Last Updated: October 26, 2025

1. Acceptance of Terms

By accessing or using the Augment Platform, you agree to be bound by these Terms of Service (the “Terms”) and our Privacy Policy. You must be at least 18 years old and have the authority to bind the company or organization you represent to these Terms. If you do not agree, do not access or use the Platform. These Terms form a binding contract between you (“Customer,” “you,” or “your”) and Augment Technologies, Inc. (“Augment,” “we,” “our,” or “us”). Your Order Form (the “Order Form”) referencing these Terms sets forth your subscription details and pricing. These Terms and the Order Form collectively form the entire agreement between you and Augment (the “Agreement”). By continuing to access or use the Augment Platform after these Terms are posted or updated, you confirm your acceptance and agree to be bound by them on behalf of yourself or the entity you represent.

2. Definitions

“Augment Platform” means Augment’s AI agent supporting logistics, transportation, and supply-chain teams – including brokers, carriers, shippers, and other logistics providers – across sales, operations, and back office functions. “Customer Data” means data provided by or on your behalf to the Platform. “Documentation” means Augment’s user manuals, online help, or other written materials. “Confidential Information” means information disclosed by either party that is confidential, excluding public, previously known, independently developed, or lawfully disclosed information.

3. Provision and Use of the Platform

We grant you a non-exclusive, non-transferable right to access and use the Platform for your internal business purposes during your subscription term. You are responsible for all activity under your account and must maintain the security of your credentials. Notify us immediately of unauthorized access. The Platform may integrate with third-party tools governed by their own terms. Affiliates may use the Platform under separate Order Forms; each Order Form is a separate contract between us and that entity.

4. Fees and Payment

Fees are set forth in your Order Form and are payable in USD within thirty (30) days of invoice. All fees are non-cancelable and non-refundable except as expressly stated. We may adjust fees at renewal with at least sixty (60) days’ notice. Unpaid amounts accrue interest at 1% per month. You are responsible for all taxes other than those on our income.

5. Proprietary Rights

You own your Customer Data; we own the Platform and all related IP. You grant us a limited right to use your Customer Data solely to provide and improve the Platform. We may use aggregated, anonymized data (“Ecosystem Data”) to enhance our services. You grant us a royalty-free license to use feedback you provide.

6. Confidentiality

Both parties agree to protect the other’s Confidential Information and use it only as necessary to perform under these Terms. Disclosure is permitted to affiliates, contractors, or advisors under confidentiality obligations, or as required by law with notice to the other party. Obligations survive termination.

7. Restrictions

You may not: (a) reverse engineer, decompile, or derive source code from the Platform; (b) use it to build a competing product; (c) interfere with or disrupt its integrity or performance; or (d) use it unlawfully or in violation of export controls.

8. Security and Privacy

We maintain administrative, technical, and physical safeguards aligned with industry standards to protect Customer Data. We act solely as a data processor and service provider under applicable privacy laws and will not sell Customer Data or use it for AI model training. We collect and use limited personal information necessary to operate and improve the Platform, including account details, contact information, and usage data. We may share such information with trusted service providers who support the Platform’s operation, subject to confidentiality and security obligations. We do not sell personal information to third parties. You retain ownership of Customer Data. We retain system and performance data generated through use of the Platform (“Ecosystem Data”) which we may use in aggregated, anonymized form to maintain and improve our services. If you are located in a jurisdiction that grants specific privacy rights (such as California or the European Union), you may contact legal@goaugment.com to exercise any applicable data access or deletion rights.

9. Warranties and Disclaimers

We warrant the Platform will materially perform as described in the Documentation. Your exclusive remedy for breach is re-performance or pro-rata refund. EXCEPT AS EXPRESSLY PROVIDED, THE PLATFORM IS PROVIDED “AS IS”. WE DISCLAIM ALL IMPLIED WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

10. Indemnification

We will defend and indemnify you against third-party claims alleging the Platform infringes IP rights, except for claims arising from your modifications, combinations, or misuse. You will defend and indemnify us against third-party claims arising from your Customer Data, breach, or misuse.

11. Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. OUR TOTAL LIABILITY IS LIMITED TO FEES PAID UNDER THE RELEVANT ORDER FORM DURING THE PRIOR TWELVE (12) MONTHS.

12. Term and Termination

These Terms remain in effect while you use the Platform or have an active subscription. Either party may terminate for uncured material breach after thirty (30) days’ notice. Upon termination, your access ends and you must cease use of the Platform. The following Sections survive termination: Proprietary Rights, Confidentiality, Restrictions, Security and Privacy, Warranties and Disclaimers, Indemnification, Limitation of Liability, Term and Termination, and General Provisions. We may suspend your access to the Platform immediately upon notice if (a) any undisputed amounts remain unpaid after thirty (30) days, (b) we reasonably determine that your use poses a security or legal risk, or (c) you otherwise violate these Terms. Suspension does not relieve you of your payment obligations.

13. Modifications to Terms

We may modify these Terms periodically. Material changes will be posted on our website or communicated to you. Continued use of the Platform after notice constitutes acceptance of the updated Terms.

14. General Provisions

• Conflicts with Other Agreements. If you and Augment have executed a separate written Master Services Agreement or other binding agreement governing your use of the Augment Platform (an “MSA”), the terms of that MSA shall control to the extent of any conflict or inconsistency with these Terms of Service. These Terms apply only where no such MSA is in effect, or where the MSA expressly incorporates these Terms by reference.

• Publicity. We may identify you as a customer in our marketing materials; other uses require consent. 

• Assignment. You may not assign these Terms without our written consent except to a successor in interest. 

• Export Compliance. You agree not to use, export, or re-export the Platform in violation of any applicable U.S. export-control or sanctions laws or regulations.

• Governing Law. Delaware law governs, without regard to conflict-of-law principles. 

• Force Majeure. Neither party is liable for delays due to causes beyond its control.

• Notices. Notices must be sent to legal@goaugment.com. 

• Entire Agreement. These Terms constitute the full agreement, superseding prior versions.