Terms of Service

HIVE TERMS OF SERVICE

Last Updated: August 28, 2026

TERMS OF SERVICE

Acceptance of Agreement.

Hive Technology, Inc. (“Hive”) provides certain online and offline products and services (collectively, the “Platform”). These Terms of Service (“Agreement”) govern the access to and use of the Platform by the business customer accepting this Agreement (“Customer”). A person accepting this Agreement on Customer’s behalf represents that the person has authority to bind Customer. This Agreement becomes effective when Customer accepts it electronically, executes an Order Form that incorporates it, or first uses the Platform after receiving notice that this Agreement applies.

Order Form.

An “Order Form” is an order form, online order, checkout confirmation, or similar ordering document accepted by Customer and Hive that references this Agreement and identifies the applicable Platform subscription, fees, and other commercial terms. An Order Form may be accepted electronically. Each accepted Order Form is incorporated into this Agreement. If an Order Form conflicts with this Agreement, the Order Form will control for that Order Form, but only to the extent it expressly identifies the provision being overridden.

THE PLATFORM

Permitted Use & License.

Subject to Customer’s payment of applicable fees and compliance with this Agreement, Hive grants Customer and its Affiliates a non-exclusive, worldwide, non-transferable except as permitted under the Assignment Section, non-sublicensable right during the applicable subscription term to access and use the Platform identified in an Order Form for their internal business purposes. Customer may permit its and its Affiliates’ employees, contractors, consultants, and agents to use the Platform as authorized users, subject to the purchased scope of use and this Agreement. “Affiliate” means an entity that directly or indirectly controls, is controlled by, or is under common control with a party.

Updates.

Hive may update the Platform from time to time, but during a paid subscription term Hive will not materially decrease the Platform’s core functionality or overall security. Hive will provide advance notice of material adverse changes when reasonably practicable. If a change materially decreases core functionality or overall security and Hive does not restore substantially equivalent functionality or security within thirty (30) days after Customer’s written notice, Customer may terminate the affected Order Form for material breach and receive a prorated refund of prepaid, unused fees. Any material change to this Agreement will apply to paid subscriptions at the next renewal unless required earlier by applicable law or necessary to address a security risk; no mid-term change will materially reduce Customer’s rights without Customer’s written consent.

Registration.

Customer and its authorized users will provide accurate, current registration information and promptly update material changes. Any individual accepting this Agreement on behalf of Customer represents that the individual has authority to bind Customer. Customer will ensure that its authorized users meet the minimum age required by applicable law and are not prohibited from using the Platform under applicable law.

Access & Accounts.

Hive may update the manner of accessing the Platform from time to time. Access credentials are personal to each authorized user and may not be shared. Customer and its authorized users will safeguard credentials, use accurate identities, remain within the purchased scope of access, and promptly notify Hive of suspected unauthorized access.

Hive offers accounts to business entities. Customer controls its authorized users and administrators and is responsible for their compliance with this Agreement and for all activities of its authorized users, including their use of Customer’s account. Hive may rely on instructions from Customer’s designated administrators when administering the account.

Support.

Customer may contact Hive at support@hive.com. Support obligations, response times, and availability are governed by the applicable Order Form and any generally applicable support documentation identified to Customer at the start of the applicable subscription term. Hive may update that documentation during the term, but will not materially reduce included support without Customer’s written consent.

FEES & PAYMENT

Fees.

Customer will pay the fees stated in each Order Form. Fees are non-cancelable and non-refundable except as expressly provided in this Agreement or an Order Form. Upgrades and added paid features will be prorated for the remainder of the current billing period. Downgrades and seat reductions will take effect at the next renewal unless Hive agrees otherwise. Customer is responsible for exporting any Content that may be affected before a downgrade or seat reduction takes effect.

AI Add-on. Any input submitted to, and output returned by, an AI Add-on is Customer Content, and as between the parties Customer retains all right, title, and interest in that input and output to the extent permitted by applicable law. Usage limits, included consumption, and overage rates must be stated in the applicable Order Form or usage documentation furnished to Customer at the start of the applicable subscription term. Hive will not apply a rate increase during that term without Customer’s written consent or charge an overage at a rate that was not disclosed before the usage occurred. Customer is responsible for monitoring usage and will pay applicable overage fees based on actual usage at the disclosed rates. Hive may provide usage notifications as a convenience, but failure to provide a notification does not waive properly disclosed fees.

Renewals.

Unless an Order Form states otherwise, each subscription will automatically renew for the same period, not to exceed twelve (12) months. Either party may elect not to renew by providing notice at least thirty (30) days before the end of the current subscription term. Hive will provide at least forty-five (45) days’ written notice of any price increase that will apply at renewal. A downgrade includes moving to a lower-tier plan, reducing authorized users or seats, or removing paid add-ons or modules.

Taxes.

Fees are exclusive of applicable sales, use, value-added, goods and services, consumption, and similar transaction taxes. Customer is responsible for those taxes, except taxes based on Hive’s net income, property, or employees. Hive will itemize taxes separately on the applicable invoice. Hive will not charge a tax from which Customer is exempt after Customer provides reasonably satisfactory exemption documentation.

Payment.

Unless an Order Form states otherwise, subscription fees are invoiced in advance and due within thirty (30) days after the invoice date. Hive may suspend only the affected paid services for an undisputed overdue amount after giving Customer at least ten (10) days’ written notice and an opportunity to cure. Hive will promptly restore access after the overdue amount is paid.

Late-Processing Fee.

An undisputed overdue amount may accrue interest at one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law, whichever is lower. Customer must notify Hive promptly of a good-faith invoice dispute and pay all undisputed amounts when due.

CUSTOMER CONTENT

Ownership & License.

As between the parties, Customer and its licensors retain all right, title, and interest in and to Customer Content. Customer grants Hive and its authorized subprocessors a non-exclusive, worldwide, royalty-free right during the applicable subscription term and any limited backup-retention period to host, copy, process, transmit, display, and otherwise use Customer Content solely to provide, secure, support, and maintain the Platform; comply with applicable law; and follow Customer’s documented instructions. Hive will not sell Customer Content. “Customer Content” or “Content” means information, data, code, video, images, text, documents, and other materials submitted to the Platform by or for Customer.

Content Warranties.

Customer represents and warrants that it has the rights, notices, consents, and lawful basis necessary for Hive to process Content as permitted by this Agreement and that Customer’s submission and authorized use of Content will not violate applicable law or third-party intellectual property, privacy, or publicity rights. Customer is responsible for the accuracy, quality, and legality of Content and will not knowingly submit malicious code.

Prohibited Content & Behaviors.

Customer will not use the Platform to:

• publicly disclose benchmark or comparative assessment results that are materially misleading or omit information reasonably necessary to reproduce the assessment;

• upload, post, email, transmit, submit or otherwise make available any Content that is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, hateful, or racially, ethnically or otherwise objectionable;

• harm minors in any way;

• impersonate any person or entity, or falsely state or otherwise misrepresent an authorized user’s affiliation with a person or entity;

• disguise the origin of any Content transmitted through the Platform;

• upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail”, “spam”, or any other form of solicitation;

• act in a manner that negatively affects other users’ ability to use the Platform;

• interfere with or disrupt the Platform or servers or networks connected to the Platform, or disobey any requirements, procedures, policies or regulations of networks connected to the Platform;

• violate any applicable local, state, national or international law;

• provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to Section 219 of the Immigration and Nationality Act; or

• attempt to override or circumvent any of the usage rules embedded into the Platform.

Digital Millennium Copyright Act (“DMCA”) Notice.

Hive has no obligation to pre-screen Content. If Hive reasonably believes particular Content violates applicable law, this Agreement, or a third party’s rights, Hive may limit access to or remove only the affected Content. When legally and operationally practicable, Hive will first notify Customer and provide a reasonable opportunity to address the issue.

Hive respects the intellectual property rights of others and may suspend or terminate authorized users who repeatedly infringe those rights after appropriate notice and consistent with applicable law. A person who believes Content on the Platform infringes a copyright or other intellectual property right should provide Hive a written notice containing at least:

(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

(ii) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online website are covered by a single notification, a representative list of such works at that website;

(iii) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;

(iv) Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;

(v) A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

All DMCA notices should be sent to Hive’s designated agent as follows: DMCA Takedown Agent, dmca@hive.com.

Content Disclaimers.

Customer is responsible for Content submitted by or for Customer and for determining whether it is appropriate for Customer’s use. Hive does not endorse third-party or user-generated Content and is not responsible for its accuracy or legality. This disclaimer does not limit Hive’s obligations for Customer Content under the Confidentiality & Data Sections or Hive’s liability to the extent caused by Hive’s breach of this Agreement, gross negligence, or willful misconduct.

Legal Process.

Hive may access, preserve, or disclose account information and Content only to comply with valid legal process, enforce this Agreement, respond to Customer’s support requests, investigate credible threats to the Platform or others, or protect legal rights. Unless prohibited by law or an emergency, Hive will provide Customer prompt notice of a governmental or third-party request for Customer Content, reasonably cooperate with Customer’s efforts to seek protective treatment at Customer’s expense, and disclose only the information legally required.

HIVE INTELLECTUAL PROPERTY

Ownership.

Except for the limited rights expressly granted in this Agreement, Customer does not acquire any rights in or to the Platform. Hive and its licensors retain all right, title, and interest in and to the Platform and related documentation, source code, tools, scripts, processes, techniques, methodologies, inventions, know-how, database rights, copyrights, patents, trade secrets, and other intellectual property, including derivatives, enhancements, modifications, and improvements.

Feedback.

Customer grants Hive a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to use and incorporate any ideas, suggestions, or other feedback regarding the Platform (“Feedback”) into Hive’s products and services for any purpose without compensation or obligation, provided such use does not disclose Customer’s Confidential Information.

License Restrictions.

Except to the extent expressly permitted by this Agreement or applicable law, Customer will not: (i) sell, rent, sublicense, or provide the Platform as a standalone service to a third party; (ii) reverse engineer, decompile, or seek non-public source code or APIs; (iii) modify or create derivative works of the Platform; (iv) use the Platform to develop a substantially similar competing service through misuse of Hive’s Confidential Information; (v) bypass purchased usage limits or security controls; (vi) interfere with the Platform’s integrity or performance; (vii) access the Platform without authorization; (viii) remove proprietary notices; or (ix) use the Platform in violation of applicable law. These restrictions do not prohibit lawful interoperability, security testing authorized by Hive, or benchmarking consistent with the Prohibited Content & Behaviors Section. Hive may proportionately suspend affected access for a material violation that creates an urgent security or legal risk, with notice and an opportunity to cure when practicable, and will restore access promptly after the risk is resolved.

Third Party Materials.

Customer may choose to enable third-party products, services, integrations, websites, data, software, or open-source components made available for use with the Platform (“Third Party Materials”). Third Party Materials are governed by their providers’ terms, and Hive is not responsible for a third party’s acts, omissions, or use of Content that Customer authorizes the third party to access. Hive remains responsible for the Platform and for third-party components Hive incorporates into the Platform as part of Hive’s service.

Trademarks.

Each party retains all right, title, and interest in its names, logos, designs, and trademarks. Except as expressly permitted in the Publicity Section or approved in writing by the trademark owner, neither party may use the other party’s marks or imply sponsorship, endorsement, or affiliation. Any approved use must follow the owner’s reasonable brand guidelines and will inure to the owner’s benefit.

CONFIDENTIALITY & DATA

Confidentiality.

“Confidential Information” means non-public business, technical, financial, or other information disclosed by one party to the other that is marked confidential or should reasonably be understood as confidential given its nature and the circumstances of disclosure. Customer Content is Customer’s Confidential Information. The receiving party will use Confidential Information only to exercise rights and perform obligations under this Agreement, protect it using at least reasonable care, and disclose it only to representatives who need to know it and are bound by confidentiality obligations at least as protective as this Section. Confidential Information excludes information the receiving party can demonstrate was lawfully known without restriction, becomes public through no fault of the receiving party, is lawfully received from a third party without restriction, or is independently developed without use of the Confidential Information. Legally compelled disclosure is permitted subject to prompt notice when lawful, reasonable cooperation, and disclosure of only what is required. These obligations continue for five (5) years after disclosure, except for trade secrets and Customer Content, which remain protected for so long as they qualify as confidential under applicable law. Either party may seek appropriate equitable relief for an actual or threatened breach.

Data.

Hive may process account, billing, and service telemetry data to provide, secure, support, administer, and improve the Platform, comply with law, and operate its business in accordance with Hive’s Privacy Policy and applicable law. The Privacy Policy describes Hive’s privacy practices but does not modify this Agreement or reduce Hive’s contractual obligations. Hive will not use Customer Content, including AI Add-on input or output, to train a generalized Hive model or a third-party foundation model unless Customer expressly opts in in writing, and Hive will contractually prohibit its AI subprocessors from using Customer Content to develop, improve, or train their models. Hive may create and use aggregated or de-identified service data to analyze use of and develop, improve, secure, support, and operate Hive’s services, provided that the data does not identify Customer, an authorized user, or Customer-specific information, cannot reasonably be used to reconstruct Customer Content or re-identify them, and Hive does not attempt reconstruction or re-identification. Hive will not treat Customer Content as Hive-owned service data.

Platform Communications.

Hive may send service announcements, security notices, billing notices, and other transactional communications reasonably necessary to provide the Platform.

Data Security.

Hive will maintain reasonable administrative, physical, and technical safeguards designed to protect the confidentiality, integrity, and availability of Customer Content, materially consistent with Hive’s published Security Documentation as in effect at the start of the applicable subscription term and any applicable Data Processing Addendum. Hive may update the Security Documentation during the term, but will not materially reduce the overall level of security. Hive will notify Customer of a security incident affecting Customer Content as required by the applicable Data Processing Addendum and applicable law. Customer will use reasonable safeguards for its systems and credentials and will promptly notify Hive of suspected unauthorized account access. Each party is responsible for security incidents caused by its breach of this Agreement or failure to maintain its required safeguards.

Customer Data.

To the extent Hive processes personal data in Customer Content on Customer’s behalf, the parties will comply with Hive’s then-current Data Processing Addendum (“DPA”), available on request from privacy@hive.com. The DPA is incorporated into this Agreement upon mutual execution and controls over this Agreement regarding personal-data processing. Customer will not submit payment-card data, protected health information, biometric identifiers, government identification numbers, or other data subject to special regulatory or contractual safeguards unless Hive has expressly agreed in an applicable Order Form, Data Processing Addendum, or other written agreement that the Platform supports that data. Customer is solely responsible for determining whether the Platform is suitable for Customer’s regulated data and for complying with laws and industry requirements specific to Customer’s use.

WARRANTIES

Mutual Warranties.

Each party represents and warrants that it has the authority to enter into this Agreement and will comply with laws applicable to its performance under this Agreement. Hive further warrants during each paid subscription term that the Platform will materially conform to its then-current documentation, Hive will not materially decrease the Platform’s core functionality or overall security, and Hive will not knowingly introduce malicious code. Customer must notify Hive of a material nonconformity with reasonable detail. Hive will use commercially reasonable efforts to cure it, and if Hive does not cure within thirty (30) days after notice, Customer may terminate the affected Order Form for material breach and receive a prorated refund of prepaid, unused fees.

Disclaimer.

Except for the express warranties in this Agreement and to the maximum extent permitted by law, the Platform is provided “as is,” and Hive disclaims implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Hive does not warrant that the Platform will be uninterrupted or error-free. This disclaimer does not limit Hive’s express obligations regarding service performance, security, confidentiality, data protection, indemnification, or refunds. Artificial intelligence outputs may be probabilistic and do not constitute legal, financial, medical, or other professional advice. Any free, trial, beta, preview, or evaluation feature is provided “as is” and may be modified or discontinued at any time without liability; it is not subject to paid-service warranties, service levels, support commitments, or indemnification obligations unless an Order Form expressly states otherwise. This sentence does not permit termination of an active paid Order Form for convenience.

INDEMNITY & LIMITATION OF LIABILITY

Customer Indemnity.

Customer will defend Hive and its Affiliates and their respective officers, directors, and employees against a third-party claim to the extent alleging that Customer Content infringes or misappropriates the third party’s intellectual property, privacy, or publicity rights, or that Customer’s use of the Platform in material violation of this Agreement caused the claim. Customer will indemnify those parties for damages, reasonable attorneys’ fees, and costs finally awarded by a court or included in a settlement approved by Customer.

Hive Indemnity.

Hive will defend Customer and its Affiliates and their respective officers, directors, and employees against a third-party claim to the extent alleging that Customer’s authorized use of the Platform infringes or misappropriates the third party’s intellectual property rights. Hive will indemnify those parties for damages, reasonable attorneys’ fees, and costs finally awarded by a court or included in a settlement approved by Hive. Hive has no obligation for an intellectual-property claim to the extent caused by Customer Content, Customer’s unauthorized modification or use, a combination with items not provided by Hive where the claim would not otherwise arise, Customer’s written instructions, or Customer’s failure to use a correction provided by Hive. For a covered infringement claim, Hive may obtain the right for Customer to continue use, replace or modify the affected component without materially reducing functionality, or terminate the affected Order Form and refund prepaid, unused fees if the other remedies are not commercially reasonable.

Indemnification Process.

Indemnification obligations are conditioned on the indemnified party providing timely written notice, reasonable cooperation at the indemnifying party’s expense, and control of the defense and settlement to the indemnifying party. Delay in notice reduces the obligation only to the extent it materially prejudices the defense. The indemnified party may participate with its own counsel at its own expense. A settlement may not require the indemnified party to admit fault, pay money, or take or refrain from action without its prior written consent, not to be unreasonably withheld or delayed. This Section states each party’s entire obligation and the other party’s exclusive remedy for the third-party claims described in this Section.

LIMITATION OF LIABILITY.

Except for Excluded Claims and to the maximum extent permitted by law, neither party will be liable for lost profits, lost revenues, business interruption, or indirect, special, incidental, consequential, exemplary, or punitive damages, even if advised of their possibility. Except for Excluded Claims and Security Claims, each party’s aggregate liability arising out of or related to this Agreement will not exceed the fees paid or payable by Customer for the Platform giving rise to the claim during the twelve (12) months before the first event giving rise to liability. “Excluded Claims” means Customer’s payment obligations, either party’s indemnification obligations, either party’s infringement or misappropriation of the other party’s intellectual property, and liability resulting from fraud, gross negligence, or willful misconduct; the foregoing waiver and cap do not apply to Excluded Claims. For a “Security Claim” arising from unauthorized access to, acquisition, use, alteration, disclosure, or destruction of Customer Content caused by Hive’s material breach of its Data Security or Confidentiality obligations, Hive’s aggregate liability will be the lesser of two times (2x) the foregoing twelve-month fees and five million U.S. dollars (US$5,000,000). These limitations apply regardless of the form of action and even if a remedy fails of its essential purpose.

TERM & TERMINATION

Term.

This Agreement begins on its effective date and continues until all Order Forms have expired or been terminated in accordance with this Agreement. Each Order Form remains in effect for its stated subscription term and any renewal term under the Renewals Section.

Termination.

Neither party may terminate an active Order Form for convenience. Either party may terminate this Agreement or an affected Order Form for cause if the other party materially breaches it and does not cure the breach within thirty (30) days after written notice. Either party may terminate immediately if the other party ceases operations without a successor, makes a general assignment for the benefit of creditors, or becomes subject to an insolvency proceeding that is not dismissed within sixty (60) days. Hive may temporarily suspend only affected access without a cure period when Customer’s use creates an urgent security risk or is unlawful, but Hive will provide prompt notice when lawful, limit the suspension to what is reasonably necessary, and restore access promptly after the issue is resolved.

Obligations on Termination.

Upon expiration or termination of an Order Form, Customer’s right to use the affected Platform ends and Customer will pay all undisputed amounts accrued through the effective date. If Hive terminates an Order Form for Customer’s uncured material breach, all unpaid fees committed for the remainder of that Order Form’s then-current subscription term will become due and payable; otherwise, termination will not accelerate future fees except for non-cancelable commitments expressly stated in the Order Form. If Customer terminates for Hive’s uncured material breach, Hive will refund prepaid, unused fees for the terminated portion. On timely written request, Hive will provide Customer up to thirty (30) days of read-only access or another reasonable means to export Customer Content in a commonly used format. Unless legally prohibited, Hive will delete Customer Content from active systems within ninety (90) days after expiration or termination and from backups within an additional ninety (90) days, and will certify deletion on request. Hive may retain copies required by law, subject to continuing confidentiality and security obligations. Provisions concerning payment, confidentiality, intellectual property, data return and deletion, indemnification, limitations of liability, governing law, and any provisions that by their nature should survive will survive.

MISCELLANEOUS

Publicity.

Hive may identify Customer as a customer and use Customer’s name, logo, and trademarks in Hive’s customer lists and promotional materials. Customer may opt out of future publicity by providing written notice to Hive. Hive will stop new uses within a reasonable period after receiving that notice.

Force Majeure.

Neither party is liable for delay or failure to perform a non-monetary obligation caused by events beyond its reasonable control and occurring without its fault or negligence, provided the affected party gives prompt notice when practicable and uses reasonable efforts to mitigate the effects. Customer remains responsible for fees for Platform access actually provided before the event.

Export.

Each party will comply with export-control, import, re-export, and economic-sanctions laws applicable to its performance under this Agreement. Customer will not access, use, export, re-export, transfer, or disclose the Platform to a prohibited destination, person, entity, or end use in violation of those laws.

Independent Contractor.

Each party is an independent contractor with respect to the other party hereunder. This Agreement shall not be construed to (i) create any employment, partnership, joint venture, franchise, master-servant, or agency relationship between the parties, or (ii) authorize any party to enter into any commitment or agreement binding on the other party.

Assignment.

Neither party may assign this Agreement or an Order Form without the other party’s prior written consent, which will not be unreasonably withheld or delayed. Either party may assign this Agreement and all affected Order Forms to an Affiliate or to a successor in connection with a merger, reorganization, change of control, or sale of all or substantially all of the assigning party’s relevant business or assets, upon prompt written notice and assumption of the assigning party’s obligations by the assignee.

Notices.

Notices under this Agreement must be in writing and sent by email. Notices to Hive must be sent to support@hive.com with the subject line “Legal Notice,” and notices to Customer must be sent to the billing or administrative contact identified in the applicable Order Form or Customer’s account. A notice is effective on the first business day after it is sent, unless the sender receives a delivery-failure message. This Section does not govern ordinary service, security, billing, or other operational communications.

Governing Law and Venue.

This Agreement shall be governed exclusively by the laws of the State of New York, irrespective of the conflict of law rules of any jurisdiction. Any dispute arising under or related to this Agreement shall be brought in the state and federal courts located within New York County, New York.

Entire Agreement.

This Agreement, each Order Form, and incorporated addenda constitute the entire agreement between the parties regarding the Platform and supersede prior or contemporaneous agreements on that subject. An Order Form controls over this Agreement as stated in the Order Form Section, and a Data Processing Addendum controls for its specific subject matter.

Waiver and Severability of Terms.

A waiver must be in writing and signed by the waiving party. A party’s failure or delay in exercising a right is not a waiver. If a provision is invalid or unenforceable, it will be limited or modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in effect.