Wolfia Inc. Terms of Service

Last updated: May 1, 2024

1. Introduction

This Agreement is between Wolfia Inc. and the company or person accessing or using the Product. This Agreement consists of: (1) the Order Form and (2) the Key Terms, both of which are on the Cover Page below, and (3) the Common Paper Cloud Service Agreement Standard Terms Version 1.0 ("Standard Terms").

If you are accessing or using the Product on behalf of your company, you represent that you are authorized to accept this Agreement on behalf of your company. By signing up, accessing, or using the Product, Customer indicates its acceptance of this Agreement and agrees to be bound by the terms and conditions of this Agreement.

2. Cover Page

Order Form

Cloud Service: Wolfia is answer engine for enterprises.

Subscription Start Date: The Effective Date of this Agreement

Non-Renewal Notice Period: At least 30 days before the end of the current Subscription Period.

SLA: Provider will use commercially reasonable efforts to provide and maintain the Cloud Service without excessive errors and interruptions.

Technical Support: support@wolfia.com

Cloud Service Fees: We charge a fee for our cloud service.

Payment Period: 5 day(s) from the last day of the Subscription Period

Key Terms

Customer: The company or person who accesses or uses the Product. If the person accepting this Agreement is doing so on behalf of a company, all use of the word "Customer" in the Agreement will mean that company.

Provider: Wolfia Inc.

Covered Claims: Provider Covered Claims: Any action, proceeding, or claim that the Cloud Service, when used by Customer according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else's intellectual property or other proprietary rights.

Customer Covered Claims: Any action, proceeding, or claim that (1) the Customer Content, when used according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else's intellectual property or other proprietary rights; or (2) results from Customer's breach or alleged breach of Section 2.1 (Restrictions on Customer).

Governing Law: The laws of the State of Delaware.

Chosen Courts: The state or federal courts located in Delaware.

Notice Address:
For Provider: support@wolfia.com
For Customer: The main email address on Customer's account.

3. Data Handling and Transfer

Wolfia is committed to the secure handling and transfer of data. All data exchanges are HTTPS-encrypted and transmitted over TLS 1.3 encrypted connections. Our databases and storage solutions employ AES-256 encryption. We adhere to strict data minimization principles and ensure that data transfers comply with applicable privacy and data protection laws.

4. User Conduct and Responsibilities

Users of Wolfia are expected to comply with all applicable laws and regulations and to use the Product in a responsible manner. Misuse of the Product or violation of any terms of this Agreement may result in suspension or termination of access.

5. Disclaimers and Warranties

Wolfia provides its services "as is" and does not offer any warranties. We disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability and fitness for a particular purpose.

6. Warranty and Disclaimer

Wolfia shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Implementation Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Wolfia or by third-party providers, or because of other causes beyond Wolfia's reasonable control, but Wolfia shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. HOWEVER, WOLFIA DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES AND IMPLEMENTATION SERVICES ARE PROVIDED "AS IS" AND WOLFIA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

7. Limitation of Liability

NOT WITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON, WOLFIA AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND WOLFIA'S REASONABLE CONTROL.

8. Dispute Resolution

Any disputes arising under this Agreement shall be resolved through final and binding arbitration, conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association.

9. Contact Information

For any questions or concerns regarding these Terms or the Service, please contact our CEO at naren@wolfia.com.

10. Security Policy

Provider will use commercially reasonable efforts to secure the Cloud Service from unauthorized access, alteration, or use and other unlawful tampering.

11. Changes to the Standard Terms

Publicity Rights: Modifying Section 14.7 of the Standard Terms, Provider may identify Customer and use Customer's logo and trademarks on Provider's website and in marketing materials to identify Customer as a user of the Product. Customer hereby grants Provider a non-exclusive, royalty-free license to do so in connection with any marketing, promotion, or advertising of Provider or the Product during the length of the Agreement.

12. Legal

Rigorous legal safeguards, including structured data processing agreements, are maintained. These agreements outline mutual responsibilities concerning data protection and service delivery.