Recover Revenue. Reduce Friction.
Scale Efficiently.

Vantaric helps businesses unlock unrealized value hidden within existing operations by deploying systems that recover revenue, improve prospect responsiveness, and expand organizational capacity.

Hidden Opportunity

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Most organizations focus almost exclusively on generating new opportunities. Substantial resources are allocated toward advertising, lead generation, and customer acquisition.Past inquiries, inactive prospects, former customers, unfinished conversations, and other dormant records often receive little attention beyond periodic marketing campaigns or generic follow-up sequences.The economic trade-off is understandable. No organization can reasonably justify dedicating skilled personnel to systematically pursuing aging leads while new opportunities continue to enter the pipeline and compete for time and attention.Over time, these neglected assets become one of the largest sources of unrealized value within the organization, hidden across customer databases, CRM systems, communication channels, email inboxes, and operational workflows.

Business Outcomes

Organizations that systematically activate existing opportunities often resolve multiple operational constraints simultaneously, resulting in improvements across revenue generation, customer acquisition efficiency, and organizational capacity.

inactive customers • stalled and unfinished conversations • abandoned applications • unclosed deals • neglected and forgotten inquiries • expired estimates • aging leads

Revenue Recovery

Re-engage dormant prospects, customers, and opportunities that would otherwise remain inactive.

delayed callbacks • missed follow-ups • poor handoffs • slow response times • inconsistent qualification • unqualified appointments • inconsistent customer experience • leads slipping through the cracks

Customer Acquisition Efficiency

Reduce friction throughout the customer journey by improving engagement, qualification, follow-up, and conversion performance.

repetitive tasks • chasing documents • administrative burden • internal coordination • information bottlenecks • manual data entry • duplicate work • staff availability

Organizational Capacity

Enable existing teams to handle greater volume without proportional increases in headcount.

Selected Applications

Vantaric designs and implements systems across revenue generation, customer engagement, operational workflows, and business infrastructure. Each engagement is tailored to the operational constraints, opportunities, and objectives of the organization. Representative applications include:

Re-engage dormant leads, inactive prospects, former customers, and unrealized opportunities through personalized multi-step outreach.

Engage new inquiries immediately, qualify intent, collect information, handle objections, and prioritize sales-ready opportunities.

Engage website visitors and inbound inquiries immediately while providing accurate information and reducing response delays.

Handle inbound calls, answer common inquiries, qualify opportunities, and schedule appointments around the clock.

Guide prospects toward booking while automating reminders and reducing coordination overhead.

Collect information, documentation, and customer inputs automatically while accelerating downstream processes.

Re-engage prospects who expressed interest but failed to complete a purchase, application, consultation, or onboarding process.

Execute highly targeted campaigns around launches, seasonal promotions, events, renewals, and special initiatives.

Identify satisfied customers and convert positive experiences into reviews, referrals, and advocacy while intercepting and addressing negative feedback before it escalates.

Why Vantaric

Existing Opportunity First

Most providers begin by trying to generate additional demand through new advertising, funnels, or outbound campaigns, building onto and increasing existing inefficiencies.In most organizations, the fastest source of additional revenue is not another advertising campaign but converting opportunities that have already been generated, paid for, and never fully developed.Vantaric specializes in identifying and activating these overlooked opportunities before recommending additional acquisition investment.


Outcome-Alignment

We measure success by business outcomes rather than software deployment.Where appropriate, engagements may incorporate performance-based commercial structures that align our incentives directly with yours.

Built Around Established Operations

Our solutions integrate with existing teams, workflows, and software rather than requiring replacement, disruptive organizational change, or introducing unnecessary complexity.Vantaric tailors to your business infrastructure and extends current capabilities in one seamless integration experience.Strategy, implementation, optimization, and ongoing refinement remain with Vantaric, allowing internal teams to stay focused on running the business rather than managing technology.


Long-Term Partnership

Vantaric offers a versatile set of interconnecting solutions for related business processes along the customer journey.Successful implementations naturally uncover adjacent opportunities across customer acquisition, sales operations, service delivery, and customer retention.For that reason, Vantaric favors long-term partnerships that allow value to compound over time.



VANTARIC
Marketing
Agency
Automation
Freelancer
Management
Consultancy
Outcome FocusRevenue ConversionLead VolumeProcess EfficiencyStrategic Direction
Starts WithExisting OpportunitiesAdvertisingSoftwareAnalysis
Commercial AlignmentHighLowMediumLow
Risk DistributionVantaric / SharedPrimarily ClientPrimarily ClientPrimarily Client
Additional SpendNone / MinimalYesYesYes
Time to ImpactShortShort – MediumMedium – LongMedium – Long
ImplementationEnd-to-End + ManagedPartialTechnical onlyUsually outsourced
Client EffortLowLowHighHigh
Pipeline OptimizationDesign + IntegrationLimitedPartiallyAdvisory / Design
Thinking ModelOperationsCampaignSoftwareProject
Commercial DriverRevenue GeneratedAd SpendProject FeeBillable Time
Product DeliveredQualified Sales-Ready OpportunitiesMore LeadsAutomated WorkflowStrategy & Recommendations

Meet the Founder

Founded by a management consultant with extensive experience delivering transformation initiatives for global organizations including EY and Accenture across New York, Munich, and Frankfurt, Vantaric applies the same enterprise implementation methodologies used to redesign complex operating models to your customer acquisition, workflow efficiency, and revenue conversion objectives.Founded by a management consultant with extensive experience delivering transformation initiatives at EY and Accenture across New York, Munich, and Frankfurt, Vantaric applies the same enterprise transformation methodologies used to redesign complex operating models to customer acquisition, commercial workflows, and revenue conversion.

6+

Years of Consulting Experience


LL.M.

Corporate & Business Restructuring


2x

Award-Winning Thesis

Balance Sheet Restructuring via Debt Equity Swaps and xxx.


20+

Business Transformation Engagements

Enterprise Transformation

Operating Model Redesign • Post-Merger Integration • Banking Operating Models • Business Process Optimization • Workforce Strategy • Due Diligence & KPI Analysis • Turnaround Planning • Business Valuation

Systems & Infrastructure

Payment Infrastructure (SEPA Instant Payments) • Enterprise System Integration • Database Integration • Regulatory Implementation
(GDPR, MMSR) • Outsourcing Management

Delivery & Execution

Executive Reporting & Steering Committees • Solution Design • Client Account Strategy & Financials • Implementation Coordination • Software Testing & Rollout • Audit Remediation • Stakeholder Management • Quality Assurance

FAQ

What problems do you solve?

Common engagements include:

  • Reactivating dormant leads and customers
  • Qualifying inbound inquiries automatically
  • Reducing response times to new prospects
  • Automating customer follow-up and appointment scheduling
  • Collecting information and documents from customers
  • Improving sales engagement across SMS, email, messaging, and other communication channels
  • Connecting customer-facing workflows across existing systems
  • Eliminating manual processes and increasing operational capacity without additional headcount

Every engagement is designed around specific objectives, workflows, and commercial outcomes.

Are we a good fit?

Vantaric works with organizations seeking to increase revenue, improve responsiveness, and reduce manual workload through intelligent automation.

Most engagements involve established businesses with active lead generation, existing customer databases, recurring sales activity, or administrative processes that consume significant time and resources.

What if we don’t know what to automate?

Many organizations recognize friction, inefficiencies, or missed opportunities without having identified the underlying constraints.

Initial automation initiatives often reveal workflow bottlenecks, capacity constraints, customer behavior patterns, and operational inefficiencies that were previously difficult to quantify, making additional opportunities for improvement easier to identify and prioritize.

Most organizations begin with a focused initiative that produces business outcomes from existing assets, such as reactivating dormant opportunities within their existing customer database.

How is AI used in your solutions?

Modern intelligent systems make it possible to automatically engage prospects, qualify opportunities, collect information, schedule appointments, support customer communication, and execute other repetitive processes across multiple channels with a level of consistency, responsiveness, and capacity that would be difficult or uneconomical to achieve through manual processes or legacy software.

Human judgment remains essential for relationship building, strategic decisions, complex customer interactions, and situations where context, discretion, and accountability are essential. In practice, AI and human teams typically operate as part of a unified process rather than as substitutes for one another, allowing personnel to focus on higher-value conversations, decision-making, and customer interactions where human judgment has the greatest impact.

Appropriate controls, workflows, and escalation paths are established to ensure automated interactions remain aligned with business objectives, customer experience standards, and operational requirements.

Do we need to replace existing systems?

No.

Modern systems can integrate with a wide range of CRM, communication, scheduling, and software environments. Compatibility is assessed during the discovery process before implementation begins.

Most engagements are designed to enhance existing systems rather than replace them.

What is required from our team?

Most projects require limited involvement from key stakeholders during discovery, review, and deployment.

Clients typically provide access to relevant systems, data, and personnel, while Vantaric manages the design, implementation, integration, testing, and technical coordination required to deploy and operate the solution.

Where human handoff points exist, internal teams remain responsible for timely follow-up and customer engagement.

How long does implementation take?

Implementation timelines vary depending on scope, complexity, and integration requirements.

Most initial deployments are operational within two to three weeks, with optimization and refinement continuing thereafter as performance data becomes available.

How quickly can results be realized?

Certain deployments begin generating measurable results within days of launch, while larger initiatives may realize value progressively over weeks or months.

The timeline depends on factors such as implementation scope, existing infrastructure, lead volume, and operational readiness.

How do you measure success?

Success metrics are established at the beginning of each engagement and may include:

  • Revenue recovered from dormant datasets
  • Qualified appointments generated
  • Lead response times
  • Cost per acquisition (CPA) reduction
  • Lead-to-appointment conversion rates
  • Administrative hours eliminated
  • Increased customer capacity without additional headcount

Success is measured against the revenue, efficiency, and growth objectives established for the engagement.

Is customer and operational data secure?

Yes.

Client data is processed within isolated environments and protected through industry-standard security controls, including encrypted data transmission, controlled access permissions, and segregated client workspaces.

Security, privacy, and regulatory compliance requirements are evaluated and incorporated throughout every engagement. Depending on the jurisdiction and nature of the engagement, Vantaric can operate under appropriate contractual and compliance frameworks, including Data Processing Addendums (DPAs), Standard Contractual Clauses (SCCs), and other applicable data protection requirements.

How is pricing structured?

Engagements may be structured using fixed-fee implementations, recurring service arrangements, performance-based components, or a combination thereof, depending on scope and objectives.

What happens after implementation?

Depending on the engagement, Vantaric may provide ongoing monitoring, optimization, support, maintenance, reporting, enhancement services, and identification of additional automation opportunities.

Deployments continue to improve over time as additional data, insights, and optimization opportunities emerge.

Can I not just buy the software myself?

Yes.

Access to software is rarely the constraint. Most platforms and technologies are readily available to organizations willing to license them.

The challenge lies in designing effective workflows, integrating multiple systems, configuring automations, managing data, creating reliable customer experiences, and continuously optimizing performance after deployment.

The decision is therefore less about acquiring software and more about building the capability required to produce results.

How do we get started?

Submit an inquiry through the contact form with information about your organization, current challenges, or objectives.

Each inquiry is reviewed individually. If there appears to be a strong fit, a member of our team will reach out to discuss potential next steps.

Request a Consultation

Whether you are exploring opportunities to recover lost revenue, streamline operational workflows, improve customer engagement, reduce administrative burden, or deploy AI-enabled business systems, we welcome the opportunity to learn more about your objectives.Tell us about your organization, current challenges, growth priorities, or transformation initiatives. Each inquiry is reviewed individually. If we believe there may be a strong fit, a member of our team will reach out to discuss potential next steps.

By submitting this form, you acknowledge that Vantaric may use your information to respond to your inquiry, including reasonable follow-up relating to that inquiry, in accordance with our Privacy Policy.

Thank you for your inquiry.

Your submission has been received and is currently under review. A member of our team will be in touch as appropriate.We appreciate your interest in Vantaric.

Case Studies

Case Studies

Insights

Insights

Resources

Resources

Newsletter

Newsletter

Terms of Service

These Terms of Service (the “Terms”) govern the provision of professional implementation, configuration, integration, deployment, and related technical services (the “Services”) by KUTSCHKER INTERNATIONAL, LLC, a limited liability company organized under the laws of the State of Delaware, USA, with its principal business address at 9450 SW Gemini Dr, PMB 86973, Beaverton, OR 97008, USA (operating as “VANTARIC” and hereinafter referred to as “Vantaric,” “we,” “us,” or “our”), to the business entity identified in an applicable Statement of Work (the “Client”).Services are provided pursuant to one or more written Statements of Work referencing these Terms (each, a “Statement of Work” or “SoW”). Each SoW describes the specific scope of Services, Deliverables, milestones, timelines, fees, and any project-specific terms applicable to that engagement.These Terms, together with the applicable SoW and any mutually executed Data Processing Addendum (“DPA”), form a binding agreement between Vantaric and Client (the “Agreement”).The Services are offered solely to business customers and not to consumers acting in a personal capacity.

Contents

01 SCOPE OF SERVICES02 AGREEMENT FORMATION & STRUCTURE03 FEES & PAYMENT04 CLIENT RESPONSIBILITIES05 CHANGE REQUESTS06 INTELLECTUAL PROPERTY07 SUBCONTRACTORS08 DATA PROTECTION09 WARRANTIES & DISCLAIMERS10 LIMITATION OF LIABILITY11 INDEMNIFICATION12 TERMINATION13 TRAINING & ADVISORY SERVICES14 CONFIDENTIALITY15 PUBLICITY RIGHTS16 FORCE MAJEURE17 GOVERNING LAW & DISPUTE RESOLUTION18 GENERAL PROVISIONS

1 SCOPE OF SERVICES1.1 Engagement Structure. Vantaric shall provide the Services solely pursuant to an executed or otherwise accepted SoW referencing these Terms. No Services shall be performed unless and until an applicable SoW has been executed or accepted in accordance with Section 2.1.2 Nature of Services. The Services consist of professional services relating to the implementation and deployment of defined software solutions for specified business use cases, which may include (a) configuration and integration of third-party platforms or software environments, (b) implementation of automation workflows and system architectures, and/or (c) development or deployment of custom-coded or bespoke technical components as expressly described in the applicable SoW. The Services are limited strictly to those expressly set forth in the applicable SoW.1.3 Deliverables. Any work product, documentation, configurations, code, automation flows, system designs, or other tangible outputs expressly identified in an applicable SoW as deliverables (collectively, the “Deliverables”) shall constitute Deliverables under this Agreement. No Deliverables shall be deemed included by implication, prior course of dealing, marketing materials, proposals, demonstrations, or industry practice.1.4 Client Dependencies and Materials. Performance of the Services is dependent upon Client’s timely cooperation and provision of accurate information, access credentials, data, content, approvals, and other materials reasonably required for performance (collectively, “Client Materials”). Client represents and warrants that it has all necessary rights and permissions to provide the Client Materials.1.5 Third-Party Systems. The Services may involve interaction with, integration into, or configuration of third-party platforms, tools, hosting providers, APIs, or other external systems (collectively, “Third-Party Systems”). Vantaric does not own or control Third-Party Systems and shall have no liability arising from their performance, availability, uptime, security, functionality, acts, omissions, updates, modifications, suspension, or discontinuation.1.6 No Guarantee of Outcomes. Except to the extent expressly and specifically set forth in an applicable SoW, Vantaric does not guarantee any particular financial, operational, regulatory, or performance outcome resulting from the Services or Deliverables, including any guarantee of revenue generation, profitability, cost savings, business growth, system adoption, or return on investment. Any projections, estimates, forecasts, or illustrative metrics discussed prior to execution or acceptance of an SoW are for informational purposes only and do not constitute binding commitments.1.7 AI-Assisted Systems. The Services may involve the configuration, deployment, integration, or use of artificial intelligence systems, machine learning models, or other probabilistic software systems, including third-party AI platforms (“AI Systems”).AI Systems inherently operate through probabilistic processes based on training data and model architecture and may generate outputs that are inaccurate, incomplete, biased, inconsistent, or otherwise unpredictable.Vantaric does not guarantee the accuracy, reliability, completeness, legality, or suitability of outputs generated by AI Systems. Client is solely responsible for reviewing, validating, and approving any such outputs before operational, commercial, legal, or regulatory use.1.8 Scope Control; Changes. The Services are limited to the scope described in the applicable SoW. Any modification to scope, Deliverables, timeline, or fees shall require a written amendment or change order executed by both Parties. Vantaric shall have no obligation to perform work outside the agreed scope unless and until such modification is agreed in writing. No oral statements or prior communications shall modify the scope of Services.

2 AGREEMENT FORMATION & STRUCTURE2.1 Formation of Agreement. The Agreement is formed upon the earlier of:1) execution of a SoW referencing these Terms; or
2) Client’s payment of fees specified in the applicable SoW, proposal, order confirmation, or similar document referencing these Terms.
Payment constitutes acceptance of these Terms and the applicable SoW.Where the Services require the processing of Personal Data and a DPA applies, such DPA must be separately executed by both Parties and shall not be deemed accepted solely by payment.2.2 Agreement Structure. The Agreement consists of:1) these Terms;
2) the applicable SoW; and
3) any mutually executed DPA, if applicable.
Each SoW is incorporated into and governed by these Terms and, together with these Terms and any executed DPA, forms part of a single integrated Agreement between the Parties. Termination of a specific SoW does not terminate the Agreement unless no SoWs remain in effect.2.3 Authority to Bind. The individual executing a SoW or completing payment on behalf of Client represents and warrants that he or she has full legal authority to bind the legal entity identified in the applicable SoW or order to the Agreement. Client shall be responsible for ensuring that any person acting on its behalf has such authority.2.4 Order of Precedence. In the event of a conflict between the documents comprising the Agreement, the following order of precedence shall apply:1) the DPA, solely with respect to matters relating to Personal Data processing;
2) the applicable SoW, solely with respect to the specific Services, Deliverables, fees, timelines, and commercial terms described therein; and
3) these Terms, which govern all other matters.
A SoW may modify fees, scope, Deliverables, or timelines for the specific engagement described therein. Any such modification applies solely to the referenced engagement and does not amend these Terms generally. A SoW shall not modify any limitation of liability, indemnification obligation, intellectual property ownership provision, disclaimer, governing law, or dispute resolution provision of these Terms unless such modification expressly states that it overrides a specific identified section and is executed by authorized representatives of both Parties.If the Parties enter into a mutually executed master services agreement that expressly supersedes these Terms, such master services agreement shall govern to the extent of any inconsistency.2.5 Electronic Acceptance. Electronic signatures, click-through acceptance, electronic confirmations, and payment confirmations constitute valid and binding acceptance of the Agreement. No wet-ink signature shall be required unless expressly stated in a mutually executed written agreement.2.6 Effective Date. The date on which Vantaric receives payment of the fees specified in the applicable SoW, or, where execution of a DPA is required, the later of (a) receipt of payment or (b) full execution of the DPA (the “Effective Date”). No Services shall commence prior to the Effective Date.2.7 Commencement of Services. Unless otherwise expressly stated in the applicable SoW, Vantaric has no obligation to commence performance of the Services prior to the Effective Date.

3 FEES & PAYMENT3.1 Fees. Client shall pay the fees specified in the applicable SoW (the “Fees”). Unless otherwise expressly stated therein, all fees are due and payable in full prior to commencement of the Services. Any alternative payment structure, including milestone-based or installment payments, must be expressly set forth in the applicable SoW.3.2 Invoicing and Payment. Unless otherwise specified in the applicable SoW, fees are due immediately upon issuance of invoice. All payments shall be made in United States Dollars (USD) unless otherwise agreed in writing and shall be made without setoff, deduction, or withholding except as required by law.3.3 Taxes. Fees are exclusive of all applicable taxes, levies, duties, or governmental assessments, including value-added tax (VAT), goods and services tax (GST), or sales tax. Client is responsible for all such taxes, excluding taxes based solely on Vantaric’s net income.3.4 Refunds. Except as expressly provided in an applicable SoW, all fees are non-refundable. No refund rights, performance guarantees, or remediation obligations shall apply unless expressly set forth in the applicable SoW. In the absence of such express provision, Client shall not be entitled to any refund, credit, or setoff, except as expressly provided in Section 9.1.3.5 Suspension for Non-Payment. If any undisputed amount is not paid when due, Vantaric may, upon written notice to Client, suspend performance of the Services until such amount is paid in full. Suspension does not relieve Client of its payment obligations.3.6 Late Payment. Any undisputed amounts not paid when due shall accrue interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is lower, calculated from the due date until paid in full. Client shall reimburse Vantaric for all reasonable costs incurred in collecting overdue amounts, including attorneys’ fees.

4 CLIENT RESPONSIBILITIES4.1 Cooperation and Access. Client shall provide timely cooperation and assistance reasonably requested by Vantaric in connection with the Services, including access to relevant personnel, systems, accounts, credentials, documentation, data, and other materials necessary for performance as described in the applicable SoW. Client shall designate a primary contact with sufficient authority to make project-related decisions and provide approvals on its behalf in connection with the Services.4.2 Accuracy of Information. Client is solely responsible for the accuracy, completeness, and legality of all information, data, materials, content, instructions, and specifications provided to Vantaric in connection with the Services (collectively, “Client Inputs”). Vantaric shall be entitled to rely on all Client Inputs without independent verification and shall have no liability arising from any inaccuracies, omissions, or illegality therein.4.3 Compliance with Laws. Client shall be solely responsible for ensuring that its business operations, data processing activities, marketing activities, and use of any Deliverables or Third-Party Systems comply with all applicable laws, regulations, and industry standards. Vantaric does not provide legal, tax, accounting, or regulatory advice.4.4 Third-Party Licenses and Accounts. Unless expressly stated otherwise in the applicable SoW, Client is solely responsible for procuring, maintaining, and paying for all licenses, subscriptions, accounts, hosting arrangements, and access rights required for any Third-Party Systems used in connection with the Services.4.5 Delays Caused by Client. Any delay in performance caused by Client’s failure to provide accurate, complete, and timely cooperation, approvals, access, Client Materials, or other materials or inputs required under the applicable SoW shall result in a reasonable extension of the applicable timelines. Vantaric shall not be liable for any delay, deficiency, or increased cost resulting from such failure.4.6 Non-Cooperation. If Client materially fails to provide required cooperation or access and such failure continues for fourteen (14) days following written notice, Vantaric may suspend performance or terminate the applicable SoW for cause. In such event, Client shall remain obligated to pay:1) all fees paid prior to suspension or termination, which shall be non-refundable; and
2) all fees accrued or earned for Services performed through the effective date of suspension or termination, including fees associated with completed milestones, work in progress, and reserved resources.
4.7 Client Representations. Client represents and warrants that (a) it has all necessary rights, permissions, and authority to provide Client Materials and instructions to Vantaric; and (b) the engagement of Vantaric and the performance of the Services in accordance with Client’s instructions will not violate any agreement, law, or obligation owed to any third party.

5 CHANGE REQUESTS5.1 Change Requests. Either Party may request modifications to the scope of Services, Deliverables, milestones, timelines, or fees described in an applicable SoW (a “Change Request”).5.2 Binding Effect. No Change Request shall be binding unless and until memorialized in a written amendment or change order (each, a “Change Order”) executed by authorized representatives of both Parties. Vantaric shall have no obligation to perform any work outside the scope of the applicable SoW unless such amendment or change order has been executed.5.3 Out-of-Scope Work. If Client requests work that Vantaric reasonably determines to be outside the agreed scope, Vantaric may decline such request or perform such work at its then-current professional service rates or as otherwise agreed in writing.5.4 Timeline Adjustments. Change Orders executed pursuant to Section 5.2 may result in reasonable adjustments to project timelines and delivery schedules.

6 INTELLECTUAL PROPERTY6.1 Pre-Existing Materials. Each Party retains all right, title, and interest in and to any intellectual property, whether tangible or intangible, including materials, software, tools, utilities, documentation, methodologies, frameworks, templates, libraries, data schemas, taxonomies, models, model configurations, artificial intelligence systems, evaluation methodologies, deployment scripts, architectural designs, know-how, and other proprietary materials owned or developed by such Party prior to or independently of the Agreement, including any modifications, enhancements, or derivative works thereof (collectively, “Pre-Existing Materials”). Except as expressly set forth herein, no rights in a Party’s Pre-Existing Materials are transferred or assigned under the Agreement.6.2 Ownership of Deliverables. Subject to Client’s full payment of all fees due under the applicable SoW, and except as provided in Section 6.3, Vantaric hereby assigns to Client all right, title, and interest in and to the Deliverables expressly identified in that SoW as being created specifically for Client. The foregoing assignment is effective automatically upon full payment and does not require any further instrument.Such assignment applies solely to Deliverables created uniquely for Client and does not include Vantaric’s Pre-Existing Materials or any Retained Materials, even if incorporated into or embedded within the Deliverables.To the extent any Deliverable includes elements that are not capable of assignment under applicable law, Vantaric grants Client a perpetual, worldwide, non-exclusive, royalty-free license to use such elements solely as incorporated into the Deliverables.6.3 Retained Materials. Notwithstanding Section 6.2, Vantaric retains all right, title, and interest in and to:1) all Pre-Existing Materials;
2) any reusable methodologies, frameworks, tools, automation logic, system architectures, and related materials developed or refined in the course of providing the Services and capable of reuse across clients (“Retained Materials”);
3) any generalized know-how, techniques, concepts, processes, expertise, insights, or skills acquired or developed in performing the Services under the Agreement; and
4) all improvements, modifications, and derivative works of the foregoing.
For clarity, the mere embedding or utilization of Retained Materials within Deliverables shall not transfer ownership of such Retained Materials to Client.6.4 License to Embedded Retained Materials. To the extent Retained Materials are incorporated into Deliverables assigned to Client, Vantaric grants Client a perpetual, worldwide, non-exclusive, royalty-free license to use such Retained Materials solely as incorporated within the Deliverables and solely for Client’s internal business purposes.Client shall have no right to extract, commercialize, sublicense, distribute, or otherwise exploit Retained Materials independently of the Deliverables.6.5 Configurations and Third-Party Systems. Where the Services involve configuration, customization, or implementation of Third-Party Systems:1) Client retains ownership of its accounts, data, and configured instances within such Third-Party Systems;
2) ownership of the underlying Third-Party Systems remains with their respective providers; and
3) Vantaric retains ownership of any reusable configuration logic, structural templates, automation flows, architectural frameworks, integration methodologies, or abstracted system design elements reflected in such configurations.
Nothing in the Agreement shall be construed to transfer or assign ownership of any Third-Party Systems.6.6 Source Code and Deliverable Format. Unless expressly stated in the applicable SoW, Vantaric has no obligation to deliver source code, raw repositories, internal tooling, development environments, configuration files, build pipelines, or similar materials. Delivery obligations, including any obligation to deliver source code, shall be strictly limited to the form and format expressly described in the applicable SoW.6.7 No Implied Exclusivity. Except where expressly stated in an applicable SoW, nothing in the Agreement shall be construed to grant Client exclusivity with respect to any Deliverables, artificial intelligence systems, model architectures, methodologies, frameworks, automation flows, or implementation approaches. Vantaric retains the unrestricted right to provide services to other clients, including services similar or identical to those provided to Client, provided that Vantaric does not disclose Client’s Confidential Information.6.8 Reuse of Generalized Learnings. Vantaric may use, reproduce, modify, and incorporate into its general knowledge base any non-client-specific and generalized ideas, concepts, techniques, architectural approaches, workflows, automation patterns, evaluation methods, and insights derived from performing the Services, provided that such use does not disclose or incorporate Client’s Confidential Information. This right includes application of anonymized and abstracted learnings across different clients and engagements.6.9 Client Materials. Client retains all right, title, and interest in and to Client Materials. Client grants Vantaric a non-exclusive, worldwide, royalty-free license to use Client Materials solely for purposes of performing the Services.Client represents and warrants that it has all necessary rights to grant such license.Upon termination or completion of the applicable SoW, Vantaric shall, upon written request, return or delete Client Materials in its possession, except to the extent retention is required by applicable law, necessary for defense of legal claims, or retained in routine backup systems subject to continued confidentiality obligations.6.10 Reservation of Rights. Except for the limited rights expressly granted herein, no license, assignment, transfer, or other rights are granted by implication, estoppel, or otherwise. All rights not expressly granted are reserved.6.11 Further Assurances. Client shall, upon Vantaric’s reasonable request and at Vantaric’s expense, execute such documents and take such further actions as may be reasonably necessary to confirm or evidence the ownership, assignment, and license provisions set forth in this Section.

7 SUBCONTRACTORS7.1 Right to Engage Subcontractors. Vantaric may, in its sole discretion, engage affiliates, independent contractors, consultants, or other third parties (collectively, “Subcontractors”) to perform all or any portion of the Services.7.2 No Consent Requirement. Client’s consent shall not be required for Vantaric to engage Subcontractors, except to the extent mandatory applicable law expressly requires such consent and such requirement cannot be contractually waived.7.3 Responsibility. Vantaric shall remain responsible for the performance of the Services in accordance with the Agreement notwithstanding its use of Subcontractors.7.4 Confidentiality and Data Protection. Vantaric shall ensure that any Subcontractor with access to Confidential Information or Personal Data is bound by written confidentiality and data protection obligations no less protective than those set forth in the Agreement and any applicable DPA.7.5 No Partnership or Agency. Nothing in the Agreement shall be construed to create any partnership, joint venture, employment, or agency relationship between Client and any Subcontractor.7.6 Disclosure of Subcontractors. Except as expressly required under an applicable DPA or applicable law, Vantaric shall have no obligation to disclose the identity, location, or geographic jurisdiction of Subcontractors.7.7 Staffing Discretion. Vantaric retains sole discretion over personnel and staffing decisions relating to the Services. Any identification of specific individuals in proposals, presentations, or SoW is for informational purposes only and does not constitute a commitment that such individuals will perform the Services.7.8 Non-Solicitation. During the term of the applicable SoW and for a period of twelve (12) months thereafter, Client shall not, without Vantaric’s prior written consent, directly solicit for employment or engagement any employee or Subcontractor of Vantaric who materially participated in the performance of the Services under that SoW. General solicitations not specifically directed at such individuals shall not constitute a breach of this Section.

8 DATA PROTECTION8.1 Applicability. To the extent Vantaric processes Personal Data on behalf of Client in connection with the Services, such processing shall be governed exclusively by a mutually executed DPA. Capitalized data protection terms not otherwise defined in these Terms shall have the meanings assigned to them in the applicable DPA or, if no DPA is executed, under applicable data protection laws. In the event of any conflict between these Terms and the DPA with respect to Personal Data processing, the DPA shall control.8.2 Scope of Processing. Vantaric shall process Personal Data solely for the purpose of providing the Services described in the applicable SoW and in accordance with Client’s documented instructions as set forth in the Agreement and the DPA.8.3 No Independent Controller Role. Unless expressly agreed otherwise in writing, Vantaric acts solely as a processor (or service provider, where applicable under relevant data protection laws) with respect to Personal Data processed on behalf of Client and does not determine the purposes or means of such processing.8.4 International Transfers. Where Personal Data is transferred internationally, the Parties shall rely on appropriate transfer mechanisms as specified in the DPA, including, where applicable, standard contractual clauses or other legally recognized safeguards.8.5 Security Measures. Vantaric shall implement reasonable and appropriate technical and organizational measures to protect Personal Data against unauthorized or unlawful processing and against accidental loss, destruction, damage, alteration, or disclosure, as further described in the DPA.8.6 Client Responsibility. Client remains solely responsible for determining the lawfulness of the processing of Personal Data and for obtaining any necessary consents or legal bases required under applicable data protection laws.8.7 No Legal Advice. Vantaric does not provide legal advice regarding data protection compliance.

9 WARRANTIES & DISCLAIMERS9.1 Limited Services Warranty. Vantaric warrants that the Services will be performed in a professional and workmanlike manner consistent with generally accepted industry standards for similar services. Client must notify Vantaric in writing of any alleged breach of this warranty within thirty (30) days after completion of the applicable Services. Client’s sole and exclusive remedy for a proven breach of this warranty shall be, at Vantaric’s sole discretion, (a) re-performance of the non-conforming Services, or (b) a refund of fees paid for the specific non-conforming Services.The foregoing warranty does not apply to any non-conformity resulting from (i) misuse, modification, or alteration of the Services or Deliverables by Client or any third party, (ii) use in combination with Third-Party Systems not specified in the applicable SoW, or (iii) Client’s failure to follow documented instructions.9.2 DISCLAIMER OF OTHER WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 9.1, THE SERVICES AND ANY DELIVERABLES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND VANTARIC DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, INTEROPERABILITY, RESULTS OBTAINED FROM USE, OR ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. VANTARIC DOES NOT WARRANT THAT THE SERVICES OR DELIVERABLES WILL BE ERROR-FREE, UNINTERRUPTED, OR COMPATIBLE WITH ALL SYSTEMS, AND DISCLAIMS RESPONSIBILITY FOR DEFECTS NOT CAUSED BY VANTARIC.9.3 Third-Party Systems. Vantaric provides no warranty, representation, or guarantee regarding any Third-Party Systems. All Third-Party Systems are provided subject solely to the terms and conditions of their respective providers.WITHOUT LIMITING THE FOREGOING, VANTARIC MAKES NO WARRANTY REGARDING THE ACCURACY, RELIABILITY, OR PERFORMANCE OF OUTPUTS GENERATED BY AI SYSTEMS OR OTHER PROBABILISTIC SOFTWARE TOOLS USED IN CONNECTION WITH THE SERVICES.9.4 Exclusive Remedies. The remedies expressly set forth in this Section constitute Client’s sole and exclusive remedies for any breach of warranty relating to the Services or Deliverables.

10 LIMITATION OF LIABILITY10.1 EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF ANTICIPATED SAVINGS, LOSS OF BUSINESS OPPORTUNITY, LOSS OF GOODWILL, LOSS OF USE, COST OF SUBSTITUTE SERVICES, BUSINESS INTERRUPTION, OR LOSS OF DATA, ARISING OUT OF OR RELATING TO THE AGREEMENT, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.10.2 LIABILITY CAP. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO A PARTICULAR SOW SHALL NOT EXCEED THE TOTAL FEES PAID BY CLIENT TO VANTARIC UNDER THAT SOW DURING THE TWELVE (12) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO THE CLAIM.10.3 Scope of Limitation. The limitations set forth in this Section apply to all claims, causes of action, and theories of liability, whether based in contract, tort (including negligence), strict liability, misrepresentation, restitution, or otherwise, and apply notwithstanding any failure of the essential purpose of any limited remedy.10.4 Exceptions. Nothing in this Agreement excludes or limits liability for (a) fraud or willful misconduct, or (b) any liability that cannot be excluded or limited under applicable law.

11 INDEMNIFICATION11.1 CLIENT INDEMNIFICATION. CLIENT SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS VANTARIC, ITS AFFILIATES, OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES, AGENTS, SUCCESSORS, ASSIGNS, AND SUBCONTRACTORS FROM AND AGAINST ANY AND ALL THIRD-PARTY CLAIMS, DEMANDS, ACTIONS, PROCEEDINGS, DAMAGES, LIABILITIES, LOSSES, FINES, PENALTIES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF, RELATING TO, OR RESULTING FROM:1) Client Materials, Client Inputs, or any content, data, instructions, or materials provided by or on behalf of Client;
2) Client’s use, misuse, or modification of the Deliverables or Third-Party Systems;
3) Client’s violation of applicable law, regulation, or industry standard;
4) any allegation that Client Materials or Client Inputs infringe, misappropriate, or otherwise violate any intellectual property right or other right of a third party; or
5) Client’s breach of the Agreement.
11.2 Conditions. Vantaric shall:1) promptly notify Client in writing of any indemnifiable claim, provided that failure to provide prompt notice shall not relieve Client of its obligations except to the extent such failure materially prejudices Client’s ability to defend the claim;
2) allow Client to control the defense and settlement of such claim, provided that Client may not settle any claim in a manner that imposes liability or admission of fault on Vantaric without Vantaric’s prior written consent; and
3) provide reasonable cooperation at Client’s expense.
11.3 Exclusions. Client shall have no indemnification obligation to the extent a claim arises directly from Vantaric’s willful misconduct or fraud.11.4 Limitation. All indemnification obligations under this Section are subject to the limitations of liability set forth in Section 10.

12 TERMINATION12.1 Termination for Convenience. Client may not terminate an applicable SoW providing for fixed-scope, fixed-fee, or milestone-based Services for convenience after the Effective Date, unless otherwise expressly stated in such SoW. Payment of fees reserves Vantaric’s capacity and resources and is non-refundable except as expressly provided herein.To the extent a SoW includes recurring, subscription-based, or retainer Services, either Party may terminate such recurring Services upon thirty (30) days’ prior written notice, unless expressly stated otherwise therein.For recurring or subscription-based Services billed through an automated payment platform designated by Vantaric, cancellation through such platform shall constitute written notice effective as of the date of cancellation.12.2 Termination for Cause. Either Party may terminate the applicable SoW upon written notice if the other Party materially breaches the Agreement and fails to cure such breach within fourteen (14) days after receiving written notice describing the breach in reasonable detail.If Client terminates an applicable SoW due to Vantaric’s uncured material breach, Client shall be entitled to a refund calculated as follows:1) for milestone-based engagements, prepaid fees attributable to unachieved milestones;
2) for lump-sum prepaid engagements without defined milestones, the pro rata portion of prepaid fees corresponding to Services not performed as of the effective date of termination; and
3) for recurring or retainer Services, fees prepaid for periods following the effective date of termination.
In all cases, no refund shall apply to:1) Services already performed;
2) completed milestones;
3) work in progress performed in accordance with the Agreement prior to termination;
4) resources irrevocably committed in reasonable reliance on the applicable SoW for purposes of performing the Services; or
5) non-cancellable third-party costs incurred in connection with performance of the applicable SoW, including costs incurred on Client’s behalf.
12.3 Termination Under DPA. Where an executed DPA grants a Party the right to terminate Services or the Agreement, including due to unresolved objections to Sub-Processors in accordance with the DPA, exercise of such right shall result in termination of the SoW to which the DPA relates.Any financial consequences of such termination shall be governed exclusively by Sections 12.2 and 12.4. Exercise of a termination right under a DPA shall not, in itself, constitute a breach of the Agreement.12.4 Effect of Termination. Except as expressly provided in Section 12.2 or in an applicable SoW, all fees are non-refundable. Termination of an applicable SoW shall not relieve Client of its obligation to pay:1) all fees paid prior to termination, which shall be non-refundable except as expressly provided in Section 12.2;
2) all fees accrued or earned for Services performed through the effective date of termination;
3) fees associated with completed milestones, work in progress, or resources irrevocably committed in reliance on the SoW prior to termination; and
4) any non-cancellable third-party costs incurred on Client’s behalf in connection with the Services.
Termination of an applicable SoW shall not affect the continued validity of these Terms with respect to any remaining SoWs then in effect. If no SoW remains in effect, the Agreement shall terminate automatically, subject to Section 12.6.12.5 Suspension Rights. Vantaric may suspend performance in accordance with Section 3.5 or Section 4.6. Suspension does not constitute termination and does not relieve Client of payment obligations.12.6 Survival. Termination or expiration of the Agreement or any SoW shall not affect the rights and obligations of the Parties that by their nature are intended to survive, including Sections 3 (Fees & Payment), 6 (Intellectual Property), 7 (Subcontractors), 8 (Data Protection), 9 (Warranties Disclaimer), 10 (Limitation of Liability), 11 (Indemnification), 14 (Confidentiality), 17 (Governing Law & Dispute Resolution), 18 (General Provisions, to the extent applicable), and any other provisions that expressly or by implication survive termination.

13 TRAINING & ADVISORY SERVICES13.1 Scope. To the extent expressly set forth in an applicable SoW, Vantaric may provide training sessions, workshops, advisory services, strategic consulting, technical consulting, assessments, or other informational services (collectively, “Advisory Services”).13.2 Informational Nature. Advisory Services are informational and consultative in nature. Unless expressly stated otherwise in the applicable SoW, Advisory Services do not constitute legal, regulatory, tax, accounting, or other licensed professional advice.13.3 No Guarantee of Adoption or Outcome. Vantaric does not guarantee that Client will successfully implement, adopt, or execute any recommendation, strategy, or guidance provided as part of the Advisory Services. Client remains solely responsible for all business, technical, operational, compliance, and implementation decisions.13.4 No Certification or Accreditation. Participation in any training or workshop does not result in certification, accreditation, or professional qualification unless expressly stated in writing in the applicable SoW.13.5 Non-Binding Recommendations. All opinions, analyses, projections, forecasts, models, performance estimates, system-generated insights, or strategic recommendations provided in connection with Advisory Services are non-binding and provided “as is.” Vantaric shall have no liability arising from Client’s reliance on or implementation of such recommendations, except to the extent expressly provided under Section 9.1.13.6 Hourly or Time-Based Services. Where Advisory Services are provided on a time and materials, hourly, or day-rate basis, Client shall pay fees in accordance with the applicable SoW. In the absence of an express SoW, Vantaric’s then-current professional service rates shall apply.

14 CONFIDENTIALITY14.1 Definitions. “Confidential Information” means any non-public information disclosed by one Party (“Disclosing Party”) to the other Party (“Receiving Party”), whether in written, oral, electronic, visual, or other form, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, without limitation, business plans, financial information, pricing, customer information; technical data, software, source code, deployment scripts, implementation methodologies, models, prompt libraries, system architectures, product designs, security configurations, and know-how; access credentials, authentication tokens, API keys, login information, and system access configurations; Personal Data; and the terms of the Agreement.14.2 Exclusions. Confidential Information does not include information that the Receiving Party can demonstrate: (a) is or becomes publicly available through no breach of the Agreement; (b) was lawfully known to the Receiving Party prior to disclosure without restriction; (c) is lawfully received from a third party without breach of any obligation of confidentiality; or (d) is independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information.14.3 Obligations. The Receiving Party shall (a) use Confidential Information solely for purposes of performing or exercising rights under the Agreement; (b) not disclose Confidential Information to any third party except to its employees, affiliates, contractors, advisors, or Subcontractors who have a need to know such information for purposes of the Agreement and who are bound by confidentiality obligations no less protective than those set forth herein; and (c) protect Confidential Information using at least the same degree of care it uses to protect its own confidential information of similar nature, and in no event less than reasonable care.14.4 Compelled Disclosure. If the Receiving Party is required by law, regulation, or valid legal process to disclose Confidential Information, it shall, to the extent legally permitted, provide prompt written notice to the Disclosing Party and reasonably cooperate, at the Disclosing Party’s expense, in seeking a protective order or other appropriate remedy. The Receiving Party shall disclose only that portion of Confidential Information legally required.14.5 Return or Destruction. Upon termination of the Agreement or upon written request of the Disclosing Party, the Receiving Party shall promptly return or destroy within a reasonable period not to exceed thirty (30) days following such request all Confidential Information in its possession or control, except that the Receiving Party may retain copies to the extent required by applicable law or retained in routine backup systems, subject to continued confidentiality obligations.Upon termination of a specific SoW, the Disclosing Party may request return or destruction of Confidential Information disclosed in connection with that SoW.Notwithstanding the foregoing, the Receiving Party shall not be required to return or destroy Confidential Information to the extent retention is reasonably necessary to perform ongoing obligations under the Agreement.If return or destruction materially impairs the Receiving Party’s ability to perform its obligations under the applicable SoW, the Receiving Party may suspend performance without constituting breach upon written notice until the Parties agree on an appropriate resolution. The Parties shall confer in good faith within a reasonable period not to exceed fifteen (15) days to determine whether to amend the SoW, issue a Change Order, or terminate the affected SoW pursuant to Section 12. Any such termination shall be governed by Sections 12.2 and 12.4.14.6 Duration. The obligations set forth in this Section shall continue for five (5) years following termination or expiration of the applicable SoW under which the Confidential Information was disclosed; provided, however, that with respect to trade secrets, such obligations shall continue for so long as such information qualifies as a trade secret under applicable law.14.7 Injunctive Relief. The Parties acknowledge that unauthorized disclosure or use of Confidential Information may cause irreparable harm for which monetary damages may be inadequate. Accordingly, the Disclosing Party shall be entitled to seek equitable relief, including injunctive relief, in addition to any other remedies available at law or in equity.

15 PUBLICITY RIGHTS15.1 Reference Rights. Unless otherwise expressly agreed in writing, Vantaric may identify Client as a customer and reference Client’s name and logo for portfolio, marketing, and business development purposes, including on Vantaric’s website, social media channels, presentations, case studies, and other marketing materials.15.2 No Endorsement. Vantaric shall not imply that Client endorses Vantaric or its Services beyond the fact of the professional engagement, and shall not disclose Confidential Information in connection with any permitted reference.15.3 Opt-Out. Client may withdraw consent to public reference upon written notice; provided, however, that such withdrawal shall not require removal of references in materials already distributed or published prior to receipt of such notice.15.4 Reciprocal Use. Client may reference Vantaric’s name and logo in factual descriptions of the engagement, provided that such reference does not imply endorsement beyond the scope of the Services and does not disclose Confidential Information.

16 FORCE MAJEURE16.1 Force Majeure Events. Neither Party shall be liable for any delay or failure to perform its obligations under the Agreement, excluding payment obligations, to the extent such delay or failure results from events beyond its reasonable control, including acts of God, natural disasters, pandemics, epidemics, war, terrorism, civil unrest, labor disputes, governmental actions, embargoes, sanctions, interruptions of utilities or telecommunications, cyberattacks not caused by the affected Party’s gross negligence, or failures of third-party service providers.16.2 Notice and Mitigation. The affected Party shall provide written notice of the Force Majeure event as soon as reasonably practicable and shall use commercially reasonable efforts to mitigate its impact and resume performance as soon as reasonably practicable.16.3 Extended Force Majeure. If a Force Majeure event continues for more than sixty (60) consecutive days and materially prevents performance of a substantial portion of the Services, either Party may terminate the affected SoW upon written notice. In such event, Client shall pay for Services performed through the effective date of termination, and no Party shall have further liability arising solely from such termination.

17 GOVERNING LAW & DISPUTE RESOLUTION17.1 Governing Law. The Agreement and any dispute, claim, or controversy arising out of or relating to it shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of laws principles.17.2 Good Faith Resolution. The Parties shall first attempt in good faith to resolve any dispute through informal discussions. Either Party may initiate such process by written notice describing the dispute in reasonable detail. If the Parties are unable to resolve the dispute within thirty (30) days following such notice, the dispute shall be resolved as set forth below.17.3 Arbitration. Any dispute not resolved pursuant to Section 17.2 shall be finally resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The seat of arbitration shall be New York, New York. The arbitration shall be conducted in English by a single arbitrator. Judgment upon the award rendered may be entered in any court of competent jurisdiction.The arbitration may be conducted in person, remotely by videoconference, or by submission of documents only, as determined by the arbitrator in light of the circumstances of the dispute. The Parties agree to cooperate in good faith to facilitate efficient and cost-effective proceedings.17.4 Interim Relief. Nothing in this Section shall preclude either Party from seeking interim, provisional, or injunctive relief in any court of competent jurisdiction, including courts located in Delaware or New York, to protect its rights pending the outcome of arbitration.17.5 Waiver of Jury Trial. To the extent any dispute is brought in court, the Parties knowingly and irrevocably waive any right to trial by jury.17.6 Limitation Period. Any claim arising out of or relating to the Agreement must be commenced within one (1) year after the cause of action accrues, or it shall be permanently barred, except to the extent such limitation is prohibited by applicable law.17.7 Mandatory Law Carve-Out. To the extent mandatory law of the Client’s jurisdiction applies and cannot be contractually waived, such law shall prevail solely to that extent.

18 GENERAL PROVISIONS18.1 Independent Contractors. The Parties are independent contractors. Nothing in the Agreement shall be construed to create any partnership, joint venture, fiduciary, employment, or agency relationship between the Parties. Neither Party has authority to bind the other.18.2 Assignment. Client may not assign or transfer the Agreement, in whole or in part, without Vantaric’s prior written consent. Vantaric may assign or transfer the Agreement, in whole or in part, without consent in connection with any merger, acquisition, corporate reorganization, change of control, or sale of all or substantially all of its assets. Any assignment in violation of this Section shall be null and void.18.3 Amendment; Waiver. No amendment, modification or waiver of any provision of the Agreement shall be effective unless in writing and signed by authorized representatives of both Parties. No failure or delay in exercising any right shall constitute a waiver of such right.18.4 Notices. All notices under the Agreement shall be in writing and shall be deemed given when delivered by recognized courier, certified mail, or email to the addresses specified in the applicable SoW, provided that email shall be deemed received on the next business day following transmission, provided no delivery failure notice is received.18.5 Entire Agreement. The Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior or contemporaneous understandings, proposals, or communications, whether written or oral.18.6 Severability. If any provision of the Agreement is held invalid or unenforceable, such provision shall be modified to the minimum extent necessary to render it enforceable while preserving its original intent, and the remaining provisions shall remain in full force and effect.18.7 Client Terms Rejected. Any additional or conflicting terms proposed by Client, including in purchase orders or other documents, are rejected and shall have no force or effect unless expressly agreed in a writing signed by an authorized representative of Vantaric.18.8 No Third-Party Beneficiaries. Except as expressly provided otherwise in the Agreement, nothing herein is intended to confer any rights, remedies, or obligations upon any person other than the Parties and their permitted successors and assigns.18.9 Interpretation. Headings are for convenience only and shall not affect interpretation. Words in the singular include the plural and vice versa. The terms “including” and “include” mean “including, without limitation,” unless expressly stated otherwise. Capitalized terms have the meanings assigned to them in the Agreement.18.10 Independent Counsel. Each Party acknowledges that it has read and understands the Agreement and has had the opportunity to seek independent legal and tax advice prior to entering into it.18.11 Governing Language. The Agreement is drafted in the English language. If translated into another language, the English version shall control in the event of any conflict.Last Updated: 2026-01-01

Privacy Policy

This Privacy Policy describes how we collect, use, disclose, and otherwise process personal information in connection with our Services. It also explains the different roles Vantaric may have when providing services to business clients.

Contents

01 SCOPE, COMPANY, AND ROLES02 INFORMATION WE COLLECT03 HOW WE USE YOUR INFORMATION04 COMMUNICATIONS AND AUTOMATED SYSTEMS05 COOKIES, ANALYTICS, AND THIRD-PARTY CONTENT06 CLIENT DATA AND SERVICE DELIVERY07 HOW WE DISCLOSE INFORMATION AND INTERNATIONAL PROCESSING08 RETENTION AND SECURITY09 YOUR PRIVACY RIGHTS10 CHILDREN11 CHANGES TO THIS PRIVACY POLICY12 CONTACT

1 SCOPE, COMPANY, AND ROLES1.1 Scope and Company. This Privacy Policy applies to the website located at vantaric.com (the “Site”) and to related publications, communications, products, services, and digital properties that link to this Privacy Policy (collectively, the “Services”). The Services are operated by Kutschker International, LLC, a Delaware limited liability company (the “Company”), under the Vantaric brand (“Vantaric,” “we,” “us,” or “our”).1.2 Business-Focused Services. The Services are designed principally for business customers, commercial organizations, and their authorized representatives. Vantaric may provide services globally, subject to the terms of the applicable engagement and applicable law.1.3 Controller and Processor Roles. Vantaric’s role with respect to personal information depends on the nature and source of the information involved.
When we collect personal information directly through the Site, in connection with an inquiry, commercial discussion, newsletter or business-update subscription, contract, billing relationship, vendor relationship, or other direct interaction, Vantaric generally acts as the controller of that information.
When we process personal information supplied or made available by a business client in connection with Services, Vantaric generally acts as a processor, service provider, or equivalent role under applicable law, unless the applicable agreement expressly states otherwise. The relevant client generally remains responsible for determining the purposes and means of processing that Client Data.
1.4 Related Agreements. Particular Services are governed by our Terms of Service, the applicable Statement of Work (“SoW”), and, where applicable, a mutually executed Data Processing Addendum (“DPA”). Those documents may contain additional provisions concerning Client Data, security, subprocessors, international transfers, retention, and the specific Service. This Privacy Policy does not amend those agreements.1.5 Regulatory Approach. Vantaric seeks to maintain privacy and data-protection practices appropriate to the nature and scale of its Services and to comply with privacy, data-protection, telecommunications, and marketing requirements applicable to its processing activities. Applicable requirements may vary by jurisdiction, communication channel, client use case, and the role Vantaric performs in a particular engagement.

2 INFORMATION WE COLLECT2.1 Information Provided Directly to Us. We may collect information that you provide directly to us when you contact us, request information, arrange a consultation, subscribe to a newsletter or business update, enter into an agreement, receive Services, make a payment, or otherwise communicate with us.Depending on the interaction, this information may include:
— name, business contact details, job title, company, and other professional information;
— inquiry, project, technical, commercial, operational, or other information you choose to provide;
— correspondence, meeting notes, communications, and preferences;
— contractual, billing, payment, and transaction-related information;
— testimonials, endorsements, case-study information, or other materials that you authorize us to use; and
— other information reasonably necessary to evaluate, provide, support, or administer the Services.
Payment-card information is generally processed by the applicable payment provider and is not stored by us unless expressly stated at the point of collection.2.2 Technical and Usage Information. We may automatically receive limited technical information when you visit or interact with the Site, including IP address, browser and device information, operating system, referring URL, approximate location derived from IP address, access logs, timestamps, and information about interactions with the Site. This information may constitute personal information under applicable law.2.3 Client Data. In the course of providing Services, a client may provide or make available information relating to its customers, prospects, employees, users, business contacts, or other individuals (“Client Data”). Depending on the agreed Service, Client Data may include contact details, lead and customer records, inquiry history, communications, appointment information, transaction-related notes, workflow inputs, voice recordings, transcripts, and other data processed through the client’s systems or the systems configured for that client.

3 HOW WE USE YOUR INFORMATION3.1 Direct Interactions. We may use information that we collect directly to:— operate, maintain, secure, and improve the Site and Services;
— respond to inquiries and communicate with prospective clients, clients, suppliers, and other business contacts;
— evaluate, scope, enter into, perform, support, and administer commercial engagements;
— provide advisory, implementation, configuration, integration, automation, and managed-service activities;
— administer contracts, invoices, payments, records, and business relationships;
— send newsletters, business updates, service communications, and other communications that you request or are otherwise permitted to receive;
— publish authorized testimonials, case studies, and professional references;
— prevent fraud, misuse, security incidents, and other unlawful activity; and
— comply with legal obligations and protect our rights, property, personnel, systems, and operations.
3.2 Client Data. We process Client Data only as reasonably necessary to provide the Services under the applicable Terms of Service and SoW and, where a DPA applies, in accordance with that DPA and the client’s documented instructions, subject to applicable law.3.3 Legal Bases. Where required by applicable privacy law, we process personal information on one or more of the following legal bases: performance of a contract or steps taken at your request before entering into a contract; consent; legitimate interests that are not overridden by your rights and interests; compliance with legal obligations; and the establishment, exercise, or defense of legal claims.

4 COMMUNICATIONS AND AUTOMATED SYSTEMS4.1 Vantaric Communications. Where you subscribe to receive communications from Vantaric, or where we otherwise have a lawful basis to do so, we may send business updates, editorial content, implementation insights, announcements, and information about our Services.You may unsubscribe from marketing or newsletter emails at any time by using the unsubscribe link included in the relevant email or by contacting us using the details below. Transactional, service-related, security-related, or legally required communications may continue where permitted by law.4.2 Vantaric Mobile Messaging. Where you separately opt in to receive promotional or recurring mobile communications, Vantaric may communicate with you by SMS, WhatsApp, or similar messaging channels, including through automated technologies where permitted by law. Consent is not a condition of purchase. Message frequency may vary, and message and data rates may apply.We may send transactional or service-related mobile communications where permitted by applicable law.You may withdraw consent through the method stated in the relevant message, including by replying “STOP” to SMS messages where that functionality is available, or by contacting us. We will provide any additional notices, disclosures, and choice mechanisms required by applicable law before using a particular communication channel or automated messaging practice.Mobile telephone numbers, mobile opt-in information, and mobile consent records collected in connection with Vantaric’s own communications are not sold, rented, or shared with third parties or affiliates for their own marketing or promotional purposes. This does not prohibit disclosure to service providers that process information on our behalf or processing undertaken on behalf of a client as described below.4.3 Client-Directed Communication Systems. The Services may include the configuration, integration, operation, or support of client-directed communication systems, including chatbots, AI-enabled assistants, SMS, WhatsApp, email, voice, telephony, appointment-booking, customer-engagement, and workflow-automation tools.Where Vantaric processes Client Data through those systems on behalf of a client, the client remains responsible for its communications, recipient notices, lawful bases, consents, campaign registration, opt-out procedures, and other requirements applicable to its use of the Services, except to the extent that Vantaric expressly assumes a particular responsibility in the applicable Terms of Service, SoW, DPA, or other written agreement.The allocation of responsibilities for a particular Service, including configuration, approvals, escalation, monitoring, and communications compliance, is governed by the applicable agreement.Vantaric may implement technical settings, workflows, suppression rules, escalation paths, or other measures agreed with the client. The configuration and availability of particular features may vary by provider, jurisdiction, communication channel, and Service.

5 SITE TECHNOLOGIES AND THIRD-PARTY CONTENT5.1 Essential Technologies. The Site may use cookies, similar technologies, and technical measures necessary for security, functionality, fraud prevention, and the operation of the Site. We may also use referral information, including UTM parameters, to understand how visitors reach the Site.5.2 Non-Essential Technologies. If we use non-essential analytics, advertising, retargeting technologies, or third-party embedded content that requires consent under applicable law, we will provide the relevant notice and consent mechanism before activating those technologies.5.3 Third-Party Sites and Content. The Services may contain links to third-party websites, platforms, and providers. Those third parties process information under their own terms and privacy policies. Embedded content, such as video players, social-media widgets, calendars, maps, or other third-party tools, may permit the relevant provider to collect technical information from your browser. We encourage you to review the privacy policy of each relevant provider.

6 CLIENT DATA AND SERVICE DELIVERY6.1 Client-Provided Systems and Data. In connection with an active engagement, Vantaric may receive access to, import, configure, or otherwise process Client Data through client systems, client-authorized accounts, dedicated client workspaces, CRM platforms, communication tools, workflow systems, or other technology environments.6.2 Client Responsibility. Each client is responsible for ensuring that it has an appropriate legal basis to collect, use, disclose, and instruct Vantaric to process Client Data. This includes responsibility for required privacy notices, consents, permissions, campaign registrations, opt-out mechanisms, and other legal or industry-specific requirements applicable to the client’s communications and operations.6.3 No Independent Commercialization of Client Data. Vantaric does not sell, rent, or independently monetize Client Data. We use Client Data only to provide, maintain, secure, and support the agreed Services, as permitted by the applicable agreement and applicable law.6.4 Artificial Intelligence and Automation Tools. The Services may involve artificial intelligence systems, machine-learning models, automated workflows, conversational systems, speech technologies, or other probabilistic tools. Vantaric may configure or operate such tools as part of the agreed Services. The configuration, safeguards, escalation procedures, monitoring arrangements, and allocation of responsibilities applicable to a particular Service are governed by the applicable Terms of Service, SoW, DPA, or other written agreement.

7 RECIPIENTS AND INTERNATIONAL PROCESSING7.1 Categories of Recipients. We may disclose information, including Client Data where authorized, to:
— hosting, cloud, CRM, workflow, database, security, and other technology providers;
— email, telecommunications, messaging, voice, calendar, scheduling, and payment providers;
— AI, automation, integration, and software providers used in connection with the Services;
— authorized personnel, contractors, consultants, affiliates, and service providers supporting the Services;
— professional advisers, including accountants, insurers, auditors, and legal counsel;
— authorities, regulators, courts, or law-enforcement bodies where required or reasonably necessary to comply with law or protect rights and safety; and
— a buyer, successor, or other participant in a merger, financing, reorganization, sale of assets, or similar transaction.
We disclose information only as reasonably necessary for the relevant purpose and seek to use appropriate contractual or other safeguards where required.7.2 International Processing. We may process information in the United States and other countries where we, our clients, or our service providers operate. Those countries may have privacy laws that differ from the laws of your place of residence.Where required by applicable law, we will use an available lawful mechanism for an international transfer of personal information, such as an adequacy decision, contractual safeguards, or another permitted transfer mechanism. For Client Data, the applicable DPA governs international transfers where applicable.7.3 Sale and Behavioral Advertising. We do not sell personal information or share personal information for cross-context behavioral advertising. If that practice changes, we will provide the notice and opt-out rights required by applicable law.

8 RETENTION AND SECURITY8.1 Retention. We retain information collected directly through the Services for as long as reasonably necessary for the purposes described in this Privacy Policy, including to provide the Services, maintain business and transaction records, comply with legal obligations, resolve disputes, and enforce agreements.Client Data is retained, returned, deleted, or otherwise handled in accordance with the applicable SoW, DPA, and client instructions, subject to applicable law and technical limitations. Information may remain in secure backups for a limited period where deletion from those backups is not technically feasible or would impair system integrity.8.2 Security. We use reasonable administrative, technical, and organizational measures designed to protect information against unauthorized access, loss, misuse, alteration, or disclosure. The measures used may include access controls, authentication, encryption or secure-transfer measures where appropriate, logging, and vendor-management practices.No security measure is perfect, and we cannot guarantee absolute security. If we become aware of a security incident affecting personal information, we will investigate, contain, and address the incident and provide notifications where required by applicable law or the applicable agreement.

9 YOUR PRIVACY RIGHTS9.1 Direct Data. Depending on your location and applicable law, you may have rights to request access to, correction of, deletion of, restriction of, objection to, or portability of your personal information; to withdraw consent; to opt out of certain processing; and to complain to a relevant privacy regulator.To exercise a right concerning information collected directly by Vantaric, contact us using the details below. We may request information necessary to verify your identity and process your request. Your rights may be subject to legal limitations and exceptions.9.2 Client Data. If your request concerns Client Data processed by Vantaric on behalf of a client, you should contact the relevant client directly. Vantaric will assist the client with requests concerning Client Data as required by the applicable DPA and applicable law.

10 CHILDRENThe Services are not directed to children under 13 years of age, and we do not knowingly collect personal information from children under 13. If you believe that a child has provided personal information to us, please contact us so that we can take appropriate action.

11 CHANGES TO THIS PRIVACY POLICYWe may update this Privacy Policy to reflect changes in our practices, Services, or applicable law. We will post the revised version on the Site and update the “Last Updated” date. Where required by law, we will provide additional notice or obtain consent.

12 CONTACTFor questions about our privacy practices, to submit a privacy-related request, or to exercise rights under this Privacy Policy, please contact:Kutschker International, LLC
Attn: Privacy
Email: [email protected]
9450 SW Gemini Dr, PMB 86973
Beaverton, OR 97008, United States
Last Updated: 2026-08-26