FlourishBx Clinician Dashboard

FlourishBx LLC d/b/a FlourishBx

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Effective Date: 25 October 2026 Last Updated: 25 October 2026 Version: 3

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NOTICE TO THE READER

THIS POLICY FORMS PART OF A BINDING AGREEMENT. IT STATES WHAT YOU ARE CHARGED, WHEN YOU ARE CHARGED, WHAT HAPPENS IF A PAYMENT FAILS, AND WHAT YOU MAY AND MAY NOT RECOVER.

ARTICLE 6 PROVIDES THAT CHARGES ARE NOT PRORATED ON SELF-SERVE ACCOUNTS. ARTICLE 11.3 PROVIDES THAT CHARGES ARE NON-REFUNDABLE SAVE IN THREE ENUMERATED CIRCUMSTANCES. ARTICLE 10.3 PROVIDES THAT FEES CONTINUE TO ACCRUE DURING SUSPENSION.

THE FREE, PRO AND CASELOAD PLANS ARE OFFERED. CLINIC ACCOUNTS ARE NOT PRESENTLY OFFERED - SEE SECTION 1.5. ARTICLE 19, WHICH IMPOSES A COMMITTED MINIMUM AND A MINIMUM TERM ON CLINIC ACCOUNTS AND PROVIDES THAT SUCH ACCOUNTS MAY NOT BE CANCELLED MID-TERM FOR CONVENIENCE, DOES NOT APPLY TO ANY ACCOUNT THAT MAY PRESENTLY BE OPENED.

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SUMMARY (NON-BINDING)

The following summary is furnished for convenience only. In the event of any inconsistency between this summary and Articles 1 through 21, Articles 1 through 21 govern. See Section 20.7.

• Caregivers never pay. The Caregiver App is free permanently.
• Free Plan: up to two (2) Active Clients. No payment card required.
• Pro: $15 per Active Client per month.
• Caseload: $140 per BCBA Account per month; Active Clients are not counted.
• Clinic: not presently offered. See Section 1.5. A practice wanting clinic-wide access should contact the Company.
• On Self-Serve Accounts the charge is a flat monthly amount and is not prorated. Adding a Billable Unit between Billing Dates costs nothing until the next Billing Date; removing one refunds nothing for the Billing Period already paid.
• Not less than sixty (60) days' notice is given before any price increase, and You may cancel before it takes effect.
• Data may be exported at any time while Active, for thirty (30) days while Suspended, and for ninety (90) days following Closure.

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ARTICLE 1 — SCOPE, INCORPORATION, AND PRECEDENCE

1.1 Purpose

This Pricing and Billing Policy (this "Policy") states the basis upon which FlourishBx LLC, a limited liability company organized under the laws of the State of North Carolina, doing business as FlourishBx (the "Company," "we," "us," or "our"), charges for the Service.

1.2 Incorporation

This Policy is incorporated by reference into, and forms part of, the Subscription Agreement accepted by You upon subscribing. It is not a standalone contract and confers no rights except as part of that agreement.

1.3 Precedence

In the event of an irreconcilable conflict, the following order of precedence applies, from highest to lowest:

1.3.1 any mandatory requirement of Applicable Law;

1.3.2 an Order Form or other written agreement executed by both parties with respect to Your Account;

1.3.3 Article 19 of this Policy, as to Clinic Accounts and Invoiced Accounts;

1.3.4 Articles 1 through 21 of this Policy;

1.3.5 the Subscription Agreement; and

1.3.6 the non-binding Summary appearing above Article 1.

1.4 Currency of published prices

Published prices are current as at the Effective Date and are subject to change in accordance with Article 14.

1.5 Plans presently offered

1.5.1 As at the Effective Date the Company offers the Free Plan, the Pro Plan and the Caseload Plan. Each may be purchased from within the Service.

1.5.2 The Clinic Plan is not presently offered. No Clinic Account may presently be opened and no Order Form may presently be executed.

1.5.3 Every provision of this Policy referring to a Clinic Account, an Invoiced Account, an Order Form, a Committed Minimum, an Initial Term or a Renewal Term is of no application to any Account that may presently be opened, and shall take effect only if and when the Company offers Clinic Accounts. Article 19 is of no present application.

1.5.4 Those provisions are retained rather than deleted so that the drafting is not lost, and because a Customer reading a term that refers to a Plan is entitled to find that Plan defined. Retention is not an offer. Nothing in this Policy obliges the Company to offer Clinic Accounts.

1.5.5 A practice requiring access for several practitioners should contact the Company. Any such arrangement would be made under a separate written agreement and on prices agreed at the time.

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ARTICLE 2 — DEFINITIONS

For purposes of this Policy, the following capitalized terms have the meanings set forth below. Terms defined in the singular include the plural and vice versa.

2.1 "Account" means the Company account established for You in connection with a Plan.

2.2 "Active Client" means a client record within the Service from the moment it is created or reactivated until the moment it is archived, discharged, or marked inactive. Whether a client record is an Active Client is determined by the active flag maintained within the Service and is not a determination as to whether services were delivered to that client.

2.3 "Applicable Law" means each federal, state, and local statute, regulation, rule, and binding regulatory guidance of the United States applicable to the Company's charging for the Service or to Your payment for it.

2.4 "BCBA Account" means a user account within the Service designated for a Board Certified Behavior Analyst. A BCBA Account is a Billable Unit from the moment it is created until the moment it is deactivated.

2.5 "Billable Quantity" means, in respect of a Billing Period, the number of Billable Units counted on the Billing Date commencing that Billing Period, together with any Minimum Period Amount then owing under Section 6.3.

2.6 "Billable Unit" means, on the Pro Plan, an Active Client; on the Caseload Plan, a BCBA Account; and on a Clinic Account, each unit of Committed Minimum or actual usage identified in the Order Form. The Free Plan has no Billable Unit.

2.7 "Billing Date" means the day of each calendar month corresponding to the day on which You first subscribed, or such other day as an Order Form specifies. Where a month has no corresponding day, the Billing Date is the last day of that month.

2.8 "Billing Period" means the interval commencing on one Billing Date and ending immediately before the next. A Billing Period is the "current paid period" wherever that phrase is used elsewhere in the Company's documents.

2.9 "Business Day" means any day other than a Saturday, a Sunday, or a day on which national banking institutions in the State of North Carolina are authorized or required by law to close.

2.10 "Caregiver App" means the FlourishBx mobile application made available to parents, legal guardians, and other caregivers.

2.11 "Clinic Account" means an Account established under an Order Form pursuant to Section 19.1.

2.12 "Closure" or "Closed" means the state described in Section 12.1, following cancellation by You or closure by the Company under Section 10.4.

2.13 "Committed Minimum" means the minimum quantity of Billable Units stated in an Order Form, on which a Clinic Account is billed whether or not that capacity is used.

2.14 "Free Plan" means the Plan so designated in Article 4, supporting up to two (2) Active Clients at no charge.

2.15 "Hold" means a documented pause in services in respect of an Active Client, recorded within the Service, and subject to Article 7.

2.16 "Initial Term" means, in respect of a Clinic Account, the term stated in the Order Form or, absent such a statement, twelve (12) months.

2.17 "Invoiced Account" means any Account that the Company invoices rather than charges automatically to a payment method. All Clinic Accounts may be Invoiced Accounts; no Self-Serve Account is an Invoiced Account.

2.18 "Minimum Period Amount" means the amount arising under Section 6.3 in respect of a Billable Unit created and removed between two Billing Dates.

2.19 "Order Form" means a written order form or agreement executed by both parties stating the Committed Minimum, the price, the Term, and the billing frequency applicable to a Clinic Account.

2.20 "Payment Processor" means Stripe, Inc., or such other payment processor as the Company may engage.

2.21 "Plan" means the Free Plan, the Pro Plan, the Caseload Plan, or the Clinic Plan, as described in Article 4.

2.22 "Policy" has the meaning given in Section 1.1.

2.23 "Prorate" means to apportion a charge or credit by reference to the portion of a Billing Period elapsed. Except as expressly provided in Section 19.2, the Company does not Prorate.

2.24 "Renewal Term" means, in respect of a Clinic Account, each successive term following the Initial Term, of the same length as the Initial Term unless the Order Form provides otherwise.

2.25 "Self-Serve Account" means an Account on the Free Plan, the Pro Plan, or the Caseload Plan. The term excludes Clinic Accounts and Invoiced Accounts. Where a provision applies to some but not all Self-Serve Accounts, the applicable Plans are named expressly.

2.26 "Service" means the FlourishBx clinician dashboard, the Caregiver App, and the related software services made available by the Company.

2.27 "Subscription Agreement" means the FlourishBx Subscription Agreement accepted by You upon subscribing, into which this Policy is incorporated.

2.28 "Suspension" or "Suspended" means the state described in Section 10.5, in which paid features are disabled.

2.29 "Term" means, in respect of a Clinic Account, the Initial Term together with each Renewal Term then in effect.

2.30 "You" or "Your" means the person or entity in whose name an Account is established. The term does not include a caregiver using the Caregiver App, who is never charged.

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ARTICLE 3 — RULES OF CONSTRUCTION

3.1 Headings. Article and Section headings are inserted for convenience of reference only and shall not affect construction or interpretation.

3.2 "Including." The words "include," "includes," and "including" shall be deemed to be followed by the phrase "without limitation," whether or not so stated.

3.3 "Or." The word "or" is not exclusive.

3.4 "Shall" and "will." "Shall" and "will" are each mandatory. "May" is permissive.

3.5 References to statutes. Any reference to a statute, regulation, or rule includes that statute, regulation, or rule as amended, modified, supplemented, recodified, or replaced from time to time.

3.6 Single source of truth. Where this Policy designates a Section as the sole location at which a stated timing, trigger, or amount is set out, no other provision shall be construed as stating it, and any apparent restatement elsewhere is a cross-reference only. The designated Sections are:

Subject	Sole location
Closure trigger for non-payment	§ 10.4
Data access and retention timings	Article 12
Minimum Period Amount	§ 6.3
Late interest	§ 10.7

3.7 Currency and amounts. All amounts are expressed in United States dollars.

3.8 No contra proferentem. This Policy shall not be construed against the Company by reason of the Company having drafted it.

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ARTICLE 4 — PLANS AND PRICES

4.1 Plans

Plan	Price	Intended for
Free	$0	Up to two (2) Active Clients. No payment card required.
Pro	$15 per Active Client per month	Individual practitioners requiring the full clinical toolkit
Caseload	$140 per BCBA Account per month	Practitioners with larger caseloads. Active Clients are not counted.
Clinic	Not presently offered. No Clinic Account may presently be opened. See Section 1.5.	Reserved.
Caregiver App	Free, permanently	Parents, legal guardians, and caregivers

4.2 The Caregiver App is free permanently

The Company does not charge families and shall not introduce a paid tier for families. Caregiver access is included with every Plan, including the Free Plan. This Section 4.2 is a commitment and not a statement of present intention.

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ARTICLE 5 — WHAT YOU ARE BILLED FOR

5.1 The Billable Unit, by Plan

Plan	Basis of charge
Free	Nothing. Up to two (2) Active Clients.
Pro	Each Active Client × $15 per month
Caseload	Each BCBA Account × $140 per month. Active Clients are not counted and do not affect the amount charged.
Clinic	Not presently offered. See Section 1.5.

5.2 Determination of Active Client status

Whether a client record is an Active Client is determined solely by the active flag maintained within the Service, as set out in Section 2.2. It is not a determination as to whether services were delivered, whether a claim was submitted, or whether the client attended any session.

5.3 Additional charges

Charges for additional services agreed under Article 16 are added to the amount otherwise payable.

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ARTICLE 6 — THE CHARGE IS FLAT AND IS NOT PRORATED

6.1 No proration on Self-Serve Accounts

ON SELF-SERVE ACCOUNTS THE COMPANY DOES NOT PRORATE. The amount charged in respect of a Billing Period is the Billable Quantity multiplied by the price for the Plan, charged as a single amount on the Billing Date.

6.1.1 There are no partial-period charges and no charges to Your payment method between Billing Dates.

6.1.2 Clinic Accounts are Prorated in the limited circumstance described in Section 19.2, which is the sole exception to this Article 6.

6.2 Effect of a change in Billable Quantity

The Billable Quantity is counted on the Billing Date, and that count determines the amount charged for the Billing Period then commencing.

6.2.1 Additions. A Billable Unit created between Billing Dates gives rise to no charge until the next Billing Date. You are not charged at the time of creation and are not charged for the part-period.

6.2.2 Removals. A Billable Unit removed between Billing Dates gives rise to no credit, reduction, or refund in respect of the Billing Period already paid. The reduced quantity is reflected on the next Billing Date.

6.3 Minimum Period Amount

Every Billable Unit is charged for not less than one (1) full month.

6.3.1 Where a Billable Unit is created and subsequently removed between two Billing Dates, such that it would not be counted on any Billing Date, an amount equal to one month's charge for that Billable Unit is added to the next invoice or charge. This is the Minimum Period Amount.

6.3.2 This Section 6.3 is the sole location at which the Minimum Period Amount is stated. See Section 3.6.

6.3.3 A Minimum Period Amount owing at cancellation remains payable on the final invoice or charge. See Section 11.2.

6.4 Reactivation window

An Active Client archived and subsequently reactivated within 30 days is treated as having been continuously active for billing purposes, and no new Minimum Period Amount arises in respect of that reactivation.

6.4.1 This Section 6.4 operates in both directions. It prevents a Billable Unit being cycled off before successive Billing Dates so as to avoid a monthly charge, and it prevents a Billable Unit archived in error from giving rise to a second charge.

6.5 Rationale

(This Section 6.5 is explanatory and creates no right or obligation.)

A flat monthly charge is the defining characteristic of the Self-Serve Plans. Proration divides each month into partial charges and unanticipated mid-period debits. The trade is symmetrical and is stated plainly: the remainder of a Billing Period is free upon addition, and no amount is returned upon removal.

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ARTICLE 7 — CLIENTS ON HOLD

This Article 7 is relevant to the Pro Plan alone. On the Caseload Plan, Active Clients are not counted and a Hold has no effect on the amount charged. On a Clinic Account, the Order Form governs.

7.1 An Active Client placed on Hold is not charged for the duration of the Hold, subject to the limits in Section 7.2.

7.2 A Hold is subject to each of the following limits:

7.2.1 a Hold takes effect at the commencement of the next Billing Period and not immediately;

7.2.2 a single Hold may run for not more than sixty (60) consecutive days;

7.2.3 an Active Client may be on Hold for not more than ninety (90) days in any rolling twelve (12) month period; and

7.2.4 upon a limit in this Section 7.2 being reached, the Active Client is charged normally from the commencement of the next Billing Period unless archived.

7.3 Data relating to an Active Client on Hold is retained in full and restored upon resumption of services.

7.4 Rationale

(Explanatory; creates no right or obligation.)

Interruptions in insurance authorization and scheduled breaks in service are ordinary features of ABA practice, and charging through them is charging for nothing. An unbounded Hold is a materially different thing, being an indefinitely free Account. The limits in Section 7.2 preserve the former without creating the latter.

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ARTICLE 8 — COMMITMENT

8.1 No commitment on Self-Serve Accounts

On Self-Serve Accounts there is no minimum quantity of Billable Units You must maintain, no minimum term, and no commitment that increases over time. You are not charged for capacity You did not elect to run.

8.2 Effect by Plan

Because the Plans are priced on different bases, the effect of a reduction differs:

8.2.1 Pro. The amount charged is the Active Client count multiplied by $15. Archiving Active Clients reduces the next charge.

8.2.2 Caseload. The amount charged is the BCBA Account count multiplied by $140. Caseload size does not affect the amount charged. Reducing Active Clients on the Caseload Plan has no effect on price, which is the purpose of the Plan and the reason it is priced flat. The amount charged is reduced only upon deactivation of a BCBA Account.

8.2.3 Free. $0 in all circumstances.

8.2.4 In every case a reduction takes effect on the next Billing Date and not immediately. See Section 6.2.2.

8.3 Clinic Accounts

Clinic Accounts carry a Committed Minimum and a minimum Term. See Article 19.

8.4 Free Plan limit

The Free Plan supports up to two (2) Active Clients, and that limit is enforced within the Service.

8.4.1 Reaching the Free Plan limit shall not of itself move You onto a paid Plan. The Company shall not convert You automatically and shall not charge You for exceeding the limit; the Service will decline to create a third Active Client until You elect to upgrade.

8.4.2 There is no mechanism by which You are moved onto a paid Plan without electing it. The Company offers no free trial that converts; see Article 15.

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ARTICLE 9 — BILLING CYCLE AND PAYMENT

9.1 Cycle

Subscriptions are billed monthly in advance on the Billing Date, unless an Order Form provides otherwise. On Self-Serve Accounts the Billing Date is the only day on which money moves, being a single charge covering the Billable Quantity.

9.2 Payment method and authorization

Payment is made by credit or debit card processed by Stripe.

9.2.1 By subscribing You authorize the Company, acting through Stripe, to charge Your payment method on a recurring basis, in the amount determined by the Billable Quantity in effect on each Billing Date together with any charges agreed under Article 16, until You cancel.

9.2.2 You authorize the amount charged to vary as Your Billable Quantity varies. The notice requirement in Section 14.1 applies to changes in the Company's prices and does not apply to a change in the number of Billable Units You have elected to run.

9.2.3 The Company does not receive, transmit, or store Your full payment card number. Section 9.9 states how card data is handled.

9.3 Currency of your billing details

You shall maintain accurate and current billing contact and payment details at the billing portal hosted by the Company's payment processor, reachable from the Billing area of the Clinician Dashboard.

9.3.1 A payment failure arising from an expired, replaced, cancelled, or declined payment method is a non-payment for purposes of Article 10 and does not suspend Your obligation to pay.

9.4 Currency

All prices are stated, and all payments must be made, in United States dollars.

9.5 Taxes

Prices are exclusive of sales, use, value-added, excise, and similar taxes, levies, and governmental assessments.

9.5.1 Where the Company is required to collect such a tax, it shall be shown separately and added to the amount charged. You are responsible for taxes arising on Your purchase. The Company is responsible for taxes assessed on its own income, property, and employees.

9.5.2 Gross-up. Where You are required by law to withhold any amount from a payment to the Company, the amount payable shall be increased so that the Company receives the full amount it would have received absent such withholding.

9.6 Invoiced billing

Clinic Accounts may be invoiced rather than charged automatically. Invoiced amounts are due 30 days from the date of invoice unless the Order Form provides otherwise. See Article 19.

9.7 Payment without deduction

Except as expressly provided in this Policy, amounts due are payable in full, without set-off, deduction, abatement, or counterclaim.

9.8 Stripe is the Payment Processor

9.8.1 Payment is processed by Stripe, Inc., a Delaware corporation, acting as the Company's payment processor and as a subprocessor of Your billing information.

9.8.2 What Stripe receives. In order to bill You, Stripe receives Your name, Your electronic mail address, an identifier linking the Stripe customer record to Your Account, Your payment card details, Your billing address where collected, and the Billable Quantity in effect on each Billing Date.

9.8.3 What Stripe does not receive. STRIPE DOES NOT RECEIVE PROTECTED HEALTH INFORMATION. No Client identifier, no Client record, no clinical note and no behavior log is transmitted to Stripe. The Billable Quantity is a number, and is transmitted without any information identifying the Clients it counts.

9.8.4 No Business Associate Agreement with Stripe. Because Stripe receives no PHI, it is not a Business Associate of the Company or of You, and no Business Associate Agreement is required with it. This is a consequence of Section 9.8.3 and depends upon it remaining true. Were the Company ever to transmit PHI to Stripe, a Business Associate Agreement would be required and this Policy would be amended before that happened.

9.8.5 Stripe's own terms. Your relationship with the Company is governed by the Subscription Agreement and this Policy. Stripe processes payments under its own terms and privacy policy, which govern its handling of Your payment information and which the Company does not control.

9.8.6 Change of processor. The Company may change its payment processor. Where it does so it shall amend this Section on notice under Article 14, and shall not thereby increase any amount payable by You.

9.9 Card data and PCI scope

9.9.1 Card details are entered directly into a payment page hosted by Stripe. They do not pass through, and are not retained by, the Company's systems.

9.9.2 The Company therefore stores no primary account number, no card verification value, and no full magnetic-stripe data, and its scope under the Payment Card Industry Data Security Standard is limited accordingly.

9.9.3 The Company retains only the Stripe customer identifier, the Stripe subscription identifier, the subscription status, and such non-sensitive descriptors as Stripe returns for display, being the card brand, the last four digits, and the expiry month and year.

9.9.4 A payment card number is never an acceptable thing to send the Company by electronic mail or in a support message. The Company will not act upon one and will delete it upon receipt.

9.10 Automatic renewal — disclosure and consent

This Section exists because a recurring charge engages federal and state negative-option and automatic-renewal law, including the Restore Online Shoppers' Confidence Act, 15 U.S.C. § 8403, and the automatic renewal statutes of California, New York and other States.

9.10.1 Clear and conspicuous disclosure. Before You are charged, and adjacent to the control by which You subscribe, the Company shall disclose: that the subscription continues and recurs until cancelled; the amount and the frequency of the recurring charge, or the manner in which it is determined; the Billing Date; and how to cancel.

9.10.2 Affirmative consent. The Company shall obtain Your affirmative consent to those terms before charging Your payment method. Consent to the recurring charge is not bundled with acceptance of any other document.

9.10.3 Acknowledgment. Following subscription the Company shall send You, by electronic mail, an acknowledgment stating the terms at Section 9.10.1 and the means of cancellation, in a form You can retain.

9.10.4 Cancellation must be as easy as subscribing. Where You subscribed online, You may cancel online, in the Account, without speaking to any person, without a retention interview, and without navigating to any other channel. Article 11 governs the effect of cancellation.

9.10.5 Notice before a price increase. Article 14 requires not less than sixty (60) days' notice, which exceeds what any of the statutes at the head of this Section requires.

9.11 Receipts and invoices

9.11.1 The Company shall cause a receipt to be sent to the electronic mail address on Your Account upon each successful charge, stating the amount, the Billing Period, the Billable Quantity charged, and any tax.

9.11.2 Billing history is available in the Account for not less than 24 months, and the Company shall furnish a copy of any earlier invoice on request.

9.11.3 A receipt is not a clinical record and contains no PHI.

9.12 Failed payments and retries

9.12.1 Where a charge fails, Stripe will re-attempt it in accordance with the retry schedule the Company has configured, and the Company shall notify You of each failure at the electronic mail address on Your Account.

9.12.2 The retry schedule and the suspension timeline in Article 10 must be consistent, and where they conflict, Article 10 governs and the Company shall reconfigure the retry schedule to match it.

9.12.3 A failed payment does not reduce the amount owed, and Section 9.3.1 applies.

9.13 Chargebacks

9.13.1 Article 17 states how to raise a billing dispute, and it is the route the Company asks You to use first. It imposes no time limit, and the Company does not suspend an Account by reason of an amount properly disputed.

9.13.2 Where You initiate a chargeback with Your card issuer instead, the Company may suspend the Account pending resolution, the funds having been withdrawn from it.

9.13.3 The Company shall not charge You a fee for a chargeback that is resolved in Your favor. Where a chargeback is resolved in the Company's favor, the amount, together with any fee the Company is charged by Stripe, remains payable.

9.13.4 Nothing in this Section limits Your rights against Your card issuer, which arise independently of this Policy and cannot be waived by it.

9.14 Card updater and expiry

9.14.1 Stripe may automatically receive updated card details from participating card networks where Your card is reissued or its number changes. Where that occurs the Company continues to charge the updated card under the authorization at Section 9.2.1.

9.14.2 You may remove or replace Your payment method at any time in the Account. Removing the only payment method on a paid Plan does not cancel the subscription, and Article 11 states how to cancel.

9.15 Strong customer authentication

Where Your card issuer requires additional authentication for a payment, Stripe may prompt You to complete it, and a charge that is not authenticated may fail. Section 9.3.1 applies to such a failure.

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ARTICLE 10 — NON-PAYMENT, SUSPENSION, AND CLOSURE

The Company shall not disable access to clinical records without prior written notice.

10.1 Card-paid Accounts (Pro and Caseload)

10.1.1 Upon a payment failing, the Company shall notify You by electronic mail and shall retry the charge over the following 7 days.

10.1.2 Where the amount remains unpaid after those 7 days, the Company shall issue a written notice of non-payment.

10.1.3 Where the amount remains unpaid 10 days after that notice, the Company may Suspend paid features.

10.2 Invoiced Accounts

10.2.1 There is no payment method to retry. Where an invoice remains unpaid 10 days after its due date under Section 9.6, the Company shall issue a written notice of non-payment.

10.2.2 Where the amount remains unpaid 10 days after that notice, the Company may Suspend paid features.

10.3 Accrual during Suspension

SUSPENSION IS NOT A PAUSE IN YOUR SUBSCRIPTION AND DOES NOT REDUCE THE AMOUNT YOU OWE. Charges in respect of a Suspended period remain payable, and on a Clinic Account remain payable for the balance of the Term in accordance with Section 19.3.

10.4 Closure

Where a balance remains unpaid 30 days after Suspension commences, the Company may Close the Account.

10.4.1 This Section 10.4 is the sole location at which the closure trigger is stated. See Section 3.6.

10.4.2 Closure does not waive, discharge, or extinguish any amount already due.

10.5 Nature of Suspension

Suspension disables paid features. It does not disable Your ability to view and export Your data, which is governed exclusively by Article 12.

10.6 Disputed amounts excluded

This Article 10 does not apply to any amount disputed by You in good faith under Article 17, provided that You have paid any undisputed portion and raised the dispute within any window applicable under that Article. The Company shall not Suspend or Close an Account by reason of a properly raised dispute while that dispute remains under consideration.

10.7 Late interest

Amounts overdue on an Invoiced Account bear interest at 1.5% per month, or the maximum rate permitted by Applicable Law, whichever is lower, accruing from the date of the written notice issued under Section 10.2.1 until paid.

10.7.1 No interest is charged on any Self-Serve Account.

10.7.2 This Section 10.7 is the sole location at which late interest is stated. See Section 3.6.

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ARTICLE 11 — CANCELLATION, REFUNDS, AND DOWNGRADE

11.1 Cancellation of a Self-Serve Account

You may cancel a Pro, Caseload, or Free Plan Account at any time from Your account settings. No telephone call, retention process, or cancellation fee is required or imposed.

11.1.1 Clinic Accounts are cancelled under Section 19.3 and not under this Section 11.1.

11.2 Effect of cancellation

Cancellation takes effect at the end of the current Billing Period, and access continues until then.

11.2.1 Amounts already charged in respect of the current Billing Period are not refunded.

11.2.2 Any Minimum Period Amount owing under Section 6.3 remains payable on the final invoice or charge.

11.3 Refunds

ALL CHARGES ARE NON-REFUNDABLE, including in respect of partial periods, archived Active Clients, deactivated BCBA Accounts, and periods during which the Service was not used.

11.3.1 Exceptions. The following are the only circumstances in which the Company refunds:

(a) a charge made in error, being a duplicate charge, a charge to a cancelled Account, or a charge in a quantity not reflected in the Service;

(b) an incorrect price, as provided in Section 14.5; and

(c) a dispute resolved in Your favor under Article 17.

11.3.2 Method. Where an exception applies, the Company shall refund the difference to the original payment method or credit it against the next invoice, at the Company's election.

11.3.3 Goodwill credits. Separately, and entirely in the Company's discretion, the Company may issue a goodwill credit where the Service did not perform as described. The issuance of such a credit on one occasion neither obliges the Company to do so on any other occasion nor creates any entitlement, and shall not be construed as a course of dealing.

11.4 Downgrade

You may move to a lower Plan, or to the Free Plan, at any time. A downgrade takes effect at the end of the current Billing Period.

11.4.1 Where Your Active Client count exceeds the limit of the Plan to which You are moving, the Company shall request that You archive Active Clients before the downgrade completes.

11.4.2 Where You do not do so, the downgrade does not take effect and You remain on Your current Plan at Your current price. Accordingly, if Your intention is to cease paying altogether, You should cancel under Section 11.1 rather than downgrade.

11.4.3 The Company shall state the position in Section 11.4.2 clearly at the time and shall not leave a downgrade request pending without notice to You.

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ARTICLE 12 — ACCESS TO YOUR DATA

THIS ARTICLE 12 IS THE SOLE LOCATION AT WHICH DATA ACCESS AND RETENTION TIMINGS ARE STATED. See Section 3.6. No other provision states them, and any reference elsewhere is a cross-reference only.

12.1 The three Account states

State	Meaning	Export available
Active	Paid and current, or on the Free Plan	Yes — at any time, without limit
Suspended	Payment failed and remains unpaid (Article 10)	Yes — for 30 days from the date Suspension commences
Closed	Cancelled by You, or Closed by the Company under § 10.4	Yes — for 90 days from the date of Closure

12.1.1 Continuity. The 30-day Suspended window in Section 12.2 and the 30-day closure trigger in Section 10.4 run from the same date and are of the same length by design, so that the 90-day window in Section 12.3 commences no later than the expiry of the Suspended window and export is continuously available.

12.2 While Suspended

Suspension disables paid features. It does not disable Your ability to view and export Your data, which remains available for 30 days from the date Suspension commences.

12.2.1 Where the Account is subsequently Closed under Section 10.4, the window in Section 12.3 commences on the date of Closure.

12.3 Following Closure

Whether the Account was cancelled by You or Closed by the Company for non-payment, You may export Your data, or reactivate the Account, at no charge for 90 days from the date of Closure.

12.3.2 That period is the limit of SELF-SERVICE export. It is not the limit of retention; see Section 12.4.

12.3.1 Reactivation of a Closed Account is conditional upon payment of any outstanding balance. Export is not.

12.4 After the export window

12.4.1 The Company does not delete clinical records at the end of the export window. Expiry of the 90 days in Section 12.3 ends self-service export. It does not end retention, and no record of a Client is deleted by the passage of that period.

12.4.2 Minimum retention. The Company retains Client records for not less than the longer of:

(a) ten (10) years from the later of the date of Closure and the date of the last recorded service; and

(b) any longer period required by Applicable Law — including, where the Client is a minor, a period that runs from the Client's age of majority rather than from the date of service.

12.4.3 Why (b) is not surplusage. A flat period measured from the last session is the retention rule for adult records. Clients of this Service are children. A record created when a Client is three years old may be subject to an obligation that has not begun to run at the end of ten years, and limb (b) is the limb that governs in that case. A ten-year period is a floor and must never be read as a ceiling.

12.4.4 Obtaining records after Closure. Records retained under this Section remain available on written request by the Customer, or by a person lawfully entitled to them, following identity verification. The Company does not charge for a request made under this Section.

12.4.5 Nothing in this Section creates a right to have records destroyed on request. Destruction is governed by the Business Associate Agreement and by Applicable Law, and the Company will not destroy a record where it is on notice that an obligation to retain it subsists.

12.5 Basis of this Article

(Explanatory; creates no additional right or obligation.)

Clinicians and clinics bear professional and regulatory obligations to retain client records. A software vendor should never be the reason its customer cannot meet them. The Company does not withhold data to compel payment and imposes no charge for the return of Your own records.

12.5.1 Scope of the commitment. This Article 12 concerns records and not access to the software. Nothing in it confers continued use of paid features during Suspension, and nothing in it reduces any amount owed.

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ARTICLE 13 — CHANGES OF PLAN

13.1 Commencing a paid Plan. Moving from the Free Plan to a paid Plan charges Your payment method on that day and establishes Your Billing Date on that date.

13.2 Changing between paid Plans. A change between the Pro Plan and the Caseload Plan takes effect on Your next Billing Date, from which date the new Plan's price applies.

13.2.1 Where such a change confers features You did not previously have, the Company shall enable them upon Your request, at no additional charge for the remainder of the current Billing Period.

13.2.2 The Company shall not charge You twice within a single Billing Period by reason of a change of Plan.

13.3 Changes in Billable Quantity are governed by Article 6.

13.4 Downgrade to the Free Plan is governed by Section 11.4.

13.5 Clinic Accounts change under Article 19 and not under this Article 13.

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ARTICLE 14 — PRICE CHANGES

14.1 Notice

The Company shall give not less than 60 days' written notice before any increase in price affecting Your Plan, sent to Your billing electronic mail address and posted on the Company's pricing page.

14.2 Your election

Where You do not wish to pay the increased price, You may cancel before it takes effect and shall not be charged the increase.

14.2.1 On a Clinic Account within a Term, the price is fixed for that Term and a change takes effect at renewal. See Section 19.4.

14.3 No automatic escalators

THE COMPANY DOES NOT APPLY AUTOMATIC ANNUAL PERCENTAGE INCREASES AND DOES NOT INCREASE A COMMITTED MINIMUM OVER TIME. Every price change is a decision taken by the Company and notified in advance under Section 14.1.

14.4 Introductory pricing

Early access pricing is introductory. Where prices are subsequently increased, customers who subscribed at an earlier rate receive the notice in Section 14.1, and the Company shall honor any specific grandfathering commitment made in writing at the time of subscription.

14.4.1 Absent such a written commitment, introductory pricing does not survive a lapse in Your subscription. Where You cancel and later return, prices then current apply.

14.5 Correction of pricing errors

Where a price is displayed incorrectly in error, the Company may correct it. The Company shall not charge a price higher than the price You agreed without the notice in Section 14.1, and where an erroneous price has already been charged the Company shall refund the difference.

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ARTICLE 15 — FREE TRIALS AND PROMOTIONS

15.1 The Company does not offer a free trial of a paid Plan. A genuinely free Plan exists and is described at Section 8.4; it is not a trial, it does not expire, and it does not convert.

15.2 No Plan converts from free to paid automatically. You move onto a paid Plan only by electing to do so.

15.3 The Company may from time to time offer promotional pricing on a paid Plan. Where it does, the promotional rate applies for the stated period only, after which the prices then current apply. A promotional rate does not create a trial and does not change Section 15.2.

15.4 Promotions do not stack, and one promotion applies per customer.

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ARTICLE 16 — ADDITIONAL SERVICES

16.1 Where the Company agrees to provide services beyond Your subscription — including data import or migration, custom reports, bespoke training, or integration work — the Company shall quote the price in writing and You must approve that quotation before work commences.

16.2 The Company does not charge for additional services not agreed in advance.

16.3 Approved additional services are non-refundable once work has commenced, and are invoiced on completion unless the written quotation provides otherwise.

16.4 Where a quoted scope changes at Your request, the Company shall requote before continuing, and shall not perform the changed scope on the basis of the original quotation.

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ARTICLE 17 — BILLING DISPUTES

17.1 How to raise a dispute. Where an amount charged appears incorrect, notify contact@getflourishbx.com stating what You believe to be incorrect, together with the invoice or charge date and the amount.

17.2 Response. The Company shall acknowledge within 5 Business Days and shall endeavor to resolve within 15 Business Days.

17.3 No Suspension pending resolution. The Company shall not Suspend Your Account by reason of an amount disputed in good faith, provided You have paid any undisputed portion. See Section 10.6.

17.4 Self-Serve Accounts — no deadline. On Pro and Caseload Accounts, You do not lose the right to dispute a charge by reason of delay. The Company imposes no period after which a billing error becomes Your responsibility.

17.5 Invoiced Accounts — sixty-day window. On an Invoiced Account, a dispute must be raised within 60 days of the date of invoice. After that period the invoice is treated as accepted, save where the error is the Company's and could not reasonably have been discovered within that period.

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ARTICLE 18 — CONFIDENTIALITY OF CUSTOM PRICING

Where the Company and a customer agree custom pricing, each party shall treat the commercial terms as confidential, save where disclosure is required by Applicable Law or made to that party's professional advisers under a duty of confidence.

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ARTICLE 19 — CLINIC ACCOUNTS AND INVOICED ACCOUNTS

This Article 19 applies only to Clinic Accounts and Invoiced Accounts. Where it differs from any earlier Article, this Article 19 controls as to such Accounts. See Section 1.3.3.

Custom pricing is priced against a commitment: the Company can discount below list price only where volume is committed.

19.1 Order Form required

A Clinic Account exists only under an Order Form executed by both parties, stating the Committed Minimum, the price, the Term, and the billing frequency. No Clinic Account is created by use of the Service alone.

19.2 Committed Minimum and Term

19.2.1 The Order Form states a Committed Minimum and an Initial Term, being twelve (12) months unless the Order Form provides otherwise.

19.2.2 You are charged on the greater of the Committed Minimum and actual usage in each period, whether or not the committed capacity is used.

19.2.3 The Committed Minimum may not be reduced during a Term. A reduction takes effect at renewal, on notice given under Section 19.3.1.

19.2.4 Additions and proration. Capacity above the Committed Minimum may be added at any time and forms part of the charged quantity for the remainder of the Term. Unlike Self-Serve Accounts, additions to a Clinic Account are Prorated and charged for the part-period in which they are added, on the next invoice. This Section 19.2.4 is the sole exception to Article 6.

19.2.5 No automatic ratchet. The Company does not automatically increase Your Committed Minimum. Any increase is a change agreed by You in writing.

19.3 Renewal, non-renewal, and termination

19.3.1 Automatic renewal. The Term renews automatically for successive Renewal Terms of the same length unless either party gives 30 days' written notice before the end of the then-current Term.

19.3.2 No cancellation for convenience. A CLINIC ACCOUNT MAY NOT BE CANCELLED MID-TERM FOR CONVENIENCE. Where You cease using the Service during a Term, the committed fees for the balance of that Term remain payable.

19.3.3 Termination for material breach. You may terminate mid-Term for the Company's material breach upon written notice describing the breach, where the Company fails to cure it within 30 days of that notice. In that event the Company shall refund the unused portion of any prepaid fees.

19.3.4 Termination for non-payment. The Company may terminate mid-Term for Your non-payment under Article 10, whereupon the committed fees for the balance of the Term become immediately due and payable.

19.4 Price during and after a Term

The price stated in the Order Form is fixed for the Initial Term. The Company may change it at renewal upon 60 days' written notice before the end of the then-current Term; where You do not accept the new price, You may give non-renewal notice under Section 19.3.1.

19.5 Purchase orders

You may issue a purchase order for administrative convenience.

19.5.1 ANY TERM PRINTED UPON OR REFERENCED BY A PURCHASE ORDER, VENDOR PORTAL, SUPPLIER REGISTRATION, OR SIMILAR FORM IS OF NO EFFECT AND DOES NOT MODIFY THIS POLICY OR YOUR ORDER FORM, notwithstanding that the Company may acknowledge such purchase order or invoice against it. No conduct of the Company shall be construed as acceptance of such a term.

19.5.2 A purchase order is not a condition of payment. Where Your internal process requires one, it is Your responsibility to issue it before the invoice falls due.

19.6 Billing contact

You shall maintain a current billing contact having authority to approve payment, and shall notify the Company within 10 days of any change. Notices sent to the billing contact on file are effective when sent.

19.7 Costs of collection

Where an Invoiced Account remains unpaid, is referred to a collection agency or to counsel, and the amount is subsequently determined to be owed, You are responsible for the Company's reasonable costs of collection, including reasonable attorneys' fees.

19.7.1 This Section 19.7 applies to Invoiced Accounts only and never to a Self-Serve Account.

19.7.2 This Section 19.7 does not apply to any amount properly disputed under Article 17.

19.8 Data rights unaffected

Nothing in this Article 19 modifies Article 12. Export rights, including during Suspension and for ninety (90) days following Closure, apply identically to Clinic Accounts. A committed Term is a commercial obligation; it is not a lien upon Your records.

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ARTICLE 20 — GENERAL PROVISIONS

20.1 Severability. If any provision of this Policy is held invalid, illegal, or unenforceable, it shall be modified to the minimum extent necessary to render it enforceable or, if incapable of such modification, severed, and the remaining provisions shall continue in full force. A determination of invalidity in one jurisdiction shall not affect validity in any other.

20.2 No waiver. No failure or delay by the Company in exercising any right under this Policy operates as a waiver, and no single or partial exercise precludes further exercise. No waiver is effective unless in writing. Without limiting the foregoing, forbearance from charging a Minimum Period Amount, from charging interest, or from Suspending an Account on one occasion does not waive the right to do so on any other.

20.3 Survival. Articles 2, 3, 10, 11, 12, 17, 18, 19, and 20 survive termination or Closure of an Account, in each case for so long as any amount remains owing or any data remains retained.

20.4 Notices. Notices to You under this Policy may be given by electronic mail to Your billing contact address, and are effective when sent. Notices to the Company must be given as provided in Article 21.

20.5 Assignment. You shall not assign this Policy or the Subscription Agreement without the Company's prior written consent, and any purported assignment in violation of this Section is void. The Company may assign freely, including in connection with a merger, acquisition, financing, or sale of assets.

20.6 Language. This Policy is drafted in the English language. Any translation is furnished for convenience only, and the English-language text governs.

20.7 Precedence of the Summary. The Summary appearing above Article 1 is non-binding and ranks last in the order of precedence in Section 1.3.

20.8 Explanatory provisions. Sections 6.5, 7.4, and 12.5 are expressly explanatory. They state the reasoning behind the operative provisions and create no right, obligation, or entitlement, and shall not be construed to expand or restrict any operative provision.

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ARTICLE 21 — CONTACT

Billing: contact@getflourishbx.com All other matters: contact@getflourishbx.com

FlourishBx LLC Attention: Billing

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