By accessing or using the ModusCPG platform, including the web application at app.moduscpg.com, the mobile application, and related services (collectively, the “Services”), you agree to be bound by these Terms of Service (“Terms”). If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

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

ModusCPG is an enterprise platform for consumer packaged goods (CPG) companies, providing demand forecasting, trade management, supply chain planning, order management, deduction management, and AI-powered business assistance. The Services include web and mobile applications, APIs, and related tools.

To use the Services, you must create an account or be provisioned one by your organization administrator. You agree to:

• Provide accurate and complete registration information
• Maintain the security of your account credentials
• Promptly notify us of any unauthorized access to your account
• Accept responsibility for all activity under your account

We reserve the right to suspend or terminate accounts that violate these Terms or that we reasonably believe have been compromised.

You agree not to:

• Use the Services for any unlawful purpose
• Attempt to gain unauthorized access to the Services or other users' data
• Interfere with or disrupt the integrity or performance of the Services
• Reverse engineer, decompile, or disassemble any aspect of the Services
• Use the Services to transmit malicious code or content
• Share your account credentials with unauthorized individuals
• Use automated tools to scrape, extract, or collect data from the Services beyond what the platform provides
• Attempt to access another tenant's data or circumvent multi-tenant isolation

You retain ownership of all data you input into the Services (“Your Data”). By using the Services, you grant us a limited license to process, store, and display Your Data solely to provide the Services to you.

We will not access Your Data except as necessary to provide the Services, prevent or address technical issues, respond to your support requests, or as required by law.

Your Data is logically isolated within our multi-tenant architecture. Other tenants cannot access Your Data, and we do not aggregate Your Data across tenants for any purpose other than anonymized, aggregate service improvement.

The Services include AI-powered features (collectively, “Mo-Pilot”) that provide forecasting assistance, recommendations, and conversational interaction. You acknowledge that:

• AI-generated outputs are recommendations and should be reviewed before acting on them
• We do not guarantee the accuracy or completeness of AI-generated content
• Your interactions with Mo-Pilot may be processed by third-party AI providers (Anthropic, OpenAI) under enterprise terms that prohibit using your data for model training
• You should not share sensitive personal information (Social Security numbers, credit card details) in AI conversations

The Services, including all software, designs, text, graphics, and other content provided by ModusCPG, are protected by intellectual property laws and are owned by Modus Planning, Inc. or its licensors.

We grant you a limited, non-exclusive, non-transferable license to use the Services for your internal business purposes during the term of your subscription.

You may not copy, modify, distribute, sell, or lease any part of the Services, nor may you reverse engineer or attempt to extract the source code.

We strive to maintain high availability of the Services but do not guarantee uninterrupted access. The Services may be temporarily unavailable due to maintenance, updates, or circumstances beyond our control.

We will make commercially reasonable efforts to provide advance notice of planned maintenance that may affect availability.

Access to the Services requires a paid subscription as agreed in your order form or subscription agreement. Payment terms, pricing, and billing cycles are as specified in your subscription agreement. Fees are non-refundable except as expressly stated in your agreement.

Either party may terminate the subscription as specified in the applicable agreement. We may suspend or terminate your access immediately if you materially breach these Terms.

Upon termination, we will make Your Data available for export for a period of 30 days. After that period, we may delete Your Data in accordance with our data retention policy.

To the maximum extent permitted by law, ModusCPG and its affiliates, officers, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or business opportunities arising from your use of the Services.

Our total aggregate liability for any claims arising from these Terms or your use of the Services shall not exceed the amounts you paid to us in the twelve (12) months preceding the claim.

You agree to indemnify and hold harmless ModusCPG from any claims, damages, losses, or expenses (including reasonable legal fees) arising from your use of the Services, your violation of these Terms, or your violation of any third-party rights.

The Services are provided “as is” and “as available” without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the Services will be error-free, uninterrupted, or free of harmful components. Forecast projections, AI recommendations, and business insights provided by the Services are informational and should not be the sole basis for business decisions.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any disputes arising from these Terms shall be resolved in the state or federal courts located in Delaware.

We may update these Terms from time to time. We will notify you of material changes by posting the updated Terms on this page and updating the “Last Updated” date. Continued use of the Services after changes are posted constitutes acceptance of the updated Terms.

If you have questions about these Terms, contact us at: