Master Subscription Agreement

ALVERA MASTER SUBSCRIPTION AGREEMENT

Customer-facing terms governing access to and use of the Service.

Provider: Sean Dotts d/b/a Alvera

Version: 2026.05.08-enterprise.vFinal

Effective Date: May 8, 2026

Contact: Sean.dotts@gmail.com

1. Parties; Acceptance; Business Use

This Master Subscription Agreement (this "Agreement") is entered into by and between Sean Dotts, an individual doing business as Alvera ("Alvera," "Company," "we," "us," or "our") and the entity or organization that accepts this Agreement, creates an account, purchases a subscription, receives access, or otherwise uses the Service ("Customer").

The individual accepting this Agreement represents and warrants that such individual has authority to bind Customer. If the individual does not have authority, or if Customer does not agree to this Agreement, Customer must not access or use the Service.

The Service is offered solely for business and professional use. The Service is not intended for consumer, household, or personal use, and is not intended for users under eighteen (18) years of age.

2. Current Operating Status; Future Entity Formation; Assignment

Alvera is currently operated by Sean Dotts, an individual doing business as Alvera under the trade name Alvera. Customer acknowledges that Sean Dotts may later form Alvera LLC or another successor entity to own, operate, finance, or manage the Service.

Customer agrees that this Agreement, all subscriptions, accounts, payment rights, intellectual property rights, operational rights, legal records, legal acceptance records, and related rights and obligations may be assigned to Alvera LLC or another successor entity without additional Customer consent in connection with entity formation, financing, restructuring, acquisition, sale of assets, merger, or operational transfer.

Upon such assignment, the successor entity may assume prospective obligations under this Agreement. Nothing in this Section limits rights or obligations that cannot be assigned or released under applicable law.

3. Definitions

"Affiliate" means an entity that controls, is controlled by, or is under common control with a party.

"Authorized User" means an employee, contractor, agent, consultant, representative, or other individual authorized by Customer to access or use the Service under Customer account credentials, workspace membership, invitation, or organizational permissions.

"Confidential Information" means all non-public information disclosed by, made available by, or otherwise obtained from Alvera or through access to the Service, Documentation, support interactions, demonstrations, onboarding sessions, exports, APIs, interfaces, workflows, reports, screenshots, recordings, product behavior, feature availability, pricing, product plans, roadmap information, technical information, security information, Usage Data, audit information, operational methods, implementation details, compilations, arrangements, designs, and other information that reasonably should be understood to be confidential given the nature of the information or circumstances of disclosure.

"Customer Data" means data, content, records, files, notes, contact information, property information, calendar information, uploaded data, CRM data, lead information, user-generated content, appointments, audit events, configurations, and other information submitted to or processed through the Service by or on behalf of Customer.

"Documentation" means user guides, help materials, product descriptions, implementation instructions, security or trust materials, and other documentation made available by Alvera.

"Order Form" means any ordering document, online checkout, Stripe checkout record, quote, invoice, subscription record, written order, or other ordering process that identifies plans, pricing, subscription period, seats, add-ons, usage limits, or commercial terms.

"Restricted Evaluation Access" means access designated by Alvera as restricted, high-risk, confidential evaluation, technical evaluation, integration evaluation, prospect evaluation, competitive-risk evaluation, or similar controlled access.

"Service" means the Alvera software platform, applications, websites, APIs, workflows, dashboards, maps, scheduling features, lead and property workflows, imports, exports, attachments, resources, reports, integrations, administrative tools, evaluator controls, and related services.

"Usage Data" means telemetry, logs, metadata, diagnostic data, performance data, feature usage data, security logs, audit metadata, billing metadata, and other data generated by or derived from operation of the Service, excluding Customer Data in identifiable form except as needed to provide, secure, support, or analyze the Service.

4. Agreement Structure; Order of Precedence

This Agreement governs access to and use of the Service unless Customer and Alvera enter into a separately executed written agreement signed by both parties. If there is a conflict, the following order controls: (a) a signed written enterprise agreement or signed Order Form; (b) this Agreement; (c) applicable addenda or exhibits expressly incorporated into this Agreement; (d) the Privacy Policy; (e) online policies and notices; and (f) Documentation.

The Confidentiality & Acceptable Use Terms and, if applicable, Restricted Evaluation & Confidential Access Agreement are incorporated by reference into this Agreement.

5. Access Rights; License Grant

Subject to Customer compliance with this Agreement and payment of applicable fees, Alvera grants Customer a limited, revocable, non-exclusive, non-transferable, non-sublicensable right during the applicable subscription term to access and use the Service solely for Customer internal business purposes and solely in accordance with this Agreement, applicable Order Forms, Documentation, and usage limits.

No rights are granted except as expressly stated. Alvera reserves all rights, title, and interest in and to the Service and related intellectual property.

6. Customer Administration; Authorized Users

Customer is responsible for all acts and omissions of its Authorized Users and for maintaining accurate account, billing, legal, and administrator information.

Customer shall ensure that Authorized Users use unique credentials, maintain credential confidentiality, use reasonable endpoint and network security, and comply with this Agreement. Customer shall promptly notify Alvera of suspected credential compromise, unauthorized access, excessive exports, or security incidents involving the Service.

7. Confidentiality

Customer shall protect Alvera Confidential Information using at least reasonable care and shall not use Confidential Information except as necessary to access and use the Service as expressly authorized.

Confidential Information does not include information that Customer demonstrates: (a) is or becomes publicly available without breach of this Agreement; (b) was lawfully known to Customer without restriction before disclosure; (c) is lawfully obtained from a third party without confidentiality restriction; or (d) is independently developed without use of or reference to Alvera Confidential Information.

Customer may disclose Confidential Information only to Authorized Users with a legitimate need to know and who are bound by confidentiality obligations at least as protective as this Agreement.

8. Protection of Alvera IP; Restrictions on Misuse of Non-Public Information

Customer shall not, and shall not permit any Authorized User or third party to: (a) copy, reproduce, modify, adapt, translate, create derivative works of, or otherwise exploit the Service except as expressly authorized; (b) reverse engineer, decompile, disassemble, decode, scrape, or attempt to derive non-public source code, architecture, data structures, workflows, templates, database schemas, APIs, algorithms, implementation methods, operational logic, or technical design of the Service; (c) use Confidential Information or non-public aspects of the Service, including non-public workflows, exports, Documentation, screenshots, recordings, operational methods, implementation details, technical information, or product behavior observed through authorized access, to develop, improve, benchmark, validate, market, operate, support, or commercialize a competing or substitute product or service; (d) access or use the Service for competitive analysis, product replication, feature extraction, benchmarking, model training, or competing functionality development; (e) permit access to the Service by any person acting for purposes of competitive analysis or competing product development; (f) scrape, crawl, frame, proxy, extract, harvest, mirror, or systematically collect data, screens, workflows, content, or functionality except through permitted export functionality; (g) remove proprietary notices or attribution; (h) bypass, disable, or circumvent authentication, authorization, billing, entitlements, seat limits, rate limits, usage limits, security controls, upload scanning controls, export controls, evaluator controls, watermarking, or technical restrictions; or (i) resell, sublicense, timeshare, outsource, rent, lease, service-bureau, or otherwise make the Service available to third parties except as expressly permitted.

9. Restricted Evaluation Access

Alvera may designate certain users, invitations, workspaces, or access flows as Restricted Evaluation Access. Restricted Evaluation Access may require acceptance of a separate Restricted Evaluation & Confidential Access Agreement.

Restricted Evaluation Access may include additional controls, including export restrictions, watermarking, activity logging, audit review, restricted access, upload and download limitations, and enhanced confidentiality obligations. Customer shall not use Restricted Evaluation Access for competitive development, benchmarking, replication, or feature extraction.

10. Customer Data

Customer retains all rights in Customer Data. Customer grants Alvera a limited right to host, process, transmit, store, display, reproduce, and use Customer Data solely as necessary to provide, secure, maintain, support, and improve the Service; comply with law; enforce this Agreement; prevent abuse; and protect the Service.

Customer is responsible for the accuracy, legality, quality, and rights associated with Customer Data.

11. Uploads; File Security; Exports

Supported upload workflows may use asynchronous upload security scanning. New uploads may be stored in a pending state and remain unavailable through normal product access workflows until scanning completes with a clean status. Files that are flagged, infected, fail scanning, or remain unverified may be blocked, restricted, or removed from storage.

Alvera supports integration with ClamAV-compatible scanning infrastructure when configured and may use baseline file safety validation when such infrastructure is not configured. Alvera does not guarantee that all malicious content will be detected.

Certain exports may be restricted, monitored, watermarked, approval-gated, rate-limited, or audit logged. Customer shall not circumvent export controls or use exports to misuse Alvera Confidential Information.

12. Security Measures

Alvera uses commercially reasonable administrative, technical, and operational safeguards designed to protect the Service and Customer Data. These safeguards may include role-based access controls, multi-factor authentication for certain contexts, audit logging, legal acceptance evidence, access invalidation, evaluator restrictions, private storage buckets, signed access workflows, upload scanning, and export governance.

Customer acknowledges that no system is perfectly secure and that Alvera does not warrant uninterrupted or error-free security.

13. Fees; Payment

Fees, billing terms, subscription period, and payment method are set forth in the applicable Order Form or checkout process. Fees are non-refundable except as expressly stated in an Order Form or required by law.

Customer is responsible for taxes, payment authorization, accurate billing information, and timely payment.

14. Suspension and Termination

Alvera may suspend or terminate access if Customer or any Authorized User breaches this Agreement, creates security risk, fails to pay amounts due, violates law, misuses Confidential Information, attempts unauthorized access, or uses the Service in a manner that may harm Alvera, users, customers, or the Service.

Upon termination, Customer shall cease use of the Service and, upon request, return or delete Alvera Confidential Information to the extent reasonably practicable.

15. Feedback

Customer may provide feedback, suggestions, enhancement requests, or recommendations regarding the Service. Customer grants Alvera a perpetual, irrevocable, worldwide, royalty-free, fully paid right to use, incorporate, commercialize, and exploit such feedback without restriction or obligation.

16. Electronic Acceptance and Records

Customer agrees that electronic acceptance, click-through assent, electronic signatures, legal acceptance logs, hashes, rendered snapshots, timestamps, IP addresses, user agents, acceptance context, and related records have the same force and effect as physical signatures and may be used to establish assent, notice, authorization, and enforceability.

17. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALVERA DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY, AVAILABILITY, AND ERROR-FREE OPERATION.

18. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALVERA SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST GOODWILL, LOSS OF DATA, OR BUSINESS INTERRUPTION.

ALVERA'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER TO ALVERA DURING THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.

19. Injunctive Relief

Customer acknowledges that unauthorized use or disclosure of Confidential Information, trade secrets, restricted evaluator information, or non-public product information may cause irreparable harm for which monetary damages alone may be insufficient. Alvera may seek injunctive or equitable relief in addition to any other available remedies.

20. Governing Law; Courts

This Agreement is governed by the laws of the Commonwealth of Massachusetts, without regard to conflict-of-law principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Massachusetts for disputes arising out of or relating to this Agreement or the Service.

21. General Terms

Neither party will be liable for delay or failure caused by events beyond its reasonable control. If any provision is held unenforceable, the remainder will remain in effect. Failure to enforce a provision is not a waiver. Customer may not assign this Agreement without Alvera's prior written consent, except to a successor in connection with merger, reorganization, or sale of substantially all assets, provided the assignee assumes Customer's obligations. Alvera may update online policies prospectively as legally permitted.