HQ Terms of Service

These HQ Terms of Service (the “Terms”) are a binding agreement between you and REACH Projects, Inc., a Delaware corporation headquartered at 861 Corriente Pointe Drive, Redwood City, California 94065 (“REACH,” “we,” “us,” or “our”).

These Terms govern access to and use of HQ, a service owned, offered, and operated by REACH, including all associated videoconferencing, online-office, collaboration, recording, transcription, note-taking, scheduling, webinar, messaging, whiteboard, task, board, artificial-intelligence, automation, analytics, administrative, developer, mobile, desktop, web-based, and related products, applications, websites, features, software, interfaces, APIs, content, documentation, support, and services that REACH makes available now or in the future. References to HQ describe the Service and do not refer to a separate legal entity.

Please read these Terms carefully. Section 20 requires most disputes to be resolved through binding individual arbitration rather than in court, contains a jury-trial waiver and class-action waiver, and includes special procedures for coordinated or mass filings. You may opt out of arbitration by following the instructions in Section 20.11 within 30 days after first accepting these Terms.

By creating an account, purchasing, accessing, or using the Service, joining or administering a Workspace, inviting an Authorized User or Guest, hosting or attending a meeting or webinar, clicking to accept these Terms, signing or accepting an Order that references these Terms, or otherwise manifesting assent electronically or in writing, you agree to be bound by these Terms and acknowledge the HQ Privacy Policy. Your continued access to or use of the Service after revised Terms become effective constitutes acceptance to the extent permitted by applicable law.

If you do not agree, do not access or use the Service.

1. Definitions

For purposes of these Terms, the following definitions apply. Defined terms include their singular and plural forms as the context requires; “including” means “including without limitation”; “or” is inclusive; and references to a person include individuals and legal entities. Headings do not limit interpretation.

• “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a party, where “control” means ownership of more than fifty percent of the voting interests or the practical power to direct the entity’s management or policies.
• “Authorized User” means an individual employee, contractor, agent, consultant, student, member, or other person whom a Customer or Workspace administrator authorizes to access or use a Workspace under the Customer’s account and for whose acts and omissions the Customer is responsible.
• “Customer” means the individual or legal entity that creates, owns, purchases, administers, or otherwise controls a Workspace or Subscription. If an individual uses HQ on behalf of a legal entity, “Customer” ordinarily means that entity.
• “Customer Content” means any information, communications, content, or materials submitted, transmitted, captured, generated, recorded, uploaded, stored, displayed, or otherwise made available through the Service by or on behalf of a Customer, Authorized User, Guest, meeting participant, or other user. Customer Content includes audio, video, recordings, voice data, transcripts, summaries, notes, prompts, messages, files, images, whiteboards, tasks, boards, calendar information, webinar content, form responses, meeting metadata, AI interactions, and information made available through integrations.
• “Documentation” means instructions, technical materials, usage guidelines, plan descriptions, and other documentation that REACH makes available for the Service.
• “Guest” means an individual who accesses or participates in a meeting, webinar, Workspace, public link, or other part of the Service without being an Authorized User of the applicable Workspace.
• “HQ” or “Service” means the HQ service owned and operated by REACH, including its applications, websites, software, features, Documentation, and related services.
• “Order” means an order form, checkout page, statement of work, subscription selection, enterprise agreement, invoice, or other ordering document accepted by REACH that identifies commercial or service terms for a Subscription.
• “Output” means text, summaries, transcripts, notes, suggestions, answers, translations, analyses, action items, images, recommendations, or other material generated or suggested through automated, algorithmic, or artificial-intelligence features of the Service.
• “Subscription” means the right to access or use the Service under an applicable free, trial, promotional, paid, usage-based, seat-based, enterprise, or other plan.
• “Subscription Term” means the period during which a Subscription remains active, including any renewal period.
• “Workspace” means an account, organization, virtual office, team environment, or other logically organized instance of the Service administered by or for a Customer.
• “AI Features” means any machine-learning, generative-AI, automated transcription, summarization, recommendation, classification, analysis, search, or other algorithmic functionality made available through the Service.
• “Fees” means all subscription, seat, usage, storage, overage, implementation, support, professional-service, tax, and other charges payable in connection with the Service.
• “Usage Data” means technical, operational, diagnostic, telemetry, performance, interaction, and statistical information relating to provision, security, support, administration, or use of the Service, excluding Customer Content in its directly identifiable form.
• “Third-Party Service” means any third-party product, application, model, platform, website, integration, data source, service, or content that interoperates with, is linked from, or is made available through the Service.
• “Workspace Administrator” or “Administrator” means an Authorized User whom the Customer permits to manage a Workspace, its users, settings, content, integrations, billing, or other functionality.

2. Eligibility, Acceptance, and Authority

2.1 Acceptance

You knowingly and voluntarily accept these Terms, including the dispute-resolution provisions, by any of the following actions. You agree that electronic assent and electronic records have the same force as handwritten signatures and paper records, and that REACH may retain evidence of acceptance in its ordinary business records:

• creating or registering an account;
• establishing, purchasing, administering, or joining a Workspace;
• accessing a meeting, webinar, recording, transcript, public link, or other portion of the Service;
• signing or accepting an Order that incorporates these Terms;
• clicking an acceptance button or checking an acceptance box; or
• otherwise accessing or using the Service after being presented with these Terms.

If you use only a limited part of the Service as a Guest or participant, the provisions applicable to Guests, participants, Customer Content, recordings, consent, acceptable use, intellectual property, privacy, disclaimers, indemnification, liability, disputes, and all other provisions that by their nature apply to your access or use remain binding on you. A Customer’s separate agreement with you does not modify REACH’s rights or obligations unless REACH expressly agrees in a writing signed by an authorized representative.

2.2 Authority for Organizations

If you access or use the Service for a company, employer, school, nonprofit, government body, or other organization, you continuously represent and warrant, each time you access or use the Service, that:

1. you have authority to bind that organization to these Terms;
2. you accept these Terms on its behalf; and
3. all references to “you” include both you and that organization where applicable.
4. your acceptance and use do not conflict with any duty, policy, law, contract, procurement restriction, or authorization applicable to you or that organization.

If you lack, lose, or exceed that authority, you may not create, purchase, administer, or continue using a Workspace for the organization, and you must immediately notify the organization and REACH. REACH may rely on instructions and representations from apparent Administrators until it receives and has a reasonable opportunity to act on contrary notice.

2.3 Age Requirements

You must be at least 18 years old and legally capable of entering into a binding contract to:

• create, own, purchase, or administer a Workspace;
• accept these Terms on behalf of another person or entity;
• enter into an Order; or
• use the Service in a contracting capacity.

The Service is not directed to children under 13, and children under 13 may not access or use the Service. A person between 13 and 17 may use limited portions of the Service only if such use is lawful, is authorized and supervised by a parent or legal guardian where required, is permitted by the applicable Customer, and does not involve creation, ownership, purchase, or contractual administration of a Workspace.

Customers may not knowingly invite, enable, direct, or permit children under 13 to use the Service and are responsible for implementing reasonable age-screening and supervision appropriate to their use case. REACH may request information reasonably necessary to verify eligibility and may restrict or terminate access if eligibility cannot be verified.

2.4 Business and Consumer Use

The Service may be offered to both businesses and individual consumers. If you are a consumer, these Terms do not limit any right or remedy that cannot lawfully be waived, and each limitation applies only to the maximum extent permitted by applicable law. Provisions referring specifically to business Customers, organizational administration, enterprise procurement, or commercial use apply only when relevant. Where legally permitted, a person using the Service primarily for business purposes agrees that commercial-law standards apply to that use.

3. Accounts, Workspaces, and Users

3.1 Account Information

You must provide and maintain accurate, complete, and current identity, contact, account, tax, and billing information and must promptly update it whenever it changes. REACH may verify information, request supporting documentation, reject confusing or misleading identifiers, and condition access on successful verification. You are responsible for ensuring that notices sent to the contact information on file reach an authorized recipient.

You may not:

• create an account using false information;
• impersonate another person or organization;
• register an account for someone else without authorization;
• transfer credentials or permit unauthorized account access; or
• use another person’s account without permission.

3.2 Account Security

You are responsible for safeguarding passwords, passkeys, authentication devices, recovery methods, API credentials, access tokens, and all other account credentials; enforcing appropriate access controls; using multi-factor authentication where available and appropriate; and terminating access promptly when no longer authorized. To the maximum extent permitted by law, you are responsible for all activity occurring through your account or Workspace, including activity by Authorized Users, Guests, integrations, automated agents, and persons whom you invite, enable, or fail reasonably to disable.

You must promptly notify REACH at postmaster@reachprojects.co if you know or reasonably suspect that:

• credentials have been compromised;
• an account or Workspace has been accessed without authorization;
• Customer Content has been accessed or disclosed improperly; or
• the Service is being misused through your account.

REACH may, without liability and with or without prior notice where reasonably necessary, require authentication changes, revoke sessions, keys, tokens, or credentials, quarantine content, disable integrations, preserve relevant logs, restrict functionality, or take other protective measures at any time. Customer must reasonably cooperate with investigations and remediation and remains responsible for its own systems, endpoints, networks, backups, and internal incident response.

3.3 Workspace Ownership and Administration

As between REACH and the Customer, the Customer controls its Workspace subject to these Terms, the Documentation, and any applicable Order. The Customer determines who may become an Authorized User, which Administrators act for it, what permissions users receive, and how Customer Content is collected, shared, retained, exported, or deleted. REACH may treat an Administrator’s instructions as authorized instructions of the Customer and has no duty to investigate internal approval processes.

Workspace Administrators may be able to:

• add, remove, suspend, or manage Authorized Users;
• access, export, modify, disclose, or delete Customer Content;
• configure recording, transcription, sharing, retention, AI, integration, and security settings;
• access usage, account, and billing information;
• control public or shared links;
• transfer administrative roles; and
• restrict or terminate an Authorized User’s access.

If you use an email address or account provided by an organization, that organization may claim or obtain administrative control over the account or move it into an organizational Workspace. You acknowledge that the organization’s Administrator may then control the account and associated Customer Content.

Disputes concerning Workspace ownership, administration, employment, authorization, content, domain control, or access are primarily matters between the affected users and organizations. REACH may, but is not required to, assist, request documentation, preserve the status quo, suspend disputed access, transfer control, or take other action it reasonably considers appropriate, and may rely on information it reasonably believes to be authentic or authoritative. REACH is not liable for acting or declining to act in connection with such disputes except to the extent liability cannot lawfully be excluded.

3.4 Responsibility for Authorized Users and Guests

The Customer is responsible, at its own cost, for all of the following and for maintaining records sufficient to demonstrate compliance:

• selecting and supervising its Authorized Users;
• configuring Workspace permissions and settings;
• providing applicable policies and notices;
• obtaining required agreements and consents;
• ensuring that its Authorized Users and invited Guests comply with these Terms; and
• acts and omissions occurring through its Workspace to the extent permitted by law.

Access by a Guest does not create a separate paid customer relationship between REACH and the Guest or obligate REACH to preserve Guest access, availability, settings, identity, or content. Hosts and Customers control invitations and participation, must disclose applicable rules and recording practices, and may remove Guests at any time. REACH may independently restrict or remove any Guest to enforce these Terms, protect the Service, or comply with law.

3.5 Customer-Configured Sharing and Public Links

The Service may allow Customers or users to make meetings, recordings, transcripts, files, booking pages, webinars, messages, or other Customer Content available through public, shared, or access-controlled links.

The Customer is solely responsible, as controller of its sharing choices, for:

• deciding whether and how to use those links;
• selecting appropriate access restrictions;
• distributing and revoking links;
• verifying recipients;
• understanding that recipients may copy or redistribute accessible content; and
• complying with confidentiality, privacy, and other obligations.

REACH does not guarantee that a link will remain private, confidential, indexed or unindexed, inaccessible to unintended recipients, or available for any particular period merely because it is difficult to guess, was sent to a limited audience, requires a passcode, or is described as private or unlisted. REACH may disable, expire, reconfigure, or limit links to address security, abuse, legal, operational, or product concerns, but has no obligation to monitor distribution or retrieve copies made by recipients.

4. The Service

4.1 Limited Right to Use HQ

Subject at all times to these Terms, the Documentation, the applicable Order, applicable usage limits, and timely payment of all Fees, REACH grants the Customer and its Authorized Users a limited, conditional, nonexclusive, nontransferable, nonsublicensable, revocable right during the applicable Subscription Term to access and use the Service solely through authorized interfaces for the Customer’s lawful internal, personal, or business purposes. The right is limited to the plan, quantities, territories, features, and Authorized Users purchased or otherwise approved by REACH and may not be exercised for any third party’s benefit except as expressly permitted.

This is a contractual right of access and use, not a sale, lease, or transfer of the Service, software, models, systems, or underlying technology. No rights are granted except as expressly stated in these Terms or an applicable Order, and all rights not expressly granted are reserved by REACH and its licensors. Access does not convey any ownership interest, source materials, copy of hosted software, or right to continued availability of any feature.

4.2 Service Changes

REACH may, in its sole discretion and on an ongoing basis, add, remove, limit, suspend, discontinue, replace, redesign, reprice, migrate, or otherwise modify any feature, functionality, plan, integration, storage allocation, usage limit, interface, model, provider, data location, technical requirement, or other part of the Service. Changes may result from security concerns, legal requirements, third-party dependencies, customer feedback, technical constraints, commercial priorities, or product development and may affect compatibility, workflows, or Customer Content presentation.

REACH will provide notice when required by law or an applicable Order. If a change materially reduces the core functionality of a paid Subscription during its then-current Subscription Term, the Customer’s exclusive remedy is to contact REACH, and REACH may, in its discretion or as legally required:

• provide substitute functionality;
• issue a proportionate credit;
• permit termination of the affected portion of the Subscription; or
• provide another commercially reasonable remedy.

This Section does not require REACH to maintain any particular feature, integration, model, provider, data format, interoperability method, technical architecture, or backward compatibility. REACH may establish migration deadlines and may cease supporting older versions, browsers, operating systems, devices, APIs, or configurations. Customer is responsible for timely migration, testing, training, and preservation of any content it wishes to retain.

4.3 Availability and Support

REACH may perform planned, routine, preventive, or emergency maintenance and may throttle traffic, prioritize workloads, impose operational limits, block harmful requests, or temporarily reduce functionality to preserve the security, integrity, lawful operation, performance, or availability of the Service. Availability may be affected by the internet, telecommunications, Customer systems, Third-Party Services, force majeure events, and other matters outside REACH’s control. The Service is not a replacement for telephone service, emergency communications, emergency dispatch, or any other safety-critical system, does not provide access to 911 or equivalent emergency services, and must not be used as the sole means of contacting emergency responders. Customers are responsible for maintaining independent communications, backup procedures, business-continuity measures, and emergency-access methods appropriate to their activities.

Unless an Order expressly provides otherwise:

• no service-level commitment applies;
• support is provided at REACH’s discretion through the channels and during the hours REACH makes available;
• response and resolution times are not guaranteed; and
• preview, beta, trial, and free features may receive limited or no support.

4.4 Electronic Communications

You consent to receive agreements, notices, disclosures, invoices, receipts, renewal notices, security messages, and other communications electronically, including by email, through the Service, or by posting to an account or Workspace. Where you provide a telephone number, enable mobile notifications, or request reminders, you also consent to receive service-related calls, text messages, and push notifications, including messages delivered using automated technology, subject to applicable law and any choices REACH makes available. Message and data rates may apply, delivery is not guaranteed, and you are responsible for ensuring that any number or device you provide remains authorized for your use. Consent to nonessential promotional communications is not a condition of purchasing the Service where applicable law prohibits making it a condition.

You are responsible for keeping your email and contact information current, monitoring the Service and spam filters, and retaining copies for your records. Electronic communications satisfy any legal requirement that communications be in writing, except where applicable law requires another method. A communication is deemed received when sent or posted, subject to any mandatory legal rule to the contrary.

You may opt out of nonessential promotional communications using the unsubscribe mechanism provided, but you may continue to receive transactional, administrative, billing, legal, and security communications.

5. Plans, Fees, Billing, and Renewal

5.1 Plans and Orders

REACH may offer free, trial, promotional, seat-based, usage-based, consumption-based, fixed-fee, prepaid, enterprise, or other plans and may introduce, modify, grandfather, or withdraw them at any time. Available features, limits, Fees, billing metrics, minimum commitments, entitlements, support levels, and Subscription Terms may vary by Customer, location, currency, channel, platform, purchase date, or Order. Descriptions are subject to technical and reasonable-use limits and do not guarantee indefinite availability.

The applicable Order or checkout flow controls plan-specific commercial terms, including:

• fees and billing frequency;
• seat commitments;
• usage allowances and overages;
• storage or recording limits;
• Subscription Term;
• included features;
• payment schedule; and
• cancellation or renewal requirements.

REACH is not obligated to offer the same pricing, terms, features, discounts, credits, or promotions to every customer or through every sales channel. Promotional terms may be conditioned on eligibility, may not be combined, have no cash value, and may be revoked in cases of error, misuse, or ineligibility. Quotes expire as stated or, if unstated, after thirty days.

5.2 Payment Authorization

If you provide a payment method, you:

1. represent that you are authorized to use it;
2. authorize REACH and its payment processors to collect applicable fees, taxes, overages, and other charges;
3. authorize recurring charges for automatically renewing Subscriptions; and
4. authorize reasonable account updater, partial-charge, retry, offset, and collection procedures; and5. agree that REACH may use payment processors and may store payment tokens and related billing information through those processors, subject to applicable law.

Payment processing may be governed by additional terms of the applicable payment processor, financial institution, app marketplace, or platform.

5.3 Advance Payment and Invoicing

Unless an Order states otherwise:

• Subscription fees are charged in advance;
• usage-based or overage charges may be charged in arrears;
• invoicing is available only if approved by REACH;
• invoiced amounts are due by the date stated on the invoice or, if no date is stated, within 30 days after the invoice date; and
• payment obligations are noncancelable and Fees are nonrefundable, noncreditable, and not subject to proration, except as expressly stated in an Order or required by law; and• the Customer must notify REACH in writing of a good-faith billing dispute within thirty days after the applicable charge or invoice, with reasonable detail, or the charge is deemed accepted to the maximum extent permitted by law.

5.4 Automatic Renewal

Unless the applicable Order, checkout flow, or law states otherwise, each paid Subscription automatically renews for successive periods equal to the expiring Subscription Term, and REACH may charge the then-current applicable Fees, taxes, seat quantities, minimum commitments, and usage rates, unless the Customer cancels through the designated method before the renewal deadline shown in the account, Order, or legally required renewal notice. REACH may change renewal pricing by providing notice required by law or the applicable Order, and continued use after renewal constitutes acceptance of the renewed commercial terms.

REACH will provide renewal notices and cancellation mechanisms where required by law. Cancellation takes effect at the end of the then-current paid Subscription Term unless otherwise stated.

Deleting an application, ceasing use, removing users, reducing activity, revoking a payment method, or failing to access the Service does not by itself cancel a Subscription. The Customer is responsible for completing the designated cancellation process, retaining confirmation, and paying all amounts incurred through the effective cancellation date. Cancellation of one Workspace, add-on, or channel does not cancel any other Subscription unless expressly stated.

5.5 Taxes

Fees exclude all sales, use, value-added, goods and services, digital-services, withholding, excise, customs, duties, levies, and similar taxes or governmental assessments. The Customer is responsible for all such amounts and related interest or penalties arising from its purchase or use, excluding taxes based solely on REACH’s net income. REACH may calculate taxes using the billing, service, or other location information available to it and may correct tax calculations when appropriate.

If the Customer is legally required to withhold an amount, the Customer must increase the payment so that REACH receives the amount it would have received absent the withholding, unless prohibited by law. The Customer must provide valid tax-exemption documentation before an applicable charge is made.

5.6 Late Payments and Collection

Overdue amounts may accrue interest at the lesser of:

• 1.5% per month; or
• the maximum rate permitted by law.

The Customer must reimburse reasonable collection costs, including attorneys’ fees, court costs, processor fees, chargeback costs, and collection-agency fees, incurred in collecting overdue amounts or addressing improper payment reversals, to the extent permitted by law. REACH may apply payments and credits to outstanding amounts in the order it determines and may require deposits, prepayment, shorter payment terms, or alternate payment methods for credit risk.

REACH may suspend, downgrade, or limit the Service, disable paid features, decline renewals, or terminate affected Subscriptions for overdue or reversed amounts after any notice required by law or an applicable Order. Suspension or termination does not relieve the Customer of accrued or committed payment obligations, and Fees may continue to accrue during a suspension caused by the Customer. REACH is not responsible for resulting loss of access, functionality, or Customer Content except as required by law.

The Customer may not withhold, offset, recoup, charge back, or deduct amounts owed to REACH unless required by law or finally determined through the dispute process in these Terms. Initiating a dispute does not suspend undisputed payment obligations. REACH may offset amounts it owes the Customer against amounts the Customer owes REACH to the extent permitted by law.

5.7 Usage, Seats, and Overages

The Customer must monitor and remain within all applicable plan limits. REACH may measure usage using its systems of record and charge for excess or committed seats, minutes, storage, recordings, transcription, AI use, tokens, compute, bandwidth, API calls, Guests, webinar attendance, messages, exports, or other usage according to the applicable Order or then-current plan terms. Usage calculations may be rounded as described in the Documentation, and delayed measurement or invoicing does not waive the applicable charge.

REACH may restrict, throttle, or suspend additional usage until the Customer upgrades, reduces usage, or pays applicable overage charges. If plan terms permit, REACH may automatically add seats, capacity, or overage packages when thresholds are exceeded, and reductions may take effect only at renewal. Customer is responsible for charges caused by Authorized Users, Guests, integrations, or compromised credentials except where applicable law provides otherwise.

5.8 Price and Plan Changes

REACH may change prices, billing metrics, currencies, plan structures, minimums, included features, discounts, credit values, or usage limits prospectively. Changes ordinarily take effect at the next renewal or other date stated in the notice, but usage-based rates and pass-through third-party costs may change during a term where an Order or plan description so provides. Taxes and governmental charges may change whenever imposed.

REACH will provide notice and obtain renewed assent where required by law. If the Customer does not agree to a prospective change, its remedy is to cancel before the change takes effect.

5.9 Refunds, Downgrades, and Unused Service

Except as required by law or expressly stated in an Order:

• fees are nonrefundable;
• downgrades apply prospectively;
• unused time, seats, capacity, credits, or usage allowances have no cash value;
• credits expire as stated, do not roll over or transfer, and may be applied only to eligible future charges;
• suspension or termination for breach does not entitle the Customer to a refund; and
• cancellation does not excuse committed fees or charges already incurred.

5.10 Free Trials and Promotions

REACH may modify, limit, suspend, or end free, trial, or promotional access at any time, without service-level commitments or any obligation to retain Customer Content. Unless otherwise stated, trial access converts to a paid Subscription at the end of the trial if a payment method was provided and automatic conversion was clearly disclosed. The Customer must cancel before conversion to avoid charges, is responsible for exporting content beforehand, and may be subject to reduced capacity or deletion after trial expiration.

Promotional terms apply only as offered, may not be combined or transferred, and may be revoked for abuse, duplicate accounts, misrepresentation, payment failure, or ineligibility. Unless REACH states otherwise, each person or organization may receive only one trial of a substantially similar offering. REACH may determine eligibility using account, domain, device, payment, and other reasonably available information.

6. Customer Content and Data Rights

6.1 Customer Ownership

As between the Customer and REACH, the Customer retains any ownership rights it has in Customer Content, subject to:

• the rights of individual creators, participants, licensors, and other third parties;
• the licenses and permissions granted in these Terms;
• applicable Workspace permissions; and
• applicable law.

REACH does not acquire ownership of Customer Content merely because it is submitted to the Service. The Customer represents and warrants that it owns or has obtained all rights, licenses, notices, consents, and lawful bases necessary for REACH, its Affiliates, subcontractors, and service providers to exercise the rights granted under these Terms without owing additional compensation or violating any person’s rights.

6.2 License to Operate and Provide the Service

The Customer grants REACH and its Affiliates, contractors, service providers, subprocessors, successors, assigns, and sublicensees a worldwide, nonexclusive, fully paid, royalty-free, transferable, and sublicensable license to host, store, cache, copy, transmit, ingest, reproduce, modify, adapt, translate, transcribe, summarize, label, annotate, classify, tokenize, embed, analyze, index, format, combine, create derivative works from, display, perform, distribute, process, use, and disclose Customer Content, by automated and human means, as reasonably necessary or useful to:

• provide, operate, administer, personalize, and maintain the Service;
• transmit Customer Content to intended recipients;
• support recording, transcription, translation, summarization, search, AI answers, and collaboration;
• provide customer support;
• maintain continuity, backups, and disaster recovery;
• detect, investigate, prevent, and address fraud, abuse, security threats, unlawful activity, and violations of these Terms;
• comply with law and enforce agreements;
• exercise rights and perform obligations described in these Terms, the HQ Privacy Policy, an applicable Order, or instructions given through the Service; and
• protect REACH, its users, the public, and the Service.

This license begins when Customer Content is submitted or made available and continues for as long as reasonably necessary for the permitted purposes, including backup cycles, legal retention, dispute resolution, security, model evaluation, and preservation of rights, subject to applicable law and any specific contractual restriction expressly agreed by REACH. Deletion requests do not require removal from immutable backups, completed analyses, models, or derived materials where removal is impracticable or not legally required, and do not affect sublicenses or uses completed before deletion.

6.3 Development, Training, and Commercialization Rights

To the maximum extent permitted by applicable law and subject to any settings, plan restrictions, enterprise commitments, or legally required choices that apply to the Customer, the Customer also grants REACH the rights described in Section 6.2, on a perpetual and irrevocable basis as to completed uses and resulting learnings, to use, review, combine, and process Customer Content and information derived from Customer Content, alone or with information from other sources, to:

• analyze, develop, test, evaluate, improve, train, fine-tune, validate, and secure HQ;
• develop, test, evaluate, improve, train, fine-tune, validate, and commercialize REACH technologies, datasets, models, features, products, and services;
• perform quality assurance, safety testing, abuse detection, benchmarking, and research;
• create synthetic, aggregated, de-identified, pseudonymized, statistical, and derived data or materials; and
• develop or improve transcription, translation, speaker attribution, summarization, retrieval, search, recommendation, analytics, collaboration, and artificial-intelligence systems.

These permissions may include processing recordings, audio, video, biometric-adjacent signals, voice information, transcripts, notes, summaries, prompts, inputs, Outputs, messages, files, images, whiteboards, tasks, metadata, feedback, usage patterns, and AI interactions, including through human review and automated systems, except where restricted by applicable law, an applicable setting, or a written agreement signed by REACH. REACH may determine training methods, retention periods, model architectures, evaluation criteria, commercialization strategies, and whether resulting models, datasets, or technologies are offered to third parties.

REACH may make different data-use settings, controls, exclusions, or contractual commitments available to different plans or Customers and may change their availability prospectively. No setting or restriction applies unless it is expressly made available by REACH and properly enabled before the relevant processing, or included in a written agreement signed by REACH. Customer is responsible for reviewing and configuring available controls; a control does not operate retroactively unless REACH expressly states otherwise.

6.4 Aggregated, De-identified, Pseudonymized, and Derived Data

To the maximum extent permitted by law, REACH may create, acquire, retain, combine, analyze, disclose, license, sell, commercialize, and otherwise use aggregated, de-identified, pseudonymized, statistical, synthetic, and derived data, features, embeddings, metrics, benchmarks, insights, and learnings from or relating to Customer Content, Outputs, Usage Data, and use of the Service for any lawful business purpose, including analytics, research, safety, product development, model development, marketing, benchmarking, and commercialization.

As between the parties and to the extent permitted by law, REACH owns all right, title, and interest in Usage Data and in aggregated, de-identified, pseudonymized, statistical, synthetic, and derived data and materials that do not constitute Customer Content in directly identifiable form. REACH may perpetually retain, use, reproduce, modify, combine, commercialize, license, sell, disclose, publish, or otherwise provide such data, datasets, insights, model improvements, weights, parameters, evaluations, benchmarks, and derived materials to Affiliates and third parties for any lawful purpose, including:

• analytics and business intelligence;
• product development and research;
• artificial-intelligence and machine-learning training;
• model fine-tuning, testing, evaluation, and validation;
• benchmarking and safety research;
• licensing or providing datasets and derived materials;
• commercializing products, services, models, and technologies; and
• producing industry or usage insights.

REACH may receive compensation and other commercial benefit from these activities. Unless expressly stated in a separate written agreement signed by REACH, no Customer, Authorized User, Guest, participant, or other contributor is entitled to compensation, royalties, revenue sharing, ownership, approval or veto rights, attribution, notice, audit rights, model access, deletion from completed models, or an accounting. Customer waives such claims to the extent permitted by law and will not assert rights inconsistent with the licenses granted here.

De-identification, pseudonymization, and aggregation are risk-reduction techniques and are not infallible. Information may remain capable of association or reidentification, particularly when combined with other information, when small cohorts are involved, or when a recipient already knows relevant context. REACH will apply restrictions and safeguards required by applicable law and will not describe information as anonymous where it remains legally identifiable. Customer acknowledges these limitations when choosing to submit Customer Content.

6.5 Legally Required Rights and Restrictions

Nothing in these Terms waives or limits a consent requirement, deletion right, objection right, opt-out right, restriction, remedy, or other privacy or data-protection right that cannot legally be waived or limited. All licenses and permissions are subject to those mandatory rights, and any conflict is narrowed only to the minimum extent necessary while preserving the remainder of the provision.

Where required by applicable law, REACH will provide or honor legally required mechanisms concerning:

• sale or sharing of personal information;
• targeted or cross-context behavioral advertising;
• sensitive personal information;
• biometric or voice information;
• consent withdrawal;
• objection or restriction;
• access, correction, portability, or deletion; and
• valid opt-out preference signals.

REACH may take reasonable steps to authenticate requests, verify authority and jurisdiction, prevent fraud, determine whether a right applies, preserve security and legal claims, and rely on exemptions, retention duties, and other legal exceptions. REACH may direct Authorized Users to their Customer or Administrator where the Customer controls the relevant information. The HQ Privacy Policy provides additional information about privacy rights and data practices and is not intended to create contractual rights beyond applicable law except where expressly stated.

6.6 Survival of Data Permissions

Following expiration, cancellation, deletion, or termination, the permissions in this Section survive to the extent reasonably necessary for:

• aggregated or de-identified data previously created;
• derived materials;
• model learnings, parameters, weights, evaluations, or improvements that are not reasonably capable of being isolated or reversed;
• security, fraud-prevention, audit, and legal-compliance records;
• backups retained in accordance with standard retention cycles;
• dispute preservation and enforcement;
• materials already lawfully disclosed or delivered to third parties; and
• other processing permitted or required by law.

REACH is not required to retrieve, trace, or recall materials previously and lawfully provided to third parties or to retrain, unlearn, reconstruct, segregate, or modify any model, dataset, output, or derived material unless required by applicable law or a written agreement signed by REACH. Technical infeasibility, disproportionate effort, effects on other users, and security considerations may inform the response to a request to the extent permitted by law.

6.7 Customer Representations and Responsibilities

The Customer represents, warrants, and covenants that:

1. it owns Customer Content or has all rights necessary to submit and authorize its processing;
2. Customer Content and its use through HQ do not violate law, contract, confidentiality, intellectual-property, privacy, publicity, employment, or other rights;
3. it has provided all legally required notices and obtained all necessary consents, releases, authorizations, permissions, and lawful bases;
4. it is authorized to grant the licenses and permissions in these Terms for all Customer Content, including content contributed by Authorized Users, Guests, employees, contractors, customers, and meeting participants;
5. it will configure and use the Service consistently with applicable legal and contractual requirements; and
6. it will not direct REACH to process information in a manner that violates applicable law.
7. it will maintain evidence of required notices, consents, permissions, and lawful bases and provide reasonable confirmation to REACH upon request; and
8. it will promptly stop or modify processing when a consent is withdrawn or a legal basis no longer exists, subject to lawful retention and other exceptions.

The Customer is solely responsible for evaluating whether the Service, its settings, available controls, accuracy, retention, security, and data locations are appropriate for the Customer’s intended use; for conducting any required impact, risk, or vendor assessments; and for maintaining independent backups and alternative procedures. REACH does not undertake the Customer’s legal, compliance, employment, professional, or fiduciary obligations.

7. Meetings, Recordings, Transcription, and Participants

7.1 Customer and Host Responsibility

The Customer and meeting host are solely responsible for determining, before enabling a feature, whether and how a meeting, call, webinar, conversation, screen share, ambient interaction, or other communication may lawfully and appropriately be processed, and for identifying all applicable jurisdictions and participant categories. This responsibility includes deciding whether the interaction may be:

• monitored;
• recorded;
• intercepted;
• transcribed;
• translated;
• summarized;
• analyzed;
• disclosed;
• retained; or
• used for artificial-intelligence or other purposes.

The Customer and host must comply with all applicable recording, interception, wiretap, privacy, biometric, voice, publicity, confidentiality, employment, intellectual-property, data-protection, export, sanctions, and sector-specific laws and obligations.

7.2 Notice and Consent

Before recording, transcribing, analyzing, or enabling an AI assistant for a session, the Customer and host must provide timely and conspicuous notice describing the relevant processing, purposes, recipients, retention, and available choices, and must obtain affirmative, all-party, written, or other consent where required. The Customer must retain evidence of consent for any legally required period and honor withdrawals and objections where applicable.

The Customer must not rely solely on HQ or REACH to satisfy these obligations. Any in-product recording indicator, sound, banner, consent flow, label, automated announcement, or participant notice is a convenience only, may be disabled, blocked, delayed, or misunderstood, and may not meet every legal, contractual, workplace, accessibility, or industry requirement. REACH does not determine which consent rule applies to a particular session.

If a participant does not consent, the Customer and host must stop the recording or transcription, exclude the participant where lawful and appropriate, or refrain from proceeding.

7.3 Participants and Guests

The Customer is responsible for ensuring that every Authorized User, Guest, invitee, and participant:

• receives legally sufficient notice;
• has consented where required;
• is authorized to share information discussed or displayed;
• understands applicable Workspace policies; and
• may lawfully be included in Customer Content and the processing contemplated by these Terms.

The Customer may not record, transcribe, identify, profile, infer sensitive traits about, monitor, evaluate, or analyze a person unlawfully or without required authorization. The Customer is responsible for claims among hosts, participants, employers, customers, and other users concerning recording, disclosure, surveillance, or use of meeting materials.

7.4 Voice and Biometric Information

Certain features may process voice characteristics, images, or other information that may be regulated as biometric, voice, or sensitive information in some jurisdictions. REACH does not represent that a feature avoids creating, collecting, deriving, or processing a regulated identifier merely because the feature is described as transcription, speaker attribution, authentication, personalization, analytics, or artificial intelligence. The Customer must determine the legal classification of the information and feature in every relevant jurisdiction, conduct required assessments, establish appropriate retention and deletion practices, and provide any legally required alternative method for individuals who decline or withdraw consent.

The Customer may use such features only where lawful and must obtain all required notices, releases, consents, and authorizations; maintain any required written policy and retention schedule; provide required deletion mechanisms; and avoid unlawful collection or disclosure. Unless REACH expressly agrees otherwise in writing, the Customer may not use HQ to create biometric identification or surveillance systems, make legally significant biometric determinations, authenticate identity using regulated biometric identifiers, or infer health, emotion, race, ethnicity, or similarly sensitive traits.

8. Artificial-Intelligence and Experimental Features

8.1 Nature of AI Output

Artificial-intelligence and automated features are probabilistic, experimental, and dependent on prompts, source material, models, retrieval systems, and third parties. Output may be inaccurate, fabricated, incomplete, misleading, offensive, biased, unsafe, outdated, duplicative, unavailable, or unsuitable for its intended purpose, and may omit context or confidently state false information. Performance may change between uses without notice.

REACH does not warrant:

• transcription accuracy;
• translation accuracy;
• speaker identification or attribution;
• meeting-summary completeness;
• factual correctness;
• citation validity;
• model, dataset, or retrieval accuracy;
• compliance with a particular law or policy;
• noninfringement or ownership of Output;
• uniqueness or exclusivity of Output; or
• compatibility with a Customer’s requirements.

8.2 Human Review Required

You must use appropriately qualified human review to independently evaluate, fact-check, test, and verify Output, citations, source materials, permissions, and legal compliance before using, publishing, distributing, automating action from, or relying on it. You are solely responsible for prompts, inputs, selection, modification, decisions, actions, communications, and all downstream consequences arising from your use or nonuse of Output.

Output is not a substitute for professional judgment and must not be treated as legal, medical, financial, accounting, employment, safety, or other professional advice. You must not represent that Output was reviewed, approved, certified, or endorsed by REACH, and you must not use Output as the sole basis for decisions concerning eligibility, employment, housing, credit, insurance, education, health care, legal rights, safety, or access to essential services. If you deploy Output in a consequential workflow, you are solely responsible for meaningful human review, testing, documentation, notice, appeal or correction mechanisms, accessibility, nondiscrimination, and any other safeguard required by law or appropriate to the risk.

8.3 Similar Output

Because artificial-intelligence systems may generate identical or similar material for different users, Output may not be unique, original, accurate, or protectable. Other users may receive the same or similar Output, and REACH and its providers may independently develop similar material. REACH does not grant exclusivity in Output, represent that Output qualifies for intellectual-property protection, or undertake to screen Output against third-party rights.

As between REACH and the Customer, and only to the extent REACH has transferable rights, the Customer may use Output generated specifically in response to its Customer Content, without any representation that the Output is owned by either party, subject to:

• REACH’s rights in the Service and underlying technology;
• third-party rights;
• these Terms;
• applicable law; and
• the Customer’s responsibility to review Output.

8.4 Beta, Preview, and Experimental Features

REACH may identify features as beta, preview, early access, experimental, evaluation, pilot, sandbox, limited release, or similar designations and may grant or revoke access in its sole discretion. Such features may:

• be incomplete or unstable;
• change without notice;
• be subject to additional terms;
• have different privacy, retention, security, or reliability characteristics;
• be discontinued at any time; and
• not be suitable for production or regulated use.

Use of such features is voluntary and entirely at your own risk. They are provided “AS IS,” without service levels, support, continued availability, or any commitment to commercial release, and should not be used for production, safety-critical, or regulated decisions. Unless prohibited by law, REACH may use feedback, telemetry, Customer Content submitted to the feature, and usage information relating to these features to evaluate, train, secure, market, and improve them. Nonpublic information about a feature may be treated as REACH Confidential Information if REACH so designates.

9. Integrations and Third-Party Services

The Service may interoperate with Third-Party Services, including applications, calendars, storage providers, authentication services, marketplaces, payment providers, communications platforms, models, plugins, websites, devices, data sources, and automation tools. When Customer enables or uses an integration, Customer instructs and authorizes REACH to exchange Customer Content, account information, credentials, and instructions with the applicable provider as necessary for the integration to function.

If you enable or use an integration, you authorize REACH and the third-party provider to exchange, transform, store, and process Customer Content, account information, credentials, tokens, instructions, and other information as necessary to provide, support, and secure the integration. Customer is responsible for selecting the integration, configuring permissions, validating scopes, monitoring access, and revoking access when no longer appropriate.

Third-Party Services are independent from REACH and are governed by their own terms, licenses, fees, support commitments, and privacy and security practices. Availability through HQ does not constitute endorsement or a warranty. REACH does not control, audit, or assume responsibility for:

• third-party availability, security, or functionality;
• changes to third-party APIs or policies;
• third-party handling of Customer Content;
• third-party fees;
• third-party acts or omissions; or
• loss resulting from enabling or relying on an integration.

REACH may add, change, restrict, suspend, or discontinue any integration at any time, including in response to provider changes, security concerns, legal risk, cost, or technical feasibility. Removal or degradation of an integration does not entitle the Customer to a refund unless expressly stated in an Order or required by law. Customer is responsible for exporting data, maintaining alternatives, and addressing downstream copies held by the third-party provider.

Applications obtained through an app marketplace may be subject to the marketplace’s terms, billing rules, cancellation requirements, and legally mandated beneficiary provisions.

10. Acceptable Use

You may not, directly or indirectly, and may not attempt, enable, authorize, facilitate, or allow any other person, device, script, agent, or system to, use the Service to:

1. violate any law, regulation, court order, sanctions program, or legally binding obligation;
2. record, monitor, intercept, transcribe, or analyze a person without legally required notice, consent, or authorization;
3. exploit, endanger, groom, sexualize, or abuse a minor, or create, possess, transmit, or facilitate child sexual abuse material;
4. harass, stalk, threaten, defame, discriminate against, or harm another person;
5. impersonate another person or misrepresent identity, affiliation, authority, or origin;
6. infringe or misappropriate intellectual-property, privacy, publicity, confidentiality, employment, contractual, or other rights;
7. distribute malware, ransomware, spyware, malicious code, or harmful payloads;
8. conduct vulnerability scanning, penetration testing, load testing, or security research without REACH’s prior written authorization;
9. bypass authentication, access controls, rate limits, plan limits, usage restrictions, or protective measures;
10. access another account, Workspace, system, or Customer Content without authorization;
11. scrape, crawl, index, harvest, or systematically extract data or Output except through functionality expressly provided by REACH;
12. use bots, scripts, or automated systems in a manner not authorized by REACH;
13. reverse engineer, decompile, disassemble, decode, derive source code from, or discover underlying components of the Service, except to the limited extent applicable law expressly prohibits this restriction;
14. extract, replicate, approximate, infer, or reconstruct models, model parameters, weights, system prompts, datasets, architecture, or nonpublic functionality;
15. use the Service or Output to develop, train, benchmark, validate, or improve a competing product or service;
16. publish performance tests or comparative benchmarks without REACH’s prior written consent;
17. resell, rent, lease, sublicense, time-share, white-label, or provide the Service as a service bureau unless authorized in writing by REACH;
18. share credentials or permit account use beyond applicable plan entitlements;
19. impose an excessive, unreasonable, or disproportionately large load on the Service;
20. interfere with or disrupt the integrity, security, or operation of the Service;
21. remove or obscure proprietary notices;
22. use the Service for high-risk, safety-critical, emergency, life-support, weapons, nuclear, critical-infrastructure, autonomous-vehicle, or similar use where failure or inaccuracy could reasonably cause death, personal injury, or severe property or environmental damage;
23. use the Service to make fully automated decisions producing legal or similarly significant effects unless expressly supported by REACH and lawful safeguards are implemented;
24. evade sanctions, export controls, geographic restrictions, or enforcement actions; or
25. generate, distribute, or deceptively present synthetic media, impersonations, deepfakes, or manipulated content without legally sufficient disclosure or consent;26. use Output or Customer Content to spam, phish, commit fraud, manipulate markets, unlawfully discriminate, or evade human review; or27. assist, conceal, coordinate, or encourage another person to do any of the foregoing.

REACH may establish, interpret, and update additional usage policies, safety standards, content rules, rate limits, and technical controls consistent with these Terms and may apply them differently by plan, feature, risk profile, jurisdiction, or use case. REACH’s failure to enforce a restriction in one instance does not waive it in another.

11. Monitoring, Enforcement, and Cooperation

To the extent permitted by law, REACH may, but has no obligation to, monitor use and investigate actual or suspected violations, fraud, abuse, harmful content, security incidents, technical problems, legal requests, or unlawful activity. Investigations may involve automated detection, human review, preservation, and consultation with service providers, experts, rights holders, or authorities.

REACH may:

• review relevant account, usage, and Customer Content information;
• request information or cooperation;
• preserve content and records;
• restrict, remove, disable, quarantine, or refuse Customer Content;
• revoke links or integrations;
• limit functionality;
• suspend or terminate access;
• report conduct to affected parties or authorities; and
• disclose information where reasonably necessary to comply with law, protect rights or safety, enforce these Terms, or preserve the Service.

REACH is not obligated to monitor Customer Content, verify user identity, pre-screen users, or detect violations and does not assume responsibility for user conduct, Customer Content, or third-party harm merely because it may investigate, moderate, or deploy detection tools. Moderation decisions may involve judgment, errors, and changing context, and REACH may prioritize threats and resources in its discretion.

Where circumstances permit, REACH may provide notice and an opportunity to cure, but no cure period is required unless an Order or applicable law expressly requires one. REACH may act immediately, without liability, where it reasonably believes delay could create legal, security, safety, operational, reputational, financial, or third-party risk, or where repeated or material violations occur. REACH may preserve evidence and maintain restrictions while an investigation or dispute is pending.

12. Ownership and Intellectual Property

12.1 REACH Property

As between the parties, REACH and its licensors exclusively own and retain all rights, title, and interest, including all intellectual-property, proprietary, database, and moral rights, in and to:

• the Service and Documentation;
• HQ and REACH names, logos, trademarks, and trade dress;
• software, interfaces, designs, workflows, and architecture;
• models, algorithms, systems, datasets, and technology;
• templates, non-Customer content, and REACH-created materials;
• usage and performance data;
• improvements, modifications, and derivative works of the foregoing; and
• all associated intellectual-property and proprietary rights.

No rights are granted by implication, estoppel, exhaustion, waiver, or otherwise. Customer will not challenge, register, or assist another person in challenging or registering rights confusingly similar to REACH’s rights. Any goodwill arising from authorized use of REACH marks inures solely to REACH.

12.2 Restrictions on Marks

You may not use, register, bid on, imitate, alter, or combine REACH or HQ names, logos, domains, social-media identifiers, product names, trade dress, or other marks without prior written authorization, except for truthful nominative references that comply with applicable law and current brand guidelines. Authorization is revocable, nonexclusive, nontransferable, and does not permit endorsement claims or confusing use.

12.3 Feedback

If you submit Feedback, suggestions, ideas, concepts, feature requests, evaluations, test results, error reports, or recommendations relating to the Service (“Feedback”), you agree that Feedback is voluntary, nonconfidential, unsolicited, provided without restriction, and may be used or ignored by REACH without duty to evaluate, implement, return, or preserve it.

To the extent you own rights in Feedback, you hereby irrevocably assign to REACH all right, title, and interest in that Feedback and agree to execute documents reasonably requested to confirm the assignment. If an assignment is ineffective, you grant REACH a perpetual, irrevocable, worldwide, transferable, sublicensable, fully paid, royalty-free license to use, reproduce, modify, create derivative works from, commercialize, disclose, and otherwise exploit the Feedback for any purpose without notice, attribution, approval, compensation, or accounting, and waive moral and similar rights to the extent permitted by law.

13. Confidentiality and Regulated Information

13.1 Confidential Information

If the parties exchange nonpublic business, technical, security, product, financial, or commercial information that is marked confidential or reasonably should be understood as confidential given its nature and the circumstances of disclosure (“Confidential Information”), the receiving party will use at least reasonable care to protect it, will use it only to exercise rights or perform obligations relating to the Service or the parties’ relationship, and will not disclose it except as permitted below. REACH Confidential Information includes nonpublic pricing, roadmaps, security materials, models, Documentation, beta features, and Service architecture.

Confidential information does not include information that the receiving party can demonstrate:

• is or becomes public without breach;
• was lawfully known without confidentiality restriction;
• is received lawfully from another source without confidentiality restriction; or
• is independently developed without use of the disclosing party’s confidential information.

A receiving party may disclose Confidential Information to personnel, Affiliates, advisers, contractors, financing sources, and service providers who need to know it for a permitted purpose and are bound by confidentiality obligations at least as protective in substance. The receiving party remains responsible for their compliance. Disclosure may also be made when legally required, provided the receiving party gives advance notice where lawful and reasonably practicable, reasonably assists in seeking protection at the disclosing party’s expense, and discloses only what is legally required. Unless a signed agreement provides a different period, these confidentiality obligations continue during the parties’ relationship and for five years afterward, except that information qualifying as a trade secret remains protected for so long as it qualifies under applicable law. Upon written request after the relationship ends, the receiving party will use commercially reasonable efforts to return or destroy the disclosing party’s Confidential Information, but may retain copies required by law, ordinary-course archival systems, immutable backups, professional-record obligations, security processes, or preservation duties, subject to continuing confidentiality obligations. Unauthorized disclosure may cause irreparable harm for which equitable relief may be appropriate, without limiting other remedies.

13.2 Customer Content

Customer Content is handled under these Terms, the HQ Privacy Policy, applicable Workspace settings, and any written agreement signed by REACH. The Customer is responsible for classifying Customer Content, limiting access, using available encryption and retention controls, and avoiding submission of information unnecessary for its purpose. REACH may maintain and change administrative, technical, physical, and organizational safeguards based on the nature of the Service, applicable risks, and its business and legal requirements, but no safeguard eliminates all risk and no security, certification, data-location, penetration-testing, audit, or incident-notification commitment applies unless expressly stated in a written agreement signed by REACH or required by law. The Customer remains responsible for its devices, networks, identity systems, credentials, configurations, integrations, backups, internal access governance, and incident response. This Section does not restrict REACH’s rights to process, review, use, derive information from, or disclose Customer Content as otherwise permitted by those terms.

Feedback, public posts, public links, and information intentionally disclosed without confidentiality restrictions are not confidential information.

13.3 HIPAA and Protected Health Information

The Service is not intended to receive or process protected health information regulated by the U.S. Health Insurance Portability and Accountability Act unless:

1. REACH expressly offers an appropriate supported configuration; and
2. REACH and the Customer have signed a Business Associate Agreement covering that use.

Without a signed Business Associate Agreement expressly covering the applicable Service and Workspace, the Customer must not submit protected health information to the Service, and REACH will not act as a business associate. A Business Associate Agreement does not make every feature appropriate for protected health information; Customer must use only covered configurations and remains responsible for minimum-necessary practices, user access, consents, and its own HIPAA compliance.

13.4 Other Restricted Data

Unless REACH expressly identifies a supported configuration and contractually authorizes the specific use in a writing signed by REACH, the Customer must not use the Service to collect, transmit, store, or otherwise process any of the following regulated, high-risk, or restricted data:

• government-classified information;
• payment-card data subject to specialized cardholder-data security requirements;
• bank-account credentials or regulated financial authentication information;
• social security numbers or equivalent national identifiers in bulk;
• information subject to heightened localization or sovereignty requirements;
• data subject to export restrictions that prohibit REACH’s processing;
• biometric identifiers used for identification; or
• other information whose processing requires specialized safeguards the Service does not expressly provide.

The Customer is solely responsible for inventorying and classifying data, determining whether it is legally or contractually restricted before submission, obtaining any required authorization, and implementing supplemental controls outside the Service. Customer must promptly notify REACH if restricted data is submitted inadvertently and cooperate with containment, deletion, and remediation. REACH may suspend processing or require removal without liability.

14. Copyright Complaints

REACH respects intellectual-property rights and may remove or disable access to material it reasonably believes infringes copyright or other rights, whether or not a notice satisfies every statutory requirement. REACH may request additional information, reject incomplete or abusive notices, preserve evidence, and take any other action it considers appropriate without adjudicating the underlying ownership dispute.

A copyright notice should include:

• identification of the copyrighted work claimed to be infringed;
• identification and location of the allegedly infringing material;
• the complaining party’s name and contact information;
• a statement of good-faith belief that the disputed use is unauthorized;
• a statement, under penalty of perjury, that the notice is accurate and the sender is authorized to act for the copyright owner; and
• the authorized person’s physical or electronic signature.

Notices may be sent to:

REACH Projects, Inc. Attn: Copyright Matters 861 Corriente Pointe Drive Redwood City, CA 94065 Email: postmaster@reachprojects.co

If REACH designates a separate agent under the Digital Millennium Copyright Act, notices must be sent to the registered agent identified in REACH’s public copyright notice and the U.S. Copyright Office’s official online designated-agent directory. The sender is responsible for confirming the current registered agent and satisfying all statutory requirements before submitting a notice. Registration with the Copyright Office and publication of the agent’s required contact information are separate steps for obtaining applicable DMCA protections.

REACH may adopt, apply, and modify a repeat-infringer policy and may warn, restrict, suspend, or terminate accounts in appropriate circumstances. REACH may forward a complaint, including the complainant’s contact information, to the affected user. A user seeking restoration may submit a legally sufficient counter-notice identifying the removed material and its prior location, providing the user’s contact information, consenting to the jurisdiction and service-of-process requirements applicable under the DMCA, stating under penalty of perjury a good-faith belief that removal resulted from mistake or misidentification, and including a signature. REACH may restore material when legally permitted but has no obligation to do so absent a legal requirement. A person submitting a notice or counter-notice represents that the submission is accurate, authorized, and made in good faith and may be responsible for damages, costs, or attorneys’ fees resulting from a knowing material misrepresentation or abusive submission. REACH does not provide legal advice and may require the parties to resolve disputed ownership or authorization in an appropriate legal forum.

15. Indemnification

15.1 Customer Indemnity

To the maximum extent permitted by law, each Customer using the Service for business, organizational, professional, or commercial purposes will defend, indemnify, reimburse, and hold harmless REACH, its Affiliates, licensors, service providers, subprocessors, distributors, successors, assigns, and their respective directors, officers, employees, contractors, agents, and representatives (collectively, the “REACH Indemnitees”) from and against all third-party claims, demands, actions, proceedings, investigations, subpoenas, losses, liabilities, damages, judgments, settlements, penalties, fines, taxes, costs, and expenses, including reasonable attorneys’ and expert fees, arising out of or relating to:

• Customer Content;
• the Customer’s or its users’ access to or use of the Service;
• recording, monitoring, interception, transcription, translation, analysis, disclosure, or retention of a meeting or communication;
• failure to provide legally sufficient notice or obtain required consent;
• the Customer’s Authorized Users, Guests, invitees, participants, products, services, events, webinars, or transactions;
• an allegation that Customer Content or the Customer’s conduct violates another person’s rights;
• breach of these Terms, an Order, or applicable law;
• fraud, negligence, willful misconduct, or misuse of the Service;
• a dispute between or among the Customer, its personnel, users, participants, clients, or other third parties;
• regulated data submitted without REACH’s express written authorization;
• employment, privacy, biometric, voice, publicity, confidentiality, intellectual-property, export, sanctions, consumer-protection, or sector-specific claims; or
• products or services marketed, sold, arranged, or provided through or in connection with HQ.

15.2 Individual Business Users

An individual using the Service for business or professional purposes is subject to the indemnity in Section 15.1 to the extent the claim arises from that individual’s own Customer Content, unlawful conduct, unauthorized recording, misuse, or breach.

Nothing in this Section imposes an indemnification obligation on a consumer where prohibited by applicable law.

15.3 Procedure

REACH will provide reasonably prompt notice of an indemnified claim after becoming aware of it, but the Customer’s obligations are not relieved except to the extent the Customer proves material prejudice caused by unreasonable delay. Customer must promptly retain qualified counsel, keep REACH informed, preserve evidence, cooperate with discovery and legal holds, and reimburse covered costs as incurred.

The indemnifying party may control the defense using counsel reasonably acceptable to REACH. REACH may participate with counsel of its choice at its own expense. The indemnifying party may not settle a claim without REACH’s written consent if the settlement:

• admits wrongdoing by REACH;
• imposes liability, restrictions, or obligations on REACH;
• does not fully and unconditionally release REACH; or
• affects REACH’s rights, technology, reputation, or operations.

REACH may assume or participate in control of the defense at the Customer’s expense if the claim could materially affect any REACH Indemnitee, involves criminal, regulatory, injunctive, intellectual-property, privacy, security, or reputational issues, presents a conflict of interest, or is not being defended diligently. No settlement payment by the Customer limits REACH’s right to pursue noncovered losses.

16. Disclaimers

16.1 As-Is and As-Available

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, DOCUMENTATION, OUTPUT, CUSTOMER-CONTENT PROCESSING, AI FEATURES, BETA FEATURES, INTEGRATIONS, THIRD-PARTY SERVICES, SUPPORT, AND ALL RELATED MATERIALS ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS,” WITHOUT WARRANTIES, CONDITIONS, GUARANTEES, OR REPRESENTATIONS OF ANY KIND.

REACH DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, COLLATERAL, AND OTHER WARRANTIES OR CONDITIONS, WHETHER ARISING BY LAW, CUSTOM, COMMUNICATION, OR OTHERWISE, INCLUDING WARRANTIES OR CONDITIONS OF:

• merchantability;
• fitness for a particular purpose;
• title;
• noninfringement;
• quiet enjoyment;
• accuracy;
• availability;
• security;
• reliability;
• compatibility; and
• course of dealing or usage of trade.

16.2 No Operational Guarantees

REACH does not warrant that:

• the Service will be uninterrupted, timely, secure, or error-free;
• data loss, unauthorized access, or security incidents will never occur;
• Customer Content will be retained, recoverable, or available;
• defects will be corrected;
• the Service will meet a Customer’s requirements;
• the Service will interoperate with any particular system;
• any feature or integration will remain available;
• transcripts, translations, summaries, speaker attribution, or Output will be accurate;
• data will be stored or processed in a particular location unless expressly agreed in writing;
• the Service satisfies a particular compliance framework; or
• use of the Service will produce any specific business, legal, technical, or financial result.
• the Service will be free from viruses, harmful components, bias, offensive material, or third-party interference;
• information obtained through the Service will be complete or suitable for reliance; or
• Customer-selected settings, permissions, prompts, integrations, retention periods, or workflows will be appropriate.

16.3 Customer Responsibility and No Reliance

The Customer is responsible for:

• maintaining independent backups;
• configuring permissions, retention, and sharing;
• evaluating security and compliance suitability;
• reviewing Output and Customer Content;
• verifying recipients and participants;
• implementing appropriate organizational and technical safeguards; and
• obtaining professional advice where appropriate.

The Customer acknowledges that its purchase is not contingent on delivery of future functionality and that it has not relied on any oral statement, roadmap, forecast, demonstration, marketing statement, case study, benchmark, third-party statement, or representation not expressly included as a binding commitment in an Order signed by an authorized REACH representative. Estimated dates and roadmap items are nonbinding and may change or be withdrawn.

16.4 Nonwaivable Rights

Some jurisdictions do not allow certain warranty exclusions. Any exclusion applies only to the maximum extent permitted by applicable law, and legally nonwaivable consumer rights remain unaffected.

17. Limitation of Liability

17.1 Excluded Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, REACH, ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, SUBPROCESSORS, DISTRIBUTORS, AND THEIR PERSONNEL WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, ENHANCED, MULTIPLE, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, BUSINESS, CONTRACTS, GOODWILL, REPUTATION, OPPORTUNITY, ANTICIPATED SAVINGS, DATA, CUSTOMER CONTENT, OUTPUT, USE, OR BUSINESS CONTINUITY; COST OF SUBSTITUTE OR REPLACEMENT SERVICES; FAILURE OF SECURITY; UNAUTHORIZED ACCESS; OR SERVICE INTERRUPTION, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE OR FORESEEABLE.

This exclusion applies regardless of legal theory, including contract, warranty, indemnity, tort, negligence, misrepresentation, restitution, strict liability, statute, or otherwise; regardless of the form of action; and even if a limited remedy fails of its essential purpose. To the extent a category of damages cannot be excluded, it remains subject to the aggregate cap below.

17.2 Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL, CUMULATIVE, AGGREGATE LIABILITY OF REACH, ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, SUBPROCESSORS, DISTRIBUTORS, AND THEIR PERSONNEL ARISING OUT OF OR RELATING TO THE SERVICE, CUSTOMER CONTENT, OUTPUT, THESE TERMS, ALL ORDERS, AND THE PARTIES’ ENTIRE RELATIONSHIP WILL NOT EXCEED THE GREATER OF:

1. the amounts paid or payable by the applicable Customer to REACH specifically for HQ during the 12 months immediately preceding the event first giving rise to liability; or
2. US$100.

The cap applies collectively to all claims, claimants, users, events, theories, Orders, Workspaces, and Subscription Terms and will not be increased by multiple incidents, affected persons, claims, renewals, or remedies. Claims arising from related facts constitute one claim accruing when the first event occurred. Amounts paid for taxes, third-party services, credits, or reimbursed expenses do not increase the cap.

17.3 Essential Allocation of Risk

The exclusions and limitations in these Terms are an essential basis of the bargain, reflect the allocation of risk and pricing, apply independently of any other provision, and apply even if a remedy fails of its essential purpose. Without them, REACH would not offer the Service on the stated terms. Each protected party may enforce these limitations.

17.4 Exceptions Required by Law

These Terms do not exclude or limit liability to the extent it cannot legally be excluded or limited, which may include liability for fraud, fraudulent misrepresentation, or certain willful misconduct, personal injury, or statutory consumer rights, depending on applicable law.

17.5 Enterprise Terms

A written enterprise agreement or Order signed by an authorized REACH representative may establish different liability caps, exclusions, remedies, or risk allocations. Any different provision applies only to the Customer and services expressly covered by that agreement.

18. Release of User and Participant Disputes

REACH is not a party to and is not responsible for investigating, mediating, resolving, or paying claims arising from disputes among Customers, Authorized Users, Administrators, Guests, meeting participants, employers, employees, invitees, integration providers, or other third parties. Any assistance REACH provides is voluntary and does not create a duty or admission.

To the maximum extent permitted by law, you irrevocably release and discharge REACH and its Affiliates, officers, directors, employees, contractors, agents, licensors, service providers, successors, and assigns from all known and unknown claims, demands, causes of action, liabilities, losses, and damages of every kind arising from or relating to:

• another user’s conduct or Customer Content;
• Workspace administration or access decisions;
• meetings, recordings, disclosures, or participant interactions;
• transactions, products, or services arranged through HQ; and
• disputes between or among users or participants.

If you are a California resident, you acknowledge and waive California Civil Code § 1542 to the extent legally permissible. That section provides that a general release does not extend to claims the releasing party does not know or suspect to exist in its favor at the time of executing the release and that, if known, would have materially affected its settlement with the released party. You similarly waive any analogous law to the extent legally permissible and acknowledge that facts may later prove different from what you now believe.

This release does not waive claims that cannot lawfully be waived.

19. Term, Suspension, and Termination

19.1 Term

These Terms begin when you first accept them or access the Service, apply to all subsequent use and renewals, and continue until all applicable Subscriptions, accounts, Workspaces, and rights of use have ended, subject to provisions that survive. Termination of one Order, Workspace, user, or feature does not terminate others unless expressly stated.

19.2 Customer Cancellation

The Customer may cancel only through the account controls made available by REACH or by following the cancellation procedure and notice deadline in the applicable Order. A cancellation request is effective only when completed by an authorized Administrator and confirmed by REACH or the designated account flow. REACH may require identity or authority verification before processing a request.

Cancellation:

• ordinarily takes effect at the end of the current paid Subscription Term;
• does not retroactively reduce committed fees;
• does not entitle the Customer to a refund except where required by law or an Order; and
• may result in loss of access to Customer Content after the effective cancellation date.

19.3 Suspension and Restriction

REACH may immediately and without liability suspend, quarantine, restrict, downgrade, or disable any account, Workspace, Authorized User, Guest, Customer Content, link, integration, credential, or feature, in whole or in part and with or without advance notice, if REACH reasonably believes:

• these Terms or an Order have been breached;
• fees are overdue;
• use creates a security, legal, safety, operational, financial, or reputational risk;
• use may harm REACH, the Service, another user, or a third party;
• suspension is required by law or a service provider;
• activity appears fraudulent, abusive, or unauthorized; or
• continued provision is impracticable.

REACH may also suspend or delete inactive free accounts, reduce capacity, apply storage and usage limits, require remediation, or condition restoration on verification, payment, security changes, or written assurances. REACH may maintain a suspension while risk remains and is not obligated to restore the same configuration, content, or functionality.

19.4 Termination by REACH

REACH may terminate, decline to renew, or discontinue these Terms, any account, Workspace, Order, feature, or Subscription, in whole or in part, immediately or on notice as REACH determines appropriate, subject to any mandatory law or express Order requirement:

• for material breach;
• for nonpayment;
• if required by law;
• if a third-party dependency becomes unavailable;
• if provision of the Service becomes commercially or technically impracticable;
• to prevent harm or legal exposure; or
• as otherwise permitted by an Order.

For a paid Subscription terminated solely for REACH’s convenience and not due to Customer breach, REACH may provide a proportionate refund or service credit for prepaid, unused base Subscription Fees unless another remedy is stated in the applicable Order. Taxes, usage charges, overages, third-party costs, and implementation or professional-service Fees are not refundable. That refund or credit is the Customer’s sole and exclusive remedy for such termination to the maximum extent permitted by law.

REACH may discontinue free, trial, beta, or promotional access at any time without liability.

19.5 Effect of Termination

Upon expiration or termination, without limiting any other remedy and regardless of the reason:

• rights to access and use the Service end;
• all accrued, committed, and outstanding Fees and reimbursable amounts become immediately due and payable;
• REACH may disable accounts, links, integrations, and access;
• Customer Content may no longer be available; and
• each party must cease use of the other party’s confidential information except as permitted by these Terms or law.

19.6 Deletion and Retention

REACH may, without further notice, delete, anonymize, or make inaccessible Customer Content after expiration or termination in accordance with its then-current retention practices, storage capacity, the HQ Privacy Policy, applicable law, and any written commitment signed by REACH. Retention periods may vary by content type, plan, legal hold, backup cycle, and feature and are not guaranteed unless expressly agreed.

The Customer is solely responsible for exporting Customer Content in a usable format before access ends and for maintaining independent backups. REACH does not guarantee post-termination retrieval, migration assistance, format compatibility, completeness, or restoration. If REACH elects to provide retrieval assistance, it may require verification, payment of then-current Fees, and acceptance of additional terms.

REACH may retain information for legitimate purposes, including:

• legal compliance;
• security and fraud prevention;
• billing and audit;
• dispute resolution and enforcement;
• backup and disaster recovery;
• protecting legal rights;
• aggregated or de-identified data;
• derived materials and non-isolatable model learnings; and
• materials already lawfully disclosed to third parties.

19.7 Survival

Provisions concerning accrued and committed payment obligations, Customer Content permissions, recordings and consent, aggregated and derived data, Usage Data, ownership, Feedback, confidentiality, regulated information, indemnification, disclaimers, liability, releases, dispute resolution, retention, enforcement, interpretation, and any representation, remedy, limitation, or provision that by its nature should survive will survive expiration or termination for the maximum period permitted by law.

20. Dispute Resolution and Arbitration Agreement

20.1 Please Read This Section Carefully

THIS SECTION REQUIRES MOST DISPUTES ARISING OUT OF OR RELATING TO THE SERVICE, THESE TERMS, ANY ORDER, OR THE PARTIES’ RELATIONSHIP TO BE RESOLVED THROUGH FINAL AND BINDING INDIVIDUAL ARBITRATION. ARBITRATION REPLACES THE RIGHT TO HAVE A DISPUTE DECIDED IN COURT BY A JUDGE OR JURY AND GENERALLY PROVIDES MORE LIMITED DISCOVERY AND APPELLATE REVIEW. YOU AND REACH KNOWINGLY WAIVE THE RIGHT TO A JURY TRIAL AND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, COORDINATED, MASS, PRIVATE-ATTORNEY-GENERAL, OR REPRESENTATIVE ACTION, SUBJECT TO THE EXPRESS EXCEPTIONS AND NONWAIVABLE RIGHTS BELOW.

20.2 Governing Law

The Federal Arbitration Act, 9 U.S.C. §§ 1–16 (“FAA”), and federal arbitration law govern the interpretation, formation, validity, enforceability, and enforcement of the arbitration agreement in this Section and preempt inconsistent state law to the fullest extent permitted. The arbitrator must apply the FAA and controlling substantive law, not state rules that uniquely disfavor arbitration.

Except for matters governed by the Federal Arbitration Act and corporate or internal-affairs matters governed by Delaware law, these Terms and any dispute arising out of or relating to these Terms, the Service, an Order, or the parties’ relationship are governed by California law, without regard to conflict-of-laws principles. To the maximum extent permitted by law, any claim arising out of or relating to the Service, these Terms, an Order, or the parties’ relationship must be filed within one year after the claimant knew or reasonably should have known of the facts giving rise to the claim; otherwise, the claim is permanently barred. This contractual period is tolled only as expressly provided in Section 20.4 or required by law and does not shorten any limitation period that applicable law prohibits the parties from shortening.

If you are a consumer, this choice does not deprive you of mandatory protections of the law of your place of residence that cannot lawfully be waived.

20.3 Covered Disputes

Except for disputes expressly excluded below, you and REACH agree to arbitrate on an individual basis every claim, dispute, or controversy, whether based in contract, statute, regulation, ordinance, tort, fraud, misrepresentation, equity, constitution, common law, or any other theory, arising out of or relating to:

• the Service or Customer Content;
• these Terms, the HQ Privacy Policy, or an Order;
• billing, renewal, marketing, communications, or privacy;
• a meeting, recording, transcript, Output, integration, or interaction;
• the relationship between you and REACH; or
• the formation, interpretation, scope, performance, breach, enforceability, or termination of an agreement with REACH.

This agreement applies to claims arising before or after acceptance of these Terms, including claims involving predecessors, successors, assigns, Affiliates, agents, employees, licensors, service providers, or beneficiaries. Except as expressly provided below, the arbitrator decides threshold questions of arbitrability, including scope, enforceability, formation, and waiver.

20.4 Informal Dispute Resolution

Before initiating arbitration or a non-small-claims court action, the claimant must personally send a complete, individualized written Notice of Dispute. A notice submitted for multiple claimants, generated without claimant-specific review, or lacking a claimant’s actual authorization does not satisfy this requirement.

Notices to REACH must be sent to:

REACH Projects, Inc. Attn: Legal—Notice of Dispute 861 Corriente Pointe Drive Redwood City, CA 94065 Email: postmaster@reachprojects.co

A Notice of Dispute must include:

• the claimant’s full name;
• account email and Workspace, if applicable;
• mailing address and telephone number;
• a detailed description of the dispute;
• the specific relief requested;
• the claimant’s personal signature; and
• if represented, the representative’s name and signed authorization showing authority to act.

REACH may send its Notice of Dispute to the email or mailing address associated with the account.

The parties must attempt in good faith to resolve the dispute for at least thirty days after receipt of a complete Notice of Dispute. Each party must make a knowledgeable representative reasonably available for an individualized telephone or videoconference settlement meeting if requested, and counsel may participate. Any applicable limitations period and filing-fee deadline will be tolled from receipt of a complete notice until the later of completion of the meeting or expiration of the thirty-day period.

This informal process is a material condition precedent to arbitration or litigation. A court of competent jurisdiction may enforce it and enjoin or dismiss a filing made without compliance, and AAA may decline administration. Neither settlement communications nor offers are admissible except as permitted by applicable evidence rules.

20.5 Binding Individual Arbitration

Unresolved disputes will be resolved by final and binding individual arbitration administered by the American Arbitration Association (“AAA”) before one neutral arbitrator. Judgment on the award may be entered in any court with jurisdiction. The arbitrator may award only relief authorized by applicable law and necessary to resolve the individual claimant’s proven claim and must issue a reasoned written decision upon either party’s timely request.

• Consumer disputes will be administered under the AAA Consumer Arbitration Rules.
• Business disputes will be administered under the AAA Commercial Arbitration Rules.
• Where applicable, the AAA Mass Arbitration Supplementary Rules will apply.

The AAA maintains its current rules, procedures, and fee schedules on its official website. Those materials may be updated over time, and the version applicable under AAA’s rules when a compliant demand is filed will govern except to the extent this Section or mandatory law provides otherwise.

If AAA is unavailable, unwilling, or declines to administer the arbitration consistent with this Section, the parties will attempt in good faith to select a nationally recognized substitute provider. If they cannot agree within thirty days, either party may ask a court with jurisdiction to appoint a provider or arbitrator under the FAA consistent with the individual nature and other material terms of this Section. Unavailability of AAA does not invalidate the arbitration agreement.

20.6 Arbitration Location and Format

The legal seat and arbitral venue are Los Angeles County, California, unless mandatory law requires otherwise. Designating the seat does not require physical attendance there and does not prevent remote participation, document-only proceedings, or a consumer hearing at another location required by law or AAA rules.

The arbitrator may permit or require the proceeding to occur:

• remotely by video or telephone;
• through written submissions;
• in person in Los Angeles County; or
• for a consumer, at another reasonably accessible location where required by applicable law or AAA rules.

The arbitrator may award the same individualized legal or equitable remedies a court could award, subject to these Terms and applicable law, but may not award relief for or against a nonparty. The arbitrator may manage discovery proportionately, issue protective orders, decide dispositive motions, allocate fees as authorized, sanction bad-faith conduct, and protect confidential or proprietary information. To the extent permitted by law, the parties must keep nonpublic submissions, discovery, testimony, hearings, and awards confidential, except as reasonably necessary to conduct the proceeding, obtain professional advice, enforce or challenge an award, comply with law, or protect a legal right. REACH may disclose aggregate or de-identified information about disputes and may make disclosures required by regulators, auditors, insurers, financing sources, or corporate-transaction participants subject to appropriate protections.

20.7 Authority of the Arbitrator

Except for issues expressly reserved for a court in this Section, the arbitrator has exclusive authority to decide disputes concerning the formation, interpretation, applicability, scope, validity, enforceability, waiver, or breach of the arbitration agreement, including whether a claim is arbitrable and whether conditions precedent were satisfied. The arbitrator must enforce these Terms as written, subject to mandatory law, and may sever an unenforceable remedy rather than invalidate the agreement.

A court, not the arbitrator, will decide:

• whether the class, collective, consolidated, coordinated, mass, or representative-action waiver is enforceable;
• whether the public-injunctive-relief savings clause applies;
• whether the arbitration opt-out was valid; and
• whether the coordinated-filing procedures in Section 20.9 are enforceable.

The arbitrator may grant relief only to the individual claimant and only to the extent necessary to resolve that claimant’s individual claim.

20.8 Individual Proceedings and Waivers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EVERY DISPUTE MUST PROCEED SOLELY ON AN INDIVIDUAL BASIS, AND NO ARBITRATOR OR COURT MAY CONSOLIDATE OR AGGREGATE CLAIMS OR AWARD RELIEF FOR ABSENT PERSONS EXCEPT AS EXPRESSLY PROVIDED FOR COORDINATED CLAIMS BELOW.

You and REACH waive any right to:

• a jury trial;
• a class action;
• a collective action;
• consolidated arbitration;
• coordinated representative relief;
• private-attorney-general claims pursued for others;
• representative proceedings; and
• participation in a mass proceeding except under Section 20.9.

The arbitrator may not combine claims of multiple people, conduct a joint hearing, create issue-preclusive relief for nonparties, or preside over a representative proceeding without the express written consent of all parties after the dispute arises. Any purported collective or representative award is void to the maximum extent permitted by law.

20.9 Coordinated and Mass Filings

If twenty-five or more substantially similar Notices of Dispute or arbitration demands are submitted against the same party by, through, or with coordinated counsel, organizations, lead generators, common funding, or shared form submissions within a 180-day period, the claims will be treated as “Coordinated Claims.” Each claimant must nevertheless satisfy the individualized notice, authorization, signature, and informal-resolution requirements.

For Coordinated Claims:

1. counsel for the claimants and REACH must confer in good faith concerning efficient administration;
2. the AAA Mass Arbitration Supplementary Rules apply where the AAA determines they are applicable;
3. the parties will request appointment of a process arbitrator where available;
4. no more than 10 individual cases—five selected by each side—will initially proceed as bellwether cases;
5. remaining claims will be stayed, and associated deadlines will be tolled, during the bellwether process;
6. after the initial cases conclude, the parties must participate in a global mediation;
7. unresolved claims may then proceed individually in staged batches determined by agreement, the process arbitrator, or applicable AAA rules; and
8. each case remains individual, and no outcome binds a claimant who was not a party to that case.

These procedures are intended to promote fair and efficient individual adjudication, avoid duplicative fees and inconsistent rulings, and facilitate settlement—not to prevent assertion of a claim. Limitations periods remain tolled for compliant stayed claims during the staged process. If a court finally determines that a particular portion cannot be enforced as to a claimant, that portion will be severed only to the minimum extent necessary, and the remaining individualized procedures continue to apply.

20.10 Arbitration Fees

Filing, case-management, arbitrator, hearing, and other fees will be allocated under applicable AAA rules, this Section, and mandatory law. REACH will pay fees it is required to pay for consumer arbitration but is not required to pay amounts attributable to incomplete notices, unauthorized duplicate filings, nonindividual relief, or bad-faith conduct except where law requires otherwise.

A failure to pay arbitration fees will have the consequences imposed by applicable law, including California law where applicable. California law may treat untimely payment of required consumer-arbitration fees as a material breach in specified circumstances. Nothing in these Terms alters any nonwaivable statutory deadline, remedy, or consequence concerning arbitration-fee payment.

The arbitrator may award attorneys’ fees, costs, fee-shifting, or sanctions where authorized by applicable law or AAA rules, including for frivolous claims, materially false certifications, obstruction, duplicate demands, or claims or defenses brought in bad faith. Nothing requires a consumer to pay an amount prohibited by applicable law.

20.11 Thirty-Day Arbitration Opt-Out

You may opt out of this arbitration agreement, but not the remainder of these Terms, by sending a complete written notice received by REACH within thirty days after the date you first accept these Terms. The thirty-day period is strictly applied to the extent permitted by law, and you are responsible for retaining proof of timely transmission and receipt.

The notice must be sent to postmaster@reachprojects.co with the subject line “Arbitration Opt-Out” and must include:

• your full legal name;
• your account email address;
• the name of your Workspace, if applicable;
• your mailing address;
• a clear statement that you opt out of the arbitration agreement in the HQ Terms of Service; and
• your personal signature, which may be electronic where legally valid.

An opt-out applies only to the individual or legal entity clearly identified in the notice and does not extend to Affiliates, users, or related persons. Bulk or group opt-outs are ineffective. A notice submitted by counsel must include specific written authorization signed by the opting-out person. REACH may request reasonable verification and will not treat a defective notice as effective unless mandatory law requires otherwise.

Opting out of arbitration does not opt you out of any prior arbitration agreement with REACH, and does not otherwise affect these Terms.

20.12 Small-Claims Court

Either party may bring an eligible individual claim in small-claims court in the county where the claimant resides or in Los Angeles County, California, provided the claim remains individual and within that court’s jurisdiction. No party may use the small-claims exception to aggregate claims or seek relief for others. If an action is transferred, removed, appealed, consolidated, or otherwise proceeds in a court of general jurisdiction, either party may require arbitration.

20.13 Court Carve-Outs

Either party may seek temporary, preliminary, or emergency injunctive or protective relief in a court of competent jurisdiction, without waiving arbitration and only to the extent necessary to preserve meaningful relief pending arbitration, to:

• protect intellectual-property or proprietary rights;
• prevent unauthorized access, security threats, or misuse;
• preserve the status quo pending arbitration;
• enforce confidentiality obligations; or
• prevent imminent or irreparable harm.

The merits of all arbitrable claims remain subject to arbitration, and seeking temporary court relief does not waive any arbitration right. Any court order should be limited in duration and scope to preserving the arbitrator’s ability to provide effective individualized relief.

20.14 Public Injunctive Relief

Nothing in this Section waives or limits a right to seek public injunctive relief to the extent such a waiver or limitation is unenforceable under California law or other applicable mandatory law. If a claim for public injunctive relief cannot lawfully be arbitrated, that claim—and only that claim—will be severed and stayed in court until arbitration of all arbitrable individual claims is completed, unless applicable law requires otherwise.

20.15 Nonarbitrable Proceedings and Venue

Any dispute or proceeding not subject to arbitration, including an action to enforce an arbitration award or permitted court carve-out, must be brought exclusively in the state or federal courts located in Los Angeles County, California, except:

• eligible small-claims matters;
• matters for which mandatory law requires another venue; or
• corporate internal-affairs matters that must be brought in Delaware.

Each party irrevocably consents to personal jurisdiction and venue in those courts and waives objections based on lack of personal jurisdiction, improper venue, or inconvenient forum to the extent permitted by law. Service of process may be made by any method authorized by applicable law.

20.16 Severability

If any provision of this Section is finally found unlawful or unenforceable, it will be narrowed, severed, or reformed only to the minimum extent necessary, and the remainder will remain effective. The parties intend to preserve individual arbitration, the FAA’s application, the jury-trial waiver, and all other enforceable limitations to the maximum lawful extent.

If the individual-action, class, mass, collective, or representative waiver is finally found unenforceable as to a particular claim or requested remedy, that claim or remedy must proceed in court, not in class, collective, mass, or representative arbitration, unless the parties expressly agree otherwise in writing after the dispute arises. Arbitrable portions must be severed and completed first unless mandatory law requires otherwise.

21. Privacy

The HQ Privacy Policy explains how REACH collects, uses, discloses, sells or shares where applicable, secures, transfers, retains, and otherwise processes personal information in connection with the Service, including available privacy choices and jurisdiction-specific disclosures. It may be updated separately from these Terms as described in that policy.

By using the Service, you acknowledge the Privacy Policy. Depending on context, REACH may process personal information for its own purposes and may process other information on a Customer’s instructions. The parties’ roles may vary by data category, feature, purpose, jurisdiction, and relationship, and nothing in these Terms designates REACH as a processor, service provider, business associate, fiduciary, records custodian, or exclusive controller for every category of information. The Customer remains responsible for determining and documenting its role; providing its own notices; establishing lawful bases; responding to requests it receives; issuing lawful instructions; configuring retention, sharing, AI, and integration settings; and satisfying requirements concerning data minimization, sensitive information, children, employees, international transfers, and downstream recipients. REACH may process information in the United States and other countries where it or its service providers operate, subject to applicable law and any express written data-transfer commitment. The Privacy Policy is not intended to limit licenses, permissions, or contractual rights expressly granted in these Terms, except where applicable law provides otherwise, and nothing in this Section limits any nonwaivable privacy or data-protection right.

Privacy and data-rights requests may be submitted to:

postmaster@reachprojects.co

or by mail to:

REACH Projects, Inc. Attn: Privacy Request 861 Corriente Pointe Drive Redwood City, CA 94065

REACH may require reasonable verification of identity, authority, jurisdiction, account ownership, and request scope before acting on a request; may use authorized-agent procedures; and may deny, limit, or charge for requests where permitted by law. Requests concerning information controlled by a Customer may be referred to that Customer.

22. Export Controls and Sanctions

You may not directly or indirectly access, use, export, reexport, import, transfer, release, disclose, route, or make available the Service, Documentation, Customer Content, Output, encryption, technical data, or related technology in violation of U.S. or other applicable export-control, import-control, antiboycott, customs, trade, or economic-sanctions laws. You are responsible for classifications, licenses, approvals, end-use and end-user screening, and recordkeeping applicable to your activity.

You represent that you are not:

• located in or ordinarily resident in a jurisdiction subject to comprehensive U.S. sanctions where use is prohibited;
• identified on a restricted-party list; or
• owned or controlled by a restricted person.

You may not use the Service for prohibited nuclear, missile, chemical or biological weapons, military-intelligence, surveillance, or other restricted end uses, or provide access to prohibited persons or territories. REACH may screen users and transactions, block or delay activity, restrict geographic access, refuse service, request compliance information, and report suspected violations without liability. You must promptly notify REACH if a representation becomes inaccurate or a potential violation occurs.

23. Government Users

The Service and Documentation are commercial products, commercial computer software, and commercial computer-software documentation developed exclusively at private expense. Government users receive only the rights customarily provided to the public under these Terms, subject to mandatory procurement law and any written agreement signed by an authorized REACH representative. No source, technical-data, unlimited-rights, or specially negotiated license is granted by implication.

No government-specific right, data-rights clause, security authorization, audit right, records or retention obligation, accessibility certification, sovereign-immunity term, most-favored pricing requirement, flow-down, or procurement term applies unless expressly accepted in writing by an authorized REACH representative. Customer is responsible for identifying governmental status and required terms before purchase and may not submit classified or controlled information absent express authorization.

24. Assignment

You may not assign, delegate, transfer, novate, sublicense, encumber, or otherwise dispose of these Terms, an Order, an account, a Workspace, or a Subscription, whether voluntarily, by operation of law, change of control, merger, or otherwise, without REACH’s prior written consent. Any attempted assignment in violation of this Section is void, and REACH may require the proposed transferee to complete verification and enter new terms.

REACH may assign, transfer, novate, delegate, subcontract, pledge, or otherwise dispose of these Terms, any Order, and any rights, receivables, or obligations, in whole or in part, without notice or consent except where mandatory law requires otherwise, including to:

• an Affiliate;
• a successor;
• a purchaser of assets, equity, or business;
• a financing source; or
• a party involved in a merger, acquisition, restructuring, or corporate transaction.

Subject to the foregoing, these Terms bind and benefit the parties and their permitted successors and assigns.

25. Force Majeure

REACH is not liable for any delay, failure, interruption, loss, corruption, inability to perform, increased cost, or degradation caused in whole or in part by circumstances beyond its reasonable control or by reasonable measures taken in response to them. Performance times are extended for the duration and effects of the event, and REACH may modify, suspend, or allocate affected resources. Such circumstances include:

• natural disasters;
• severe weather;
• fire or flood;
• epidemic or pandemic;
• war, terrorism, civil unrest, or labor disruption;
• governmental action;
• sanctions or legal restrictions;
• utility, telecommunications, internet, cloud, hosting, or power failures;
• third-party service or integration failures;
• cyberattacks or denial-of-service attacks;
• supply shortages; or
• failures of models, networks, platforms, or infrastructure not controlled by REACH.

REACH may allocate limited resources among customers, regions, features, and services in its reasonable discretion, use alternative suppliers or methods, and suspend affected obligations. REACH has no obligation to incur extraordinary cost, obtain substitute performance, or resolve a labor dispute. Force majeure does not excuse Customer’s obligation to pay amounts accrued before the event or for Service that remains available.

26. Changes to These Terms

REACH may modify these Terms prospectively to reflect changes in the Service, law, regulation, security, technology, pricing, business practices, third-party requirements, dispute procedures, or other operational needs. The version in effect when a use occurs generally governs that use, subject to applicable law and any controlling signed agreement.

REACH will provide notice of material changes through one or more reasonable means, such as email to the address on file, an Administrator or account notice, an in-product message, or posting an updated version with a revised “Last Updated” date. Customer is responsible for monitoring notices and ensuring that an authorized contact receives them. Nonmaterial clarifications may take effect upon posting.

Changes take effect on the date stated in the notice. Where required by law, REACH will:

• provide advance notice;
• request renewed assent;
• permit cancellation; or
• obtain additional consent.

Continued access to or use of the Service after a change takes effect constitutes acceptance to the extent permitted by law. If you do not accept a change, your sole remedy is to stop using the Service and cancel any affected Subscription before the change takes effect, subject to accrued and committed Fees and any mandatory refund right. Failure to review a notice does not invalidate a change properly delivered.

A material change to the arbitration agreement will not apply to a dispute for which REACH received a complete, individualized Notice of Dispute before the effective date of that change, unless the parties agree otherwise. REACH may, however, update administrative details, provider references, addresses, or procedures to conform to law or provider rules where the update does not materially impair a party’s rights.

27. Order of Precedence

If and only to the extent governing documents directly conflict, the following order of precedence applies unless a higher-ranking document expressly and specifically states otherwise. A more specific provision controls a general provision on the same subject, and silence is not a conflict:

1. a negotiated master services agreement or equivalent agreement signed by authorized representatives of both parties;
2. a data-processing addendum or Business Associate Agreement signed by both parties, solely for its subject matter;
3. an Order signed or electronically accepted by both parties;
4. these Terms;
5. the HQ Privacy Policy;
6. Documentation and plan descriptions; and
7. other policies incorporated by reference.

An Order overrides these Terms only if it expressly identifies the provision being overridden and is accepted by an authorized REACH representative, or if the conflict is direct and irreconcilable. An Order’s commercial fields do not implicitly amend legal, data-use, intellectual-property, warranty, indemnity, liability, or dispute terms.

Purchase orders, procurement or vendor portals, onboarding forms, security questionnaires, click-through fields, invoices, acknowledgments, or other Customer-provided terms do not modify the agreement, even if received, signed by nonlegal personnel, referenced, accepted, or processed for administrative convenience, unless an authorized REACH representative expressly agrees in a signed writing that specifically identifies the amendment. Any Customer boilerplate is rejected.

28. General Terms

28.1 Entire Agreement

These Terms, the HQ Privacy Policy, applicable Orders, and any additional terms expressly incorporated by reference constitute the complete and exclusive agreement concerning the Service and supersede all prior or contemporaneous proposals, requests for proposals, discussions, demonstrations, correspondence, representations, warranties, promises, and agreements concerning that subject matter. Each party acknowledges it has not relied on any statement not expressly included in the controlling agreement, without limiting liability that cannot lawfully be excluded.

28.2 No Waiver

A failure, delay, partial exercise, or course of conduct in exercising a right or remedy is not a waiver and does not prevent later or additional exercise. A waiver must be express, in writing, and signed by the waiving party’s authorized representative and applies only to the specific instance and purpose identified. Remedies are cumulative unless expressly exclusive.

28.3 Severability

Except as otherwise provided in Section 20, if a provision is found invalid, unlawful, or unenforceable, it will be reformed or limited to the maximum lawful extent that most closely reflects its purpose, or severed if reformation is unavailable, and the remaining provisions will remain effective. The invalidity of an application to one person or circumstance does not affect other applications.

28.4 Interpretation

Headings, captions, and summaries are for convenience only and do not affect interpretation. “Including” and similar terms mean “including without limitation”; “or” is inclusive; “will” and “must” impose obligations; and the singular includes the plural and vice versa where context permits. References to days mean calendar days unless business days are specified.

These Terms will not be construed against either party as drafter. References to laws include amendments, replacements, and implementing regulations.

28.5 No Third-Party Beneficiaries

Except as expressly stated for REACH’s Affiliates, licensors, service providers, subprocessors, personnel, successors, assigns, REACH Indemnitees, and released or limitation-protected parties, who may enforce the provisions benefiting them, these Terms create no third-party beneficiary rights. Customers, Authorized Users, and Guests are not third-party beneficiaries of one another’s Orders.

28.6 Independent Contractors

The parties are independent contractors dealing at arm’s length. These Terms do not create a partnership, franchise, joint venture, fiduciary, trustee, agency, employment, reseller, distribution, or exclusive relationship. Neither party owes duties beyond those expressly stated, and no Customer or user is REACH’s employee or representative.

Neither party may bind the other except as expressly authorized.

28.7 Notices

REACH may provide operational, contractual, billing, security, renewal, and legal notice electronically as described in Section 4.4, including to the account owner or an Administrator. Notice to an Administrator constitutes notice to the Customer. Customer must keep contact information current and designate internal recipients.

Except for Notices of Dispute, arbitration opt-outs, privacy requests, and copyright notices governed by their specific sections, formal legal notices to REACH must be sent both by email and by nationally recognized overnight delivery or certified mail, return receipt requested, to:

REACH Projects, Inc. Attn: Legal 861 Corriente Pointe Drive Redwood City, CA 94065 Email: postmaster@reachprojects.co

A notice is effective upon confirmed delivery or, for electronic notices sent by REACH, when transmitted to the address on file or posted in the Service, unless mandatory law requires a different time. Rejection, an outdated address, or a full inbox does not defeat notice properly sent, except where law provides otherwise. A Notice of Dispute is governed by Section 20.4.

28.8 Language

The English-language version of these Terms controls interpretation and enforcement unless applicable law requires otherwise. Translations are provided for convenience, may not reflect later updates, and are not controlling unless REACH expressly states otherwise. The parties request that related documents and proceedings be conducted in English to the extent permitted by law.

28.9 Survival and Cumulative Remedies

Rights and remedies are cumulative and may be exercised concurrently or separately unless expressly identified as exclusive. Equitable remedies may be available for threatened or actual misuse of intellectual property, Confidential Information, credentials, or the Service. Provisions intended by their wording, purpose, or nature to survive expiration or termination will survive, including accrued rights and obligations.

29. Contact Information

Questions about the Service or these Terms may be directed to the contact below. Communications to this general contact do not constitute formal legal notice, a Notice of Dispute, an arbitration opt-out, or service of process unless the applicable section expressly permits email notice:

REACH Projects, Inc. 861 Corriente Pointe Drive Redwood City, CA 94065 Email: postmaster@reachprojects.co