Terms of Service.

Important business use notice

Linkargo is offered only to legally registered businesses established in the European Union and to adults acting in a professional capacity for those businesses. Linkargo is not offered to consumers.

When you apply for a business account, and when you affirmatively accept these Terms or take an action for the Member through the Service, you confirm that you are authorised to take that step for the business. Applying or using a preview does not by itself create the agreement described in Section 1. If you are not acting for an eligible business or do not have the required authority, you must not use the Service or take a binding action.

Nothing in these Terms excludes or limits any rule of law that cannot lawfully be excluded or limited.

1. Parties and agreement

These Terms of Service, referred to as the Terms, govern the relationship between:

Cedaris LLC

732 South 6th Street, Suite N

Las Vegas, Nevada 89101

United States

Nevada Entity ID: E51379642025-4

General contact: info@linkargo.ai and the legally registered business whose application or account Cedaris accepts, referred to as the Member.

The individual who applies, accepts these Terms, or uses the Service for the Member is an Authorised User. The Member is responsible for its Authorised Users and their use of the Service.

The agreement becomes effective only after Cedaris has accepted the Member's application, an authorised representative has affirmatively accepted these Terms, and the separate arbitration authorisation required for Section 30 has been given. Cedaris may allow an application, demonstration, or non-binding preview before then, but it will not treat that access as authority to take a binding Marketplace or paid-plan action for the Member.

Cedaris may retain proportionate evidence of an agreement or other material action, including the applicable document and version, the Member and acting user, the time, the authority confirmation, and the affirmative action. A Data Processing Agreement, paid continuation, material price or Terms change, Quote, Counter-Offer, Storage Response, Award, arbitration authorisation, and optional marketing choice are accepted or recorded separately where their nature or applicable law requires this.

The acceptance interface identifies the Member and the documents being accepted and requires a positive confirmation of authority and agreement. Because Section 30 provides for binding arbitration, the Authorised User must also use a separate, non- preselected control that clearly explains the arbitration agreement, the AAA Commercial Arbitration Rules, the seat in Clark County, Nevada, and that covered disputes are decided by an arbitrator rather than a court, subject to the stated exceptions and mandatory rights. Cedaris may use equivalent clear wording without changing the substance of that separate authorisation. If it is not given, the agreement does not take effect.

2. Service scope and launch territory

Linkargo is a business platform for food, refrigerated, and related road transport and storage workflows. Depending on the Member's role and plan, the Service includes or can make available:

1. Business membership and manual application review.
2. Freight requests, carrier discovery, quotes, counter-offers, and award records.
3. Storage listings, requests, responses, and award records.
4. Linkargo Pro tour management, including tours that did not originate on the Linkargo marketplace.
5. Tour-management and collaboration functions, including Tour Rooms, operational updates, communications, documents, and access for authorised recipients.
6. Optional routing, estimated arrival, and foreground location functions where enabled.
7. Frida and other AI-assisted operational functions, including drafting, translation, and document support where enabled.
8. Transactional communications through available website, email, messaging, or SMS channels.
9. Operational reports and limited service and market analytics.

At launch, membership and active commercial availability are limited to businesses established in the European Union. Cedaris may later add territories under updated terms, privacy information, and any additional legal requirements. A Member must not use the Service for a territory or activity that Cedaris has not made available to it.

Features can differ by role, plan, territory, device, provider availability, and activation stage. These Terms apply to a feature as soon as Cedaris makes it available to the Member or its authorised recipient. A feature shown in a roadmap, demonstration, or preview is not guaranteed to be available by a particular date unless Cedaris expressly commits to that date in writing.

3. Definitions

Award means the Platform record created after the Platform confirms either (a) the Requester's affirmative acceptance of a complete Quote or complete priced Storage Response or (b) the Carrier's affirmative acceptance of a complete Counter-Offer to that Carrier's Quote.

AI-Assisted Function means Frida, automated translation, document extraction or checking, and any other Service function that uses an artificial intelligence model to prepare, transform, classify, extract, check, or suggest content.

Carrier means a Member offering road transport or related logistics services.

Counter-Offer means the Requester's proposed alternative price and any changed material terms for a Carrier's Quote, submitted through the designated Linkargo function.

Direct Transaction means a transport or storage contract concluded directly between the relevant Members. Cedaris is not a party to a Direct Transaction.

External Tour means a tour entered in Linkargo Pro by a Carrier for its own customer and not created from a Linkargo marketplace Award.

ETA means a non-binding estimated time of arrival calculated from available route, milestone, time, location, and other operational information.

Foreground Location Data means location points and related time and accuracy information sent by a recipient's browser only while the recipient has deliberately enabled location sharing and the relevant driver page remains open and active.

Frida means Linkargo's AI-assisted communication interface.

Marketplace means the Linkargo functions through which Members publish, receive, find, quote, counter-offer, respond to, or accept freight or storage opportunities.

Marketplace Tour means a tour created in Linkargo from a Marketplace Award.

Platform means the technical Linkargo interfaces through which the Service is provided.

Protected Link means a Quote, storage, driver, customer, or other URL that contains a confidential access token.

Quote means a Carrier's proposed price and terms for a freight request.

Requester means a Member seeking transport or storage services.

Service means the Linkargo website, Marketplace, Frida, member interfaces, storage functions, tour management, Protected Links, and related communications.

Shipper means a Member requesting freight services or using shipper functions.

Storage Provider means a Member offering storage, cross-dock, handling, or related warehouse services.

Storage Response means a Storage Provider's response to a storage request.

Tour Room means the shared operational area for a tour in which authorised Members and Protected Link recipients can receive role-appropriate route, milestone, ETA, chat, note, and document information.

4. Cedaris is a platform and information intermediary

Cedaris provides technology, membership access, information distribution, communication, workflow, and evidence tools. Cedaris does not perform the transport or storage services offered by Members.

Each Award creates a contract solely between the Requester and the selected Carrier or Storage Provider. Those direct parties, and not Cedaris, acquire the rights and performance obligations under that contract. Cedaris does not negotiate or conclude the Direct Transaction as representative of either party and does not assume an obligation to transport, store, insure, pay, collect, inspect, supervise, enforce, or settle it.

Cedaris does not:

1. Carry, store, load, unload, inspect, or take custody of goods.
2. Act as a carrier, freight forwarder, warehouse keeper, shipper, consignee, consignor, customs representative, or transport insurer.
3. Select a counterparty on a Member's behalf or guarantee that a match is suitable.
4. Take title to cargo or issue a transport or warehouse document in its own name as service provider.
5. Act as a Member's agent or exercise authority to negotiate, accept or bind the Member in a Direct Transaction under these

Terms. 6. Collect, hold, settle, or guarantee freight or storage payments between Members. 7. Guarantee a Member's identity, licence, insurance, solvency, capacity, conduct, or performance. 8. Become a party to a Direct Transaction because it operates the Service, sends a message, displays information, calculates a price from Member data, or records an Award.

The Requester chooses its counterparty. Each Member remains responsible for its commercial, legal, operational, and credit assessment and for performing its Direct Transactions.

Any separately authorised administrative task does not authorise Cedaris to negotiate price or another material Direct Transaction term, select the counterparty, accept on the Member's behalf or otherwise bind the Member unless a separate signed agreement expressly states that authority and its limits.

Any future managed transport, payment, claims, insurance, or other regulated service will require separate written terms. It is not included by implication in these Terms.

5. Eligibility, authority, and ongoing obligations

The Member represents and warrants on an ongoing basis that:

1. It is a legally registered business established in the European Union and is in good standing where that concept applies.
2. Every Authorised User is at least 18 years old and has authority appropriate to the actions that person performs.
3. All information and documents submitted to Linkargo are accurate, current, complete in all material respects, and not misleading.
4. It holds and maintains all licences, operating authorities, permissions, registrations, and insurance required for its activities.
5. It complies with applicable transport, storage, customs, cabotage, export control, sanctions, dangerous goods, food safety, competition, employment, tax, and data protection law.
6. It is not prohibited from using the Service or entering the relevant Direct Transaction.

The Member must promptly update its information and notify Cedaris if any representation becomes inaccurate. It must provide replacement evidence when a licence, insurance policy, registration, or other submitted document expires or materially changes.

6. Application review and member checks

Cedaris may request business details, contact details, operating information, and supporting documents. Carrier applicants can be required to provide a Community licence or other applicable road-transport operating authorisation, evidence of transport or carrier-liability insurance, and business registration evidence. Storage Provider applicants can be required to provide evidence of registrations, permissions, or insurance relevant to the activities they offer. Shipper applicants can be required to provide information that allows Cedaris to review the business and its representative.

Cedaris may accept, reject, suspend, or request more information about an application. Cedaris may repeat a review when information changes, documents expire, a compliance concern arises, or a periodic review is reasonably required.

Unless Cedaris expressly confirms a wider review in a separate signed agreement, the review is a limited, good-faith administrative membership control based on the information and documents available to Cedaris. For a licence, permit, registration, or insurance document, Cedaris may check that a document appears to have been supplied and that basic visible details are not evidently inconsistent with the application. Cedaris does not undertake to authenticate the document or issuer; obtain confirmation from a regulator, authority, or insurer; assess legal validity, territorial or operational scope, policy coverage, limits, exclusions, deductibles, claims history, renewal, or continued compliance; or monitor every change after onboarding.

Application acceptance, continued access, a Member status, badge, checkmark, or document indicator means only that the stated platform step was completed using the information then available. It is not a certification, endorsement, legal opinion, credit report, payment guarantee, or assurance that the Member is currently licensed, insured, solvent, suitable, or legally entitled to perform a particular Direct Transaction.

Any displayed document or membership status identifies the administrative step completed, the document category, and the relevant review or expiry date available to Cedaris. Cedaris will not describe a Member without qualification as verified, licensed, or insured. After Cedaris records credible notice that displayed evidence has expired, been suspended, or been revoked, Cedaris will remove or qualify the affected current-status indicator without undue delay while the matter is reviewed.

The direct parties must perform and document the final checks reasonably appropriate for their specific Direct Transaction. This includes checking the counterparty's identity and authority and, where relevant, obtaining current evidence of the licences, operating permissions, registrations, insurance type and coverage needed for the intended route, goods, vehicle, facility, and service. Those checks must be completed before an Award where the relevant information is then available and otherwise before performance begins or goods are entrusted to the counterparty. If satisfactory evidence is intended to be a condition of contract formation, that requirement must be stated in the request, response, or Counter-Offer, shown in the final Award, and satisfied before the Member whose acceptance is required completes the Award; that Member must not complete the Award while the condition remains unsatisfied. If the parties instead intend evidence to operate as a condition precedent to performance after the Direct Transaction is formed, that condition must likewise be stated in the request, response, or Counter-Offer and shown in the final Award.

A direct party may rely on still-current evidence and review records already lawfully held for the same legal entity and need not repeat an unchanged check for every Award, unless an expiry, the route, goods, service, regulatory scope, or another material circumstance reasonably requires an updated check. A Member must not rely on Cedaris's limited membership control as a substitute for its own review. A Member's counterparty-review duty does not validate false information or excuse or reduce another Member's fraud, misrepresentation, licensing breach, insurance breach, or performance obligation, except to the extent mandatory law expressly provides otherwise.

7. Accounts, credentials, and Protected Links

The Member is responsible for:

1. Keeping control of the email accounts, phone numbers, devices, and systems used to receive Linkargo communications or login links.
2. Allowing only authorised persons to use its account.
3. Reviewing and updating account and contact information.
4. Promptly notifying Cedaris at info@linkargo.ai of suspected compromise, misdirection, or unauthorised use.
5. Ending a person's access when that person's authority ends.

Login links, one-time codes, session credentials, and Protected Links are confidential credentials and must not be published or shared beyond their intended business recipients.

Anyone who holds a valid Protected Link may be able to use the role assigned to that link without a separate account login and to access the corresponding part of a Tour Room. The Member that creates or sends a Protected Link must share it only with the intended recipient, use an appropriate communication channel, verify the recipient details before sending, and instruct the recipient to keep it confidential. The Member must not include unnecessary personal, confidential, or commercially sensitive information on a shared page.

A Member can revoke a driver or customer tour link through the available account control or by contacting Cedaris. Protected Links are subject to the expiry, revocation, or workflow lifecycle shown in the Service or accompanying communication. Cedaris may shorten or invalidate that lifecycle where reasonably necessary for security, legal compliance, or closure of the relevant workflow. Where the Service permits renewal for a continuing legitimate purpose, an Authorised User must deliberately renew the link. The Member must review the displayed lifecycle, keep the underlying workflow status current, and revoke access when it is no longer needed.

An action submitted through a valid account credential or Protected Link assigned to the Member can be treated as the Member's action where the interface clearly identifies the action and Cedaris reasonably relies on the credential. This does not allow a driver or customer link recipient to submit or accept a Counter-Offer, accept a Quote or Storage Response, or accept a paid plan or Terms unless the interface expressly provides that authority and the Member has granted it. The Member is not responsible to the extent it proves that the unauthorised action resulted from a security failure within Cedaris's responsibility, or that Cedaris relied on the action after receiving timely notice of the compromise.

Cedaris may invalidate credentials, restrict a workflow, require renewed verification, or suspend access where reasonably necessary to protect the Service, a Member, a data subject, or a Direct Transaction.

8. Electronic communications

The Service can communicate through the website, email, WhatsApp, and optional SMS. The Member agrees to receive service communications through the contact channels it provides. Service communications include application, authentication, security, request, Quote, Counter-Offer, Award, storage, tour, document, and account messages.

Communications can be delayed, filtered, misdirected, or unavailable because they depend on the internet and third-party infrastructure. The Member must keep its contact details current and monitor the channels it uses for an active request or tour.

Optional marketing communication will be handled separately from required service messages. A Member can object to direct marketing at any time without affecting service communications that are necessary to operate its account or an active workflow.

9. Frida and AI-assisted functions

Frida is an AI system. Linkargo identifies Frida as AI at or before a person's first direct interaction with it unless this is already obvious from the circumstances, and provides a route to human assistance where required or reasonably appropriate. A person can also contact info@linkargo.ai.

AI-Assisted Functions can interpret incoming messages, extract operational fields, ask follow-up questions, prepare drafts, translate operational chat, and extract or check information in transport or delivery documents. AI output can be incomplete, inaccurate, mistranslated, or based on a misunderstanding.

Frida has no authority to:

1. Submit or accept a Counter-Offer, or accept a Quote or Storage Response, for a Member.
2. Create a binding Award without the required affirmative Member action.
3. Guarantee availability, price, route, capacity, legality, or performance.
4. Provide legal, tax, customs, dangerous goods, insurance, or safety advice.

An automated translation is provided for operational convenience. The original message remains the authoritative version. A Member must verify safety-critical, legal, price, route, temperature, deadline, and other material content with the sender before acting where an error could cause loss or harm.

Document extraction or checking can identify fields, apparent omissions, inconsistencies, or readability issues. It is not a certification of authenticity, legal compliance, cargo condition, delivery, signature validity, or completeness and does not replace the Member's required document, safety, customs, claims, or professional review.

Before submitting, quoting, responding, awarding, or acting on information, the Member must review all material fields and AI output, including party, route, address, date, time window, cargo, equipment, temperature, quantity, weight, price, currency, document status, and special requirements.

Cedaris does not use Frida to make a decision producing legal or similarly significant effects solely through AI. Contract formation requires the affirmative action described in Section 13. Linkargo provides legally required transparency for AI-generated or AI- transformed content in the relevant context.

10. Freight requests

A Shipper can create a freight request through the available Linkargo channels. The Shipper is responsible for providing information that is complete and accurate enough for a Carrier to evaluate and lawfully perform the transport.

The Shipper must disclose all material requirements, including where relevant:

1. Pickup and delivery location and time window.
2. Cargo type, quantity, pallets, dimensions, and weight.
3. Required vehicle, equipment, and temperature.
4. Dangerous goods classification, food or pharmaceutical requirements, and supporting documents.
5. Customs, sanitary, security, and site access requirements.
6. Loading, unloading, waiting time, and pallet exchange requirements.
7. Contact, reference, and documentation requirements.

An open freight request can be displayed to or sent to active Carrier Members that may be relevant. The Shipper must not place unnecessary personal data, trade secrets, or confidential information in fields visible before an Award.

Cedaris may refuse, pause, close, or remove a request that appears incomplete, expired, unlawful, misleading, unsafe, technically unsuitable, or inconsistent with these Terms.

11. Matching and discovery

Linkargo can identify potential Carriers or Storage Providers by using information such as membership status, territory, lanes, equipment, temperature capability, capacity, and other operational criteria. Active Members can also discover opportunities through Marketplace interfaces.

A match, listing, invitation, or message is only an opportunity to consider a request. It does not represent that a Member has available capacity, will submit a response, or is suitable for the final service.

The Requester remains responsible for selecting the counterparty and making the final assessment of its identity, authority, current licences, insurance, capacity, and suitability for the intended Direct Transaction. The Carrier or Storage Provider remains responsible for confirming that it can lawfully and safely perform the requested service. Section 6 explains the limited nature of Cedaris's membership control.

Each Member independently determines its prices, capacity, commercial strategy and decision whether to respond or transact. A benchmark, forecast, match or other market information made available by Linkargo is informational and non-binding. It is not an instruction or recommendation to align prices, allocate customers or territories, restrict capacity or coordinate commercial conduct. Members must not use the Service to exchange competitively sensitive information beyond what is necessary for a genuine request, response or Direct Transaction.

12. Quotes and Storage Responses

A Carrier may submit a Quote through an authorised Linkargo interface. The Carrier represents that the Quote is genuine, is submitted by an authorised person, accurately states the price and currency, and identifies any conditions, validity period, or exclusions that are material to acceptance.

A Storage Provider may submit a Storage Response. A complete priced Storage Response must state or produce an unambiguous price, currency, calculation basis, included services, material surcharges, material conditions, and validity period.

Unless a shorter validity period is displayed, a Quote or complete priced Storage Response ends when the request closes, is withdrawn, is materially changed, or is awarded to another Member. Linkargo's storage of a Quote or response does not itself constitute acceptance.

A response that states only availability, capacity, interest, or a request to discuss price is a non-binding enquiry response. It cannot form a priced Direct Transaction through Linkargo. A value of zero that results only from a missing price is not an agreed price.

13. Award and electronic contract formation

The Requester accepts a Quote or complete priced Storage Response only by using the clearly identified acceptance function presented by Linkargo and completing the final affirmative confirmation.

The Requester may instead submit a clearly identified Counter-Offer to a Carrier's Quote through the function presented by Linkargo. A Counter-Offer must state an unambiguous proposed price and currency and identify any changed material terms. Unless a shorter validity period is displayed, it ends when the related Quote or request ends, is withdrawn, is materially changed, or is awarded to another Member.

The Carrier accepts a Counter-Offer only by using the clearly identified acceptance function presented by Linkargo and completing the final affirmative confirmation. Submission, delivery, viewing, discussion, silence, or inactivity does not form a Direct Transaction or amount to acceptance by the Carrier.

When the required acceptance under either path succeeds and the Platform displays or sends a successful Award confirmation, a Direct Transaction is formed solely between the Requester and the selected Carrier or Storage Provider on the accepted terms. Cedaris is not a party to that contract, does not act as either direct party's representative in concluding it, and has no obligation to perform or enforce it.

When a Carrier or Storage Provider supplies or confirms licence, authority, registration, permission, or insurance evidence in connection with a request, response, or Award, it represents directly to the Requester that the evidence is genuine, materially accurate, current, and not misleading at that time. This representation forms part of the Direct Transaction and does not make Cedaris a party to it.

By completing an Award, each direct party agrees that the Direct Transaction payment provisions in Section 18 are incorporated into the Direct Transaction. The hierarchy in items 1–3 of Section 18 applies only to the extent that the final confirmed transaction terms and the higher-ranking items in Section 14 do not establish a single unambiguous payment term.

No Direct Transaction is formed through Linkargo if:

1. The Quote, complete priced Storage Response, or Counter-Offer did not contain the complete price information required by

Sections 12 and 13. 2. The request, Quote, Storage Response, or Counter-Offer had expired, was withdrawn, or had already been awarded. 3. A material request field or Counter-Offer term changed after the relevant Quote, Storage Response, or Counter-Offer without renewed confirmation by the Member whose acceptance is required. 4. The Platform reports that the acceptance failed. 5. The Platform did not record a successful acceptance because of an evident duplicate or technical system error.

The Award record is electronic evidence of the accepted information. It is not a CMR consignment note, bill of lading, warehouse receipt, tax invoice, customs document, or insurance certificate.

Each Member must promptly report an evident discrepancy. Cedaris may preserve records, correct an evident technical display or duplication error, or facilitate communication. A correction by Cedaris does not itself determine whether a Direct Transaction was formed, amended or terminated under mandatory law. Cedaris does not adjudicate the legal merits of a dispute between Members.

14. Terms governing Direct Transactions

The following order applies to a Direct Transaction to the extent items conflict:

1. Mandatory law, including the Convention on the Contract for the International Carriage of Goods by Road, referred to as the

CMR, where its scope requirements are met, and any mandatory national transport or storage law. 2. The material request, Quote, Storage Response, or Counter-Offer terms displayed and accepted in the Award. 3. Any separate Linkargo transaction terms expressly identified by title and version before acceptance and affirmatively incorporated into the Award. 4. Any Carrier or Storage Provider terms disclosed in full before acceptance and affirmatively accepted as part of the Award. 5. The Direct Transaction payment provisions in Section 18, with the hierarchy in items 1–3 applying only where the preceding items do not establish a single unambiguous payment term. 6. Applicable default law.

Terms first supplied on an invoice, delivery note, website, email, or other document after the Award do not unilaterally change the Direct Transaction. The direct parties can later amend their contract by mutual agreement.

For clarity, the MPC Conditions and any terms used for Dairy Broker or another Cedaris service do not govern a Linkargo Direct Transaction and are not incorporated by implication. Linkargo applies no default commodity-trading, freight-forwarding, carrier, warehouse, or other industry conditions. Such conditions form part of a Direct Transaction only if they satisfy item 3 or 4 above.

Except for the formation rules and transaction terms expressly incorporated into an Award under Sections 13, 14, and 18, these Terms govern only the relationship between Cedaris and each Member. Those incorporated provisions govern solely the relevant Direct Transaction between its direct parties and do not make Cedaris a party to it. Section 30 does not choose the law or forum for a Direct Transaction.

15. Shipper and Requester responsibilities

The Shipper or other Requester is responsible for:

1. Accurate route, timing, cargo, quantity, weight, temperature, handling, and contact information.
2. Ensuring the goods are lawful, properly described, appropriately packaged, marked, and ready as required.
3. Dangerous goods, customs, export, import, sanitary, food safety, and security information allocated to it by law or the Direct

Transaction. 4. Site access, loading readiness, loading instructions, and lawful contact data. 5. Promptly reporting cancellation, delay, damage, contamination, temperature deviation, or a material change. 6. Paying the Carrier or Storage Provider directly under the Direct Transaction. 7. Conducting and documenting its own final counterparty review under Section 6, including the current licence, permission, and insurance evidence reasonably required for the intended service. 8. Ensuring that any Counter-Offer accurately states the proposed price, currency, changed material terms, and the authority of the person submitting it.

16. Carrier and Storage Provider responsibilities

The Carrier or Storage Provider is responsible for:

1. Reviewing the request and any Counter-Offer and confirming its ability to perform before responding or accepting.
2. Maintaining all required licences, operating authority, registrations, permissions, insurance, equipment, personnel, and vehicle or facility compliance, and producing current evidence on reasonable request by Cedaris or the direct counterparty.
3. Safe, lawful, and professional performance, including temperature controls where agreed.
4. Driver, employee, and any permitted subcontractor authority, training, instructions, and legal compliance.
5. Cabotage, driving time, customs, dangerous goods, workplace, storage, food safety, and similar duties allocated to it.
6. Accurate price, capacity, milestone, incident, and document information.
7. Delivery, inventory, condition, and claims evidence allocated to it by law or the Direct Transaction.
8. Invoicing and collecting payment directly from the Requester.

The Carrier or Storage Provider must promptly notify Cedaris and any affected direct counterparty before accepting a Direct Transaction or, if the relevant change occurs later, before beginning or continuing performance, if a required licence, authority, registration, permission, or insurance policy expires, is suspended or revoked, is not renewed, is materially reduced, or otherwise ceases to cover the offered activity. Platform access or the absence of a Cedaris reminder does not relieve it of that responsibility.

A Carrier that wins a Marketplace Award must perform the awarded transport through its own organisation and must not re-list, re-broker, assign, or chain-subcontract that transport to another carrier. An exception requires the Requester's prior express agreement and must be lawful under the Direct Transaction and applicable transport law. The awarded Carrier remains fully responsible for performance unless mandatory law provides otherwise. A Storage Provider or a Carrier performing an External Tour may use a subcontractor only where it has the right to do so, has made any disclosure and obtained any consent required by law or contract, and remains responsible to the extent required by the Direct Transaction and applicable law.

17. Storage workflows

A Storage Provider may publish location, storage type, temperature range, capacity, availability, services, rate information, minimums, and surcharges. It must keep that information accurate and promptly update unavailable capacity or changed rates.

Where a Storage Provider has supplied a rate card, Linkargo may calculate a displayed price from the Member's configuration. The calculation can include handling in, handling out, storage by day, week, or a defined monthly unit, charging rules for partial units, minimum quantities, energy surcharge, currency, and validity.

The calculation is based on Member-supplied information. The Requester and Storage Provider must review the price basis and all material services before acceptance. Additional services not included in the accepted price must be separately agreed.

The direct parties are responsible for agreeing any matter not recorded in the Award, including delivery and collection appointments, inventory condition, packaging, temperature monitoring, regulated goods, access, handling, insurance, cancellation, loss, damage, and claims.

Cedaris is not the warehouse keeper, does not take custody, and does not guarantee capacity, condition, temperature, security, or performance.

18. Direct payments, payment terms, cancellation, and claims

Cedaris does not collect, settle, escrow, or guarantee payments under a Direct Transaction. The direct parties are responsible for invoicing, taxes, payment terms, credit assessment, collection, and payment disputes.

Each Member agrees that the Direct Transaction payment provisions in this Section are incorporated into every Award. Subject to Section 14, the applicable payment term is determined as follows:

1. Any single payment term expressly identified in the final Award confirmation and affirmatively accepted by both direct parties applies.
2. If no payment term is agreed under item 1, a prior payment term applies only if it is stated in a currently effective written agreement between the same legal entities acting in the same payer and provider capacities and governing the same or substantially similar transport or storage services, or is evidenced by durable records as having been applied without contemporaneous objection in each of their two most recent completed transactions for the same or substantially similar transport or storage services, between the same legal entities acting in the same payer and provider capacities, during the 24 months before the Award. Prior dealings may have taken place through Linkargo or outside the Service. A payment term does not qualify merely because it appears in MPC Conditions, Dairy Broker terms, another Cedaris service agreement, or industry conditions governing another type of transaction. The party relying on item 2 must produce the supporting records. A one- off, conditional, expired, or superseded term does not qualify. If item 2 does not establish one unambiguous term, item 3 applies.
3. Otherwise, payment is due 14 calendar days after the later of (i) the date on which the invoice was issued and sent to the

Requester's designated billing contact or channel and (ii) completion of the invoiced transport service, the end of the invoiced storage or other periodic service period, or the occurrence of an expressly agreed billing milestone or chargeable event. The

Carrier or Storage Provider must be able to demonstrate sending. Sending to the last billing contact or channel supplied by the Requester is effective despite the Requester's failure to update it.

The final Award confirmation must identify a single payment term where the confirmed transaction terms state one. If a Quote or Storage Response proposes a payment term different from the request, that different term controls only if the difference is clearly displayed in the final Award confirmation and the Requester affirmatively accepts it. If a Counter-Offer proposes a payment term different from the Quote, that different term controls only if the difference is clearly displayed in the final Award confirmation and the Carrier affirmatively accepts it. A payment term that conflicts with another displayed term and is not resolved in the final Award confirmation is not treated as expressly agreed under item 1.

An expressly stated payment term accepted by both direct parties for an Award overrides any previously established payment term. An electronic Platform record evidences a written payment agreement only where it records the term presented to, and the affirmative acceptance by, both direct parties.

The fact that a Direct Transaction is matched, awarded, or recorded through Linkargo does not replace, shorten, or otherwise alter a prior payment term that qualifies under item 2. For example, direct parties acting in the same payer and provider capacities that consistently used a documented 30-day payment term in at least two completed transactions for the same or substantially similar transport or storage services during the preceding 24 months continue to use that term unless they expressly agree another term for the relevant Direct Transaction.

The payment term determined under this Section forms part of the Direct Transaction. The direct parties remain responsible for agreeing, documenting, invoicing, and performing their respective payment obligations.

Advance payment, prepayment, payment before performance, or payment at performance applies only if expressly accepted under item 1 or later expressly agreed in writing by both direct parties for that specific Direct Transaction. Neither direct party may otherwise unilaterally shorten or replace the payment term determined above. This does not prevent a Member from declining a future request, Quote, Counter-Offer, or Storage Response or from exercising lawful remedies for an amount already overdue under another Direct Transaction.

This Section creates no separate contractual late-payment interest rate or contractual recovery charge. Statutory interest, recovery costs, and other remedies under the law applicable to the Direct Transaction remain unaffected.

Cedaris does not verify a Member's credit standing, prior dealings, invoices, payment terms, or payment performance and is not responsible for a payment dispute between the direct parties.

Cancellation, waiting time, failed loading, loading and unloading responsibility, pallet exchange, delay, loss, shortage, damage, contamination, temperature deviation, and claims are governed by the Direct Transaction and mandatory law.

Unless Linkargo expressly provides a bilateral amendment function and both direct parties use it, a Member cannot cancel or amend a Direct Transaction merely by editing or closing a Platform record. The parties must communicate directly and preserve appropriate evidence.

Cedaris can provide available Platform records to the relevant Members where lawful, but it does not investigate cargo loss, decide liability, handle a transport claim as agent, or enforce payment for a Member.

19. Tour Rooms, tracking, and Linkargo Pro

Linkargo can create a Tour Room following a Marketplace Award. Linkargo Pro can also allow a Carrier to create an External Tour and Tour Room for its own customer.

The Tour Room can record operational milestones, timestamps, update source, chat, notes, uploaded documents, calculated ETAs, and the delivery and access information needed to operate the workflow. Depending on the workflow and sharing controls then available, authorised Members and recipients can see information made available to their account, link, role, or shared Tour Room.

Where foreground location sharing is offered, the driver or other authorised recipient chooses whether to grant the browser permission and start sharing. Linkargo receives Foreground Location Data only while the relevant page remains open and active and the browser continues to provide it. Sharing stops when the recipient stops it, revokes the permission, closes or backgrounds the page, loses connectivity, or the browser or device suspends the function. Linkargo does not promise continuous or background GPS tracking and Members must not represent the feature as continuous live GPS.

A Member must give drivers and other recipients the information required by applicable law before using the feature, must not use it for covert monitoring or unrelated worker scoring, and must provide a practical milestone-update alternative where location sharing is not enabled or becomes unavailable. Cedaris does not penalise a recipient for declining or stopping location sharing.

An ETA is an operational estimate based on the information available at the time. It can be delayed or wrong because of missing or inaccurate updates, browser or network limitations, traffic, route assumptions, provider availability, loading or customs events, weather, or other conditions. An ETA and milestone are not a guarantee of loading, movement, arrival, delivery, or legal performance.

The Carrier is responsible for keeping tour data accurate, reviewing material AI or translated output, and deciding which authorised recipients should receive a driver or customer link. A driver, dispatcher, or other authorised person can provide a milestone or note, but the Carrier remains responsible for operational coordination and performance.

For an External Tour, the Carrier normally acts as controller for the customer, driver, route, chat, location, document, ETA, and milestone personal data it enters or causes Linkargo to collect. Cedaris processes that data as processor under the Linkargo Pro Data Processing Agreement. The Carrier must provide all required notices, have a lawful basis, enter only necessary data, handle data subject requests, and give Cedaris lawful instructions.

External Tour functionality may be enabled and used only after the Carrier has separately accepted the then-current Linkargo Pro Data Processing Agreement available at https://linkargo.ai/legal/dpa, including its completed transfer annex. The Carrier must not submit production External Tour personal data before that agreement and the applicable direct transfer safeguard is effective.

20. Member content and documents

Member Content includes information, messages, notes, business details, request fields, licence and insurance evidence, tour information, and files that a Member submits or makes available through the Service.

The Member represents that it has the rights and legal basis required to use and share Member Content and that the content is accurate where accuracy is material. The Member must not submit content that is unlawful, infringing, malicious, corrupted, misleading, unrelated to the business purpose, or unnecessarily contains sensitive personal data.

The Member grants Cedaris a non-exclusive, worldwide, royalty-free licence to host, copy, process, display, and transmit Member Content only as reasonably necessary to provide, secure, support, administer, and comply with the Service. The licence ends when the content is deleted from active systems, subject to backups, legal retention, dispute evidence, and the Privacy Policy.

For structured Marketplace data for which Cedaris acts as controller, the licence also permits the limited internal freight-market and storage-market analysis and non-individual price forecasting described in the Privacy Policy. Cedaris must minimise and, where the data remains personal, pseudonymise the information before that separate use. This permission does not cover External Tour content processed for a Carrier as controller, Dairy Broker data, Member or worker scoring, individual eligibility or Award decisions, disclosure of another Member's identifiable or confidential individual prices other than the post-Award price notice in Section 21, or external general-model training. Applicable privacy rights, confidentiality duties, retention periods, and deletion obligations remain in force.

Cedaris will not sell or license the pseudonymised row-level Marketplace analytics dataset or disclose it to another Member. Approved service providers may process necessary information for Cedaris under appropriate contractual, confidentiality, data- protection, and access restrictions. A Member-visible or other external market output must be aggregated or anonymised so that it does not reasonably identify a person, Member, or individual confidential price, and must pass appropriate confidentiality and competition safeguards before release. This does not apply to the post-Award price notice in Section 21.

Documents are made available through the relevant Member workspace or Tour Room according to the workflow and sharing controls then offered. The Service or accompanying notice identifies the intended account, role, recipient group, or shared workspace before or when a document is submitted where reasonably practicable. If granular audience selection is offered, the selected audience controls access. If a Tour Room is presented as shared without granular document controls, an uploaded document may be visible to all authorised participants in that shared Tour Room. The uploading Member must verify the indicated sharing context and must not upload or share a document with a person or role that should not receive it. A Member can use available controls or contact Cedaris to remove access or revoke the related link.

Where document extraction or checking is enabled, Cedaris can process the selected document or extracted content through an approved AI service provider solely to provide, secure, and support the requested function and comply with law. This does not expand the Marketplace analytics permission in the previous paragraph. Tour documents, extracted document content, chat, and Foreground Location Data are excluded from the freight-market and price-forecasting dataset.

Cedaris may restrict access to or remove content where reasonably necessary for security, legal compliance, third-party rights, these Terms, or the integrity of a workflow.

21. Confidentiality and permitted use of Member information

In this Section, Confidential Information means non-public information disclosed by or for a Member through Linkargo that a reasonable business recipient would understand to be confidential in the circumstances. It includes non-public prices, Quotes, Counter-Offers, requests, routes, customer and supplier information, Member Content, documents, Protected Links, security information and trade secrets. Member Confidential Information means a Member's Confidential Information received or held by Cedaris.

Each receiving Member must protect Confidential Information using at least reasonable care and use it only to evaluate, conclude, perform, document, or enforce the relevant business relationship.

Confidential Information does not include information that the recipient, including Cedaris where it receives Member Confidential Information, can demonstrate was lawfully public, already known without restriction, independently developed, or lawfully received from another source without a duty of confidentiality.

A Member may disclose confidential information to its personnel, professional advisers, insurers, and subcontractors who need it for the permitted purpose and are bound by appropriate confidentiality duties. A legally required disclosure is permitted if the disclosing Member gives prior notice where law allows and limits the disclosure to what is required.

Nothing in these Terms prevents Members from doing business outside Linkargo. A Member must not, however, misuse Protected Links, scrape the Marketplace, disclose another Member's non-public data, or falsely suggest that Cedaris guarantees a counterparty.

Cedaris will protect Member Confidential Information using at least reasonable care and no less care than it uses for comparable confidential information of its own. Cedaris will use that information only to provide, secure, support and administer the Service, carry out the limited internal freight-market and price-forecasting use in Section 20, comply with law and establish, exercise or defend legal claims. Access is limited on a need-to-know basis to authorised personnel, providers, and advisers who are bound by appropriate confidentiality duties. Another Member will not receive the source Member's identifiable or confidential individual prices, with one exception. After an Award, Cedaris may inform the other Carriers to which the same request was sent, or which opened it in the Marketplace, of the awarded price together with the route and the load details of that request, so that they can assess the market. That notice does not name the awarded Carrier. The notice never includes a Quote or Counter-Offer that did not lead to the Award. A Carrier that receives such a notice must treat it as Confidential Information and may use it only to assess its own pricing. Cedaris may disclose information where legally required and, where law permits, will notify the affected Member and limit the disclosure to what is required.

On termination, Cedaris will return, make available for export, restrict or delete Member Confidential Information in accordance with Section 29, the Privacy Policy, the Linkargo Pro Data Processing Agreement where applicable and the EU Data Act Switching and Portability Schedule. The confidentiality duties in this Section continue for five years after the relevant disclosure or termination, whichever is later. Trade secrets remain protected for as long as they qualify as trade secrets under applicable law, and personal data remains subject to applicable data-protection law.

22. Plans, free trial, and subscription fees

The current standard plans are:

The Carrier plan begins with a free trial of one month for a newly activated Carrier account. The free trial begins when Cedaris activates the plan.

For this Section, one month means one calendar month beginning at activation and ending at the corresponding time on the corresponding date of the following calendar month. If there is no corresponding date in that month, the trial ends at the end of that month's final calendar day.

Applying for a Carrier account requests the trial access but does not by itself authorise a charge. Before the first paid billing period, the Member must affirmatively confirm paid continuation and provide the billing information Cedaris reasonably requires. If the Member does not confirm a paid plan, paid Carrier functions pause at the end of the trial. No trial fee is due merely because the trial expires.

After the Member affirmatively confirms paid continuation, the selected plan renews automatically for successive monthly periods until cancelled under this Section. The paid-plan confirmation is separate from the trial-plan selection and is recorded with the plan, price, version, Member, acting user and time.

Unless otherwise agreed in writing, Cedaris invoices electronically each month in arrears, and invoices are payable within 14 calendar days after the invoice date. Fees are charged per accepted Carrier business account, not per freight or storage Award, unless a separate written order states otherwise.

The payment terms in this Section apply only to amounts payable by a Member to Cedaris. They do not govern payment obligations between Members under a Direct Transaction, which are governed by Section 18.

All fees are exclusive of VAT, sales tax, withholding, or similar taxes. The Member is responsible for taxes legally imposed on its purchase, except taxes based on Cedaris's net income. If reverse charge or another VAT mechanism applies, the Member must provide accurate tax information and comply with its obligations.

Cedaris will give reasonable notice and an opportunity to cure before suspending a paid plan for non-payment, unless fraud, repeated default, or legal requirements justify faster action. Any other consequence of late payment is governed by applicable law; these standard Terms do not set a separate contractual default-interest rate.

A Member can cancel a paid plan at any time. Cancellation takes effect at the end of the current monthly billing period. Fees already due are not refundable, and no pro rata refund is provided for an unused part of a billing period, unless these Terms, a written order or mandatory law provides otherwise.

Cedaris may propose a plan or price change on at least 30 days' written notice. A price increase or materially adverse reduction in paid-plan scope applies only after an Authorised User affirmatively accepts the change for the Member, and only from a future billing period. If the Member does not accept, Cedaris will not invoice the new price. The Member may cancel, and Cedaris may either continue the existing plan on its existing terms or end the affected paid plan at the end of the first monthly billing period that ends on or after the 30-day notice period expires. Refusal to accept a proposed change is not a breach. A price decrease or change that is solely beneficial to the Member can apply without renewed acceptance.

The subscription fee pays for access to the relevant functions and opportunity network. It is not contingent on receiving a request, submitting a Quote, winning an Award, or earning revenue.

Cedaris charges no setup fee under the standard plans. No commission, no percentage on your freight.

23. Acceptable use

The Member must use the Service only for genuine business logistics purposes. It must not:

1. Submit fictitious, manipulative, or test requests or responses on the live Service without Cedaris's written approval.
2. Misrepresent identity, authority, capacity, price, availability, licence, insurance, cargo, or service information.
3. Use the Service to facilitate unlawful, sanctioned, unsafe, or prohibited goods or conduct.
4. Spam, harass, discriminate, collude, manipulate prices, or violate competition law.
5. Scrape, harvest, systematically extract, reverse engineer, decompile, probe, or automatically query the Service except through an interface Cedaris expressly permits in writing.
6. Circumvent access controls, rate limits, role restrictions, or security features.
7. Introduce malware, interfere with availability, or test vulnerabilities without prior written authorisation.
8. Use another Member's data for unrelated marketing, resale, profiling, or disclosure.
9. Use the Service or its output to build or train a competing dataset, model, or service without Cedaris's written permission.
10. Use Foreground Location Data, Protected Links, AI output, chat, or Tour Room records for covert surveillance, unrelated worker scoring, discrimination, or another purpose incompatible with the relevant logistics workflow and applicable law.

Cedaris may investigate suspected misuse and preserve relevant evidence. Any investigation will be proportionate to the concern and subject to applicable law.

The restrictions in items 5 and 9 do not prevent the Member from using its own data, carrying out lawful internal analysis, obtaining interoperability or exercising a right under the EU Data Act Switching and Portability Schedule or mandatory law. They apply to unauthorised systematic extraction or use of Cedaris-protected platform materials, security-restricted information or another Member's data.

Content restrictions, moderation, notices and review

Cedaris may restrict the visibility of Member Content, remove or disable access to specific content, limit a workflow, suspend an account or terminate access on the grounds stated in Sections 20, 23 and 29. Cedaris applies those restrictions diligently, objectively and proportionately, taking account of the relevant facts, the rights and legitimate interests of affected parties and applicable law.

Content moderation is normally based on reports, support or compliance review and human assessment. Cedaris can also use automated technical measures to detect or restrict malware, spam, abnormal traffic, duplicate submissions, compromised credentials or other apparent security and abuse signals. Cedaris does not use Frida to make an unreviewed final decision that content is illegal. If the moderation process changes materially, Cedaris will update these Terms before relying on the new process where required.

Any person or entity can notify Cedaris electronically of specific information in the Service that it considers illegal by using the notice form at https://linkargo.ai/legal/content-notice or, if the form is unavailable, by writing to info@linkargo.ai. A notice should contain: (i) a sufficiently substantiated explanation of the alleged illegality; (ii) the exact URL or other information needed to locate the item; (iii) the notifier's name and email address, except where applicable law permits omission; and (iv) a statement confirming the notifier's good-faith belief that the notice is accurate and complete. Cedaris will confirm receipt where electronic contact details are provided, assess the notice in a timely, diligent, non-arbitrary and objective manner and inform the notifier of the decision and available review routes.

Where Cedaris restricts content or an account because information appears illegal or incompatible with these Terms, it will provide the affected Member with a clear statement of reasons and available review routes where required and where contact details are known. The Member may request human review by replying to the notice or contacting info@linkargo.ai with the Member name, affected item, decision and reasons for disagreement. Court, regulator and out-of-court rights remain unaffected.

24. Intellectual property and feedback

Cedaris and its licensors retain all rights in the Service, software, interfaces, workflows, branding, documentation, and other platform materials. Subject to these Terms, Cedaris grants the Member a limited, non-exclusive, non-transferable, revocable right to use the Service for its internal business purposes during the agreement.

The Member retains ownership of its Member Content and underlying business data. The limited licence and analytics permission in Section 20 do not transfer that ownership to Cedaris. Cedaris may use the separate, purpose-specific Marketplace analytics dataset only for the purposes, periods, and subject to the confidentiality, access, objection, and deletion safeguards described in these Terms and the Privacy Policy. Aggregated or anonymised information that no longer reasonably identifies a person or Member may be used to operate, secure, analyse, and improve the Service for the period stated in the Privacy Policy.

As between Cedaris and the Member, and subject to applicable law and third-party rights, the Member may use AI-assisted output generated specifically from its Member Content for its internal business purposes and Direct Transactions. Cedaris does not claim ownership of that output merely because the Service generated it. AI output may not be unique, and the same or similar output may be generated for another user. The Member remains responsible for the review required by Section 9 and must not use output it knows infringes a third-party right.

If the Member voluntarily provides feedback, it permits Cedaris to use that feedback without restriction or payment, provided Cedaris does not identify the Member publicly without permission. This feedback permission does not allow Cedaris to use Member Confidential Information or personal data included in feedback for an unrelated purpose.

25. Third-party services and availability

The Service depends on third-party hosting, database, email, WhatsApp, SMS, AI, and network providers. Their systems can be delayed, changed, suspended, or unavailable.

Cedaris will use commercially reasonable efforts to provide and secure the Service. Cedaris does not guarantee uninterrupted or error-free availability, a particular response time, a minimum number of Marketplace opportunities, or that every third-party channel will remain available.

Cedaris may maintain, modify, replace, or discontinue a function. Where a material paid function is permanently discontinued, Cedaris will give reasonable notice where practicable and provide any refund required by the applicable written order or mandatory law.

26. Warranties and disclaimers

To the fullest extent permitted by law, the Service is provided on an "as is" and "as available" basis. Cedaris disclaims implied warranties of merchantability, fitness for a particular purpose, non-infringement, and results, to the extent those warranties can lawfully be disclaimed.

Cedaris does not warrant:

1. The identity, authority, solvency, licence, insurance, capacity, conduct, or performance of a Member.
2. That information supplied by a Member is correct or complete.
3. That a match, Quote, price calculation, location point, route assumption, ETA, milestone, translation, AI extraction, document check, report, or draft is accurate, complete, timely, or commercially suitable.
4. That a Direct Transaction will be concluded, paid, or performed.
5. The condition, safety, legality, temperature, delivery, storage, or handling of goods.

The Member must review material information and maintain its own professional, legal, insurance, safety, and operational controls.

Section 6 describes the limited scope of Cedaris's onboarding control and the direct parties' final counterparty review. That control does not change the warranties above.

27. Limitation of Cedaris liability

Cedaris is not responsible for a Direct Transaction and is not liable merely because a Member fails to quote, perform, deliver, store, pay, comply with law, or resolve a dispute.

Subject to the non-excludable liability rules below, Cedaris is not liable solely because a licence, permit, registration, or insurance document supplied by a Member is forged, inaccurate, incomplete, expired, suspended, revoked, insufficient, or inapplicable, or because the limited administrative membership control in Section 6 did not identify that defect.

To the fullest extent permitted by law, Cedaris is not liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profit, revenue, business opportunity, goodwill, anticipated savings, or data, even if advised that such loss was possible.

To the fullest extent permitted by law, Cedaris's total aggregate liability to a Member arising out of or in connection with these Terms or the Service will not exceed the greater of:

1. The total fees paid by that Member to Cedaris during the 12 months before the event giving rise to the claim.
2. USD 50,000.

The exclusions and cap apply regardless of the legal theory asserted and collectively across all claims under these Terms, the Service and related orders. They are not multiplied by the number of events, claims, Authorised Users, affected records, features or legal theories.

Where more than one event gives rise to claims subject to the aggregate cap, the fee amount in item 1 is calculated using the 12- month period immediately preceding the earliest such event and is not recalculated or multiplied for a later event or claim.

The exclusions and cap do not apply to fraud, wilful misconduct, or gross negligence by Cedaris, death or personal injury caused by negligence where liability cannot be limited, or any liability that applicable law does not permit Cedaris to exclude or limit. Where mandatory law preserves liability for ordinary negligence in the breach of an essential contractual duty, Cedaris's liability is limited to the foreseeable loss typical for this type of agreement. That liability remains subject to the aggregate cap above only to the extent applying the cap is lawful and does not deprive the essential duty of its substance.

A Member must notify Cedaris of a claim in writing without undue delay after it becomes reasonably aware of the relevant facts and, where reasonably possible, within 12 months after the event giving rise to the claim. Failure to give notice does not extinguish or bar the claim except to the extent Cedaris proves that the delay materially prejudiced its ability to investigate, defend or mitigate it. Mandatory limitation and prescription periods remain unaffected.

The limitations in this Section apply collectively to Cedaris, its affiliates, and their officers, employees, contractors, and agents. They do not limit the direct parties' rights and obligations against each other under a Direct Transaction.

28. Member indemnity for third-party claims

The Member will defend and indemnify Cedaris, its affiliates, and their officers, employees, and agents against a third-party claim, damage, judgment, cost, or reasonable legal fee, and against a fine only to the extent that the fine is lawfully indemnifiable and finally imposed, to the extent caused by:

1. The Member's material breach of these Terms.
2. Unlawful goods, Member Content, instructions, or data supplied by or for the Member.
3. The Member's violation of law or third-party rights.
4. The Member's performance or non-performance of a Direct Transaction.
5. A failure by the Member to provide required privacy information or a lawful instruction for External Tour data.

Cedaris must give prompt notice of a claim, allow the Member reasonable control of the defence, and provide reasonable cooperation at the Member's cost. The Member cannot settle a claim in a manner that admits fault by Cedaris, imposes a non- monetary obligation on Cedaris, or fails to release Cedaris without Cedaris's prior written consent, which will not be unreasonably withheld.

Cedaris must take reasonable steps to mitigate an indemnified loss and cannot recover the same amount more than once.

The Member has no indemnity obligation to the extent the claim was caused by Cedaris's breach, fraud, wilful misconduct, gross negligence, or unlawful instruction.

29. Suspension, termination, and consequences

The Member may stop using a free account at any time and may cancel a paid plan under Section 22. Either party may terminate the overall membership agreement on 30 days' written notice.

Cedaris may suspend access immediately where reasonably necessary for security, fraud prevention, sanctions compliance, legal requirements, protection of a Member or data subject, non-payment, or a material risk to the Service. Where law and security permit, Cedaris will promptly explain the reason, identify a practical cure and limit the suspension to the affected account, workflow or function. Cedaris will restore access without undue delay after the ground is resolved. Cedaris may terminate for a material breach that is not cured within 7 days after notice, unless the breach cannot be cured or immediate termination is reasonably necessary.

On termination, and subject to the EU Data Act Switching and Portability Schedule available at https://linkargo.ai/legal/switching where it applies:

1. The Member's ordinary right to use the Service ends, subject to the defined export, retrieval and transition access in the EU Data

Act Switching and Portability Schedule and any reasonable read-only wind-down needed for completed Awards and Direct Transactions. 2. Open requests and responses can be closed. 3. Completed Awards and Direct Transactions remain unaffected and must be performed or resolved by the direct parties. 4. Fees already due remain payable. 5. Data is retained or deleted under the Privacy Policy and, for processor data, the Linkargo Pro Data Processing Agreement.

Sections that by their nature should survive will survive, including confidentiality, intellectual property, fees due, liability, indemnity, dispute resolution, and record preservation.

30. Governing law and dispute resolution between Cedaris and the Member

This Section requires the Member and Cedaris to resolve covered disputes between them by binding arbitration instead of a court trial, subject to the exceptions and mandatory rights below. The separate affirmative authorisation described in Section 1 is required.

These Terms and all claims between Cedaris and the Member arising out of or in connection with the Service are governed by the laws of the State of Nevada, United States, without regard to conflict-of-law rules.

The Federal Arbitration Act governs the interpretation and enforcement of the agreement to arbitrate in this Section to the extent it applies.

This choice applies only to the relationship between Cedaris and the Member. It does not determine the law governing a Direct Transaction, and it does not displace the CMR or another mandatory rule that applies to transport, storage, data protection, competition, or another regulated matter.

Before starting arbitration, the parties will attempt in good faith to resolve a dispute by negotiation. Either party can give a written dispute notice describing the issue and requested resolution. If the dispute is not resolved within 30 days after receipt of that notice, either party may submit it to binding arbitration.

The arbitration will be administered by the American Arbitration Association under its then-current Commercial Arbitration Rules, available with the current fee schedule at https://www.adr.org/rules-forms-and-fees/commercial/, before one arbitrator. The seat of arbitration will be Clark County, Nevada. The language will be English. At a Member's reasonable request, a hearing will ordinarily be conducted remotely unless the arbitrator finds that an in-person hearing is necessary for fairness or the effective presentation of evidence after considering the burden on both parties. Service may be made through the contractual notice channels in Section 32.6 in addition to any method required by the applicable rules. Fees and costs will be allocated under the applicable rules and the arbitrator's award, subject to mandatory law. The award will be final and binding and may be enforced in any court with jurisdiction.

Nothing in this Section prevents either party from seeking urgent temporary or injunctive relief from a court of competent jurisdiction to protect confidential information, intellectual property, data, security, or the effectiveness of the arbitration.

This Section does not bind a data subject, supervisory authority, Digital Services Coordinator, market-surveillance authority or other competent public authority, and does not restrict rights or forums created by the GDPR, the Digital Services Act, the EU Data Act, an applicable transfer instrument or other mandatory law.

31. Changes to these Terms

Cedaris may update these Terms by email, WhatsApp service message, or a prominent Platform notice.

Material adverse changes, including a change to standard fees, liability provisions, or governing law, will normally be announced at least 30 days before they take effect. Other changes will normally be announced at least 14 days in advance. A security-related or legally required change may take effect sooner where reasonably necessary.

Changes do not retroactively alter a completed Award or Direct Transaction. A materially adverse change to fees, liability, dispute resolution, data use, confidentiality, termination rights or another material Member obligation applies only after a fresh affirmative acceptance by an authorised representative of the Member. If the Member does not accept, it may terminate before the new version would apply; Cedaris may restrict future use after giving reasonable export and wind-down access required by Section 29 and mandatory law.

A material change to Section 30 also requires a new separate, non-preselected arbitration authorisation in the form described in Section 1. General acceptance of updated Terms does not by itself authorise a materially changed arbitration provision.

For a non-material change, continued use after the effective date constitutes acceptance only where the notice clearly states that consequence and applicable law permits it.

32. Miscellaneous

32.1 Entire agreement and order

These Terms, an applicable written order or Fee Schedule, the EU Data Act Switching and Portability Schedule, version 1.1 dated 18 August 2026, at https://linkargo.ai/legal/switching, and the Linkargo Pro Data Processing Agreement where relevant constitute the agreement between Cedaris and the Member concerning the Service. The Privacy Policy is a transparency notice and does not reduce statutory privacy rights.

Cedaris's agreement records identify the applicable version of these Terms and incorporated Schedules. A later Linkargo Pro Data Processing Agreement, paid-plan confirmation, or other separately accepted document is associated with its applicable version. A web page update does not replace the version already accepted for an existing period unless Section 31 permits the change or the Member affirmatively accepts it.

If the documents conflict regarding the Cedaris-Member relationship, the following order applies: mandatory law; a completed transfer instrument for the transfer it governs; the Linkargo Pro Data Processing Agreement for processor obligations; the EU Data Act Switching and Portability Schedule for switching obligations; a specifically negotiated and signed order for other commercial terms; these Terms; and a general Fee Schedule.

32.2 Assignment

The Member may not assign these Terms or transfer its account without Cedaris's prior written consent. Cedaris may assign these Terms to an affiliate or in connection with a merger, reorganisation, financing, or sale of all or substantially all relevant business assets, provided the assignee assumes Cedaris's obligations. Any other Cedaris assignment requires reasonable notice.

32.3 No partnership or agency

These Terms do not create a partnership, joint venture, employment relationship, fiduciary relationship, commercial agency, or authority for one party to bind the other. No Member is an agent of Cedaris.

32.4 Force majeure

Neither party is liable for delay or failure caused by circumstances beyond its reasonable control, except that this does not excuse payment already due or obligations that can reasonably continue. The affected party must notify the other without undue delay where practicable and take reasonable steps to reduce the impact. If the event prevents a material paid function for more than 30 consecutive days, either party may terminate the affected paid plan on written notice. The Member owes no fee for a period after that termination and will receive a refund of any prepaid unused fees for the affected period.

32.5 Severability, waiver, and cumulative rights

If a provision is unenforceable, it will be enforced to the maximum lawful extent and the remaining provisions continue. Failure to enforce a provision is not a waiver. Rights and remedies are cumulative unless these Terms expressly state otherwise.

32.6 Notices

Cedaris may send contractual notices to the business email or authenticated account contact supplied by the Member and may additionally alert the Member through WhatsApp. A material contractual notice will not rely on WhatsApp alone. The Member must send legal notices to info@linkargo.ai and include its legal name, account email, and the subject of the notice. A dispute notice under Section 30 must clearly state that it is a formal dispute notice.

An email notice is received when it reaches the recipient's designated mail server without a delivery failure, except that a notice received outside 09:00 to 17:00 on a business day at the recipient's principal business address is treated as received at 09:00 on the next business day. A Platform notice is received when it is made available in the authenticated account and a durable copy is sent to the business email. This rule does not override a mandatory service or notice rule.

32.7 Language

These Terms may be made available in English and translated for convenience. If a translation conflicts with the English version, the English version controls, unless mandatory law requires otherwise.

33. Contact

Terms and general questions: info@linkargo.ai

Privacy questions: privacy@cedaris-ai.com