Terms of Service
Master contractual terms governing Aeltrix Technologies LLC websites, software, APIs, professional services, and other services expressly provided by Aeltrix Technologies LLC.
1. Agreement and Acceptance
These Terms of Service ("Terms") are a legally binding agreement between Aeltrix Technologies LLC, a Delaware limited liability company ("Aeltrix," "we," "us," or "our"), and the person or legal entity accessing or using a covered website, account, software product, API, hosted service, support service, professional service, or other service for which Aeltrix Technologies LLC is identified as the contracting provider (collectively, the "Services"). By accessing or using the Services, creating an account, submitting an order, signing an order form that incorporates these Terms, or otherwise accepting these Terms electronically, you agree to be bound by them.
If you accept these Terms on behalf of an organization, you represent and warrant that you have authority to bind that organization. In that case, "Customer" and "you" refer to that organization and its authorized users.
2. Contract Documents and Order of Precedence
The agreement may include these Terms, an executed order form or statement of work, a service-specific schedule, the Acceptable Use Policy, the Privacy Policy, the Data Processing Addendum where applicable, and any other document expressly incorporated by reference. If documents conflict, the following order controls unless a document expressly states otherwise: signed order form or statement of work; negotiated addendum; service-specific schedule; DPA for data-processing issues; these Terms; Acceptable Use Policy; then other online policies.
3. Eligibility, Accounts, and Authorized Users
- You must be legally capable of entering into a binding contract and may not use the Services where prohibited by law.
- You are responsible for account credentials, multi-factor authentication settings, API keys, access tokens, administrator actions, and activity conducted through your account.
- You must provide accurate registration, billing, tax, security, and contact information and keep it current.
- You must promptly notify Aeltrix of suspected account compromise, unauthorized use, credential disclosure, or material security incident affecting the Services.
- You are responsible for determining and limiting the authority of your administrators and authorized users.
4. Services, Changes, and Beta Features
Aeltrix may add, modify, replace, or discontinue features as products evolve, subject to any express service commitment in an applicable order. Preview, beta, experimental, evaluation, pilot, or early-access features may be incomplete, may change without notice, may have reduced support or security commitments, and are provided "as is" unless otherwise agreed in writing. Aeltrix will not materially reduce a paid Service during a committed subscription term where a signed order expressly prohibits such reduction, except where required for security, legal compliance, third-party dependency changes, or prevention of abuse.
5. Customer Responsibilities
Customer is responsible for its use of the Services, its users, Customer Content, configurations, instructions, recipients, data sources, and legal basis for processing. Customer must obtain all rights, permissions, notices, consents, licenses, and authorizations required for Customer Content and for Customer's intended use. Customer is responsible for its own legal, tax, regulatory, employment, financial-services, securities, telecommunications, marketing, export-control, and sector-specific compliance unless Aeltrix expressly agrees in a signed document to perform a defined compliance function.
6. Acceptable Use
Customer and authorized users must comply with the Acceptable Use Policy. Aeltrix may investigate suspected misuse and may restrict, suspend, or terminate access where reasonably necessary to protect the Services, third parties, network integrity, legal compliance, or Aeltrix's legitimate interests.
7. Customer Content and Customer Data
As between the parties, Customer retains ownership of Customer Content. Customer grants Aeltrix and its subprocessors a non-exclusive, worldwide, limited license to host, copy, transmit, process, transform, display, and otherwise use Customer Content only as reasonably necessary to provide, secure, support, troubleshoot, maintain, and improve the Services; comply with Customer instructions; prevent fraud or abuse; or comply with law.
Aeltrix does not acquire ownership of Customer Content by providing the Services. Customer acknowledges that automated systems may necessarily create transient copies, indexes, logs, backups, derivatives required for machine processing, and technical metadata.
8. Privacy and Data Protection
Aeltrix processes personal information as described in the Privacy Policy. Where Aeltrix processes personal data on Customer's behalf as processor or service provider, the Data Processing Addendum applies where incorporated into the applicable order or otherwise accepted. Customer remains responsible for determining whether the Services are appropriate for the categories of data Customer chooses to process and for configuring the Services accordingly.
9. Security
Aeltrix will maintain administrative, technical, and organizational measures appropriate to the Services and the risks known to Aeltrix. Customer acknowledges that no system is completely secure and that security depends on shared responsibilities, including Customer's identity controls, endpoint security, access configuration, credential protection, application configuration, and timely remediation. Security information published in a trust center or DPA describes intended safeguards and does not constitute an absolute guarantee against unauthorized access or loss.
10. Third-Party Services and Upstream Providers
The Services may interoperate with, resell, route to, or depend on third-party products, networks, clouds, payment processors, registrars, identity providers, communication providers, open-source software, or other upstream services. Unless expressly stated otherwise in an order, third-party services are subject to their own terms, availability, technical restrictions, acceptable-use requirements, and legal obligations. Aeltrix is not responsible for a third party's independent acts or omissions, but will remain responsible for its own contractual obligations to Customer.
11. Fees, Taxes, Billing, and Payment
Fees, currencies, usage rates, minimum commitments, deposits, credits, billing periods, and payment schedules are stated in the applicable order, quote, checkout flow, or billing portal. Fees are exclusive of taxes unless expressly stated otherwise. Customer is responsible for applicable sales, use, VAT, GST, withholding, telecommunications, digital-service, or similar taxes, excluding taxes based on Aeltrix's net income. Aeltrix may suspend paid Services for overdue undisputed amounts after commercially reasonable notice where legally permitted.
Additional payment, renewal, refund, chargeback, and usage-metering rules may be set out in the Billing and Subscription Policy.
12. Intellectual Property
Aeltrix and its licensors own the Services, software, APIs, documentation, designs, trademarks, service marks, trade names, domain names, databases, workflows, models, know-how, and other technology made available by Aeltrix, excluding Customer Content and third-party materials. Except for rights expressly granted in the agreement, no right, title, or interest is transferred to Customer.
Customer may provide feedback. Unless prohibited by law or a separate NDA, Customer grants Aeltrix a perpetual, irrevocable, worldwide, royalty-free right to use feedback without restriction, provided Aeltrix does not identify Customer publicly as the source without permission.
13. Restrictions on Software and APIs
Except to the extent a restriction is prohibited by applicable law, Customer may not: reverse engineer non-open-source portions of the Services; bypass technical limits; defeat security controls; obtain source code through unauthorized means; scrape restricted interfaces; use credentials belonging to another party; resell a Service unless authorized; use the Services to build a substantially substitutable competing service through systematic extraction; or access the Services to benchmark them for publication without authorization where such restriction is enforceable.
14. AI and Automated Features
Where a covered Service includes artificial intelligence, machine learning, ranking, classification, extraction, generation, or autonomous workflow features, Customer must comply with the AI and Automated Systems Terms. Outputs may be probabilistic, incomplete, inaccurate, or unsuitable for high-stakes use without human review. Customer is responsible for evaluating outputs before relying on them.
15. Compliance with Laws; Export Controls and Sanctions
Each party will comply with laws applicable to its own performance. Customer may not use the Services in violation of U.S. export-control or economic-sanctions laws or other applicable trade restrictions. Customer represents that neither it nor its authorized users will knowingly cause Aeltrix to provide prohibited services to blocked persons, sanctioned destinations, prohibited end users, or prohibited end uses. See the Export Controls and Sanctions Notice.
16. Confidentiality
Where the parties exchange non-public information identified as confidential or that reasonably should be understood as confidential, the receiving party will use it only to perform or receive the Services and will protect it using reasonable care. Confidential information does not include information that is lawfully public, already known without restriction, independently developed without use of confidential information, or lawfully received from a third party without confidentiality obligation. Disclosure may be made where legally compelled after notice where legally permitted.
17. Suspension
Aeltrix may suspend all or part of a Service immediately where reasonably necessary to address a security threat, unlawful activity, material violation of the Acceptable Use Policy, risk to other customers, non-payment, governmental order, sanctions restriction, upstream-provider suspension, or material operational threat. Where practicable and lawful, Aeltrix will provide notice and an opportunity to cure. Suspension does not relieve Customer of fees accruing under a committed order where the suspension results from Customer's breach.
18. Term and Termination
These Terms continue while Customer uses a covered Service. Subscription terms and renewal mechanics are stated in the applicable order. Either party may terminate for material breach not cured within thirty days after written notice, or sooner where cure is impossible or immediate termination is permitted by law or these Terms. Aeltrix may terminate free, trial, or website access at any time. Upon termination, Customer must stop using the terminated Service and pay accrued amounts.
19. Data Export and Deletion After Termination
Where a Service provides export functionality, Customer should export required data before termination. After termination, Aeltrix may disable access and delete Customer Content according to the applicable retention schedule, DPA, backup cycle, legal hold, security requirements, and statutory obligations. Aeltrix is not required to retain Customer Content indefinitely unless expressly agreed in writing.
20. Warranties
Each party warrants that it has authority to enter the agreement. Aeltrix warrants that paid Services will be performed in a professional and workmanlike manner consistent with generally accepted industry practices. Customer's exclusive remedy for breach of this limited service warranty is re-performance of the affected Service or, if re-performance is not commercially reasonable, termination of the affected Service and refund of prepaid unused fees for the terminated portion.
21. Disclaimers
EXCEPT AS EXPRESSLY PROVIDED IN THE AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." AELTRIX DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. AELTRIX DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION, THAT ALL DEFECTS WILL BE CORRECTED, OR THAT CUSTOMER'S USE WILL SATISFY EVERY LEGAL OR REGULATORY REQUIREMENT APPLICABLE TO CUSTOMER.
22. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY. EXCEPT FOR EXCLUDED CLAIMS BELOW, EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE AGREEMENT WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO AELTRIX FOR THE AFFECTED SERVICE DURING THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.
The foregoing cap does not apply to liability that cannot lawfully be limited, Customer's payment obligations, fraud or willful misconduct, or infringement/misappropriation obligations to the extent expressly assumed in a signed agreement. A negotiated order may specify different caps.
23. Indemnification
Customer will defend and indemnify Aeltrix and its affiliates, officers, employees, and contractors against third-party claims arising from Customer Content, Customer's unlawful or unauthorized use, Customer's breach of the Acceptable Use Policy, or Customer's violation of third-party rights, except to the extent caused by Aeltrix. Any Aeltrix intellectual-property indemnity must be expressly stated in a signed order or negotiated agreement and is not implied by these online Terms.
24. Governing Law and Disputes
These Terms and disputes arising from them are governed by the laws of the State of Delaware and applicable U.S. federal law, without regard to conflict-of-laws principles. Unless an applicable signed order provides for arbitration or another forum, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in Delaware. Nothing in this section prevents either party from seeking temporary or injunctive relief for misuse of intellectual property, confidential information, credentials, or security controls.
Mandatory consumer-protection rights that cannot lawfully be waived remain unaffected where they apply.
25. Notices
Legal notices to Aeltrix should be sent to legal@aeltrix.io and, where a signed order specifies a notice address, to that address. Aeltrix may provide operational notices electronically to account administrators, through the Service, or to the email address associated with the account. Notices of material online-term changes may be provided through the website or Service.
26. Changes to These Terms
Aeltrix may update these Terms from time to time. For existing paid subscriptions, a materially adverse change will ordinarily take effect at renewal or after reasonable notice unless the change is required earlier by law, security necessity, abuse prevention, or a third-party dependency. Continued use after the effective date of an applicable update constitutes acceptance to the extent permitted by law.
27. General Provisions
The agreement is the complete agreement regarding its subject matter and supersedes prior discussions on that subject. Failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be enforced to the maximum lawful extent and the remainder remains effective. Customer may not assign the agreement without Aeltrix's consent except in connection with a merger or sale of substantially all assets where the assignee is not a competitor and assumes the obligations. Aeltrix may assign to an affiliate or in connection with a corporate reorganization, financing, merger, acquisition, or sale of assets. The parties are independent contractors. There are no third-party beneficiaries unless expressly stated.
28. Legal Contact
Aeltrix Technologies LLC
Delaware, United States
Legal: legal@aeltrix.io
Questions about this legal document?
For legal notices, compliance questions, or requests relating to this document, contact Aeltrix Technologies LLC through the legal channel below.
