Sazi Customer Agreement

Effective: 2026-09-10 Version: 1.0

This Customer Agreement (the "Agreement") is between Sazi LLC, an Illinois limited liability company ("Sazi", "we", "us"), and the business that accepts it ("Customer", "you"). Sazi is the software product and trade name of Sazi LLC.

By accepting an invitation, signing a order, creating an account, or using the Sazi service (the "Service"), you agree to this Agreement on behalf of the business you represent and confirm that you have authority to bind it. If you do not have that authority or do not agree, do not use the Service.

A signed order ("Order") may add to or replace the commercial terms in Sections 5 and 6. If an Order and this Agreement conflict, the Order controls for that Customer.

1. What Sazi is — and is not

1.1 The Service. Sazi is invitation-only, business-to-business cloud software for eligible U.S. distilleries and beverage producers. It supports ERP, CRM, inventory, production, compliance, invoicing, accounting, and reconciliation workflows. Delivery is digital through an invited web application at app.usesazi.com; there is no physical product.

1.2 Sazi is software, not a regulated party. Sazi does not manufacture, distribute, sell, return, export, or ship alcohol. Sazi is not a licensed distilled-spirits plant, wholesaler, retailer, carrier, or bonded warehouse. Sazi does not act as merchant of record for your sales, does not custody customer funds, and does not offer lending, underwriting, or money transmission.

1.3 No professional advice. The Service produces records, calculations, and draft filings from information you enter. Sazi does not provide legal, tax, accounting, or regulatory advice, and nothing generated by the Service is a substitute for review by you or a licensed professional. You remain the proprietor of record for every permit, filing, tax payment, and record-keeping obligation that applies to your business.

2. Eligibility and license

2.1 Eligibility. The Service is offered to business customers in the United States that hold, or are actively pursuing, the federal and state authority required for their operations (for example a TTB basic permit or DSP registration and applicable state licenses). You represent that this is true for you and will tell us if it stops being true. The Service is not offered to consumers or to anyone under 21.

2.2 License. Subject to this Agreement and any Order, Sazi grants you a limited, non-exclusive, non-transferable, non-sublicensable right for your authorized users to access and use the Service for your internal business operations during your subscription.

2.3 Authorized users. You may create accounts for your employees and contractors ("Authorized Users"). You are responsible for who you invite, for the roles you assign, for keeping credentials confidential, and for everything done under your tenant, whether or not you authorized the specific action. Tell us promptly at the security contact below if you suspect a compromised account.

2.4 Evolving service. Sazi is actively developed. Features may be added, changed, or withdrawn, and we may ask for feedback. We will use reasonable efforts to give notice of changes that materially reduce functionality you rely on. Ongoing development does not reduce our commitments in Sections 4 (your data) and 8 (export and deletion).

3. Acceptable use

You will not, and will not allow anyone to: (a) use the Service to violate any law, including alcohol-beverage, tax, trade-practice, or privacy laws; (b) upload content you do not have the right to provide; (c) attempt to access another customer's tenant or data, or probe, scan, or test the Service's security without written permission; (d) reverse engineer, copy, or create derivative works of the Service except as the law allows; (e) resell, rent, or offer the Service to third parties, or use it to build a competing product; (f) introduce malicious code, scrape at scale, or overload the Service; or (g) remove proprietary notices.

4. Customer data and providers

4.1 You own your data. As between you and Sazi, you own all data, files, and records you or your Authorized Users submit to or generate in the Service ("Customer Data"). Sazi claims no ownership of Customer Data.

4.2 Limited license to Sazi. You grant Sazi a non-exclusive, worldwide license to host, copy, process, transmit, back up, and display Customer Data only as needed to provide, secure, support, and improve the Service for you, to comply with law, and as described in the Privacy Policy. This license ends when the data is deleted under Section 8, except for copies we are permitted or required to retain under the Privacy Policy.

4.3 No sale, no advertising. Sazi does not sell, license, or distribute Customer Data, does not use it for advertising, and does not use it to train machine-learning models. Sazi may produce de-identified, aggregated statistics about use of the Service (for example feature-usage counts) that do not identify you, your users, your customers, your products, or your production volumes, and may use those statistics to operate and improve the Service.

4.4 Your responsibilities for data. You are responsible for the accuracy, legality, and completeness of Customer Data; for having any authority, notices, and consents required to give it to Sazi (including for contact records about your customers, vendors, and staff); and for reviewing any report, gauge, filing, or calculation before you rely on or submit it.

4.5 Third-party providers and integrations. Sazi uses service providers to host and operate the Service (categories are listed in the Privacy Policy; a current named list is available on request). Where you enable an integration — for example payment processing through your own Stripe account, accounting sync with QuickBooks Online, or, when the capability is enabled, a consented business bank connection — you are entering a relationship with that provider under its own terms, and you authorize Sazi to exchange the data the integration requires. Disconnecting a provider stops future exchange; it does not rewrite historical accounting or compliance records already created in your tenant.

4.6 Tenant isolation. Sazi is multi-tenant. We isolate each customer's data by tenant at the application and database layers and will not disclose your Customer Data to another customer.

5. Fees, taxes, and delivery

5.1 Fees. subscriptions are contracted and administered manually under your Order. Fees are in U.S. dollars. A monthly subscription is billed in advance at the start of each monthly period and renews automatically unless you cancel before the period ends. An annual subscription, where offered in your Order, is billed in advance for the year. There is no self-service checkout.

5.2 Payment processing. Sazi invoices are sent with a Stripe payment link. Stripe processes the payment and Sazi does not directly store full card details. This is separate from any Stripe account you connect to receive payment for your own invoices.

5.3 Taxes. Fees exclude sales, use, and similar taxes. You are responsible for any such taxes on your subscription other than taxes on Sazi's income. Sazi does not currently collect sales tax on subscription fees; if a taxing authority requires it, we will add it to the invoice with notice.

5.4 Late payment. If an undisputed invoice is more than 30 days past due, we may suspend the Service under Section 7 after at least 10 days' written notice. We do not charge interest on late invoices. Tell us in writing within 15 days of an invoice if you dispute it in good faith; we will work with you to resolve it and will not suspend over a disputed amount while it is under review.

5.5 Price changes. We will give at least 45 days' written notice before any fee increase takes effect, and no increase applies during a period you have already paid for.

5.6 Delivery. Access is provisioned after invitation and Order acceptance and delivered digitally. There is no physical shipping, and physical returns do not apply to software. See the Billing, Cancellation, Refund, Return & Delivery Policy at /billing-cancellation-refunds.

6. Term, renewal, and cancellation by you

6.1 Term. A monthly subscription runs month to month. An annual subscription runs for the year stated in your Order and, unless your Order says otherwise, continues month to month afterward.

6.2 How to cancel. A tenant administrator can cancel from Settings → Account & Billing in the Service, or by written notice to the support contact below. The in-product flow asks you to download a complete export of your data or expressly decline one, acknowledge any open operational warnings, re-verify with multi-factor authentication, and confirm your tenant name. Any active tenant administrator can withdraw a pending cancellation until it takes effect.

6.3 When cancellation takes effect. You may cancel at any time. Cancellation takes effect at the end of the period you have already paid for: you keep full access until then, and you are not charged for the next period. (Our systems may leave access open a few days past that date while the cancellation is processed; that is never billed.) Cancelling access is not the same as deleting data — see Section 8.

6.4 Refunds. Monthly fees already billed are not refunded; you simply keep access through the end of the paid month. If you cancel an annual subscription early, Sazi refunds 50% of the fee attributable to the unused full months (for example, on a $3,000 annual fee cancelled after six months, the unused portion is $1,500 and the refund is $750). Sazi also refunds prepaid fees for the unused period in full where it terminates for convenience under Section 7.3, cannot correct a material service failure under Section 11.1, or where the law requires it.

7. Suspension and cancellation by Sazi

7.1 Suspension. We may suspend all or part of your access, with as much notice as is reasonable in the circumstances, if: (a) we reasonably believe your tenant or an Authorized User presents a security risk to the Service or other customers; (b) you use the Service in breach of Section 3 or in a way we reasonably believe is unlawful; (c) an undisputed invoice remains unpaid under Section 5.4; or (d) a provider we depend on suspends service in a way that prevents us from serving you. We will lift a suspension promptly once the cause is resolved.

7.2 Termination for cause. Either party may terminate this Agreement on written notice if the other materially breaches it and does not cure within 30 days of notice (10 days for non-payment), or becomes insolvent, makes an assignment for the benefit of creditors, or is the subject of a bankruptcy or similar proceeding.

7.3 Termination for convenience by Sazi. Sazi may end a subscription for convenience on at least 60 days' written notice. In that case we refund any prepaid fees for the unused period and you keep export access under Section 8 throughout the notice period and the retention period that follows.

7.4 Effect. On termination, your license ends, you stop using the Service, and fees accrued through the effective date remain payable. Sections 1.3, 4, 8, 9, 10, 11, 12, and 13 survive.

8. Export and deletion

8.1 Export at any time. A tenant administrator can generate a complete, machine-readable export of your tenant's business records, uploaded files, and documents from Settings → Data export at any time during the subscription and during the retention period after closure, on request. The export is yours to keep; it is how you satisfy your own record-retention duties (for example under 27 CFR Part 19) independently of Sazi.

8.2 Retention after closure. After a paid subscription closes, Sazi retains your tenant's business records, files, and documents for three years so that you can obtain an export, restore the account, or respond to an audit. This window is aligned to the TTB three-year record-retention period and to published practice among craft-beverage software providers. It is a service to you, not a claim to your data: your ownership under Section 4.1 continues throughout.

8.3 Earlier deletion requires your explicit sign-off. We will delete your tenant's data before the three-year window ends only through the verified deletion process, in which a tenant administrator: (a) downloads a complete export or expressly declines one; (b) acknowledges that deletion is permanent and that Sazi will not hold the records for you afterward; (c) re-verifies identity with multi-factor authentication and types the tenant name to confirm; and (d) allows the seven-day cancellation window to lapse without withdrawal. We notify every active tenant administrator of a pending deletion. We will not act on a deletion request that does not complete this process, and we may use pre-existing contact information to verify a request we suspect is not genuine.

8.4 What deletion covers. Completing the process removes your tenant's business records, files, documents, and integration credentials from live systems, and revokes connected-provider access. Sazi retains only the records the Privacy Policy identifies as Sazi's own (billing, security, and audit records), which do not include your business content. Backup copies rotate under infrastructure schedules and are not selectively edited; we do not promise that backup copies disappear within a fixed number of days, and we do not restore deleted data into live service.

8.5 Legal holds and regulated records. If a subpoena, litigation hold, or record-specific regulatory obligation applies, we may retain the affected records for as long as that obligation lasts and will tell you unless the law prohibits it.

8.6 Trial and demo tenants. A tenant that never converted to a paid subscription is outside the three-year retention window; its data leaves live systems 30 calendar days after trial access ends unless a legal hold applies.

9. Confidentiality

Each party will protect the other's non-public business information that is marked confidential or that a reasonable person would understand to be confidential ("Confidential Information") with at least reasonable care, use it only to perform this Agreement, and disclose it only to personnel and providers who need it and are bound by comparable obligations. Customer Data is your Confidential Information; the Service's non-public design, roadmap, and pricing are Sazi's. The usual exclusions apply (information that is public through no fault of the recipient, already known, independently developed, or rightfully received from a third party). A party may disclose Confidential Information when legally compelled, after giving the other party notice and a chance to object where lawful. These obligations last three years after the Agreement ends, and for Customer Data and trade secrets for as long as the information remains confidential.

10. Intellectual property

Sazi and its licensors own the Service, its software, documentation, branding, and all improvements, including improvements informed by feedback you choose to give (you grant us a perpetual, royalty-free license to use feedback, without obligation and without identifying you). Nothing in this Agreement transfers ownership of the Service to you or of Customer Data to Sazi.

11. Warranty and liability

11.1 Our warranty. Sazi warrants that it will provide the Service in a professional manner consistent with this Agreement and will not materially reduce the security commitments described in the Privacy Policy during your subscription. Your exclusive remedy for breach of this warranty is for Sazi to use reasonable efforts to correct the non-conformity, and if it cannot, to let you terminate and refund prepaid fees for the unused period.

11.2 Disclaimer. EXCEPT AS STATED IN 11.1, THE SERVICE IS PROVIDED "AS IS". SAZI DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. IN PARTICULAR, SAZI DOES NOT WARRANT THAT ANY REPORT, GAUGE, FORM, TAX CALCULATION, OR FILING GENERATED BY THE SERVICE IS COMPLETE, CORRECT, OR ACCEPTED BY ANY AGENCY. YOU ARE RESPONSIBLE FOR REVIEWING IT BEFORE RELYING ON IT OR SUBMITTING IT.

11.3 Regulatory outcomes. Sazi is not responsible for any penalty, assessment, interest, permit action, or other consequence imposed by the Alcohol and Tobacco Tax and Trade Bureau, a state alcohol or tax authority, or any other agency in connection with information you entered, reviewed, or submitted, whether or not the Service was involved in preparing it.

11.4 Exclusion of indirect damages. TO THE EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THEIR POSSIBILITY.

11.5 Cap. TO THE EXTENT PERMITTED BY LAW, EACH PARTY'S TOTAL LIABILITY ARISING OUT OF THIS AGREEMENT IS LIMITED TO THE FEES YOU PAID TO SAZI IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

11.6 Exceptions. Sections 11.4 and 11.5 do not limit: (a) your payment obligations; (b) either party's liability for breach of Section 9 (Confidentiality); (c) Sazi's liability for its own gross negligence or willful misconduct, including a breach of Section 4.3; (d) a party's indemnity obligations under Section 12; or (e) any liability that cannot be limited by law.

12. Indemnities

12.1 By you. You will defend and indemnify Sazi against third-party claims, and the resulting damages and reasonable costs, arising from (a) Customer Data or your use of the Service in breach of this Agreement or the law; (b) your products, sales, shipments, or regulatory compliance; or (c) a dispute between you and your customers, vendors, or a connected provider.

12.2 By Sazi. Sazi will defend and indemnify you against third-party claims that the Service, used as permitted, infringes a U.S. patent, copyright, or trademark or misappropriates a trade secret, except to the extent the claim arises from Customer Data, your modifications, or a combination with things Sazi did not supply. If such a claim arises, Sazi may modify or replace the affected feature or, if that is not commercially reasonable, terminate the affected subscription and refund prepaid fees for the unused period. This Section is your exclusive remedy for infringement claims.

12.3 Process. The indemnified party must promptly notify the other, allow it to control the defense and settlement (no settlement may admit fault on the indemnified party's behalf without consent), and cooperate reasonably.

13. Governing terms and disputes

13.1 Governing law. This Agreement is governed by the laws of the State of Illinois, without regard to conflict-of-law rules.

13.2 Talk first. Before filing any claim, the parties will try in good faith to resolve the dispute by discussion between principals for at least 30 days after written notice describing it.

13.3 Venue. Any claim not resolved informally will be brought exclusively in the state or federal courts located in Lake County, Illinois, and each party consents to their jurisdiction. EACH PARTY WAIVES TRIAL BY JURY TO THE EXTENT PERMITTED BY LAW.

13.4 Attorneys' fees. In any action to enforce this Agreement, the prevailing party may recover its reasonable attorneys' fees and costs.

14. Changes to this Agreement

We may update this Agreement. For material changes we will give at least 30 days' notice by email to tenant administrators and in the Service before the change takes effect; non-material clarifications take effect when posted with an updated effective date. If you do not agree to a material change you may cancel under Section 6 before it takes effect and receive a refund of prepaid fees for the unused period. Continued use after the effective date is acceptance. Changes do not apply retroactively and do not shorten a retention or export commitment that was in effect when your subscription closed.

15. General

15.1 Notices. Notices to Sazi go to admin@sazierp.com and, for formal legal notice, by courier or certified mail to the mailing address we provide on request. Notices to you go to the email addresses of your tenant administrators and are effective when sent.

15.2 Assignment. You may not assign this Agreement without our written consent, except to a successor in a merger or sale of substantially all of your assets, on notice to us. Sazi may assign this Agreement to an affiliate or a successor to its business, on notice to you.

15.3 Independent parties; no third-party beneficiaries. The parties are independent contractors. There are no third-party beneficiaries.

15.4 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control (other than payment obligations), provided it uses reasonable efforts to resume performance.

15.5 Export and sanctions. You will not use the Service in violation of U.S. export-control or sanctions laws.

15.6 Entire agreement; severability; waiver. This Agreement, the Privacy Policy, the Billing, Cancellation, Refund, Return & Delivery Policy, and any Order are the entire agreement on this subject and supersede prior discussions. If a provision is unenforceable it is modified to the minimum extent necessary and the rest stands. A waiver must be in writing and applies only to the instance described.

15.7 Contact. Sazi LLC (Illinois) · mailing address available on request · support: support@sazierp.com · (847) 999-3169 · privacy: privacy@sazierp.com · security: admin@sazierp.com · sales: sales@sazierp.com.