QUADPICK AI TERMS OF SERVICE

Effective date: 29 September 2026

These Terms of Service ("Terms") govern access to and use of QuadPick AI (internal working title "PEARL"), a Shopify application operated by Brix + Bailey Technology Limited, company number 10234158, whose registered office is at Suite 1, 24-25 Barnack Business Centre, Blakey Road, Salisbury, SP1 2LP ("QuadPick AI", "we", "us" or "Provider").

By installing, accessing or using QuadPick AI, the person or organisation installing or using the application ("Merchant", "you" or "your") agrees to these Terms.

If you install or use QuadPick AI on behalf of a business or other organisation, you confirm that you have authority to bind that organisation to these Terms.

1. The Service

QuadPick AI is a Shopify application designed to analyse a Merchant's own product catalogue and derive product-to-product relationships for purposes including product recommendations, related products, complementary products and other catalogue merchandising functions.

QuadPick AI may use information obtained through Shopify APIs and other information supplied or authorised by the Merchant solely to provide, maintain, secure and improve the functionality made available to that Merchant.

QuadPick AI does not acquire ownership of the Merchant's catalogue, store content or other Merchant Data.

2. Shopify

QuadPick AI is designed to operate with Shopify.

Your use of Shopify remains governed by your agreement with Shopify. QuadPick AI is not Shopify and does not control Shopify's services, APIs, availability, decisions, approvals or policies.

Certain QuadPick AI functions may require Shopify API access scopes, including access to protected customer data.

Where the optional order-based functionality is enabled, QuadPick AI may request the Shopify read_orders scope.

QuadPick AI will request only the Shopify permissions reasonably required for the functionality selected by the Merchant.

Shopify may restrict, redact, suspend or withdraw access to an API, field, scope or other functionality, and QuadPick AI will not be responsible for loss of functionality resulting from a decision or change made by Shopify.

3. Order Data and Customer Data

Where the Merchant enables order-based functionality, QuadPick AI acts as a processor on behalf of the Merchant in respect of personal data contained in or derived from Shopify order records.

The Merchant remains the controller of that personal data unless applicable law provides otherwise.

Apart from line-item quantities, which QuadPick AI currently reads only to calculate the per-product count of units ordered described below, QuadPick AI uses order information only to the extent necessary to determine associations between products purchased together and to show shoppers how many times a suggested product was bought together with the product it is suggested for (only for pairs bought together in at least three orders), to report to the Merchant the orders, items and sales value that QuadPick AI's suggestions assisted and, where the Merchant has switched on public discovery pages, to rank which of the Merchant's products' public discovery pages are listed in the sitemap and on the public discovery index page using aggregated per-product order counts.

QuadPick AI is designed not to request or use customer names, customer email addresses, customer telephone numbers, billing addresses or shipping addresses for these purposes.

Order-level information used to calculate product associations, per-product order counts and assisted-sales totals is processed transiently and is not retained by QuadPick AI as an order-level customer dataset.

QuadPick AI retains the resulting product-level relationship information, per-product order counts, daily assisted-sales totals and associated aggregate metrics required to provide the Service, together with a per-product count of units ordered, which no current feature of the Service uses.

QuadPick AI applies minimum aggregation or small-cell suppression controls before qualifying order-derived relationships are retained or used.

4. Artificial Intelligence Processing

QuadPick AI may use artificial intelligence services to analyse catalogue or product information.

QuadPick AI currently uses the Anthropic commercial API for such functionality.

QuadPick AI's AI processing path is intended for catalogue and product information.

QuadPick AI does not send Shopify customer identity information or Shopify order-level protected customer data to Anthropic for QuadPick AI's AI catalogue analysis.

The Merchant instructs QuadPick AI to submit relevant catalogue content to the AI provider where necessary to provide AI-assisted functionality.

QuadPick AI will use commercial AI services under applicable commercial and data-processing terms.

5. Data Processing Addendum

The QuadPick AI Data Processing Addendum ("DPA") forms part of these Terms and is incorporated into them by reference.

Where QuadPick AI processes personal data on behalf of a Merchant, the DPA applies automatically.

If there is a conflict between these Terms and the DPA concerning the processing or protection of personal data, the DPA prevails to the extent of that conflict.

6. Privacy

QuadPick AI's handling of personal data is also described in the QuadPick AI Privacy Policy.

The Merchant is responsible for providing any notices to its customers required by applicable privacy and data-protection law in relation to the Merchant's use of QuadPick AI.

QuadPick AI will provide reasonable information necessary to enable the Merchant to describe QuadPick AI's processing accurately.

7. Privacy Requests and Shopify Compliance Webhooks

QuadPick AI supports Shopify's mandatory privacy and compliance webhook processes.

QuadPick AI processes requests received through applicable Shopify compliance mechanisms, including:

• customers/data_request;
• customers/redact; and
• shop/redact.

Where QuadPick AI holds no personal data capable of being attributed to the customer identified in a data-access request, QuadPick AI may record that there is no responsive retained customer data.

Where deletion is required, QuadPick AI will delete data under its control in accordance with applicable law, the DPA and its documented retention procedures.

8. Uninstallation and Deletion

When QuadPick AI is uninstalled, QuadPick AI will terminate the Merchant's active tenant and delete Merchant data in accordance with its applicable deletion process, subject only to information that must be retained by law or reasonably retained for the establishment, exercise or defence of legal claims.

QuadPick AI's application architecture is designed to remove tenant-specific application records and associated QuadPick AI-controlled key-store records as part of the uninstall deletion process.

Aggregate information that has been irreversibly anonymised so that it no longer constitutes personal data may be retained.

9. Security

QuadPick AI will maintain appropriate technical and organisational measures proportionate to the nature of the Service and the data processed.

These measures include, as applicable:

• encryption in transit;
• encryption of stored data;
• logical separation of Merchant tenants;
• controlled access to production systems;
• key management;
• data minimisation;
• retention controls;
• monitoring and logging;
• vulnerability and dependency management; and
• processes for responding to security incidents.

Production services containing Merchant data are configured to use Railway's European hosting region.

Cryptographic signing or key-management functionality may use AWS services configured in an EU region.

10. Merchant Responsibilities

The Merchant must:

1. use QuadPick AI only for lawful business purposes;
2. have the necessary rights and lawful basis to provide or permit access to data processed through QuadPick AI;
3. provide any notices and obtain any consents required by applicable law;
4. configure QuadPick AI only for purposes compatible with these Terms;
5. maintain appropriate security over its Shopify account and authorised users;
6. promptly revoke access for users who are no longer authorised;
7. not attempt to circumvent QuadPick AI's security or access controls; and
8. not use QuadPick AI to process data that the Merchant is prohibited from processing.

The Merchant must not intentionally submit special-category personal data, highly sensitive personal data, payment-card data, passwords, authentication credentials or medical information to QuadPick AI unless QuadPick AI has expressly agreed in writing to support that processing.

11. Acceptable Use

You must not use QuadPick AI:

• unlawfully or fraudulently;
• to infringe intellectual-property, privacy or other rights;
• to gain unauthorised access to another Merchant's data;
• to interfere with QuadPick AI, Shopify or connected systems;
• to introduce malware or malicious code;
• to scrape, reverse engineer or circumvent technical restrictions except where such restriction is prohibited by law;
• to use another Merchant's data without authority; or
• in a manner that creates unreasonable security or operational risk.

QuadPick AI may suspend access where reasonably necessary to address a material security threat, unlawful use or material breach of these Terms.

12. Merchant Data

As between the parties, the Merchant retains all rights in Merchant Data.

The Merchant grants QuadPick AI a limited, non-exclusive right to access, host, copy, transform and otherwise process Merchant Data solely as necessary to provide, secure and support the Service and comply with lawful obligations.

QuadPick AI will not sell Merchant customer personal data.

QuadPick AI will not use Merchant customer personal data for behavioural advertising.

13. QuadPick AI Intellectual Property

QuadPick AI and all software, algorithms, user interfaces, documentation, designs, methodologies and other technology making up the Service are owned by or licensed to Brix + Bailey Technology Limited.

Subject to these Terms, QuadPick AI grants the Merchant a limited, revocable, non-exclusive and non-transferable right to use the Service for the Merchant's internal business purposes during the subscription period.

No ownership rights in QuadPick AI are transferred to the Merchant.

14. Feedback

If the Merchant provides suggestions, ideas or feedback concerning QuadPick AI, the Merchant permits QuadPick AI to use that feedback to develop and improve the Service without obligation to compensate the Merchant.

This does not permit QuadPick AI to disclose Merchant confidential information.

15. Fees and Billing

Any fees applicable to QuadPick AI will be shown through the Shopify App Store, Shopify billing interface or another ordering process before the Merchant incurs the charge.

Unless expressly stated otherwise, fees are exclusive of applicable taxes.

Shopify may collect QuadPick AI charges on QuadPick AI's behalf where Shopify billing is used.

Cancellation or uninstalling QuadPick AI does not retrospectively cancel charges validly incurred before cancellation.

Any refund entitlement will be determined by the applicable QuadPick AI plan terms and mandatory law.

16. Changes to the Service

QuadPick AI may modify or improve the Service from time to time.

QuadPick AI may discontinue a feature where reasonably necessary for security, legal, regulatory, Shopify-platform or technical reasons.

Where a change materially reduces paid core functionality, QuadPick AI will use reasonable efforts to provide appropriate notice where practicable.

17. Availability

QuadPick AI will use reasonable efforts to maintain the availability and security of the Service.

The Service is nevertheless dependent on third-party infrastructure, Shopify and internet services and is not guaranteed to operate without interruption.

QuadPick AI may conduct maintenance, deploy security updates or temporarily restrict functionality where reasonably necessary.

18. Third-Party Services

QuadPick AI uses third-party infrastructure and technology providers to provide the Service.

Current material providers are identified in QuadPick AI's DPA and subprocessor schedule.

Third-party services remain subject to their own operational and technical limitations.

19. Confidentiality

Each party must protect confidential information received from the other party using reasonable care and may use it only for purposes connected with these Terms.

Confidential information does not include information that:

1. is or becomes public without breach of these Terms;
2. was lawfully known by the receiving party before disclosure;
3. is lawfully received from a third party without confidentiality restrictions; or
4. is independently developed without use of the other party's confidential information.

A party may disclose confidential information where required by law, provided it gives notice where legally permitted.

20. Warranties

Each party warrants that it has authority to enter into these Terms.

QuadPick AI will provide the Service with reasonable care and skill.

Except as expressly stated in these Terms and to the fullest extent permitted by law, the Service is provided without additional express or implied warranties.

QuadPick AI does not warrant that every recommendation, product association or AI-generated result will be commercially successful, error-free or suitable for every Merchant.

The Merchant remains responsible for decisions concerning which recommendations or merchandising outputs it uses.

21. Limitation of Liability

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including liability for fraud or fraudulent misrepresentation or death or personal injury caused by negligence where applicable.

Subject to the preceding paragraph, neither party will be liable to the other for:

• indirect or consequential loss;
• loss of anticipated profits;
• loss of anticipated savings;
• loss of business opportunity; or
• loss of goodwill,

to the extent such losses are indirect or consequential.

Subject to liabilities that cannot lawfully be limited, QuadPick AI's aggregate liability arising out of or in connection with the Service during any twelve-month period will not exceed the total fees paid or payable by the Merchant for QuadPick AI during the twelve months immediately preceding the event giving rise to the claim.

Nothing in this clause limits obligations concerning personal data to the extent such limitation would be prohibited by applicable data-protection law.

22. Indemnity

The Merchant will indemnify Brix + Bailey Technology Limited against third-party claims resulting directly from:

1. the Merchant's unlawful use of QuadPick AI;
2. Merchant Data supplied without the necessary rights or authority; or
3. a material breach by the Merchant of the acceptable-use provisions of these Terms,

except to the extent the claim results from QuadPick AI's own breach, negligence or unlawful conduct.

23. Term and Termination

These Terms begin when the Merchant installs or first uses QuadPick AI and continue until terminated.

The Merchant may terminate its use of QuadPick AI by uninstalling the application and cancelling any applicable subscription.

QuadPick AI may terminate or suspend the Service where:

• the Merchant materially breaches these Terms and fails to remedy a remediable breach within a reasonable period after notice;
• continued provision would breach law or a binding regulatory requirement;
• Shopify prevents continued operation;
• continued use presents a material security risk; or
• applicable charges remain unpaid.

Provisions which by their nature are intended to survive termination will continue after termination.

24. Changes to these Terms

QuadPick AI may amend these Terms where reasonably necessary to reflect changes in the Service, law, regulation, security requirements or third-party platform requirements.

Material changes will be communicated by reasonable means.

Continued use after the effective date of updated Terms constitutes acceptance where permitted by law.

25. Notices

Legal notices to QuadPick AI should be sent to:

Brix + Bailey Technology Limited
Suite 1, 24-25 Barnack Business Centre, Blakey Road, Salisbury, SP1 2LP
Email: mail@brixbailey.com

Privacy and data-protection enquiries should be sent to:

mail@brixbailey.com

Notices to the Merchant may be delivered through the email address associated with its Shopify or QuadPick AI account, through the application, or through another reasonable electronic method.

26. Governing Law and Jurisdiction

These Terms and any non-contractual obligations arising out of or connected with them are governed by the laws of England and Wales.

The courts of England and Wales have exclusive jurisdiction over disputes arising out of or connected with these Terms, except where mandatory law requires otherwise.

27. General

Neither party may transfer these Terms without the other party's consent, except that QuadPick AI may transfer them in connection with a merger, acquisition, reorganisation or transfer of substantially all of the relevant business or assets.

If any provision is found unenforceable, the remaining provisions will continue in effect.

A failure to enforce a provision does not waive the right to enforce it later.

These Terms, the DPA, the Privacy Policy and any applicable ordering or pricing terms constitute the agreement between the parties concerning QuadPick AI and supersede prior discussions concerning the same subject matter.

No person other than the parties has a right to enforce these Terms under the Contracts (Rights of Third Parties) Act 1999 unless expressly stated otherwise.