enso Terms and Conditions

Enso Technologies LTD, an Israeli company trading as enso, is the contracting supplier ("Enso", "we", "us" or "our"). "Customer", "you" and "your" mean the business or other organization entering into the agreement, or an individual acting for their own business. "Services" means the services Enso agrees to provide under an Order, including any related software, website functionality, APIs, agents, workflows, implementation, support and managed operations.

An "Order" is an order form, statement of work, proposal or checkout accepted by both parties that identifies the Services and incorporates these Terms. The "Agreement" consists of these Terms, each applicable Order and any signed addenda. Acceptance occurs through a signature, an affirmative acceptance control or another legally effective acceptance process that makes these Terms available before acceptance. Merely visiting a public webpage does not create a paid subscription or minimum purchase commitment.

The individual accepting for an organization represents that they have authority to bind it. Each account user must be at least eighteen and legally able to use the Services. The Services are offered for business use. Describing a transaction as a business transaction does not remove rights that applicable law makes mandatory.

Where an Order identifies Enso AI Tech, Inc., a Delaware corporation, as a billing or collection entity, that entity may invoice and collect the amounts specified in the Order on Enso's behalf. Payment to the identified entity discharges the corresponding payment obligation. That billing arrangement does not, by itself, replace Enso Technologies LTD as the supplier or make an affiliate responsible for service performance.

A signed amendment expressly addressing a conflict takes priority, followed by the applicable Order and then these Terms. An applicable data processing agreement ("DPA") controls conflicts concerning processing of personal data, and mandatory transfer clauses control within their scope. An Order alters a provision of these Terms only where it expressly identifies the different commercial arrangement or obligation. Orders are separate commitments unless they expressly state otherwise.

Purchase order terms, procurement portal terms, vendor questionnaires, customer policies and terms printed on a payment instrument do not amend the Agreement unless Enso expressly accepts them in a writing signed by an authorized signatory. Processing a purchase order number, accessing a procurement portal or receiving payment does not constitute that acceptance. Operational communications and agent generated statements cannot amend fees, liability, ownership or the term of an Order.

Only commitments stated in the Agreement are contractual commitments. Proposals not accepted as Orders, demonstrations, roadmaps, case studies, forecasts and examples do not promise a particular result or future feature. Customer purchases the Services available and described in the Order, independently of future development. This provision does not exclude liability for fraud, actionable misrepresentation or another liability that cannot lawfully be excluded.

The Services may include agentic search engine and generative engine optimization, sales development and outbound campaigns, community engagement, newsletters, social publishing, content generation, lead research, integrations and custom agent design, deployment and operation. The particular channels, brands, accounts, volumes, deliverables and human support included are limited to the Order. A reference to a service category does not include every possible activity within that category.

Enso controls its working methods, personnel, schedules, technology and allocation of resources, subject to expressly agreed deliverables and security or processing commitments. Enso may use employees, contractors and service providers and may replace assigned personnel with suitable personnel. An operator assigned to an engagement is not Customer's employee, exclusive resource or legal representative. A managed service fee reserves the agreed service capacity and does not purchase a fixed number of hours unless the Order says so.

Delivery estimates depend on access, approvals, third party availability and Customer cooperation. Dates are estimates unless expressly designated binding milestones. Activities outside scope, additional channels, changes to approved requirements, substantial rework and migration assistance may require a change order and additional fees. Enso has no obligation to perform additional work before agreeing its scope, price and timetable.

Enso may update, patch, replace or retire components to maintain, secure or improve the Services. During a prepaid committed term, Enso will not materially reduce the core purchased functionality without providing a substantially equivalent replacement or the termination and refund remedy in section 17. No service level, support response time, dedicated staffing arrangement or uptime guarantee applies unless expressly included in an Order.

Customer must appoint an authorized contact, provide timely and accurate information, maintain required third party subscriptions and permissions, supply suitable brand and legal guidance, and provide approvals and access reasonably necessary for the work. Enso may rely on instructions from the designated contacts and authorized account administrators unless it has reason to question their authority. Customer must promptly communicate changes to its contacts, policies, offerings, regulated status and campaign restrictions.

Customer delays, unavailable credentials, incomplete inputs, requested pauses and failures to approve or cooperate do not automatically postpone a committed billing start date, extend a subscription or excuse payment for capacity Enso has reserved and made available. Enso may revise delivery dates and charge reasonably documented additional costs caused by those matters under an agreed change order. This allocation does not apply to a delay caused by Enso's breach.

Where an Order requires delivery of a discrete work product, Customer has five business days after delivery to identify, in reasonable detail, a material failure to meet an express acceptance criterion. Absent such notice, or upon Customer's production use or publication of the deliverable, it is accepted. Enso may correct a properly reported nonconformity and resubmit the affected work. Preference changes, new requirements and third party changes are not defects. Acceptance does not waive claims for concealed defects, fraud or mandatory remedies. This procedure does not make ongoing Services subject to repeated acceptance or postpone agreed recurring fees.

Subject to payment and compliance, Enso grants Customer a limited, nonexclusive, nontransferable right during the applicable term to use the purchased Services for Customer's internal business operations and authorized campaigns. Customer may allow its employees and contractors to use the Services for that purpose within purchased limits, and is responsible for their compliance as if their acts and omissions were its own. Resale, white labeling, service bureau use and use for unrelated third parties require an express written license.

Customer must protect credentials and tokens, use available security controls, manage user access and promptly remove access when no longer required. Customer must notify Enso promptly of suspected compromise and cooperate in containment. Customer is responsible for activity attributable to its authorized users and for unauthorized activity resulting from its failure to meet these obligations. Customer is not made responsible by this clause for unauthorized activity caused by Enso's breach of its own security obligations.

Customer must not share individual credentials contrary to account rules, circumvent limits, interfere with safeguards or provide inaccurate identity or billing information. Enso may reasonably verify account authority and investigate suspected misuse. Access checks and logs do not guarantee that every unauthorized act will be prevented or detected.

Customer authorizes Enso and configured agents to perform the tasks within the permissions, accounts, workflows and instructions Customer approves. Depending on the selected configuration, those tasks may include generating and publishing content, sending messages, contacting prospects, interacting in communities, updating CRM records, scheduling activities and invoking external tools. A workflow configured for autonomous execution may act continuously without separate human approval for each action.

Customer must define the permitted audience, accounts, brand claims, prohibited topics, approval requirements, spending authority and other material restrictions before deployment. Enso is entitled to rely on those instructions and on approvals from authorized representatives. Enabling an integration does not authorize every technically possible action or unlimited external spending. Any expressly agreed approval gate, hard spending cap or scope restriction remains binding until validly changed by an authorized representative.

Customer is responsible for the business and legal consequences of actions performed within its authorization, subject to Enso's own obligations and the liability provisions below. Customer must review performance and promptly request suspension when instructions become inaccurate or activities should stop. Unless an Order expressly includes human review of each action, Enso has no obligation to provide that review. An automated approval or technical safeguard is not a substitute for any review required by law.

Revoking access, disabling a workflow or requesting suspension may not reverse completed actions, messages already delivered, content already copied, queued requests already accepted by another service or charges already incurred. Enso will act on a valid stop instruction without undue delay, subject to technical constraints. Customer must use available platform controls and directly revoke third party access where immediate containment is necessary. Enso does not guarantee removal of independent copies, search indexes, archives or content held by third parties.

AI systems can produce inaccurate, incomplete, misleading, biased, offensive, infringing or unsuitable material and can misinterpret instructions or act unpredictably. Similar or identical outputs may be generated for other users. Outputs may not be protectable by intellectual property law and are not represented to be original, exclusive, accurate or cleared for commercial use. Customer must apply review appropriate to the intended use and risk, including checking facts, rights, claims, targeting and legal disclosures before relying on or approving material.

Customer determines whether the Services and any output are appropriate for its business. Enso does not provide legal, medical, accounting, investment or other regulated professional advice through the Services. Customer must not rely on an agent as the sole decision maker for matters affecting legal rights, employment, credit, healthcare, safety or similarly consequential interests. Such uses require a separate written arrangement addressing the use case and applicable safeguards, and remain prohibited where unlawful.

Customer assumes ordinary operational risks inherent in authorized AI use, including nondeterministic results and errors that reasonable review could identify. That allocation does not excuse Enso from an express obligation, authorize conduct outside the agreed scope, or transfer Enso's nondelegable legal duties to Customer.

Customer is responsible for the legality and substantiation of its products, services, offers, claims, instructions and supplied materials; its rights to contact the intended recipients; and notices, consents or other lawful bases required for its campaigns. Customer must maintain and provide current suppression, unsubscribe and do not contact records and promptly communicate opt outs and complaints. Purchased or publicly accessible contact details do not, by themselves, establish permission for every form of outreach.

Customer must not direct or use the Services for unlawful spam, deceptive endorsements, fabricated reviews, impersonation, undisclosed sponsorship where disclosure is required, unlawful surveillance, harassment, discriminatory targeting or circumvention of access restrictions. Customer must comply with applicable advertising, consumer, privacy, communications, intellectual property and platform rules. Customer must identify special restrictions applicable to its industry, countries, audiences and products before the relevant activity begins.

Enso may refuse or stop an instruction it reasonably considers unlawful, deceptive, abusive or contrary to a platform's rules. Enso is not required to execute a prohibited instruction because Customer accepts the risk. Each party remains responsible for legal obligations directly applicable to its own conduct. Enso's operational assistance does not make it Customer's legal compliance adviser.

The Services may depend on hosting, model providers, integration services, payment processors, social networks, search engines, email providers and other external systems. Depending on the engagement, these may include OpenAI, Anthropic, Google and Composio. Customer selected or directly contracted services are governed by their applicable terms and privacy notices. Provider requirements that Customer must follow in using an integrated feature will be made available or identified where applicable; these Terms do not automatically incorporate unrelated consumer terms of every named provider.

Customer is responsible for maintaining its external accounts and permissions and paying its direct provider charges. Providers may change APIs, policies, ranking systems, access rights, prices or functionality; block an integration; suspend an account; reject content; limit sending; or discontinue a service. Enso does not control those decisions or guarantee continued interoperability. Enso may substitute a provider or modify an integration subject to the Agreement, the DPA and any express restrictions in the Order. Enso remains responsible for its own contractual obligations and cannot avoid them merely by subcontracting performance.

Enso does not guarantee search position, inclusion in AI answers, indexing, traffic, domain reputation, message delivery, account verification, engagement, meetings, qualified leads, conversions, revenue, profitability or any other business result. External attribution and reporting can be incomplete, delayed or inconsistent. Customer's dissatisfaction with results, a change in a platform algorithm or a lawful provider restriction does not by itself establish Enso's breach or create a refund right.

Customer must pay the fees, implementation charges, authorized usage charges and approved expenses stated in the Order. Unless the Order provides otherwise, implementation fees are due at acceptance, recurring fees are billed in advance and invoices are due within seven calendar days. A monthly invoice schedule does not convert an annual commitment into a monthly cancellable engagement. Customer remains liable for committed fees even if it elects not to use the available Services or uses less than its purchased allowance, subject to express termination rights and mandatory law.

Customer authorizes charges to its designated payment method for amounts due under the accepted Order and applicable renewals, to the extent permitted by law and any required payment authorization. Customer must maintain current payment information. Enso may require prepayment, a deposit or another payment method for new work where credit risk reasonably warrants it. Failed collection attempts do not cancel the Agreement or waive the amount due.

Fees are exclusive of applicable VAT, sales, use and similar transaction taxes. Customer must pay those taxes, excluding taxes on Enso's net income. If withholding is legally required, Customer must provide the required evidence and, to the extent lawful, increase payment so Enso receives the agreed net amount. Customer may not set off or withhold undisputed amounts except where mandatory law allows it.

Customer should notify Enso of a billing dispute with supporting details within fifteen calendar days of the invoice. Enso will consider a good faith dispute; Customer must timely pay the undisputed balance. Failure to meet that reporting period does not extinguish a claim that cannot lawfully be waived. Overdue undisputed amounts accrue simple interest at the lower of one and one half percent per month and the maximum lawful rate. Customer must reimburse reasonable, documented collection costs to the extent legally recoverable.

Fees and charges are nonrefundable and payment commitments are noncancelable except as expressly provided in the Agreement or required by law. This restriction does not prohibit a lawful payment dispute, chargeback or statutory remedy. Refunds, credits and accommodations granted on one occasion do not establish an ongoing entitlement.

Usage may be measured by tokens, executions, credits, API calls, storage, contacts, channels or another metric stated in the Order or accepted rate schedule. Rates, included allowances, any provider cost markup and any automatic top up must be disclosed before Customer authorizes the relevant charging arrangement. An accepted usage arrangement may incur charges in addition to subscription fees. Enso may charge for resources actually consumed by an authorized request even where its output is unsuccessful, unsuitable or rejected by an external system, subject to any applicable service remedy.

Customer must monitor usage and restrict access appropriately. Usage displays, estimates and alerts may be delayed and are not hard spending caps unless expressly identified and agreed as such. Customer authorizes only the external spend, metering and overage arrangement it has accepted. Enso may pause execution when credit or authorization is exhausted. Customer remains responsible for authorized charges already incurred and noncancelable provider commitments approved on its behalf.

Included subscription allowances expire at the end of their billing period without rollover unless the Order says otherwise. The expiry and refund rules for purchased top ups, promotional credits and adjustment credits must be stated when issued or purchased. Existing credits retain any binding nonexpiry or other rights granted when acquired. Credits are service entitlements, not cash, stored monetary value or transferable assets, except where law requires otherwise. Enso will not retroactively impose expiry or confiscate a paid balance merely by updating these Terms.

Enso may change usage rates or pass through documented provider price changes prospectively on at least thirty days' notice, unless a shorter period is reasonably required by a provider change outside Enso's control. A fixed price commitment expressly agreed for a stated term remains fixed for that scope. Customer may disable the affected optional usage before a changed rate applies. If a mandatory provider change materially increases the cost of an indispensable committed Service and no reasonable alternative is available, Customer may terminate that affected Service before the increase takes effect and receive the refund described in section 17.

An Order starts on its stated commencement date or, if none is stated, when Enso accepts it. Unless the accepted Order specifies a different term, a managed services engagement has an initial term of twelve months and automatically renews for successive twelve month terms. Either party may prevent renewal by written notice at least sixty calendar days before the current term ends. These default commitment and renewal terms must be presented with the Order before acceptance.

A self service subscription renews for the subscription period disclosed and accepted at checkout. Customer may stop its next renewal using the cancellation control provided or by written notice received before the renewal date, subject to any more favorable mandatory cancellation rule. Cancellation takes effect at the end of the paid period and does not ordinarily produce a partial refund. A trial converts to a paid subscription only if the price, conversion date and recurring payment arrangement were disclosed and affirmatively accepted as legally required.

Enso may change managed services pricing for a renewal by giving at least ninety calendar days' notice before that renewal. A shorter notice does not bind Customer to a price increase unless Customer expressly accepts it or receives a legally sufficient opportunity to decline renewal before the increase. Self service renewal changes require at least thirty days' notice and any further consent required by law. Mandatory renewal reminders and cancellation methods apply in addition to these provisions.

Stopping campaigns, disconnecting accounts, deleting an application, declining meetings or ceasing use does not itself give a notice of nonrenewal or cancel a committed Order. Notices to Enso may be sent to liat@enso.bot. Enso's acknowledgment is not a condition of a notice's validity where delivery can be established.

"Customer Materials" means information, content, branding, data, instructions and other materials supplied by or on behalf of Customer or obtained from its connected accounts for the Services. As between the parties, Customer retains its rights in Customer Materials. Customer represents that it has the rights, permissions and lawful authority necessary for Enso to process and use them for the agreed purposes, including rights concerning individuals whose information, likeness or voice is included.

Customer grants Enso and its permitted service providers a nonexclusive license to host, copy, process, adapt, transmit and use Customer Materials as necessary to provide, secure, support and administer the Services and carry out authorized instructions. That license is subject to confidentiality, the DPA, applicable law and the purposes described in the Privacy Policy. It does not authorize unrestricted commercial exploitation of Customer Materials or use of confidential customer content to train general purpose models for unrelated customers.

Upon full payment of amounts due for the relevant work, and to the extent Enso owns transferable rights, Enso assigns to Customer its rights in final output specifically generated for and delivered to Customer under the Order. The assignment excludes Enso Technology, third party materials and rights belonging to others. Until that payment, Customer has a revocable license to evaluate the output and use it only as expressly authorized. Enso does not warrant that intellectual property rights exist in AI output or that any output is exclusive or free of third party claims.

Customer is responsible for securing any additional licenses, clearances or releases needed for its intended publication or exploitation. Rights in stock assets, fonts, open source components, platform content and other third party materials remain subject to their applicable licenses. Delivery of an output does not transfer the underlying agent, source code, model, workflow configuration or production system unless an Order expressly provides for that transfer.

"Enso Technology" means Enso's platform, software, agents, orchestration systems, reusable prompts and prompt structures, templates, methods, tools, documentation, workflows, improvements and know how, whether existing before the engagement or developed in performing it, excluding Customer Materials and final output assigned under section 13. Enso and its licensors retain all rights in Enso Technology. Payment for customization, implementation or an engagement does not by itself purchase ownership of that technology.

Where Enso Technology is embedded in a paid final deliverable and necessary to use that deliverable, Enso grants Customer a nonexclusive, perpetual license to use that embedded technology solely as part of that deliverable for its business purposes, including its intended publication. This license does not provide continued access to hosted Services after termination, a right to extract reusable tools, or a right to resell the technology separately. Any broader source code, portability, resale or ownership arrangement must be expressly agreed in an Order.

Customer must not reverse engineer, decompile, circumvent protection measures, remove proprietary notices, copy protected functionality or use Enso's confidential technology to develop a competing service, except to the extent a restriction is prohibited by law. Customer must not run unauthorized security tests, introduce malware, overload the Services, scrape restricted interfaces or access information it is not authorized to access. Public website access remains subject to applicable law. Restrictions imposed as contractual obligations apply only where these Terms have been validly accepted.

Customer may voluntarily provide suggestions or feedback. Enso may use that feedback without payment or attribution under a perpetual, worldwide, transferable and sublicensable license, excluding personal data, confidential information and Customer Materials unless separately authorized. Enso may use general skills and experience gained during an engagement without disclosing Customer's confidential information or infringing its rights.

Personal data is handled as described in Enso's Privacy Policy at https://enso.bot/privacy and any applicable DPA. The parties' controller and processor roles depend on the actual processing. Customer must provide lawful instructions and meet obligations applicable to its own processing; Enso remains responsible for obligations applicable to Enso. A required DPA and any required transfer safeguards must be in place before the relevant processing begins. These Terms are not a substitute for them.

Neither the service license nor an instruction to improve performance authorizes training a general purpose model on Customer personal data or nonpublic connected account content for unrelated customers or general use. Such use requires a separate explicit lawful arrangement consistent with existing confidentiality and processing commitments. Enso may create and use aggregate or properly deidentified operational statistics only where permitted by law and the Agreement, and must not use that provision to disclose confidential information or evade restrictions on personal data.

Each party must protect the other party's nonpublic information identified as confidential or reasonably understood to be confidential, use it only for the Agreement and disclose it only to personnel, service providers and advisers who need it and are bound by appropriate confidentiality duties. These duties do not apply to information lawfully public, independently developed without use of the confidential information, lawfully received without restriction, or previously lawfully known. A recipient may disclose information legally required to be disclosed, limited to the required extent and with prior notice where legally permitted and practicable.

Enso will maintain reasonable safeguards appropriate to its processing and its express contractual obligations. No system is guaranteed secure. Customer must maintain its own backups, account security, access controls and business continuity arrangements unless the Order expressly assigns a particular function to Enso. Enso's security and incident notification duties remain subject to applicable law and the DPA. Routine service availability does not imply a guarantee against every security incident or loss.

Confidentiality obligations continue for three years after termination, and for trade secrets while they remain trade secrets. Personal data and information subject to a longer legal or contractual protection period remain protected for that period. Customer must not submit regulated health information, payment authentication data, highly sensitive information or children's data unless Enso has expressly agreed in writing to the use case and the required safeguards. Enso may reject or remove prohibited data consistently with legal obligations.

Enso may promptly restrict access, pause an agent, remove or disable content, revoke an integration or suspend affected Services where it reasonably believes there is unlawful use, a material breach, a security threat, fraud, infringement, risk of material harm, unauthorized spending, a provider restriction or a legal requirement. Enso may act without advance notice when delay would create risk or violate law. Otherwise, Enso will give notice and a reasonable opportunity to address the issue where practicable.

For overdue undisputed payment, Enso may suspend after giving at least five calendar days' written warning, unless immediate action is justified by fraud or a separate material risk. Suspension does not cancel an Order. Fees for committed capacity continue during a suspension caused by Customer's breach, to the extent lawful, but Enso will not charge for new variable usage it does not perform. Restoration may require payment of undisputed arrears, correction of the cause and reasonable evidence that the issue will not recur.

Enso will limit protective measures to what it reasonably considers necessary and review them when the cause is resolved. Enso may decline instructions that would expose it or others to unlawful activity. Suspension powers do not authorize withholding legally required data access or notification, and do not excuse Enso's own breach.

Enso may terminate an affected Order or the Agreement on written notice for a material breach that Customer fails to cure within ten calendar days after notice. Enso may terminate immediately where a breach cannot reasonably be cured, unlawful or abusive conduct is serious or repeated, continued performance is prohibited, or Customer becomes insolvent to the extent applicable insolvency law permits termination. Enso may also terminate for convenience on thirty calendar days' written notice.

Customer may terminate an affected Order if Enso materially breaches it and fails to cure within thirty calendar days after receiving a written notice that reasonably identifies the breach. Customer may also exercise an express termination right in sections 3 or 11. For an uncured material reduction under section 3, Customer must notify Enso within thirty days after becoming aware of the reduction and allow thirty days for restoration or a substantially equivalent replacement. Mandatory immediate termination rights remain unaffected.

If Enso terminates for convenience, or Customer validly terminates for Enso's uncured material breach or under an express refund remedy, Enso will refund prepaid fees attributable to the unperformed portion of the terminated Services and release Customer from the corresponding future commitment. Properly incurred authorized third party charges and fees for work already performed remain payable. A refund expressly due under this section is not reduced by the damages cap in section 20.

If Customer abandons a committed engagement without a contractual termination right, or Enso terminates for Customer's uncured breach, Customer must pay accrued amounts and, to the extent legally recoverable, the remaining committed fees as compensation for the lost commitment, reduced by costs Enso reasonably avoids and amounts recovered for the same reserved capacity. This provision does not authorize punitive damages, double recovery or recovery exceeding what applicable law permits. Enso may invoice legally recoverable remaining amounts on termination.

Ending one Order does not automatically end another. Rights and obligations that by their nature should continue, including accrued payment, ownership, confidentiality, indemnity, liability limits and dispute provisions, survive termination to the extent applicable.

On expiry or termination, Customer must stop using the terminated hosted Services and Enso Technology except under an express surviving license. Customer must revoke permissions it controls and retrieve its available Customer Materials promptly. Unless an Order or DPA provides otherwise, Customer may request a standard available export within thirty calendar days after termination. Enso is not required to create a new export format, disclose its proprietary systems or provide free migration, reconstruction or transition services.

Enso may delete Customer Materials after that thirty day period, subject to the DPA, required return or deletion instructions, lawful retention, backup cycles and statutory rights. Enso will not deliberately delete information in disregard of a legal preservation duty. Backups and records retained for legal, security or accounting purposes remain subject to appropriate restrictions. Customer should not treat the Services as its sole archive.

Additional transition assistance requires a separate paid agreement. A billing dispute does not permit Enso to withhold a return, access, portability or deletion obligation that applicable law or the DPA requires. Contractual termination does not automatically delete content already published to independent platforms or withdraw communications already sent.

Each party represents that it has authority to enter into and perform the Agreement. Enso will perform expressly agreed professional services with reasonable skill and care. Customer must report an alleged failure with reasonable detail and allow Enso a reasonable opportunity to correct or reperform the affected work. Subject to mandatory law, Enso may choose correction, reperformance or a refund of fees attributable to the deficient portion as the remedy for a breach of that professional services warranty; this does not remove the express termination rights above.

EXCEPT FOR EXPRESS WARRANTIES IN THE AGREEMENT AND RIGHTS THAT CANNOT LAWFULLY BE EXCLUDED, THE SERVICES, AI OUTPUTS AND THIRD PARTY COMPONENTS ARE PROVIDED AS IS AND AS AVAILABLE. ENSO DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGING OUTPUT, ACCURACY AND UNINTERRUPTED OR ERROR FREE OPERATION. ENSO DOES NOT WARRANT THAT AN AGENT WILL IDENTIFY EVERY RISK, FOLLOW EVERY INSTRUCTION WITHOUT ERROR OR ACHIEVE CUSTOMER'S BUSINESS OBJECTIVES.

Free services, previews, trials, beta features and experimental functions may be changed or withdrawn without a continuing availability commitment. Customer must not use them for critical production purposes unless expressly agreed. No employee's informal statement or automated response expands a warranty unless incorporated into an authorized written amendment. These disclaimers do not override express confidentiality, security, processing or other contractual commitments.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ENSO AND ITS AFFILIATES, PERSONNEL, LICENSORS AND SERVICE PROVIDERS WILL NOT BE LIABLE UNDER OR IN CONNECTION WITH THE AGREEMENT FOR INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS OPPORTUNITIES, ANTICIPATED SAVINGS, GOODWILL, REPUTATION OR DATA, WHETHER CHARACTERIZED AS DIRECT OR INDIRECT, EVEN IF ADVISED OF THE POSSIBILITY.

SUBJECT TO THE EXCEPTIONS BELOW, THE COMBINED AGGREGATE LIABILITY OF ENSO AND THOSE PERSONS ARISING OUT OF OR RELATING TO AN ORDER WILL NOT EXCEED THE ENSO SERVICE FEES PAID OR PAYABLE FOR THE AFFECTED SERVICES ATTRIBUTABLE TO THE ONE MONTH IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE CLAIM. FOR AN EVENT OCCURRING DURING THE FIRST MONTH, THE CAP IS THE FEES ATTRIBUTABLE TO THAT FIRST MONTH. FOR AN ENTIRELY FREE SERVICE, THE CAP IS USD 100.

For calculating the cap, annual or other prepaid recurring service fees are allocated proportionately over their service period, one time service fees are included if attributable to the relevant month, and taxes, reimbursed expenses and pass through third party charges are excluded. Related acts, omissions and claims are treated together by reference to the earliest relevant event. The cap is aggregate for all claims concerning that Order, not a separate limit for each claimant, legal theory or incident. Claims concerning several Orders are allocated to the affected Services without duplicating recovery.

These limitations apply to contract, tort including negligence, statutory and other claims to the extent permitted by law. They do not exclude or limit liability for fraud, deliberate misconduct, bodily injury where exclusion is prohibited, gross negligence where limitation is prohibited, or any other liability that applicable law does not permit to be excluded or limited. An express different liability allocation in a signed Order, amendment or applicable DPA controls within its scope. Rights of individuals, regulators and other persons who are not parties are not waived by this Agreement.

Customer's payment obligations, liability for infringement or misappropriation of Enso Technology, and indemnity obligations under section 21 are not subject to Enso's liability cap. The commercial fees reflect this allocation of risk.

Customer must defend Enso, its affiliates and their officers, directors, employees and contractors against third party claims arising from Customer Materials or Customer's rights to use them; Customer's unlawful products, offers or marketing claims; Customer's instructions or use outside the agreed scope; Customer's breach of its privacy, outreach, intellectual property or platform obligations; or misconduct of Customer's authorized users. Customer must indemnify those parties for damages, judgments, approved settlements and reasonable external legal costs resulting from those claims, to the extent caused by the matters described.

This indemnity does not cover the portion of a claim caused by Enso's own breach, negligence, fraud or deliberate misconduct, or liabilities that cannot lawfully be indemnified. Regulatory fines or penalties are covered only to the extent indemnification is legally permitted and they result from Customer's covered conduct. There is no implied Enso indemnity for AI output, third party services or intellectual property claims; any Enso indemnity must be expressly set out in a signed Order or addendum.

Enso must provide reasonably prompt notice of a covered claim, with late notice reducing Customer's obligation only to the extent it materially prejudices the defense. Customer must retain competent counsel reasonably acceptable to Enso and diligently defend the claim at its expense. Enso may participate with its own counsel at its own expense, except that Customer must bear reasonable separate defense costs where an actual material conflict requires separate counsel or Customer fails to provide a proper defense after notice. Customer may not settle a claim in a manner that admits fault, imposes a nonmonetary obligation or fails to fully release an indemnified party without that party's written consent. Enso will reasonably cooperate at Customer's expense.

Customer must comply with export controls, sanctions and other laws applicable to its use and must not provide access to a prohibited person, destination or use. Enso may request reasonable information necessary to assess compliance and may refuse a transaction prohibited by law. Neither party must perform an obligation where performance would be unlawful.

Enso is not responsible for delay or failure caused by events beyond its reasonable control that it could not reasonably prevent or overcome, including severe infrastructure disruption, natural disaster, war, governmental action or a material external service outage. This clause does not excuse a preventable security failure, ordinary staffing shortage or failure to meet an obligation that remains reasonably performable. Enso will take reasonable steps to mitigate the effect and notify Customer where practicable.

Payment for Services already supplied, reserved capacity actually available and approved noncancelable external commitments remains due. If an event prevents material performance for more than sixty consecutive days, either party may terminate the affected portion on notice, with unused prepaid fees for that unavailable portion refunded and future fees for that portion released.

The Agreement is governed by the laws of the State of Israel, without applying conflict of law rules that would select another jurisdiction's law. Subject to mandatory jurisdiction rules and nonwaivable rights, the competent courts in Tel Aviv, Israel have exclusive jurisdiction over disputes arising from the Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Before commencing an ordinary commercial claim, the parties will attempt in good faith to resolve it through authorized representatives for thirty days after written notice describing the dispute. This procedure does not bar urgent protective relief, legally required filings, preservation of a limitation period, regulatory complaints or a remedy that cannot lawfully be conditioned on negotiation. No clause in the Agreement prevents access to a court where applicable law prohibits that restriction.

Either party may seek appropriate interim relief from a competent court to protect confidential information or intellectual property, and a final judgment may be enforced in a jurisdiction where the relevant party or assets are located. Any mandatory consumer, privacy or unfair contract protection remains applicable notwithstanding the choice of law or forum.

Customer may not assign the Agreement, transfer an account or delegate its contractual obligations without Enso's prior written consent, except where mandatory law provides otherwise. Enso may assign the Agreement to an affiliate or as part of a merger, reorganization, financing enforcement or sale of the relevant business, provided the successor assumes the applicable obligations and the transfer does not unlawfully reduce Customer's rights. An assignment does not automatically release obligations accrued before transfer. Enso may subcontract performance subject to its continuing contractual responsibility and any DPA restrictions.

The parties are independent contractors. The Agreement does not create a partnership, joint venture, employment relationship, fiduciary duty or general agency. Authority to carry out a specified workflow is limited to that workflow and does not authorize either party to make unrelated commitments for the other. No exclusivity is granted; Enso may serve other customers, including competitors, while respecting confidentiality and intellectual property rights.

Enso may identify Customer by its business name and logo in a factual customer list, subject to Customer's reasonable brand guidelines and written opt out. Following an opt out, Enso will stop new use and remove the reference from materials it controls within thirty days where reasonably practicable. A testimonial, case study, confidential result or claim of endorsement requires separate approval. Any contrary confidentiality or publicity term in an Order controls.

The Agreement is the entire agreement on its subject and supersedes prior proposals and discussions about that subject, without displacing an expressly preserved agreement or mandatory disclosure. A waiver must be in writing and applies only to its stated occasion. Failure or delay to enforce a provision is not a continuing waiver. If a provision is invalid, a competent court may limit it only as law permits, and the remaining provisions continue to the extent they can operate independently.

Electronic signatures, counterparts and legally effective electronic acceptance may be used. The English version controls to the extent legally permitted, without depriving anyone of mandatory language protections. No third party receives enforcement rights except persons expressly protected by the indemnity or liability provisions, to the extent the law recognizes those rights. Those persons obtain no greater protection than Enso under the relevant provision.

Enso may update these Terms prospectively. For an existing paid Order, a material adverse change ordinarily applies at renewal after notice provided early enough for Customer to exercise its applicable nonrenewal right. A material change during a committed term requires Customer's express agreement unless it is reasonably necessary to comply with law or address an urgent security or abuse risk. Any immediate change must be limited to that necessity and cannot be used to introduce unrelated price increases or expand rights over previously supplied confidential information or personal data.

Enso will communicate material changes through the account contact or another legally effective method and make the revised text available. Posting a new version alone does not retroactively change an accepted Order, eliminate an accrued claim or replace required consent. Where continued use can lawfully constitute acceptance, the notice must clearly describe that consequence and the available choices. A signed negotiated amendment remains effective unless changed through its agreed amendment procedure.

Contractual notices to Enso, including notices of nonrenewal, breach or a dispute, should be sent to Liat, Chief Operating Officer, at liat@enso.bot. The published contact address is Enso Technologies LTD, Attention Liat, COO, Kaf Gimel Yordei HaSira 1, Tel Aviv, Israel. General support is available at support@enso.bot. The website is https://enso.bot/.

Enso may send contractual notices to Customer's designated account or billing contact. Customer must keep those details current. Email notices take effect when delivery can reasonably be established, provided the sender has not received a failure notification. Enso will use another reasonable method if it knows delivery failed. Formal service of legal proceedings must comply with applicable procedural law and is not altered by an ordinary email notice clause.

For these Terms, a business day is Sunday through Thursday excluding public holidays in Israel; other periods stated in days are calendar days unless specified otherwise. This draft becomes an operative contract version only when Enso adopts it and it is validly accepted or introduced under the Agreement.