FifthRow Inc.

FifthRow Terms of Use

Welcome to FifthRow / FifthRow Inc.

This User Policy ("User Policy") outlines the terms and conditions for using the FifthRow Inc. AI Platform ("FifthRow"). By accessing or using FifthRow, you ("User" or "Company") agree to comply with this Policy. If you do not agree with any part of this policy, please refrain from using our services.

Last Updated: October 2, 2026

1. Acceptance of Terms

By creating an account, making a payment and using FifthRow, you confirm that you are authorized to enter into this agreement for your own use or on behalf of your organization. You agree to provide accurate, current, and complete information during the registration process.

In this User Policy, "Company" means the individual or organization subscribing to the Services; "Authorized User" includes that individual and anyone the Company authorizes to use its account. A company workspace is an account structure and does not by itself determine the subscriber's legal status. These are the standard terms for self-service subscriptions. A separate agreement signed by FifthRow and the Company controls to the extent of any conflict for the Services it covers, including any applicable data processing agreement.

Nothing in this User Policy excludes or limits any consumer right, remedy, or liability that applicable law does not permit FifthRow to exclude or limit. Where mandatory consumer law provides otherwise, it applies.

2. User Accounts

Registration: To use FifthRow, you must create an account. You are responsible for maintaining the confidentiality of your account information, including your password.
Account Security: You agree to notify us immediately of any unauthorized use of your account or any other breach of security. FifthRow will not be liable for any loss or damage arising from your failure to comply with these security obligations.
Multiple Users: Multiple users under one Company account must each be Authorized Users with a unique log in and password.

3. Services.

The Platform: FifthRow is an AI-powered tool which based on inputs provided by the Company, will conduct automated market research based within the inferred problem space, generate potential new venture ideas, rank them based on market viability and alignment with the Company's assets and strategy, create personas and conduct simulations to extract product insights and auto-generate landing pages for market testing in order to provide a comprehensive recommendation for highest potential ventures within the space and aligned with the Company's goals. The platform also features Flows which is a platform for automating business processes with AI Agents. It features an ever-growing MarketPlace catalog of preprogrammed agents that perform tasks on top of unstructured data from the internet, startup databases or private data uploaded to FifthRow. It also features a Flow building editor that allows defining any agent performing a task described in plain English. FifthRow uses the marketing name Large Consulting Model (LCM) for its research and automation infrastructure, which uses third-party AI models together with tools, data, and workflows; LCM is not a standalone AI model. The Company acknowledges that certain Flows and Apps on the platform extracts data from third-party websites (e.g., social media platforms, email sources) without the use of official APIs provided by the third-party operators ("Third Party Operators") and assumes the risk associated with this functionality as specified in Clause 11.
Services: FifthRow will use commercially reasonable care and skill to provide the Services in accordance with this User Policy. Any additional service commitments must be expressly stated in the applicable plan or a separate agreement signed by FifthRow.
Data Residency & International Processing: FifthRow may store and process Company Content, including personal data, on servers located in the United States, European Union, or other jurisdictions. FifthRow shall ensure that any international transfers of personal data are conducted in compliance with applicable data protection laws and subject to appropriate safeguards, including Standard Contractual Clauses (SCCs) where applicable.
Quality of Services: The quality of the Output is directly related to publicly available data, private data provided by the Company and the quality of the brief and inputs submitted by the Company. As such, FifthRow does not provide any guarantee as to the quality of the final Output nor any guarantees that all questions be answered through the Output. Further, FifthRow makes no guarantee that the recommendations will lead to successful ventures and highly recommends that the Outputs be used as an initial step in validation of new products, services, ventures, business processes and other outputs from the platform.

AI Output Publication

When publishing or distributing Output, the Company must comply with any applicable requirements to disclose that content was generated or altered using AI and to preserve required AI-origin markings. Whether disclosure is required depends on the content, audience, context, and applicable law; this clause does not require a visible AI label on every Output.
Service Availability and Support: The Services may be unavailable or interrupted for maintenance, updates, security, provider outages, or other reasons. Unless expressly included in the applicable plan or a separate signed agreement, FifthRow does not provide an uptime guarantee, service-level commitment, service credits, or guaranteed support response or resolution time. FifthRow will use reasonable efforts to give advance notice of planned material interruptions where practicable.
Company Content and use: As between the parties, the Company retains its rights in Company Content and Output. FifthRow may access, process, and analyze Company Content and Output to provide the Services and to understand the Company's use of the Services, including by reviewing App and Flow definitions, instructions, prompts, workflow structures, and integration patterns, and will apply reasonable safeguards when doing so. FifthRow may derive generalized learnings about recurring task types, use cases, workflow structures, and integration patterns, and use those learnings to improve the Services and develop, offer, and commercialize catalog Apps, Flows, templates, and related products. Generalized learnings used for these purposes will not identify the Company or individuals, disclose the Company's Confidential Information, or reproduce raw Company Content, confidential customer-specific prompts or instructions, or proprietary code or materials. This permission does not transfer ownership of Company Content or Output or permit their republication as catalog content. FifthRow does not use Company Content or Output, including shared Answers, to train or fine-tune AI or machine-learning models, including by instructing a service provider to do so. Improvement of Apps, Flows, and Agents may include evaluating their performance, refining instructions and prompts, changing tool selection and execution steps, and improving verification, error correction, and retrieval of shared facts and Answers. These activities improve the workflows that use AI models; they do not train or fine-tune the underlying models or modify their weights. Reusing and extending the shared research library can improve coverage over successive runs, including recurring research in a Company's field. These activities remain subject to the permissions and restrictions in this User Policy. FifthRow remains responsible for its processing, including its use of service providers, under applicable law and any data processing agreement that applies between the Company and FifthRow. The shared Answers feature is governed by Section 3A.3.
Alterations: FifthRow may add or remove features to the Platform/Services and/or any software embedded or included therein, as well as update the Platform/Services and/or any software embedded or included therein, to improve the Platform/Services, comply with relevant laws and regulations, and/or counter high safety or security risks. FifthRow may make changes to the Platform/Services and/or any software embedded or included therein to: respond to legal, regulatory, safety or security issues, respond to changes in the licenses and partnerships FifthRow has with third parties, adapt to new technologies, adapt to changes in the number of people who use the Platform/Services.
Acceptable Use: You agree not to misuse the Platform or Services, including but not limited to: launching denial-of-service attacks, distributing malware, engaging in phishing or fraudulent schemes, creating fake accounts, or performing activities that violate applicable laws or harm our reputation. We may suspend or terminate accounts that breach these restrictions.

Regulated Uses

Before configuring or using the Services for a purpose subject to specific legal requirements—including certain uses that rank individuals or materially influence decisions about them—the Company must assess the intended use and satisfy the requirements applicable to its role. Human review does not, by itself, remove those requirements. The Company must not use the Services for purposes prohibited by applicable law. Ordinary research about companies or products does not become a regulated decision about an individual solely because it concerns a regulated industry. Each party remains responsible for the legal obligations applicable to its own activities and role.
Monitoring: FifthRow may monitor the Company's use of the Platform/Services for violation of this Agreement and may, at its sole discretion, take appropriate action should the Company violate the law and/or this Agreement, including but not limited to: refusing or restricting access to the Platform/Services and the information uploaded to the Platform/Services, blocking certain IP addresses, other actions aimed at protecting FifthRow's rights or property or to facilitate the proper functioning of the Platform/Services. Nothing in this Agreement will be construed to obligate FifthRow to supply any corrections, updates, or releases in connection with the Platform/Services.
Content Review & Removal: FifthRow reserves the right, but does not undertake the obligation, to review any Company Content or activity on the Platform for compliance with this Agreement. FifthRow may remove, disable, or restrict access to any content or user that it, in its sole discretion, determines to violate applicable law, this Agreement, or third-party rights. FifthRow will use reasonable efforts to notify the Company before taking such action, unless doing so would violate applicable law or expose FifthRow to liability.
Processing Company's Content: Information, feedback, and other content uploaded or input by Company to the Platform/Services are hereinafter collectively referred to as "Company Content". For the avoidance of doubt, Company Content shall be comprised of: any data input to the Platform/Services by Company or its affiliates. Company's data accessed or used by FifthRow or transmitted by Company or affiliates to FifthRow in connection with the use of Platform/Services. all Intellectual Property Rights and any other proprietary information of Company that may be made available to FifthRow while providing Services under this Agreement, and all Company's Confidential or proprietary information obtained by FifthRow in connection with this Agreement. Company Content shall be stored and processed with security measures in place to prevent unauthorized users from having access to them. The Company may delete Flows, App results, and templates from its workspace using available controls. Deleting these items from the workspace does not delete shared Answers or public-source facts and is not a complete data-deletion request; requests concerning information held by FifthRow are handled under Section 3A.5, the Privacy Policy, and applicable law.

3A. Connected AI Clients and FifthRow LCM MCP

Connected access: FifthRow LCM MCP allows an Authorized User to connect a supported third-party AI client to the Services. Actions requested through that client are performed using the signed-in user's FifthRow permissions and remain subject to this User Policy, the Company's plan, and applicable usage limits. Availability of tools, embedded interfaces, progress updates, and background notifications may vary by client.
Connected execution and charges: An Authorized User may start an execution by giving explicit instructions through a connected client or by configuring an automation, including an Autopilot. A configured automation may start later executions without a separate per-run confirmation. Executing an App, Flow, agent, or recurring automation may consume credits or incur charges under the Company's plan as described in Section 4. Any automatic top-up charge remains subject to the recorded authorization described in Section 4.9. A suggestion, preview, or status check does not itself mean that a billable execution has started.
Shared Answers: Answers is a shared public-source research library. Public-source questions and research requests submitted to or generated for Answers, including agent-generated questions, and their results and source references enter the shared library automatically and may be retrieved and reused by other authenticated FifthRow users in later research. Sharing is an integral part of Answers and is not subject to a customer publishing choice, per-question approval, or sharing opt-out. This applies through the Platform, APIs, and Apps, Flows, and Agents, including connected clients and recurring automations. Where private data is added to research, that private data and questions, context, and results incorporating it are excluded from the shared library; independently obtained public-source research remains eligible for shared reuse. Private data must be supplied through the Services' private-data inputs, not placed in a public-source Answers question. Customers are not required to review each question generated by an Agent before it enters the library. Searching for or retrieving existing Answers does not itself submit new research. Public-source research may include public professional information where its processing is lawful; public availability does not remove privacy obligations or third-party rights. The Company must have the rights required for material it supplies and must not deliberately submit confidential or private information through public-source research inputs. For purposes of Section 6, only public-source questions, requests, results, and references shared under this Section are treated as shared material; this does not remove confidentiality from private data or material incorporating it. To the extent the Company controls the relevant rights, the Company grants FifthRow a non-exclusive, worldwide, royalty-free right to store, reproduce, structure, check, display, and reuse that shared material in future research and to make it available to authenticated FifthRow users and authorize their retrieval and reuse through the Services. These rights survive cancellation for shared material retained under this User Policy and remain subject to applicable law, privacy and removal rights, and third-party rights. The absence of a feature-level sharing opt-out does not limit statutory rights. They do not transfer ownership of Company Content or grant rights in third-party source material.
Third-party client and callback: A connected client may receive and display requested Company Content, account details, status, outputs, and source references. Its operator processes information under its own terms and privacy policy. If the Company enables event delivery, status events are sent to its chosen callback endpoint. The Company is responsible for authorizing users and choosing clients and callback endpoints appropriate for the information involved.
Disconnecting and deletion: The Company may delete Flows, App results, and templates from its workspace using available controls. Workspace deletion removes these items from that workspace but does not delete shared Answers or public-source facts, and is not a complete data-deletion request. Customers cannot self-delete shared Answers or facts through workspace controls. Revoking a client connection stops future access through that authorization; it does not itself delete workspace items, shared Answers, or facts, or remove information already sent to the client. Requests to access, export, correct, or delete information held by FifthRow, including shared Answers and public-source facts, may be sent to support@fifthrow.com and are handled under our Privacy Policy and applicable law.
Research results: Generated answers and reports may contain errors, outdated information, or incomplete source coverage. Users should review the underlying sources before relying on a result for a consequential decision. FifthRow does not control how a connected client summarizes or presents a returned result.

4. Payments and Payment Terms

Subscriptions and credit use: FifthRow may provide the Service through paid account subscriptions of monthly or annual duration. Before the Company authorizes an initial subscription payment, FifthRow will clearly disclose the selected plan's subscription price and billing cadence and, for a credit-based plan, the monthly credit allowance included in that plan. The initial subscription payment adds that allowance to the Company's balance. App, Flow, agent, and recurring Autopilot executions may consume credits from the balance. Where automatic top-up applies, additional credits may be purchased when the available balance is insufficient, as described in Section 4.9.
Enterprise Plans: FifthRow may also provide the Services through customized provision of service and payment terms (as further set forth under an Order Form or separate agreement).
Subscription Plan: Access to FifthRow requires payment of subscription fees as disclosed for the selected plan before payment is authorized. The applicable price and billing cadence will be clearly disclosed before the Company authorizes an initial or recurring subscription payment.
Refunds and consumer rights: Except where applicable law requires otherwise, the Company has no general entitlement to a refund, and fees are non-refundable, including where the Company cancels before the end of a subscription term. FifthRow may grant a refund or credit as a case-by-case exception. This clause is subject to the consumer rights and remedies preserved in Section 1, including any mandatory right to cancel, withdraw, or obtain a refund.

Where EU/EEA consumer withdrawal rules apply, you generally have fourteen (14) days from conclusion of the service contract to withdraw without giving a reason. Notify FifthRow Inc. at support@fifthrow.com through an unequivocal statement identifying your account and the contract; you may also use any applicable withdrawal function or form provided with the order. Sending the notice before the deadline is sufficient. We will reimburse payments due on withdrawal without undue delay and within fourteen (14) days after receiving notice, using the original payment method unless otherwise agreed, without a reimbursement fee. If you expressly request that service begin during the withdrawal period, you may owe a proportionate amount for service supplied before withdrawal, but only where the required information and request have been obtained and applicable law permits. Starting service does not by itself remove the withdrawal right. Any loss of that right following full performance requires the conditions, prior express consent, and acknowledgement required by applicable law. Other mandatory rights, extended periods, and remedies remain unaffected.
Monthly subscription allowance credits: Unused credits from the monthly subscription allowance expire at the end of that allowance's monthly period and do not carry forward. Separately purchased credits remain available until used, subject only to Section 5.8.
Cost of Use: The applicable rates or method of calculating usage charges will be disclosed before the Company authorizes execution or a recurring automation. Where final usage is not known in advance, an estimate may be provided. Usage charges reflect the actual execution cost calculated at those rates; an estimate is not a fixed price or guaranteed cap unless expressly stated. The Company is responsible for usage by its Authorized Users and configured automations, subject to the authorization requirements in Section 4.9.
Payment Processing: Payments are processed through third-party payment processors. Applicable payment terms will be made available during checkout. The person authorizing payment must have authority to use the payment method and authorize charges for the workspace. Other Authorized Users and configured automations may consume its shared balance and trigger purchases covered by that authorization.
Renewal: The Subscription automatically renews at the end of the term unless canceled prior to the end of the subscription term.
Automatic Top-Up of Credits: For credit-based plans that offer automatic top-up, the setting may be on by default, but that setting alone is not authorization to charge the Company's payment method. FifthRow may make automatic top-up purchases only under the Company's prior, express, recorded authorization for the disclosed automatic top-up arrangement. Before obtaining that authorization, FifthRow will clearly disclose the event that triggers a top-up, that top-ups may recur automatically for later executions, the number or amount of credits to be purchased or how that amount is calculated, and the applicable credit price or a clear way to calculate the charge. Where applicable law permits, the Company may give this recorded authorization through affirmative acceptance of the disclosed arrangement during subscription checkout. Before an execution, FifthRow may use an upper-bound estimate of its credit requirements to determine the top-up needed above the available balance. This estimate is intended to cover the cost in most cases and is not a guaranteed maximum. Actual usage is charged against the workspace's credit balance at the disclosed applicable rates. A top-up is a purchase of credits, not a final charge for the execution itself; purchased credits not consumed by that execution remain available under Section 4.5. Any further top-up must remain within the disclosed and authorized charging arrangement. The authorization may cover repeated purchases under those disclosed terms; a separate confirmation is not required for each covered purchase. The Company may disable automatic top-up in account settings. While it is disabled, scheduled Autopilot dispatch is paused, and new executions requiring more credits than are available cannot proceed. Disabling automatic top-up does not cancel executions already in progress. The Company remains responsible for monitoring usage and its credit balance.
Plan Changes: Available upgrades and downgrades, their effective dates, and any price, allowance, or prorated-charge changes will be disclosed before the Company confirms the change. Unless otherwise disclosed, a downgrade takes effect at the next renewal. A plan change does not create a refund entitlement except as provided in Section 4.4 or required by law.

5. Subscription Term and Subscription Cancellation

The subscription is valid for the term selected by the Company
The Subscription automatically renews unless canceled before renewal. The Company may cancel using the subscription controls made available in its account or by contacting support@fifthrow.com. Disabling automatic top-up does not cancel the subscription, and canceling a subscription does not reverse charges already incurred. Mandatory cancellation and withdrawal rights remain unaffected.
When subscription is canceled, Company continues to the have access to the Services until the last day of the subscription term
Following ordinary subscription cancellation, the Company retains ownership and permitted use of its Output. Access to saved Output remains subject to account availability, applicable retention and deletion practices, and Sections 5.5–5.8; cancellation does not create an obligation to host Output indefinitely. The Company should export any Output it wishes to retain.
In the event of non-payment the suspension of service is immediate and at that point Company will not have access to previous outputs; full access to the service will be restored upon successful payment completion
Inactive Accounts: If a Company account remains inactive for more than twelve (12) consecutive months (i.e., no login or platform activity), FifthRow may terminate the account upon thirty (30) days' notice via email. Upon termination due to inactivity, all Company Content and Outputs may be deleted from the Platform.
FifthRow shall not be liable for any loss of data resulting from account inactivity where notice was provided.
FifthRow may suspend or terminate this Agreement and/or Company's access to the Platform immediately upon written notice if: (a) the Company is in material breach of this Agreement and fails to cure such breach within ten (10) business days of notice; (b) the Company uses the Platform in a manner that violates applicable law or infringes the rights of a third party; (c) use of the Platform by the Company or its Authorized Users poses a security risk or could subject FifthRow to liability; or (d) FifthRow is required to do so by law or regulation. Only if FifthRow terminates under (a) or (b), and only to the extent permitted by applicable law, FifthRow may cancel the Company's unused separately purchased credits. Unused separately purchased credits are not forfeited solely because the Company cancels its subscription or because FifthRow suspends or terminates access under (c) or (d). Any cancellation, refund, or other effect of termination remains subject to Section 1 and mandatory rights and remedies under applicable law.

6. Confidentiality Definition of Confidential Information.

"Confidential Information" refers to any information shared by one party (the "Disclosing Party") with another party (the "Receiving Party") in connection with the use of this Service. This includes, but is not limited to, information about business plans, products, research, technical data, trade secrets, customer lists, software, user accounts, inventions, processes, designs, and any other business-related information shared directly or indirectly, whether in writing, verbally, or through physical inspection. Information does not cease to be Confidential Information merely because it is processed through the Services. The shared-library exception applies only to public-source material shared in accordance with Section 3A.3. Private data and questions, context, or results incorporating it remain subject to this Section, even if mistakenly included in the shared library. Other Company Content and private Apps, Flows, documents, and results also remain subject to this Section. "Confidential Information" does not include information that:
1. The parties already possess at the time of disclosure.
2. Is developed independently by the parties without using the confidential information.
3. Is or becomes publicly available without a breach of this Agreement or another duty of confidentiality by the receiving party.
4. Is approved for release in writing by the other party.
Nonuse and Nondisclosure. Each receiving party will protect the other party's Confidential Information using reasonable care and will use it only to perform this Agreement or exercise its express rights, including Sections 3.6 and 3A.3. The following disclosure conditions apply:
1. A receiving party may disclose Confidential Information to its personnel, professional advisers, and service providers who need it for those purposes and are bound by appropriate confidentiality obligations. It may also disclose information to recipients directed or separately authorized by the disclosing party or as required by law under paragraph 4.
2. By accepting this User Policy, the Company gives FifthRow general written authorization to engage service providers supporting the Services, including AI, search, hosting, connectivity, data-processing, and function-execution providers, and to disclose information to them to the extent reasonably necessary for their agreed functions. Separate approval for each prompt, search, or execution is not required. FifthRow will comply with applicable requirements for subprocessor authorization, notice of changes, and opportunities to object. An applicable data processing agreement or separately signed processing agreement controls any additional or different requirements.
3. Providers engaged by a party must protect Confidential Information under written confidentiality obligations at least as protective as this Section and appropriate security obligations and may use it only for their agreed functions. Each party remains responsible for its own providers' handling of Confidential Information, subject to this User Policy and applicable law. Providers independently selected and engaged by the Company are governed by its arrangements with those providers; this does not limit FifthRow's obligations for its own processing.
4. A party may disclose Confidential Information where legally required, limited to the information required. Where legally permitted, it will give prompt notice and reasonable cooperation, at the other party's expense, in seeking confidential treatment or protection. Neither party is required to delay compliance with a legal obligation or make a disclosure prohibited by law. Disclosure does not intentionally waive any applicable privilege; the parties cannot guarantee that a court or authority will preserve privilege.
Retention of Rights. All Confidential Information (including copies and summaries thereof and extracts therefrom, whether tangible or in electronic or other form) shall remain the property of the individual Parties. Except for the rights expressly granted in this User Policy, disclosure of Confidential Information does not grant or imply a license or transfer of ownership.
Notification of Breach of Confidential Information: Receiving Party shall notify Disclosing Party immediately upon discovery of any unauthorized use or disclosure of Confidential Information or any other breach of this Agreement by Receiving Party and/or its employees, consultants, or contractors, and will cooperate with Disclosing Party in every reasonable way to assist Disclosing Party to regain possession of the Confidential Information and prevent its further unauthorized use or disclosure.
Remedies: Without limiting the remedies available to FifthRow, the Company acknowledges that a breach of provisions of this Section may result in material irreparable injury to FifthRow for which there is no adequate remedy at law, that it will not be possible to measure precisely damages for such injuries and that, in the event of such a breach or threat thereof, FifthRow shall be entitled, without the requirement to post bond or other security, to obtain a temporary restraining order and/or injunction restraining the Company from engaging in activities prohibited by this User Policy or such other relief as may be required to specifically enforce any of the provisions of this Section.
Liquidated damages: Should the Company breach any of its obligations under this Section the Company shall be obliged to pay FifthRow liquidated damages in the amount of 10% of annual payable fees under this Agreement for each and every instance of such breach, in addition to any damages in excess of this amount. Liquidated damages is intended to establish a pre-estimate of the loss suffered under circumstances where the actual damages in the event of breach would be difficult or impossible to ascertain. It shall be payable within thirty (30) calendar days of the date on which FifthRow sends a written request for such charge.
Post-termination: Notwithstanding termination by the Company of use of the Service, the Parties' obligations under this section shall remain in full force and effect with respect to confidential knowledge and information for a period of two (2) years after the termination of this Agreement subject to trade secrets which may be protected for a longer period in accordance with the applicable law.

7. Ownership and Grant of Licence.

License to Platform and Services: FifthRow grants Company a non-exclusive, non-transferable, non-sublicensable, time-limited, revocable, worldwide license during the term of the this Agreement for Company and/or its Authorized Users to access and use the Platform and Services. Authorized Users have the meaning in Section 1 and must use the Services in accordance with this User Policy. If an Authorized User leaves the employment or engagement of the Company or where the employment or engagement of an Authorized User is transferred such that the Company does not intend for them to have access to the Platform and Services, the Company shall disable such individual's access to the Platform and Services. Company shall be solely responsible and liable for permitting Authorized Users the access and use of the Platform and Services, and ensuring that the Authorized Users abide by the terms and conditions of this User Policy.
FifthRow Proprietary Rights: Notwithstanding anything else to the contrary in this User Policy or elsewhere, FifthRow shall retain any and all rights, title and interest, including Intellectual Property Rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights, in and to the Platform, Services and any Underlying FifthRow Technology (as defined below). Except as expressly stated herein, this User Policy does not grant the Company any rights to, or in, any Intellectual Property Rights in respect of the Platform, Services, the software, or any related documentation. "Underlying FifthRow Technology" shall mean FifthRow's technology, methodologies and intellectual property anywhere in the world (including, without limitation, product(s), software tools, hardware designs, algorithms, software (in source code and object code forms), user interface designs, architecture, class libraries, objects and documentation (both printed and electronic)). Subject to the terms and conditions of this User Policy, to the extent (if at all) any Underlying FifthRow Technology is incorporated into the Deliverables and/or Output, FifthRow grants to the Company a non-exclusive, royalty-free, perpetual, worldwide license to use that incorporated technology solely as necessary to use, reproduce, and distribute the Output as permitted by this User Policy. This license survives termination, does not permit extraction or standalone use of the Underlying FifthRow Technology, and does not extend access to the Platform beyond the subscription term. For the purposes of this User Policy, "Intellectual Property Rights" shall mean (i) patents, inventions, designs, copyright and related rights, database rights, knowhow and confidential information, trade marks (whether registered or unregistered) and related goodwill, trade names (whether registered or unregistered), database rights, trade secrets, business names, service marks, passing off rights, unfair competition rights, petty patents, utility models, semi-conductor topography rights and rights in designs, and rights to apply for registration; (ii) all other rights of a similar nature or having an equivalent effect anywhere in the world which currently exist or are recognized in the future; and (iii) all applications, extensions and renewals in relation to any such rights.
Ownership of Platform Output: As between the parties, the Company retains all rights in Company Content, including its inputs, and owns in perpetuity the Output generated for it by the Services, including Research and Discovery Reports, Flows Reports, Custom Reports, Microsites, and App outputs, subject to third-party rights in source material and the limited rights expressly granted in this User Policy. Publicly available facts and third-party materials in an Output remain subject to their respective rights. The Company's rights in Company Content and Output are not transferred by the rights granted to FifthRow under Sections 3.6, 3A.3, and 7.10. FifthRow retains rights in the generalized learnings and its own catalog Apps, Flows, templates, and related products developed under Section 3.6, provided they do not identify the Company or individuals or disclose or reproduce the Company's Confidential Information or raw Company Content.
Ownership of Custom Flows and Marketplace Contributions: The Company retains its rights in Apps and Flows it creates, including their definitions, instructions, prompts, and other Company Content. Apps and Flows that the Company has not chosen to publish to the Marketplace, and their raw Company-specific content, will not be made available to other users as catalog contributions. Publishing an App or Flow to the Marketplace authorizes access and use of that published contribution through the Marketplace. The Company grants FifthRow the rights in Section 3.6 to analyze configurations and use generalized learnings; those rights do not permit republishing a private App or Flow or its confidential customer-specific prompts, instructions, or proprietary code or materials. Shared Answers are governed separately by Section 3A.3.
Use of Company Name and Logo. If the Company is a business entity and this User Policy is accepted on its behalf by an individual authorized to bind it, the Company authorizes FifthRow to use the Company's business name and logo to identify the Company as a user of FifthRow in customer lists, on FifthRow's website, and in other promotional materials, but only where the identification is accurate. This permission does not authorize use of an individual user's personal name or an individual's employer's name or logo where that employer is not the Company granting this permission. This permission does not authorize a case study, testimonial, endorsement, announcement about the Company's use of the Services, or disclosure of non-public information about the Company; each requires the Company's separate written approval. FifthRow will follow any reasonable brand-use guidelines the Company provides and will promptly stop new use and remove the Company's name and logo from materials under FifthRow's control within a reasonable time after receiving the Company's written request.
Modifications and alterations: The license granted under this Agreement shall not include the right for the Company to make modifications and alterations to the Platform, Services and/or any software embedded or included therein. Neither Party shall use, reproduce, distribute, modify, create derivative works of, publicly perform and publicly display, in any medium or format, whether now known or later developed, the other Party's intellectual property except to the extent expressly permitted under this User Policy.
Infringement of rights: The Company shall use its best endeavors to prevent any unauthorized access to, or use of, the Platform/Services. Should the Company become aware of wrongful use or planned wrongful use of the Platform/Services, including but not limited to any software embedded or included therein by a third party, the Company shall immediately notify FifthRow in writing. Should the Company become aware of third parties claiming that the Platform/Services and/or any software embedded or included therein are unprotected or that their use infringes the rights of other Parties or that they are otherwise subject to a challenge/questioning of FifthRow' rights in them, the Company shall immediately notify FifthRow in writing and coordinate further action in this regard with FifthRow. FifthRow shall handle all proceedings in respect of the Platform/Services and shall at its sole discretion decide what steps, if any, to take on account of infringement or alleged infringement of rights in the Platform/Services or any other claims that exist with respect to the use of the Platform/Services or which threaten the use of the Platform/Services.
Feedback. FifthRow, its affiliates and their licensors shall have a royalty-free, worldwide, transferable, sub-licensable, irrevocable, perpetual license to use or incorporate into the Platform and/or Services any enhancement requests provided by the Company including its Authorized Users.
Company's Intellectual Property. Company represents that it has, and shall be solely responsible for obtaining, the necessary rights, power, and authority to transmit Company Content to FifthRow in using the Services. As between Company and FifthRow, Company will own all rights, title, and interest in and to all of the Company Content and shall at all times have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Company Content.
License to Company Content. The Company grants FifthRow a non-exclusive, worldwide, royalty-free license, transferable only with a permitted assignment of this Agreement, to copy, reproduce, store, process, distribute, publish, export, adapt, edit, translate, and transmit Company Content and Output to the extent reasonably required to perform FifthRow's obligations and exercise its express rights under this User Policy, including Sections 3.6 and 3A.3. The rights to use generalized learnings under Section 3.6 and shared Answers material under Section 3A.3 continue for material already derived or placed in the shared library while FifthRow retains it under this User Policy, subject to applicable law and privacy, removal, and third-party rights. FifthRow may grant its service providers and subprocessors the limited rights necessary for their agreed functions, including AI, search, hosting, connectivity, data-processing, and function-execution services, subject to Section 6.2 and any applicable data processing agreement. Those rights do not expand the permissions for generalized learnings or shared Answers or authorize disclosure of private Company Content or Output beyond the necessary provider disclosures permitted by Section 6.2. This User Policy does not transfer or convey to FifthRow or any third party ownership of Company Content or Output or their associated Intellectual Property Rights, except for the limited rights expressly granted here. The Company retains ownership of Company Content, subject to third-party rights and the permissions expressly granted in this User Policy.
Similarity of Output Disclaimer. The Parties acknowledge and agree that due to the nature of machine learning, the Output generated by the Company using the Platform/Services may not be unique across users, as the Platform/Services may produce the same or similar output for the Company and a third party. In other words, two different parties may receive the same or similar output after submitting their respective inputs. Responses requested by and generated for other users that are not the Company or its affiliates shall not be considered Output for the Company hereunder, and the Company shall have no right over such outputs generated for other users.

8. Representations & Warranties.

Authority. Each party represents and warrants that it has the full right and authority to enter into, execute, and perform its obligations under this User Policy and that no pending or threatened claim or litigation known to it would have a material adverse impact on its ability to perform as required by this Agreement.
Warranty Disclaimers. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE PLATFORM AND SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. THE COMPANY AGREES THAT THE COMPANY'S USE OF THE PLATFORM AND SERVICES WILL BE AT ITS SOLE RISK UNLESS EXPRESSLY PROVIDED OTHERWISE IN THIS USER POLICY. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS USER POLICY, FifthRow, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE PLATFORM AND SERVICES AND THE COMPANY'S USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FifthRow MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE PLATFORM'S AND SERVICES' CONTENT, THE DELIVERABLE, OUTPUT, ANY WORKPRODUCT, OR THE CONTENT OF ANY WEBSITES LINKED TO THE SERVICES, AND WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY: ERRORS, MISTAKES, OR INACCURACIES OF THE DELIVERABLE, OUTPUT, OR ANY OTHER CONTENT AND MATERIALS, INFRINGEMENT OF THE RIGHTS OF ANY THIRD PARTY, INCLUDING BUT NOT LIMITED TO INFRINGEMENT OF COPYRIGHT AND RIGHT OF PUBLICITY, ATTRIBUTABLE TO THE USE OF THE PLATFORM AND SERVICES BY THE COMPANY, PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM COMPANY'S ACCESS TO AND USE OF THE SERVICES, ANY UNAUTHORIZED ACCESS TO OR USE OF FifthRow' SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM AND SERVICES BY ANY THIRD PARTY, AND/OR ANY ERRORS OR OMISSIONS IN ANY THE DELIVERABLE, OUTPUT, OR ANY OTHER CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY DELIVERABLE, OUTPUT, OR ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE PLATFORM AND SERVICES. FifthRow DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED, OFFERED OR PROVIDED BY A THIRD PARTY IN CONNECTION WITH THE SERVICES.
The Company agrees to comply fully with all applicable export laws and regulations of the United States and any other jurisdiction where the Platform is used, including but not limited to the U.S. Export Administration Regulations (EAR), the International Traffic in Arms Regulations (ITAR), and economic sanctions programs administered by the U.S. Treasury Department's Office of Foreign Assets Control (OFAC).
Company represents and warrants that it is not located in, under the control of, or a national or resident of any country subject to U.S. embargo or sanctions, and is not a prohibited end user under applicable export laws. FifthRow reserves the right to restrict or terminate access if Company or any Authorized User becomes subject to such restrictions.
All of the parties' warranties and representations in respect of the subject matter of this User Policy are expressly set out in these Terms & Conditions. To the maximum extent permitted by applicable law, no other warranties or representations concerning the subject matter of these Terms&Conditions will be implied into this Agreement or any related contract

9. Indemnification.

Customer Indemnity. The Company will defend FifthRow and its affiliates, and their respective officers, directors, employees, and agents (each, an "Indemnified Party"), from any third-party claim, suit, or proceeding to the extent arising from (a) Company Content, including an allegation that Company Content infringes or misappropriates a third party's rights; (b) the Company's or its Authorized Users' use of the Services or Output in violation of applicable law, third-party rights, or this User Policy; or (c) the Company's breach of its representations, warranties, or obligations concerning Company Content or the Company's use of the Services. The Company will indemnify each Indemnified Party for damages, costs, and reasonable attorneys' fees awarded by a court or agreed in a settlement by the Company, to the extent arising from the claim. This indemnity does not apply to the extent a claim results from FifthRow's breach of this User Policy, negligence, willful misconduct, or violation of applicable law. FifthRow will give the Company prompt written notice of a claim, provided delay relieves the Company only to the extent materially prejudiced. The Company may control the defense using counsel reasonably acceptable to FifthRow, and FifthRow will provide reasonable cooperation at the Company's expense. The Company may not settle a claim in a manner that admits fault by, imposes liability on, or requires ongoing action or inaction by an Indemnified Party without that party's prior written consent, not unreasonably withheld. An Indemnified Party may participate with its own counsel at its own expense.
Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL FifthRow BE LIABLE TO THE Company OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS OR LOSS OF BUSINESS, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHER THEORY OF LIABILITY, REGARDLESS OF WHETHER FifthRow WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, FifthRow'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE FEES ACTUALLY PAID BY THE COMPANY TO FifthRow FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM. NOTHING IN THIS SECTION LIMITS LIABILITY TO THE EXTENT IT MAY NOT BE LIMITED UNDER APPLICABLE LAW. IF THE PARTIES ENTER INTO A SEPARATE WRITTEN AGREEMENT SIGNED BY BOTH PARTIES THAT EXPRESSLY SETS A DIFFERENT LIABILITY LIMIT FOR THE RELEVANT SERVICES, THAT SIGNED AGREEMENT CONTROLS.

10. Privacy, Governing Law, and Disputes

FifthRow will process Personal Information contained in Company Content for the purposes expressly permitted in this User Policy, in accordance with the Privacy Policy, applicable law, and any applicable data processing agreement between the parties. This contractual permission does not replace any legal basis required for processing Personal Information or limit the rights of individuals under applicable law.
Governing Law. This Agreement and any dispute arising out of or relating to it are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles.
Dispute Resolution and Mandatory Consumer Rights. The parties will attempt in good faith to resolve any dispute arising out of or relating to this Agreement through discussions for thirty (30) days after written notice of the dispute. To the extent permitted by applicable law, the dispute will then be finally resolved by binding arbitration in Delaware, administered by the American Arbitration Association (AAA) under the AAA rules applicable to the parties and dispute, including the Consumer Arbitration Rules where applicable, before a single arbitrator appointed under those rules. Nothing in this Section or this Agreement requires a consumer to arbitrate a dispute where applicable law does not permit mandatory arbitration, or excludes or limits any mandatory consumer right, remedy, or forum protection preserved under Section 1 or applicable law. Any application to compel or stay arbitration, seek interim injunctive relief, confirm or enforce an award, or challenge, modify, or vacate an award to the extent permitted by applicable arbitration law may be brought in a court of competent jurisdiction. For business disputes, such applications may be brought in state or federal courts located in Delaware; consumer applications remain subject to mandatory consumer forum protections. A court proceeding under this paragraph is limited to those matters and does not provide a second hearing on the merits of a dispute decided in arbitration, except to the extent applicable arbitration law permits or requires court review.
Assignment. The Company may not assign this Agreement without FifthRow's prior written consent. FifthRow may assign this Agreement to an affiliate or in connection with a merger, reorganization, acquisition, or sale of all or substantially all of the relevant business or assets, provided the successor assumes its obligations. Any assignment remains subject to applicable law and does not reduce mandatory customer protections. This Agreement binds the parties and their permitted successors and assigns.
Severability. If a court or other body of competent jurisdiction finds, or the Parties mutually believe, any provision of this User Policy, or portion thereof, to be invalid or unenforceable, such provision will be enforced to the maximum extent permissible so as to effect the intent of the Parties, and the remainder of this User Policy will continue in full force and effect.

11. Account Creation and Subscription

By creating an account or subscribing to the Service, the Company acknowledges that the Platform contains functionality that extracts data from third-party websites (e.g., social media platforms or email sources) without the use of official APIs provided by the third-party operators ("Third Party Operators"). Use of Apps and Flows containing this functionality is subject to this User Policy and the limited indemnity in Section 11.2.
Third-Party Data Access Claims. For clarity, the Company's indemnity under Section 9.1 applies to a third-party claim relating to (a) the Company's or its Authorized Users' use of a Platform function that accesses data from a third-party website without an official API; (b) Company Content provided in connection with that use; or (c) a Third Party Operator's claim relating to that use or the data accessed through it, only if and to the extent the claim falls within a claim category in Section 9.1. Section 9.1's causation standard, exclusions, covered losses, and procedures apply. The Company's obligations under this Section survive for three (3) years after termination of this User Policy.

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