Terms and Conditions

Confuorto Consultancy Inc.

Date of Publication: September 16, 2026

Revised September 16, 2026

Effective Date: September 16, 2026

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. THEY CONTAIN IMPORTANT PROVISIONS REGARDING DISCLAIMERS OF WARRANTIES, CLIENT RESPONSIBILITIES, REFUND AND NONREFUNDABLE FEE TERMS, PREPAY ACCOUNT TERMS, A THIRTY-DAY EXCLUSIVE CORRECTION REMEDY, BROAD INDEMNIFICATION, LIMITATIONS OF LIABILITY, A ONE-YEAR CONTRACTUAL LIMITATIONS PERIOD, MANDATORY PRE-SUIT MEDIATION, EXCLUSIVE VENUE IN DUPAGE COUNTY, ILLINOIS, AND WAIVER OF JURY TRIAL.

These Terms and Conditions (these "Terms") govern: (a) access to and use of confuorto.com, including its pages, forms, portals, and related online features (collectively, the "Website"); and (b) all strategic consulting, operational support, due diligence, public-records research, corporate investigations coordination and compliance, compliance-management, quality-management, security oversight, security management, risk-management, administrative, and related services and deliverables provided by Confuorto Consultancy Inc., an Illinois corporation ("Confuorto," "we," "our," or "us").

Definitions

For purposes of these Terms:

"Business Day" means a day other than a Saturday, Sunday, or a day on which banks in the State of Illinois are authorized or required by law to close.

"Client" means each person or entity that requests, orders, receives, accesses, pays for, or uses any Service or Deliverable.

"Compliance Management Services" means only the specific compliance-related services that Confuorto expressly agrees in a signed Order Document to perform for a specifically identified Client request. Compliance Management Services may include advising on, developing, implementing, operating, managing, maintaining, monitoring, reviewing, auditing, improving, or supporting a program, process, policy, procedure, corrective action, management review, or audit activity. They do not include legal advice, legal opinions, legal representation, or a guarantee of legal or regulatory compliance.

"Deliverables" means all reports, findings, search results, analyses, recommendations, communications, work product, policies, procedures, records, audit materials, and other materials supplied in connection with the Services, whether final, preliminary, interim, or in draft form.

"Order Document" means any proposal, quote, statement of work, engagement agreement, client agreement, work order, invoice, authorization, fixed-fee agreement, project confirmation, written or electronic order request, or other document under which Services are requested or provided.

"Prepay Account" means a prepaid balance established under Section 7A.

"Protected Parties" means Confuorto and its present and former owners, shareholders, members, directors, officers, executives, managers, employees, agents, representatives, affiliates, successors, assigns, Service Providers, Referral and Business-Development Partners, consultants, independent contractors, licensed professionals, investigators, researchers, vendors, data providers, and technology providers.

"Referral and Business-Development Partners" means independent persons or entities that refer business to Confuorto or provide marketing, sales, lead-generation, or business-development assistance. Referral and Business-Development Partners do not perform Services unless they are separately engaged by Confuorto as Service Providers.

"Service Providers" means independent persons or entities engaged by Confuorto to assist in performing Services, supplying information, providing technology, processing data, or supporting an engagement. Service Providers may include subcontractors, consultants, investigators, researchers, licensed professionals, vendors, data providers, technology providers, and other independent providers. Each Service Provider is responsible for its own licensure, qualifications, insurance, and compliance with the laws applicable to its work.

"Services" means all services described above or identified in an Order Document, including, where agreed, advisory, development, implementation, operation, management, maintenance, monitoring, review, corrective-action, internal-audit, continuous-improvement, management-review, audit-representation, coordination, and related support services.

Independence of Service Providers and Partners

Service Providers and Referral and Business-Development Partners are independent persons or entities. Unless expressly stated in a written agreement signed by Confuorto's President or another authorized officer, no Service Provider or Referral and Business-Development Partner is an employee, officer, director, owner, shareholder, member, joint venturer, legal representative, or authorized agent of Confuorto. No such person or entity has authority to bind Confuorto, make commitments on Confuorto's behalf, modify these Terms, provide a warranty, or create an obligation for Confuorto.

Acceptance

A Client is bound by these Terms only when it has been given notice of them and accepts them through an applicable Order Document, proposal, statement of work, engagement confirmation, invoice, click-through acceptance, or other written or electronic acceptance method that incorporates or links to these Terms.

By signing or accepting an Order Document that incorporates these Terms, authorizing Confuorto to begin work after receiving such notice, paying an invoice that incorporates or links to these Terms, or completing a click-through acceptance, the Client agrees to be bound by these Terms to the fullest extent permitted by applicable law.

Confuorto may maintain records of electronic acceptance, including the date, time, and method of acceptance, and any such records are admissible evidence of acceptance.

Confuorto may also include a reference or hyperlink to these Terms in a report or other Deliverable. That report-level reference provides notice that the report and related Services are subject to these Terms, but does not replace the acceptance process described in the preceding paragraph.

If an individual accepts these Terms or an Order Document for an organization, that individual represents and warrants that he or she has authority to bind the organization.

A reference or hyperlink included in a Deliverable also provides notice to any recipient of that Deliverable that use of or reliance on the Deliverable is subject to the restrictions stated in these Terms, including Sections 6 and 9.

1. Eligibility and Business Use

1.1 The Website, Services, and Deliverables are offered solely for lawful business and professional purposes. They are not offered to consumers and are not intended for personal, family, or household use. The Client represents that it is a business, organization, or individual acting for business or professional purposes; that it is at least 18 years of age or is acting through an authorized representative who is; and that it has the legal capacity to enter into these Terms.

1.2 The Client shall not request, obtain, use, disclose, distribute, or rely upon any Service or Deliverable for an unlawful, fraudulent, discriminatory, harassing, retaliatory, defamatory, deceptive, or otherwise improper purpose.

1.3 Nothing in these Terms is intended to waive or limit any right or protection that applicable law prohibits the parties from waiving or limiting, and these Terms apply only to the fullest extent permitted by applicable law.

2. No Attorney-Client or Other Licensed-Professional Relationship

2.1 CONFUORTO IS NOT A LAW FIRM. CONFUORTO DOES NOT PRACTICE LAW, DOES NOT PROVIDE LEGAL ADVICE, DOES NOT PROVIDE LEGAL OPINIONS, AND DOES NOT PROVIDE LEGAL REPRESENTATION.

2.2 Accessing the Website, submitting a form, communicating with Confuorto, receiving general information, requesting a Service, or receiving a Deliverable does not create an attorney-client, solicitor-client, law-firm, fiduciary, medical, accounting, tax, insurance, brokerage, investigator-client, or other licensed-professional relationship.

2.3 A contractual consulting relationship is created only when Confuorto accepts an Order Document or otherwise confirms an engagement in writing. Even when a contractual consulting relationship exists, Confuorto may provide strategic, operational, compliance-management, quality-management, risk-management, research, corporate investigations coordination and compliance, administrative, and related consulting or support services, but does not provide legal advice or legal representation.

2.4 The Client should consult qualified legal counsel and other appropriately licensed professionals regarding legal, regulatory, tax, accounting, employment, credit, consumer-reporting, security, insurance, investigatory, or other specialized matters.

2.5 Confuorto is not a licensed agency, firm, or practice in any regulated profession. Confuorto is a consulting firm that works alongside licensed professionals, including attorneys, accountants, investigators, security contractors, engineers, auditors, and other licensed experts. Work requiring a professional license is performed by an appropriately licensed person or entity engaged as a Service Provider or retained directly by the Client.

2.6 Where Confuorto coordinates the work of a licensed professional, Confuorto's role is limited to coordination, administration, and verification that the licensed professional holds the licensure, insurance, and qualifications applicable to the assignment, together with support for compliance with applicable industry, state, federal, industrial, and contractual requirements. Confuorto does not perform the licensed work, does not supervise the professional judgment of a licensed professional, and does not guarantee the licensed professional's performance, accuracy, conduct, or compliance. Each licensed professional remains solely responsible for its own work and its own regulatory obligations.

3. Website Information

3.1 Website content is provided for general informational purposes only. It is not legal advice, a professional opinion, a representation concerning any specific matter, or a substitute for advice based on the Client's circumstances.

3.2 Confuorto does not represent or warrant that Website content is accurate, complete, current, reliable, suitable for any particular purpose, or free from errors or omissions.

3.3 Portions of the Website may be hosted on or generated by a third-party platform. Any platform-generated terminology that does not accurately describe Confuorto, its personnel, or its Services is a function of that platform and does not modify these Terms. Confuorto's Services are as described in Section 2.5 and in the applicable Order Document.

3.4 The Website may link to third-party websites or resources. Confuorto does not control, endorse, or assume responsibility for third-party content, products, services, or privacy practices.

4. Services and Scope

4.1 Confuorto will provide only those Services stated in the applicable Order Document.

4.2 Unless expressly stated otherwise in the applicable Order Document:

(a) Confuorto has no duty to identify, investigate, advise concerning, or address matters outside the stated scope;

(b) Confuorto may determine the methods, sources, sequencing, staffing, and resources used to perform the Services;

(c) any estimate, target date, anticipated result, methodology, recommendation, or description of work is informational and is not a guarantee;

(d) Confuorto may rely on information supplied by the Client, Service Providers, Referral and Business-Development Partners, data sources, and other third parties, and has no obligation to independently verify that information;

(e) Confuorto has no continuing duty to monitor, update, supplement, correct, or revisit a Deliverable after its stated as-of date, except as expressly agreed in writing; and

(f) Services and Deliverables are prepared at the Client's request for the purpose and scope identified by the Client or stated in the applicable Order Document.

4.3 The Client is responsible for reviewing every Order Document for accuracy and promptly notifying Confuorto of any error in names, identifiers, jurisdictions, search parameters, scope, instructions, intended use, or other material information.

4.4 Confuorto may refuse, suspend, or terminate work that it reasonably believes is unlawful, unsafe, misleading, outside the agreed scope, inconsistent with these Terms, or inconsistent with applicable professional, ethical, operational, licensing, data-source, or other requirements. Confuorto's exercise of this right is not a breach, and the Client remains responsible for fees and expenses earned or incurred through the date work is refused, suspended, or terminated.

4.5 Changes to Scope. Any change to the scope, jurisdictions, search parameters, deliverable format, timing, or intended use of a Service is effective only when confirmed in writing by Confuorto, and may result in additional fees and a revised schedule. Confuorto has no obligation to perform work outside the scope stated in the applicable Order Document, whether or not that work was discussed, proposed, contemplated, or referenced in correspondence.

4.6 Compliance Management Services. Confuorto performs Compliance Management Services only as expressly scoped in a signed Order Document identifying the specific program, process, policy, procedure, corrective action, management review, or audit activity involved. Confuorto does not guarantee that the Client will achieve or maintain compliance with any legal, regulatory, contractual, certification, or accreditation requirement. Responsibility for compliance, and for all decisions and actions taken in connection with a compliance program, remains with the Client.

5. Client Information, Authorizations, and Cooperation

5.1 The Client shall timely provide complete and accurate information, lawful instructions, necessary authorizations, and reasonable cooperation.

5.2 The Client represents and warrants that:

(a) it has the legal right and all required notices, consents, authorizations, certifications, permissions, and permissible purposes necessary for Confuorto and its Service Providers to collect, receive, process, search, use, and disclose information as instructed by the Client;

(b) all information, materials, identifiers, and instructions supplied to Confuorto are materially accurate and not misleading;

(c) the requested Services and the Client's use, disclosure, distribution, and reliance on all Deliverables comply with applicable law, contractual duties, privacy rights, consumer rights, confidentiality obligations, and third-party rights;

(d) it will not ask Confuorto, a Service Provider, a Referral and Business-Development Partner, or any other provider to impersonate another person, gain unauthorized access, use unlawful pretexting, evade legal requirements, or engage in conduct prohibited by law; and

(e) it will promptly notify Confuorto of any change affecting the legality, accuracy, scope, purpose, or intended use of a request.

5.3 The Client shall bear responsibility for delays, additional costs, errors, omissions, or adverse consequences resulting from incomplete, inaccurate, late, or misleading information or instructions supplied by or for the Client.

5.4 Confuorto may rely on the Client's representations and instructions. The Client authorizes Confuorto to rely upon those representations and instructions unless Confuorto expressly agrees in writing to independently verify them.

5.5 International and Multi-Jurisdiction Requests. Where a request involves a data subject, record, or source located outside the United States, or personal information governed by a comprehensive state privacy statute or a non-U.S. data protection law, the Client represents and warrants that it has a lawful basis for the processing it directs, that it has provided any required notice to the data subject, and that the transfer and processing it instructs are permitted under applicable law. As between the parties, and unless the applicable Order Document expressly states otherwise, the Client is the controller or equivalent with respect to personal information it provides or instructs Confuorto to obtain, and Confuorto acts on the Client's documented instructions. Confuorto may decline or discontinue any request it reasonably believes cannot lawfully be performed in a given jurisdiction.

6. Public Records, Third-Party Data, Regulated Uses, and Inherent Limitations

6.1 The Services and Deliverables depend on public records, government repositories, courts, agencies, data providers, Client-provided information, Service Providers, licensed professionals, and other third-party sources. Such sources may be incomplete, inaccurate, delayed, inaccessible, unavailable, restricted, sealed, expunged, corrected, changed, or otherwise limited. Search results and Deliverables reflect information available through the sources and methods used as of the stated as-of date, if any, and are not a representation that all responsive information has been identified or that any information is complete, current, accurate, legally sufficient, or suitable for a particular purpose.

6.2 BECAUSE THE SERVICES AND DELIVERABLES DEPEND ON THIRD-PARTY INFORMATION THAT CONFUORTO DOES NOT CONTROL AND DOES NOT ORIGINATE, NO DELIVERABLE IS GUARANTEED OR WARRANTED. Except as expressly stated in a signed Order Document, Confuorto does not independently verify third-party information and does not guarantee the accuracy, completeness, availability, timeliness, or legal sufficiency of public records or other third-party data.

6.3 The Client is solely responsible for determining whether it may request, obtain, use, disclose, distribute, rely on, or make a decision based on a Deliverable; whether any notice, disclosure, authorization, certification, adverse-action process, dispute process, retention practice, or other legal requirement applies; and whether any requested or completed Service is appropriate for the Client's intended use.

6.4 For purposes of this Section:

(a) a "Direct-Use Buyer" is a Client that engages Confuorto for its own identified internal or end-use purpose, and for which Confuorto has expressly agreed in a signed Order Document to perform a specifically described regulated screening, compliance, or other regulated service; and

(b) a "Reseller" is a Client that requests or purchases Services or Deliverables for resale, redistribution, incorporation into another product or service, delivery to another person or entity, or use in connection with the Reseller's customer, applicant, vendor, employee, contractor, tenant, borrower, insured, or other third party.

6.5 Direct-Use Buyers. If Confuorto expressly agrees in a signed Order Document to perform a regulated screening or other regulated service for a Direct-Use Buyer, Confuorto will perform the expressly agreed Services in accordance with the scope, procedures, and compliance responsibilities expressly stated in that Order Document. The Direct-Use Buyer remains responsible for all obligations not expressly assumed by Confuorto in writing, including the lawfulness of its purpose, instructions, certifications, notices, authorizations, decisions, use of Deliverables, and actions following receipt of a Deliverable.

6.6 Resellers. Confuorto may receive a Reseller's order without knowledge of the Reseller's customer, the intended recipient or end user, the applicable contractual requirements, the ultimate purpose, the required scope, the governing legal framework, or whether the order will be used in a regulated decision. Unless Confuorto expressly agrees otherwise in a signed Order Document that identifies the applicable end use and compliance requirements, Confuorto performs Reseller orders solely according to the Reseller's stated instructions and agreed scope. Confuorto does not determine whether a Reseller's instructions, its customer's requirements, the intended use, or the Reseller's delivery, redistribution, or use of a Deliverable complies with the Fair Credit Reporting Act, other consumer-reporting laws, privacy laws, employment-screening requirements, or any other legal, contractual, or regulatory requirement.

6.7 A Reseller shall not represent that Confuorto has evaluated, approved, certified, or guaranteed the Reseller's or any downstream recipient's compliance with the Fair Credit Reporting Act or any other legal or regulatory requirement unless Confuorto has expressly made that representation in a signed Order Document. The Reseller is solely responsible for:

(a) its own compliance and the compliance of its downstream delivery, resale, distribution, and use of Deliverables;

(b) its agreements, disclosures, certifications, permissions, permissible-purpose determinations, notices, authorizations, dispute procedures, and adverse-action procedures;

(d) all communications, decisions, and actions involving its customers, applicants, employees, contractors, tenants, borrowers, insureds, vendors, or other third parties.

6.8 No provision of these Terms is intended to disclaim, waive, or limit a duty that applicable law imposes directly on Confuorto and that cannot lawfully be disclaimed, waived, or limited. Confuorto may require additional information, certifications, documentation, contractual terms, or instructions before accepting or continuing an engagement, and may refuse, suspend, or terminate an order if the requested work, information supplied, intended use, or required compliance framework is unclear, unsupported, or reasonably believed to be unlawful or improper.

6.9 Unless Confuorto expressly agrees otherwise in a signed Order Document, Deliverables are prepared solely for the Client identified in that Order Document and solely for the stated purpose and scope. No other person or entity may rely on a Deliverable without Confuorto's prior written consent.

6.10 The Client shall not use any Deliverable as the sole basis for a hiring, employment, promotion, retention, credit, insurance, housing, tenancy, benefits, licensing, security-clearance, contracting, or other decision affecting an individual or entity, unless the Client has independently determined that the proposed use is lawful and Confuorto has expressly agreed in a signed Order Document to provide Services for that specific purpose.

6.11 Except as expressly agreed in a signed Order Document, Confuorto has no obligation to monitor, update, supplement, correct, or reissue a Deliverable after its stated as-of date, except through the correction process in Section 10.5. The Client must independently assess whether changed circumstances, newly available information, corrected information, passage of time, or its intended use requires additional inquiry, verification, or a new search.

6.12 Unless Confuorto expressly agrees in a signed Order Document to provide a consumer report or to perform a regulated consumer-reporting service, the Client shall not use, and shall not permit any downstream recipient to use, any Deliverable in whole or in part for any purpose described in 15 U.S.C. § 1681b, including eligibility determinations for credit, insurance, employment, tenancy, or licensing. The Client's breach of this Section is a material breach.

6.13 The Client shall not file, attach, submit, or otherwise place a Deliverable into a public record, court filing, regulatory submission, or public disclosure without Confuorto's prior written consent, except where required by law or court order and after giving Confuorto reasonable advance notice where legally permitted. Disclosure permitted under Section 9.4 does not grant any recipient a right to rely on the Deliverable.

7. Fees, Expenses, Taxes, Payment, and Refunds

7.1 The Client shall pay all fees, charges, reimbursable expenses, taxes, and other amounts stated in the applicable Order Document or invoice when due.

7.2 Refunds Are Governed by the Applicable Order Document. Refund terms are established per quote, per assignment, and per agreement. The refund, cancellation, and nonrefundable-fee terms stated in the applicable Order Document govern that engagement and control over this Section to the extent of any conflict. Where an Order Document is silent as to refunds, Sections 7.3 and 7A apply.

7.3 Default Position Where an Order Document Is Silent. Unless the applicable Order Document states otherwise, and except for Prepay Account balances refundable under Section 7A, all deposits, advance payments, fixed fees, research fees, records-retrieval fees, search fees, project fees, and other amounts paid to Confuorto are nonrefundable to the fullest extent permitted by applicable law, and are earned as Confuorto reserves capacity, accepts an engagement, initiates work, performs Services, coordinates Service Providers, obtains data or records, and bears operational costs, whether or not the Client uses a Deliverable or achieves a desired result.

7.4 Confuorto may require advance payment, a deposit, a payment method, or other security before beginning or continuing Services. Confuorto may suspend work, withhold Deliverables, decline new requests, or terminate an engagement if any amount is overdue or if the Client fails to provide required payment authorization.

7.5 The Client is responsible for all reasonable third-party charges and reimbursable expenses incurred in connection with the Services, including government, court, repository, retrieval, rush, database, data-provider, shipping, travel, translation, Service Provider, licensed-professional, and similar charges, unless an Order Document expressly states that such charges are included in a fixed fee.

7.6 Fees do not include applicable sales, use, excise, value-added, withholding, or similar taxes. The Client shall pay all such taxes, except taxes based solely on Confuorto's net income.

7.7 The Client shall pay interest on overdue undisputed amounts at the lesser of 1.5% per month or the maximum rate permitted by applicable law. The Client shall also reimburse Confuorto for reasonable costs of collection, including reasonable attorneys' fees, court costs, and collection-agency charges, to the fullest extent permitted by applicable law.

7.8 Invoice Disputes. The Client shall notify Confuorto in writing of any disputed invoice amount, with reasonable detail, within thirty (30) days of the invoice date. Amounts not disputed within that period are deemed accepted. The Client shall timely pay all undisputed amounts and shall not withhold, offset, or deduct any amount from a payment owed to Confuorto on account of a claim, counterclaim, or alleged breach.

7A. Prepay Accounts

7A.1 Establishment. A Client may fund a Prepay Account by depositing funds with Confuorto in advance against future Services. The client agreement or Order Document establishing the Prepay Account states the deposit amount, the Set-Up Costs, the discounted rates applicable to Services charged against the account, and Confuorto's standard rates for the same Services.

7A.2 Character of Funds. Prepay Account funds are a prepayment for Services. They are not held in trust or in escrow. Confuorto is not an escrow agent and does not act as a fiduciary with respect to Prepay Account funds. Funds are held in Confuorto's general accounts, are not segregated from Confuorto's other funds, and do not bear interest. The Client's rights with respect to a Prepay Account are contractual rights to Services or to a refund as stated in this Section, and are not an ownership or security interest in any particular funds.

7A.3 Application and Statements. Confuorto applies charges against the Prepay Account as Services are ordered and performed, at the discounted rates stated in the client agreement, together with third-party charges and reimbursable expenses under Section 7.5. Confuorto will provide a statement of account on request. The Client shall review each statement promptly and notify Confuorto of any disputed entry within thirty (30) days of the statement date.

7A.4 Refund on Request. The Client may request a refund of the unapplied balance of a Prepay Account at any time by written notice to Confuorto. Confuorto will return the Refundable Amount within thirty (30) Business Days after the later of the date Confuorto receives the request and the date all Services then in progress are completed or cancelled and the account is reconciled.

7A.5 Refundable Amount. The "Refundable Amount" means the unapplied Prepay Account balance as of the refund request date, less each of the following:

(a) charges for Services performed, ordered, or in progress, and third-party charges committed or incurred, through the date the refund is processed;

(b) the Set-Up Costs stated in the client agreement, to the extent not already applied to the account;

(c) the difference between the discounted rates applied to Services already performed under the Prepay Account and Confuorto's standard rates for those Services, in each case as stated in the client agreement; and

(d) any undisputed past-due amount owed by the Client to Confuorto under any Order Document. Deductions under this Section are applied against the Prepay Account balance. If total deductions exceed the balance, the Client shall pay the difference upon invoice.

7A.6 Method and Verification. Refunds are issued to the Client entity that funded the Prepay Account, by the same method as the original payment where reasonably practicable. Confuorto may require reasonable verification of identity and of the requesting individual's authority to act for the Client before issuing a refund.

7A.7 No Forfeiture; Inactive Accounts. Confuorto does not forfeit or expire unapplied Prepay Account balances and does not impose maintenance or inactivity charges against them. If a Prepay Account has no activity for twelve (12) consecutive months, Confuorto will attempt to contact the Client at its last known address of record to arrange application or refund of the balance. Any balance that remains unclaimed is administered in accordance with applicable unclaimed property law.

7A.8 Termination. On termination or expiration of the client agreement establishing a Prepay Account, the Refundable Amount is determined under Section 7A.5 and returned within the period stated in Section 7A.4.

7A.9 Precedence. If the client agreement or Order Document establishing a Prepay Account expressly states a provision that conflicts with this Section, that express provision controls solely to the extent of the stated conflict.

8. Confidentiality, Data Handling, and Security

8.1 Each party shall use the other party's nonpublic confidential information only as reasonably necessary to perform or receive Services, exercise rights, or perform obligations under these Terms and the applicable Order Document.

8.2 "Confidential Information" does not include information that the receiving party can demonstrate:

(a) is or becomes publicly available through no breach of these Terms;

(b) was lawfully known to the receiving party without a duty of confidentiality before disclosure;

(d) is independently developed without use of the disclosing party's Confidential Information.

8.3 Confuorto may disclose Client Confidential Information to its personnel, Service Providers, and licensed professionals that have a need to know the information for the engagement, provided Confuorto requires them to protect the information through obligations no less protective than those that are reasonably appropriate to the engagement.

8.4 A receiving party may disclose Confidential Information when required by law, subpoena, court order, governmental request, or other legal process, provided that, when legally permitted and reasonably practicable, the receiving party gives the disclosing party advance notice and a reasonable opportunity to seek protective treatment.

8.5 The Client authorizes Confuorto to collect, receive, store, process, transmit, disclose, and otherwise use Client-provided information and information lawfully obtained in connection with the Services, in each case as reasonably necessary to perform the Services, comply with law, maintain business and engagement records, establish or defend legal claims, and improve Confuorto's operations. Confuorto may use de-identified or aggregated information for lawful business, analytical, quality-control, and service-improvement purposes.

8.6 No system, transmission method, database, repository, or security measure is completely secure or error-free. Except as expressly stated in a signed Order Document, Confuorto does not guarantee that Services, Deliverables, communications, or stored information will be uninterrupted, secure, error-free, or free from unauthorized access, loss, alteration, delay, or corruption.

8.7 The Client shall not transmit to Confuorto any information that Confuorto has not agreed to receive, including payment-card data, protected health information, classified information, export-controlled technical data, or other regulated or highly sensitive information, unless the applicable Order Document expressly identifies the information and the parties have agreed in writing to the applicable safeguards and responsibilities.

8.8 Biometric Information. The Client shall not transmit to Confuorto, or instruct Confuorto to collect, capture, purchase, receive, or otherwise obtain, any biometric identifier or biometric information as those terms are defined in the Illinois Biometric Information Privacy Act, 740 ILCS 14/10, including fingerprints, retina or iris scans, voiceprints, and scans of hand or face geometry, unless the applicable Order Document expressly identifies that information and the parties have agreed in writing to the applicable notice, written release, retention, and destruction requirements. Where such information is transmitted, collected, or processed under an Order Document, the Client represents and warrants that it has provided all notices and obtained all written releases required by 740 ILCS 14/15, and that it maintains a publicly available written retention schedule and destruction policy as required by that Act.

8.9 Security Incidents and Data Disposal. Each party shall comply with the Illinois Personal Information Protection Act, 815 ILCS 530, and other applicable breach-notification and data-disposal requirements with respect to personal information it owns or licenses. If Confuorto becomes aware of a breach of the security of Client personal information maintained by Confuorto, Confuorto will notify the Client without unreasonable delay and will cooperate reasonably in the Client's investigation. As between the parties, the Client is responsible for determining whether notification to individuals, regulators, consumer reporting agencies, or other persons is required with respect to personal information the Client owns or licenses, and for providing that notification.

8.10 Records Retention. Confuorto maintains engagement records, work papers, and Deliverables in accordance with its records retention schedule and applicable legal, licensing, and professional requirements, and may dispose of them securely after the applicable retention period. Confuorto has no obligation to retain, store, archive, or return Client materials beyond that period, and the Client is responsible for maintaining its own copies of anything it needs to retain. On written request made before the end of the applicable retention period, Confuorto will return or securely destroy Client-provided materials, except to the extent retention is required by law, by a litigation hold, or for the establishment or defense of legal claims.

9. Intellectual Property and License to Deliverables

9.1 As between Confuorto and the Client, Confuorto retains all right, title, and interest in and to its pre-existing materials, methodologies, processes, templates, tools, know-how, systems, software, policies, procedures, work papers, research methods, databases, content, branding, and other intellectual property, together with all modifications, improvements, and derivative works of them (collectively, "Confuorto Materials").

9.2 Subject to the Client's timely payment of all amounts due and compliance with these Terms, Confuorto grants the Client a limited, nonexclusive, nontransferable, nonsublicensable license to use Deliverables solely for the Client's internal business purpose and the specific purpose stated in the applicable Order Document.

9.3 The Client shall not sell, license, assign, sublicense, publish, distribute, disclose, reproduce, modify, create derivative works of, reverse engineer, or make Deliverables or Confuorto Materials available to any third party, except as expressly authorized in writing by Confuorto or as required by law.

9.4 The Client may provide a Deliverable to its legal counsel, auditors, insurers, regulators, or other professional advisors with a legitimate need to know, provided that the recipient is informed of the applicable confidentiality, use, no-reliance, and limitation provisions and does not acquire any right to rely on the Deliverable.

9.5 Confuorto may reuse general knowledge, experience, skills, concepts, and techniques acquired in performing Services, provided Confuorto does not disclose the Client's Confidential Information in doing so.

9.6 Use of Confuorto Name and Marks. The Client shall not use Confuorto's name, trade name, logo, marks, or the name of any Confuorto personnel in any advertising, marketing, sales material, proposal, public statement, or customer-facing communication, and shall not state or imply that Confuorto has endorsed, approved, certified, verified, or guaranteed the Client or any of the Client's products, services, customers, or compliance, in each case without Confuorto's prior written consent. Confuorto may identify the Client as a client in its own general business references unless the applicable Order Document states otherwise.

10. Disclaimers of Warranties; Exclusive Correction Remedy

10.1 EXCEPT AS EXPRESSLY STATED IN A SIGNED ORDER DOCUMENT, THE WEBSITE, SERVICES, DELIVERABLES, CONFUORTO MATERIALS, PUBLIC-RECORD RESULTS, THIRD-PARTY DATA, AND ALL RELATED INFORMATION ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

10.2 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CONFUORTO DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, CURRENCY, RELIABILITY, AVAILABILITY, SECURITY, AND RESULTS.

10.3 CONFUORTO DOES NOT WARRANT OR REPRESENT THAT: (a) ANY SERVICE OR DELIVERABLE WILL IDENTIFY ALL RELEVANT INFORMATION; (b) ANY RECORD, SEARCH RESULT, DATA SOURCE, RECOMMENDATION, OR ANALYSIS IS ACCURATE, COMPLETE, CURRENT, OR SUFFICIENT FOR THE CLIENT'S PURPOSE; (c) THE SERVICES WILL ACHIEVE A PARTICULAR OUTCOME; OR (d) THE WEBSITE, SERVICES, OR DELIVERABLES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.

10.4 THE CLIENT ACKNOWLEDGES THAT BUSINESS, COMPLIANCE, OPERATIONAL, COORDINATION, RISK-MANAGEMENT, AND DUE-DILIGENCE SERVICES INVOLVE JUDGMENT, UNCERTAINTY, THIRD-PARTY INFORMATION, AND FACT-SPECIFIC LIMITATIONS. THE CLIENT REMAINS RESPONSIBLE FOR ITS OWN DECISIONS, ACTIONS, AND INDEPENDENT EVALUATION OF ALL DELIVERABLES.

10.5 Thirty-Day Review and Correction; Exclusive Remedy. If the Client believes a Deliverable contains incorrect, misreported, incomplete, or misattributed information, the Client may submit a written request for review to Confuorto within thirty (30) days after delivery of that Deliverable, identifying the specific information disputed and the basis for the dispute. Confuorto will review the disputed information against the sources and methods used and, where Confuorto determines that a correction is warranted, will issue a corrected Deliverable at no additional charge. If Confuorto determines that no correction is warranted, Confuorto will notify the Client in writing and state the basis for that determination.

THIS REVIEW AND CORRECTION PROCESS IS THE CLIENT'S SOLE AND EXCLUSIVE REMEDY, AND CONFUORTO'S ENTIRE LIABILITY, FOR ANY CLAIM THAT A DELIVERABLE CONTAINS INCORRECT, MISREPORTED, INCOMPLETE, OR MISATTRIBUTED INFORMATION. A request submitted more than thirty (30) days after delivery is waived. This Section does not apply to information that was accurate as of the Deliverable's stated as-of date, to limitations of third-party sources described in Section 6, or to information supplied by or for the Client.

11. Client Indemnification

11.1 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, the Client shall defend, indemnify, and hold harmless the Protected Parties from and against any and all claims, demands, actions, proceedings, investigations, liabilities, damages of every kind and character, including compensatory, consequential, statutory, exemplary, and punitive damages, judgments, settlements, penalties, fines, losses, costs, and expenses, including reasonable attorneys' fees and costs of investigation and defense, arising out of or relating to:

(a) the Client's breach of these Terms, an Order Document, or any representation, warranty, certification, or instruction provided by or for the Client;

(b) the Client's request for, receipt, use, disclosure, resale, redistribution, distribution, reliance on, or decision based on a Service or Deliverable;

(c) the Client's or any downstream recipient's alleged or actual violation of applicable law, regulation, contractual duty, privacy right, consumer right, confidentiality duty, intellectual-property right, or third-party right;

(d) any information, materials, identifiers, instructions, authorizations, certifications, or permissions supplied by or for the Client;

(e) any Reseller order or any downstream use, delivery, disclosure, resale, or distribution of a Deliverable by a Reseller or its customer, recipient, or other third party; or

(f) the Client's negligence, willful misconduct, fraud, unlawful conduct, or violation of these Terms.

11.2 The Client's obligations under this Section include claims brought by the Client's customers, applicants, employees, contractors, vendors, tenants, borrowers, insureds, shareholders, affiliates, governmental authorities, or any other third party.

11.3 Confuorto shall give the Client reasonably prompt written notice of an indemnified claim, except that delay in notice does not relieve the Client of its obligations except to the extent the delay materially prejudices the Client. Confuorto may participate in the defense with counsel of its choice at its own expense. The Client shall not settle any claim in a manner that admits fault by, imposes liability on, restricts the conduct of, or otherwise adversely affects a Protected Party without that Protected Party's prior written consent.

11.4 Exceptions and Severability of This Section. The Client's obligations under this Section do not extend to any claim to the extent it arises from the willful and wanton misconduct, fraud, or intentional violation of law of the Protected Party seeking indemnification. With respect to Service Providers, licensed professionals, and Referral and Business-Development Partners, the Client's obligations under this Section apply only to claims arising from those parties' performance of or participation in the Services, and not to their independent conduct. If any Service is performed in connection with a contract or agreement pertaining to the construction, alteration, repair, or maintenance of a building, structure, highway, bridge, viaduct, or other work dealing with construction, this Section shall not be construed or enforced to require indemnification of a Protected Party against liability for that party's own negligence, and shall apply only to the extent permitted by applicable Illinois law.

If any category of damages listed in Section 11.1, including punitive or exemplary damages, is held unenforceable as against public policy or otherwise, that category alone is severed and the balance of Section 11.1 remains in full force. The parties intend each category of indemnified damages to be independently enforceable.

12. Limitation of Liability

12.1 SUBJECT TO SECTION 12.5, AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO PROTECTED PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, BUSINESS OPPORTUNITY, GOODWILL, DATA, REPUTATION, OR ANTICIPATED SAVINGS, ARISING OUT OF OR RELATING TO THE WEBSITE, SERVICES, DELIVERABLES, THESE TERMS, OR ANY ORDER DOCUMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.2 SUBJECT TO SECTION 12.5, AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF ALL PROTECTED PARTIES ARISING OUT OF OR RELATING TO ANY SERVICE, DELIVERABLE, ORDER DOCUMENT, THE WEBSITE, OR THESE TERMS SHALL NOT EXCEED THE GREATER OF: (a) THE TOTAL FEES ACTUALLY PAID TO CONFUORTO UNDER THE ORDER DOCUMENT UNDER WHICH THE SERVICE OR DELIVERABLE GIVING RISE TO THE CLAIM WAS PROVIDED; OR (b) FIVE HUNDRED DOLLARS (US$500). ALL CLAIMS ARISING FROM A COMMON SET OF FACTS OR FROM A SERIES OF RELATED ACTS OR OMISSIONS CONSTITUTE A SINGLE CLAIM AND ARE SUBJECT TO A SINGLE AGGREGATE CAP.

12.3 THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY, INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, EQUITY, OR OTHERWISE, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

12.4 NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED.

12.5 Exceptions. Nothing in Sections 10, 11, or 12 limits or excludes liability for willful and wanton misconduct, fraud, or intentional misrepresentation, or any other liability that applicable law does not permit to be limited or excluded. The parties intend that each limitation in these Terms be enforced to the maximum extent permitted by applicable law, and that the invalidity of any one limitation not affect the enforceability of the others.

12.6 Sole Recourse; No Claims Against Individuals or Other Protected Parties. The Client's sole and exclusive recourse for any claim arising out of or relating to these Terms, an Order Document, the Website, the Services, or any Deliverable is against Confuorto Consultancy Inc. as an entity, and is limited as provided in this Section 12. The Client covenants not to sue, and shall not assert, commence, join, or maintain any claim, demand, action, or proceeding against any Protected Party other than Confuorto Consultancy Inc., whether in contract, tort, negligence, statute, equity, or otherwise, and whether in that party's individual, corporate, professional, or representative capacity. No owner, shareholder, member, director, officer, executive, manager, employee, agent, representative, affiliate, Service Provider, licensed professional, Referral and Business-Development Partner, consultant, independent contractor, investigator, researcher, vendor, data provider, or technology provider of Confuorto has any personal or individual liability to the Client, and the Client waives and releases any such liability to the fullest extent permitted by applicable law. This Section is for the benefit of each Protected Party, each of whom may enforce it directly. Any recovery from Confuorto Consultancy Inc. is the Client's complete satisfaction, and the Client shall not seek contribution, indemnity, or any other recovery from any other Protected Party.

13. Suspension, Termination, and Survival

13.1 Confuorto may suspend or terminate Website access, Services, or an engagement immediately upon notice if: (a) the Client fails to pay amounts due; (b) the Client breaches these Terms or an Order Document; (c) Confuorto reasonably believes the request, instruction, intended use, or Client conduct is unlawful, improper, unsafe, misleading, or creates undue legal, reputational, operational, security, or compliance risk; or (d) Confuorto is unable to obtain required information, authorization, cooperation, payment, or access.

13.2 Either party may terminate an ongoing engagement as stated in the applicable Order Document or, if no termination provision is stated, upon written notice. Termination does not affect: (a) fees and expenses already earned or incurred; (b) the Client's obligation to pay for Services performed, commitments made, and third-party charges incurred through the effective termination date; or (c) rights and obligations that by their nature are intended to survive.

13.3 Sections 1.2, 3.2, 3.3, 5.3, 6, 7, 7A, 8, 9, 10, 11, 12, 13.3, 14, 15, and 16, and any other provision that by its nature is intended to survive, survive termination or expiration of these Terms and any Order Document.

13.4 Effect of Termination on Prepay Accounts. On termination for any reason, any Prepay Account is reconciled and the Refundable Amount determined and returned in accordance with Section 7A. Termination by Confuorto under Section 13.1 does not forfeit a Prepay Account balance, but all deductions under Section 7A.5 apply.

14. Dispute Resolution: Notice, Mediation, and Limitations Period

14.1 Pre-Suit Notice. Before commencing mediation or any lawsuit or other adversarial proceeding arising out of or relating to these Terms, an Order Document, the Website, Services, or Deliverables, the claiming party shall provide the other party written notice describing the claim in reasonable detail, including the factual basis, alleged damages, and requested relief. Notice to Confuorto shall be sent by email to the contact address stated in the applicable Order Document or invoice, or by nationally recognized overnight courier to Confuorto's principal business address.

14.2 Informal Resolution. The parties shall attempt in good faith to resolve the matter for at least thirty (30) days after the notice is received.

14.3 Mandatory Mediation. If the matter is not resolved within the period stated in Section 14.2, the parties shall submit the dispute to non-binding mediation before a single mediator prior to commencing litigation. Mediation shall be conducted in DuPage County, Illinois, unless the parties agree otherwise in writing. The parties shall jointly select the mediator; if they cannot agree within fifteen (15) days, the mediator shall be appointed by a recognized mediation provider selected by the party initiating mediation. Each party bears its own costs and attorneys' fees for the mediation, and the parties share the mediator's fees equally. Mediation communications are confidential and inadmissible to the fullest extent permitted by applicable law.

14.4 Condition Precedent. Completion of the notice, informal resolution, and mediation requirements of this Section is a condition precedent to commencing litigation, except that either party may seek temporary or preliminary injunctive relief when necessary to prevent imminent irreparable harm, and Confuorto may commence an action to collect undisputed amounts owed without first mediating.

14.5 Contractual Limitations Period. To the fullest extent permitted by applicable law, any claim or cause of action arising out of or relating to these Terms, an Order Document, the Website, the Services, or any Deliverable must be commenced within one (1) year after the date on which the claim accrued, and is permanently barred thereafter. The limitations period stated in this Section is tolled from the date a notice complying with Section 14.1 is received through the conclusion of mediation under Section 14.3 or the date either party declares an impasse in writing, whichever occurs first. This Section does not apply where applicable law prohibits the parties from shortening the otherwise applicable limitations period.

15. Governing Law, Exclusive Venue, and Waiver of Jury Trial

15.1 These Terms, every Order Document, and every dispute arising out of or relating to them, the Website, Services, or Deliverables shall be governed by the laws of the State of Illinois, without regard to conflict-of-laws principles that would require application of another jurisdiction's law.

15.2 To the fullest extent permitted by applicable law, the state courts located in DuPage County, Illinois, and the federal courts whose jurisdiction includes DuPage County, Illinois, shall have exclusive jurisdiction over any action or proceeding arising out of or relating to these Terms, an Order Document, the Website, Services, or Deliverables. Each party irrevocably submits to the personal jurisdiction and venue of those courts and waives any objection based on inconvenient forum or improper venue. The parties agree that this venue selection is a material term of their agreement and was bargained for.

15.3 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE CLIENT AND CONFUORTO KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, CLAIM, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS, ANY ORDER DOCUMENT, THE WEBSITE, SERVICES, OR DELIVERABLES. EACH PARTY ACKNOWLEDGES THAT THIS WAIVER IS A MATERIAL INDUCEMENT TO ENTER INTO THE APPLICABLE TRANSACTION.

15.4 Class Action Waiver. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. If this Section is held unenforceable as to a particular claim, that claim is severed from any claim subject to this Section, and the remainder of Section 15 continues to apply.

16. General Provisions

16.1 Entire Agreement; Supremacy of These Terms.

(a) Entire Agreement. These Terms, together with the applicable Order Document issued by Confuorto, constitute the entire agreement between the Client and Confuorto concerning their subject matter and supersede all prior and contemporaneous discussions, proposals, understandings, correspondence, course of dealing, and agreements concerning that subject matter.

(b) These Terms Govern Every Engagement. These Terms govern every Service, Deliverable, order, and engagement between Confuorto and the Client, whether the engagement arose before or after the Effective Date of these Terms, and whether or not the Client executed a separate agreement with Confuorto at any time.

(c) Exclusive Means of Displacement. These Terms are displaced, replaced, superseded, or modified only by a writing that satisfies every one of the following requirements: (i) it appears on Confuorto Consultancy Inc. letterhead; (ii) it was authored by Confuorto or by Confuorto's designated legal representative; (iii) it expressly states that it replaces, supersedes, or modifies Confuorto's standard Terms and Conditions and identifies the provisions replaced, superseded, or modified; and (iv) it is signed by Confuorto's President or another authorized officer of Confuorto. A writing that does not satisfy all four requirements does not displace, replace, supersede, or modify these Terms in whole or in part, and these Terms control over it.

(d) Counterparty Terms Rejected. Confuorto expressly rejects, and does not accept, any term, condition, provision, policy, code, requirement, or document proposed, presented, transmitted, referenced, incorporated by reference, or imposed by a Client, vendor, customer, or other counterparty that does not satisfy Section 16.1(c), including any purchase order, order acknowledgment, invoice, portal or platform terms, click-through or click-wrap terms, online acceptance screen, supplier or vendor agreement, master services agreement, master purchase agreement, statement of work, onboarding or credentialing packet, registration form, supplier code of conduct, insurance or indemnity rider, flow-down provision, service-level requirement, data-processing addendum, preprinted term, standard form, or terms posted or maintained on a counterparty's website or system. Any such term is of no force or effect as to Confuorto and does not become part of the parties' agreement, regardless of whether Confuorto received it, acknowledged it, signed it, checked a box, registered on a system, submitted a form, accepted an order, issued an invoice, accepted payment, or commenced or completed performance. Confuorto's acceptance of an order and Confuorto's performance of Services do not constitute assent to any such term, and any conduct by Confuorto that might otherwise be construed as assent is expressly conditioned on the Client's assent to these Terms.

(e) Conflict. In the event of any conflict, inconsistency, or ambiguity between these Terms and any other document, these Terms control unless the other document satisfies Section 16.1(c), in which case that document controls solely to the extent of the express conflict it identifies.

(f) No Implied Waiver. Confuorto's failure to object to a counterparty term is not a waiver of this Section. No employee, agent, Service Provider, Referral and Business-Development Partner, or representative of Confuorto other than the President or another authorized officer has authority to waive this Section, and no waiver is effective unless it satisfies Section 16.1(c).

16.2 Amendment; Waiver. Confuorto may revise these Terms from time to time by posting revised Terms to the Website with an updated revision date. Revised Terms apply prospectively to Website use occurring, and to Order Documents accepted, on or after the revision date, and do not modify an Order Document already accepted. No other amendment, modification, or waiver of these Terms is effective unless in writing and signed by Confuorto's President or another authorized officer. A waiver of any breach is not a waiver of any other or later breach.

16.3 Assignment. The Client may not assign, transfer, or delegate its rights or obligations without Confuorto's prior written consent. Confuorto may assign these Terms or an Order Document to an affiliate or in connection with a merger, reorganization, financing, sale of assets, or change of control.

16.4 Force Majeure. Confuorto is not liable for delay, interruption, or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, epidemic, pandemic, war, terrorism, civil unrest, labor dispute, government action, court or repository closure, data-source disruption, power or internet failure, cyber incident, or failure of a third-party provider.

16.5 Severability and Reformation. If any provision, subsection, sentence, clause, phrase, or word of these Terms is held invalid, illegal, void, or unenforceable by a court or other tribunal of competent jurisdiction, that holding shall not affect, impair, invalidate, or nullify any other provision, subsection, sentence, clause, phrase, or word of these Terms, all of which shall remain in full force and effect. The invalid or unenforceable portion shall first be reformed and enforced to the maximum extent permitted by applicable law so as to give effect to the parties' original intent; if reformation is not permitted, that portion alone shall be severed and the remainder enforced as though the severed portion had never been included. The parties expressly intend that every provision of these Terms be severable, and that a holding of invalidity as to one Client, one claim, one category of damages, or one set of circumstances shall not render that provision invalid as to any other Client, claim, category of damages, or set of circumstances.

16.6 No Third-Party Beneficiaries; Protected Party Rights. Except for the Protected Parties' rights under Sections 11, 12.6, and 12 generally, these Terms do not create rights in any person or entity other than the Client and Confuorto. Each Protected Party is an intended third-party beneficiary of Sections 11, 12, and 12.6 and may enforce those Sections directly. No recipient of a Deliverable under Section 9.4 acquires any right to rely on that Deliverable or to enforce these Terms.

16.7 Notices. Notices under these Terms must be in writing and delivered by personal delivery, nationally recognized overnight courier, or email to the contact information in the applicable Order Document or invoice, unless a party designates a replacement contact in writing. Notices are effective upon confirmed receipt.

16.8 Electronic Records and Signatures. Electronic signatures, click-through acceptances, electronic communications, and electronic records are effective to the fullest extent permitted by applicable law and may be used to establish acceptance of these Terms and an Order Document.

16.9 Headings; Interpretation. Headings are for convenience only and do not affect interpretation. The words "including" and "include" mean "including without limitation." These Terms shall not be construed against either party as drafter.

16.10 Independent Contractors. The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, employment, agency, fiduciary, franchise, or other relationship except the contractual relationship expressly stated in an Order Document.

16.11 Export and Sanctions Compliance. Each party shall comply with applicable U.S. export control, economic sanctions, and anti-boycott laws. The Client represents that it is not, and is not owned or controlled by, a person subject to U.S. sanctions, and that it will not request or use any Service or Deliverable in violation of those laws. Confuorto may decline or discontinue any engagement it reasonably believes would violate them.