End User License Agreement

Last updated June 11, 2026

This End User License Agreement ("Agreement") is entered into between Support Platform LLC ("Support Platform," "we," "us," or "our"), the operating affiliate of Guild Capital Management LLC ("Guild Capital"), and the individual or entity accessing or using the Platform (the "Customer" or "you"). By accessing, installing, or using the Platform you agree to be bound by this Agreement. If you do not agree, do not access or use the Platform.

01. Definitions

"Platform" means the portfolio analytics and reporting application operated by Support Platform LLC on behalf of Guild Capital and its portfolio companies, including any dashboards, reports, application programming interfaces, documentation, and related services made available to Authorized Users.

"Authorized User" means an individual employee, contractor, or agent of a Customer who is authorized by the Customer to access the Platform using credentials issued or approved by Support Platform.

"Customer Data" means the data, content, and information that Customer or its Authorized Users submit to the Platform, or that the Platform retrieves from Connected Services on Customer's behalf with Customer's authorization.

"Connected Services" means third party advertising and analytics platforms (including, without limitation, Amazon Ads, Meta, TikTok, and Google Ads) from which the Platform retrieves data through authorizations the Customer grants.

02. License Grant

Subject to this Agreement, Support Platform grants Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform during the Term solely for Customer's internal business purposes and solely for the review and analysis of Customer's own advertising performance, marketing activity, and related business metrics.

03. Authorized Users

Customer may permit Authorized Users to access the Platform on Customer's behalf. Customer is responsible for (a) the acts and omissions of each Authorized User as if they were Customer's own, (b) keeping all credentials confidential, (c) promptly disabling credentials when an Authorized User leaves Customer's organization or no longer requires access, and (d) ensuring each Authorized User complies with this Agreement.

04. Customer Data

As between the parties, Customer owns all right, title, and interest in and to Customer Data. Customer grants Support Platform a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit, and display Customer Data solely as necessary to provide the Platform and as otherwise permitted under this Agreement. Support Platform may use aggregated and de-identified data derived from Customer Data to operate, improve, and analyze the Platform, provided that such data does not identify Customer or any individual.

Customer represents that it has all rights and authorizations necessary to provide Customer Data to the Platform and to authorize Support Platform to retrieve data from Connected Services on Customer's behalf.

05. Connected Services

The Platform retrieves data from Connected Services under authorizations the Customer grants. Connected Services are provided by independent third parties under their own terms and conditions. Support Platform does not control Connected Services and is not responsible for their availability, accuracy, or any change, restriction, or termination of access imposed by a Connected Service. Customer's use of any Connected Service is governed by that provider's own terms.

06. Restrictions

Customer shall not, and shall not permit any Authorized User or third party to:

  • copy, modify, translate, or create derivative works of the Platform, except as expressly permitted by this Agreement;
  • reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, architecture, or underlying ideas of the Platform, except to the extent this restriction is prohibited by applicable law;
  • sell, rent, lease, sublicense, distribute, time-share, or otherwise make the Platform available to any third party that is not an Authorized User;
  • use the Platform to build a competing product or service, or to benchmark for that purpose;
  • remove or obscure any proprietary notices, branding, or other identifying marks of Support Platform, Guild Capital, or any third party;
  • scrape, crawl, or use automated means to access the Platform other than through APIs expressly provided by Support Platform;
  • interfere with or disrupt the Platform, attempt to gain unauthorized access to any portion of the Platform, or probe, scan, or test the vulnerability of the Platform without prior written authorization;
  • use the Platform in violation of any applicable law, regulation, or third party right, including the terms of any Connected Service.

07. Intellectual Property

The Platform, including all software, content, designs, and trademarks contained therein, and all improvements, derivative works, and modifications thereof, are and shall remain the exclusive property of Support Platform and its licensors. No rights are granted to Customer except as expressly set forth in this Agreement. Customer may from time to time provide feedback, suggestions, or ideas relating to the Platform; Customer grants Support Platform a perpetual, irrevocable, royalty-free license to use such feedback for any purpose without obligation to Customer.

08. Confidentiality

Each party may receive non-public information of the other party ("Confidential Information") in connection with this Agreement. The receiving party shall (a) use the disclosing party's Confidential Information solely for purposes of this Agreement, (b) protect such Confidential Information using at least the same degree of care it uses for its own confidential information of like importance, and (c) not disclose Confidential Information to any third party except to its employees, contractors, and advisors who have a need to know and are bound by confidentiality obligations no less protective than those in this Agreement.

09. Security

Support Platform implements administrative, technical, and physical safeguards designed to protect the Platform and Customer Data. No method of transmission over the internet or method of electronic storage is fully secure, and Support Platform cannot guarantee the absolute security of any information transmitted to or from the Platform. Customer is responsible for maintaining the security of its credentials and for any activity occurring under its account.

10. Term and Termination

This Agreement begins on the date Customer first accesses the Platform and continues for so long as Customer is authorized by Guild Capital or its portfolio program to use the Platform (the "Term"). Either party may terminate this Agreement for material breach by the other party that remains uncured thirty (30) days after written notice. Support Platform may suspend or terminate access immediately if it reasonably believes continued access poses a security, legal, or compliance risk, or if a Connected Service revokes or restricts the authorizations under which the Platform operates. Upon termination, Customer shall cease all use of the Platform. Sections relating to Customer Data ownership, restrictions, intellectual property, confidentiality, disclaimers, limitation of liability, and governing law shall survive termination.

11. Disclaimer Of Warranties

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. SUPPORT PLATFORM DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR FREE, ACCURATE, OR COMPLETE. SUPPORT PLATFORM DOES NOT WARRANT THE PERFORMANCE OR AVAILABILITY OF ANY CONNECTED SERVICE.

12. Limitation Of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SUPPORT PLATFORM, GUILD CAPITAL, OR THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF SUPPORT PLATFORM AND ITS AFFILIATES UNDER THIS AGREEMENT SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100). THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE FORM OF ACTION AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES.

13. Indemnification

Customer shall defend, indemnify, and hold harmless Support Platform, Guild Capital, and their respective affiliates, officers, directors, employees, and agents from and against any third party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to (a) Customer's or any Authorized User's use of the Platform in violation of this Agreement, (b) Customer Data, or (c) Customer's violation of any applicable law, regulation, or third party right.

14. Modifications

Support Platform may modify this Agreement from time to time by posting an updated version with a new "Last updated" date. Material changes will be communicated through the Platform or by email to a Customer administrator. Customer's continued use of the Platform after the effective date of a modification constitutes acceptance of the modified terms.

15. Governing Law And Disputes

This Agreement is governed by the laws of the State of Delaware, without regard to its conflict of laws principles. Any action arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in New Castle County, Delaware, and the parties consent to the personal jurisdiction of and venue in such courts. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

16. General

This Agreement, together with any policies referenced herein, constitutes the entire agreement between the parties with respect to the Platform and supersedes all prior or contemporaneous understandings on this subject. Customer may not assign this Agreement, in whole or in part, without Support Platform's prior written consent; Support Platform may assign this Agreement freely. If any provision of this Agreement is held to be unenforceable, the remaining provisions shall remain in full force and effect. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term. The parties are independent contractors; nothing in this Agreement creates any partnership, joint venture, agency, or employment relationship.

17. Contact

Questions regarding this Agreement may be directed to Support Platform LLC at legal@guildcap.com.