Xenia Additional Services Addendum

1. Scope

This Addendum governs the optional Additional Services in which Merchant enrolls under Section 2. It does not modify Merchant’s rights or obligations under the Framework Terms except as expressly stated. If Merchant is not enrolled in any Additional Service, this Addendum has no effect. In the event of a conflict between this Addendum and the Framework Terms, this Addendum controls solely with respect to the Additional Services.

2. Enrollment, Acceptance, and Fees

Available services. The Additional Services currently offered under this Addendum are Enhanced AI Discovery (Section 3) and Enhanced Business Listing (Section 4). Provider may offer further Additional Services under this Addendum from time to time; each will be described, and its fee stated, at enrollment.

Enrollment. Merchant enrolls in an Additional Service through the Cloud Service’s add-on management interface or by executing an Order Form that references this Addendum. Enrollment in any Additional Service constitutes Merchant’s acceptance of this Addendum, and electronic acceptance is valid and binding. Provider accepts by providing access to the enrolled Additional Service.

Fees. The monthly fee for each Additional Service is the fee displayed to Merchant at enrollment and stated in Provider’s written enrollment confirmation, which is incorporated into this Addendum for that service. Fees are charged monthly in arrears per enrolled service.

3. Enhanced AI Discovery

Description. Provider will collect, structure, index, and maintain Merchant’s product and service catalog so that it can be surfaced through the Cloud Service’s AI discovery features in response to consumer queries, including natural-language queries about product availability, categories, price ranges, and suitability. Merchant’s offerings may be returned in AI-generated responses whether or not Merchant transacts through the universal cart.

Sponsored inclusion disclosure. Where the selection or presentation of a merchant in AI-generated responses is influenced by paid enrollment, Provider will identify sponsored or paid inclusion to consumers clearly and conspicuously, consistent with applicable advertising disclosure requirements.

Merchant obligations. Merchant will provide accurate, complete, and current catalog information, including product and service names, descriptions, categories, pricing, and availability, and will update it promptly when it changes. Provider is entitled to rely on the information Merchant provides. Merchant is responsible for the accuracy of any allergen, safety, compatibility, age-suitability, or regulatory information it supplies.

Data rights. Data compiled under this service constitutes Business Data, and responses generated from it constitute AI Outputs, each as defined in Section 10 of the Framework Terms. Merchant retains all rights in the original data it provides. Provider retains all rights in the compiled Business Data, AI Outputs, and associated indices and models, as set out in Section 10(f) of the Framework Terms.

Accuracy. AI-generated responses are produced automatically and may be incomplete or inaccurate. Provider does not warrant the accuracy, completeness, or currency of any AI Output, and Merchant remains responsible for honoring the offerings it lists.

4. Enhanced Business Listing

Description. Provider will give Merchant’s listing enhanced treatment within the Cloud Service, which may include more prominent placement in browse and search results, expanded listing content, additional images, featured positioning on town or category pages, and promotional treatment of Merchant’s bundles.

Paid placement disclosure. Enhanced placement is paid placement. Provider will clearly and conspicuously identify paid or sponsored placement to consumers wherever it appears, consistent with applicable advertising disclosure requirements. Merchant will not represent that enhanced placement reflects editorial ranking, consumer ratings, or independent evaluation.

No guaranteed position. Provider does not guarantee any specific placement, ranking, position, number of impressions, clicks, inquiries, reservations, or sales. Placement may vary by page, query, device, consumer location, and inventory of other enhanced listings.

Review and acceptance. Where Provider prepares listing copy, imagery, or other creative for Merchant, Provider will submit it to Merchant for review. Merchant will notify Provider of any objection within five (5) business days. If Merchant does not respond within that period, or the material is published with Merchant’s knowledge and without objection, it is deemed accepted.

Content standards. Listing content must be accurate, lawful, non-infringing, and consistent with the Framework Terms. Provider may reject, modify, or remove listing content that violates this Addendum, the Framework Terms, or applicable Law, or that Provider reasonably determines creates risk to consumers or to the Cloud Service.

5. Bundles

For clarity, the ability to create and offer inter-business merchant bundles remains part of the core Cloud Service and is provided at no charge to Merchant, as stated in Section 3(a) of the Framework Terms. Nothing in this Addendum makes bundling a paid feature. Enhanced Business Listing may include promotional treatment of Merchant’s bundles, and it is that promotional treatment, not the ability to create bundles, that is charged for under this Addendum.

6. Merchant Content, Rights, and Indemnity

Rights in Merchant content. Merchant represents and warrants that it owns, or has obtained all releases, licenses, permits, and other authorizations necessary to use and to permit Provider to use, all content it supplies or authorizes for use under this Addendum, including product and service descriptions, photographs, artwork, logos, trademarks, and any third-party materials. Merchant grants Provider the rights necessary to display, reproduce, index, and promote that content in connection with the enrolled Additional Services, solely during the term of this Addendum and solely for the purpose of providing them.

Additional indemnity. In addition to Merchant’s indemnification obligations under Section 17 of the Framework Terms, Merchant will defend, indemnify, and hold harmless Provider from third-party claims arising from: (i) content, information, or materials Merchant supplies or authorizes under this Addendum; (ii) the nature, quality, safety, or use of Merchant’s products or services; and (iii) Merchant’s decision to publish, or continue offering, content or offerings after Provider has given Merchant written notice of a specific legal, safety, or regulatory risk associated with them. The procedures in Section 17(d) of the Framework Terms apply to any claim under this Section.

Published materials. Merchant acknowledges that Provider has limited ability to control content once it has been published, indexed, cached, or otherwise made available publicly, including by third-party search engines and AI systems. Provider will use commercially reasonable efforts to remove or correct content on the Cloud Service on Merchant’s request but is not responsible for copies retained or republished by third parties.

7. Fees and Billing

Billing. Fees for enrolled Additional Services are determined under Section 2 and are charged monthly in arrears. Merchant authorizes Provider to charge Merchant’s payment method on file, and Section 3(f) (Payment) of the Framework Terms applies to Additional Services fees. Fees are exclusive of taxes; Merchant is responsible for any taxes applicable to the Additional Services.

Fee changes. Provider may change Additional Services fees upon thirty (30) days’ prior written notice. Merchant may cancel the affected Additional Service without penalty before the change takes effect. Continued use after the effective date constitutes acceptance of the changed fee.

Non-payment. If Merchant’s payment method fails and the amount remains unpaid thirty (30) days after notice, Provider may suspend or terminate the enrolled Additional Services. Non-payment of Additional Services fees alone does not affect Merchant’s access to the core Cloud Service.

8. Term and Cancellation

This Addendum takes effect when Merchant first enrolls in an Additional Service (or on the date of Merchant’s signature, if executed in writing) and continues month to month while any enrollment is active. Either party may cancel any or all Additional Services on thirty (30) days’ written notice, effective at the end of the then-current monthly billing period. Cancellation of Additional Services does not terminate the Framework Terms or Merchant’s access to the core Cloud Service. Termination of the Framework Terms automatically terminates this Addendum.

9. Suspension and Removal

Provider may suspend or remove any Additional Service, in whole or in part, if Merchant is in breach of this Addendum or the Framework Terms, if required by applicable Law, or if Provider reasonably determines that continued provision creates material risk to consumers, to other merchants, or to the Cloud Service. Where practicable Provider will give prior notice and an opportunity to cure. Because fees are charged in arrears, fees will be prorated so that Merchant is not charged for any period during which an Additional Service is suspended or removed.

10. Changes to Additional Services

Provider may modify, enhance, or discontinue an Additional Service. Provider will give thirty (30) days’ prior written notice of any change that materially decreases the functionality of an Additional Service in which Merchant is enrolled, and Merchant may cancel that service without penalty before the change takes effect.

11. Warranties, Disclaimers, and Liability

The Additional Services are provided subject to the warranties, disclaimers, limitations of liability, and indemnification provisions of the Framework Terms, which apply to the Additional Services as if set out here. A modification or discontinuation made in accordance with Section 10 of this Addendum is not a breach of the Performance Warranty as applied to the Additional Services; Merchant’s remedy for a material decrease in an Additional Service’s functionality is the cancellation right in Section 10. Fees paid for Additional Services are included in calculating the General Cap under Section 16(e) of the Framework Terms.

12. General

Notices under this Addendum are given in accordance with the Framework Terms. Except for fee changes under Section 7 and service changes under Section 10, any amendment to this Addendum that materially affects Merchant’s rights or obligations requires a written instrument signed by both parties or Merchant’s express electronic acceptance of the updated Addendum. This Addendum may be executed or accepted electronically, and electronic signatures and acceptances are valid and binding.