RIYATO TERMS OF SERVICE

Last Updated: June 16, 2026

These Terms of Service ("Terms") govern your access to and use of the Riyato platform, website (riyato.com), and related services (collectively, the "Platform") operated by Riyato Inc. ("Riyato," "we," "us," or "our"). By accessing or using the Platform, you ("Client," "you," or "your") agree to be bound by these Terms. If you do not agree, do not use the Platform.

1. Definitions
"Platform" means the Riyato web application, tools, APIs, dashboards, reports, and any related software or services provided by Riyato.

"Services" means the duty drawback analysis, data processing, claim preparation, documentation generation, and related technology services provided through the Platform.

"Client Data" means all import entries, export records, trade documentation, shipment data, customs filings, and any other data or information uploaded, transmitted, or made available to Riyato by or on behalf of the Client.

"Claim" means a duty drawback claim or refund request prepared using the Platform for submission to U.S. Customs and Border Protection ("CBP").

2. Customs Broker Licensing Disclaimer
IMPORTANT: Riyato is a technology platform that assists with duty drawback claim preparation, data analysis, data reconciliation, and documentation generation. Riyato is not a licensed customs brokerage and does not file customs entries, drawback claims, or any other documents with U.S. Customs and Border Protection on your behalf.

All filings with CBP must be made by the Client directly, or by the Client's designated licensed customs broker. Nothing in these Terms or in the use of the Platform constitutes the practice of customs brokerage as defined under 19 U.S.C. § 1641.

Where Riyato partners with or refers you to a licensed customs broker for filing purposes, such broker operates independently and is solely responsible for the accuracy, legality, and compliance of any filings submitted to CBP. Riyato is not liable for the acts or omissions of any third-party customs broker.

3. Services
Riyato provides technology-enabled services that may include, but are not limited to:

(a) Ingesting and processing Client import and export data to identify transactions potentially eligible for duty drawback under 19 U.S.C. § 1313.

(b) Matching import entries to export shipments based on applicable drawback provisions.

(c) Generating audit-ready documentation and claim packages for review by the Client or the Client's licensed customs broker.

(d) Providing dashboards, analytics, and estimated recovery amounts based on available data.

(e) Facilitating introductions to licensed customs brokers or trade compliance professionals upon request.

4. No Guarantee of Recovery
Riyato does not guarantee that any duty drawback claim will be approved, accepted, or paid by CBP. All estimated recovery amounts displayed on the Platform are estimates only, based on the data available to Riyato at the time of analysis. Actual recovery amounts may differ materially from estimates.

CBP retains sole authority over the approval, modification, rejection, or audit of any drawback claim. Riyato has no control over CBP decisions, timelines, or enforcement actions.

The Client acknowledges that duty drawback eligibility depends on numerous factors, including but not limited to the accuracy of underlying data, applicable regulations, HTS classifications, and the specific facts of each transaction. Riyato makes no representation or warranty regarding eligibility for any specific drawback provision.

5. Client Responsibilities
The Client is responsible for:

(a) Providing accurate, complete, and timely data, including import entries, export documentation, and any supporting records requested by Riyato.

(b) Reviewing all claim documentation generated by the Platform before submission to CBP or any third-party broker.

(c) Ensuring compliance with all applicable U.S. customs laws, regulations, and CBP requirements, including but not limited to 19 CFR Part 190 and 19 U.S.C. § 1313.

(d) Obtaining and maintaining all necessary Customs Powers of Attorney and drawback bonds as required by CBP.

(e) Retaining all records required by CBP for the applicable retention period (typically five years from the date of drawback payment).

(f) Notifying Riyato promptly of any errors, discrepancies, or changes in the data provided.

6. No Legal or Compliance Advice
The Platform and Services do not constitute legal advice, customs compliance advice, tax advice, or accounting advice. Riyato is not a law firm, accounting firm, or compliance consultancy. The information and analysis provided through the Platform are for informational and operational purposes only.

The Client should consult with qualified legal counsel, a licensed customs broker, or a trade compliance professional regarding the interpretation of customs regulations, eligibility determinations, or any compliance questions specific to the Client's operations.

7. Data Handling and Confidentiality
7.1 Confidentiality. Riyato treats all Client Data as confidential information. Riyato shall not disclose, sell, rent, or share Client Data with any third party except: (a) as necessary to provide the Services (including to licensed customs broker partners with Client consent); (b) as required by law, regulation, or legal process; or (c) with the Client's prior written consent.

7.2 Data Security. Riyato implements commercially reasonable administrative, technical, and physical safeguards to protect Client Data from unauthorized access, disclosure, alteration, or destruction. Riyato will promptly notify the Client of any confirmed data breach affecting Client Data.

7.3 Data Ownership. The Client retains all ownership rights in Client Data. Riyato acquires no ownership interest in Client Data by virtue of providing the Services. The Client grants Riyato a limited, non-exclusive license to use, process, and analyze Client Data solely for the purpose of providing the Services.

7.4 Aggregated Data. Riyato may use Client Data in anonymized and aggregated form (from which no individual Client can be identified) for the purposes of improving the Platform, developing new features, and generating industry benchmarks or analytics.

7.5 Data Retention. Upon termination of the Client's account, Riyato will retain Client Data for a period of thirty (30) days, after which it will be permanently deleted unless a longer retention period is required by law or agreed in writing.

8. Power of Attorney
Where the Client engages a licensed customs broker through Riyato or a Riyato partner for the purpose of filing drawback claims with CBP, the Client may be required to execute a Customs Power of Attorney ("POA") authorizing such broker to act on the Client's behalf.

The Client acknowledges that: (a) any POA is granted directly to the licensed customs broker, not to Riyato; (b) the Client remains responsible for the actions taken under the POA; and (c) the Client may revoke any POA at any time in accordance with applicable CBP regulations.

9. Fees and Payment
Fees for the Services are as set forth in the applicable order form, proposal, or pricing schedule agreed between Riyato and the Client (the "Fee Schedule"). Unless otherwise specified in the Fee Schedule:

(a) All fees are quoted and payable in U.S. Dollars.

(b) Invoices are due within thirty (30) days of issuance.

(c) Late payments are subject to interest at a rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.

(d) Riyato reserves the right to suspend access to the Platform for accounts with outstanding balances exceeding sixty (60) days.

10. Intellectual Property
The Platform, including all software, algorithms, models, interfaces, documentation, and related intellectual property, is and remains the sole property of Riyato. Nothing in these Terms grants the Client any ownership interest in the Platform or any Riyato intellectual property.

The Client is granted a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for the Client's internal business purposes during the term of the engagement.

11. Limitation of Liability
11.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, RIYATO'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO RIYATO DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11.2 IN NO EVENT SHALL RIYATO BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOST DUTIES OR REFUNDS, PENALTIES IMPOSED BY CBP, BUSINESS INTERRUPTION, OR LOSS OF DATA, WHETHER ARISING FROM CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF RIYATO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.3 Without limiting the foregoing, Riyato shall not be liable for: (a) any claim rejected, modified, or audited by CBP; (b) penalties, fines, or interest imposed by CBP or any other government authority; (c) errors or omissions in Client Data; (d) delays in CBP processing or payment of drawback claims; or (e) any actions or omissions of third-party customs brokers, whether or not referred by Riyato.

12. Indemnification
12.1 Client Indemnification. The Client shall indemnify, defend, and hold harmless Riyato, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) inaccurate, incomplete, or misleading data provided by the Client; (b) the Client's violation of any applicable law, regulation, or CBP requirement; (c) the Client's use of the Platform in a manner not authorized by these Terms; or (d) any false declarations or misrepresentations made by the Client in connection with drawback claims.

12.2 Riyato Indemnification. Riyato shall indemnify, defend, and hold harmless the Client from and against any third-party claims arising directly from Riyato's gross negligence or willful misconduct in performing the Services.

13. Disclaimer of Warranties
THE PLATFORM AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. RIYATO EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.

RIYATO DOES NOT WARRANT THAT: (A) THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; (B) THE RESULTS OBTAINED FROM THE PLATFORM WILL BE ACCURATE OR RELIABLE; (C) ANY ESTIMATED RECOVERY AMOUNTS WILL BE REALIZED; OR (D) ANY DEFECTS IN THE PLATFORM WILL BE CORRECTED.

14. Term and Termination
These Terms are effective upon your first use of the Platform and continue until terminated. Either party may terminate these Terms upon thirty (30) days' written notice to the other party.

Riyato may suspend or terminate the Client's access immediately if: (a) the Client breaches any material provision of these Terms; (b) the Client's account has an outstanding balance exceeding sixty (60) days; or (c) Riyato is required to do so by law or regulation.

Upon termination: (a) the Client's access to the Platform will cease; (b) any outstanding fees become immediately due and payable; and (c) Sections 4, 6, 7, 11, 12, 13, and 17 shall survive termination.

15. Regulatory Compliance Acknowledgment
The Client acknowledges and agrees that:

(a) The Client is solely responsible for ensuring its own compliance with all applicable customs laws, trade regulations, and CBP requirements.

(b) Riyato's analysis and documentation do not substitute for the Client's independent compliance obligations.

(c) The Client shall not rely solely on Riyato's output for making compliance determinations without independent review by a qualified professional.

(d) The duty drawback provisions under 19 U.S.C. § 1313 are subject to change by Congress, CBP, or court interpretation, and Riyato does not guarantee that its analysis reflects the most current regulatory requirements at all times.

16. Dispute Resolution
Any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall first be subject to good-faith negotiation between the parties for a period of thirty (30) days.

If the dispute cannot be resolved through negotiation, it shall be submitted to binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in Wilmington, Delaware.

The arbitrator's decision shall be final and binding, and judgment upon the award may be entered in any court of competent jurisdiction. Each party shall bear its own costs and attorneys' fees, unless the arbitrator determines otherwise.

Notwithstanding the foregoing, either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property rights or confidential information.

17. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of laws principles. To the extent that any legal proceeding is not subject to arbitration under Section 16, the parties consent to the exclusive jurisdiction of the state and federal courts located in the State of Delaware.

18. Modifications
Riyato reserves the right to modify these Terms at any time. If Riyato makes material changes, it will provide notice via the Platform or by email to the address associated with the Client's account at least thirty (30) days before the changes take effect. Continued use of the Platform after the effective date of any modification constitutes acceptance of the updated Terms.

19. Miscellaneous
19.1 Entire Agreement. These Terms, together with any applicable Fee Schedule or order form, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements, understandings, or representations.

19.2 Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

19.3 Waiver. The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

19.4 Assignment. The Client may not assign or transfer these Terms or any rights hereunder without Riyato's prior written consent. Riyato may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.

19.5 Force Majeure. Riyato shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, government actions, changes in law or regulation, CBP system outages, or internet service disruptions.

19.6 Notices. All notices under these Terms shall be in writing and sent to the email address associated with the Client's account or to legal@riyato.com for notices to Riyato.

20. Contact Information
For questions about these Terms, please contact:

Riyato Inc.

Email: legal@riyato.com

Website: riyato.com

By using the Riyato platform, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.