Terms & Conditions

Last Updated: April 22, 2025

1. Introduction

These Terms of Service ("Terms") govern your access to and use of the Pax AI software and services ("Services"). By using the Services, you agree to be bound by these Terms. If you do not agree, you may not use the Services.

2. Access and Use Rights

2.1 License

Pax AI grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes during the Term, subject to your compliance with these Terms and any applicable Order Form.

2.2 Restrictions

You may not:

• Reverse engineer, decompile, or attempt to extract source code.
• Use the Services to compete with Pax AI or create derivative works.
• Share or sublicense the Services with/to third parties.
• Circumvent any usage restrictions or access controls.

3. Intellectual Property

All intellectual property rights in the Services remain the sole and exclusive property of Pax AI. You retain all rights in your own data ("Customer Data"), but grant Pax AI a right to process that data for the purpose of providing the Services.

4. Confidentiality

Both parties agree to protect each other's confidential information using reasonable safeguards. Confidentiality obligations survive termination for 5 years. Exceptions apply for information that becomes public, is independently developed, or required to be disclosed by law.

5. Payment Terms

5.1 Fees

You agree to pay all fees described in your applicable Order Form. All fees are non-refundable unless otherwise stated. Invoices are due within 30 days unless stated otherwise.

5.2 Overages and Adjustments

If usage exceeds agreed limits or triggers additional fees, Pax AI may invoice for such overages. Disputes must be raised in writing within 60 days of the invoice date.

5.3 Fee Changes

Pax AI may adjust fees no more than once per year, with 60 days' prior written notice. Increases will not exceed 10% annually unless otherwise agreed.

6. Term and Termination

6.1 Term

These Terms remain in effect through the duration of your subscription term, unless terminated earlier in accordance with this section.

6.2 Termination for Cause

Either party may terminate these Terms with 30 days' written notice for material breach. Pax AI may suspend or terminate access immediately for nonpayment or misuse.

6.3 Effect of Termination

Upon termination, you will lose access to the Services. Pax AI will make Customer Data available for 30 days for download before deletion. Terms related to payment, IP, confidentiality, disclaimers, and liability survive termination.

7. Data Use and Security

Pax AI may use aggregated or de-identified data to improve its products. Customer Data will be handled per industry-standard security protocols. You are responsible for maintaining the confidentiality of login credentials and securing your environment.

8. Warranty Disclaimer

The Services are provided "as is" and "as available." Pax AI makes no warranties, express or implied, including merchantability, fitness for a particular purpose, or non-infringement.

9. Limitation of Liability

To the fullest extent permitted by law, Pax AI's total liability shall not exceed the fees paid by you in the 12 months prior to the incident. Pax AI is not liable for indirect, incidental, or consequential damages.

10. Indemnification

You agree to indemnify, defend, and hold harmless Pax AI and its affiliates against any third-party claims arising from your use of the Services, breach of these Terms, or violation of applicable laws.

11. Miscellaneous

• These Terms are governed by Delaware law.
• You may not assign these Terms without Pax AI's written consent.
• All notices must be sent to supportlegal@paxai.com.
• These Terms, together with any Order Form, are the complete agreement between the parties.

12. Contact

For questions, contact:

• 📧 support@paxai.com