Terms of Service

Last updated: October 1, 2026

1. About these Terms

These Terms of Service ("Terms") are between you and Rain Technologies Inc., doing business as Pluvo ("Pluvo", "we", "us"), a Canadian corporation at 203-421 Richmond Road, Ottawa, Ontario, Canada, K2A 4H1. They govern your access to and use of the Pluvo service.

Acceptance. By taking an action to indicate acceptance, such as clicking a checkbox or making a payment for the Service, you confirm you have read, understood and accepted these Terms, which form a binding legal agreement. If you accept on behalf of a company or other entity, you represent that you are authorized to bind it and that it has full power to enter into and perform these Terms.

Your organization's agreement. If your organization ("Customer") makes the Service available to you, your use is also subject to the Master Service Agreement and any Order Form between Pluvo and that Customer.

Changes to these Terms. We will notify you of material changes through the Service or by email. Non-material changes take effect when posted. Material changes take effect immediately for new users, and for existing users on the earlier of 30 days after notice or your acceptance of the updated Terms.

Privacy. Our Privacy Policy explains how we collect, use and disclose personal data when you use the Service.

2. Definitions

• Account means a unique account created for you to access the Service or parts of it.
• Affiliate means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity, where control means owning or controlling more than 50% of its voting interests.
• Customer means the company or other legal entity that has agreed to the Master Service Agreement with Pluvo, and its Affiliates while they remain Affiliates.
• Customer Data means electronic data or information imported into the Service by a Customer or its Users, including Personal Information and information passed through the Service via a third-party service.
• Documentation means the technical user guide for the Service, as updated by Pluvo from time to time.
• Output means an output generated by the Service from your use of it, including an analysis of Customer Data generated by AI Services.
• Personal Information means information about an identifiable individual.
• Privacy Laws means data protection and privacy laws that apply to the processing of Personal Information, including the Personal Information Protection and Electronic Documents Act (Canada), applicable Canadian provincial privacy legislation, and applicable US federal or state privacy laws.
• Service means Pluvo's AI analysis software, as described on Pluvo's website, and all modifications to it from time to time.
• User or you means the individual accessing or using the Service, or the company or other entity on whose behalf that individual does so.
• User Fees means fees Pluvo charges a User for the Service, including purchases of additional Service functionality.

3. Accounts and access

Access. Subject to these Terms, you may use the Service for your organization's internal business purposes, within any conditions, restrictions or parameters set in the applicable Order Form or at registration.

Accounts. You may be required to register an Account, or one may be provided to you. You are responsible for safeguarding your Account credentials, for all activity under your Account, and for notifying us immediately at support@pluvo.io if your credentials are compromised. You remain responsible for Account activity until the compromised Account is secured or deactivated.

Eligibility. The Service does not address anyone under the age of 13.

Additional functionality. We may make additional Service functionality available from time to time, which you or your organization may enable or purchase under the terms that apply to it. Those terms prevail if they conflict with these Terms.

Suspension for breach. We may discontinue providing the Service to a User who breaches these Terms.

4. Your responsibilities and acceptable use

You must use commercially reasonable efforts to prevent unauthorized access to or use of the Service and tell us promptly if it happens. You must comply with all applicable laws, including Privacy Laws, and you are responsible for the accuracy, quality, integrity, legality and appropriateness of data you put into the Service.

You must not, and must not allow anyone else to:

1. license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit the Service, or make it available to any third party;
2. interfere with or disrupt the integrity or performance of the Service or its data;
3. attempt to gain unauthorized access to the Service or its related systems or networks;
4. copy, modify, create derivative works from or distribute any part of the Service, except where applicable law prohibits this restriction;
5. decompile, disassemble, reverse engineer or otherwise reproduce any part of the Service;
6. access the Service to build a competing product or service;
7. frame or mirror any content forming part of the Service; or
8. remove any proprietary notices, labels or marks from the Service.

Export. The Service may be subject to Canadian, US and other export and import controls. You must comply with them and must not use the Service for prohibited purposes, including nuclear, chemical or biological weapons proliferation.

Trademarks. You may say that you use Pluvo, but you must not use Pluvo's logo or trademarks in a way that implies endorsement, sponsorship or partnership without our prior written consent.

5. Trials and free services

If this section conflicts with any other part of these Terms, this section controls.

Trials. At our discretion, we may make parts of the Service available on a trial basis. A trial lasts until the earliest of the end of the trial period, your purchase of the trial service, or our termination of it in our sole discretion. Additional terms may apply and will be shown at registration.

Free services. We may make some of the Service available free of charge, up to certain limits; usage over those limits requires purchase or subscription. We may terminate access to free services at our sole discretion, for any or no reason, without prior notice and without liability to you or any third party.

6. Fees and payment

This section applies where you pay User Fees to Pluvo directly. Where your organization pays, its agreement with Pluvo governs fees.

Fees. You agree to pay the fees shown at registration or in your order. Some features may require a one-time fee, and access to the Service requires a recurring subscription fee. Unless stated otherwise, fees are billed monthly. We may increase fees annually on 30 days' prior written notice, effective from your next billing cycle.

Payment. We may collect fees through a third-party payment service or by invoice. Amounts are payable in the currency shown at registration or, if none is shown, in US dollars. Invoices are due net 30 days and are deemed accepted unless disputed within 10 days of receipt. You must keep your payment information accurate; if your payment method cannot be charged, you must provide a valid one within 10 days of a missed payment to keep uninterrupted access.

Plan changes. Fee changes from a plan modification take effect on the first day of the next billing cycle, unless we tell you otherwise. Downgrading may cause loss of Outputs or of access to certain features or customizations.

Late payment and suspension. Overdue amounts not under good-faith dispute may accrue interest at 1.5% per month (12.67% per annum) or the maximum rate permitted by law, whichever is lower. If fees are 30 or more days overdue, or you do not provide an updated payment method, we may suspend your access until amounts are paid in full.

Taxes. Fees exclude taxes, levies, duties and similar government assessments. You are responsible for them, except taxes based on Pluvo's net income or property, unless you provide a valid exemption certificate.

Refunds. All fees are non-refundable unless the applicable Order Form or the terms shown at registration say otherwise.

AI Tokens. Your subscription includes the AI Token allocation for your plan (1 AI Token = 1,000 LLM tokens), drawn from a shared monthly pool across all AI-powered actions. You can monitor usage in the Service. We will notify you at 80% and 100% of the monthly allocation and pause usage before it is exceeded, resuming only if an additional AI Token package is approved. A pause is not a Service interruption.

7. Data, privacy and security

Your data. As between Pluvo and the Customer, the Customer owns all Customer Data, and it is treated as the Customer's confidential information. We do not use, modify or disclose Customer Data except to perform our obligations or exercise our rights. We access Accounts and Customer Data only to respond to service or technical problems, at the Customer's request, or as needed to operate the Service or bill fees. During onboarding, authorized Pluvo personnel may access Customer Data only as reasonably needed to configure the Service, connect and validate source systems, and test that the Service works.

Security. We maintain the security and integrity of the Service and Customer Data under the technical and organizational measures in the Pluvo Trust Center, including our Data Management Policy. We encrypt Customer Data at rest and in transit over public networks, and give notice of any breach as Privacy Laws require. Other Trust Center content, such as feature descriptions, roadmap and certification status, is informational only.

Personal data. We handle Personal Information in accordance with Privacy Laws and our Privacy Policy. You are responsible for obtaining any consents and giving any notices needed for data you share with us.

Aggregated statistics. We may create aggregated or anonymized statistics from use of the Service, which do not include underlying Customer Data. Pluvo owns those statistics.

Deletion. After the Customer's agreement ends, Customer Data is available for retrieval for 90 days and is then securely deleted, except where law, regulation or legal hold requires retention.

8. Intellectual property

Pluvo's rights. Pluvo and its licensors keep all rights, title and interest in the Service, Documentation, implementation services, all underlying software, data models, methodologies, templates, processes and business-rules logic, and any enhancements or modifications to them, including all related intellectual property rights. No rights are granted except those expressly stated in these Terms.

Outputs. As between the parties, the Customer owns the Outputs derived from Customer Data, including report templates and business-rules configurations the Customer defines. Where an Output includes Pluvo technology, Pluvo grants a perpetual, non-exclusive, worldwide, royalty-free licence to use that technology only as embodied in and needed to use the Output for internal business purposes. On request, we will export Outputs and business-rules configurations in a commercially reasonable, documented format.

Feedback. You grant Pluvo a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual and unrestricted licence to use or incorporate into our products and services any suggestions, enhancement requests, recommendations or other feedback you provide about the Service.

9. AI outputs, warranties and disclaimers

How Outputs are made. Outputs are generated from data in your connected source systems, using automated computation, the business rules configured in the Service, and AI services. Because AI services use machine learning models that generate predictions from patterns in data, Outputs are meant to support, not replace, your judgment.

Your review. You are responsible for reviewing and validating each Output through human tie-out before relying on it externally or for any decision, and you are solely responsible for decisions made, actions taken and failures to act based on Outputs. We make no representation, warranty or condition as to the accuracy, completeness, reliability or fitness of any Output, and do not warrant that Outputs will be accurate, suitable for your intended use, or unique.

Our warranty. We warrant that the Service will perform materially in accordance with the Documentation and will not contain or transmit Malicious Code (except code originating from your own data or systems).

Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, PLUVO MAKES NO REPRESENTATIONS AND PROVIDES NO WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY OF MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY, TITLE, NON-INFRINGEMENT, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY LAW. THE SERVICE IS PROVIDED "AS IS". PLUVO DOES NOT WARRANT THAT THE SERVICE WILL ALWAYS BE AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE, OR ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET.

Third-party links. The Service may link to websites we do not operate. We have no control over and assume no responsibility for their content, privacy policies or practices.

10. Limitation of liability and indemnity

Cap. IN NO EVENT WILL EITHER PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER THEORY, EXCEED THE AMOUNTS ACTUALLY PAID AND DUE TO PLUVO IN THE 12 MONTHS BEFORE THE INCIDENT GIVING RISE TO LIABILITY.

Excluded damages. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF BUSINESS, PROFITS, DATA OR SAVINGS, OR BUSINESS INTERRUPTION, HOWEVER CAUSED AND EVEN IF ADVISED OF THEIR POSSIBILITY.

Exceptions. These limits do not apply to breach of confidentiality, infringement or misappropriation of the other party's intellectual property rights, claims for non-payment, or indemnification obligations.

Your indemnity. You will defend Pluvo and its agents, employees, Affiliates and contractors against third-party claims arising from your data (including claims that it infringes intellectual property or violates Privacy Laws or other rights), your use of the Service in violation of these Terms or applicable law, or your use of any third-party service, and will indemnify them for resulting settlements and awarded damages and costs, including reasonable legal fees.

11. Term and termination

Term. Subscriptions run for one year unless your order says otherwise, and renew automatically for periods of the same length unless either party gives written notice of non-renewal at least 30 days before the end of the current term.

Termination. Either party may terminate on notice if the other assigns these Terms in breach of section 12, fails to cure a material breach within 30 days of written notice, or becomes insolvent or subject to bankruptcy proceedings. We may also discontinue the Service to a User who breaches these Terms.

Effect. On termination, all rights granted to you end. You must pay all fees owing up to the termination date within 30 days. Sections on fees, intellectual property, confidentiality, warranties, liability, indemnity and general provisions survive.

If your organization's agreement ends. Users who paid User Fees directly may keep using the Service for the remaining term of what they purchased.

12. General

Confidentiality. Each party will not use or disclose the other's confidential information outside the scope of these Terms without prior written permission, and will protect it with at least reasonable care. Information that is public, already known, independently developed or lawfully received from a third party is excluded. If compelled by law to disclose, the receiving party will give prior notice where legally permitted.

Governing law. These Terms are governed by the laws of the Province of Ontario, Canada, without regard to conflict-of-law principles. The UN Convention on Contracts for the International Sale of Goods does not apply.

Disputes. The parties will first try in good faith to resolve any dispute. If unresolved after 30 days, they will attempt mediation through ADR Chambers in Ottawa, in English. If unresolved 30 days after mediation starts, the dispute will be finally resolved by binding arbitration at ADR Chambers in Ottawa before one arbitrator under the Arbitration Act (Ontario). Each party bears its own legal costs. Otherwise, the courts in Ottawa, Ontario have exclusive jurisdiction, and each party waives any right to a jury trial.

Assignment. You may not assign these Terms without our prior written consent, not to be unreasonably withheld. We may assign them to an Affiliate or in a merger, acquisition, reorganization or sale of all or substantially all of our business, shares or assets.

Force majeure. Except for payment obligations, neither party is responsible for failure to perform due to causes beyond its reasonable control, such as natural disasters, war, civil unrest, government action, labour problems or failures of internet, hosting or power systems.

Relationship. The parties are independent contractors. Nothing here creates a partnership, franchise, joint venture, agency, fiduciary or employment relationship.

Waiver and severability. A failure or delay in exercising a right is not a waiver. If a court finds any provision unlawful, it will be modified to best achieve its objective and the rest remains in effect.

Notices and contact. Notices to Pluvo go to support@pluvo.io and are deemed given on personal delivery, or on the second business day after mailing or emailing. Notices to you go to the email address designated in the applicable Order Form or during onboarding. Questions about these Terms: support@pluvo.io.