End User License Agreement

Overview

This End User License Agreement (“Agreement” or “EULA”) governs your licensed use of the AIForge Works platform and its tools — including MPA, MapIt, Cloud Advisor, GPU Audit, and Ask Forge (collectively, the “Platform”) — under a paid subscription. It is the commercial User License Agreement referenced in the AIForge Works Beta Participation Agreement, and on commercial availability it supersedes that Beta Agreement with respect to your continued use of the Platform.

This Agreement is entered into between AIForge Works (“we,” “us,” or “our”) and you, the individual or entity accepting these terms (“Licensee” or “you”). By activating a paid Subscription, accessing, or using the Platform, you agree to be bound by this Agreement. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization.

1. Definitions

• •“Platform” means the AIForge Works software-as-a-service application, its tools, documentation, and methodology, as made available to you.
• •“Subscription” means the paid plan under which you are licensed to access the Platform, including its term, seat count, and usage limits.
• •“Outputs” means the pricing data, analyses, reports, comparisons, and other results generated by or obtained from the Platform.
• •“Documentation” means the user guides and materials AIForge Works makes available describing the Platform's features and use.

2. License Grant

The Platform is licensed to you and not sold. Subject to your compliance with this Agreement and payment of all applicable fees, AIForge Works grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform during the term of your Subscription, solely for your internal business purposes in accordance with this Agreement and the Documentation.

• •The license is limited to the number of seats and the usage limits set out in your Subscription.
• •Access is personal to you or your organization and may not be shared across organizations.
• •AIForge Works reserves all rights not expressly granted in this Agreement.

3. License Restrictions

You shall not at any time, directly or indirectly, and shall not permit anyone to:

• •(i) copy, modify, or create derivative works of the Platform, in whole or in part;
• •(ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, or transfer the Platform, or provide access to it to any third party;
• •(iii) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code, data structures, or methodology underlying the Platform;
• •(iv) use any robot, spider, scraper, bot, or other automated means to access, harvest, or systematically extract data from the Platform, or circumvent any access controls, rate limits, or subscription restrictions;
• •(v) remove any proprietary notices from the Platform; use the Platform to develop or assist in developing a competing product or service; or use the Platform in any manner that infringes, misappropriates, or violates any intellectual property or proprietary right or any applicable law.

4. No Credential Requirement

AIForge Works delivers pricing intelligence without access to your cloud accounts. AIForge Works does not require, and you must not provide, any cloud provider credentials, IAM roles, API keys, billing access tokens, or similar secrets in connection with your use of the Platform. Any such credentials transmitted in violation of this section are provided at your own risk, and you remain solely responsible for rotating or revoking them.

5. Subscription, Fees and Renewal

• •Your license is conditioned on payment of the fees for your Subscription. Subscription plans, pricing, and billing frequency are described at the time of purchase.
• •Unless otherwise stated, Subscriptions renew automatically at the end of each billing period. You authorize AIForge Works (or our third-party payment processor) to charge the applicable fees, plus any applicable taxes, at intervals consistent with your selected billing frequency, until you cancel in accordance with this Agreement.
• •Except to the extent required by applicable law, fees are non-refundable. We may suspend the license for non-payment.

6. Ownership and Intellectual Property

As between the parties, AIForge Works and its licensors own all right, title, and interest in and to the Platform, the Documentation, the underlying methodology and data normalization, and all Intellectual Property Rights therein. This Agreement does not grant you any rights in the Platform other than the limited license expressly stated.

“AIForge Works” and “ForgeBuild,” together with the AIForge Works logos and other product or service names, are trademarks of AIForge Works and may not be used without our prior written permission.

7. Outputs and Use of Pricing Data

Subject to this Agreement, you may use Outputs for your internal business purposes. Outputs are provided for informational purposes only, are not an offer or quote, and are not a substitute for pricing confirmed directly with the relevant cloud provider. Pricing changes frequently and may be inaccurate, incomplete, or out of date; you are responsible for independently verifying any figure before relying on it.

You may not redistribute, republish, resell, or publicly disclose Outputs, in whole or in part, without AIForge Works' prior written consent.

8. Feedback

You may choose to submit feedback, suggestions, bug reports, or ideas about the Platform (“Feedback”). You are not obligated to provide Feedback. To the extent you do, you grant AIForge Works a perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, modify, incorporate, and commercialize that Feedback without restriction or compensation. AIForge Works is not obligated to act on any Feedback.

9. Confidentiality

The Platform, its features, performance characteristics, non-public pricing, and any non-public information disclosed to you (“Confidential Information”) are confidential to AIForge Works.

• •You agree to keep Confidential Information confidential and not to disclose it to any third party without AIForge Works' prior written consent.
• •You may share Confidential Information internally on a need-to-know basis, provided those individuals are bound by confidentiality obligations no less protective than this Agreement.
• •This obligation does not apply to information that is or becomes publicly known through no fault of yours, or that you are required to disclose by law (provided you give prompt notice where permitted).

10. Data Protection and Privacy

Your use of the Platform is subject to the AIForge Works Privacy Policy (www.aiforge.works/privacy), which is incorporated into this Agreement by reference. AIForge Works processes personal data in compliance with applicable privacy laws. For details on what data is collected, how it is processed, protected, shared, and retained, please see our Privacy Policy.

11. Warranties and Disclaimers

THE PLATFORM AND ALL OUTPUTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, AIForge Works DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OR COMPLETENESS OF DATA, AND NON-INFRINGEMENT.

AIForge Works DOES NOT WARRANT THAT THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY PRICING INFORMATION OR OUTPUT WILL BE ACCURATE OR COMPLETE. YOUR USE OF THE PLATFORM AND ANY RELIANCE ON OUTPUTS IS AT YOUR SOLE RISK.

12. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL AIForge Works BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF REVENUE, PROFITS, USE, OR DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR USE OF OR INABILITY TO USE THE PLATFORM, OR RELIANCE ON ANY OUTPUTS, EVEN IF AIForge Works HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AIForge Works' TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO AIForge Works IN THE NINETY (90) DAYS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR $100 IF NO FEES HAVE BEEN PAID. THESE LIMITATIONS APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

13. Indemnification

You shall indemnify, hold harmless, and, at AIForge Works' option, defend AIForge Works from and against any and all losses, damages, liabilities, and costs (including reasonable attorneys' fees) resulting from any third-party claim arising from your use of the Platform, any Outputs you redistribute, or any violation of this Agreement by you.

14. Term and Termination

This Agreement is effective from the date you first access the Platform under a paid Subscription and continues for the Subscription term unless terminated earlier.

• •AIForge Works may suspend or terminate this Agreement and your license for breach, including non-payment, or as otherwise permitted herein.
• •You may terminate by ceasing all use of the Platform and notifying us at legal@aiforge.works.
• •Upon termination, your license and right to access the Platform cease immediately, and you must cease all use of the Platform and Outputs except as required by law. Sections 6 (Ownership), 7 (Outputs), 8 (Feedback), 9 (Confidentiality), 11 (Disclaimers), 12 (Limitation of Liability), 13 (Indemnification), and 15 (General) survive termination.

15. Governing Law

This Agreement is governed by the laws of [the State of incorporation of AIForge Works — to be confirmed], U.S.A., without regard to conflict-of-law principles. The exclusive forum for any dispute relating to this Agreement shall be the state or federal courts located in [that jurisdiction — to be confirmed], and you consent to personal jurisdiction there.

16. General

• •Entire Agreement — This Agreement, together with the Privacy Policy and the terms of your Subscription, constitutes the entire agreement between you and AIForge Works regarding the licensed Platform and supersedes prior discussions, including the Beta Participation Agreement on commercial availability.
• •Assignment — You may not assign or transfer this Agreement or any rights hereunder without AIForge Works' prior written consent.
• •Modifications — AIForge Works may update this Agreement from time to time; continued use of the Platform after notice of an update constitutes acceptance of the revised terms.
• •Severability — If any provision is found unenforceable, the remaining provisions continue in full force.
• •No Waiver — Failure to enforce any provision does not constitute a waiver of that provision.

Contact

Questions about this Agreement? Contact us at: