscription will automatically renew for additional Subscription Terms equal to the expiring Subscription Term.

13.2. Effective Date and Term. This Agreement commences on the Effective Date and shall remain in effect until terminated by either Party in accordance with the terms of the Agreement (the “Term”).

13.3. Termination. Either party may terminate this Agreement, in whole or in part, at any time without cause by providing at least five (5) days' prior written notice to the other party, and in the case of termination by Customer such notice shall be to support@slant.app. Upon termination for convenience by either party, the terminating party shall not be liable for any damages or costs incurred by the other party as a result of such termination, except for any fees due for services rendered up to the effective date of termination.

13.4. Effect of Termination. Upon termination of this Agreement: (a) PagePort’s obligation to provide the Service will terminate, (b) all of Customer’s, its Affiliate’s, and its Users’ rights to use the Service will terminate, and (c) each party will promptly destroy any data or Confidential Information from the other party in its possession.

13.5. Suspension In Lieu of Termination. If any amount owing by Customer is thirty (30) or more days overdue, PagePort may, without limiting its other rights and remedies, and after providing Customer at least 1 days’ prior notice by email, accelerate Customer’s unpaid fee obligations so that all such obligations become immediately due and payable, and suspend PagePort’s services to Customer until such amounts are paid in full.

14. SURVIVAL. The provisions of Sections: 6 (Use of Customer Data for AI Model Training; 8 (“Confidential Information”), 10 (“Indemnification”), 11 (“Limitation of Liability and Disclaimer of Damages”), and 14 (“Miscellaneous”), and any other terms and conditions of this Agreement which by their nature reasonably should survive the termination or other expiration of this Agreement shall survive any expiration or termination of this Agreement.

15. MISCELLANEOUS

15.1. Assignment. The Company may freely assign its rights and obligations under this Agreement without the consent of the Customer. Any such assignment shall be effective upon written notice to the Customer. This Agreement shall inure to the benefit of, be binding on, and be enforceable against the Company and its successors and assigns.

15.2. Compliance with Applicable Laws. Each party will comply with all applicable laws, including without limitation, applicable export-control restrictions, data privacy laws, and anti-corruption laws.

15.3. Future Features and Functions. Customer agrees that PagePort may, from time to time, at its sole discretion, modify and update the Service. Customer understands and agrees that any features or functions related to PagePort products referenced on any PagePort website, or in any presentations, verbal or electronic communications, press releases or public statements, which are not currently available as a “Generally Available” release, may not be delivered on time or at all. The development, release, and timing of any features or functionality described for our products and services remains at PagePort’s sole discretion. Accordingly, Customer agrees that it is purchasing products and services based solely upon features and functions that are currently available as of the time an Order Form is executed, and not in expectation of any future feature or function. Furthermore, Customer agrees PagePort may release functionality or features in the future not to be made available to the PagePort customer base generally, and that access to such new features may, in PagePort’s sole discretion, require payment of additional Fees.

15.4. Notices. Notices may be sent by first-class, registered mail (return receipt requested) or private courier to the address of the receiving party identified on the first page of this Agreement. Notice will be deemed given five (5) days after mailing U.S. first class, registered mail, or upon confirmed delivery by private courier, whichever is sooner. Customer will address notices to PagePort’s Legal Department, with a copy to legal@PagePort.com. Either party may from time to time change its address for notices under this section upon written notice to the other party.

15.5. Non-waiver. Any failure of either party to enforce performance by the other party of any of the provisions of this Agreement, or to exercise any rights or remedies under this Agreement, will not be construed as a waiver of such party's right to assert or rely upon such provision, right or remedy in that or any other instance. Neither party waives any rights or limits its remedies for actions taken outside the scope of this Agreement.

15.6. Dispute Resolution. This Agreement will be governed by the laws of the State of Utah, U.S.A., without giving effect to any conflicts of laws provisions. Neither the United Nations Convention on Contracts for the International Sale of Goods nor the Uniform Computer Information Transactions Act will apply to this Agreement. Any claim, suit, action or proceeding arising out of or relating to this Agreement or its subject matter will be brought exclusively in the state or federal courts of Salt Lake County, Utah, and each party irrevocably submits to the exclusive jurisdiction and venue of such courts. No claim or action, regardless of form, arising out of this Agreement may be brought by either party more than one (1) year after the earlier of the following: a) the expiration or termination of all Subscriptions, b) the termination of this Agreement, or c) the time a party first became aware, or reasonably should have been aware, of the basis for the claim. To the fullest extent permitted, each party waives the right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

15.7. Severability. If any provision of this Agreement is held invalid or unenforceable under applicable law by a court of competent jurisdiction, it shall be replaced with the valid provision that most closely reflects the intent of the parties, and the remaining provisions of the Agreement will remain in full force and effect.

15.8. Relationship of the Parties. Nothing in this Agreement is to be construed as creating an agency, partnership, or joint venture relationship between the parties hereto. Neither party shall have any right or authority to assume or create any obligations or to make any representations or warranties on behalf of any other party, whether express or implied, or to bind the other party in any respect. Each party may identify the other as a customer or supplier, as applicable.

15.9. Publicity. During the term of this Agreement, Customer agrees to support PagePort’s marketing efforts in the following areas: (i) Customer’s name and logo may be used on PagePort’s website and in PagePort’s marketing materials (subject to PagePort’s compliance with any written trademark use guidelines provided by Customer to PagePort in advance), (ii) press release announcing Customer’s selection of PagePort and/or the Service, and (iii) announcement of Customer’s use of PagePort (in a method of Customer’s choosing; blog, press release, email, other channels). If Customer plans to submit or publish any research relative to Customer’s outcome of using PagePort Products and/or Service, Customer agrees to inform PagePort prior to such submission or publication.

15.10. Entire Agreement; Execution. This Agreement, together with the Appendices and applicable Order Form(s) constitute the entire agreement between parties, and supersedes all prior or contemporaneous proposals, quotes, negotiations, discussions, or agreements, whether written or oral, between the parties regarding its subject matter. Revisions to this Agreement must be made by a separate amendment, signed by each party, and must be expressly drafted for that purpose and identify the specific sections that are being revised. However, if Customer agreed to these terms by reference in another binding instrument (e.g., on an Order Form which refers to these terms by URL), PagePort may change these terms by posting an updated version at the applicable URL and notifying Customer of the change. By continuing to access or use the Service after such notice Customer agrees to be bound by the updated terms. Customer’s click-through terms, preprinted terms in Customer purchase orders or other customer-generated ordering documents, or terms referenced or linked within them, will have no effect on this Agreement and are hereby rejected, regardless of whether they are signed by PagePort and/or purport to take precedence over this Agreement. The order of precedence among all documents executed among the parties shall be: (1) the applicable Order Form, (2) this Agreement, (3) fully executed SOWs, (4) the Documentation. This Agreement may be executed in counterparts, which taken together shall form one binding legal instrument. The parties may use of electronic signatures in connection with the execution of this Agreement, and further agree that electronic signatures shall be legally binding with the same effect as manual signatures.

Appendix 1

(Definitions)

“Affiliate” means, with respect to a party to this Agreement, any entity that directly or indirectly controls, is controlled by, or is under common control with such party through the possession of more than fifty percent (50%) of the voting stock of the controlled entity.

“Authorized User” or “User” means: (a) in the case of an individual accepting this Agreement on such individual’s own behalf, such individual; or (b) an employee or authorized third-party of Customer, who has been authorized by Customer to use the Service in accordance with the terms and conditions of this Agreement and has been allocated user credentials.

“Call Recording” means any audio, video, screen-sharing, transcript, or related data captured, stored, or otherwise processed through the Services in connection with a Customer-initiated or Customer-permitted communication session, including any associated metadata (such as date, time, duration, participants, and file identifiers).

“Connected Application” means Customer’s or a third party’s web-based or other software application interoperates with the Service.

“Customer Data” means any electronic data or materials provided or submitted by or for Customer to or through the Service, including Call Recordings. Data transmitted to, or imported from, external data sources (including via Connected applications) into the Services at the direction of Customer is Customer Data. Customer Inputs and Outputs are Customer Data.

“Documentation” means PagePort’s published materials that describes the functionality of the Service, as updated by PagePort from time to time.

“Inputs” means any data, information, instructions, or other materials submitted, provided, or made available by or on behalf of Customer to the Services for processing by an AI Model.

“Order Form” means the purchasing document (however so named), signed by a duly authorized representative of each party, that details the Subscription, pricing, payment terms, applicable licensing metrics, other applicable commercial terms and conditions, and includes its attachments, schedules, exhibits, addenda, and any terms and conditions and other products and services purchased by Customer from PagePort pursuant to this Agreement.

“Outputs” means the data, content, results, or other materials generated, returned, or produced by the AI Model in response to Inputs including any actions taken or executed by the AI system (or its integrated agents) and the results of such actions.

“Party” means either Customer or PagePort and together the “Parties”.

“Service” means PagePort’s software-as-service platform located at https://www.slant.app/, including any applicable subdomains of each, and any web browser extension obtained for use thereon.

"Subscription" means access to the Service during the Subscription Term for the number of Users, Lead Sources, or other types of subscriptions or usage metrics reflected on an Order Form and actually purchased by Customer.

“Subscription Term(s)” means the subscription period(s) during which Customer is authorized to use the Service, as specified in an applicable Order Form. The Subscription Term begins on the date Customer pays the applicable fees for use of the Service (the “Subscription Start Date”) and renews on the same day each month until terminated by Customer or PagePort.