Corvio Terms of Service (User Agreement)

This Terms of Service / User Agreement (the “Agreement”) is a legally binding agreement between (i) you, whether an individual or an entity, and, if an entity, your authorized end users (collectively, “User,” “you,” or “your”), and (ii) NeoFlux AI Pte. Ltd., a company incorporated in Singapore with registration number 202556091C, having its registered address at 68 CIRCULAR ROAD, #02-01, SINGAPORE 049422 (“NeoFlux,” “Company,” “we,” “us,” or “our”), governing your access to and use of the Corvio software platform, including any websites, applications, plugins, APIs, and related services (collectively, the “Service” or “Corvio”).

BY ACCESSING OR USING THE SERVICE, CLICKING “I AGREE,” CREATING AN ACCOUNT, OR OTHERWISE INDICATING ACCEPTANCE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT; IF YOU DO NOT AGREE, YOU MUST NOT ACCESS OR USE THE SERVICE.

1. Definitions

For purposes of this Agreement, the following terms shall have the meanings set forth below: “Account” means a registered account created to access the Service; “Workspace” means the structured environment within the Service in which Content may be created, organized, stored, retrieved, and processed; “Content” means any data, information, text, prompts, queries, instructions, messages, documents, files, images, audio, video, code, metadata, structured records, embeddings, vectors, logs, annotations, labels, and other materials that are submitted, uploaded, transmitted, generated, created, stored, or otherwise processed via the Service; “User Content” means Content that you or your authorized users submit to the Service; “Output” means Content generated by the Service (including by automated or AI-enabled functionality) in response to User Content or user actions; “Documentation” means user guides, technical documentation, and policies we publish for the Service; “Subscription” means any paid plan, enterprise plan, or other commercial arrangement for access to the Service; and “Order Form” means a mutually executed order form, statement of work, or similar document referencing this Agreement and describing commercial terms.

2. Eligibility; Authority; Account Registration

You represent and warrant that you are at least eighteen (18) years of age and have legal capacity to enter into binding contracts, or, if you are using the Service on behalf of an entity, that you have authority to bind that entity and that such entity is duly organized and in good standing; you agree to provide accurate and complete registration and Account information and to keep such information current; you are solely responsible for maintaining the confidentiality of credentials and for all activity under your Account (including any activity by your employees, contractors, or other authorized users), and you must promptly notify us of any suspected unauthorized access or security incident involving your Account.

3. The Service; Nature of AI Functionality; No Professional Advice

Corvio is an AI-enabled workspace and knowledge organization platform that may assist with drafting, summarizing, categorizing, retrieval, action planning, and other productivity and information workflows, including by generating Output using automated systems; you acknowledge that Output may be probabilistic, may contain inaccuracies or omissions, may not be unique, and may be inappropriate or incomplete for your specific context; accordingly, you agree that you will evaluate Output for accuracy, appropriateness, and compliance with applicable law and your internal policies before relying upon it, and you further acknowledge that the Service is not intended to provide legal, medical, financial, accounting, investment, or other regulated professional advice and that any reliance you place on Output or other Service functionality is at your sole risk.

4. License to Use the Service; Restrictions

Subject to your compliance with this Agreement and, where applicable, payment of all fees, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license during the Term to access and use the Service and Documentation for your internal business or personal purposes, as applicable, in accordance with the Documentation and this Agreement; you shall not, and shall not permit any third party to, (i) copy, modify, or create derivative works of the Service except as expressly permitted by law; (ii) reverse engineer, decompile, disassemble, or attempt to discover source code, underlying ideas, models, or algorithms of the Service, except to the extent such restriction is prohibited by applicable law; (iii) circumvent or disable security, usage limits, or access controls; (iv) use the Service to develop or improve competing products or services, including by systematic extraction of Output or benchmarking intended to replicate the Service; (v) access the Service in violation of applicable export controls, sanctions, or other laws; or (vi) use the Service for high-risk activities where failure could lead to death, personal injury, or significant property or environmental damage.

5. User Content; Ownership; Responsibility; Permissions

As between you and NeoFlux, you retain all right, title, and interest in and to your User Content, subject to the licenses granted herein; you represent and warrant that you have obtained, and will maintain, all rights, permissions, consents, and lawful bases necessary to submit and process User Content via the Service, including where User Content contains personal data, confidential information, or third-party content; you are solely responsible for the legality, accuracy, and integrity of User Content and for ensuring that your use of the Service complies with all applicable laws, regulations, and third-party rights.

6. License to Operate the Service; Derived Data; Telemetry; Security Logs

You grant NeoFlux a worldwide, non-exclusive, royalty-free license to host, store, reproduce, process, transmit, display, and otherwise use User Content solely as necessary to provide, maintain, secure, and support the Service, including to perform requested processing, to prevent abuse, to troubleshoot, to provide customer support, and to meet legal obligations; you acknowledge that, in the normal operation of the Service, we may generate and use technical logs, usage metrics, error reports, audit trails, and security events, and may create de-identified and aggregated data derived from your use of the Service (“Service Analytics”), provided that Service Analytics will not reasonably identify you or any individual and will not include your User Content in identifiable form, and we may use Service Analytics to improve and operate the Service.

7. Output; Ownership; Similarity of Output; Your Use

Subject to your compliance with this Agreement, to the extent NeoFlux has any ownership interest in Output generated specifically for you from your User Content, NeoFlux hereby assigns to you all such interest, if any, and you may use Output for any lawful purpose; you acknowledge that Output may be similar or identical to Output generated for other users, that such similarity does not constitute breach, and that NeoFlux does not represent that Output will be unique; you are solely responsible for verifying Output, including ensuring that Output does not infringe third-party rights and complies with your obligations.

8. Training and Improvement; Default Policy; Opt-Out Options

Unless expressly stated otherwise in an Order Form, enterprise terms, or an in-product setting, NeoFlux’s default practice for consumer/self-serve accounts may include using limited portions of Content, in de-identified and/or aggregated form, to improve service quality and safety; however, NeoFlux will not use Customer Content under an enterprise Subscription as training data for general-purpose models except where the enterprise customer has explicitly opted in in writing, and where an opt-out or “no training” toggle is made available, NeoFlux will honor such setting for the applicable Workspace or Account within a commercially reasonable time, subject to the need to retain certain data for security, compliance, or legal reasons; for avoidance of doubt, we may always use Service Analytics, telemetry, and abuse signals that do not contain identifiable User Content to protect and improve the Service.

9. Third-Party Services; Integrations; APIs

The Service may interoperate with third-party services, connectors, or platforms, and you authorize us to access and transmit Content to and from such third-party services as you direct; third-party services are subject to their own terms, and NeoFlux is not responsible for third-party services, including their availability, security, or data practices; if you use APIs, you will comply with Documentation and any rate limits, and you will not use APIs to circumvent paywalls, access controls, or to scrape or harvest data unlawfully.

10. Fees; Billing; Taxes; Trials

If you purchase a Subscription, you agree to pay fees in accordance with the applicable plan, pricing page, or Order Form; unless otherwise specified, fees are billed in advance and are non-refundable except as required by applicable law; you are responsible for all taxes, duties, levies, or similar charges imposed by governmental authorities, excluding taxes based on NeoFlux’s net income; we may offer free trials or beta features, which may be modified or discontinued at any time and are provided “as is,” without warranties and with heightened disclaimers.

11. Suspension; Termination; Effects

We may suspend or terminate your access to the Service immediately upon notice (or without notice where required by law or necessary for security) if we reasonably believe you have violated this Agreement, used the Service unlawfully, posed a security risk, failed to pay fees, or engaged in abusive or fraudulent behavior; you may terminate your Account at any time by following in-product workflows; upon termination, your right to access the Service ceases, and we may delete User Content after a commercially reasonable retention period, subject to legal holds, compliance obligations, dispute resolution, or backup retention policies; provisions that by their nature should survive termination, including intellectual property, confidentiality (where applicable), disclaimers, limitation of liability, indemnities, and dispute resolution, shall survive.

12. Confidentiality

To the extent you or NeoFlux disclose Confidential Information (meaning information identified as confidential or that reasonably should be understood to be confidential given its nature and the circumstances of disclosure), each party agrees to protect the other party’s Confidential Information using at least reasonable care and not to use or disclose such Confidential Information except as necessary to perform under this Agreement; Confidential Information does not include information that is publicly available without breach, independently developed without use of the other party’s Confidential Information, or rightfully received from a third party without duty of confidentiality; NeoFlux’s Confidential Information includes the Service, non-public Documentation, pricing, security measures, and product roadmaps.

13. Security; Data Protection

We implement administrative, technical, and organizational measures designed to protect the confidentiality, integrity, and availability of Content processed by the Service; details may be described in our Security Addendum or Documentation; however, no system is completely secure, and you acknowledge that risks of unauthorized access or data loss cannot be eliminated; where we process personal data on your behalf, the Data Processing Addendum (DPA) will apply if executed or incorporated by reference into an Order Form.

14. Intellectual Property; Feedback

NeoFlux retains all rights, title, and interest in and to the Service, including all software, models, algorithms, interfaces, designs, and Documentation, and no rights are granted except as expressly stated; if you provide suggestions, feedback, or ideas (“Feedback”), you grant NeoFlux a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate Feedback into the Service without restriction or compensation, provided that NeoFlux will not publicly attribute Feedback to you without consent.

15. Acceptable Use; Policy Incorporation

Your use of the Service is subject to our Acceptable Use Policy (“AUP”), which is incorporated by reference and forms part of this Agreement; violations of the AUP may result in suspension or termination.

16. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, OUTPUT, AND DOCUMENTATION ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, OR ERROR-FREE OPERATION; WITHOUT LIMITING THE FOREGOING, NEOFLUX DOES NOT WARRANT THAT OUTPUT WILL BE CORRECT, COMPLETE, NON-INFRINGING, OR SUITABLE FOR ANY SPECIFIC PURPOSE, OR THAT ANY CONTENT WILL BE RECOVERABLE AFTER DELETION OR TERMINATION.

17. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL NEOFLUX BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS INTERRUPTION, OR SUBSTITUTE PROCUREMENT COSTS, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEOFLUX’S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICE SHALL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY YOU TO NEOFLUX FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR, IF YOU HAVE NOT PAID FEES, ONE HUNDRED SINGAPORE DOLLARS (SGD 100), WHICHEVER IS GREATER; NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

18. Indemnification

You agree to indemnify, defend, and hold harmless NeoFlux, its affiliates, directors, officers, employees, contractors, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to (i) your User Content, (ii) your use of the Service in violation of this Agreement or applicable law, (iii) your breach of representations or warranties, or (iv) your infringement or misappropriation of any third-party rights; NeoFlux will promptly notify you of any claim (failure to notify does not relieve obligations except to the extent prejudiced), you will control the defense and settlement, and NeoFlux may participate with counsel at its own expense.

19. Dispute Resolution; Governing Law; Jurisdiction

This Agreement is governed by the laws of Singapore, without regard to conflict of laws principles; any dispute, claim, or controversy arising out of or relating to this Agreement or the Service shall be subject to the exclusive jurisdiction of the courts of Singapore, and you consent to such jurisdiction and venue; notwithstanding the foregoing, NeoFlux may seek injunctive or equitable relief in any competent jurisdiction to protect its intellectual property, Confidential Information, or security.

20. Changes to the Agreement

We may modify this Agreement from time to time, and we will provide notice by posting an updated version and updating the “Last Updated” date, and, where legally required, by additional notice; continued use of the Service after the effective date of the updated Agreement constitutes acceptance.

21. General Provisions

This Agreement constitutes the entire agreement between you and NeoFlux regarding the Service and supersedes prior agreements, except that Order Forms and the DPA (if applicable) may supplement and, in case of conflict, will follow an order of precedence: Order Form (commercial terms) → DPA (data processing) → Enterprise Terms (if applicable) → this Agreement → AUP → other policies; if any provision is held unenforceable, the remainder remains in effect; you may not assign this Agreement without NeoFlux’s prior written consent, and any attempted assignment is void, whereas NeoFlux may assign this Agreement in connection with a merger, acquisition, reorganization, or sale of assets; notices to NeoFlux must be sent to legal@corvio.ai with a copy to 68 CIRCULAR ROAD, #02-01, SINGAPORE 049422, and notices to you may be sent to the email associated with your Account.