# Terms of Service
Last Updated: December 2, 2025
Version 1
Core Documents
Required
Terms of Service
Last Updated: December 3, 2025
Effective Date: December 3, 2025
1. Introduction and Acceptance
Welcome to the Milenial Compliance Platform ("Platform"), operated by Milenial Procurments Inc. ("Company," "we," "us," or "our"). These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Milenial Procurments Inc. governing your access to and use of our AI-powered Compliance-as-a-Service (CaaS) platform.
By accessing or using the Platform, creating an account, or clicking "I Accept," you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, Acceptable Use Policy, and all other policies referenced herein. If you do not agree to these Terms, you must not access or use the Platform.
If you are using the Platform on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and "you" and "your" will refer to that organization.
2. Definitions
"Account" means your registered user account on the Platform.
"Authorized Users" means individuals authorized by you to access and use the Platform under your Account.
"Compliance Data" means all data, documents, information, and materials you upload, submit, or generate through the Platform related to compliance activities.
"Confidential Information" means any non-public information disclosed by either party that is designated as confidential or should reasonably be understood to be confidential.
"Documentation" means the user guides, help documentation, and other materials we provide describing the Platform's functionality.
"Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, and other intellectual property rights.
"Platform" means the Milenial Compliance Platform, including all software, APIs, features, and services we provide.
"Services" means the compliance management, AI-powered risk assessment, document processing, and related services provided through the Platform.
"Subscription" means your selected service tier and the associated features, limitations, and pricing.
"User Content" means all content, data, and materials you upload, submit, or transmit through the Platform.
3. Account Registration and Security
3.1 Account Creation
To use the Platform, you must create an Account by providing accurate, current, and complete information. You agree to update your information promptly to maintain its accuracy.
3.2 Account Security
You are responsible for:
• Maintaining the confidentiality of your login credentials
• All activities that occur under your Account
• Immediately notifying us of any unauthorized access or security breach
• Implementing appropriate access controls for Authorized Users
3.3 Account Requirements
You must:
• Be at least 18 years old or the age of majority in your jurisdiction
• Have the legal capacity to enter into binding contracts
• Not have been previously suspended or removed from the Platform
• Provide a valid business email address for account verification
3.4 Multi-Factor Authentication
We strongly recommend enabling multi-factor authentication (MFA) for enhanced security. Certain features or subscription tiers may require MFA.
4. Subscription Plans and Services
4.1 Service Tiers
The Platform offers multiple subscription tiers:
• Tier 1 - Foundation: Basic compliance onboarding and document management
• Tier 2 - Compliance Essentials: Advanced compliance training and certification tracking
• Tier 3 - Professional: Full compliance suite with AI-powered risk assessment
• Tier 4 - Enterprise: Complete enterprise readiness with dedicated support
4.2 Feature Availability
Features vary by subscription tier. We reserve the right to modify features with reasonable notice. Feature changes will not materially diminish the core functionality of your current subscription during its term.
4.3 Service Level Agreement
Enterprise tier subscribers are entitled to the service levels described in our Service Level Agreement (SLA). Standard and Professional tiers receive commercially reasonable uptime without guaranteed SLA commitments.
5. Payment Terms
5.1 Fees and Billing
• Subscription fees are billed in advance on a monthly or annual basis
• All fees are non-refundable except as expressly stated herein
• Prices are subject to change with 30 days' notice
• Annual subscriptions receive discounted pricing
5.2 Payment Methods
We accept major credit cards, ACH transfers, and wire transfers for enterprise accounts. All payments are processed through secure, PCI-compliant payment processors.
5.3 Taxes
Fees do not include applicable taxes. You are responsible for all taxes, duties, and levies imposed by taxing authorities. We will collect applicable sales tax where required by law.
5.4 Late Payments
• Overdue amounts accrue interest at 1.5% per month or the maximum legal rate
• We may suspend access for accounts more than 30 days overdue
• You are responsible for collection costs, including reasonable attorney fees
5.5 Refund Policy
• Monthly subscriptions: No refunds for partial months
• Annual subscriptions: Pro-rata refund for unused months if we terminate for convenience
• No refunds for termination due to your breach of these Terms
6. Permitted Use and Restrictions
6.1 License Grant
Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your internal business purposes during your subscription term.
6.2 Permitted Uses
You may use the Platform to:
• Manage compliance documentation and workflows
• Track certifications and regulatory requirements
• Generate compliance reports and assessments
• Train employees on compliance requirements
• Integrate with approved third-party systems via our APIs
6.3 Restrictions
You may not:
• Sublicense, sell, resell, or transfer the Platform or access thereto
• Modify, adapt, or create derivative works based on the Platform
• Reverse engineer, decompile, or disassemble any part of the Platform
• Use the Platform to develop a competing product or service
• Remove or alter any proprietary notices or labels
• Use automated systems to access the Platform beyond permitted API usage
• Share login credentials or allow unauthorized access
• Use the Platform for any illegal purpose or in violation of any laws
6.4 API Usage
API access is subject to rate limits and usage quotas specified in your subscription tier. Excessive API usage may result in throttling or additional fees.
7. Data Ownership and Privacy
7.1 Your Data
You retain all ownership rights to your User Content and Compliance Data. By using the Platform, you grant us a limited license to process, store, and display your data solely to provide the Services.
7.2 Data Processing
We process your data in accordance with our Privacy Policy and applicable data protection laws, including GDPR and CCPA where applicable. For EU data subjects, our Data Processing Agreement governs data processing activities.
7.3 Data Security
We implement industry-standard security measures to protect your data, including:
• AES-256 encryption at rest
• TLS 1.3 encryption in transit
• Regular security audits and penetration testing
• SOC 2 Type II compliance
• Role-based access controls
7.4 Data Retention
We retain your data for the duration of your subscription plus 90 days. Upon request, we will delete or export your data within 30 days, subject to legal retention requirements.
7.5 Government Compliance
For users subject to federal compliance requirements (FAR, DFARS, CMMC), additional data handling provisions in our Government Addendum apply.
8. Intellectual Property
8.1 Platform Ownership
The Platform, including all software, algorithms, AI models, designs, and documentation, is owned by Milenial Procurments Inc. and protected by intellectual property laws. Nothing in these Terms transfers any ownership rights to you.
8.2 Feedback
If you provide feedback, suggestions, or ideas about the Platform, you grant us a perpetual, irrevocable, royalty-free license to use and incorporate such feedback without compensation or attribution.
8.3 Trademarks
"Milenial," the Milenial logo, and other marks are trademarks of Milenial Procurments Inc. You may not use our trademarks without prior written consent.
9. Warranties and Disclaimers
9.1 Our Warranties
We warrant that:
• The Platform will perform materially as described in the Documentation
• We have the right to provide the Services
• We will use commercially reasonable efforts to maintain Platform availability
9.2 Disclaimer
EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
9.3 No Guarantee of Compliance
THE PLATFORM IS A TOOL TO ASSIST WITH COMPLIANCE MANAGEMENT. WE DO NOT GUARANTEE THAT USE OF THE PLATFORM WILL ENSURE COMPLIANCE WITH ANY LAW, REGULATION, OR STANDARD. YOU ARE SOLELY RESPONSIBLE FOR YOUR COMPLIANCE OBLIGATIONS.
9.4 AI-Generated Content
AI-powered features provide recommendations and assessments based on available data. These outputs should be reviewed by qualified personnel and do not constitute legal, regulatory, or professional advice.
10. Limitation of Liability
10.1 Exclusion of Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL.
10.2 Liability Cap
OUR TOTAL AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE FEES PAID BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
10.3 Exceptions
The limitations in this section do not apply to:
• Breaches of confidentiality obligations
• Intellectual property infringement
• Gross negligence or willful misconduct
• Indemnification obligations
• Your payment obligations
11. Indemnification
11.1 Your Indemnification
You agree to indemnify, defend, and hold harmless Milenial Procurments Inc. and its officers, directors, employees, and agents from any claims, damages, losses, and expenses (including reasonable attorney fees) arising from:
• Your use of the Platform
• Your User Content or Compliance Data
• Your violation of these Terms
• Your violation of any third-party rights
• Your violation of any applicable laws or regulations
11.2 Our Indemnification
We will indemnify and defend you against third-party claims alleging that the Platform infringes their intellectual property rights, provided you:
• Promptly notify us of the claim
• Give us sole control of the defense and settlement
• Provide reasonable cooperation and assistance
11.3 Infringement Response
If the Platform becomes subject to an infringement claim, we may at our option:
• Obtain the right for you to continue using the Platform
• Modify the Platform to be non-infringing
• Replace the Platform with a functional equivalent
• Terminate your subscription and refund prepaid fees
12. Term and Termination
12.1 Term
These Terms are effective upon your acceptance and continue until terminated. Subscriptions auto-renew unless cancelled before the renewal date.
12.2 Termination for Convenience
• Monthly subscriptions: Either party may terminate with 30 days' notice
• Annual subscriptions: Either party may terminate at the end of the current term with 60 days' notice
12.3 Termination for Cause
Either party may terminate immediately if the other party:
• Materially breaches these Terms and fails to cure within 30 days of notice
• Becomes insolvent or files for bankruptcy
• Ceases business operations
12.4 Effect of Termination
Upon termination:
• Your access to the Platform will be suspended
• You must pay all outstanding fees
• We will provide data export upon request for 30 days
• Provisions that by their nature should survive will survive
12.5 Data After Termination
We retain your data for 90 days after termination for your retrieval. After this period, we will delete your data unless legally required to retain it.
13. Dispute Resolution
13.1 Governing Law
These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles.
13.2 Arbitration
Any dispute arising from these Terms shall be resolved through binding arbitration administered by JAMS under its Commercial Arbitration Rules. The arbitration will be conducted in Wilmington, Delaware.
13.3 Class Action Waiver
YOU AGREE TO RESOLVE DISPUTES ON AN INDIVIDUAL BASIS AND WAIVE ANY RIGHT TO PARTICIPATE IN CLASS ACTIONS OR CLASS ARBITRATIONS.
13.4 Exceptions
Either party may seek injunctive relief in any court of competent jurisdiction for intellectual property infringement or breach of confidentiality.
14. General Provisions
14.1 Entire Agreement
These Terms, together with all referenced policies, constitute the entire agreement between you and Milenial Procurments Inc. regarding the Platform.
14.2 Amendments
We may modify these Terms by posting updated Terms on the Platform. Material changes will be notified via email or Platform notification. Continued use after changes constitutes acceptance.
14.3 Assignment
You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
14.4 Severability
If any provision is found unenforceable, the remaining provisions will continue in full force and effect.
14.5 Waiver
Failure to enforce any provision does not constitute a waiver of that provision or any other provision.
14.6 Force Majeure
Neither party is liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, war, terrorism, or government actions.
14.7 Notices
Notices must be sent to:
• To Milenial Procurments Inc.: legal@milenialinc.com
• To You: The email address associated with your Account
14.8 Export Compliance
You agree to comply with all applicable export control laws and regulations when using the Platform.
15. Contact Information
For questions about these Terms of Service, please contact us:
Milenial Procurments Inc.
Email: legal@milenialinc.com
Support: support@milenialinc.com
Website: https://milenialinc.com
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By using the Milenial Compliance Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.