Terms of Service

Effective August 27, 2026 · PearFare LLC · legal@trypearfare.com

01Agreement and acceptance

These Terms of Service (these "Terms") are a binding agreement between PearFare LLC, a Wisconsin limited liability company ("PearFare", "we", "us", "our"), and the business entity that opens an account (the "Client", "you", "your"). These Terms govern your access to and use of trypearfare.com, the client portal at app.trypearfare.com, the API at api.trypearfare.com, and the batch data extraction service we provide through them (together, the "Service").

You accept these Terms at account activation by checking the acceptance box in the portal, which includes the statement "I have authority to bind [Company]", and clicking to activate the account. That action constitutes a signature. We log each acceptance with a timestamp, the accepting user, and the version of these Terms accepted.

The person accepting these Terms represents that they are authorized to bind the Client to these Terms. If the person does not have that authority, or if you do not agree to these Terms, do not activate an account or use the Service.

These Terms also govern free pilots under Section 3.6 and any Order Form. If an Order Form conflicts with these Terms, the Order Form controls for its subject matter.

02Definitions

• "Submission" means the time we accept a batch for processing through the portal, the API, or an S3 transfer. We accept batches promptly and in the order received; a batch not accepted within four hours after its upload completes is deemed accepted at the end of that four-hour period. For staged batches, each staged portion has the deemed Submission described in Section 3.3. For Managed Collection, a batch is deemed submitted as described in Section 3.7. "Submitted" and "deemed submitted" refer to Submission as so determined.
• "Processing Day" means a rolling 24-hour period, used to measure daily volume caps.
• "Client Data" means all Source Pages, Schemas, files, and other data or materials that you (or anyone acting on your behalf) submit to the Service, together with data derived from them during processing. Client Data does not include Output once delivered, which is addressed separately; Feedback; or the Tuned Extractor and any Custom Weights, which are our property governed by Section 9.
• "Confidential Information" has the meaning given in Section 10.
• "Delivery" means Output being made available to you for download through the portal, the API, or your designated S3 destination.
• "Failed Page" means a Page for which we do not deliver Output that validates against your Schema.
• "Managed Collection" means the optional collection service described in Section 3.7, under which we collect Publicly Accessible Source Pages at your direction.
• "Output" means the structured JSON produced by the Service from your Source Pages and validated against your Schema.
• "Page" means a single unit of source content counted by our intake system when a batch is submitted. The Page count shown in the portal at intake is the authoritative count for billing and service-level measurement.
• "Order Form" means a written quote, order form, or Volume agreement, signed or accepted in writing by both parties, that states the rates, included volume, term, and any additional terms for paid service. "Plan" means the paid service described in an Order Form.
• "Publicly Accessible" means retrievable at the time of collection by a standard, unauthenticated HTTP request, without credentials, tokens, payment, or completion of a human-verification challenge.
• "Reference Set" means the labeled sample of your Pages described in Section 6.5 against which accuracy reports are scored.
• "Schema" means the JSON schema you supply that defines the structure Output must validate against.
• "Source Pages" means the HTML, PDF, CSV, or TXT files submitted for extraction. Source Pages are collected by you or, where you engage Managed Collection, by us at your direction under Section 3.7.
• "Tuned Extractor" means the account-specific extraction configuration we prepare for your account using your Client Data: your approved Schema, field descriptions and extraction instructions, validators, enumeration maps, exemplar pages, and the Reference Set, applied to our extraction models when your batches run. A Tuned Extractor does not include separately trained model weights unless an Order Form expressly provides for them ("Custom Weights"), in which case that Order Form's terms for Custom Weights apply in addition to these Terms.

03The Service

3.1 What the Service does

PearFare is a business-to-business batch data extraction service. You supply Source Pages (HTML, PDF, CSV, or TXT) in one of two ways: you upload pages you have collected, packaged as zip archives, through the portal, the API, or an S3 transfer, or you engage Managed Collection under Section 3.7 and we collect them at your instruction. Our tuned language-model extractors convert those pages into JSON validated against your Schema, and we deliver the Output back to you. Except through Managed Collection, PearFare does not crawl, scrape, or otherwise collect source content from any website or third party.

3.2 Processing and delivery

Processing runs continuously, 24 hours a day, and batches are processed as they arrive. Marketing materials may describe typical turnaround (for example, "under 10 hours"); those statements are targets only. The contractual commitment is the 12-hour window in Section 6: a Page is on time if its Output is delivered within 12 hours after Submission, as Submission is determined under Section 2 (including the staged-batch and Managed Collection mechanics in Sections 3.3 and 3.7).

3.3 Volume caps

Unless your Order Form states a different cap, processing is capped at 250,000 Pages per Processing Day. If you submit a single batch larger than the cap, we stage it: the batch is divided into consecutive portions of up to 250,000 Pages each. The first portion is deemed submitted at the batch's actual Submission, and each later portion is deemed submitted 24 hours after the portion before it. The 12-hour delivery commitment in Section 6 runs separately for each portion from that portion's deemed Submission, so Pages in a later portion are not late merely because the batch was staged. The portal shows the staging schedule and each portion's deemed Submission time at intake. For sustained volume above the cap, we will propose an Order Form with reserved capacity.

3.4 Schemas and validation

You are responsible for supplying and maintaining your Schema. Output is validated against the Schema in effect when the batch is submitted. For a staged batch under Section 3.3, the Schema in effect at the batch's original Submission applies to every portion. Your Order Form states how many Schemas are included; additional Schemas are priced on request. Changes to your Schema apply to batches submitted after the change.

3.5 Extractor tuning

We prepare a dedicated Tuned Extractor for your account using your Client Data, and we may refresh it as your Source Pages or Schema change. Your Client Data is used to prepare only your own Tuned Extractor. It is never used to train or tune models for any other party. Where an Order Form provides for Custom Weights, the same restrictions apply to them. See Sections 9 and 11.

3.6 Free pilot

We offer a free pilot of up to 10,000 Pages. No payment details are required. The pilot includes a scored accuracy report so you can evaluate extraction quality on your own data. The pilot carries no service-level commitment and earns no credits, and except for the validity warranty in Section 6.4 it is provided AS IS. All other provisions of these Terms apply to pilots, including Sections 7, 8, 10, 11, 13, 14, and 15. We may limit, condition, or withdraw pilot availability at our discretion.

3.7 Managed Collection

At your request, we will collect Source Pages for you from sources you specify, at no additional charge. Managed Collection is subject to all of the following conditions:

• We collect Publicly Accessible pages only. We do not log in to any site, bypass authentication, paywalls, or other access controls, or circumvent technical measures intended to restrict automated access (including CAPTCHAs, bot-challenge systems, and IP blocks).
• We set and control collection rates, schedules, and methods, and we apply per-source rate limits designed to avoid material burden on the source's infrastructure.
• We may decline, suspend, or discontinue collection from any source at any time at our sole discretion, with notice to you. We cease collection from a source promptly after receiving a written demand from the source's operator or after encountering a technical block directed at our collection, and we notify you when we do.
• You warrant that your collection instructions are lawful, that you have the right to use the data you direct us to collect, and that your use of collected Pages complies with applicable law. Your indemnity under Section 14 extends to claims arising from the sources and instructions you specify.
• Pages we collect for you are treated as Source Pages and Client Data supplied by you from the moment of collection, including for billing, retention, and the purposes of Sections 7, 8, and 11.
• Collection time does not count against the delivery commitment. A batch of collected Pages is deemed submitted when collection for that batch completes and the batch enters the processing queue; the portal records that time, and the Page count at that intake is the authoritative count under Section 2. The 12-hour commitment in Section 6 runs from that deemed Submission, not from your collection request. If a collected batch exceeds the Processing Day cap, the staging mechanics in Section 3.3 then apply.
• Some Pages may fail to collect, for example because the source is unavailable, blocks or rate-limits automated access, or is a source we have declined. Pages that are not collected are reported to you in the batch's collection summary, are never billed, are never deemed submitted, and are excluded from the service-level measurement in Section 6.
• Collected Pages count toward the included volume in your Order Form and the Processing Day cap. We may set reasonable fair-use quotas on collection volume, stated in your Order Form.

04Accounts and eligibility

The Service is offered to businesses only. It is not a consumer service, and you agree that consumer protection laws that apply only to consumer transactions do not apply to your use of the Service. To open an account you must:

• be at least 18 years old and able to form a binding contract;
• use the Service only for business purposes on behalf of the Client entity, and not for personal, family, or household purposes; and
• provide accurate, current registration and billing information and keep it up to date.

You are responsible for all activity under your account, including activity by your employees and contractors. Keep your credentials and API keys confidential. Notify us promptly at pilot@trypearfare.com if you suspect unauthorized access or a compromised credential. We are not liable for loss caused by unauthorized use of your account that results from your failure to protect your credentials.

05Fees and billing

5.1 Plans and pricing

Self-serve subscription plans are not currently offered. Paid service is provided under an Order Form that states your rate per Page or per thousand Pages, any recurring fee and included volume, the delivery commitment, and the term. Indicative pricing is available on request at pilot@trypearfare.com, and the free pilot under Section 3.6 requires no Order Form.

5.2 How billing works

• Recurring fees stated in an Order Form bill monthly in advance at the start of each billing cycle, unless the Order Form states otherwise.
• Per-Page usage fees, and usage above an Order Form's included volume, bill in arrears on the following invoice.
• Failed Pages are never billed.
• Rates stated in an Order Form hold for the term stated in it. Changes to quoted or published pricing apply to new Order Forms and renewals only, subject to Section 5.5.
• Order Forms may be billed by purchase order and invoice, on the payment terms stated in the Order Form.
• Unless your Order Form states a different term or cancellation mechanism, you may cancel at any time; cancellation takes effect at the end of the current billing cycle. Fees already paid for the current cycle are not refunded except where these Terms expressly provide a refund (for example, Sections 6.6, 14.2 and 17).

5.3 Taxes

Fees are exclusive of taxes. You are responsible for all sales, use, value-added, and similar taxes arising from your purchase, other than taxes on our income. If we are required to collect a tax, we will add it to your invoice.

5.4 Failed payment and suspension

If a payment fails or an invoice becomes overdue, we will notify you and give you a reasonable opportunity to cure. If the amount remains unpaid after notice, we may suspend processing of new batches until the account is current. Suspension for nonpayment does not relieve you of amounts owed, and any delivery delays during a nonpayment suspension do not count against the service levels in Section 6. We may charge interest and reasonable collection costs on overdue amounts to the extent permitted by applicable law. If you dispute an invoice in good faith, notify us within 60 days after the invoice date and pay the undisputed portion when due; the parties will work in good faith to resolve the dispute promptly, and amounts disputed in good faith are not overdue while the dispute is pending.

5.5 Price changes

We may change pricing with at least 30 days' advance notice by email or through the portal. Price changes take effect at the start of the first billing cycle that begins after the notice period ends. If you do not accept a price change, cancel before it takes effect; your existing pricing applies through the end of your then-current cycle. Rates fixed in an Order Form for a stated term change only as that Order Form provides.

06Service levels and credits

6.1 The commitment

On-time completion is measured monthly as the share of Pages delivered within 12 hours of Submission, as Submission is determined under Section 2 and Sections 3.3 and 3.7, across all Pages submitted during the billing cycle. A Page is measured in the billing cycle in which it was submitted or deemed submitted, even if its Output is delivered in the next cycle.

6.2 How credits work

• Credits are automatic. You do not need to file a claim.
• The credit percentage applies to the fees attributable to the affected billing cycle: the recurring fees stated in your Order Form for that cycle, plus per-Page usage fees for Pages measured in that cycle. Credits do not apply to taxes.
• Because Plan fees bill in advance and usage bills in arrears, the credit is applied to the first invoice issued after the affected cycle closes. If the account has terminated and no further invoice will issue, we apply the credit to the final invoice; any amount the final invoice cannot absorb expires.
• The maximum total credit for any billing cycle is 50% of that cycle's fees. Credits for different cycles do not combine, carry over, or accumulate.
• Credits have no cash value and are not redeemable for cash or a refund.
• Failed Pages are never billed, whether or not a credit applies.
• The free pilot carries no service-level commitment and earns no credits (Section 3.6).

6.3 Exclusions

The service-level commitment does not apply to: (a) the free pilot; (b) delays caused by Client Data (for example, corrupt archives, malformed files, or an invalid Schema), your systems, or your delivery destination; (c) suspensions under Section 5.4 or Section 16.2; (d) qualifying force majeure events under Section 17, and then only for the Pages whose lateness the event actually caused; (e) time before a batch's Submission or deemed Submission, including time spent on Managed Collection under Section 3.7, and Pages that fail to collect and so are never deemed submitted (Section 3.7); or (f) delays caused by our compliance with legal process or with the copyright policy in Section 12. Pages excluded under this Section 6.3 are excluded from the on-time measurement, not counted as late.

6.4 Validity warranty

We warrant that every record we deliver validates against your Schema as in effect for that batch. A record that does not validate is not delivered as Output: its Page is a Failed Page, returned flagged and never billed. Redelivery of a validating record, or the flag and non-billing of the Failed Page, is your exclusive remedy for breach of this warranty.

6.5 Accuracy reports and the Reference Set

Every pilot, and every production batch after it, ships with a scored accuracy report. Each report is scored against a Reference Set: a random sample of the Pages in that pilot or batch that we hand-label and keep out of tuning. We deliver the Reference Set labels together with each report so you can re-score it yourself, and the report states, for each field and overall, the number of labeled values, the number correct, the resulting accuracy, and a 95% confidence interval computed from the sample size. A pilot Reference Set contains at least 700 labeled field values, or every field on every pilot Page if the pilot contains fewer, and the report says which applies. You may supply your own labeled Pages for the Reference Set, in which case the report is scored against your labels and says so.

6.6 Accuracy remedy

The most recently accepted report, whether the pilot report or a later re-tune report you accepted, is your "Accuracy Baseline". A delivered batch scores materially below your Accuracy Baseline when its overall field accuracy, scored on a Reference Set of at least 700 labeled field values drawn from that batch, is more than 3.0 percentage points below the Accuracy Baseline's overall field accuracy. If a delivered batch scores materially below your Accuracy Baseline, and the shortfall is not attributable to changes in your Source Pages, source layouts, sources, or Schema since the Accuracy Baseline was accepted, then:

• First, we re-tune your Tuned Extractor and re-run the affected batch at no additional charge. The re-run Output replaces the original Delivery, and its Pages are not billed again.
• Then, if the re-run batch still scores materially below your Accuracy Baseline, we credit 50% of the fees for that batch on your next invoice, and if you terminate under Section 16.3 within 30 days after that re-run, we refund any prepaid fees for the period after termination.

Credits under this Section 6.6 are capped at 50% of the fees for the affected batch, do not stack with a Section 6.1 credit on the same fees beyond a combined 50% of that cycle's fees, and otherwise follow Section 6.2. The free pilot establishes the Accuracy Baseline and is not itself eligible for this remedy. If you dispute a report's scoring, the parties will jointly re-score a sample of the disputed values against the Reference Set labels within 10 business days, and the jointly re-scored result controls. This re-tune, re-run, and bounded credit are your sole and exclusive remedy for extraction accuracy. No specific accuracy level is warranted, and statements on our marketing site about typical accuracy are targets, not warranties.

07Client Data and license

7.1 Your ownership

You own all Client Data. Nothing in these Terms transfers ownership of Client Data to us.

7.2 License to us

You grant us a limited, non-exclusive, non-transferable (except under Section 23.1) license to host, copy, transform, and otherwise process Client Data solely to: (a) provide the Service to you, including tuning your Tuned Extractor and validating and delivering Output; (b) provide support you request; and (c) comply with applicable law. This license ends when the Client Data is purged under Section 11. We claim no other rights in Client Data.

7.3 Your warranties about Client Data

You represent and warrant, on each submission, that:

• the Source Pages were collected lawfully;
• you hold all rights, consents, and permissions necessary for us to process the Client Data as described in these Terms;
• the Client Data contains no regulated data prohibited under Section 8; and
• your collection and use of the Source Pages complies with the terms of the sites or sources they came from and with all laws applicable to their collection and use.

08Acceptable use

You must not, and must not permit anyone acting on your behalf to:

• submit protected health information (PHI), payment-card data (cardholder data), or any other data whose processing is subject to a specialized regulatory regime we have not agreed in writing to support, such as HIPAA, PCI DSS, biometric-identifier statutes, or uses governed by the Fair Credit Reporting Act. For clarity, personal information governed by generally applicable United States state consumer-privacy laws is supported and is processed under the service-provider commitments in our Privacy Policy. Nonpublic personal information governed by the Gramm-Leach-Bliley Act (for example, information from title, escrow, mortgage, or lending files) may be submitted only under an Order Form that expressly provides for it and contains the service-provider confidentiality and safeguards commitments that 16 CFR Parts 313 and 314 require of you; contact us before submitting it;
• submit Client Data that you did not collect lawfully or that you lack the rights to have processed;
• use the Service to violate any law or third-party right, including intellectual property, privacy, and contract rights;
• upload malicious code or attempt to probe, breach, or test the security of the Service without our prior written consent;
• attempt to access another client's data, extractors, or account;
• reverse engineer, extract, or attempt to derive our models, model weights, or software, except to the extent a law expressly prohibits that restriction;
• resell, white-label, or provide the Service to third parties as a service bureau, except to the extent your Order Form expressly includes white-label rights; or
• interfere with or disrupt the integrity or performance of the Service.

We may suspend the Service under Section 16.2 for material violations of this Section 8. We may also remove or refuse to process specific Client Data that we reasonably believe violates this Section 8 or exposes us to legal risk, and we will notify you when we do unless the law prevents it.

09Intellectual property

9.1 Your Output

Upon payment of the applicable fees, you own all right, title, and interest in the delivered Output. Output from the free pilot and from Pages that are never billed is yours upon Delivery. Failed Pages produce no Output; the flagged record we return for a Failed Page is yours as well.

9.2 Our pre-existing IP

We own all right, title, and interest in the Service, including our models, software, extraction pipelines, infrastructure, documentation, and everything else we developed before or outside of our work for you, together with all improvements to them. No rights in any of the foregoing are granted except the limited right to use the Service under these Terms.

9.3 Your Tuned Extractor

Your Tuned Extractor, and any Custom Weights, are derived from your Client Data and are used solely to provide the Service to you. We do not use them, or the Client Data behind them, to train or tune models for any other party. We delete your Tuned Extractor and any Custom Weights when your Client Data is deleted under Section 11.3.

9.4 Feedback

If you send us suggestions, ideas, or other feedback about the Service ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it without restriction or obligation to you. Feedback does not include Client Data or Output.

10Confidentiality

Confidentiality is mutual and applies on every Plan, including the free pilot.

10.1 Definition

"Confidential Information" means non-public information disclosed by one party (the "Discloser") to the other (the "Recipient") that is marked confidential or that a reasonable person would understand to be confidential given its nature and the circumstances. Your Confidential Information includes Client Data, Output, and your Schemas. Our Confidential Information includes our models, weights, software, security practices, and non-public pricing.

10.2 Obligations

The Recipient must: (a) use Confidential Information only to perform under or exercise rights granted by these Terms; (b) protect it with at least the care it uses for its own similar information, and no less than reasonable care; and (c) not disclose it to anyone except employees, contractors, and advisors who need it for those purposes and are bound by confidentiality obligations at least as protective as this Section 10.

10.3 Exclusions and compelled disclosure

Confidential Information does not include information that: (a) is or becomes public without the Recipient's breach; (b) was known to the Recipient without restriction before disclosure; (c) is independently developed without use of the Discloser's Confidential Information; or (d) is rightfully received from a third party without duty of confidentiality. The Recipient may disclose Confidential Information when required by law or court order, provided it gives the Discloser prompt notice (where legally permitted) and discloses only what is required.

10.4 Duration and remedies

These obligations survive termination for as long as the information remains Confidential Information. A breach of this Section 10 may cause harm that money cannot fully remedy, so the Discloser may seek injunctive relief in addition to other remedies.

11Data handling and retention

11.1 Where processing happens

Client Data is processed on GPU servers that PearFare owns, located at a single private facility in Wisconsin, USA. For more detail on how we handle and protect data, see our Privacy and Security pages.

11.2 Retention and purge

• Standard retention. Client Data for a batch, and our copies of its Output, are purged 14 days after Delivery. Download your Output within that window.
• Zero-retention option. If you select zero retention, Client Data and our copies of Output are purged immediately upon delivery confirmation. Because we keep no copy, any re-run bills as new Pages.
• After purge. Once data is purged, re-processing requires re-submission and bills as new Pages.

11.3 Deletion on termination

When your account terminates, we delete remaining Client Data, our copies of Output, and your Tuned Extractor (including any Custom Weights) within 14 days after the effective date of termination, except to the extent applicable law requires us to retain specific records; retained records remain subject to Section 10 and are deleted when the retention requirement ends. Output already delivered remains available for download through the effective date of termination, subject to its normal purge schedule under Section 11.2, so download anything you need before termination takes effect. If we terminate for cause under Section 16.3 and end your access immediately, we will, on written request received within 7 days after the effective date, provide a copy of Output you have already paid for, to the extent we still hold a copy under Section 11.2, unless the grounds for termination or applicable law prevent it.

11.4 No cross-client use

Your Client Data tunes only your own dedicated extractor. It is never used to train or tune models for any other party, and it is never shared with, sold to, or made available to any other client or third party except as needed to provide the Service to you or as required by law. On your written request, no more than once in any 12-month period, we will provide a written confirmation, signed by an authorized representative of PearFare, that we have complied with this Section 11.4 and with Sections 3.5 and 9.3 for the period since the later of your account opening or our previous confirmation.

12Copyright and DMCA policy

We respect copyright and expect our clients to do the same. Source Pages are supplied by clients or collected at a client's direction through Managed Collection, and we respond to copyright notices submitted under the Digital Millennium Copyright Act, 17 U.S.C. § 512 (the "DMCA"), regarding material we store or collect on our systems at a client's direction.

12.1 Designated agent

PearFare LLC has registered a designated agent with the U.S. Copyright Office (registration DMCA-1075779) to receive notifications of claimed infringement. Send copyright notices to the designated agent, Wyatt Blevins, at legal@trypearfare.com, subject line "DMCA Notice". The agent's full registered contact details, including mailing address and telephone, are listed in the Copyright Office's public DMCA Designated Agent Directory under PearFare LLC.

12.2 Notice requirements

To be effective under 17 U.S.C. § 512(c)(3), a written notice must include substantially the following:

1. a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. identification of the copyrighted work claimed to have been infringed, or, if multiple works are covered by a single notice, a representative list of those works;
3. identification of the material claimed to be infringing and information reasonably sufficient to permit us to locate it;
4. information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address;
5. a statement that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. a statement that the information in the notice is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Under 17 U.S.C. § 512(f), a person who knowingly materially misrepresents that material is infringing, or that it was removed by mistake, may be liable for damages.

12.3 Our response and counter-notices

On receiving a valid notice, we will act expeditiously to remove or disable access to the identified material and will take reasonable steps to notify the affected client. The affected client may submit a written counter-notice to the same designated agent containing substantially the elements required by 17 U.S.C. § 512(g)(3): a physical or electronic signature; identification of the removed material and its prior location; a statement under penalty of perjury of a good-faith belief that the material was removed or disabled as a result of mistake or misidentification; and the client's name, address, and telephone number, together with consent to the jurisdiction of the federal district court for the client's judicial district (or, if outside the United States, any judicial district in which we may be found) and acceptance of service of process from the person who provided the original notice or their agent. We handle counter-notices as the DMCA provides.

12.4 Repeat infringers

We will terminate, in appropriate circumstances, the accounts of clients who are repeat infringers.

13Disclaimers

EXCEPT FOR THE EXPRESS SERVICE-LEVEL COMMITMENT, THE VALIDITY WARRANTY, AND THE ACCURACY REMEDY IN SECTION 6, THE SERVICE, ALL OUTPUT, AND THE FREE PILOT ARE PROVIDED "AS IS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

Output is produced by machine-learning systems. Validation against your Schema confirms structure, not factual accuracy. Except for the accuracy remedy in Section 6.6, we do not warrant that Output will be accurate, complete, or error-free, and you are responsible for reviewing Output before relying on it or providing it to others. Statements on our marketing site about typical turnaround or accuracy are targets and descriptions, not warranties.

14Indemnification

14.1 By you

You will defend, indemnify, and hold harmless PearFare and its members, managers, employees, and contractors from and against any third-party claim, and resulting damages, penalties, costs, and reasonable attorneys' fees, arising out of or relating to: (a) Client Data, including its content and the manner in which it was collected; (b) the sources and instructions you specify for Managed Collection under Section 3.7; (c) your breach of the warranties in Section 7.3 or the acceptable-use rules in Section 8; or (d) your use of Output.

14.2 By us

We will defend, indemnify, and hold you harmless from and against any third-party claim, and resulting damages, costs, and reasonable attorneys' fees, alleging that the Service itself (excluding Client Data, Output to the extent derived from Client Data, and anything you supply) infringes that third party's intellectual property rights. If such a claim arises or we believe one is likely, we may: (a) procure the right for you to keep using the Service; (b) modify or replace the affected part of the Service so it is non-infringing without materially reducing functionality; or (c) if neither is commercially reasonable, terminate the affected Service and refund any prepaid fees for the period after termination. This Section 14.2 does not apply to the extent a claim arises from Client Data, from combination of the Service with items we did not supply, from use of the Service in breach of these Terms, or from an allegation that third-party materials used to train the general-purpose base models underlying the Service infringe, except to the extent the claim arises from tuning performed for your account. This Section 14.2 states our entire obligation and your exclusive remedy for third-party infringement claims relating to the Service.

14.3 Procedure

The indemnified party must give the indemnifying party prompt written notice of the claim, sole control of the defense and settlement (provided any settlement fully releases the indemnified party and imposes no obligations on it beyond ceasing use), and reasonable cooperation at the indemnifying party's expense. Failure to give prompt notice relieves the indemnifying party only to the extent it is prejudiced.

15Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, OR LOSS OF DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

The cap and exclusions above do not apply to: (a) a party's indemnification obligations under Section 14; (b) a party's breach of Section 10 (Confidentiality), except that for a breach arising from a security incident affecting Client Data, total liability under this clause (b) is capped at three times the general cap above; or (c) a party's willful misconduct. Nothing in these Terms limits liability that cannot be limited under applicable law. Your payment obligations for fees properly incurred are not limited by this Section 15.

The parties agree that this Section 15 and the sole-remedy provision in Section 6 reflect the agreed allocation of risk and are reasonable given the pricing of the Service.

16Term, suspension, and termination

16.1 Term

These Terms take effect when you accept them under Section 1 and continue while you have an account. Paid service runs for the term and billing cycles stated in your Order Form. Unless the Order Form states otherwise, billing is monthly and renews each cycle until cancelled, and you may cancel at any time through the portal or by written notice, effective at the end of the current billing cycle.

16.2 Suspension

We may suspend your access to some or all of the Service, with notice where practicable, if: (a) payment fails and is not cured as described in Section 5.4; (b) you materially breach Section 7 or Section 8; (c) your use poses a security risk to the Service or to any other client; or (d) suspension is required by law. We will limit suspension in scope and duration to what is reasonably necessary and will restore the Service promptly once the cause is resolved.

16.3 Termination for cause

Either party may terminate these Terms if the other party materially breaches them and does not cure the breach within 30 days after written notice describing it. We may terminate immediately on written notice for breaches that cannot be cured, including material violations of Section 8 and the repeat-infringer circumstances in Section 12.4.

16.4 Effect of termination

On termination or expiration: (a) your access ends; (b) you remain responsible for fees incurred through the effective date, including usage billed in arrears; (c) we delete data as described in Section 11.3; and (d) the provisions listed in Section 23.6 survive.

17Force majeure

Neither party is liable for delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including natural disasters, fire, flood, epidemics, war, terrorism, civil unrest, labor disputes, governmental action, failures of electrical power or other utilities, internet or telecommunications outages, failures of upstream infrastructure providers (such as content delivery networks, DNS providers, or network carriers), and third-party denial-of-service or similar attacks. An event qualifies as force majeure only if the affected party could not have prevented or worked around it with precautions reasonable for a service of this kind, including reasonable backup power, network redundancy, and recovery measures. An ordinary equipment failure, capacity shortfall, or outage that such precautions would have avoided is not force majeure.

Force majeure narrows the service-level commitment only as Section 6.3 provides: a qualifying event excludes from the on-time measurement only the Pages whose lateness the event actually caused, and only for the duration of the event. The credits in Section 6 continue to apply to late Pages the event did not cause. The affected party must notify the other and use reasonable efforts to resume performance. If a force majeure event prevents performance for more than 30 consecutive days, either party may terminate on written notice, and we will refund any prepaid fees for the period after termination.

18Changes to the Service and these Terms

We improve the Service continuously and may change or retire features, provided we do not materially reduce the core functionality you are paying for during a billing cycle you have already paid for.

We may update these Terms. For material changes, we will give at least 30 days' advance notice by email or through the portal before the change takes effect, and the notice will state the effective date. Continued use of the Service after the effective date is acceptance of the updated Terms. If you do not agree, cancel before the effective date; the prior Terms apply through the end of your then-current billing cycle. Non-material changes (for example, clarifications and corrections) may take effect on posting. A material weakening of the commitments in our Privacy Policy or Security page is treated as a material change to these Terms and follows the same 30-day notice process. The "Effective" date at the top of this page reflects the current version.

19Export and sanctions compliance

The Service and Output may be subject to United States export control and economic sanctions laws. You represent that you and the entity you bind are not: (a) located or organized in a country or region subject to comprehensive U.S. sanctions; or (b) listed on, or majority-owned by anyone listed on, any U.S. government restricted-party list. You will not access or use the Service from, or export, re-export, or transfer the Service or software we provide to, any such country, region, or party, and you will comply with all applicable export control and sanctions laws in your use of the Service and Output.

20Publicity

Neither party will use the other party's name, logo, or trademarks, or publicly identify the other party as a client or vendor, without the other party's prior written consent. Consent given may be revoked prospectively on written notice. Nothing in this Section 20 prevents a client whose Order Form includes white-label rights from presenting Output to its own customers under its own brand.

21Notices

Notices under these Terms must be in writing and sent by email:

• To PearFare: legal@trypearfare.com. Include "Legal Notice" in the subject line. Operational and support matters go to pilot@trypearfare.com.
• To you: the account email address on file in the portal. Keep it current; notice to that address is effective even if you no longer monitor it.

Email notice is deemed received on the first business day (Monday through Friday, excluding United States federal holidays) after it is sent, unless the sender receives a delivery failure. Operational messages (batch status, delivery confirmations, invoices, service notices) may be delivered through the portal, the API, or email.

22Governing law, venue, jury and class waivers

22.1 Governing law

These Terms are governed by the laws of the State of Wisconsin, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

22.2 Exclusive venue

Any dispute arising out of or relating to these Terms or the Service must be brought exclusively in the state courts located in Wisconsin or, for matters within federal jurisdiction, the United States District Court for the Eastern District of Wisconsin. Each party consents to the personal jurisdiction of those courts and waives any objection to venue there. These Terms contain no arbitration clause; disputes are resolved in court.

22.3 Jury trial waiver

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE.

22.4 Class action waiver

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. If this waiver is found unenforceable as to a particular claim, it is severed for that claim only and the remainder of this Section 22 still applies.

22.5 Time to bring claims

To the extent permitted by law, any claim arising out of or relating to these Terms or the Service must be brought within one year after the claim accrued, or it is permanently barred. This Section 22.5 does not apply to our claims for unpaid fees or to either party's claims under Section 10.

23Miscellaneous

23.1 Assignment

You may not assign these Terms, in whole or in part, without our prior written consent, except to a successor in a merger, acquisition, or sale of substantially all assets that is not our direct competitor, with written notice to us. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of substantially all assets. Any other attempted assignment is void. These Terms bind and benefit the parties and their permitted successors and assigns.

23.2 Severability

If any provision of these Terms is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed if it cannot be, and the rest of these Terms remains in effect.

23.3 Waiver

A failure or delay in exercising a right under these Terms is not a waiver of it. A waiver is effective only if in writing and signed by the waiving party, and applies only to the specific instance stated.

23.4 Entire agreement and order of precedence

These Terms, together with any Order Form and the policies they reference (including our Privacy and Security pages), are the entire agreement between the parties about the Service and supersede all prior or contemporaneous agreements, proposals, and communications on that subject. If there is a conflict, an Order Form controls over these Terms for its subject matter, and these Terms control over referenced policies. Terms on a purchase order or other client form are rejected and have no effect, even if we process the purchase order.

23.5 Relationship; no third-party beneficiaries

The parties are independent contractors. These Terms create no partnership, joint venture, agency, or employment relationship, and no third party has any rights under them.

23.6 Survival

Sections 5 (for amounts owed), 6 (for credits accrued through the effective date of termination), 7.3, 9, 10, 11.3, 11.4, 12, 13, 14, 15, 16.4, 19, 20, 21, 22, and 23 survive termination or expiration of these Terms, along with any other provision that by its nature should survive.

23.7 Interpretation

Headings are for convenience only. "Including" means "including without limitation". These Terms are written in English, and the English version controls over any translation.

Questions about these Terms? Contact us at legal@trypearfare.com.