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Cloud Service Agreement — Framework Terms (Cover Page)

Common Paper CSA Standard Terms: Version 2.1 — https://commonpaper.com/standards/cloud-service-agreement/2.1

Provider: Kraken Services LLC, d/b/a Service Velocity *(confirm legal entity with counsel)* Product: Service Velocity cloud platform (web SPA, API, mobile field app) Common Paper CSA Standard Terms: Version 2.1 — https://commonpaper.com/standards/cloud-service-agreement/2.1 Draft status: Requires counsel review — do not execute without approval


Using the Framework Terms

The Framework Terms have two parts: (1) the Key Terms below (including attached or referenced policies and documents) and (2) the Common Paper Cloud Service Standard Terms Version 2.1 posted at https://commonpaper.com/standards/cloud-service-agreement/2.1, which are incorporated by reference.

If there is any inconsistency between the parts of the Framework Terms, the Key Terms control over the Standard Terms. Capitalized words have the meanings given on the Cover Page or Standard Terms.

Individual subscriptions are governed by Order Forms signed or electronically accepted by both parties. Each Order Form incorporates these Framework Terms.

*Common Paper CSA is licensed under CC BY 4.0.*


Key Terms

Effective Date

(x) Date of last Cover Page signature on this Framework Terms document ( ) Custom Effective Date: _______________

Governing Law

The laws of the State of Delaware, United States, without regard to conflict-of-law rules.

Chosen Courts

The state and federal courts located in New Castle County, Delaware.

Covered Claims

(x) Provider Covered Claims: Any action, proceeding, or claim that the Cloud Service, when used by Customer according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else's intellectual property or other proprietary rights.

(x) Customer Covered Claims: Any action, proceeding, or claim that (1) the Customer Content, when used according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else's intellectual property or other proprietary rights; or (2) results from Customer's breach or alleged breach of Section 2.1 (Restrictions on Customer) of the Standard Terms or the Acceptable Use Policy.

General Cap Amount

(x) 1× the Fees paid or payable by Customer to Provider in the 12-month period immediately before the claim.

Increased Claims

(x) Breach of Section 3 (Privacy & Security) of the Standard Terms (x) Breach of Section 10 (Confidentiality) of the Standard Terms (excluding data or security breaches covered under Privacy & Security)

Increased Cap Amount

(x) 2× the Fees paid or payable by Customer to Provider in the 12-month period immediately before the claim.

Unlimited Claims

(x) An Indemnifying Party's indemnification obligation under Section 9 of the Standard Terms

Attachments, Supplements & Modifications

#### Data Processing Agreement (DPA)

When Customer submits Personal Data subject to GDPR, UK GDPR, or similar Applicable Data Protection Laws, the parties will execute the Data Processing Agreement (Common Paper DPA Standard Terms v1.1). The DPA is incorporated into the Agreement when executed.

#### Policies incorporated by reference

PolicyLocation
AI Data Use Policyai-data-use-policy.md (or /legal/ai-data-use when published)
Acceptable Use Policyacceptable-use-policy.md (or /legal/acceptable-use when published)
Support Policy & SLAsupport-policy-sla.md (or /legal/support when published)
Subprocessor listsubprocessor-exhibit.md

#### Security Policy

(x) Provider will use commercially reasonable efforts to secure the Cloud Service from unauthorized access, alteration, or use and other unlawful tampering, consistent with the security practices described in the security questionnaire package (internal) and customer-facing trust materials when published.

Provider does not represent SOC 2 Type II or ISO 27001 certification as of V1 launch unless separately agreed in writing.

#### Insurance Minimums

*(Omitted pending leadership/counsel decision — add commercial general liability, E&O, and cyber liability minimums before enterprise deals.)*

Other Changes to Standard Terms

The parties modify the Standard Terms as follows:

1. Section 1.6 (Machine Learning) — replaced in full. Notwithstanding anything in the Standard Terms, Provider will not use Customer Content or Usage Data to develop, train, fine-tune, or improve machine learning or artificial intelligence models (including third-party foundation models), except as strictly necessary to provide the Cloud Service to Customer in real time for the specific request initiated by Customer or Customer's Users. Aggregated, de-identified usage statistics that cannot reasonably identify Customer may be used to maintain and improve the Cloud Service's reliability and performance, but not for model training. AI features are further governed by the AI Data Use Policy incorporated above.

2. Section 2.1 (Restrictions on Customer). Customer's obligations include compliance with the Acceptable Use Policy incorporated above. A breach of the Acceptable Use Policy constitutes a breach of Section 2.1.

3. Technical Support. Support is provided as described in the Support Policy & SLA incorporated above, which supplements any support description in an Order Form.

4. Availability. Unless an Order Form includes a separate uptime SLA, Provider does not commit to a minimum availability percentage. Support response targets in the Support Policy are not uptime guarantees.


Framework Terms signature block

PROVIDERCUSTOMER
Legal nameKraken Services LLC_______________________________
Signature
Print name
Title
Notice addresslegal@servicevelocity.ai
Date

*Per-deal subscription details (plan, fees, term, users) are set out in a separate Order Form.*

Product legal

Marketing site: Website Privacy · Website Terms · info@servicevelocity.ai

Draft templates published to stabilize product links. Counsel review in progress (Service-Velocity/servicevelocity#1168).