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Terms of Service

The following terms of service (the "Terms") govern the access to, and use of, the managed cloud hosting, deployment, and application platform services including Dojo (the "Service") provided by FrogBot, Inc., a Delaware corporation ("FrogBot", "we", "us", or "our") for the entity or person identified in connection with the creation of an Account and signing up for the Service, or agreeing to these Terms (the "Customer") (FrogBot and Customer collectively, the "parties" or individually a "party").

By clicking "I Accept", creating an Account for the Service, running the deployment CLI, and/or purchasing a Subscription to the Service via an online checkout or order form referencing these Terms (each an "Order", and together with these Terms, the "Agreement"), Customer and the individual accepting these Terms represent that: (1) Customer agrees to be bound by this Agreement; and (2) such individual has the authority to enter into this Agreement on behalf of Customer.

Open-Source Framework License. The FrogBot open-source framework is licensed separately under the MIT License at https://github.com/frogbotai/frogbot. Running the open-source framework locally or self-hosting it on Customer's own infrastructure is free forever and governed by the MIT License. These Terms govern Customer's use of the managed Dojo cloud Service, websites, and hosted APIs operated by FrogBot, Inc.

1. Services; API and SDK

  1. Service. Subject to Customer's ongoing compliance with this Agreement, FrogBot hereby grants to Customer a non-exclusive, non-transferable, non-sublicensable right during the Subscription Term to access and use, and allow authorized Employee Users and end users of Customer's deployed applications to access and use, the Service and Dashboard for Customer's lawful business purposes.
  2. API, CLI, and SDK License. Subject to Customer's ongoing compliance with the Agreement, FrogBot grants Customer a non-exclusive, non-transferable right during the Subscription Term to use the FrogBot CLI, APIs, and SDKs to deploy, manage, and connect applications to the Service in accordance with the Documentation at https://docs.frogbot.ai.
  3. Restrictions. Customer shall not, directly or indirectly, and shall not authorize any third party to: (i) decompile, disassemble, reverse engineer, or attempt to derive the non-open-source control-plane source code of the managed Service; (ii) sell, lease, or sublicense the managed Service itself as a competing multi-tenant cloud platform without an authorized agency or enterprise agreement; (iii) alter or remove any registered trademarks or proprietary notices contained in FrogBot Technology; (iv) circumvent authentication, spend caps, build limits, or security isolation measures of the Service; or (v) use the Service in violation of the Acceptable Use Policy. FrogBot may suspend access to an application or Account during any period of material noncompliance with the foregoing.
  4. Beta Services and Promotional Credits. From time to time, FrogBot may offer beta features or promotional AI/hosting credits ("Beta Services"). Beta Services are provided "as-is" without warranty or SLA commitments.
  5. Modifications. FrogBot may improve or modify the features and functionality of the Service during the Subscription Term and will provide commercially reasonable advance notice of any deprecation of material functionality.

2. Accounts

  1. Account Information. To deploy or manage applications on Dojo, Customer must create an Account or authenticate via an supported single sign-on provider. Customer will ensure that Account information remains accurate, complete, and current. FrogBot processes Account Information in accordance with our Privacy Policy.
  2. Authorized Users. Customer is responsible for maintaining the confidentiality of credentials, API keys, and session tokens associated with Customer's Account and workspaces, and for all activities that occur under Customer's Account. Customer shall promptly notify FrogBot at legal@frogbot.ai of any suspected unauthorized access.

3. Fees and Payment

  1. Fees and Payment. Customer will pay FrogBot all fees set forth in the applicable Order or checkout page ("Fees"). Current standard rates and plan tiers are published at https://frogbot.ai/pricing. Dojo enforces hard spend caps by default; Customer will only be billed for add-ons (such as extra background workers, Redis, or additional storage) or usage overages that Customer explicitly enables or purchases. Fees are billed in advance on a monthly or annual basis in United States dollars via our payment processor, Stripe. Except as expressly stated in a written Order, all Fees are non-cancellable and non-refundable.
  2. Subscriptions and Cancellation. Subscriptions automatically renew for successive periods of the same duration as the initial billing period (monthly or annual) unless cancelled prior to the renewal date. Customer may cancel a Subscription at any time from the Dojo workspace billing settings, and cancellation will take effect at the end of the then-current billing period.
  3. Upgrades and Downgrades. Upgrades take effect immediately upon selection and are prorated for the remainder of the current billing period. Downgrades take effect at the start of the next renewal period.
  4. Taxes. Fees do not include applicable sales, use, value-added, or withholding taxes ("Sales Tax"). Customer is responsible for all applicable Sales Taxes associated with its purchases under this Agreement.

4. Proprietary Rights and Customer Ownership

  1. Customer Ownership of Code and Submitted Data. Customer retains 100% of all right, title, and interest in and to Customer's application code, configurations, schemas, and all data submitted to or stored within Customer's databases and storage buckets on the Service ("Submitted Data"). Customer may export its code and database snapshots at any time. Customer grants FrogBot a limited, non-exclusive license to host, back up, transmit, and display Submitted Data solely as necessary to provide and secure the Service for Customer.
  2. FrogBot Technology and Trademarks. FrogBot, Inc. owns and retains all right, title, and interest in and to the managed Dojo control plane, infrastructure automation, and the FrogBot® name, logos, and registered trademarks.

5. Term and Termination

  1. Term. This Agreement commences on the Effective Date and continues until all Subscriptions hereunder have expired or been terminated.
  2. Termination for Cause. Either party may terminate this Agreement upon 30 days' written notice of a material breach if such breach remains uncured at the expiration of such period. FrogBot may immediately suspend or terminate an application that violates the Acceptable Use Policy or poses an active security threat to the Service.
  3. Effect of Termination and Data Export. Upon termination of a Subscription, Customer's hosted application will be stopped, and Customer will have a reasonable window to export its Postgres database and storage files unless termination resulted from unlawful conduct. Sections 1.3, 3, 4, 6, 7, 8, 9, and 10 survive termination.

6. Data Protection and Security

FrogBot maintains administrative, physical, and technical safeguards designed to protect the security, confidentiality, and integrity of Submitted Data as described in our Security Addendum. To the extent FrogBot processes personal data subject to European, UK, or California data protection laws on behalf of Customer, the Data Processing Addendum is incorporated into this Agreement by reference.

7. Indemnification

Customer will indemnify, defend, and hold harmless FrogBot, Inc. and its officers, directors, and employees from and against any third-party claims, damages, liabilities, and reasonable attorneys' fees arising out of: (i) Customer's applications or Submitted Data infringing or violating a third party's intellectual property or privacy rights; or (ii) Customer's use of the Service in violation of applicable law or the Acceptable Use Policy.

8. Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE AND FROGBOT TECHNOLOGY ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. FROGBOT HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW: (i) IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, LOST REVENUE, OR LOSS OF DATA) ARISING OUT OF OR RELATING TO THIS AGREEMENT; AND (ii) NEITHER PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT (EXCEPT FOR CUSTOMER'S PAYMENT AND INDEMNIFICATION OBLIGATIONS) WILL EXCEED THE AMOUNTS PAID BY CUSTOMER TO FROGBOT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY.

10. General Provisions

  1. Electronic Communications and Notices. Notices to Customer may be sent to the email address associated with Customer's Account. Legal notices to FrogBot, Inc. must be sent to legal@frogbot.ai.
  2. Updates to Terms. FrogBot may update these Terms by providing at least 30 days' notice prior to the changes taking effect for existing Subscriptions.
  3. Governing Law and Venue. This Agreement is governed by the laws of the State of Delaware and the State of California, without regard to conflict-of-laws principles. Any dispute arising under this Agreement shall be resolved exclusively in the state or federal courts located in California.
  4. Export Compliance. Customer represents that it is not named on any U.S. government restricted-party list and will not permit access to the Service in any U.S.-embargoed jurisdiction or for any prohibited end use.
  5. Entire Agreement and Severability. This Agreement (including any Order, the Acceptable Use Policy, the Security Addendum, and the Data Processing Addendum) constitutes the entire agreement between the parties relating to the Service. If any provision is held unenforceable, the remaining provisions will remain in full force and effect.