AI and Data Use Exhibit
Effective Date: July 11, 2026
Signify Holdings, Inc. and its affiliates, successors, assigns, and subsidiaries, including without limitation Nimbus LLC, doing business as Third National and Third National LLC, Rain Liquidity LLC, Rain Payments Services, Inc., and Rain Products, Inc. (“Rain,” “we,” “us,” or “our”) is committed to ensuring that our data, and the data of those we serve, is handled responsibly, transparently, and in accordance with our values and legal obligations. This AI and Data Exhibit sets forth the minimum standards we require of all vendors who use, or may use, artificial intelligence in connection with the services provided to Rain. It applies to any vendor that processes, accesses, or transmits Company Data through an AI System, regardless of whether that use is central or incidental to the services being provided. Vendors who cannot meet these standards should notify Rain prior to execution so that appropriate accommodations or alternatives can be discussed.
We recognize that AI technology is evolving rapidly. We are committed to reviewing and updating these requirements on a regular basis, and we welcome dialogue with our vendor partners on how to apply these standards in practice.
Vendor shall not use artificial intelligence, machine learning, large language models, generative AI, automated decisioning, or similar technologies (“AI Systems”) to process Company Data except as necessary to provide, secure, support the Services in accordance with the Agreement. Vendor shall not use Company Data with any public or consumer-facing AI tool unless Company has approved that use in writing. For purposes of this Exhibit, Company Data means any data, information, content, records, files, materials, prompts, inputs, outputs, or other materials that Company or its users provide, submit, upload, generate, or make available in connection with a product, service, system, or process, including any data derived from or based on that information.
Vendor shall not use Company Data to train, fine-tune, improve, test, validate, benchmark, or otherwise develop any AI System, model, algorithm, product, or service for Vendor, any other customer, or any third party, except with Company’s prior written consent. Vendor shall not combine Company Data with data from other customers for AI-related model training or model improvement. For clarity, Company Data shall not be incorporated into model weights, embeddings, or any persistent representation used by an AI System.
Vendor may use third-party AI Systems to process Company Data only if: (a) such processing is necessary to provide, secure, support, or improve the Services; (b) the third-party provider is bound by written confidentiality, data protection, and security obligations no less protective than those in the Agreement; (c) Company Data is not used by the third-party provider for model training, model improvement, or unrelated purposes; (d) Vendor remains responsible for the third-party provider’s acts and omissions; and (e) Company Data is not retained by the third-party AI System beyond what is necessary to process the request and generate a response.
Vendor shall not use AI Systems to make, or primarily determine decisions that have legal or similarly significant effects on Company, Company’s customers, or any individual, including decisions relating to financial status, access to services, fraud or risk determinations, or compliance-related outcomes, unless such use has been expressly authorized by Company in writing.
Vendor shall maintain reasonable technical and organizational safeguards designed to prevent unauthorized access to, disclosure of, retention of, or extraction of Company Data through AI Systems. Vendor shall retain Company Data processed through AI Systems only for the period necessary to provide, secure, support, or improve the Services, subject to the Agreement and applicable law.
Vendor shall notify Company without undue delay, and in any event within forty-eight (48) hours, after becoming aware of any unauthorized use of Company Data with an AI System, including any use for model training or model improvement. Upon Company’s reasonable request, Vendor shall provide information sufficient to verify Vendor’s compliance with this Section.
Vendor shall comply with all applicable laws, regulations, and regulatory guidance governing the use of artificial intelligence, automated decision-making, and related technologies in connection with the processing of Company Data.
Sections 2, 5, 6, 7, and 8 shall survive the expiration or termination of the Agreement indefinitely.
For questions regarding this AI and Data Use Exhibit, or to submit a written approval request under any provision herein, vendors should contact:
Signify Holdings, Inc.
Attn: Chief Legal Officer
Address: 11 East 26th Street, 11th Floor, New York, NY 10010
Email: privacy@rain.xyz