Subscription Agreement & Terms of Use

1. Parties and Acceptance

This Subscription Agreement and Terms of Use (the “Agreement”) is entered into between TriVector Labs, LLC, a Wyoming limited liability company (“Provider”, “we”, “us”), and the individual or organization that creates an account or subscribes to a plan (“Customer”, “you”). It governs Customer’s access to and use of the AviaHub platform under the plan Customer selects (the “Service”). The plan’s commercial terms — fee, seats, usage basis and Boost Pack options — are those shown for that plan in the Plan Schedule and at the point of subscription, and form part of this Agreement.

The Agreement takes effect on the earlier of (a) the date Customer accepts it electronically during account registration or plan selection, (b) the date an authorized representative signs a copy of it, or (c) the date Customer first accesses the Service (the “Effective Date”). An individual accepting on behalf of an organization represents that they are authorized to bind it.

2. The Service

The AviaHub platform provides the modules included in Customer’s plan, which may include:

• Avia — the AI aviation copilot, including conversational access to aircraft, airport, airman, navigation, weather and airworthiness data sources, document and image upload, and tool use.
• AviaIntel — document-driven and record-driven analysis, including aircraft, airport, business, pilot, submission and policy analysis, together with policy and quote comparison and checking.
• AviaPilot — the pilot-focused copilot for flight planning, weather and NOTAM briefings, aircraft and airman lookups, and the pilot profile and logbook.
• AviAMS — the aviation agency management system (accounts, submissions, quotes, policies, renewals, endorsements, documents and the AviaInsured customer portal), which includes Avia and AviaIntel.
• Avia+ — the organization knowledge base that grounds Avia and AviaIntel on an organization’s own documents, included with the AviaIntel + Avia Organization Professional and Enterprise plans and with the AviAMS Professional, Business and Enterprise plans.

Individual plans are provisioned to the individual account holder. Organization plans are provisioned to the organization rather than to an individual: members of Customer’s organization share a single seat entitlement (Section 4) and a single fair-use standing (Section 5), and usage by any member counts toward the organization as a whole.

3. Term, Free Trial, and Renewal

3.1 Subscription term.

Paid plans are provided on a monthly subscription basis. The initial term begins on the Effective Date and continues for one month, and the subscription renews automatically for successive one-month terms until cancelled in accordance with Section 7. A Free plan continues until Customer closes the account or moves to a paid plan.

3.2 Free trial.

Customer’s first paid subscription includes a 30-day free trial. No payment method is required to begin the trial, and no amount is charged during it. At the end of the trial the subscription is cancelled automatically with no charge unless Customer has added a payment method before the trial ends. Adding a payment method during the trial does not accelerate billing; the first charge occurs at the end of the 30-day period. The free trial is available once per customer.

3.3 Renewal.

Each renewal is charged in advance to the payment method on file on the subscription’s monthly anniversary. Fee changes are governed by Section 6.4.

4. Fees and Seats

The subscription fee, the number of included seats, the additional-seat price, and the usage basis for each plan are shown in the Plan Schedule and on the plan card at the point of subscription. Fees are stated in US dollars, are billed monthly in advance, and are exclusive of taxes (Section 6.3).

Seats. For Organization plans, seats are counted as members of Customer’s organization with access to the Service. Customer may add or remove members at any time; additional seats beyond the plan’s included number are charged at the plan’s additional-seat price and billed with the subscription. Individual plans carry a single seat.

Overage charges: none. Usage on a paid plan is never billed as overage — the subscription fee is the bill. The only optional purchases are additional seats and Boost Packs (Section 5.4).

5. Usage, Fair Use, and Boost Packs

5.1 Unlimited usage under fair use.

Every paid plan is provided on an unlimited-usage basis, subject to the fair-use policy in this Section. Customer may use the AI-assisted features of its plan as its work requires. Usage is not metered against a monthly credit allowance and is never billed as overage. Customer’s charges under this Agreement are the subscription fee, any additional seats, and any Boost Packs Customer elects to purchase — nothing else.

Free plan. The Free plan is not a paid plan and is not unlimited. It carries the monthly starter allowance of credits shown in the Plan Schedule; when that allowance is exhausted, AI-assisted features pause until the next monthly period begins or Customer moves to a paid plan. Free-plan credits do not carry over and have no cash value.

5.2 Fair-use pacing.

Fair use exists so that one customer’s exceptional usage never degrades the Service for other customers. Each paid subscription carries an internal fair-use threshold that scales with the plan — larger plans carry more headroom — and the threshold itself is not published. In a month of exceptionally heavy usage the Service paces rather than stops, in graduated steps that are always shown in the Service when they apply: first, analyses run at standard rather than deep depth and responses are shortened; if heavy usage continues, responses may be briefly queued; at the most extended level, the largest document analyses may be deferred until pacing eases or a Boost Pack is applied. Conversational chat continues at every level, nothing is cut off, no charge results from pacing, and pacing resets automatically at the start of each billing period. Pacing is not encountered by the vast majority of customers. Any adjustment to fair-use thresholds that materially reduces a plan’s headroom during a paid term is a change to the Service governed by Section 16.

5.3 Boost credits and how they are measured.

Boost Packs (and the Free plan’s starter allowance) are denominated in credits. A credit measures AI processing volume: one credit per 10,000 units of input processed plus one credit per 2,000 units of output generated, recorded fractionally. Different activities therefore consume different amounts of credit when credits are in use: a short question consumes a fraction of a credit, while a deep multi-document analysis consumes several. Non-AI features — browsing records, viewing saved results, exporting documents — never consume credits.

5.4 Boost Packs.

Customer may purchase one-time, prepaid Boost Packs within the Service at the prices published there and in the Plan Schedule. Boost credits are drawn only while fair-use pacing would otherwise apply and restore full speed for as long as they last; they are not consumed during ordinary usage. Boost credits never expire while the subscription remains active, are pooled across the organization on Organization plans, and have no cash value. Boost Packs are non-refundable except as required by law. Boost Packs are an optional convenience on top of an unlimited plan; Customer is never required to purchase one to continue using the Service. On the Free plan, a purchased pack simply extends the starter allowance.

5.5 Automatic Boost top-up.

Customer may optionally enable automatic Boost Pack top-up, which purchases a Boost Pack of Customer’s choosing when the Boost balance falls below a level Customer sets, subject to a monthly spending cap Customer sets. Automatic top-up can be disabled at any time and is disabled automatically if a charge fails; Customer’s billing contact is notified when that occurs.

6. Payment

6.1 Payment processing.

Payments are processed by our third-party payment processor. Customer authorizes recurring charges to the payment method on file for the subscription fee, any additional seats, and any Boost Packs or automatic top-ups Customer elects. We do not store full payment card details.

6.2 Failed payment.

If a renewal charge fails, the subscription is marked past due and the payment is retried over a period of approximately two weeks. We will notify Customer’s billing contact of each failure and of the scheduled retry. If all retries fail, the subscription is cancelled and access ends. Customer may restore service at any time by updating its payment method and resubscribing.

6.3 Taxes.

Fees are exclusive of sales, use, VAT, GST and similar taxes. Customer is responsible for such taxes other than taxes on our net income. Where we are required to collect a tax on Customer’s behalf, it will be itemized on the invoice or receipt.

6.4 Fee changes.

We may change subscription fees on at least thirty (30) days’ written notice before the change takes effect. A fee change applies from Customer’s next renewal following the notice period. If Customer does not accept a fee increase, Customer may cancel under Section 7.1 before it takes effect.

7. Cancellation, Suspension, and Termination

7.1 Cancellation by Customer.

Customer may cancel at any time from the account subscriptions page. Cancellation takes effect at the end of the current billing period: access, and any Boost credits on hand, continue until that date, and no further charges are made. Fees already paid for the current period are not refunded except as required by law. Customer may reinstate a cancelled subscription before the period ends.

7.2 Suspension.

We may suspend access, in whole or in part, where Customer’s account is past due under Section 6.2, or where continued access presents a security, legal or integrity risk to the Service or its other customers. Where practicable we will give notice and an opportunity to cure before suspending.

7.3 Termination for cause.

Either party may terminate for the other’s material breach that remains uncured thirty (30) days after written notice describing it.

7.4 Effect of termination.

On termination, Customer’s right to access the Service ends and any unused Boost credits are forfeited. Customer may export its analyses and saved records before the effective date of termination. We will retain or delete Customer Data in accordance with Section 8.4.

8. Customer Data

8.1 Ownership.

As between the parties, Customer owns all data, documents and content it submits to the Service (“Customer Data”), including insurance submissions, policies, quotes, schedules, pilot records and any personal information contained in them.

8.2 Our use of Customer Data.

We process Customer Data solely to provide, secure and support the Service. We do not sell Customer Data. We may use Customer Data in aggregated and de-identified form to improve the Service — for example, to measure accuracy, diagnose failures and improve extraction quality. Aggregated and de-identified data does not identify Customer, its members, its insureds or any individual, and we will not attempt to re-identify it.

8.3 AI processing and subprocessors.

Delivering AI-assisted features requires transmitting the relevant portions of Customer Data — including uploaded documents and images — to third-party AI service providers for processing. Those providers act as our subprocessors and are contractually restricted in their use of the data. In particular, our AI service providers do not use Customer Data to train their models and do not sell Customer Data. Customer Data transmitted for processing is used only to return the requested result.

8.4 Retention and deletion.

For active accounts, Customer Data is retained for 12 months. Following termination, Customer Data is retained for 3 months and is then deleted. Customer may request deletion of its Customer Data at any time, and we will delete it within thirty (30) days of the request. Deletion requests are irreversible and may remove analyses, saved records and history that Customer relies on; Customer should export anything it wishes to keep first. These periods do not apply to backups, which age out on their own cycle, or to records we are required to retain by law.

8.5 Security.

We maintain administrative, technical and physical safeguards designed to protect Customer Data, including encryption in transit, role-based access control within Customer’s organization, account lockout after repeated failed sign-ins, and optional multi-factor and passkey authentication.

9. AI-Generated Output

The Service produces AI-generated analysis of insurance, aviation and flight-planning information. Customer acknowledges and agrees that:

• AI-generated output may contain errors, omissions or inaccuracies, and may present incomplete information without indicating that it is incomplete.
• Output is not professional advice of any kind — not legal, financial, underwriting, regulatory, medical or aviation-safety advice — and does not create any professional relationship.
• Output does not replace the judgment of a licensed insurance professional, the terms of an actual policy document, certified pilot training, official aeronautical publications, or an official preflight weather briefing under 14 CFR 91.103. Weather summaries, NOTAM listings and route briefings produced by the Service are not an official briefing; the pilot in command remains responsible for obtaining one and for the safety of the flight.
• Where the Service compares or summarizes documents, the comparison reflects what the Service was able to extract. An item shown as absent may be an item the Service failed to read.
• Customer is responsible for independently verifying all output against the underlying source documents and authoritative sources before relying on it for any decision.

Customer remains solely responsible for its own professional obligations to its clients, insureds and regulators, and for any coverage, placement, pricing, advice or flight decision it makes.

10. Third-Party and Public Data Sources

The Service incorporates data from government and third-party sources, including federal aircraft, airman and airport registries, accident and incident databases, aeronautical and navigation data, ADS-B flight tracking data, weather and notice-to-airmen services, and publicly available web content. That data is provided by its originators and may be delayed, incomplete, superseded or inaccurate. We provide it as-is, do not warrant its accuracy or currency, and are not responsible for its content. Regulatory and airworthiness information indicates what is published for a design or registration; it is never a statement about the compliance status of a specific aircraft, which is recorded only in that aircraft’s maintenance records.

11. Acceptable Use

Customer will not, and will not permit its members to:

• use the Service for any unlawful purpose or in violation of any applicable regulation;
• scrape, reverse engineer, decompile, or attempt to derive the source code, models or prompts underlying the Service;
• resell, sublicense or provide the Service to third parties outside Customer’s organization, or share seat credentials with individuals who are not counted as seats;
• submit content Customer lacks the right to submit, or that infringes the rights of others;
• attempt to circumvent fair-use pacing, credit allowances, seat limits, rate limits or other technical controls, including by distributing usage across multiple subscriptions or accounts to evade fair use, or by automated or scripted bulk use that is not part of ordinary interactive work;
• use the Service to build or train a competing product.

12. Intellectual Property

We retain all right, title and interest in the Service, including its software, models, prompts, user interfaces and documentation. Customer receives a non-exclusive, non-transferable right to access and use the Service during the term for its internal business or personal purposes. As between the parties, Customer owns the AI-generated output produced from its own Customer Data, subject to Section 9 and to our retained rights in the Service itself. Feedback Customer provides may be used without restriction.

13. Warranties and Disclaimers

We warrant that we will provide the Service with reasonable skill and care. Except as expressly stated in this Agreement, the Service and all output and data are provided “AS IS” and “AS AVAILABLE”, and we disclaim all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement. We do not warrant that the Service will be uninterrupted or error-free, or that AI-generated output will be accurate or complete.

14. Limitation of Liability

Neither party will be liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, arising out of or related to this Agreement, even if advised of the possibility. Each party’s total aggregate liability arising out of or related to this Agreement will not exceed the total fees paid or payable by Customer to Provider under this Agreement in the twelve (12) months immediately preceding the event first giving rise to the claim. These limitations do not apply to Customer’s payment obligations under Sections 4 through 6, either party’s indemnification obligations under Section 15, either party’s breach of its confidentiality obligations under Section 17.2, or any liability that cannot be limited or excluded under applicable law.

15. Indemnification

15.1 By Provider.

Provider will defend Customer against any third-party claim alleging that the Service, as provided by Provider and used as permitted by this Agreement, infringes that third party’s patent, copyright or trademark or misappropriates its trade secret, and will indemnify Customer against the damages, costs and reasonable attorneys’ fees finally awarded on that claim or agreed in settlement. If such a claim is made or appears likely, Provider may, at its option and expense: (a) procure the right for Customer to continue using the Service; (b) modify or replace the affected portion so it is non-infringing without materially reducing its functionality; or (c) if neither is commercially practicable, terminate the affected subscription and refund any prepaid fees for the unused remainder of the term. Provider has no obligation under this Section for claims arising from Customer Data; from combination of the Service with items not provided by Provider, where the claim would not have arisen without the combination; from use in violation of this Agreement; or from continued use after Provider has notified Customer to stop and provided a non-infringing alternative. This Section 15.1 states Provider’s entire liability and Customer’s exclusive remedy for third-party infringement claims.

15.2 By Customer.

Customer will defend Provider against any third-party claim arising from: (a) Customer Data, including any claim that its collection, submission or use violated law or the rights of a third party; (b) any underwriting, placement, coverage, pricing, advice or flight decision Customer or its members make, or any use of the Service or its output in Customer’s professional practice, including claims by Customer’s clients or insureds; or (c) Customer’s or its members’ breach of Section 11 (Acceptable Use) — and will indemnify Provider against the damages, costs and reasonable attorneys’ fees finally awarded on such a claim or agreed in settlement.

15.3 Procedure.

The party seeking indemnification must give the other prompt written notice of the claim (late notice relieves the indemnifying party only to the extent it is prejudiced by the delay), give the indemnifying party sole control of the defense and settlement, and provide reasonable cooperation at the indemnifying party’s expense. The indemnifying party may not settle a claim in a manner that imposes any liability, obligation or admission on the indemnified party without that party’s written consent, not to be unreasonably withheld. The indemnified party may participate in the defense with its own counsel at its own expense.

16. Changes to the Service and to this Agreement

We develop the Service continuously and may add, modify or discontinue features. We will not materially degrade the core functionality of a plan during a paid term without notice. We may update this Agreement on thirty (30) days’ notice; continued use after the effective date constitutes acceptance, and Customer may cancel under Section 7.1 if it does not accept the change.

17. General

17.1 Governing law, venue, and class-action waiver.

This Agreement is governed by the laws of the State of Wyoming, without regard to conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Natrona County, Wyoming, and each party waives any objection to venue or personal jurisdiction there. This Agreement does not require arbitration; disputes will be resolved in the courts identified above. To the fullest extent permitted by law, each party waives any right to participate in a class, collective, consolidated or representative action against the other, and disputes may be brought only in the parties’ individual capacities. If the class-action waiver is held unenforceable as to a particular claim, it is severed as to that claim only and the remainder of this Section stays in effect.

17.2 Confidentiality.

Each party will protect the other’s non-public information disclosed under this Agreement with at least reasonable care and use it only to perform under this Agreement.

17.3 Notices.

Notices to Customer may be given through the Service or to the billing contact’s email address on file. Notices to Provider must be sent to TriVector Labs, LLC, PO Box 24165, Overland Park, KS 66283, with a copy by email to support@trivectorlabs.com. A notice is effective on receipt, or three (3) business days after mailing by certified mail, whichever is earlier.

17.4 Assignment.

Neither party may assign this Agreement without the other’s written consent, except to a successor in connection with a merger or sale of substantially all assets.

17.5 Force majeure.

Neither party is liable for delay or failure caused by events beyond its reasonable control, including failures of third-party infrastructure, data sources or AI service providers.

17.6 Entire agreement; severability.

This Agreement, together with the Plan Schedule and any addenda referenced in it, is the entire agreement between the parties regarding the Service and supersedes prior discussions. If any provision is held unenforceable, the remainder stays in effect. No waiver is implied from any failure to enforce.

17.7 Survival.

Sections 5.4, 7.4, 8, 9, 10, 12, 13, 14, 15 and 17 survive termination.

17.8 Execution.

Where Customer accepts this Agreement electronically during registration or plan selection, the electronic acceptance record — including the accepting individual’s name, the acceptance timestamp and the originating IP address — constitutes execution and is retained by Provider. Where the parties execute a plan-specific copy of this Agreement through an electronic-signature service, that service’s completed record constitutes execution.