1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you or the organization you represent ("Customer," "you," or "your") and Sayge Solutions Inc. DBA Prolifiq ("Prolifiq," "we," "us," or "our"), a company incorporated in the State of Texas, regarding your access to and use of Prolifiq's software products, services, website, and related documentation (collectively, the "Services").

By accessing or using the Services, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you must immediately discontinue use of the Services.

If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

2. Description of Services

Prolifiq provides 100% Salesforce-native B2B SaaS software products, including but not limited to CRUSH (account planning and relationship intelligence), designed to operate within the Salesforce platform ecosystem. The Services are delivered via a cloud-hosted environment and accessed through a web browser or Salesforce interface.

Prolifiq reserves the right to modify, enhance, or discontinue any feature or component of the Services at any time, with or without notice, provided that material changes will be communicated to Customers in accordance with Section 17 of these Terms.

3. Account Registration and Security

To access the Services, you must register an account and provide accurate, complete, and current information. You are responsible for:

• Maintaining the confidentiality of your account credentials
• Ensuring that all account users comply with these Terms
• Promptly notifying Prolifiq of any unauthorized access or suspected security breach
• All activities that occur under your account

Prolifiq requires all users to maintain strong, unique passwords in accordance with our Password Protection Policy. You must not share account credentials with unauthorized individuals. Prolifiq may suspend or terminate accounts that pose a security risk or violate these Terms.

4. Acceptable Use

4.1 Permitted Use

You may access and use the Services solely for your internal business purposes and in compliance with these Terms and all applicable laws and regulations. Use of the Services for the benefit of any third party or in a service bureau capacity requires Prolifiq's prior written consent.

4.2 Prohibited Use

You agree not to, and will not permit others to:

• Use the Services to violate any applicable local, state, national, or international law or regulation
• Attempt to gain unauthorized access to any system, network, or data
• Introduce malicious code, viruses, worms, Trojan horses, or other harmful software into the Services or Prolifiq's networks
• Conduct port scanning, network monitoring, or security scanning without prior written authorization from Prolifiq
• Circumvent, disable, or otherwise interfere with security-related features of the Services
• Use the Services to transmit unsolicited commercial messages (spam)
• Reverse engineer, decompile, disassemble, or attempt to derive source code from the Services
• Sublicense, resell, rent, lease, or transfer the Services or your rights herein to any third party
• Remove or obscure any proprietary notices, labels, or branding within the Services
• Use the Services to store or transmit material that is defamatory, obscene, or otherwise objectionable

5. Data, Privacy, and Security

5.1 Customer Data

"Customer Data" means all data, content, and information submitted by or on behalf of Customer through the Services. You retain all ownership rights in and to your Customer Data. You grant Prolifiq a limited, non-exclusive license to process Customer Data solely to provide the Services and as described in our Privacy Policy.

5.2 Data Classification and Handling

Prolifiq classifies data according to sensitivity and implements appropriate controls for each classification level: High Risk, Confidential, and Public. High Risk data (including personally identifiable information and financial data) is encrypted during transmission and at rest. You are responsible for ensuring that any Customer Data submitted to the Services is classified and handled appropriately.

5.3 Security Measures

Prolifiq maintains a comprehensive information security program that includes:

• Encryption of data in transit over insecure channels
• Daily incremental and weekly full production data backups, with annual restoration testing
• Intrusion detection and monitoring of production systems
• Access controls based on the principle of least privilege
• Virus protection and anti-malware measures across all production systems
• Annual security reviews of production servers, firewalls, and monitoring platforms
• Patch management with critical security patches applied within 24 to 90 days of release based on severity

Notwithstanding the foregoing, no security system is impenetrable. Prolifiq does not warrant that the Services will be free from unauthorized access or data loss.

5.4 Incident Response

In the event of a confirmed security incident affecting Customer Data, Prolifiq will notify affected Customers within 24 to 48 hours depending on severity, in accordance with our Incident Response Policy. Prolifiq will work to contain, eradicate, and restore services in accordance with its documented incident response procedures.

5.5 Data Breach Reporting

Any individual who suspects a theft, breach, or unauthorized exposure of Prolifiq-protected data must report it immediately by emailing support@prolifiq.com or calling 737.232.6425. Customers are similarly encouraged to report suspected incidents promptly.

6. Intellectual Property

All right, title, and interest in and to the Services, including all intellectual property rights therein, are and shall remain exclusively with Prolifiq and its licensors. Nothing in these Terms transfers any ownership of Prolifiq intellectual property to you.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Services during the applicable subscription term, solely for your internal business purposes and subject to these Terms.

You must not use Prolifiq's trademarks, logos, trade names, or branding without prior written consent.

7. Subscriptions and Payment

Access to the Services is provided on a subscription basis pursuant to a fixed-term Order Form or Master Services Agreement ("MSA") entered into between you and Prolifiq. Subscription terms are available in one-year (1), two-year (2), and three-year (3) increments as specified in the applicable Order Form.

Subscriptions do not automatically renew. Continued access beyond the end of a subscription term requires execution of a new Order Form signed by both parties. Prolifiq will make reasonable efforts to contact you in advance of your term end date, but it is your responsibility to ensure a new Order Form is in place prior to expiration if continued access is desired.

Unless otherwise specified in the applicable Order Form or MSA, the following payment terms apply:

• Fees are due in advance of each subscription term as set forth in the Order Form
• All fees are non-refundable except as expressly provided herein or required by law
• Failure to pay fees may result in suspension or termination of access to the Services

8. Changes to the Services

Prolifiq manages all changes to its production environment through a documented Change Management Policy. Scheduled changes are reviewed, tested in a QA environment, and approved prior to production deployment. Customers will be notified of material changes that may affect their use of the Services. Emergency changes may be implemented without advance notice where necessary to prevent widespread service disruption or address a critical security vulnerability.

9. Service Availability

Prolifiq will use commercially reasonable efforts to make the Services available on a continuous basis. Planned maintenance windows will be communicated in advance where practicable. Prolifiq maintains a Business Continuity Plan designed to restore services as rapidly as possible following a disruption caused by factors beyond our control, including natural disasters, network outages, and other force majeure events.

Prolifiq does not warrant uninterrupted, error-free access to the Services and shall not be liable for downtime attributable to: (a) Customer actions or omissions; (b) third-party service provider outages; (c) force majeure events; or (d) scheduled maintenance.

10. Confidentiality

Each party agrees to hold the other's Confidential Information in strict confidence and not to disclose such information to any third party without prior written consent. "Confidential Information" means any non-public 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 circumstances of disclosure.

Confidentiality obligations do not apply to information that: (a) is or becomes publicly known without breach of this Section; (b) was rightfully known prior to disclosure; (c) is received from a third party without restriction; or (d) is required to be disclosed by law or court order, provided the disclosing party provides prompt written notice where permitted.

11. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. PROLIFIQ EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.

PROLIFIQ DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROLIFIQ OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF OR INABILITY TO USE THE SERVICES, EVEN IF PROLIFIQ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

PROLIFIQ'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE FEES PAID BY YOU TO PROLIFIQ IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS ($100).

13. Indemnification

You agree to indemnify, defend, and hold harmless Prolifiq, its officers, directors, employees, agents, and successors from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Services in violation of these Terms; (b) your violation of any applicable law or regulation; (c) your Customer Data; or (d) any dispute between you and any third party.

14. Term and Termination

These Terms remain in effect for the duration of your subscription or, if no subscription exists, until terminated by either party. Either party may terminate these Terms for material breach upon 30 days' written notice if the breach remains uncured. Prolifiq may suspend or terminate your access immediately upon: (a) non-payment of fees; (b) a security threat posed by your account; or (c) violation of the Acceptable Use provisions.

Upon termination, your right to access the Services ceases immediately. Customer Data may be exported within 30 days following termination upon request, after which Prolifiq may delete Customer Data in accordance with its data retention practices. Sections 6, 10, 11, 12, 13, and 16 survive termination.

15. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of Texas, without regard to conflict of law principles. Any dispute arising under or relating to these Terms shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, with proceedings conducted in Dallas County, Texas. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent irreparable harm.

16. General Provisions

Entire Agreement. These Terms, together with any MSA, Order Form, and our Privacy Policy, constitute the entire agreement between you and Prolifiq regarding the Services and supersede all prior agreements and understandings.

Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Waiver. Failure by either party to enforce any provision of these Terms shall not constitute a waiver of future enforcement.

Assignment. You may not assign or transfer these Terms or any rights hereunder without Prolifiq's prior written consent. Prolifiq may freely assign these Terms in connection with a merger, acquisition, or sale of assets.

Force Majeure. Neither party shall be liable for failure or delay in performance to the extent caused by circumstances beyond its reasonable control, including natural disasters, acts of government, or network outages.

17. Changes to These Terms

Prolifiq reserves the right to update or modify these Terms at any time. Material changes will be communicated to Customers via email or conspicuous notice within the Services at least 30 days prior to taking effect. Continued use of the Services after the effective date of updated Terms constitutes your acceptance of the changes.

18. Contact Information

If you have questions about these Terms, please contact:

Sayge Solutions Inc. DBA Prolifiq
Email: support@prolifiq.com
Phone: 737.232.6425
Website: prolifiq.com