PLEASE READ THIS AGREEMENT BEFORE USING GROWTH DYNAMICS, LLC’S SERVICES OR WEB LINGUIST SOFTWARE. BY ACCESSING OR USING WEB LINGUIST, YOU (“Client”) SIGNIFY ACCEPTANCE OF AND AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT ACCESS OR USE THE SOFTWARE OR SERVICES. IF THE PARTIES HAVE A FULLY EXECUTED AGREEMENT THAT EXPRESSLY GOVERNS GROWTH DYNAMICS, LLC’S WEB LINGUIST SOFTWARE LICENSE OR SERVICE, SUCH AGREEMENT SHALL SUPERSEDE THIS AGREEMENT.

This License Agreement (“Agreement”) is entered into between Client and Growth Dynamics, LLC, an Oregon corporation, with its principal place of business at 207 E 5th Ave, Suite 240, Eugene, Oregon 97401. Growth Dynamics, LLC and Client agree that the following terms and conditions will apply to the services provided under this Agreement and Orders placed thereunder.

1. Definitions

• Product refers to Growth Dynamics, LLC’s Web Linguist software, which includes all paid versions and any associated updates, features, enhancements, or services provided under this Agreement. The Product encompasses any tools, integrations, or additional functionalities offered within Web Linguist.
• Effective Date is the date the Client first accesses or uses the Product, accepts this Agreement (e.g. by clicking to accept), or makes payment for the Product, whichever occurs first.
• Dashboard means a secure area on the Growth Dynamics, LLC website where the Client can manage Web Linguist, including user accounts, payment methods, subscription details, and configuration settings.
• Toolbar refers to any interface or component integrated within the Client’s website through the Product.

2. Licensing of Product
   2.1. Grant of License. Subject to the terms of this Agreement, Growth Dynamics, LLC hereby grants to Client, during the term of this Agreement, a nontransferable, nonexclusive license to access and use the Product pursuant to the terms herein. The Product is licensed, not sold. The Product is protected by United States and international copyright laws and treaties, as well as by other intellectual property laws and treaties. Client will not attempt to, and will not permit its users or any other third party to attempt to, (a) alter, modify, improve, reverse engineer, disassemble, or decompile the Product; or (b) interfere in any manner with the hosting of the Product. Growth Dynamics, LLC grants Client the right to sublicense to Client’s end users during the term of this licensing agreement pursuant to the terms of this agreement.

2.2. Ownership. All right, title, and interest in the Product, including any updates or revisions to the Product, is and will remain the sole and exclusive property of Growth Dynamics, LLC, its licensors, and their successors and assigns. Other than the limited license explicitly set forth in this Agreement, no interest in or rights or licenses to the Product are granted to Client, and no interest in or rights or licenses to the Product will inure in or accrue to Client, whether by implication, estoppel, or otherwise.

2.3. Automatic Software Updates. Client acknowledges and agrees that the Product is a cloud-based software that may undergo automatic updates, including modifications, feature enhancements, or fixes, which may be implemented without prior notice. Growth Dynamics, LLC will make reasonable efforts to ensure updates are seamless; however, such updates may, from time to time, temporarily impact availability or functionality.

3. Confidentiality and Limitations on Use
   3.1. Confidentiality of Proprietary Information. The Product, along with any documentation, updates, or other proprietary information provided by Growth Dynamics, LLC, constitutes trade secrets and confidential information of Growth Dynamics, LLC and its licensors (“Confidential Information”). Client agrees to maintain the confidentiality of this Confidential Information and to use it solely for internal business purposes and in accordance with the terms of this Agreement. Client shall take reasonable measures to prevent unauthorized disclosure or use of Confidential Information and agrees not to disclose such information to any third parties without Growth Dynamics, LLC’s prior written consent.

3.2. Non-Disclosure Requirement. Client agrees that it will not share, disclose, or otherwise make the Confidential Information available to any third party without Growth Dynamics, LLC’s express written permission, except as required by law. Client shall ensure that any employees or authorized agents permitted access to the Confidential Information are bound by confidentiality obligations at least as restrictive as those set forth in this Agreement.

3.3. Limitations on Use. Client may not, under any circumstances:

• Copy the Product or any related materials;
• Sublicense, rent, lease, lend, distribute, modify, adapt, translate, reverse engineer, decompile, disassemble, or prepare derivative works based on the Product, except as expressly set forth in this Agreement;
• Use or allow use of the Product after the termination or expiration of this Agreement (except pursuant to another valid license);
• Access, attempt to access, decrypt, use, or disclose the Product’s source code;
• Remove or alter any copyright or other proprietary rights notices included in or affixed to the Product.

3.4. Survival of Confidentiality Obligations. The confidentiality obligations set forth in this Section shall survive the termination or expiration of this Agreement.

4. Term and Termination
   4.1. Term. This Agreement will commence on the Effective Date and will continue until terminated as provided herein. Web Linguist can be licensed on a monthly or annual basis, with terms determined by the purchase agreement for the period purchased.

4.2. Termination for Convenience. Either party may terminate a paid license at any time for convenience upon providing thirty (30) days’ written notice to the other party. If Client terminates, no refunds will be issued for any fees already paid.

4.3. Termination for Cause and Revocation of License. Growth Dynamics, LLC may revoke or terminate any license immediately if:

• (a) Client materially breaches any provision of this Agreement, engages in unauthorized, improper, or illegal use of the Product, or violates applicable laws or regulations;
• (b) Growth Dynamics, LLC, in its sole discretion, determines that continuing to provide a license to Client may negatively impact its reputation, goodwill, or business interests due to Client’s conduct, affiliations, or use of the Product.
  If a breach is curable, Client will have thirty (30) days to cure the breach after receiving written notice.

4.4. Effect of Termination. Upon termination or revocation of this Agreement for any reason, Client shall immediately cease all access to and use of the Product.

5. Limited Warranty
   5.1. Performance of Software. Growth Dynamics, LLC warrants that from the Effective Date, the Product, when properly installed, will perform substantially in accordance with the corresponding documentation. This limited warranty is void if failure of the Product results from abuse, misuse, modification, or improper installation.

5.2. Exclusive Remedies. Growth Dynamics, LLC’s entire liability and Client’s exclusive remedy for any breach of the foregoing warranty will be, at Growth Dynamics, LLC’s discretion, either (a) repair or assistance with troubleshooting and resolution of proper performance of the Product, or (b) cancellation of the Product with a refund of the last billing cycle’s fees paid by Client.

5.3. Downtime, Compatibility, and Limitations. Growth Dynamics, LLC does not warrant that the Product will meet Client’s specific requirements or that operation of the Product will be uninterrupted or error-free. Growth Dynamics, LLC is not responsible for problems caused by changes in, or modifications to, the operating characteristics of any website or web-based software for which the Product is procured, nor is it responsible for issues arising from using the Product with an incompatible website or third-party software. The Product may experience rare instances of downtime or bugs, which is typical for any software. If Client experiences downtime or a bug, Client should alert the support team at service@weblinguist.ai, and Growth Dynamics, LLC will act in good faith to resolve the issue within a reasonable time frame.

5.4. Limitation of Damages. The liability of Growth Dynamics, LLC and its licensors for defective software is limited to Growth Dynamics, LLC’s obligations under the limited warranty set forth above. In no event will the liability of Growth Dynamics, LLC or its licensors for the use or inability to use the Product or for breach of this Agreement exceed the amount of the license fee for the Product to which the claim relates. To the maximum extent permitted by applicable law, in no event will Growth Dynamics, LLC or its licensors be liable to Client or any third party for lost or damaged data, substitute goods, lost profits, interruption of business, or any special, indirect, consequential, punitive, or incidental damages, however caused, whether based on contract, negligence, strict liability in tort, warranty, or any other legal theory. In no event will Growth Dynamics, LLC’s total liability to Client for all damages exceed the amount of one hundred dollars ($100.00). Client agrees that the foregoing limitations will apply even if the above-stated remedy fails its essential purpose.

6. Subscription Billing and Auto-Renewal
   6.1. Subscription Terms. Subscriptions are billed monthly or annually. Fees are based on the selected plan and usage limits as defined at web-linguist.com/pricing. By subscribing, Client agrees to pay the associated fees and applicable taxes.

6.2. Auto-Renewal. Subscriptions automatically renew at the end of each billing cycle unless cancelled by the Client at least three (3) days prior to renewal.

6.3. Payment Authorization. By providing payment information, Client authorizes Growth Dynamics, LLC to charge the designated payment method for all recurring fees.

7. Consent to Use Data
   7.1. Data Collection and Use. Client agrees that Growth Dynamics, LLC and its agents may collect and use technical and related information gathered as part of the support, maintenance, and improvement of the Product. This information may include, but is not limited to, data about usage patterns, technical diagnostics, and system configurations to facilitate the provision of updates, product support, and other services related to the Product. Growth Dynamics, LLC will use this data in a form that does not personally identify Client or its users.

7.2. Data Retention and Security. Growth Dynamics, LLC will retain collected data only as long as necessary to provide the Product, fulfill contractual obligations, and improve its services, in compliance with applicable laws. Growth Dynamics, LLC will implement commercially reasonable safeguards to protect collected data against unauthorized access or disclosure.

7.3. Aggregated and Anonymized Data. Growth Dynamics, LLC may aggregate and anonymize data collected from Client’s use of the Product to analyze trends, improve functionality, and support business development. Aggregated data will not contain any personal or identifiable information about Client or its users.

7.4. Client Data Rights. If applicable, Client may request access to, modification of, or deletion of data associated with its use of the Product, subject to Growth Dynamics, LLC’s data retention policies and applicable legal obligations.

8. Indemnification
   8.1. Indemnification by Client. Client shall indemnify, defend, and hold harmless Growth Dynamics, LLC, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys’ fees and litigation expenses) arising out of or related to (i) Client’s use of the Product in a manner inconsistent with this Agreement; (ii) any breach of this Agreement by Client; or (iii) any violation of applicable laws or regulations by Client.

8.2. Survival of Indemnification Obligations. The provisions of this section shall survive the termination or expiration of this Agreement with respect to any claims or liabilities accruing prior to such termination or expiration.

9. Relationship. The Parties acknowledge that this license does not establish any partnership, agency, or other relationship between the Parties.
10. Modification. No modification of this Agreement shall be valid unless it is in writing and is signed by all of the Parties.
11. Integration. This Agreement is the entire agreement of the Parties. There are no promises, terms, conditions, or obligations other than those contained in this Agreement. This Agreement shall supersede all prior communications, representations, and agreements, oral or written, of the Parties.
12. Interpretation. The paragraph headings are for the convenience of the reader only and are not intended to act as a limitation on the scope or meaning of the paragraphs themselves. This Agreement shall not be construed against the drafting party.
13. Severability. The invalidity of any term or provision of this Agreement shall not affect the validity of any other provision.
14. Waiver. Waiver by any Party of strict performance of any provision of this Agreement shall not be a waiver of or prejudice any party’s right to require strict performance of the same provision in the future or of any other provision.
15. Binding Effect. Subject to restrictions in this Agreement upon assignment, if any, this Agreement shall be binding on and inure to the benefit of the heirs, legal representatives, successors, and assigns of the Parties.
16. Governing Law, Jurisdiction, and Arbitration
    16.1. Governing Law. This Agreement is governed by and construed in accordance with the laws of the State of Oregon.

16.2. Jurisdiction and Venue. Any legal action or proceeding arising under this Agreement will be brought exclusively in the courts located in Lane County, Oregon, and the Parties hereby consent to the jurisdiction and venue therein.

16.3. Arbitration. Any claim or dispute arising out of or relating to this agreement, or to the interpretation or breach of this agreement, or to the existence, scope, or validity of this agreement, including tort claims, will be resolved by binding arbitration. Arbitration will be conducted by, through, and in accordance with the then effective arbitration rules of the Arbitration Service of Portland, Inc. (ASP). The arbitration will be held in Lane County, Oregon unless the parties mutually agree otherwise.

17. Modifications and Updates. Growth Dynamics, LLC reserves the right to modify or update the terms of this License Agreement at any time without prior notice. Continued use of the service following any changes constitutes acceptance of the revised terms.

Last Updated: 9/20/2025