Terms of Service & EULA

By accessing our website or engaging Aptivyr LLC for services, you agree to be bound by these Terms of Service and End User License Agreement. If you do not agree, please do not use our website or services.

1. Parties

These Terms of Service and End User License Agreement ("Agreement") are entered into between Aptivyr LLC ("Aptivyr," "we," "us," or "our") and you, the individual or entity accessing our website or using our services ("Client" or "you").

2. Services

Aptivyr provides AI-powered automation, integration, and consulting services to businesses. The specific scope, deliverables, timeline, and pricing of any engagement are defined in a separate Statement of Work ("SOW") or service agreement executed between Aptivyr and the Client. This Agreement governs use of our website and provides baseline terms applicable to all engagements.

3. Use of Our Website

You may use our website for lawful purposes only. You agree not to:

Use the site in any way that violates applicable laws or regulations
Transmit unsolicited commercial communications or spam
Attempt to gain unauthorized access to our systems or data
Introduce malicious code, viruses, or harmful software
Scrape, harvest, or collect data from our website without express written permission
Impersonate Aptivyr or misrepresent your affiliation with any entity

We reserve the right to terminate access to our website at any time, for any reason, without notice.

4. Intellectual Property

All content on this website — including text, graphics, logos, images, and software — is owned by or licensed to Aptivyr and is protected by applicable intellectual property laws. You may not reproduce, distribute, modify, or create derivative works without our prior written consent.

With respect to deliverables produced under a paid engagement, ownership of intellectual property will be governed by the applicable SOW or service agreement. Unless otherwise specified in writing, Aptivyr retains ownership of all underlying frameworks, tools, methodologies, and pre-existing intellectual property used in delivering the services.

5. License Grant

Subject to your compliance with this Agreement and any applicable SOW, Aptivyr grants you a limited, non-exclusive, non-transferable, revocable license to use any software, tools, or deliverables provided as part of our services solely for your internal business purposes. You may not:

Sublicense, resell, or distribute deliverables to third parties without written consent
Reverse-engineer, decompile, or disassemble any software provided by Aptivyr
Remove or alter any proprietary notices or labels
Use the deliverables for purposes outside the scope of the agreed engagement

6. Client Responsibilities

You agree to:

Provide accurate and complete information necessary for Aptivyr to perform services
Ensure you have the rights and permissions required to share any data or content with Aptivyr
Comply with all applicable laws in your use of the services and any deliverables
Not use the services to develop or deploy applications that are deceptive, harmful, or illegal

7. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the services, and to use such information only for the purpose of fulfilling obligations under this Agreement. Confidentiality obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law.

8. Payment Terms

Fees for services are as specified in the applicable SOW or proposal. Unless otherwise agreed:

Invoices are due within 15 days of issuance
Late payments may incur interest at 1.5% per month or the maximum rate permitted by law, whichever is lower
Aptivyr reserves the right to suspend services for non-payment
All fees are non-refundable except as expressly provided in the applicable SOW

9. Disclaimers

OUR WEBSITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

Aptivyr does not warrant that our services will be error-free, uninterrupted, or free of harmful components. AI-generated outputs may contain inaccuracies, and you are solely responsible for reviewing and validating any outputs before acting on them.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, APTIVYR AND ITS MEMBERS, OFFICERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, DATA LOSS, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OF OUR SERVICES.

IN NO EVENT SHALL APTIVYR'S TOTAL LIABILITY TO YOU EXCEED THE AMOUNTS PAID BY YOU TO APTIVYR IN THE THREE (3) MONTHS PRECEDING THE CLAIM.

11. Indemnification

You agree to indemnify, defend, and hold harmless Aptivyr and its members, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with your use of our website or services, your violation of this Agreement, or your infringement of any third-party rights.

12. Term and Termination

This Agreement remains in effect for as long as you use our website or services. Either party may terminate a service engagement as provided in the applicable SOW. Upon termination:

All licenses granted herein terminate immediately
You must cease use of any Aptivyr-provided tools or software
Any outstanding payment obligations survive termination
Sections 4, 7, 9, 10, 11, and 14 survive termination of this Agreement

13. Modifications

We may modify these terms at any time by posting an updated version on our website. Your continued use of our website or services after any modification constitutes acceptance of the updated terms. We encourage you to review this page periodically.

14. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. Any dispute arising under this Agreement shall first be subject to good-faith negotiation. If unresolved, disputes shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association, conducted in English. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction.

15. Entire Agreement

This Agreement, together with any applicable SOW or service agreement, constitutes the entire agreement between you and Aptivyr with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and agreements. If any provision of this Agreement is found to be unenforceable, the remaining provisions will remain in full force and effect.

16. Contact

Questions about these terms may be directed to:

Aptivyr LLC
hello@aptivyr.com