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Terms of Use

Between

1. Term

This agreement shall commence when the User signs up for the Service and continue until the User terminates their account or until the account is otherwise terminated in accordance with clause 12 (the “Term”).

2. Use of the Service

2.1 Subject to the User signing up, the restrictions in this clause 2, and the other terms and conditions hereunder, Shyft AI LLC grants to the User a non-exclusive, non-transferable right and license, without the right to grant sublicenses, to use the Service and Documentation during the Term.

2.2 The User shall not access, store, distribute or transmit any Viruses or any material that is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing, discriminatory, promotes violence or illegal activity, or otherwise causes damage or injury to any person or property.

2.3 The User shall not:

Copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute any part of the Software or Documentation.
Reverse engineer, decompile, disassemble, or otherwise reduce any part of the Software to human-perceivable form.
Use or access the Service to build a competing product or service.
License, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit the Service or Documentation.
Attempt to obtain unauthorized access to the Service or Documentation.
Introduce any Virus or Vulnerability into Shyft AI LLC's information systems.

2.4 The User will use reasonable efforts to prevent unauthorized access or use of the Service or Documentation and promptly notify Shyft AI LLC of any such unauthorized access.

3. Service

3.1 Shyft AI LLC will provide the Service and Documentation during the Term as per the terms of this agreement.
3.2 We use Railway for hosting, Supabase for database storage, N8N for workflow automation and integration management, Bolt.new for frontend UI generation, React as the frontend framework, Axiom for logging and debugging, and GitHub for codebase management and version control.
3.3 We aim to maintain 24/7 availability with exceptions for planned maintenance during business hours and emergency maintenance as needed.
3.4 User support is provided during business hours as set out in our Support Service Policy, which we may update from time to time.

4. Data Protection

4.1 Both parties shall comply with applicable Data Protection Laws in connection with this agreement.
4.2 The User consents to Shyft AI LLC storing and accessing information necessary to provide, use, and improve the Service (Usage Data).
4.3 Usage Data may be used in anonymized and aggregated form for service improvement and diagnostics.
4.4 User Data is handled in accordance with applicable laws, with encryption in transit and at rest, and access controls.

5. Shyft AI LLC’s Obligations

We perform the Service with reasonable skill and care but do not warrant uninterrupted or error-free service. We maintain all necessary licenses and consents to deliver the Service and follow archiving and backup procedures. We will use commercially reasonable efforts to restore any User Data lost or damaged due to system faults.

6. User Obligations

The User must:

Provide necessary cooperation, information, and access to facilitate the Service.
Comply with all applicable laws.
Use the Service and Documentation responsibly and in accordance with this agreement.
Obtain all necessary consents for call recording or processing of personal data.
Secure their network connections.
Own or have rights to all User Data provided.

7. Use of Language Model Providers

Shyft AI LLC uses large language models supplied by third-party providers solely to enable AI features. User Data provided to these providers is used only to deliver the Service and is NOT used for training or other purposes.

8. License to Use User’s Logo

The User grants Shyft AI LLC a non-exclusive, royalty-free, worldwide license to display the User’s company logo on Shyft AI LLC’s website and marketing materials solely to identify the User as a client. This license ends upon subscription termination or upon written request.

9. Charges and Payment

The User agrees to pay the applicable Subscription Fees, authorizes Shyft AI LLC to charge their payment method, and acknowledges fees may change with notice. Subscription termination is governed by the Subscription Page terms.

10. Proprietary Rights

Shyft AI LLC and its licensors retain all intellectual property rights in the Service and Documentation, while the User retains ownership of User Data.

11. Confidentiality

Both parties agree to keep confidential information secret and use it only as permitted or required by law. Confidentiality obligations survive termination for five years.

12. Indemnity

The User indemnifies Shyft AI LLC against claims related to User’s use of the Service, except when due to Shyft AI LLC's negligence or intentional misconduct.

13. Limitation of Liability

The Service is provided “AS IS.” Neither party is liable for indirect or consequential damages. Total liability is capped at $1,500 or the subscription fees paid in the last six months, whichever is greater. Neither excludes liability for death, personal injury, or fraud.

14. Termination

Either party may terminate with 30 days’ notice. Immediate termination applies for breach or non-payment. Upon termination, all licenses end, and User Data is deleted within 30 days unless legal requirements dictate otherwise.

15. Force Majeure

Neither party is liable for delays or failures due to causes beyond their control.

16. Variation and Assignment

Changes must be in writing signed by both parties. User rights are non-transferable; Shyft AI LLC may assign rights freely.

17. Governing Law and Jurisdiction

This agreement is governed by the laws of Delaware, and disputes will be resolved in Delaware courts.

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