Terms of Service

These Terms of Service ("Terms") form a binding agreement between you ("Customer") and EV Express Network LLC, an Oklahoma limited liability company ("EVEN"). Axion Knowledge Core is a B2B SaaS platform owned and operated by EVEN. These Terms govern your access to and use of the Axion Knowledge Core platform at axnx.io and any related services (collectively, the "Service"). Marketing and informational content is also available at axnx.ai. Both domains are operated by EV Express Network LLC.

By creating an account, accessing, or using the Service, you accept these Terms. If you accept these Terms on behalf of an organization, you represent that you have authority to bind that organization, and "Customer" refers to that organization. If you do not agree to these Terms, do not use the Service.

01The Service

Axion Knowledge Core is a B2B SaaS platform that ingests company documents (including project-specific documents such as contracts, RFPs, bid documents, specifications, and related records) into a knowledge graph and provides AI-powered document intelligence, including chat-based question-and-answer ("Explore") and structured analytical reports ("Agent Reports"). The Service is intended for use by professional users acting in a business capacity across knowledge-intensive industries, including but not limited to engineering, procurement, and construction; project development; civil, mechanical, and electrical contracting; manufacturing; life sciences; and professional services.

02Eligibility and Accounts

2.1 Eligibility

Authorized Users must be at least 18 years old. The Customer accepting these Terms must have legal authority to bind the organization to this agreement. Authorized Users must not be located in, ordinarily a resident of, or a national of any country subject to comprehensive US sanctions, and must not be on any US government denied-party list.

2.2 Account Creation

Customers agree to provide accurate, current, and complete information when registering and to keep that information current. Customers are responsible for safeguarding authentication credentials and for all activity that occurs under their account.

2.3 Team Accounts and Authorized Users

The Customer's subscription tier determines the maximum number of Authorized Users permitted on the account. Credentials are personal and non-transferable. Customers are responsible for their Authorized Users' compliance with these Terms and for all activity under their account. Customers agree to notify EVEN promptly of any unauthorized access to or use of their account.

03Subscriptions, Billing, and Usage

3.1 Subscription Tiers

The Service is offered through subscription tiers (currently Starter, Growth, and Enterprise). Each tier includes a flat monthly platform fee, a maximum number of authorized users, and monthly included allocations of Ingest Pages, Insight Credits, and Document Storage. Current tier details and pricing are presented at the point of purchase and govern the commercial terms of your subscription. Specific prices are not set forth in these Terms and may be updated as described in Section 3.9.

3.2 Insight Credits

Insight Credits are the shared usage currency for all AI-powered features of the Service. Each AI-powered activity consumes a defined number of Insight Credits. Current consumption rates are published within the Service dashboard. Included Insight Credits reset at the start of each billing cycle and do not roll over. Unused monthly Insight Credits are forfeited at the end of each billing cycle.

3.3 Ingest Pages

Ingest Pages measure document ingestion. When you upload a document, each page is parsed, classified, embedded, and written to your knowledge graph. Included Ingest Pages reset at the start of each billing cycle and do not roll over.

3.4 Document Storage

Every page ingested is retained in the knowledge graph, vector store, and data layer for as long as your account is active. Storage is cumulative and does not reset. Each tier includes a storage allocation. Pages stored beyond the included allocation incur a monthly retention fee as published at the point of purchase.

3.5 Overage Packs

When you exceed your monthly included allocations, you may purchase additional usage in the form of packs (Insight Packs, Page Packs). Packs purchased separately never expire. Pack balances carry forward indefinitely. Monthly included allocations are consumed first; pack balances are drawn only after the monthly allocation is exhausted. Pack prices and storage retention fees are variable and are not locked by any committed subscription term or Partner Program rate lock. Current pack prices are displayed at the point of purchase and may be updated with at least thirty (30) days' written notice.

3.6 Auto-Refill

You may enable Auto-Refill for Insight Credits and Ingest Pages through your account settings. When enabled, the Service will automatically purchase a pack when your available balance falls below a threshold you configure. Auto-Refill purchases are charged to your payment method on file at the then-current pack price. You may disable Auto-Refill at any time. Disabling Auto-Refill takes effect immediately; any pack already purchased is non-refundable.

3.7 Upgrades and Downgrades

Upgrades. You may upgrade your subscription tier at any time. Upgrades take effect immediately. You will be charged the prorated difference for the remainder of the current billing cycle, and the new tier's full fee from the next billing cycle onward.

Downgrades. You may request a downgrade at any time. Downgrades take effect at the end of the current billing cycle. If your authorized user count exceeds the lower tier's limit at the time the downgrade takes effect, you must reduce your user count before the downgrade is applied; otherwise, the downgrade will not process and your current tier will renew.

Storage on downgrade. If your cumulative stored pages exceed the lower tier's included storage allocation, the excess pages will be subject to the monthly storage retention fee. No data is deleted automatically as a result of a downgrade.

3.8 Renewal and Cancellation

Subscriptions renew automatically at the end of each billing cycle at the then-current price unless cancelled before the renewal date. You can cancel future renewals at any time through your account. Cancellation takes effect at the end of the current billing cycle; you retain access to the Service until then.

3.9 Pricing Changes

Prices for new subscriptions may change at any time. For existing customers, pricing changes will take effect following a minimum thirty (30) days' written notice of any increase or change. Pricing changes do not apply retroactively to fees already paid.

Committed term pricing. Fees prepaid for a committed subscription term (including any Partner Program term) are fixed at the agreed platform fee rate for the duration of that term. Price changes to the platform fee apply at the first renewal following the end of the committed term, with at least thirty (30) days' written notice. A Partner Program rate lock applies only to the platform fee and only for the committed term, which shall not exceed twelve (12) months from the commitment start date.

Pack and storage pricing. Overage pack prices (Page Packs, Insight Packs) and storage retention fees are not subject to any committed term rate lock. These rates may be updated with at least thirty (30) days' written notice to active customers regardless of whether you are within a committed subscription term.

3.10 Taxes

Prices do not include taxes. Customers are responsible for any applicable local, state, or federal taxes, including but not limited to sales, use, value-added, or similar taxes, excluding those taxes based on EVEN's net income.

3.11 Billing Failures

If a charge is declined, EVEN may retry the charge and may suspend access to the Service until payment is current. EVEN reserves the right to recover any bank fees, processor fees, or collection costs incurred as a result of a failed or returned payment, and such amounts may be added to the outstanding balance owed by the Customer.

3.12 Refunds

Subscription fees are non-refundable, including the unused portion of any cancelled subscription. Packs, once purchased, are non-refundable. Refunds are discretionary and are typically limited to billing errors or accidental duplicate purchase charges.

04Acceptable Use

You agree not to:

• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, models, ontology, knowledge graph structure, algorithms, or methodologies of the Service, except as expressly permitted by applicable law.
• Use the Service, outputs, or any data from the Service to develop, train, fine-tune, or improve any product or service that competes with, or is similar to, the Service, including any machine learning model, large language model, or other artificial intelligence system intended to provide similar analytical capability.
• Scrape, crawl, or systematically extract data from the Service, or use bots or automated means to access the Service beyond the features provided within the platform.
• Resell, sublicense, lease, or otherwise transfer access to the Service to any third party. This restriction does not prevent you from delivering outputs you generate to your own clients in the ordinary course of your business as permitted under Section 5.
• Circumvent any usage limits, credit consumption rules, authentication mechanisms, or other technical restrictions of the Service.
• Submit data that is unlawful, infringing, malicious, or that you do not have the right to submit.
• Attempt to gain unauthorized access to the Service, other customers' accounts or environments, or any underlying systems or networks.
• Use the Service in violation of applicable export, sanctions, or anti-corruption laws.

EVEN may suspend access without refund or credit for a material breach of this Section after reasonable notice where practicable.

05Intellectual Property and Data Rights

5.1 Our Intellectual Property

We retain all right, title, and interest in and to the Service, including its software, knowledge graph ontology, personas, user interface, methodologies, heuristics, optimization models, algorithms, documentation, and trademarks, and any improvements to or derivative works of the foregoing.

5.2 Customer Data

As between the Customer and EVEN, the Customer retains all right, title, and interest in the documents, drawings, specifications, queries, and other materials submitted to the Service ("Customer Data"). The Customer represents and warrants that it owns or holds valid licenses for all Customer Data submitted, including any third-party documents, licensed codes, standards, or specifications ingested into the Service, and that such submission does not infringe the intellectual property rights of any third party. EVEN is not responsible for, and the Customer agrees to indemnify EVEN against, any claim arising from Customer Data that was submitted without adequate rights or authorization.

5.3 Outputs

You retain ownership of the analytical outputs generated for your account based on your Customer Data ("Outputs"), including Explore responses and Agent Reports. Subject to these Terms, you may use Outputs in your own work, including in deliverables to your clients.

5.4 License to Us

You grant us a limited, non-exclusive license to host, process, reproduce, modify, and use Customer Data solely to provide, operate, maintain, secure, and support the Service and generate your Outputs during the term of your subscription, and for no other purpose.

5.5 No Model Training

We will not use Customer Data to train, fine-tune, or improve any machine learning model, large language model, or other artificial intelligence system, and we will not permit third-party AI providers to do so with identifiable Customer Data. We will not use Customer Data for marketing, benchmarking, or any purpose outside delivering the Service, without your prior written consent.

5.6 Anonymized Telemetry

"Anonymized Telemetry" means de-identified technical metadata, stripped of Customer Data, that cannot reasonably be linked back to you, your account, your clients, or your specific projects. We may collect and use Anonymized Telemetry to operate, improve, and develop the Service. This right does not extend to Customer Data.

5.7 Feedback

If you provide us with suggestions, ideas, feature requests, bug reports, or other feedback regarding the Service, you grant us an unrestricted, perpetual, irrevocable, royalty-free license to use that feedback for any purpose without obligation to you.

5.8 Logo and Brand Usage

By accepting these Terms or entering into a Partner Program agreement, the Customer grants EVEN a limited, non-exclusive, royalty-free license to display the Customer's name and logo in EVEN's marketing materials, website, case studies, and investor presentations solely for the purpose of identifying the Customer as a user of the Service. EVEN will not use the Customer's logo in a manner that implies endorsement without the Customer's prior written approval. The Customer may revoke this license at any time by written notice to info@axnx.io, and EVEN will remove the Customer's logo from new materials within thirty (30) days of receipt of such notice.

06Data Handling, Isolation, and Security

6.1 Single-Tenant Isolation

Customer Data is held in a single-tenant, cryptographically segmented environment. Each customer's knowledge graph instance and vector store namespace are logically isolated from every other customer's data and are not commingled.

6.2 Safeguards

We will maintain commercially reasonable administrative, technical, and physical safeguards appropriate to the sensitivity of Customer Data.

6.3 Personal Information Filtering

We apply automated filtering to remove personal identifiers (such as email addresses and phone numbers) from session logs retained beyond the active session. Only anonymized technical patterns are retained.

6.4 Breach Notification

We will notify you without undue delay, and as required by law, of any confirmed breach of security affecting Customer Data.

6.5 Subprocessors

We use third-party infrastructure and AI model providers to deliver the Service. Current key subprocessors include:

We remain responsible for our subprocessors' handling of Customer Data under these Terms. A complete and current subprocessor list is available at axnx.io/subprocessors or on request at info@axnx.io. EVEN reserves the right to update, change, or replace back-end infrastructure subprocessors in the ordinary course of operating the Service without advance notice, provided such changes do not materially alter the privacy protections or data handling commitments set forth in these Terms. Where a subprocessor change would materially affect the privacy or security of Customer Data, EVEN will provide at least thirty (30) days' written notice, and Customers may raise reasonable data-protection objections within that notice period.

07Customer Responsibilities; Outputs Are Analytical Tools

7.1 Accuracy of Inputs

Outputs are produced based on the Customer Data you submit. The accuracy, completeness, and reliability of Outputs depend on the accuracy of those inputs. You are responsible for the inputs you provide.

7.2 Outputs Are Not Professional Services

The Service is a reasoning and discovery tool, not a licensed professional engineering, legal, or advisory service. Outputs are informational, generated from Customer Data, and may contain errors or omissions. Outputs are intended to support, not replace, the professional judgment of your licensed personnel. You are solely responsible for independently verifying any Output before relying on it for engineering, bidding, safety, regulatory, or contractual decisions, and for obtaining any additional professional advice or licensed review required for those decisions.

7.3 Professional Due Diligence

Outputs do not replace the professional judgment, site-specific review, licensed engineering, legal analysis, regulatory compliance review, or other specialized due diligence required for any real-world decision in your field. You remain solely responsible for obtaining all professional advice, licensed reviews, and regulatory approvals required by your industry and applicable law before acting on any Output.

08Privacy

Our handling of personal data is described in our Privacy Policy, available at axnx.io/privacy. By using the Service, Customers acknowledge and understand the practices described in the Privacy Policy. A Data Processing Addendum is available for customers who require one; contact info@axnx.io to request a DPA. The Service functions primarily as an analytical and inference tool. EVEN processes Customer Data only to the extent necessary to generate Outputs and operate the Service, and not as a data storage or processing service in the regulatory sense.

09Confidentiality

Each party may disclose to the other non-public business, technical, or financial information that the disclosing party identifies as confidential or that a reasonable person would understand to be confidential under the circumstances ("Confidential Information"). Customer Data is your Confidential Information; the Service and its underlying technology are our Confidential Information.

The receiving party will: (a) protect Confidential Information using at least the same degree of care it uses to protect its own confidential information of similar sensitivity, and not less than reasonable care; (b) use Confidential Information only to perform under these Terms; and (c) not disclose Confidential Information to third parties except to its employees, contractors, or advisors who have a need to know and who are bound by confidentiality obligations no less protective than these.

Confidential Information does not include information that is or becomes publicly available through no fault of the receiving party, was rightfully known without restriction before disclosure, is rightfully obtained from a third party without restriction, or is independently developed without use of the disclosing party's Confidential Information. The receiving party may disclose Confidential Information to the extent required by law, provided it gives the disclosing party reasonable advance notice where permitted.

Confidentiality obligations survive termination for five (5) years, and indefinitely for trade secrets.

10Beta Features

We may designate any feature, module, or service as a "Beta Feature" within the Service or in writing. Beta Features are provided for evaluation and are not production-ready. Beta Features are provided "AS IS" with no warranty of any kind, may be modified or discontinued at any time without notice, are not subject to any service-level commitments, and may have higher rates of error or unavailability. Beta Features do not consume Insight Credits unless expressly stated. Your use of a Beta Feature is at your own risk.

11Data Return and Deletion

11.1 Export

During the term and for thirty (30) days after it ends, Customers may request export of their Outputs in a reasonable machine-readable format supported by the Service.

11.2 Deletion

Within thirty (30) days of written request following expiration or termination, EVEN will delete or return Customer Data, except for (a) routine backups overwritten in the ordinary course, (b) Anonymized Telemetry, and (c) data EVEN is required to retain by law. Upon completion, EVEN will deliver written certification of deletion to the Customer's account email address on file. Certification of deletion is available only upon Customer's written request; it is the Customer's responsibility to submit such a request through the formal notice process described in Section 19.

12Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HARMFUL COMPONENTS. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, OR RELIABILITY OF OUTPUTS.

13Limitation of Liability

13.1 Excluded Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 Cap

EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE FEES PAID OR PAYABLE BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED US DOLLARS (US$100).

13.3 Carve-Outs

The limitations in this Section do not apply to: (a) your obligation to pay fees due; (b) your indemnification obligations under Section 14; (c) either party's breach of Section 4 (Acceptable Use) or Section 5 (Intellectual Property and Data Rights); (d) our breach of Section 6 (Data Isolation and Security); or (e) liability that cannot be limited as a matter of applicable law.

14Indemnification

14.1 By Us

We will defend you against third-party claims that the Service, as provided and used as authorized, infringes that third party's intellectual property, and will pay resulting damages finally awarded, excluding claims arising from Customer Data, your modifications, or combination with non-EVEN products.

14.2 By You

You will defend, indemnify, and hold harmless EVEN and its officers, directors, employees, and contractors from and against any third-party claim, demand, suit, or proceeding, and any related losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees), arising out of or relating to: (a) Customer Data, including any claim that Customer Data infringes or misappropriates the rights of a third party; (b) your use of the Service in violation of these Terms or applicable law; or (c) any decision, action, or inaction taken by you, your clients, or any third party based on Outputs.

14.3 Procedure

When a party seeks indemnification under this Section, it must: (a) give the indemnifying party prompt written notice of the claim; (b) allow the indemnifying party to control the defense and settlement of the claim; and (c) provide reasonable cooperation at the indemnifying party's expense. The indemnifying party may not enter into any settlement that imposes liability, obligation, or restriction on the indemnified party without the indemnified party's prior written consent.

15Term, Termination, and Suspension

15.1 Term

These Terms apply from the date the Customer first accesses the Service and continue until terminated in accordance with this Section. Termination is not effective by a verbal statement or informal communication. To terminate, the Customer must follow the process set out in Section 15.2 (cancellation through account settings or written notice to info@axnx.io). EVEN's termination rights are governed by Section 15.3. Termination becomes effective as described in the applicable subsection, not at the time of a termination request.

15.2 Cancellation by You

You may cancel future subscription renewals at any time through your account. You may close your account at any time by contacting info@axnx.io. Cancellation takes effect at the end of the current billing cycle. Cancellation does not entitle you to a refund of fees already paid.

15.3 Termination or Suspension by Us

We may terminate these Terms or suspend your access to the Service immediately if: (a) you breach these Terms and fail to cure within ten (10) days of notice (where the breach is curable); (b) you engage in conduct in violation of Section 4 (Acceptable Use); (c) you fail to pay fees when due; (d) we reasonably believe continued access poses a security or legal risk; or (e) we cease to operate the Service generally.

15.4 Effect of Termination

Upon termination: (a) your access to the Service will cease; (b) any unused subscription allocations, purchased pack balances, and Auto-Refill settings are forfeited; (c) Customer Data is handled under Section 11. Sections that by their nature should survive termination (including Sections 5, 6, 7, 9, 11, 12, 13, 14, 15, 16, 17, and 18) will survive. Unless a longer period is expressly stated elsewhere in these Terms, surviving obligations under Sections 12, 13, and 14 remain in effect for a period of five (5) years following termination. Obligations under Section 5.1 (EVEN Intellectual Property), Section 5.5 (No Model Training), and Section 9 (Confidentiality as it applies to trade secrets) survive indefinitely.

16Modifications to the Service and Terms

16.1 Service Changes

We may modify, add to, or remove features of the Service at any time. We will not make changes that materially diminish the core functionality of your then-active subscription tier without reasonable notice.

16.2 Changes to These Terms

We may update these Terms from time to time. We will post the updated Terms at axnx.io/terms with a revised "Last updated" date. For material changes, we will provide at least thirty (30) days' notice to active customers by email or through the Service before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance.

16.3 Changes to Consumption Rates

We may adjust the number of Insight Credits consumed by specific activities. We will provide at least thirty (30) days' notice before any consumption rate increase takes effect. Consumption rate changes do not affect credits already purchased or allocated.

17Dispute Resolution; Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES INDIVIDUALLY AND LIMITS THE WAYS YOU CAN SEEK RELIEF.

17.1 Informal Resolution First

Before initiating arbitration, you and we agree to attempt to resolve any dispute informally by sending written notice to the other party at the addresses set out in Section 19. The parties will negotiate in good faith for at least thirty (30) days from receipt of notice.

17.2 Binding Arbitration

If the dispute is not resolved informally, you and we agree to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Service (a "Dispute") by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration will be conducted by a single arbitrator. The seat of arbitration will be Tulsa, Oklahoma, USA. The arbitration may be conducted by video or telephone where the arbitrator permits.

17.3 Class Action Waiver

YOU AND WE AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE THE CLAIMS OF MULTIPLE PARTIES OR PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING.

17.4 Opt-Out

You may opt out of this arbitration agreement by sending written notice to legal@axnx.io within thirty (30) days of first accepting these Terms. The notice must include your name, account email, and a clear statement that you wish to opt out of arbitration. If you opt out, Disputes will be resolved in the courts identified in Section 18.

17.5 Exceptions

Either party may bring an individual action in small claims court, and either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect intellectual property rights or to address violations of Section 4 (Acceptable Use), Section 5 (Intellectual Property and Data Rights), or Section 9 (Confidentiality).

18Governing Law and Venue

These Terms are governed by the laws of the State of Oklahoma, USA, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to Section 17, any action not subject to arbitration must be brought exclusively in the state or federal courts located in Tulsa County, Oklahoma, and the parties consent to personal jurisdiction in those courts.

19General

Assignment. You may not assign these Terms or any rights or obligations hereunder, by operation of law or otherwise, without our prior written consent. We may assign these Terms to an affiliate, to an entity formed to own and operate the Axion business, or in connection with a merger, acquisition, financing, or sale of substantially all of our assets.

Notices. Notices to you may be given through the Service or by email to the address associated with your account. Notices to us must be sent to legal@axnx.io with a copy to EV Express Network LLC at the address below.

Entire Agreement. These Terms, together with the Privacy Policy and any Data Processing Addendum executed between the parties, constitute the entire agreement between you and us regarding the Service and supersede all prior agreements and understandings.

Severability. If any provision of these Terms is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

No Waiver. Failure to enforce any provision of these Terms is not a waiver of the right to do so later. Any waiver must be in writing and signed by an authorized representative. For purposes of these Terms, "authorized representative" means, for EVEN, an officer or member of EV Express Network LLC; and for a Customer organization, an officer, director, or individual with actual authority to bind the organization to contractual obligations.

Force Majeure. Neither party is liable for delay or failure to perform due to causes beyond its reasonable control, including acts of God, natural disasters, war, governmental action, labor disputes, or internet or telecommunications failures.

Relationship of the Parties. Nothing in these Terms creates any agency, partnership, joint venture, fiduciary, or employment relationship between the parties.

Headings. Section headings are for convenience only and do not affect interpretation.