RISE NAVIGATOR TERMS OF USE

Date of Last Revision: 13 May 2026

By clicking I agree and accessing and using the Tool (as defined below), you acknowledge that you have read and understand, and agree to be bound by, these Terms of Use (these “Terms”) as of the date of such acceptance and access and use of the Tool (the “Effective Date”). You represent and warrant that you are of the legal age in your jurisdiction to execute and be legally bound by contractual terms and conditions.

By accepting these Terms, you also agree to be bound by the Association’s Rise Navigator Privacy Policy. As used herein, the “Agreement” includes these Terms and the Privacy Policy, as each may be amended from time to time in the Association’s sole discretion. The Association shall provide notice of such amendments to you via e-mail to the e-mail address you provided to the Association during the registration process. If you continue to use the Tool following the Association’s delivery of notice of such changes, your continued use shall be deemed acceptance of the updated Privacy Policy.

Rise Navigator is a cloud-based generative AI tool owned by the Association of International Certified Professional Accountants (the “Association”) that provides thought-leadership and learning aids tied to the Rise 2040 initiative, generating word based responses to your submitted inquiries (the “Tool”). You desire to access and use the Tool, and the Association desires to grant such access and use subject to the terms and conditions set forth in the Agreement.

1. Term of the Agreement. The term of the Agreement begins on the Effective Date and continues until terminated by the Association as set forth in Section 6 below.

2. Right to Access and Use. For the duration of the Term, the Association hereby grants you a non-exclusive, non-transferrable, non-assignable, non-sublicensable right to access and use the Tool and the Output (as defined below) solely for your personal and non-commercial use.

3. Output; Training of the Tool. As used herein, “Output” means the output that is produced, generated or created by the Tool in response to Your Data. As used herein, “Your Data” means all content and other information that you enter into the Tool. You acknowledge and agree that: (i) the Output may not be unique and the Tool may produce output to other customers of the Association or users of the Tool that is the same or similar to the Output generated for you, (ii) the Output may be inaccurate or unsuitable for use and requires validation, (iii) as between you and the Association, the Association owns all right, title and interest, including all intellectual property rights, in and to the Output, and (iv) the Association may use Your Data to modify, improve and otherwise train the Tool.

4. Geographic and Transfer Restrictions. You acknowledge that the Tool has not been designed with capabilities to prevent you from accessing or using the Tool from a specific geographic location. You are solely responsible for compliance with all laws of the jurisdiction where you are accessing the Tool, including all export control laws and all laws governing the geographic transfer of Your Data.

5. Your Responsibilities.

5.1. You shall (i) be solely responsible for the acquisition, accuracy, quality, and integrity of Your Data and the means by which you acquire and use Your Data, (ii) prevent unauthorized access to or use of the Tool or Output, and notify the Association immediately of any known or suspected unauthorized access or use, and (iii) use the Tool and Output, and gather and use Your Data, only in accordance with applicable laws and government regulations, and the terms of the Agreement.

5.2. You shall not (i) make the Tool or Output available to anyone else, (ii) sell, resell, rent or lease or otherwise use the Tool or Output for commercial gain, (iii) use the Tool to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (iv) use the Tool to store or transmit malicious code, (v) interfere with or disrupt the integrity or performance of the Tool, Output or third-party data contained therein, (vi) attempt to gain unauthorized access to the Tool, Output or the Association’s related systems or networks, or (vii) input into the Tool any data that (a) includes trademarks or other materials protected by third-party intellectual property rights, unless you have sufficient rights to do so, (b) contains personal information, or (c) violates applicable laws and regulations or the terms of the Agreement.

6. Termination; Suspension; Effect of Termination. The Association may terminate the Agreement and terminate, revoke or suspend your access to the Tool at any time and for any reason, with or without notice to you. The Association is under no obligation to continue providing you with access to the Tool and reserves the right to change, modify or cease provision of access to the Tool at any time and for any reason, with or without notice to you. Upon termination of the Agreement, all rights granted to the Tool and Output will immediately cease, and you shall immediately discontinue all access to, and use of, the Tool and Output. At the Association’s direction, you shall either return or destroy all Output in your possession or control.

7. DISCLAIMERS; LIMITATION OF LIABILITY.

7.1. NOTWITHSTANDING ANY PROVISION OF THE AGREEMENT, THE TOOL AND THE OUTPUT ARE PROVIDED “AS IS.” THE ASSOCIATION SPECIFICALLY DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, THE ASSOCIATION MAKES NO WARRANTY OF ANY KIND THAT THE TOOL WILL BE AVAILABLE OR OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEMS OR OTHER SERVICES, OR THAT THE TOOL OR THE OUTPUT WILL BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE OR ERROR FREE. THE TOOL MAY GENERATE INACCURATE OR UNUSABLE OUTPUT.

7.2. THE TOOL IS NOT A SUBSTITUTE FOR LEGAL OR OTHER PROFESSIONAL ADVICE, OR PROFESSIONAL JUDGMENT, REGARDING COMPLIANCE OR FULFILLMENT OF ANY PROFESSIONAL, LEGAL OR GOVERNMENTAL REQUIREMENTS OR PROFESSIONAL STANDARDS. THE ASSOCIATION SPECIFICALLY DISCLAIMS ANY WARRANTY OR REPRESENTATION THAT THE TOOL WILL PROVIDE, AID OR RESULT IN COMPLIANCE WITH ANY PROFESSIONAL RULE OR WITH ANY LAW, REGULATION OR LEGAL REQUIREMENT.

7.3. THE TOOL IS NOT INTENDED TO STORE, PROCESS, MAINTAIN OR PROTECT THE INTEGRITY OR CONFIDENTIALITY OF YOUR PERSONAL INFORMATION OR ANY CONFIDENTIAL INFORMATION. YOU ACKNOWLEGE AND AGREE THAT YOU WILL NOT UPLOAD, INPUT OR PROVIDE TO THE TOOL ANY PERSONAL INFORMATION OR CONFIDENTIAL INFORMATION, AND UNDER NO CIRCUMSTANCES WILL THE ASSOCIATION BE LIABLE WITH RESPECT TO SUCH INFORMATION IN THE EVENT SUCH INFORMATION IS PROVIDED BY YOU.

7.4. IN NO EVENT WILL THE ASSOCIATION, ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, OR SUPPLIERS BE LIABLE UNDER OR IN CONNECTION WITH THE TOOL, THE OUTPUT OR THE AGREEMENT, INCLUDING, BUT NOT LIMITED TO, THE USE OF, REFERENCE TO OR RELIANCE ON THE TOOL OR THE OUTPUT, UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY (I) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES OR PROFITS, (II) LOSS OF GOODWILL OR REPUTATION, (III) USE, INABILITY TO USE, LOSS, INTERRUPTION, UNAVAILABILITY, DELAY OR RECOVERY OF THE TOOL OR OUTPUT, (IV) LOSS, DAMAGE, CORRUPTION, OR RECOVERY OF DATA, OR BREACH OF DATA OR SYSTEM SECURITY, (V) COST OF REPLACEMENT GOODS OR SERVICES, OR (VI) DIRECT, CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, IN EACH CASE REGARDLESS OF WHETHER SUCH PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

8. Indemnification. You shall indemnify, defend and hold harmless the Association, its affiliates and its and their officers, directors, employees, agents, representatives, service providers, successors and assigns against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, and expenses of whatever kind, including reasonable attorneys’ fees, made by third parties arising out of or related to (i) your use of the Tool or Output, (ii) Your Data, and (iii) any breach of the Agreement by you.

9. Ownership. The Tool and the Output are the intellectual property of, and are owned by, the Association and its affiliates. The Association retains all ownership, rights, title, and interest in the Tool, Output and all related materials, including all patent rights, copyrights, trademarks, trade secrets, know-how, and any other intellectual property rights therein. Other than the limited right to access and use the Tool and the Output granted by the Agreement, you do not acquire any right, title, or interest in or to the Tool or the Output. All rights not expressly granted herein are reserved by the Association.

10. Feedback. You may provide the Association with ideas, suggestions, comments and feedback about the Tool and the Output (“Feedback”). Any such Feedback shall be deemed to be assigned to the Association and shall be owned by the Association.

11. Notices. Notices to the Association must be in writing and will be effective when delivered to the Association via: (i) hand delivery, (ii) the United States mail (certified mail, return receipt requested, or first class postage prepaid), or (iii) overnight delivery services (with confirmation of delivery), addressed as follows: The Association of International Certified Professional Accountants, Attention: Office of General Counsel, 220 Leigh Farm Road, Durham, North Carolina 27707. Notices to you will be delivered via e-mail to the address provided to the Association during your registration process.

12. Miscellaneous.

12.1. Governing Law; WAIVER OF JURY TRIAL. The Agreement and the rights and obligations of the parties as well as any disputes arising under the Agreement will be governed by, and construed and interpreted in accordance with, the laws of the State of New York excluding its rules of conflicts of law. The parties hereby irrevocably consent to the exclusive jurisdiction of the courts in New York, with respect to all disputes arising out of the Agreement. IN ANY CONTROVERSY OR CLAIM, WHETHER BASED IN CONTRACT, TORT OR OTHER LEGAL THEORY, ARISING OUT OF OR RELATING TO THE AGREEMENT, ITS NEGOTIATION, ENFORCEABILITY OR VALIDITY, OR THE PERFORMANCE OR BREACH HEREOF OR THE RELATIONSHIPS ESTABLISHED HEREUNDER, ALL PARTIES HEREBY WAIVE THEIR RIGHT TO TRIAL BY JURY.

12.2. Entire Agreement. The Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, whether written or oral, with respect to the subject matter contained in the Agreement, including, but not limited to, any and all prior versions of the Agreement in effect between you and the Association, if any.

12.3. Severability. If any provision of the Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of any such provision in every other respect and the remaining provisions of this Agreement will be unimpaired and the Agreement will continue in full force and effect, unless the provisions held invalid, illegal or unenforceable will substantially impair the benefits of the remaining provisions hereof.

12.4. Waiver. The failure of either party to insist upon strict performance or to seek remedy for breach of any term of the Agreement, or to exercise any right, remedy or election herein or permitted by law or equity, will not constitute nor be construed as a waiver or relinquishment in the future of such term, condition, right, remedy or election. Any consent, waiver or approval by either party of any act or matter will not be effective unless made in writing and signed by an authorized representative of the consenting, waiving or approving party.

12.5. Survival. The following Sections will survive the termination of the Agreement: Sections 3, 5, 6, 7, 8, 9, 10, 11 and 12.