Terms and conditions

INTRODUCTION.

Welcome to Percipient (referred to as “Percipient,” “we,” “us,” or “our”).

These Terms of Service (the “Terms”) govern your access to and use of the public website and any applications, tools, or services made available through the website, including any features that allow users to create accounts, upload data, or generate outputs (collectively, the “Services”). These Terms apply regardless of whether access to a particular Service is free, trial-based, or paid.

These Terms do not govern products, services, or platforms that are developed, hosted, or controlled by third parties. To the extent the Services integrate with or rely on third-party systems, such third-party services are governed by their own terms and policies. We may modify, suspend, or discontinue the Services, or any part of them, at any time. We do not guarantee uninterrupted availability or error-free operation of the Services. Support, if any, is provided on a commercially reasonable basis and is not subject to any service level commitments unless expressly agreed otherwise.

CUSTOMER DATA, OUTPUTS, AND AI USE.

You retain all right, title, and interest in data, documents, and other materials you upload to the Services, as well as any outputs generated specifically for you.

You grant us a non-exclusive, worldwide, royalty-free license to host, process, use, and display your data as reasonably necessary to operate, secure, support, and improve the Services.

You acknowledge that the Services may use AI systems to perform initial analysis or processing of your data, and that outputs may be reviewed, refined, or corrected through automated or human processes. You authorize us to use your data to evaluate and improve the Services, including through model training, fine-tuning, or reinforcement learning, provided such use is conducted on an anonymized or aggregated basis.

Outputs generated by the Services may be incomplete, inaccurate, or require professional judgment. The Services do not provide legal advice, and you are solely responsible for reviewing and determining the suitability of any outputs for your purposes.

ACCOUNT CREATION AND USER MANAGEMENT.

Certain Services require account registration. Users may create accounts directly through the Services or may be provisioned access by an organization or administrator. You agree to provide accurate and complete account information and to keep such information up to date.

Accounts may include different user roles and permission levels. You are responsible for managing your users, assigning appropriate permissions, and ensuring that all users accessing the Services under your account comply with these Terms.

You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify us promptly of any unauthorized use of your account or suspected security breach. We may suspend or disable accounts if we reasonably believe there has been unauthorized, abusive, or unlawful use.

We support login via third-party identity providers, including Google and Microsoft. We are not responsible for the availability, security, or performance of any third-party identity provider, and your use of such services is governed by their terms and policies.

ELIGIBILITY AND PERMITTED USE.

You may use the Site only if you:

Are at least 18 years old (or the age of majority in your jurisdiction); and

Have the legal capacity to enter into a binding contract.

You agree that you will:

Use the Site only for lawful purposes and in accordance with these Terms;

Not attempt to gain unauthorized access to the Site or related systems;

Not introduce any viruses, malware, or harmful code;

Not use any robot, scraper, or automated means to access the Site for any purpose that could disrupt or burden our infrastructure; and

Not use the Site in any way that infringes or violates the rights of others.

We may, in our sole discretion, suspend or terminate your access to the Site if we believe you have violated these Terms or engaged in any improper use of the Site.

PAYMENTS, BILLING, AND TAXES.

Certain Services may be offered on a paid basis, including subscription-based Services billed on a monthly or other recurring basis. Billing terms, pricing, and applicable fees will be presented at the time you sign up for a paid Service.

Subscriptions may renew automatically unless canceled prior to the start of the next billing period.

Some Services may be offered on a free trial or promotional basis. Unless otherwise stated, access will automatically convert to a paid subscription at the end of the trial period.

Except as required by law or expressly stated at the time of purchase, fees are non-refundable once a billing period has begun.

Payments are processed by third-party payment processors (such as Stripe). We do not control and are not responsible for the acts or omissions of payment processors. Your payment information is handled in accordance with the processor’s terms and privacy policy. Fees are exclusive of all applicable taxes, levies, or duties, and you are responsible for paying any such taxes, excluding taxes based on our net income.

INTELLECTUAL PROPERTY.

All content on the Site, including text, graphics, logos, images, icons, software, and layout (collectively, the “Content”), is owned by or licensed to Percipient and is protected by copyright, trademark, and other intellectual property laws.

Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to access and view the Site and Content for your internal, informational purposes only.

You may not:

Copy, reproduce, modify, distribute, or publicly display any part of the Site or Content, except as incidental to normal web browsing;

Use any of our trademarks, service marks, or logos without our prior written consent; or

Remove, obscure, or alter any copyright, trademark, or proprietary notices on the Site or Content.

THIRD-PARTY LINKS.

The Site may contain links to third-party websites or resources. These links are provided for convenience only and do not imply any endorsement, sponsorship, or recommendation by Percipient.

We are not responsible for the content, policies, or practices of any third-party websites. Your use of third-party sites is at your own risk and subject to the terms and policies of those sites.

DISCLAIMER OF WARRANTIES.

The Site and all Content are provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, or statutory.

To the fullest extent permitted by law, we disclaim all warranties, including:

Merchantability;

Fitness for a particular purpose;

Non-infringement; and

Any warranties arising from course of dealing or usage of trade.

We do not warrant that the Site will be uninterrupted, secure, or free of errors or harmful components, or that any information on the Site is accurate, complete, or current.

LIMITATION OF LIABILITY.

To the fullest extent permitted by law:

Percipient and its affiliates, officers, directors, employees, and agents will not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or loss of profits, revenue, data, or goodwill, arising out of or relating to your use of or inability to use the Site, even if advised of the possibility of such damages.

INDEMNIFICATION.

You agree to indemnify, defend, and hold harmless Percipient, its affiliates, and their respective officers, directors, employees, and agents (collectively, the “Company Parties”) from and against any and all third-party claims, demands, actions, proceedings, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:

your access to or use of the Services or Site in violation of these Terms or any applicable law;

any data, content, or materials you submit or upload to the Services or Site, including any allegation that such data, content, or materials infringe, misappropriate, or violate any intellectual property, privacy, or other rights of a third party; or

your gross negligence, willful misconduct, or fraud.

We will promptly notify you of any claim subject to this indemnity, allow you to control the defense and settlement of the claim (provided that you may not agree to any settlement that imposes any admission of liability or non-monetary obligation on a Company Party without our prior written consent), and provide reasonable cooperation at your expense. We may participate in the defense with counsel of our choosing at our own expense.

CHANGES TO THE SITE AND TERMS.

We may update, modify, or discontinue all or any part of the Site at any time, with or without notice.

We may also revise these Terms from time to time. When we do, we will update the “Last Updated” date at the top of these Terms. Your continued use of the Site after any changes become effective constitutes your acceptance of the revised Terms.

GOVERNING LAW AND DISPUTE RESOLUTION.

These Terms and your use of the Site are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles.

You agree that any dispute arising out of or relating to these Terms or the Site shall be brought exclusively in the state or federal courts located in the State of Delaware and you consent to the personal jurisdiction and venue of such courts.

MISCELLANEOUS.

If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect. Our failure to enforce any right or provision is not a waiver of that right or provision.

These Terms constitute the entire agreement between you and Percipient relating to your use of the Site and supersede any prior or contemporaneous understandings or agreements regarding the Site.

Your use of the Services is also governed by our Privacy Policy and any Acceptable Use Policy, which are incorporated by reference. We may update these policies from time to time, and continued use of the Services constitutes acceptance of the updated policies.

CONTACT US.

If you have questions about these Terms, you may contact us at:

Percipient
[email protected]

642 N Madison

Bloomington, Indiana 40474