User Agreement for Alpha Tier AI, LLC

Effective Date: 09/01/2025 Version 1

PLEASE READ THIS END USER LICENSE AGREEMENT (“AGREEMENT”) CAREFULLY. THIS IS A LEGAL AGREEMENT. BY DOWNLOADING, INSTALLING, LOGGING INTO, ACCESSING OR OTHERWISE USING ANY PART OF ALPHA TIER (“COMPANY”) ARTIFICIAL INTELLIGENCE AI)-POWERED TOOL, SOFTWARE (-AS-A-SERVICE PRODUCT, APPLICATION, SERVICES, OR RELATED MATERIALS (COLLECTIVELY, THE “PRODUCT”), OR OTHERWISE MANIFESTING YOUR ASSET TO THESE TERMS, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT.

IN THE EVENT YOU ACCEPT THIS AGREEMENT IN ERROR, YOU ARE STRICTLY PROHIBITED FROM USING THE PRODUCT. UNAUTHORIZED USE MAY RESULT IN CIVIL OR CRIMINAL LIABILITY. USE OF THE PRODUCT BY YOU OR YOUR AGENT SIGNIFIES YOUR AGREEMENT TO BE BOUND BY THE TERMS OF THIS AGREEMENT.

This Agreement is between Company and any person or entity (“User,” “You” or “Your”) who purchases, downloads, installs, logs into, accesses or otherwise uses the Product. In the event that User purports to be the agent of, represent or otherwise act on behalf of an entity or any other person, references to “User” shall include such entity or person in addition to such representative. Company and User each is a “Party” and are collectively referred to as the “Parties.”

1. License

a. License. Subject to the terms of this Agreement, Company hereby grants User a limited, nonexclusive, revocable, nontransferable license to access and use the Alpha Tier Product in its original form as delivered by Company only and solely for internal purposes (and not for any other purpose) in accordance with the terms of this Agreement and all applicable laws, rules, and regulations. User is not permitted to use the Product on behalf of third parties without the written consent of Company. User shall not exceed the scope of User’s license to use the Product, and User shall not provide User’s Account information to another User for any reason, including, without limitation, in order for such other User to access additional features of the Product. Modification, reverse engineering, reverse compiling or disassembly of the Product are expressly prohibited.

b. Accessibility of the Product. User understands and agrees that from time to time that the Product or certain features or functionality of the Product may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment or software malfunctions; (ii) periodic maintenance procedures or repairs which Company may undertake from time to time; or (iii) causes beyond the control of Company or which are not foreseeable by Company. User acknowledges that access to or features and functionality of the Product are provided over various facilities and communications lines, and that information will be transmitted over local exchange and Internet backbone carrier lines and through routers, switches and other devices (collectively, “carrier lines”) owned, maintained and serviced by third-party carriers, utilities and Internet service providers, all of whom are beyond Company’s control. Use of the carrier lines to access and use the Product and transmit information is solely at User’s risk and is subject to all local, state, federal and international laws.

c. Equipment. User shall be solely responsible for providing, maintaining and ensuring the compatibility of all hardware, software, electrical and other physical requirements necessary for access to and use of the Product, including, without limitation, telecommunications and Internet access connections and links, web browsers or other equipment, and programs and services required to access and use the Product.

2. User Account

a. Account. In order to access and use the Product, User may be required to register with Company and select a username and password (a User’s “Account”). This Account shall be used only by User, and User may not share or otherwise disclose User’s Account information to any other party. User shall be responsible for the security, confidentiality, and integrity of User’s Account, any authorized or unauthorized access and use of User’s account by any person, and all information that User receives, transmits through or stores using or through the Product. If, at any time, User learns or suspects that User’s Account information was disclosed or made known to any person other than User, User agrees to immediately notify Company. User agrees to keep User’s Account information current. User agrees not to access the Product or any other aspect of or information contained on the Product through any technology or means other than through User’s Account.

b. User Responsibilities. You are required to provide accurate, complete, and truthful information to Company or when using the Product.

c. Monitoring. Company reserves the right to monitor User accounts to (i) operate the Product properly; (ii) administer and manage Company’s business; (iii) provide all Users with the highest quality products and services; (iv) verify compliance with laws or this Agreement; (v) protect Company and its users; and/or (vi) satisfy any law, regulation or other government request required by law.

c. Other Users. User acknowledges that other users have access to the Product and information made available thereby. The actions of such other users are beyond the control of Company. Accordingly, Company does not assume any liability for or relating to any impairment of the privacy, security, confidentiality, integrity, availability or restricted use of the Product or any content provided thereby from any other user’s actions or omissions.

d. Use of User Inputs. By accessing or using the Product, you acknowledge and agree that any data, prompts, or other inputs you provide to the Product (“Inputs”) may be collected, stored, processed, and used by the Company for the purposes of operating, maintaining, improving, and developing the Product and related services. You further acknowledge that the Company may use such Inputs in aggregated or de-identified form for analytics, research, and product development. You are solely responsible for ensuring that your Inputs do not contain confidential, proprietary, or sensitive information that you do not wish to disclose.

e. Privacy. User agrees that Company may collect, store, and use data about Users, User’s system, and User’s use of the Product. Company collects, stores, and uses data from Users in accordance with the following privacy policy, located at Alpha Tier AI Privacy Link (the “Privacy Policy”), which is incorporated herein by reference.

f. Limitations of Alpha Tier Ai Products

i. The Product is provided as a tool to assist users by generating outputs based on input data. The Product does not guarantee accuracy, completeness, or fitness for any particular purpose. Users acknowledge and agree that:

a. No Professional Advice- The Product outputs do not constitute legal, medical, financial, or other professional advice. Users are solely responsible for verifying the accuracy and appropriateness of any output before relying on it.

b. Data and Output Variability- Because the Product relies on machine learning models, outputs may vary when presented with similar inputs and may contain errors, omissions, or biases.

c. User Responsibility- Users remain solely responsible for decisions, actions, or failures to act that are based on the Product’s outputs.

Intellectual Property

a. Ownership. As between User and Company, User acknowledges that all ownership of the Product belongs to Company and its licensors. The Product is proprietary to Company and its licensors and is protected by intellectual property laws. User’s access to the Product is licensed and not sold. Company (for itself or its licensors) hereby reserves all rights not expressly granted to User, including, without limitation, the right to alter, modify, update, enhance, improve or create derivative or collective works incorporating the Product. The Company Intellectual Property Rights (as defined below) are the valuable, confidential property of Company and its licensors. United States and international intellectual property laws protect such Company Intellectual Property Rights. User shall only use the Product as permitted herein and shall not otherwise modify, adapt, translate, or create derivative or collective works based on the Product without the prior written consent of Company.

As between the parties, Company owns all right, title, and interest in and to the Product, including, without limitation, all ancillary and interface software, all current and future enhancements, revisions, new releases and updates thereof and any derivative or collective works based thereon and all documentation thereto, all copyrights, trademarks, trade secrets, patents and goodwill therein, and all images, photographs, illustrations, graphics, audio and video created by or for Company therein (collectively, the “Company Intellectual Property Rights”).

b. Trademarks. Any trademark or logo owned or controlled by Company, whether or not included in the Product and any logos relating to the foregoing are trademarks or service marks of Company and its licensors (collectively, the “Company Trademarks”).

c. Use of Intellectual Property. Except as otherwise expressly permitted by Company, User may not copy, reproduce, republish, store, upload, post, transmit, analyze, adapt, reformat, print, distribute, commercially exploit or publicly display the Company Intellectual Property Rights, the Product, the Company Trademarks or the Confidential Information (as defined below) or any portion thereof in any manner whatsoever without the prior written consent of Company. User may not remove, reproduce, alter, use, display, modify, copy or obscure any copyrighted material, trademark, service mark, legal or other proprietary notices in or on any portions of the Company Intellectual Property Rights, the Product, the Company Trademarks, the Confidential Information or any portion thereof.

6. Links

a. Links, References or Citations. Company, the Product, Users, or other third parties may provide references or citations to other web sites or resources. Company has no control over such sites and resources, and User acknowledges and agrees that Company does not endorse and is not responsible for any such external sites, citations, or for any content, information, or other materials. User further acknowledges and agrees that Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, information, advertising, citations or other material available on or through such site or resource. By using the Product, User expressly relieves Company from any and all liability arising from User’s use of any third-party web site or references.

7. User Representations

User represents and warrants to Company that: (a) User’s access to or use of the Product does not and will not constitute a breach or violation of any other agreement, contract, terms of use, or similar policy or understanding to which User is or may be subject; and (b) User will not use the Product to violate any statute, law, rule or regulation or to otherwise violate the legal rights of Company or any other person.

8. Termination

a. Termination. This Agreement is effective upon User’s acceptance as set forth herein and shall continue in full force until terminated as set forth herein. This Agreement will terminate automatically without notice to User from Company if User fails to comply with any provision of this Agreement. Company reserves the right to discontinue or suspend any aspect of or access to the Product at any time.

b. No-Refunds. By using the Product, you acknowledge and agree that all payments made for access to or use of the Product are non-refundable. Once a payment is processed and access to the Product is granted, no refunds, credits, or exchanges will be provided under any circumstances, including but not limited to dissatisfaction with the results, changes in your circumstances, or errors generated using the Product.

You are responsible for reviewing the terms and the functionality of the Product before making any payment. By continuing to use the service after payment, you acknowledge and accept the no-refund policy.

9. Disclaimer of Warranties

THE Product IS PROVIDED “AS IS,” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. USE OF THE Product IS AT USER’S SOLE RISK. Company DOES NOT WARRANT THAT USER’S USE OF THE Product WILL BE UNINTERRUPTED OR ERROR FREE, NOR DOES Company MAKE ANY WARRANTY AS TO THE ACCURACY OF USE OF THE PRODUCT OR ANY DOCUMENTATION GENERATED, OR AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF THE Product. Company MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR APPLICATION, ARISING BY VIRTUE OF CUSTOM OF TRADE OR COURSE OF DEALING, TITLE, NON-INFRINGEMENT OR TIMELINESS, SUITABILITY, ACCURACY, OR FITNESS FOR A PARTICULAR PURPOSE IN RELATION TO THE Product OR DOCUMENTATION GENERATED. USER IS SOLELY RESPONSIBLE FOR ANY AND ALL ACTS OR OMISSIONS TAKEN IN RELIANCE ON THE Product OR ANY INFORMATION THEREIN, INCLUDING, WITHOUT LIMITATION, INACCURATE OR INCOMPLETE INFORMATION. ANY IMPLIED WARRANTIES THAT CANNOT BE DISCLAIMED ARE LIMITED TO THE SHORTEST PERIOD PERMITTED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY, AND OTHER LEGAL RIGHTS MAY BE GRANTED IN SUCH JURISDICTIONS.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER Company NOR ANY OF ITS LICENSORS, AFFILIATES OR SUBSIDIARIES will BE LIABLE TO USER OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES FOR ANY MATTER ARISING FROM OR RELATING TO THIS AGREEMENT, THE Product, ANY DOCUMENTATION GENERATED, OR THE INTERNET GENERALLY, INCLUDING, WITHOUT LIMITATION, USER’S USE OR INABILITY TO USE THE PRODUCT OR DOCUMENTATION GENERATED BY THE PRODUCT, ANY CHANGES TO OR INACCESSIBILITY OF THE Product, ANY INACCURACY OR INCOMPLETENESS OF THE INFORMATION CONTAINED IN THE Product OR DOCUMENTATION GENERATED, ANY DELAY, FAILURE, UNAUTHORIZED ACCESS TO OR ALTERATION OF ANY TRANSMISSION OR DATA, ANY MATERIAL DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY TRANSACTION OR AGREEMENT ENTERED INTO THROUGH THE Product, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT, NEGLIGENCE OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER Company’s NOR ANY OF ITS AFFILIATES OR SUBSIDIARIES’ TOTAL LIABILITY FOR DIRECT DAMAGES SHALL EXCEED THE TOTAL FEES PAID, IF ANY, BY USER TO Company HEREUNDER. IF USER IS DISSATISFIED WITH THE Product, USER’S SOLE AND EXCLUSIVE REMEDY SHALL BE FOR USER TO DISCONTINUE USE OF THE Product.

USER AGREES TO ASSUME THE RISK FOR: (i) ALL LIABILITIES DISCLAIMED BY Company CONTAINED HEREIN; AND (ii) ALL ALLEGED DAMAGES IN EXCESS OF THE AMOUNT, IF ANY, OF THE LIMITED REMEDY PROVIDED HEREUNDER.

11. Indemnification

User agrees to indemnify, defend, and hold harmless Company, its licensors, affiliates or subsidiaries and any members, officers, employees and agents of the foregoing, from and against any action, cause, claim, damage, debt, demand or liability, including reasonable costs and attorney’s fees, asserted by any person or entity, arising out of or relating to: (a) this Agreement or User’s violation of the terms and conditions thereof; (b) User’s use of the Product, data, communication or work transmitted or received by User; (c) gross negligence, fraud or any intentional or negligent act or omission of User.

12. Miscellaneous

a. Independent Contractors. The Parties are and shall be independent contractors and neither party by virtue of this Agreement shall have any right, power or authority to act or create any obligation, express or implied, on behalf of the other party.

b. Amendment. No amendment or modification of this Agreement will be binding unless in writing and signed by Company. The terms of this Agreement will govern any upgrades to the Product provided by Company that replace or supplement the original Product, unless such upgrade is accompanied by a separate or substitute agreement in which case the terms of that agreement will govern.

c. Assignment. User shall not assign any of its rights, duties or obligations under this Agreement without the prior written consent of Company, and any attempted assignment or delegation without such consent shall be void and of no effect.

d. Waiver. No delay or failure to enforce any right under this Agreement will operate as a waiver of Company’s right to enforce that or any other right. No waiver shall be binding unless executed in writing by the party making the waiver.

e. Severability. If any provision of this Agreement is declared by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such a provision will be severed from this Agreement and all other provisions will remain in full force and effect.

f. Law. The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the internal laws of the State of Maryland without regard to its choice of law principles. The state court located in Howard County, Maryland shall have exclusive jurisdiction to hear any dispute under this Agreement and venue shall be proper there or, if such court is without subject matter jurisdiction, the United States District Court for Howard County shall have exclusive jurisdiction, and venue shall be proper there.

g. Action. No action arising under this Agreement may be brought by User more than one (1) year after the cause of action has accrued.

h. Equitable Relief. The parties agree that breach of the provisions of this Agreement, including, without limitation, the unauthorized use or duplication of the Product, would cause irreparable harm and significant injury to Company which would be both difficult to ascertain and which would not be compensable by damages alone. As such, the parties agree that Company has the right to enforce the provisions of this Agreement by injunction (without necessity of posting bond), specific performance or other equitable relief without prejudice to any other rights and remedies Company may have for User’s breach of this Agreement.

i. Attorney’s Fees. If any action in law or in equity or arbitration is necessary to enforce the terms of this Agreement, the Company will be entitled to reasonable fees of attorneys including any costs and expenses, in addition to any other relief to which such prevailing party may be entitled.

j. Headings. The captions and headings of this Agreement are included for ease of reference only and will be disregarded in interpreting or construing this Agreement.

k. Force Majeure. Neither party shall be responsible or liable for failure to fulfill its obligations under this Agreement (except for payment of any fees) due to any major unforeseeable event beyond the control of, and not caused by the fault or negligence of, such party or its agents, including, without limitation, an act of God, fire, earthquake, flood, explosion, action of the elements, war invasion, terrorism, insurrection, riot, mob violence, sabotage, inability to procure equipment, facilities, materials or supplies in the open market, failure of power, failure of transportation, failure of telecommunications systems or infrastructure, strike, lockout, action of labor unions, condemnation, requisition, law or order of government, civil or military authorities; provided that the party failing to perform in such event shall promptly resume or remedy, as the case may be, the performance of its obligations hereunder as soon as practicable.

l. Survival. The parties agree that any provisions of this Agreement that, by their nature, are intended to survive termination or expiration, including but not limited to those related to confidentiality, indemnification, liability, dispute resolution, and intellectual property, shall remain in full force and effect after the termination or expiration of this Agreement. All rights and obligations that, by their nature, are intended to extend beyond the term of this Agreement, will continue in effect until fully satisfied or performed, notwithstanding any termination or expiration of this Agreement.

m. Entire Agreement. This Agreement, together with any exhibits, constitutes the entire agreement between the parties with respect to the Product and supersedes all prior or contemporaneous oral or written communications, representations, statements or understandings between the parties concerning the Product.

USER HAS READ, UNDERSTOOD, AND ACKNOWLEDGES THE FOREGOING AGREEMENT AND AGREES TO BE BOUND BY ALL OF ITS TERMS AND CONDITIONS. USER HAS FULL AUTHORITY TO EXECUTE THIS AGREEMENT. PLEASE MANIFEST YOUR ASSENT TO THIS AGREEMENT BY CLICKING “I AGREE”.