These Terms of Service (the "Terms") are a binding agreement between LoopNPD ("LoopNPD," "we," "us," "our") and the organization or individual that creates an account ("Customer," "you," "your"). By accepting these Terms, creating an account, or using the LoopNPD web application and related services (the "Service"), you agree to them. If you accept on behalf of an organization, you confirm you are authorized to bind it.

The Service is for business and professional use. You confirm you are not using it primarily for personal, family, or household purposes.

Order of precedence. If documents conflict, this order applies: (1) a signed order form or enterprise agreement; (2) the plan terms shown at purchase; (3) these Terms; (4) policies we publish and incorporate by reference, such as our Privacy Policy (loopnpd.com/privacy), which forms part of these Terms.

• "Customer Data" means all data and content you or your Users submit to the Service, including formulations, ingredient lists and quantities, specifications, test and sensory results, documents, supplier relationships, project records, and AI prompts and outputs generated for you. Customer Data does not include Aggregated Data, Usage Data, or Account Contact Information.
• "Account Contact Information" means the name, email address, company name, and job title or role of you and your Users, as provided when creating or managing an account.
• "Usage Data" means technical and operational data about how the Service is used, such as feature usage, performance, and error logs.
• "Aggregated Data" means statistical information derived from the activity of many organizations, combined and de-identified under Section 8 so that it does not identify, and cannot reasonably be used to identify, any customer, User, formula, brand, product, or supplier.
• "Trend Reports" means industry-wide reports and data products built only from Aggregated Data and public sources, as described in Section 8.
• "User" means an individual you authorize to use the Service under your account.
• "AI Output" means content generated by the Service's AI features, including Millie.

LoopNPD is a software platform for food and consumer-goods product development, including formulation management, stage-gate project tracking, ingredient libraries, nutrition and labeling tools, a supplier directory, and an AI R&D co-pilot ("Millie"). Available features depend on your plan. We may improve, change, or retire features, but we will not materially reduce the core functionality of a paid plan during its current billing period.

Beta, trial, and free features are provided "as is," without any service commitment, and may be changed or withdrawn at any time. Our total liability for them is limited to US$1,000.

• Provide accurate registration details and keep them current.
• You are responsible for your Users, their credentials, and all activity under your account. Each seat is for one named User, and logins may not be shared.
• Users must be at least 18 years old, or the age of majority where they live.
• Your organization's owners and admins control membership, roles, and access. Pending invitations count toward your seat total. Removing a User detaches them from your organization; it does not delete the records they created.
• Tell us promptly at support@loopnpd.com if you suspect unauthorized access to your account.

• Free plan. The Free plan has usage limits shown in the Service. If your organization is over those limits after a trial or paid plan ends, we may make the account read-only. You can still view and export your data, but you cannot add new records until you are back within the limits or upgrade.
• Trials. Every new organization starts with a free 14-day trial of the Team plan — our highest self-serve plan — regardless of which plan you selected at sign-up. The trial begins when your organization is created and does not require a payment card. When the trial ends, your organization automatically moves to the Free plan (1 active product, 100 ingredients and 1 seat) unless you have added a payment method and chosen a paid plan. We will not charge you unless you add a payment method and choose a paid plan.
• Paid plans are billed in advance for each billing period through our payment processor, Stripe, and renew automatically for the same period until you cancel. By choosing a paid plan, you agree to automatic renewal.
• Seats. Seats are priced as shown at purchase. Seats you add are charged pro rata, and seats you remove are credited pro rata, from the day of the change. Both appear on your next invoice; a credit is not paid out as a refund.
• Founding rate. Founding-rate pricing is an introductory price for early customers. It is not locked: it can change like any other price, with at least 30 days' notice under "Price changes" below. A founding rate ends if the subscription lapses or is cancelled, or if you change plans.
• Price changes. We will give at least 30 days' notice of any price increase. The new price applies from your next billing period after that notice.
• Cancellation. You can cancel at any time from your account settings. Cancellation takes effect at the end of the current billing period, and you keep access until then.
• Refunds. Fees are non-refundable, except where the law requires otherwise or these Terms say so.
• Failed payments. If a payment fails, we will notify you and retry. If payment is still outstanding 14 days after that notice, we may downgrade or suspend the account.
• Taxes. Fees do not include taxes. You are responsible for sales tax, VAT, GST, and similar taxes, other than taxes on our net income.

• You own your Customer Data. We claim no ownership of your formulations, recipes, test results, documents, or other content.
• Our license to it. You grant us a limited, worldwide, non-exclusive license to host, copy, process, transmit, and display Customer Data only to provide, secure, and support the Service for you; to create Aggregated Data under Section 8; and as the law requires.
• What we never do with Customer Data: we do not sell or license it. We do not share it, in any form that identifies you, with any other customer, supplier, or third party, except the service providers we need to run the Service. We do not use it to train, fine-tune, or develop any artificial-intelligence model, and neither does our AI provider (see Section 9).
• Account Contact Information and marketing. Account Contact Information is not Customer Data. We may use it to send you service messages and to market LoopNPD's own products, including by sharing it, in hashed form where the platform supports it, with advertising platforms such as Meta, Google, LinkedIn, and Microsoft to show LoopNPD ads to you and similar audiences, to exclude existing users, and to measure ad performance. We never share the contents of your Customer Data for advertising. Each User can opt out of advertising use at any time, as explained in our Privacy Policy, and we obtain consent first where the law requires it.
• Isolation. Customer Data is logically separated by organization, and every query in the Service is scoped to your organization.
• Security. We maintain reasonable administrative, technical, and physical safeguards. Data is encrypted in transit and hosted on Google Cloud in the United States. If we become aware of a security breach affecting your Customer Data, we will notify you without undue delay.
• Export and deletion. You can export your data at any time, including while your account is read-only. After your account closes, you have 30 days to export it. After that we may delete it. Copies in routine backups are overwritten on their normal cycle, and we keep data the law requires us to keep. You can ask us to delete your data sooner by writing to support@loopnpd.com.

We may collect and use Usage Data to operate, maintain, secure, and improve the Service. Usage Data does not include the content of your formulations, recipes, or documents.

We may publish industry-wide Trend Reports, similar to the trend reports grocery retailers publish about their overall sales. These reports show what the product-development industry as a whole is working on, for example which flavor profiles, ingredient categories, claims, or product formats are being developed more or less often over time. They never describe any single company.

8.1 What we may do. We may combine and de-identify activity across the organizations that use the Service to create Aggregated Data. We may use Aggregated Data to create Trend Reports, and we may publish, distribute, license, and sell those reports, including to (a) customers on paid plans, as part of their subscription, and (b) third parties who buy a Trend Report on its own. We own Aggregated Data and Trend Reports. Aggregated Data is not Customer Data and is not your Confidential Information. Creating and distributing it under this Section is not a sale or disclosure of your Customer Data.

8.2 What is never included. A Trend Report will never contain or reveal:

• your organization's name, brand names, product names, or Users;
• your supplier names, supplier relationships, or pricing;
• any individual formula, recipe, ingredient quantity or percentage, specification, process, or test or sensory result;
• your documents, notes, free text, or AI prompts and outputs;
• any ingredient cost, price, or commercial term.

8.3 Safeguards. Every Trend Report follows these rules:

• Minimum group size. Every published figure draws on at least 5 separate organizations. We suppress any category, region, or segment below that threshold, along with any related figure that would let it be worked out.
• No dominant contributor. No single organization accounts for more than 25% of any published figure.
• Trends only. Reports show directional and category-level trends, never formula-level detail.
• Time lag. Reports cover periods that ended at least one calendar quarter before publication.
• Broad segments. Geography and company size are reported only in broad bands.
• Human review. A person reviews each report against these rules before release, and we keep a written re-identification risk assessment that we review at least once a year.
• No raw extracts. We do not sell or share row-level or organization-level data. We release only finished aggregate reports and summary statistics.

8.4 No re-identification and no AI training. We commit to keeping Aggregated Data in de-identified form and not attempting to re-identify any organization or person from it. We do not use Aggregated Data to train AI models. Every Trend Report recipient is bound by the restrictions in Section 8.6.

8.5 Applies to every account. This Section applies to every organization that uses the Service, on every plan, from the date it accepts these Terms. Participation is part of the Service and is not optional. We may start, pause, or stop producing Trend Reports at any time, and this Section applies whether or not we are publishing them yet.

8.6 Terms for Trend Report recipients. Anyone who receives a Trend Report, whether a subscriber or a buyer of the report alone, gets a non-exclusive, non-transferable license to use it for their own internal business purposes. Recipients may quote short excerpts with attribution ("Source: LoopNPD Trend Report"). Recipients may not resell, republish, or redistribute a report beyond that. They may not attempt to re-identify any organization, or combine a report with other data to do so. They may not use a report to coordinate prices, output, or other competitive conduct, or to train AI models. Trend Reports are provided "as is" and are not investment, legal, regulatory, or professional advice. Our liability for a Trend Report is limited to the amount paid for it.

• AI Output is a starting point, not advice. AI Output can be inaccurate, incomplete, or out of date, and may cite sources that do not support it. Do not rely on any factual statement in AI Output without checking it independently, and validate every suggestion in your own lab before using it in a production formula.
• Ownership. As between you and us, you own your AI prompts and AI Output, which are part of your Customer Data. AI Output may not be unique, and other customers may receive similar output.
• Provider. Millie is powered by Anthropic's Claude models. We send the relevant parts of your Customer Data to Anthropic, as our service provider, only to generate your response. Under Anthropic's commercial terms, it does not train its models on that data. If your plan lets you connect your own Anthropic API key, those requests are also governed by your own agreement with Anthropic.
• Usage rules. You must comply with Anthropic's Usage Policy (anthropic.com/legal/aup), which forms part of these Terms. Do not submit data you are not allowed to share with an AI service provider.
• Limits. AI features may be metered or rate-limited, and may change as the underlying models change.

The Service includes tools for nutrition facts, labels, allergens, claims, meal-pattern crediting, costing, and regulatory reference. These tools help you do the work. They are not regulatory, legal, or food-safety advice, and they do not replace a qualified professional. Their results depend on ingredient data, including USDA FoodData Central, supplier data, and data you enter, which may be incomplete or wrong.

You alone are responsible for your products, formulas, labels, allergen declarations, claims, and food safety. You are also responsible for compliance with all applicable laws (including FDA, USDA, CFIA and Health Canada, and UK and EU rules) and for laboratory verification before sale. Never rely on the Service alone for allergen safety.

The reverse-engineer feature estimates a possible formulation from a product's publicly available label and ingredient information. Its results are estimates, not the product's actual formula. When you use it, you agree that you will:

• use only lawfully obtained, publicly available information;
• not use the feature, or any product developed with it, to infringe patents, trademarks, trade dress, or copyright, or to breach any contract or confidentiality obligation;
• not present any product as another company's product, or suggest an affiliation with another company.

This feature is excluded from our indemnity in Section 19, and you will indemnify us for any misuse of it.

Supplier and ingredient listings are provided for information only. We do not endorse, verify, or guarantee any supplier, listing, or ingredient. Any dealings between you and a supplier are solely between you and that supplier. Suppliers never see your formulas unless you choose to share them.

You will not, and will not allow anyone else to:

• upload content you do not have the rights to, or that infringes any right or breaks any law;
• reverse engineer, decompile, or copy the Service's software, or try to obtain its source code, except where the law allows it;
• get around usage limits, rate limits, seat limits, or security controls, or test the Service for vulnerabilities without our written permission;
• scrape the Service, bulk-extract data that is not your own Customer Data, or use the Service to build a competing product;
• resell or sublicense the Service;
• upload regulated sensitive data, such as protected health information or payment card numbers, or export-controlled technical data;
• misuse AI features in breach of Section 9;
• interfere with or disrupt the Service or its infrastructure.

The Service relies on third-party services and data sources, including Google Cloud, Clerk, Stripe, Mailgun, Anthropic, USDA FoodData Central, Europe PMC, and Open Food Facts. Your use of them may also be subject to their own terms. We are not responsible for third-party services or the accuracy of their data.

We and our licensors own the Service, including its software and design, Aggregated Data, Trend Reports, and the LoopNPD and Millie names and logos. During your subscription we grant you a limited, non-exclusive, non-transferable, revocable right to use the Service under these Terms. If you send us feedback, we may use it freely, with no obligation to you. We will not use your name or logo publicly without your permission.

Each party will protect the other's non-public information with reasonable care and use it only to perform under these Terms. Your Customer Data is your Confidential Information. Aggregated Data and Trend Reports created under Section 8 are not. Either party may seek an injunction to stop a breach of this Section.

• Suspension. We may suspend access for non-payment, a breach of Section 13, or a security or legal risk. We will give notice where practical, limit the suspension to what is necessary, and restore access promptly once the issue is resolved.
• Termination. You may cancel at any time (Section 5). Either party may terminate for a material breach that is not fixed within 30 days of notice. We may discontinue the Free plan with 60 days' notice.
• Effect. When these Terms end, your right to use the Service ends, and Section 6 governs export and deletion. Sections 2, 6, 8, 15, 16, and 18 to 23, and any unpaid fees, survive.

We warrant that paid plans will perform materially as described in our documentation. If they do not, your remedy is for us to fix the problem. If we cannot, you may terminate and receive a refund of prepaid fees for the unused period.

EXCEPT AS STATED ABOVE, THE SERVICE, AI OUTPUT, TREND REPORTS, AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL OTHER WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY OF ACCURACY OR UNINTERRUPTED SERVICE. WE DO NOT OFFER AN UPTIME COMMITMENT UNLESS ONE IS AGREED IN AN ORDER FORM.

• By us. We will defend you against third-party claims that the Service, as we provide it, infringes their intellectual property, and pay any resulting damages awarded or any settlement we agree to. This does not cover Customer Data, AI Output, the reverse-engineer feature, changes or combinations we did not make, or use in breach of these Terms. If a claim arises, we may obtain a license, modify the Service, or terminate and refund prepaid fees for the unused period.
• By you. You will defend us against third-party claims arising from your Customer Data; your products, labels, or claims; your misuse of the reverse-engineer or AI features; or your breach of Section 13, and pay any resulting damages.
• The party seeking protection must give prompt notice, let the other party control the defense, and cooperate reasonably.

NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR GOODWILL. EACH PARTY'S TOTAL LIABILITY IS LIMITED TO THE GREATER OF (A) THE FEES YOU PAID IN THE 12 MONTHS BEFORE THE CLAIM AROSE AND (B) US$100. FOR A BREACH OF SECTION 6 (SECURITY) OR SECTION 16 (CONFIDENTIALITY), THE LIMIT IS TWO TIMES THAT AMOUNT. THESE LIMITS DO NOT APPLY TO INDEMNITY OBLIGATIONS, YOUR PAYMENT OBLIGATIONS, FRAUD OR WILLFUL MISCONDUCT, OR LIABILITY THAT CANNOT BE LIMITED BY LAW.

We may update these Terms. We will give at least 30 days' notice of material changes, by email or in the Service, before they take effect. We will not apply a material expansion of how we use Customer Data to data collected before that change without your consent. If you continue to use the Service after a change takes effect, you accept the updated Terms. If you do not accept a change, you may cancel before it takes effect.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law rules. Before filing any claim, the parties will try in good faith to resolve the dispute informally for 30 days. After that, any dispute will be resolved exclusively in the state or federal courts located in New Castle County, Delaware, and both parties waive trial by jury. Either party may seek urgent injunctive relief in any competent court to protect its intellectual property or Confidential Information.

• Export and sanctions. You confirm that you are not a sanctioned or restricted party and that you will not use the Service in breach of export or sanctions laws.
• U.S. Government users. The Service is "commercial computer software" and is provided only under these Terms.
• Force majeure. Neither party is liable for delays caused by events beyond its reasonable control. This does not excuse payment obligations.
• Electronic communications. You agree that we may provide agreements, notices, and disclosures to you electronically.
• Copyright complaints. Send copyright notices to support@loopnpd.com.
• Assignment. You may not assign these Terms without our consent. Either party may assign them to a successor in a merger or sale of its business.
• Subcontractors. We may use subcontractors and service providers, and we remain responsible for them.
• Entire agreement, severability, and waiver. These Terms and the documents in Section 1 are the entire agreement. If any provision is unenforceable, the rest remains in effect. Failing to enforce a provision is not a waiver of it.
• Notices. Legal notices to us must be sent to support@loopnpd.com. We send notices to the email address of your account's owner.

LoopNPD ("LoopNPD," "we," "us") operates the LoopNPD product-development platform at app.loopnpd.com and the website at loopnpd.com. This Policy applies to both. Questions and requests go to support@loopnpd.com. Words defined in our Terms of Service, such as "Customer Data," have the same meaning here.

• Account and contact information: your name, email address, company name, job title or role, account type, team role, and sign-in details. Sign-in is handled by our authentication provider, Clerk, and we never see your password.
• Demo bookings and enquiries: the name, email, company, role, and message you give us when you book a demo or contact us.
• Billing information: plan, seats, and billing status. Card details are collected and stored by Stripe, not by us.
• Customer Data: the formulations, ingredients, documents, test results, and other content you put into the Service. How we handle it is set out in our Terms of Service, Sections 6 to 9.
• Usage and device information: pages and features used, approximate location derived from IP address, browser and device type, and error logs.
• Communications: emails and support messages you exchange with us.

• To provide the Service: creating and securing accounts, running features, including the AI co-pilot, and giving support.
• Billing through Stripe.
• Security and abuse prevention.
• Improving the Service, using usage information and de-identified, aggregated data, as described in Section 8 of our Terms of Service.
• Service communications, such as account, security, and billing emails. You cannot opt out of these while you have an account.
• Marketing and advertising of LoopNPD's own products, as described in Section 5.
• Legal compliance and enforcing our Terms.

For people in the UK and EU, our legal bases are: performing our contract with you; our legitimate interests in running, securing, and promoting our business; your consent, where the law requires it; and complying with the law.

• We never share the contents of your Customer Data (formulas, recipes, test results, documents, supplier relationships) with advertisers or ad platforms.
• We never use Customer Data, or your AI prompts and outputs, to train artificial-intelligence models.
• We never sell Customer Data.

We use account and contact information, meaning name, email address, company name, and job title, to market LoopNPD. This includes uploading that information to advertising platforms such as Meta (Facebook and Instagram), Google, LinkedIn, and Microsoft Advertising to:

• show LoopNPD ads to you and to people similar to our users ("custom," "matched," or "lookalike" audiences);
• avoid showing sign-up ads to people who already have an account;
• measure whether our ads work.

Email addresses are hashed (converted to a scrambled code) on our side or by the platform before matching. The platforms use the hashes only to match them against their own users, and delete unmatched hashes under their own terms. Our website and app may also use advertising pixels or tags from these platforms to measure visits and conversions. These tags load only on our public website and our sign-up, sign-in, onboarding, and demo-booking pages, never inside your workspace.

Under some US state laws, including California's, this counts as "sharing" personal information for cross-context behavioral advertising, and may count as a "sale." We do not receive money for it.

Your choice. You can opt out at any time by emailing support@loopnpd.com with the subject "Do Not Sell or Share My Personal Information." We will stop including your information in audiences we build or refresh after we process your request, which we will do within 15 business days. You can also control ads through each platform's ad settings. Opting out does not affect your account or the Service. You can also opt out in these ways:

• "Do Not Sell or Share" link. Use the "Do Not Sell or Share My Personal Information" link on our website or app. It turns off our advertising tags in that browser, on both loopnpd.com and app.loopnpd.com, for one year, by setting a cookie (lnpd_ads_optout). If you clear your cookies or switch browsers, use the link again.
• Global Privacy Control. If your browser sends a Global Privacy Control (GPC) signal, we treat it as a request to opt out of sale and sharing, and our advertising tags do not load.
• Email. The email request above also removes you from the audience lists we upload, which a browser setting cannot do on its own.

Where the law requires consent for this use, as it does for people in the UK and EU, we will ask for it first and will not use your information for advertising without it.

We share personal information only with:

• Service providers that run the Service for us, under contracts that limit their use of it: Google Cloud (hosting and database), Clerk (sign-in), Stripe (payments), Mailgun (email), Anthropic (the AI co-pilot), and Cloudflare (our website).
• Advertising platforms, as described in Section 5, limited to contact information.
• Your organization: its owners and admins can see members' names, emails, and roles.
• Legal and safety disclosures, when required by law or to protect rights and safety.
• A buyer or successor, if our business is merged or sold. They remain bound by this Policy.

We use cookies that are necessary for sign-in and security. We use analytics tools to understand how the Service is used, and may use the advertising pixels described in Section 5. You can block cookies in your browser, but sign-in requires the necessary ones. The opt-out cookie and Global Privacy Control are described in Section 5.

We keep account information while your account is open. After it closes, we delete or de-identify it within a reasonable period, except where we must keep it for legal, tax, or security reasons. Customer Data is kept as described in Section 6 of our Terms of Service. Demo-booking information is kept for up to 24 months after your last contact with us.

We use reasonable safeguards, including encryption in transit, access controls, and scoping every data query to your organization. No system is perfectly secure. If a breach affects your personal information, we will notify you as the law requires.

We are based in, and host data in, the United States. If you use the Service from another country, your information is transferred to the United States. Where the law requires it, we rely on appropriate safeguards, such as the European Commission's Standard Contractual Clauses.

Depending on where you live, you may have the right to access, correct, delete, or receive a copy of your personal information, and to object to or restrict certain uses, including advertising. In addition:

• California and other US states: you can know what we collect, delete or correct it, and opt out of "sale" or "sharing" for cross-context behavioral advertising (see Section 5). We will not discriminate against you for exercising these rights.
• UK and EU: you can withdraw consent at any time, and complain to your data protection authority.
• Canada: you can access and correct your information and withdraw consent, subject to legal limits.

To make a request, email support@loopnpd.com. We may need to verify your identity. You can use an authorized agent where the law allows it. If we deny your request, you may appeal by replying to our decision.

The Service is for business use by adults. We do not knowingly collect information from anyone under 18, and we do not knowingly sell or share their information.

We may update this Policy. If we make material changes, we will notify you by email or in the Service before they take effect. Contact: support@loopnpd.com.