Terms and Conditions

For purposes of these Terms, the following terms shall have the meanings set out below:

Service: the software-as-a-service (SaaS) that Reley offers in two modalities: (i) the full Service, for companies that operate document audiences, receive documents from counterparties, evaluate them, and issue attestations; and (ii) the base Service, which grants individuals or legal entities a verified digital identity and their own document vault. Both modalities are governed by these Terms unless a specific plan establishes additional conditions.

Client: the individual or legal entity that owns the principal account of an Organization within the Service, or the individual who contracts the base Service on their own behalf.

Organization: the legal entity or group of individuals sharing a corporate account within the Service under the Client's administration.

User: any individual who accesses the Service under the Client's credentials, including internal personnel and authorized administrators.

Counterparty: any third party (vendor, customer, contributor) that shares documents through the Service in response to a Client's audience. Counterparties are subject to the specific privacy notice they receive at the moment of interacting with the Service.

Audience (Document Request): the template of documents that the Client requests from its Counterparties through the Service.

Record: the space within the Service where the Client's or the Counterparty's own documents are stored under the base Service.

Connection: the formalized relationship between the Client and a Counterparty within the Service.

Attestation: a record issued by Reley that certifies, through an electronic signature and cryptographic hash, that a document was received and evaluated within the Service at a specific point in time.

Sub-processors: the technology service providers to whom Reley delegates the processing of personal data in order to operate the Service, as set out in Section 17.

To use the Service you must create an account providing a valid email address and, where applicable, authenticate through a verified channel (magic link by email or OTP code by WhatsApp).

You commit to provide truthful, complete, and current information, and to keep it updated. Providing false or incomplete information may lead to the immediate cancellation of your account.

To contract the Service you must have full legal capacity to enter into contracts. If you are an individual, you represent that you are at least eighteen (18) years of age. If you act on behalf of a legal entity, you represent that you have sufficient authority to bind it.

You are responsible for keeping your credentials confidential and for all activity conducted under your account. Reley is not liable for unauthorized access resulting from the loss or misuse of your credentials due to causes attributable to you.

Reley reserves the right to suspend or cancel accounts used for unlawful purposes, that violate these Terms, or that compromise the integrity or security of the Service.

Subject to payment of the corresponding plan and compliance with these Terms, Reley grants you a worldwide, limited, non-exclusive, non-transferable, and revocable license to use the Service during the term of your contract, exclusively for the purposes contemplated herein.

The Service is provided as cloud-hosted software (SaaS); nothing in these Terms implies the delivery of downloadable software or transfers any copyright in the source code.

This license does not constitute a sale of the Service and does not transfer any intellectual property right in the Service, its code, its interface, its trademarks, or its templates.

The documents that you or your Counterparties upload to the Service are and remain your property (or the property of whoever corresponds based on the origin of the document). Reley does not claim any ownership over such documents.

Reley processes them solely to provide you with the Service as described in the Privacy Notice. It does not use them to train general artificial intelligence models, does not sell them, and does not make them available to third parties other than the Sub-processors necessary to operate the Service.

The artificial-intelligence models that Reley uses to assist in reading and classifying documents operate under zero data retention agreements with the underlying providers; no Client document feeds future training.

If the Client deletes a document before the termination of the contract, Reley will delete it from its active systems within a reasonable time, unless its retention is required by law or by the attestations issued under Section 5.

Each attestation that Reley issues includes the SHA-256 cryptographic hash of the document, the extracted fields, the evaluation timestamp (in UTC), and Reley's electronic signature.

Attestations remain available for download for ten (10) years from their issuance. Audit logs are retained for the same period.

The electronic signature used in attestations is a simple electronic signature under the Mexican Commercial Code. For contexts requiring an advanced electronic signature (e.firma / SAT FIEL), Reley may offer additional integrations as an annex to the contracted plan.

These periods may be extended by regulatory requirements applicable to the Client or by express agreement between the parties.

Reley offers usage-based plans (pages processed, active relationships) by tier. The rates and limits of each tier are published at reley.ai/pricing.

Paid plans are charged in advance on a monthly or annual basis, as you select, through the registered payment method.

Automatic renewal: monthly and annual plans renew automatically at the end of the contracted period. Reley will notify upcoming renewals at least fifteen (15) calendar days in advance for annual plans and at least three (3) calendar days in advance for monthly plans. You may cancel the renewal from your account before the billing date.

Price changes: any modification to published rates will be notified by email at least thirty (30) calendar days before taking effect. Continued use of the Service after that period constitutes acceptance of the new rates. Price changes do not apply retroactively to already-paid periods.

Overages above the contracted limit are billed at the published price of the corresponding tier at the close of the billing cycle.

In the event of a payment method failure, Reley will notify the Client and grant a grace period of five (5) calendar days to regularize the payment before suspending the Service. If payment is not received within that period, the Service may be suspended after prior notice.

Reley issues Mexican electronic tax invoices (CFDI) under Mexican tax regulations when the Client provides the required information (legal name, RFC, and billing email). The issuance of a CFDI is subject to the provided RFC being valid with the SAT.

All prices published at reley.ai/pricing are exclusive of Value Added Tax (VAT). Applicable VAT (currently 16% in Mexico) will be itemized in the corresponding CFDI and is the Client's responsibility. Any other tax applicable to the provision of the Service under the legislation of the Client's tax domicile shall be borne by the Client, except for withholdings that correspond to the Client by law.

Failure to pay on time, once the grace period has elapsed, may result in suspension of the Service and, as applicable, termination of the contract under Section 13.

The Client and its Users may not, under any circumstances:

Use the Service for unlawful purposes, including the storage or processing of content that infringes third-party rights, forged documents, stolen information, or any content whose possession or distribution is prohibited by applicable law.

Reverse-engineer, decompile, disassemble, or attempt to access the source code or infrastructure of the Service.

Intentionally exceed or circumvent the technical limits of the contracted plan through automated scripts, bots, or other means.

Use confidential technical information about the Service — including its architecture, process flows, or undocumented interfaces — to develop a directly competing product.

Share credentials with unauthorized users or resell access to the Service without Reley's written authorization.

Upload malicious software, viruses, exploit code, or any content designed to harm the Service's own or third-party infrastructure.

Use the Service to send unsolicited communications (spam) through the Service's notification channels.

Reley aims to maintain a monthly Service availability above 99%. This target is indicative and does not constitute a formal Service Level Agreement (SLA) or generate a contractual obligation to compensate unless a signed SLA exists.

We may perform scheduled maintenance with at least twenty-four (24) hours' advance notice published at reley.ai/status, and emergency maintenance when the security or integrity of the Service so requires, in which case we will notify as soon as reasonably practicable.

When we offer a formal Service Level Agreement (SLA) with uptime commitments and compensation mechanisms, it will be incorporated as an annex to these Terms.

Each party agrees to keep confidential the non-public information of the other to which it has access by virtue of the Service, during the term of the contract and for two (2) years after its termination.

This obligation does not apply to information that: (i) is in the public domain through no fault of the receiving party; (ii) the receiving party has lawfully obtained from a third party without confidentiality obligations; or (iii) whose disclosure is required by a competent authority, in which case the receiving party must notify the other as soon as possible and will only disclose what is strictly required.

Confidentiality obligations are without prejudice to the personal data protection obligations established in the Privacy Notice and in applicable legislation.

The Service, including its code, interface, trademarks, logos, documentation, and templates that Reley makes available to the Client, is owned by Reley or its licensors. Nothing in these Terms transfers to the Client any rights over such assets beyond the license described in Section 3.

Reley grants you, during the term of the contract, a license to use the templates and materials that the Service makes available within it for the contemplated purposes. This license ends when your contract ends.

The Client retains all rights over the documents and data it uploads to the Service, as set out in Section 4.

The Service may incorporate open-source software components subject to their own licenses. The use of such components does not modify the Client's rights over the Service or its data.

The Service is provided "as is" and "as available". Reley does not warrant that the Service will meet all of the Client's specific requirements or that it will be error-free or uninterrupted at all times.

In no event shall Reley's aggregate liability to the Client exceed the amount actually paid by the Client in the twelve (12) months preceding the event giving rise to the claim. This limitation does not apply to damages caused by proven willful misconduct or bad faith on Reley's part, nor to liabilities that cannot be limited under applicable Mexican law.

Reley shall not be liable for indirect, incidental, special, consequential, or punitive damages arising from or related to the use of the Service, including loss of profits and loss of business opportunity. The limitation of moral damages (daño moral) is subject to the limits established by applicable law.

Decisions to admit, approve, or continue with any Counterparty are the Client's. Reley provides document-evaluation tools but does not replace the Client's judgment or the professional diligence its industry requires of it.

The Client shall indemnify and hold Reley, its officers, employees, shareholders, and representatives harmless from any claim, demand, or proceeding initiated by a third party (including Counterparties) arising from:

(i) the use of the Service by the Client or its Users in violation of these Terms;

(ii) the Client's breach of these Terms or the Privacy Notice;

(iii) the Client's infringement of third-party rights, including intellectual property and personal data protection rights.

Reley will notify the Client of any claim as soon as reasonably practicable and will cooperate with the Client in its defense.

These Terms take effect upon the creation of the account and remain in force while the Client uses the Service.

The Client may terminate its use of the Service at any time from its account. Prepaid amounts are non-refundable, except: (i) where applicable law provides otherwise (including rights that may apply to individuals under the Mexican Federal Consumer Protection Law); or (ii) where Reley terminates the Service without cause under the paragraph below, in which case the proportional unused portion of the prepaid period will be refunded.

Reley may terminate the Client's Service for cause immediately, or without cause with thirty (30) calendar days' prior notice.

Upon termination of the contract: (i) the Client may export its data during the following thirty (30) calendar days through the tools available within the Service; (ii) active Connections with Counterparties will be deactivated at the end of that period and Reley will notify affected Counterparties where technically feasible; (iii) Reley will retain only the data whose retention is required by law or by the attestations issued under Section 5; (iv) remaining data will be deleted in accordance with the retention policy published at reley.ai/security.

Obligations that by their nature should survive termination (including Sections 4, 5, 9, 10, 11, 12, and 17) will remain in force after termination.

Reley may amend these Terms to reflect changes in legislation, in the Service, or in business practices.

Amendments will be published at reley.ai/terms with the last-updated date. When changes are substantial (including changes to the limitation of liability, the termination period, or the Client's rights over its data), we will notify by email at least fifteen (15) calendar days before they take effect.

Continued use of the Service after that period constitutes acceptance of the amended Terms. If the Client does not accept the new Terms, it may terminate its contract before they take effect without penalty.

Formal communications between the parties shall be made by email to the address registered in the Client's account, and to legal@reley.ai for communications directed to Reley.

An electronic communication is deemed delivered when sent to the registered address, except in the case of a proven technical error attributable to the sending party.

For communications initiating a for-cause or without-cause termination process, an acknowledgment of receipt or delivery confirmation from the recipient is required, or delivery by a means that allows proof of receipt (for example, certified mail or a courier service with acknowledgment).

The Client may not assign these Terms, nor the rights and obligations arising from them, without Reley's prior written consent. In the event of a merger, acquisition, or change of control of the Client, the obligations assumed under these Terms will remain in force and be binding on the resulting entity.

Reley may assign these Terms to an affiliate or as part of a corporate reorganization, merger, sale of assets, or of the business as a whole, notifying the Client with reasonable advance notice. In such cases, the assignee entity will assume all of Reley's obligations to the Client.

To operate the Service, Reley relies on the following Sub-processors, to whom it transfers the Client's and/or Counterparties' personal data only to the extent necessary to provide the Service:

Vercel Inc. (United States) — application hosting and content delivery network.

Supabase Inc. (United States) — database, file storage, and authentication.

Datalab — OCR processing and conversion of documents to structured text.

Kapso — message delivery through the WhatsApp Business API.

Stripe Inc. (United States) — payment processing for paid-plan users. Reley does not store full payment card data; the payment method is tokenized through Stripe.

AI model providers accessed through Vercel AI Gateway, including Anthropic, OpenAI, and equivalent providers. These providers operate under zero data retention agreements; no client document feeds future training.

The updated list of Sub-processors is published at reley.ai/subprocessors. Reley will notify the Client at least ten (10) calendar days before adding or replacing a Sub-processor, except in security emergencies. The Client may object to a new Sub-processor; if the objection is well-founded and Reley cannot resolve it, the Client may terminate the contract without penalty.

Reley contractually requires all Sub-processors to maintain the same level of data protection required by applicable Mexican legislation.

Counterparties are not party to these Terms. Their relationship with the Service is governed by the specific privacy notice they receive at the moment of interacting with the audience link the Client sends them.

The Client is responsible for informing its Counterparties, prior to sending them an audience link, about the nature of the processing of their personal data through the Service, in accordance with the data protection legislation applicable in the Counterparty's jurisdiction.

The Client shall indemnify Reley against any claim by a Counterparty arising from the Client's failure to inform or from the processing of personal data by the Client in contravention of applicable legislation.

Reley acts as data processor of Counterparties' personal data in the terms of Article 21 of the LFPDPPP; the Client is the data controller of such data.

These Terms, together with the Privacy Notice, the policy published at reley.ai/pricing, and any annex or addendum signed by the parties, constitute the entire agreement between Reley and the Client with respect to their subject matter and supersede any prior communication, agreement, or representation, oral or written, on the same.

No verbal representation made during the commercial process shall be binding on Reley unless it is reflected in writing in an annex signed by both parties.

The failure to exercise or the delay in exercising any right or remedy by Reley under these Terms shall not constitute a waiver of such right or remedy, nor shall it prevent its future exercise.

No partial or specific waiver shall be construed as a general waiver of Reley's rights under these Terms.

Reley may modify, add, or discontinue Service features at any time. Changes that remove features included in the Client's contracted plan will be notified at least thirty (30) calendar days in advance, during which the Client may terminate its contract without penalty if the change is materially prejudicial to it.

Changes that add features or improve existing ones do not require prior notice and do not entitle the Client to penalty-free termination.

Neither party shall be liable for the breach of obligations under these Terms when such breach is due to acts of God or force majeure, including without limitation: widespread failures of the Internet or critical-infrastructure providers, decisions of an authority, social or health conflicts, or natural disasters that reasonably prevent or impede performance.

The party invoking force majeure must notify the other as soon as possible. If the situation continues for more than sixty (60) consecutive calendar days, either party may terminate the contract without penalty.

If any provision of these Terms is declared void, invalid, or unenforceable by a competent authority, the remaining provisions shall continue in full force and effect and shall be interpreted as closely as possible to the parties' original intent.

These Terms are governed by the federal laws of the United Mexican States.

For the interpretation and performance of these Terms, the parties expressly submit to the jurisdiction of the competent federal or local courts of Mexico City, waiving any other jurisdiction that may correspond to them by reason of their present or future domicile.

The parties may agree, through a separate written agreement, to submit their disputes to arbitration under the rules of the Centro de Arbitraje de México (CAM) or another recognized arbitration institution.

SBT FREIGHT BROKER SA de CV (operating as Reley)

Email: legal@reley.ai

Address: Av. Magallanes 1155, Int. 6 A - 1, Col. Santa Anita Camino Real, San Pedro Tlaquepaque, Jalisco, C.P. 45600, Mexico.

Affiliate — JARO FREIGHT LLC · 282 Ed English Dr Ste B, Shenandoah, TX, 77385-8022, United States.