Merchant Terms and Conditions
1. Agreement
1.1. These Merchant Terms and Conditions (“Terms”) govern your use of the products, services, software, and related tools (collectively, the “Services”) provided by Artificial Autonomy Pte. Ltd. (“Company”, “we”, “us”).
1.2. By creating an account, subscribing to, or using the Services, you (“Merchant”, “you”) agree to be bound by these Terms, together with any order forms, subscription plans, or other documents that reference these Terms (collectively, the “Agreement”).
1.3. If you are entering into this Agreement on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity, and “Merchant” shall refer to that entity.
2. Eligibility and merchant obligations
2.1. You represent and warrant that:
(a) you are duly incorporated, validly existing, and in good standing under the laws of your jurisdiction of incorporation;
(b) you have full power and authority to enter into and perform this Agreement; and
(c) your use of the Services will comply with all applicable laws, regulations, and industry rules.2.2. You are responsible for:
(a) ensuring that all information provided to us (including company name, contact details, billing information, and use case descriptions) is accurate, complete, and kept up to date;
(b) maintaining the confidentiality of your account credentials and restricting access to your account; and
(c) all activities that occur under your account, whether or not authorized by you.2.3. You must promptly notify us of any unauthorized access, security breach, or suspected misuse of your account.
3. Scope of services
3.1. The Services may include access to software-as-a-service platforms, dashboards, APIs, models, analytics, automation tools, documentation, and related support, as described on our website or in an applicable order.
3.2. We may modify or update the Services from time to time, including by adding, removing, or changing features, provided that such changes do not materially reduce the core functionality of any paid subscription during a current paid term, except as required by law, security, or operational needs.
3.3. We may offer beta, trial, or experimental features or services. Such features may be offered on an “as is”, time-limited, or revocable basis and may be modified or discontinued at any time.
4. License and permitted use
4.1. Subject to your compliance with this Agreement and timely payment of all applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your internal business purposes during the applicable subscription term.
4.2. You may allow your employees, contractors, or other authorized users under your control (“Authorized Users”) to use the Services on your behalf, provided that you remain responsible for their compliance with this Agreement.\
4.3. Except as expressly permitted in this Agreement, you shall not:
(a) copy, modify, adapt, translate, or create derivative works based on the Services;
(b) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying models, except to the extent permitted by mandatory law;
(c) resell, rent, lease, sublicense, distribute, or make the Services available to any third party (including by offering the Services on a service bureau or time-sharing basis) without our prior written consent;
(d) access the Services for the purpose of building a competing product or service, or for benchmarking or competitive analysis not previously agreed with us; or
(e) remove, obscure, or alter any proprietary notices, labels, or marks on or within the Services.
5. Acceptable use
5.1. You shall not use the Services:
(a) for any unlawful, fraudulent, misleading, or harmful purpose;
(b) to infringe or violate any third party’s intellectual property rights, privacy rights, or other rights;
(c) to transmit or store malicious code, malware, or any content that is defamatory, obscene, hateful, or otherwise objectionable; or
(d) in any manner that could damage, disable, overburden, or impair the Services or interfere with any other user’s use of the Services.5.2. You shall not:
(a) circumvent or attempt to circumvent any security, usage, or technical limitations of the Services;
(b) perform automated scraping, bulk data extraction, or excessive API calls beyond the agreed or documented limits; or
(c) use the Services in connection with high-risk activities where failure of the Services could lead to death, personal injury, or severe environmental or property damage.
6. Merchant data and privacy
6.1. You retain ownership of all data, content, and information that you or your Authorized Users submit to or through the Services (“Merchant Data”).
6.2. You grant us a non-exclusive, worldwide, royalty-free license to host, store, process, transmit, and otherwise use Merchant Data solely for the purposes of providing, maintaining, securing, and improving the Services and performing our obligations under this Agreement.
6.3. You represent and warrant that you have obtained all necessary rights, consents, and authorizations to submit Merchant Data to the Services and to grant the above license, including any required consents from end customers or users.
6.4. Our collection, use, and disclosure of personal data are governed by our Privacy Policy, as updated from time to time. Your use of the Services is subject to that Privacy Policy.
7. Fees, payment, and taxes
7.1. Fees for the Services are set out on our website, in an order form, or in a separate pricing schedule. Unless otherwise stated, fees are charged in the currency specified at checkout or in the order.
7.2. You agree to pay all applicable fees in advance for the relevant subscription term or usage period, using the payment methods we make available. Recurring subscriptions will automatically renew at the then-current rates unless cancelled before the renewal date, in accordance with our refund and cancellation policy.
7.3. Fees are exclusive of any applicable taxes, duties, or government charges (including GST or VAT). You are responsible for all such taxes associated with your use of the Services, excluding taxes based on our income.
7.4. If any payment is not received when due, we may, without limiting our other rights:
(a) suspend or limit access to the Services;
(b) charge interest on overdue amounts at a reasonable rate; and/or
(c) require payment in advance for future use or impose different payment terms.
8. Service levels and support
8.1. Unless otherwise agreed in writing in a separate service level agreement, the Services are provided on a commercially reasonable efforts basis without guaranteed uptime or response times.
8.2. We may offer standard email or in-app support during business hours or as otherwise stated on our website. Certain plans may include additional support features as described in the applicable plan or order.
8.3. Scheduled maintenance or upgrades may result in temporary unavailability of the Services. Where practicable, we will use reasonable efforts to schedule maintenance during off-peak hours and to notify you in advance.
9. Intellectual property
9.1. We and our licensors own all rights, title, and interest in and to the Services, including all software, models, algorithms, user interfaces, designs, documentation, and any improvements, modifications, or derivative works thereof, as well as all related intellectual property rights.
9.2. Nothing in this Agreement transfers any ownership of our intellectual property to you, and no rights are granted to you except as expressly set out in this Agreement.
9.3. If you provide feedback, suggestions, or ideas regarding the Services (“Feedback”), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into our products and services without any obligation to you.
10. Confidentiality
10.1. “Confidential Information” means any non-public information disclosed by one party to the other, whether in oral, written, electronic, or other form, that is designated as confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.
10.2. Each party shall:
(a) use the other party’s Confidential Information solely for the purposes of performing its obligations or exercising its rights under this Agreement; and
(b) not disclose the other party’s Confidential Information to any third party except to its employees, contractors, or advisers who need to know such information and are bound by confidentiality obligations no less protective than those in this Agreement.10.3. The confidentiality obligations do not apply to information that:
(a) is or becomes publicly available through no breach of this Agreement;
(b) was lawfully known to the receiving party before disclosure;
(c) is independently developed by the receiving party without using the disclosing party’s Confidential Information; or
(d) is lawfully received from a third party without restriction.10.4. A party may disclose Confidential Information to the extent required by law, regulation, or court order, provided it (where lawful) provides prompt notice to the other party and cooperates in any effort to limit or contest such disclosure.
11. Warranties and disclaimers
11.1. You represent and warrant that your use of the Services will comply with this Agreement and all applicable laws and regulations.
11.2. To the maximum extent permitted by law, the Services are provided “as is” and “as available”, and we disclaim all warranties, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, non‑infringement, or suitability for your specific use case.
11.3. We do not warrant that the Services will be uninterrupted, error‑free, secure, or free of harmful components, or that any data, analytics, or outputs generated by the Services will be accurate, complete, or suitable for any particular decision or outcome. You remain responsible for independently evaluating and validating any results or insights before relying on them.
12. Limitation of liability
12.1. To the maximum extent permitted by law, neither party shall be liable to the other for any indirect, incidental, consequential, special, punitive, or exemplary damages, including loss of profits, revenue, business, goodwill, or data, arising out of or in connection with this Agreement or the use of the Services, even if advised of the possibility of such damages.
12.2. To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with this Agreement, whether in contract, tort, or otherwise, shall not exceed the total fees actually paid by you to us for the Services giving rise to the claim during the six (6) months immediately preceding the event giving rise to the claim.
12.3. Nothing in this Agreement limits or excludes liability that cannot be limited or excluded under applicable law.
13. Indemnity
13.1. You shall indemnify, defend, and hold harmless the Company and its directors, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with:
(a) your or your Authorized Users’ use of the Services in violation of this Agreement or any applicable law;
(b) Merchant Data, including any allegation that Merchant Data infringes or misappropriates the rights of any third party; or
(c) your business operations, products, or services, including any dealings with your own customers or end users.
14. Term and termination
14.1. This Agreement commences on the date you first accept these Terms or start using the Services and continues until terminated in accordance with this section.
14.2. Either party may terminate this Agreement for convenience by providing written notice if all active subscriptions or orders have expired or been cancelled, subject to any specific terms applicable to those subscriptions or orders.
14.3. Either party may terminate this Agreement with immediate effect by written notice if the other party:
(a) materially breaches this Agreement and fails to cure such breach within thirty (30) days after receiving written notice; or
(b) becomes insolvent, enters into liquidation, or is otherwise unable to pay its debts as they fall due.14.4. Upon termination or expiry of this Agreement:
(a) your rights to access and use the Services will cease;
(b) you shall promptly pay any outstanding fees; and
(c) we will handle Merchant Data in accordance with our data retention practices and the Privacy Policy, subject to any applicable legal retention requirements.
15. Governing law and dispute resolution
15.1. This Agreement and any disputes arising out of or in connection with it shall be governed by and construed in accordance with the laws of Singapore, without regard to its conflict of laws rules.
15.2. The parties submit to the exclusive jurisdiction of the courts of Singapore with respect to any dispute or claim arising out of or in connection with this Agreement.
16. Changes to these Terms
16.1. We may update these Terms from time to time. When changes are made, we will update the “Last updated” date at the top of this page and, where required, provide additional notice.
16.2. Your continued use of the Services after the effective date of any updated Terms constitutes your acceptance of the updated Terms. If you do not agree to the changes, you must stop using the Services.
17. Miscellaneous
17.1. Entire agreement: This Agreement constitutes the entire agreement between you and us regarding the subject matter and supersedes all prior or contemporaneous agreements, proposals, or representations, whether written or oral.
17.2. Assignment: You may not assign, transfer, or delegate this Agreement or any rights or obligations hereunder without our prior written consent. We may assign or transfer this Agreement in connection with a merger, acquisition, restructuring, or sale of assets.
17.3. Relationship of the parties: The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, or employment relationship between the parties.
17.4. Force majeure: We will not be liable for any failure or delay in performance to the extent caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, failures of third‑party infrastructure, or government actions.
17.5. Waiver and severability: Failure to enforce any provision of this Agreement shall not constitute a waiver. If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
17.6. Notices: Notices under this Agreement may be provided by email, in‑product notifications, or by posting on our website. You are responsible for keeping your contact details current in your account.