The conditions that govern access to and use of the Gadriel platform, including the Gadriel AI Code Assurance (GCA) and Gadriel AI Behavior Assurance (GBA) products.
These Terms of Service (the "Terms") govern your access to and use of the Gadriel platform, including the Gadriel AI Code Assurance (GCA) and Gadriel AI Behavior Assurance (GBA) products, together with any related websites, APIs, software, integrations, documentation, and services we make available (collectively, the "Service").
By clicking "I agree," checking a consent box, creating an account or tenant, requesting a free trial, or otherwise accessing or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity, in which case "you" and "your" refer to that entity. If you do not agree, you may not access or use the Service.
These Terms incorporate by reference our Privacy Policy and any order form, quote, or written agreement executed between you and Gadriel (each, an "Order"). In the event of a conflict, a signed Order controls over these Terms, and these Terms control over any other Gadriel-published policy unless that policy expressly states otherwise.
You must be at least 18 years old and capable of forming a binding contract to use the Service. You are responsible for all activity under your account and tenant, for maintaining the confidentiality of your credentials, and for promptly notifying us of any unauthorized use. You agree to provide accurate, current, and complete registration information and to keep it updated.
If you elect to start a one-month free trial of the Service (the "Free Trial"), the following terms apply in addition to the rest of these Terms.
(a) The Free Trial begins when your trial tenant is provisioned and continues for thirty (30) calendar days unless extended or terminated earlier by Gadriel in writing.
(b) Gadriel may, in its sole discretion, limit the features, capacity, usage volume, number of seats, or data retention available during the Free Trial.
(c) The Free Trial is offered once per organization. Creating multiple accounts or tenants to obtain additional free trials is prohibited and may result in termination.
THE FREE TRIAL IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND AND WITHOUT ANY SERVICE-LEVEL, UPTIME, SUPPORT, OR DATA-PRESERVATION COMMITMENT. Validation results, findings, scores, and reports produced during the Free Trial are provided for evaluation purposes only and must not be relied upon as the sole basis for any production, security, compliance, or business decision.
(a) Gadriel will not automatically charge you or convert the Free Trial into a paid subscription. Continued use beyond the Free Trial requires a separate paid Order.
(b) Upon expiration or termination of the Free Trial, your access may be suspended and your trial tenant, configurations, and data may be deactivated and subsequently deleted in accordance with our data-retention practices. You are responsible for exporting any data you wish to retain before the Free Trial ends.
When you create a new tenant (a dedicated Gadriel environment for your organization, the "Tenant"), the following terms apply.
(a) You represent and warrant that you have all rights, consents, and authority necessary to provide to the Service any code, repositories, prompts, model outputs, configurations, telemetry, datasets, and other materials you submit ("Customer Inputs"), and to permit Gadriel to process them to provide the Service.
(b) You will not submit Customer Inputs that you are contractually or legally prohibited from disclosing, that infringe third-party rights, or that include regulated data (such as protected health information or payment-card data) except under a separate written agreement expressly authorizing such processing.
(c) You are solely responsible for the configuration, access controls, user provisioning, and security settings within your Tenant, including the conduct of users you invite.
Gadriel may provision, configure, scale, update, or relocate Tenant infrastructure as needed to deliver the Service. We may modify, deprecate, or replace features provided the core functionality you have paid for is not materially degraded during a paid term.
Subject to these Terms, Gadriel grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during your subscription or Free Trial term for your internal business purposes. We reserve all rights not expressly granted.
You agree not to, and not to permit any third party to:
Fees for paid subscriptions are set out in the applicable Order. Except as required by law or expressly stated in an Order, fees are non-refundable, and payment obligations are non-cancelable. Unless an Order states otherwise, fees are due within thirty (30) days of invoice, exclusive of taxes, which are your responsibility. Late amounts may accrue interest at the lower of 1.5% per month or the maximum permitted by law. We may suspend the Service for non-payment after reasonable notice.
Gadriel IP. Gadriel and its licensors retain all right, title, and interest in and to the Service, including all software, models, validation methodologies, documentation, and the Gadriel name, logo, and brand. No rights are granted except as expressly stated.
Customer Inputs. As between the parties, you retain ownership of your Customer Inputs. You grant Gadriel a non-exclusive, worldwide license to host, process, and use Customer Inputs solely to provide, secure, and support the Service for you.
Output and Reports. Subject to your payment obligations, you may use the validation reports and findings the Service generates for you ("Output") for your internal business purposes. Output is provided without warranty as described in Section 9.
Service Improvement and Aggregated Data. Gadriel may collect and use aggregated, de-identified, and statistical data derived from operation of the Service to develop, improve, and secure its products, provided such data does not identify you or any individual and does not disclose your confidential Customer Inputs.
Feedback. If you provide feedback or suggestions, you grant Gadriel a perpetual, irrevocable, royalty-free license to use them without restriction or obligation to you.
Each party may disclose confidential information to the other. The receiving party will use the disclosing party's confidential information only to perform under these Terms, protect it with at least reasonable care, and not disclose it except to personnel and advisors bound by confidentiality obligations. These obligations do not apply to information that is public through no fault of the receiving party, independently developed, or rightfully received from a third party, and do not prevent disclosure required by law provided reasonable notice is given where permitted.
THE SERVICE, INCLUDING ALL VALIDATION RESULTS, SCORES, FINDINGS, REPORTS, AND OUTPUT, IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, GADRIEL DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
Gadriel provides pre-production and behavioral validation tooling. It does not guarantee that the Service will detect every vulnerability, defect, hallucination, misbehavior, bias, cost anomaly, or compliance gap, or that AI systems, code, or agents validated through the Service are secure, correct, safe, compliant, or fit for any purpose. You remain solely responsible for your own security, compliance, testing, and deployment decisions. Validation Output supplements but does not replace your independent judgment and controls.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT FOR YOUR PAYMENT OBLIGATIONS AND A PARTY'S INDEMNIFICATION OBLIGATIONS, EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO GADRIEL FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100). FOR THE FREE TRIAL AND ANY OTHER NO-CHARGE USE, GADRIEL'S TOTAL LIABILITY WILL NOT EXCEED US$100.
These limitations apply regardless of the theory of liability and form an essential basis of the bargain. Some jurisdictions do not allow certain exclusions, so portions of this section may not apply to you.
You will defend, indemnify, and hold harmless Gadriel and its officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your Customer Inputs; (b) your use of the Service in violation of these Terms or applicable law; (c) your violation of any third-party right; or (d) your representations regarding authorization to bind your organization or to submit Customer Inputs.
(a) These Terms apply for as long as you use the Service. Paid subscriptions run for the term stated in the applicable Order.
(b) Gadriel may suspend or terminate your access, account, Tenant, or Free Trial, in whole or in part, immediately and without liability, if you breach these Terms, create security or legal risk, fail to pay, or misuse the Service.
(c) Upon termination, your right to use the Service ends, outstanding fees become due, and Gadriel may deactivate and delete your Tenant and data in accordance with its retention practices. Sections that by their nature should survive (including Intellectual Property, Confidentiality, Disclaimers, Limitation of Liability, Indemnification, and Governing Law) survive termination.
Gadriel may modify these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by posting the updated Terms with a new "Last Updated" date or by email). Changes are effective upon posting unless stated otherwise. Your continued use of the Service after changes take effect constitutes acceptance. We may also modify, suspend, or discontinue any part of the Service at any time, subject to the commitments in any active paid Order.
These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws rules. The parties submit to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any dispute arising out of or relating to these Terms or the Service. The governing law, venue, and any future arbitration or class-waiver mechanism remain subject to final legal review before publication.
Entire Agreement. These Terms, together with the Privacy Policy and any Order, are the entire agreement between the parties regarding the Service and supersede all prior understandings.
Assignment. You may not assign these Terms without Gadriel's prior written consent. Gadriel may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
Force Majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.
Severability and Waiver. If any provision is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be modified to the minimum extent necessary. Failure to enforce a provision is not a waiver.
Notices. Legal notices to Gadriel must be sent to contact@gadriel.ai. We may provide notices to you via the email or in-product mechanism associated with your account.
Relationship. The parties are independent contractors. These Terms create no partnership, agency, or employment relationship.
Contact. Questions about these Terms may be sent to contact@gadriel.ai.