Terms of Service.

These Terms of Service govern your use of the Antonine website and platform. Please read them carefully. By accessing the website or using the platform, you agree to these Terms. If you do not agree, do not use the website or platform.

1. The agreement

These Terms are a binding agreement between you and Antonine ("Antonine," "we," "us," and "our"). If you are using the platform on behalf of an organization, you represent that you have authority to bind that organization, and "you" includes that organization. A separate written order form, master subscription agreement, or similar contract between Antonine and your organization, where one exists, controls over these Terms to the extent of any conflict.

2. Eligibility & accounts

You must be at least 18 years old and able to enter a binding contract to use the platform. You are responsible for keeping your account credentials confidential, for all activity that happens under your account, and for promptly notifying us of any unauthorized use.

3. Access to the platform

Subject to these Terms and any applicable order form, Antonine grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the platform for your organization's internal business purposes during the subscription term.

4. Customer Data

"Customer Data" means documents, files, inputs, queries, outputs, and other content that you or your organization submit to or generate on the platform. As between you and Antonine, you own Customer Data. You grant Antonine a worldwide, royalty-free license to host, copy, transmit, display, process, and otherwise use Customer Data solely as needed to provide and improve the platform for your organization, to comply with law, and to enforce these Terms.

You are responsible for Customer Data, for the accuracy and legality of Customer Data, and for having all rights necessary to submit it to the platform. We do not use Customer Data to train foundation models exposed to other customers, as further described in our Privacy Policy.

5. AI outputs

The platform uses artificial intelligence to generate analysis, summaries, drafts, citations, and other outputs ("Outputs") from Customer Data and other inputs. Outputs are produced by probabilistic systems and may contain errors, omissions, or inaccuracies. You are solely responsible for reviewing Outputs before relying on them, especially for investment, legal, financial, tax, or other consequential decisions. Outputs are not investment advice. Antonine does not guarantee the accuracy, completeness, or fitness of Outputs for any particular purpose.

Subject to your payment of applicable fees and your compliance with these Terms, you may use Outputs generated for you in your organization's business. Other customers may receive similar or identical Outputs from similar inputs; we make no claim of exclusivity in any specific Output absent the underlying Customer Data.

6. Acceptable use

You agree not to:

• Use the platform in violation of any law, regulation, or third-party right.
• Submit Customer Data you do not have the right to submit, or that infringes, misappropriates, or violates the rights of any third party.
• Reverse engineer, decompile, or attempt to derive source code from the platform, except to the extent that restriction is prohibited by law.
• Probe, scan, or test the vulnerability of the platform without our prior written permission, or interfere with the integrity, security, or availability of the platform.
• Use the platform to develop a competing product, to train a competing model, or to benchmark the platform without our prior written permission.
• Upload material that is unlawful, infringing, defamatory, or that contains malicious code.
• Resell, sublicense, or make the platform available to anyone outside your organization without our prior written permission.

7. Fees

Fees, if any, are set forth in your order form or other written agreement with Antonine. Unless that agreement provides otherwise, fees are non-refundable, payable in U.S. dollars, due on the terms stated in the order form, and exclusive of taxes, which you are responsible for. Late amounts may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.

8. Intellectual property

Antonine and its licensors retain all right, title, and interest in and to the platform, including all software, models, knowledge graph schemas, agents, designs, branding, documentation, and improvements, and all intellectual property rights in any of the foregoing. No rights are granted other than those expressly stated in these Terms. Feedback you provide about the platform is non-confidential, and Antonine may use it for any purpose without obligation to you.

9. Confidentiality

Each party may receive non-public information from the other that is marked confidential or that a reasonable person would understand to be confidential ("Confidential Information"). The receiving party will use Confidential Information only to perform under these Terms, will protect it with at least reasonable care, and will not disclose it to third parties except to its personnel and contractors bound by confidentiality obligations or as required by law. Customer Data is your Confidential Information.

10. Term & termination

These Terms apply for as long as you access the website or use the platform. Either party may terminate the agreement for material breach that the other party fails to cure within thirty (30) days after written notice. We may suspend access immediately if continued access would create a security, legal, or reliability risk. On termination, your right to access the platform ends; we will make Customer Data available for export for a reasonable period as set forth in your order form, after which we will delete it. Sections that by their nature should survive termination will survive.

11. Warranty disclaimer

The platform and outputs are provided "as is" and "as available." To the maximum extent permitted by law, Antonine disclaims all warranties, express, implied, and statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising out of course of dealing or usage of trade. Antonine does not warrant that the platform will be uninterrupted, error-free, or that outputs will be accurate or complete.

12. Limitation of liability

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, or business interruption, arising out of or related to these Terms, even if advised of the possibility of such damages. Antonine's total liability arising out of or related to these Terms will not exceed the greater of (a) the amounts paid by you to Antonine in the twelve months preceding the event giving rise to the claim or (b) one thousand U.S. dollars ($1,000). Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions our liability is limited to the smallest extent permitted by law.

13. Indemnification

You will defend, indemnify, and hold harmless Antonine and its officers, directors, employees, and agents from and against any third-party claim, demand, loss, or expense (including reasonable attorneys' fees) arising out of (a) your Customer Data, (b) your use of the platform in violation of these Terms or applicable law, or (c) your violation of any third-party right.

14. Governing law & disputes

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in Delaware for any dispute arising out of or related to these Terms, except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.

15. General

• Entire agreement. These Terms, together with any order form and the Privacy Policy, are the entire agreement between you and Antonine on this subject and supersede all prior or contemporaneous communications.
• Modifications. We may update these Terms from time to time. Material changes will be communicated through the platform or by email. Your continued use after the effective date of an updated version constitutes acceptance.
• Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Severability. If any provision is held unenforceable, the remaining provisions will remain in effect, and the unenforceable provision will be enforced to the maximum extent permitted by law.
• No waiver. Failure to enforce a provision is not a waiver of the right to enforce it later.
• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
• Independent contractors. The parties are independent contractors. These Terms do not create an agency, partnership, or joint venture.

16. Contact

Questions about these Terms? Email zach@antonine.ai.