These Terms of Service (“Terms”) govern your access to and use of the Syncast websites, products, and services (collectively, the “Service”) provided by earli ApS, a company incorporated in Denmark with its registered office at Farvergade 17, 1463 Copenhagen (“Syncast”, “we”, “us”, or “our”).

By creating an account, clicking “I Agree”, or accessing or using the Service, you agree to be bound by these Terms. If you are agreeing to these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case “you” and “Customer” refer to that entity.

If you do not agree to these Terms, do not use the Service.

Note: For some customers, these Terms may be supplemented or replaced by a separately executed Master Services Agreement (MSA). If there is a conflict between these Terms and an MSA signed by both parties, the MSA will prevail.

1. The Service

Syncast provides an AI-native sales insights platform that connects to your systems (such as Microsoft 365) to automatically capture customer-related communications and activities (e.g. emails, calendar events, contacts and related metadata) and turn them into structured sales data, pipelines, and insights for your internal business use.

We may update or improve the Service from time to time, including adding or removing features, provided we do not materially reduce the core functionality of any paid plan during an active subscription term.

2. Eligibility and Accounts

2.1 Business Use Only. The Service is intended for use by businesses and organizations, not consumers. By using the Service, you represent that you are using it for business purposes.

2.2 Account Registration. To use the Service, you must create an account and provide accurate, complete information. You agree to keep your account information up to date.

2.3 Credentials. You are responsible for maintaining the confidentiality of your login credentials and for any activity occurring under your account. You must promptly notify us of any unauthorized access or suspected security breach.

2.4 Authorized Users. You may allow your employees and contractors to use the Service on your behalf (“Authorized Users”). You are responsible for their use of the Service and for ensuring they comply with these Terms.

3. Subscriptions, Trials and Billing

3.1 Subscriptions. Access to the Service is provided on a subscription basis as described on our pricing page or in an applicable order or MSA (“Subscription”).

3.2 Fees. You agree to pay all fees for the Subscription you select, typically on a per-user, per-period basis. Prices are stated exclusive of any taxes, which may be added as required by law.

3.3 Invoicing & Payment. Unless otherwise agreed:

• Fees are billed in advance of the applicable subscription period; and

• Payment is due within 30 days of invoice date or immediately by card/online payment if using self-serve billing.

3.4 Automatic Renewal. Unless otherwise stated in the order or plan details, Subscriptions automatically renew for the same term at the then-current rates. You may cancel renewal by following the instructions in your account settings or by giving us written notice at least 30 days before the end of the current term.

3.5 Trials and Beta Features.

• We may offer free trials or beta features at our discretion.

• Trials and beta features are provided “as is”, may be modified or discontinued at any time, and may be subject to additional terms.

• We may limit the duration, user count, or data volume for such access.

3.6 Late Payment & Suspension. If any undisputed amount is overdue, we may:

• charge interest at the lower of 1.5% per month or the maximum permitted by law; and/or

• suspend or limit your access to the Service after providing prior notice and a reasonable opportunity to cure.

4. Your Use of the Service

4.1 License. Subject to these Terms and payment of applicable fees, we grant you a non-exclusive, non-transferable, non-sublicensable right for your Authorized Users to access and use the Service during your Subscription term for your internal business purposes.

4.2 Acceptable Use. You must not (and must not allow others to):

• use the Service in violation of any law or regulation;

• upload or process content that is unlawful, harmful, or infringes the rights of others;

• access or attempt to access other customers’ data;

• interfere with or disrupt the integrity or performance of the Service;

• bypass or attempt to bypass any security or access control measures;

• reverse engineer, decompile, disassemble, or attempt to derive source code from the Service;

• use the Service to build a competing product or service.

4.3 Customer Systems and Integrations. You are responsible for:

• configuring and maintaining your own systems (e.g. Microsoft 365 tenant, CRMs, SSO providers);

• ensuring you have all necessary rights and consents to connect those systems to the Service and to allow us to access and process data from them.

4.4 Sensitive Data. The Service is not designed for special categories of personal data (e.g. health, biometric, religious, political, or criminal records). You agree not to intentionally submit such data to the Service, and we have no responsibility for any such data submitted in violation of this Section.

5. Customer Data and Privacy

5.1 Customer Data. “Customer Data” means any data, content or information that you or your Authorized Users provide to the Service or that the Service ingests from your connected systems, including emails, calendar entries, contacts, deal data, and related metadata.

5.2 Ownership. As between you and Syncast, you retain all rights, title, and interest in and to Customer Data. We do not claim ownership of your Customer Data.

5.3 Use of Customer Data. You grant us a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit, and use Customer Data:

• to provide, secure, maintain, and support the Service;

• to prevent or address technical, security, or support issues;

• to comply with law; and

• to develop and improve the Service (including AI models) in an aggregated and/or de-identified form that does not identify you or any individual.

5.4 Data Protection (GDPR). To the extent we process personal data on your behalf under applicable data protection laws (such as the GDPR), the parties’ roles and obligations are set out in our Data Processing Agreement (DPA), which forms part of these Terms where applicable.

5.5 Privacy Policy. Our Privacy Policy explains how we collect, use, and disclose information in connection with the Service. By using the Service, you agree to our Privacy Policy as updated from time to time.

5.6 Data Export & Retention. During your Subscription, you may export certain Customer Data via the Service’s available features or via reasonable written request. After termination, we will delete or anonymize Customer Data in accordance with our retention policies, subject to any legal requirements to retain certain data.

6. Third-Party Services

The Service may enable you to integrate or interact with third-party services (e.g. Microsoft 365, CRM platforms, email providers).

• Your use of any third-party service is governed solely by that provider’s terms and policies.

• We are not responsible for the actions, data handling, or availability of third-party services.

• We may access and process data from such services as directed by you in order to provide the Service.

7. Intellectual Property

7.1 Our IP. All rights, title, and interest in and to the Service, including its software, user interface, design, algorithms, models, documentation, and any improvements or derivative works (“Syncast IP”) are owned by Syncast and/or its licensors. No rights are granted to you except as expressly stated in these Terms.

7.2 Feedback. If you provide feedback, suggestions, or ideas about the Service (“Feedback”), you agree that we may use, modify, and incorporate such Feedback without restriction or any obligation to you.

8. Confidentiality

8.1 Confidential Information. “Confidential Information” means non-public information disclosed by one party to the other that is designated as confidential or that should reasonably be understood to be confidential, including Customer Data, product roadmaps, security information, and pricing.

8.2 Obligations. Each party will:

• use the other party’s Confidential Information only to perform its obligations or exercise its rights under these Terms; and

• protect such information with at least the same degree of care it uses for its own similar information, and in any event with reasonable care.

8.3 Exclusions. Confidential Information does not include information that:

• is or becomes publicly available through no breach of these Terms;

• was lawfully known to the receiving party without confidentiality obligations;

• is received from a third party without breach of any other obligation; or

• is independently developed without use of the disclosing party’s Confidential Information.

8.4 Compelled Disclosure. A party may disclose Confidential Information if required by law or court order, provided it (where legally permitted) gives prior notice to the other party and cooperates to limit disclosure.

9. Security

We implement commercially reasonable technical and organizational measures designed to protect Customer Data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure, or access. More details are available in our Security Whitepaper and related documentation.

You are responsible for implementing appropriate safeguards in your own environment (e.g. device security, user training, proper configuration of integrations and identity providers).

10. Service Levels and Support

If a separate Service Level Agreement (SLA) forms part of your Subscription, we will provide uptime commitments, support response targets, and any applicable service credits as described in that SLA.

For all customers, we offer a standard level of support via email or in-app channels during business hours, as described on our website or in your order.

11. Term, Termination, and Suspension

11.1 Term. These Terms take effect when you first accept them or use the Service and continue for as long as you have an active Subscription or continue using the Service.

11.2 Termination by You. You may terminate your Subscription at the end of the current term by following the cancellation instructions in your account or notifying us in writing as specified in your plan or order.

11.3 Termination for Cause. Either party may terminate these Terms (and any active Subscription):

• if the other party materially breaches these Terms and fails to cure such breach within 30 days of written notice; or

• immediately if the other party becomes insolvent or is subject to bankruptcy or similar proceedings.

11.4 Suspension. We may temporarily suspend or limit your access to the Service if:

• you fail to pay undisputed fees after notice;

• your use of the Service poses a security risk, violates law, or could negatively impact the Service or other customers; or

• you violate these Terms.

We will use reasonable efforts to limit suspension to what is necessary and to notify you of the reasons.

11.5 Effect of Termination. Upon termination:

• your right to use the Service ends;

• you must stop using the Service and any Syncast IP;

• we will delete or anonymize Customer Data in accordance with Section 5.6 and our policies; and

• any fees owed up to the effective date of termination remain payable.

12. Disclaimers

Except as expressly stated in these Terms or in an applicable MSA:

• The Service is provided “as is” and “as available”.

• We do not warrant that the Service will be uninterrupted, error-free, or free of harmful components, or that it will meet your specific requirements or produce any particular business outcome.

• We disclaim all other warranties, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

13. Limitation of Liability

To the maximum extent permitted by law:

13.1 Excluded Damages. Neither party will be liable for any:

• loss of profits, revenue, or business;

• loss or corruption of data;

• loss of goodwill; or

• indirect, consequential, incidental, special, or punitive damages,

even if advised of the possibility of such damages.

13.2 Cap. Each party’s total aggregate liability arising out of or related to these Terms (whether in contract, tort, or otherwise) will not exceed the amount of fees you paid to Syncast for the Service in the 12 months immediately prior to the event giving rise to the claim.

13.3 Exceptions. The limitations in this Section do not apply to:

• your payment obligations;

• either party’s liability for unauthorized use or disclosure of the other party’s Confidential Information; or

• any liability that cannot be excluded or limited under applicable law.

14. Indemnification

14.1 By Syncast. We will defend you against any third-party claim alleging that your authorized use of the Service infringes that third party’s intellectual property rights, and we will pay any damages and costs finally awarded against you (or agreed in settlement) that result from such claim. We will not have obligations to the extent the claim arises from:

• your Customer Data;

• your use of the Service in breach of these Terms;

• modifications to the Service not made by us; or

• combination of the Service with items not provided by us.

If such a claim arises, we may, at our option and expense:

• modify or replace the Service to make it non-infringing;

• obtain rights for you to continue using it; or

• terminate your Subscription for the affected Service and refund any prepaid, unused fees.

14.2 By You. You will defend us against any third-party claim arising from:

• your Customer Data; or

• your or your Authorized Users’ use of the Service in violation of law or these Terms,

and you will pay any damages and costs finally awarded against us (or agreed in settlement) that result from such claim.

14.3 Procedure. The indemnified party must:

• promptly notify the indemnifying party of the claim;

• allow the indemnifying party sole control of the defense and settlement; and

• provide reasonable assistance (at the indemnifying party’s expense).

15. Changes to These Terms or the Service

We may update these Terms from time to time. If we make material changes, we will provide notice by email, in-app notification, or by posting an updated version with a new “Last updated” date.

If you continue to use the Service after the updated Terms become effective, you are deemed to have accepted them. If you do not agree to the changes, you must stop using the Service and may terminate your Subscription as described above.

16. Governing Law and Dispute Resolution

These Terms are governed by the laws of Denmark, without regard to its conflict-of-laws rules. Any disputes arising out of or relating to these Terms or the Service will be subject to the exclusive jurisdiction of the courts of Copenhagen, Denmark, and each party consents to such jurisdiction and venue.

If required by applicable law, mandatory consumer protection rules or other mandatory jurisdictional rules may apply instead for certain categories of users – however, as noted above, the Service is intended for business use.

17. Miscellaneous

• Entire Agreement. These Terms, together with any applicable orders, MSA, DPA, SLA, and referenced policies, constitute the entire agreement between you and Syncast regarding the Service.

• Assignment. You may not assign or transfer these Terms without our prior written consent, except in connection with a merger, acquisition, or sale of substantially all of your assets. We may assign or transfer these Terms without restriction.

• Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect.

• No Waiver. Our failure to enforce a provision is not a waiver of our right to enforce it later.

• Independent Contractors. The parties are independent contractors; these Terms do not create a partnership, joint venture, or employment relationship.

• Notices. Legal notices to Syncast must be sent to hello@syncast.io. We may provide notices to you via email, in-app messages, or by posting to our website.

18. Contact

If you have any questions about these Terms or the Service, please contact us at:

Email: hello@syncast.io
Address: Farvergade 17, 1463 Copenhagen