Effective date: August 22, 2026 Version: 1.5 Provider: Stratum Infrastructure Inc., a Delaware corporation Billing, cancellation, and legal contact: dallas@stratuminfra.ai
These Terms govern a business customer’s purchase of the selected Stratum Founding Pilot subscription through a Stripe-hosted checkout. They are part of the parties’ payment-first workflow. The later Pilot Agreement sent through DocuSign governs software access, Customer Data, production use, and the parties’ broader risk allocation.
1. Business assent and authority
By checking Stripe’s required Terms box and selecting the button that submits checkout, the purchaser:
- represents that the purchaser is acting for the legal business identified at checkout and is authorized to bind it;
- accepts these Terms and acknowledges receiving the linked Privacy Notice;
- selects only the plan, Price, amount, interval, and quantity displayed at checkout; and
- authorizes Stripe to collect the displayed initial charge and later recurring charges for that selected plan, plus applicable tax, until cancellation takes effect under these Terms.
The act of submitting checkout is the act of assent. A pending or later successful payment event determines when payment is treated as successful; it is not the assent event. Stripe’s electronic record, including the Checkout Session, payer details, consent field, mandate, timestamps, Price, quantity, invoice, and payment records, may be used to prove the transaction.
If Stripe displays a price, interval, plan, or quantity inconsistent with these Terms or the customer’s written plan selection, the customer must not submit checkout. A submitted mismatch creates no broader authorization; Stratum will cancel and refund it or obtain the customer’s affirmative acceptance of corrected terms before service or another charge.
2. Plans, price, and renewal
Only one selected plan applies:
- Monthly plan: $1,059 plus applicable tax for the first one-month period, automatically renewing for successive one-month periods at $1,059 plus applicable tax until canceled.
- Annual plan: $12,700 plus applicable tax for the first twelve-month period, automatically renewing for successive twelve-month periods at $12,700 plus applicable tax until canceled.
Quantity is fixed at one. The customer is not purchasing multiple months, multiple years, seats, sites, storage units, or overages through checkout. Stratum will not automatically charge usage overages. Any added paid capacity or custom service requires the customer’s separate written approval.
The price is locked for the current paid period. Stratum may propose a new price on at least 30 days’ notice for a monthly renewal or 60 days’ notice for an annual renewal. A price or material plan change takes effect only if the customer affirmatively accepts it before renewal; otherwise the subscription ends at the close of the current paid period. Stratum will send an annual renewal reminder not less than 30 and not more than 60 days before the annual renewal date stating the date, amount, and cancellation method. Stratum will deliver any additional renewal notice required by applicable law before submitting the affected renewal.
3. Successful payment and bank debit
“Successful Payment Date” means the date Stripe reports the initial subscription invoice paid or, for a delayed payment method, reports the applicable asynchronous-payment-success event, subject to a later return, reversal, dispute, or refund. A submitted Checkout Session, pending bank debit, or successful browser redirect is not successful payment.
If Stripe offers ACH Direct Debit, the customer authorizes the debits described in Stripe’s displayed mandate and represents that the account is a customer-owned business deposit account and that the purchaser is authorized to use it. Stratum may pause the DocuSign, onboarding, and activation workflow and cancel future renewal if a debit fails, is returned, or is reversed.
A customer-initiated replacement attempt after a failed or returned initial payment is not a renewal or second-period charge. It must use a separately controlled attempt and does not authorize duplicate subscriptions.
4. Payment starts the period; signature and activation gate use
The selected paid period begins on the Successful Payment Date. Payment does not itself:
- execute the Pilot Agreement;
- authorize onboarding, Customer Data intake, production credentials, Facility activation, regulatory functionality, filing, or operational reliance;
- grant Stratum rights to customer, owner/operator, technician, contractor, tribal, or third-party records beyond transaction administration; or
- create a representation that Stratum, the customer, a tester, or a Facility is legally compliant.
Stratum will send the corresponding DocuSign Pilot Agreement within one business day after successful payment. No production use or Customer Data processing begins unless the parties sign that Agreement and later complete the applicable Production Activation Schedule.
Stratum will not submit a renewal or second-subscription-period charge before both parties sign the Pilot Agreement. No renewal charge may be submitted earlier than one full selected interval after the later of the Successful Payment Date and Production Activation. If Stripe’s technical billing-cycle anchor is earlier, Stratum will move or pause the anchor, prevent collection, or apply a full invoice credit before collection so the customer receives the full paid interval.
5. Seven-day unsigned unwind and activation-delay remedy
If both parties have not signed the Pilot Agreement by 11:59 p.m. Mountain Time on the seventh calendar day after the Successful Payment Date, Stratum will:
- cancel the subscription and all future renewal;
- initiate the full refund of the collected fee and related tax through Stripe to the original tender within five business days and provide the refund record; the customer’s financial institution may take additional time to post it;
- void the DocuSign envelope;
- deactivate the customer-specific checkout link; and
- keep software access, Customer Data, and production activation disabled.
This unwind is not conditioned on activation or use.
If Stratum does not offer Production Activation within ten business days after signature after the customer timely completes all documented dependencies, the customer may cancel before activation for a full refund of the unused fee and related tax. The parties may instead record a reasonable access/renewal extension in the signed Order or activation record. If activation remains blocked for 30 days after signature because the customer or a third party has not completed a documented dependency, either party may cancel for a full unused-prepayment refund and related tax or sign a revised activation and renewal record; unsafe activation is never required.
6. Cancellation and nonrenewal
The customer may stop renewal at any time by:
- sending an unambiguous request from an authorized business contact to dallas@stratuminfra.ai; or
- using a Stripe Customer Portal cancellation function if Stratum provides that link.
To prevent the next charge, Stratum must receive the request before the renewal charge is submitted. Stratum will acknowledge an email request within one business day. Cancellation is effective at the end of the then-current paid period; access continues through that date unless suspended for cause. A later request applies to the following renewal unless Stratum can still stop the pending charge. A portal cancellation record or Stratum’s written confirmation is evidence of cancellation. Reactivation requires new affirmative customer approval if price or controlling Terms changed.
There is no early-termination fee. Fees are nonrefundable for customer convenience after Production Activation, except as required by law or expressly stated here. If Stratum terminates for convenience, or the customer terminates for Stratum’s uncured material breach, Stratum will refund unused prepaid fees and related tax pro rata.
7. Taxes and tax location
Prices exclude applicable sales, use, and similar transaction taxes. For this Payment Link, the customer represents that the complete billing address entered at checkout is accurate for the payment method and is also the buyer address and sole primary location where the customer will use the SaaS.
If the payment billing address and SaaS-use/tax location differ, or if the customer claims an exemption, direct-pay permit, or multi-location allocation, the customer must not submit the Payment Link and must contact Stratum for a tax-address-aware checkout or invoice. If the software will be used at multiple locations, the customer must provide any reasonable and consistent allocation before the transaction and Stratum must use a workflow that actually applies it; accepting an allocation in writing is not implementation. A separate address entered in a free-text checkout field does not alter Stripe Tax’s calculation. The customer must notify Stratum before renewal if its use locations change.
Stratum will separately state taxes it is legally required to collect. Taxes on Stratum’s income, property, and payroll are excluded.
8. Pilot inclusions and limits
The selected subscription includes the Growth-capacity founding pilot described in the later Order, a one-time waiver of the standard $1,950 guided-implementation fee, five onboarding/platform-use training sessions, and unlimited feedback submissions and reasonable pilot collaboration.
Training may be remote or mutually agreed in person, reasonably scheduled while the subscription remains active. If no authorized attendee joins within 30 minutes and the customer did not give at least 24 hours’ notice, Stratum may count that session as used, subject to good-faith waiver. Provider lateness does not count against the customer. Mutually agreed travel may be separately reimbursable only if approved in writing.
“Unlimited feedback” is not unlimited development. Stratum controls its roadmap and has no duty to build a feature, customize the service, or meet a delivery date unless a later signed statement of work says so. The pilot excludes an external facility-owner/customer portal unless a later signed Order adds it at an agreed price.
9. UST and regulatory boundary
Stratum is an administrative software and document-workflow provider. Payment does not make Stratum an owner, operator, certified tester, inspector, installer, sampler, environmental consultant, professional engineer/geologist, regulator, or filing agent.
Any date, status, form, reminder, or generated output is a draft administrative aid based on customer-provided information and recorded assumptions. It is not legal advice, a compliance certification, a regulatory pass/fail determination, an emergency channel, or an agency filing. Uploading or generating a record does not notify any owner/operator, Utah DERR, EPA, a Tribe, emergency responders, or another authority and does not satisfy any notice, reporting, response, or 24-hour duty. The applicable owner/operator and qualified personnel remain responsible for verification, signatures, submissions, record retention, release response, and compliance.
10. Duplicate checkout and payment failure
Each customer-specific link is intended for one completed checkout. A duplicate Checkout Session, duplicate subscription, or completion of both a monthly and annual link for the same Order creates no additional recurring authorization. Stratum will promptly cancel the duplicate and refund any duplicate collected fee and related tax.
For a failed later payment, Stratum may make reasonable Stripe retries and will provide notice and at least five days to cure before suspending paid access. Suspension does not delete Customer Data. Any return, reversal, dispute, refund, cancellation, and reinstatement is subject to the signed Pilot Agreement after it becomes effective.
11. Electronic records and later Agreement
The parties agree to conduct this transaction electronically. The customer may retain these Terms, the Privacy Notice, the Stripe receipt/invoice, Stripe’s mandate, and the later DocuSign Agreement. The customer may request another copy by emailing dallas@stratuminfra.ai.
When the Pilot Agreement becomes effective, it supersedes these Terms for software access, Customer Data, confidentiality, intellectual property, warranties, indemnity, liability, and termination. These Terms continue to control the completed checkout record, exact recurring-payment authorization, seven-day unwind, and any transaction that occurred before signature, but they do not expand the signed Agreement.
12. Pre-signature warranty and liability boundary
Before the Pilot Agreement becomes effective, Stratum provides only the checkout administration and DocuSign workflow expressly stated in these Terms, not production software, Customer Data processing, or regulatory functionality. Except for the express refund and extension remedies in these Terms, and to the maximum extent permitted by law, that pre-signature workflow is provided without implied warranties of merchantability, fitness for a particular purpose, title, or noninfringement. Neither party is liable under these Terms for indirect, incidental, special, exemplary, punitive, or consequential damages or lost profits, revenues, business, or data. Stratum’s aggregate liability arising solely under these Terms before the Pilot Agreement becomes effective will not exceed the subscription fee paid at checkout. This paragraph does not limit an express refund or tax-remittance obligation, fraud, willful misconduct, gross negligence, or liability that applicable law does not permit the parties to limit.
13. Governing law and contact
Utah law governs these Terms, without regard to conflicts rules. Any court proceeding concerning only these Terms must be brought in a state or federal court with jurisdiction over Bluffdale, Utah, and each party consents to that forum, subject to any dispute provision in the later signed Pilot Agreement.
Questions, cancellations, refunds, notices, or requests for a copy may be sent to:
Stratum Infrastructure Inc. dallas@stratuminfra.ai