ESKUAD SUBSCRIPTION AGREEMENT
LAST REVISED ON: MARCH 12, 2026
TOGETHER WITH YOUR SIGNED QUOTE FORM OR ELECTRONIC SUBSCRIPTION PROCESS, THIS SUBSCRIPTION AGREEMENT (THE "AGREEMENT") FORMS A BINDING LEGAL AGREEMENT BETWEEN ESKUAD INC. ("ESKUAD") AND YOU FOR A SUBSCRIPTION TO THE ESKUAD SERVICE ("ESKUAD SERVICE"), PLUS ANY PROFESSIONAL SERVICES, DEPLOYMENT, OR SET-UP PACKAGES SPECIFIED (COLLECTIVELY, THE "PROFESSIONAL SERVICES").
BY ACCESSING OR USING THE ESKUAD SERVICE, YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY. ESKUAD INC. IS LOCATED IN FLORIDA, USA.
1. PREVALENCE OF TERMS
In the event of any conflict or inconsistency between the terms of this Subscription Agreement (ESA) and the Website Terms of Use (ToU) or any other policy, the terms of this Subscription Agreement shall prevail and govern with respect to the Eskuad Service and your subscription.
2. GENERAL SERVICES AND LICENSE
2.1 Grant of License. Subject to the terms of this Agreement, Eskuad grants You a non-exclusive, non-transferable, non-sublicensable right to access and use the Eskuad Service during the Subscription Term solely for your internal business operations.
2.2 Eskuad Service. The Eskuad Service consists of an industrial-grade infrastructure designed for field data reliability and high-availability operations.
2.3 Publicity. You agree that Eskuad may identify You as a recipient of services and use Your logo in sales presentations, marketing materials, and press releases. You further agree to serve as a reference account and to participate in a mutual press release within ninety (90) days of the Effective Date.
2.4 User Integrity. You agree that You will not use generic subscriber IDs or share login credentials, and that each User ID is assigned to one individual user.
2.5 Support & Availability. Eskuad will provide standard technical support between 8:00 am and 6:00 pm Eastern Time, Monday through Friday. Support requested outside of these hours will be provided on a best effort basis.
2.6 Self-Service and Account Monitoring. The Eskuad Service is provided as a self-service platform. You acknowledge and agree that any configurations, modifications, or operational changes made by You or Your users within the platform are Your sole responsibility. Eskuad assumes no liability for the consequences of such changes. Furthermore, Eskuad has no obligation to monitor Your account activity or proactively notify You of changes made by Your users, as the platform is designed to log and display such activities directly.
3. FEES AND PAYMENT
3.1 Fees. You agree to pay all fees specified in your subscription plan or Quote Form. All payment obligations are non-cancelable, and fees paid are non-refundable, except as expressly provided herein.
3.2 Invoicing and Payment. Fees will be invoiced in advance. For credit card payments, fees are due at the time of subscription. For invoiced payments, payment is due within thirty (30) days of the invoice date.
3.3 Invoice Disputes. You must notify Eskuad in writing of any good-faith dispute regarding an invoice within thirty (30) days of receipt. After such period, the invoice shall be deemed accepted and correct.
3.4 Late Payments. Any amount not received by the due date shall be subject to a finance charge of 1.5% per month, or the maximum rate permitted by law, whichever is lower.
3.5 Price and Plan Modifications. Eskuad reserves the right to modify its subscription plans and pricing at any time. Notice of any such changes will be provided to You directly through the Eskuad platform or via the email associated with Your account. Any price changes will take effect at the beginning of your next billing cycle following the notice.
3.6 Billing Cycle Modifications. If You elect to upgrade or convert Your subscription from a monthly billing cycle to an annual billing cycle, such election is permanent. Once an annual subscription term commences, You may not downgrade, revert, or switch back to a monthly billing cycle for the remainder of the current annual term or any subsequent renewal terms
4. TERM AND TERMINATION
4.1 Term. This Agreement commences on the Effective Date and continues until the subscription expires or is terminated.
4.2 Termination for Cause. Either party may terminate this Agreement if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days of written notice.
4.3 Termination for Convenience. You may cancel your subscription at any time; however, no refunds or credits will be provided for any remaining portion of a prepaid subscription term.
4.4 Data Retention and Portability. Upon termination, Eskuad will make Your Data available for electronic retrieval for a period of thirty (30) days. After this 30-day period, Eskuad shall have no obligation to maintain Your Data and will delete it in accordance with its data deletion policies.
5. CONFIDENTIALITY
5.1 Definition. "Confidential Information" means all information disclosed by a party to the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information.
5.2 Protection. Each party agrees to protect the other's Confidential Information with the same degree of care it uses for its own, but no less than a reasonable degree of care. Confidential Information shall not be disclosed to third parties except as necessary to perform obligations under this Agreement.
6. WARRANTIES AND DISCLAIMER
6.1 Limited Warranty. Eskuad warrants that the Eskuad Service will perform in all material respects in accordance with the applicable documentation. Your sole and exclusive remedy for a breach of this warranty shall be for Eskuad to use commercially reasonable efforts to correct the non-conformity.
6.2 Disclaimer. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ESKUAD PROVIDES THE SERVICE "AS IS" AND DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
7. LIMITATION OF LIABILITY
7.1 Limitation of Liability. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ESKUAD ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL AMOUNT PAID BY YOU HEREUNDER FOR THE SERVICES GIVING RISE TO THE LIABILITY IN THE SIX (6) MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICH THE LIABILITY AROSE.
7.2 Exclusion of Consequential Damages. Eskuad shall not be liable for any lost profits, lost data, or any indirect, special, incidental, or consequential damages.
8. INTELLECTUAL PROPERTY AND DATA OWNERSHIP
8.1 Eskuad Property. Eskuad retains all rights, title, and interest in and to the Eskuad Service.
8.2 Customer Data. You retain all rights, title, and interest in and to Your Data. Eskuad is committed to data portability via REST API or standard database injection (SQL, Snowflake, etc.).
9. SECURITY AND GOVERNANCE
9.1 Security Standards. Eskuad maintains SOC 2 Type 2 certification with respect to its Enterprise plan offerings. SOC 2 Type 2 compliance, and the compliance standards evidenced thereby, apply exclusively to Enterprise plan subscriptions and are not included, warranted, or otherwise made available as part of Pro plan subscriptions. Customers subscribed to a Pro plan acknowledge and agree that SOC 2 Type 2 compliance does not form part of their subscription, and Eskuad makes no representation or warranty of SOC 2 Type 2 compliance in connection with the Pro plan, or others, except for the Enterprise plan. We employ AES-256 encryption at rest and TLS 1.2+ for data in transit.
9.2 Infrastructure. Hosted on cloud providers (AWS/GCP) with a 99.9% availability SLA.
9.3 Scheduled Maintenance. Eskuad shall provide You with five (5) business days' notice for any scheduled maintenance that may impact the Eskuad Service availability.
10. MISCELLANEOUS
10.1 Governing Law. This Agreement is governed by the laws of the State of Florida, USA. Exclusive jurisdiction lies in the courts of Hillsborough County, Florida.
10.2 Survival. Sections 3 (Fees), 5 (Confidentiality), 7 (Limitation of Liability), 8 (Intellectual Property), and 10 (Miscellaneous) shall survive any termination.
10.3 Force Majeure. Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, war, riot, embargoes, acts of civil or military authorities, fire, floods, accidents, service outages resulting from equipment and/or software failure and/or telecommunications failures.
10.4 Export Compliance. The Eskuad Service may be subject to export laws and regulations of the United States and other jurisdictions. You represent that You are not named on any U.S. government denied-party list.
Eskuad Inc. Florida, United States
EXHIBIT A: SERVICE LEVEL AGREEMENT (SLA)
LAST REVISED ON: MARCH 20, 2026
This Service Level Agreement (“SLA”) sets forth the service level and support commitments of Eskuad Inc. (“Eskuad”) for the Eskuad Service. This SLA is an exhibit to and governed by the Eskuad Subscription Agreement (“ESA”).
1. SERVICE AVAILABILITY COMMITMENT
Eskuad will use commercially reasonable efforts to ensure the Eskuad Service is available 99.9% of the time in any given calendar month (the “Service Commitment”), excluding Excused Downtime.
2. DEFINITIONS
“Availability” is calculated per calendar month as follows: ((Total Minutes in Month - Excused Downtime) - Minutes of Unscheduled Downtime) / (Total Minutes in Month - Excused Downtime) * 100.
“Excused Downtime” means any downtime caused by:
- Scheduled maintenance (with 5 business days' notice).
- Force Majeure events (as defined in the ESA).
- Issues with Customer’s own internet connectivity or local infrastructure.
- Suspension of service due to Customer’s breach of the ESA or ToU.
3. SERVICE CREDITS
If Eskuad fails to meet the Service Commitment, Customer may be eligible for a Service Credit to be applied against future subscription fees. Service Credits are the Customer’s sole and exclusive remedy for any failure to meet the Service Commitment.
| Monthly Uptime Percentage | Service Credit Percentage |
| < 99.9% but ≥ 99.0% | 5% of monthly fee |
| < 99.0% but ≥ 95.0% | 10% of monthly fee |
| < 95.0% | 20% of monthly fee |
To receive a credit, a customer must submit a written request within 30 days of the end of the month in which the commitment was missed.
4. TECHNICAL SUPPORT
Eskuad provides English-language technical support as follows:
4.1 Standard Support Hours: Monday to Friday: 8:00 am – 8:00 pm Eastern Time (ET). Exclusions: Major US holidays.
4.2 Off-Hours Support: Outside of Standard Support Hours, Eskuad will use “best effort” to address critical system outages or high-priority issues reported via the official support channels.
4.3 Response Time Targets: Eskuad targets the following response times during Standard Support Hours:
| Severity Level | Definition | Response Target |
| P1 - Critical | System-wide outage; core functionality unavailable. | < 2 Hours |
| P2 - High | Major functionality impaired; no immediate workaround. | < 8 Hours |
| P3 - Normal | Minor bugs or general "how-to" inquiries. | < 24 Hours |
5. SCHEDULED MAINTENANCE
Eskuad will perform regular system updates to ensure security and performance. Eskuad will provide at least five (5) business days’ notice for any scheduled maintenance that is expected to result in Service downtime. Maintenance will typically be performed during low-usage windows (weekends or night hours ET).
Eskuad Inc. Florida, United States
EXHIBIT B: API USAGE LIMITS
This Exhibit sets forth the API data transfer and connection limits applicable to Customer’s subscription tier, as specified in the applicable Quote Form or the then-current plan description at eskuad.com/pricing.
B.1 Max Daily Data Transfer
Each subscription tier is subject to the following maximum daily data transfer limit via the Eskuad API:
| Tier | Max Daily Data Transfer |
| Verified Ambassador | 50 MB / Day |
| Pro Operational System | 250 MB / Day |
| Enterprise Industrial System | Unlimited / High-Frequency |
Upon reaching the applicable Max Daily Data Transfer limit, API access will be automatically suspended until the limit resets at the start of the next 24-hour period, unless Customer upgrades to a tier providing a higher or unlimited Max Daily Data Transfer, in which case access is restored immediately upon upgrade.
B.2 Read-Only API Key Allocation
Each tier permits the following maximum number of active read-only API keys:
| Tier | Max Active Read-Only API Keys |
| Verified Ambassador | 1 |
| Pro Operational System | Unlimited (read-only) |
| Enterprise Industrial System | Flexible, as agreed in the applicable Quote Form |
Each API key may be used to connect to only one (1) Connected Asset — defined as any third-party file, workbook, dashboard, or system (including, without limitation, Microsoft Excel exports, Power BI dashboards, Tableau workbooks, or other BI/reporting tools) that consumes data from the Eskuad Service via API. API keys may not be shared or reused across more than one Connected Asset. To connect an additional Connected Asset beyond Customer’s tier allocation, Customer must either deactivate an existing key or upgrade to a tier with a higher key allocation.