Terms of Service

You must be at least 18 years old and able to form a binding contract to use the Services.

The Services are intended for businesses and other organizations. If you use the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms, and "you" refers to that organization.

If we give you an account, keep your registration information accurate and your credentials confidential. You are responsible for all activity under your account. Tell us promptly at security@teyon.ai if you believe your account has been accessed without authorization.

Some or all of the Services are offered as an invitation-only private beta or evaluation (Beta Services). We decide who receives access, and we may limit access in scope, duration, number of nodes or GPUs, workloads, or features.

Beta Services are pre-release software. They may contain errors, may change or be withdrawn without notice, and may never be released in a generally available version. We have no obligation to provide updates, support, or service levels for Beta Services.

Unless an order form says otherwise, Beta Services are provided free of charge.

Beta Services, their performance, and any results you obtain from them are Teyon's Confidential Information. You may not publish benchmarks, comparisons, or descriptions of Beta Services without our prior written consent.

Customer Data means the data, telemetry, logs, recordings, source code, model artifacts, and other content that you or your systems submit to the Services, or that the Services collect from your environment on your behalf. As between you and Teyon, you own Customer Data.

You grant Teyon a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit, and display Customer Data only as needed to provide, maintain, secure, and improve the Services for you, and as otherwise permitted by our Privacy Policy or a written agreement between us.

We do not use Customer Data to train machine learning models that are made available to other customers.

You are responsible for Customer Data: for having the rights and consents needed to submit it, for its accuracy and legality, and for how you use any output of the Services. Do not submit protected health information, payment card data, government identifiers, or other specially regulated data unless a written agreement with us expressly covers it.

Where the Services run inside your own infrastructure, you are responsible for that environment, including the cluster, networking, storage, access controls, and third-party software. We are not responsible for problems caused by your environment or by components we do not supply.

We may collect and use aggregated or de-identified data about how the Services are used, provided it does not identify you, your users, or Customer Data.

If we process personal data on your behalf, a data processing addendum signed by both of us governs that processing and controls over these Terms for that purpose.

You must comply with our Acceptable Use Policy. In short, you may not use the Services to break the law or infringe anyone's rights; interfere with, overload, or compromise the Services or anyone else's systems; circumvent authentication, usage limits, or licensing; reverse engineer the Services except where the law expressly allows it; resell, sublicense, or offer the Services to third parties; use the Services to build a competing product; or scrape or automatically harvest the Site.

We may investigate suspected violations and may suspend or terminate access as described in the section on term, suspension, and termination.

Teyon and its licensors own the Services, including all software, models, documentation, Site content, designs, trademarks, and all improvements and derivative works, and all intellectual property rights in them. Except for the limited rights expressly granted in these Terms, we reserve all rights.

Subject to these Terms, Teyon grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your internal business purposes during the term, including, where we provide software for installation in your environment, the right to install and run that software on systems you control.

Where we provide software for installation, you will install the updates we release within a reasonable time. We are not responsible for problems in a version you have not updated.

If you send us ideas, suggestions, or other feedback about the Services, you grant us a perpetual, irrevocable, royalty-free license to use it for any purpose without obligation to you.

The Services may include open-source components licensed under their own terms. Those terms govern your use of those components to the extent they conflict with these Terms.

You may not use the Teyon name, logos, or product names without our prior written consent.

Fees for paid Services are set out in an order form or other written agreement. Unless that document says otherwise, invoices are due within 30 days of the invoice date, fees are stated and payable in US dollars, and payment obligations are non-cancellable and fees non-refundable.

Fees exclude taxes. You are responsible for all sales, use, value-added, withholding, and similar taxes, other than taxes on our net income.

If an amount is overdue, we may charge interest at the lesser of 1.5% per month or the maximum rate permitted by law, and we may suspend the affected Services after giving you at least 10 days' written notice.

We may change fees for a renewal term by giving you notice at least 30 days before the renewal.

Confidential Information means non-public information that one party (the discloser) makes available to the other (the recipient) and that is marked confidential or that a reasonable person would understand to be confidential. Teyon's Confidential Information includes the Services, Beta Services, pricing, roadmaps, and technical documentation. Your Confidential Information includes Customer Data.

The recipient will use the discloser's Confidential Information only to perform under these Terms, will protect it with at least the care it uses for its own confidential information and no less than reasonable care, and will disclose it only to employees, contractors, and advisors who need to know it and are bound by obligations at least as protective as these.

Confidential Information does not include information that is or becomes public through no fault of the recipient, that the recipient already knew without restriction, that the recipient received from a third party without restriction, or that the recipient developed independently.

The recipient may disclose Confidential Information when required by law or court order, provided it gives the discloser prompt notice (where legally permitted) and reasonable assistance in seeking protection.

These obligations last for the term of these Terms and for three years after it ends. For trade secrets, they last for as long as the information remains a trade secret.

We maintain administrative, technical, and physical safeguards designed to protect the security and integrity of the Services and Customer Data. No method of transmission or storage is completely secure, and we cannot guarantee absolute security.

If you discover a vulnerability in the Services, please report it to security@teyon.ai. We ask that you give us a reasonable time to address it before any public disclosure, and that you do not access, modify, or exfiltrate data that is not your own.

The Services may link to, integrate with, or depend on third-party products and services, such as cloud platforms, job schedulers, machine-learning frameworks, and applicant-tracking systems. We do not control those services and are not responsible for them. Your use of them is governed by their own terms.

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, TEYON DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

The Services are tools that assist with detecting, diagnosing, and recovering from failures in AI workloads. We do not warrant that the Services will detect, diagnose, prevent, or recover from every failure; that any recovery will preserve the state, results, or performance you expect; or that any diagnosis, attribution, or recommendation is complete or correct. You remain responsible for checkpoints, backups, validation of results, and all operational decisions about your workloads.

We do not warrant that the Services will be uninterrupted, error-free, or free of harmful components, or that they will meet your requirements. Beta Services in particular are provided without any warranty of any kind.

TO THE FULLEST EXTENT PERMITTED BY LAW, TEYON AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, COMPUTE TIME, OR GOODWILL, OR FOR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY LAW, TEYON'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TEYON FOR THE SERVICES IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM AND (B) ONE HUNDRED US DOLLARS (US$100).

These limits apply regardless of the theory of liability and even if a remedy fails of its essential purpose. They do not limit liability that cannot be limited under applicable law, including liability for a party's gross negligence, willful misconduct, or fraud.

You will defend, indemnify, and hold harmless Teyon and its affiliates, officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to Customer Data, your use of the Services in violation of these Terms or applicable law, or your breach of these Terms.

For paid Services, Teyon will defend you against any third-party claim that the Services, used as permitted by these Terms, infringe that party's United States patent, copyright, or trademark, or misappropriate its trade secret, and will pay the damages and costs finally awarded or agreed in settlement. This does not cover claims arising from Customer Data, from modifications we did not make, from combinations with products we did not supply, or from use after we told you to stop. If a claim is made or likely, we may obtain the right for you to continue, modify or replace the affected Services, or terminate them and refund any prepaid fees for the unused term. This section states our entire liability for third-party infringement claims.

The party seeking defense will give the other prompt notice of the claim, reasonable cooperation at the defending party's expense, and sole control of the defense and settlement. Neither party may settle a claim in a way that admits fault on the other's behalf or imposes obligations on the other without its written consent.

These Terms take effect when you first access the Services and continue until terminated. Either party may terminate these Terms at any time by written notice to the other, subject to any committed term in an order form.

We may suspend or limit your access to the Services immediately, with notice where practicable, if we reasonably believe that your use threatens the security, integrity, or availability of the Services or of others, violates the Acceptable Use Policy or the law, or if an amount you owe is overdue.

On termination, your right to use the Services ends, you will uninstall and delete any software we provided, each party will return or destroy the other's Confidential Information on request, and you will pay any amounts owed. Unless a written agreement says otherwise, we may delete Customer Data in our possession 30 days after termination.

Sections that by their nature should survive termination, including the sections on your data, intellectual property, fees, confidentiality, disclaimers, limitation of liability, indemnification, governing law, and general terms, survive.

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Before filing a claim, each party agrees to try to resolve the dispute informally by notifying the other party in writing and discussing in good faith for at least 30 days.

Any dispute that is not resolved informally will be brought exclusively in the state and federal courts located in San Francisco County, California, and each party consents to the personal jurisdiction of those courts. Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.

To the extent permitted by law, each party waives any right to a trial by jury in any proceeding arising out of or relating to these Terms.

The Services may be subject to United States export control and economic sanctions laws. You will comply with those laws and will not export, re-export, or transfer the Services, or allow access to them, in violation of them.

You represent that you are not located in, organized under the laws of, or ordinarily resident in a country or territory subject to comprehensive US sanctions, and that you are not listed on any US government list of restricted or prohibited parties.

We are building the Services and will change them over time. We may add, modify, or remove features, and we may discontinue Beta Services, at any time.

We may update these Terms. If a change is material, we will give notice by posting the updated Terms on the Site with a new "Last updated" date and, where we have your email address, by email. Changes take effect on the date stated in the notice. Your continued use of the Services after that date means you accept the updated Terms.

These Terms, together with the Privacy Policy, the Acceptable Use Policy, and any order form or written agreement between us, are the entire agreement between you and Teyon about the Services and replace all prior agreements and understandings. If there is a conflict, a signed written agreement controls over an order form, which controls over these Terms.

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of all or substantially all of our assets. Any attempted assignment in violation of this section is void.

Neither party is liable for a failure or delay caused by events beyond its reasonable control, such as natural disasters, war, terrorism, labor disputes, government action, or failures of the internet or utilities, except for payment obligations.

Notices to Teyon must be sent to legal@teyon.ai. We may send notices to you at the email address associated with your account or inquiry, or by posting on the Site.

If any provision of these Terms is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in effect. A party's failure to enforce a provision is not a waiver of its right to do so later.

The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, or employment relationship, and there are no third-party beneficiaries.

We may identify you as a customer, including by name and logo, only with your prior written consent.

You agree that we may communicate with you electronically, and that agreements, notices, and disclosures we provide electronically satisfy any legal requirement that they be in writing.

The Services are "commercial computer software" and "commercial computer software documentation" as those terms are used in the Federal Acquisition Regulation and its supplements. US government users receive only the rights set out in these Terms.

Questions about these Terms can be sent to legal@teyon.ai.