Terms of
Service.
These Terms of Service ("Terms") form a binding agreement between you and ULIX AI INC. ("ULIX", "we", "us", or "our"). If you use a ULIX product on behalf of a company or other organization, you represent that you have authority to bind that organization, and "you" includes that organization.
You accept these Terms when you create an account, place an order, begin a paid subscription, activate or download proprietary Software, click or check an acceptance control presented with these Terms, or otherwise use a Product after receiving reasonable notice that these Terms apply. If you do not agree, do not create an account, complete the transaction, or use the applicable Product.
These Terms incorporate our Privacy Policy, Refund and Return Policy, applicable product documentation, and any order-specific terms presented at purchase. Open-source software remains governed by its applicable open-source license.
Definitions and Scope
To accommodate our evolving ecosystem, the following terms are defined generally to cover existing products and future expansions:
- "Products" collectively means the Services, Software, and Hardware offered by ULIX.
- "Services" means ULIX websites, accounts, hosted storage, APIs, paid subscriptions, and other online features.
- "Hardware" means physical products and storage media sold or distributed by ULIX. Purchasing Hardware transfers ownership of the physical unit, but not ownership of Software, model weights, trademarks, or other intellectual property included with it.
- "Software" means proprietary desktop or mobile applications, executable binaries, SDKs, local interfaces, model configurations, updates, and other software provided by ULIX.
- "Customer Content" means files, images, text, catalog information, code, configuration data, and other material that you submit to or process through a Product. Customer Content does not include ULIX Software or third-party materials merely because they are included in an output.
- "Output" means text, images, structured data, code, or other material generated through an artificial-intelligence or automated feature in response to Customer Content or instructions.
- "Third-Party Services" means models, APIs, payment processors, storage providers, e-commerce platforms, and other services operated by entities other than ULIX.
Account Registration & Eligibility
2.1 Eligibility
You must be at least 18 years of age (or the age of majority in your jurisdiction) to purchase Hardware or register for an account. By using our Services, you represent and warrant that you possess the legal authority to enter into these Terms.
2.2 Account Security
You are responsible for maintaining the confidentiality of credentials under your control and for using reasonable safeguards to protect your account and devices. You must provide accurate account information and promptly notify us at [email protected] if you reasonably believe your ULIX account has been accessed without authorization. You are not responsible for activity caused solely by a security failure attributable to ULIX.
2.3 Payments and Subscriptions
Prices, billing intervals, included usage, and applicable taxes are disclosed during checkout. You authorize ULIX and its payment processor to charge the payment method you provide for the transaction and any recurring subscription you affirmatively select.
Recurring subscriptions renew at the billing interval and then-current price disclosed to you until canceled. You may cancel through your account dashboard or by contacting [email protected]. Cancellation ordinarily takes effect at the end of the current paid billing period.
We may change subscription prices prospectively by providing reasonable advance notice. A price change will not alter a billing period that has already been paid. Refunds and returns are governed by our Refund and Return Policy and any mandatory rights under applicable law.
If a payment fails or is reversed, we may suspend the affected paid features after providing notice and a reasonable opportunity to update the payment method, except where immediate action is reasonably necessary to prevent fraud or abuse.
Hardware Purchases & Shipped Media
3.1 Ordering and Delivery
An order is an offer to purchase and remains subject to acceptance, product availability, payment authorization, shipping restrictions, and fraud screening. We may reject or cancel an order before shipment, in which case we will refund any amount collected for the canceled item. Shipping estimates are not guarantees, but ULIX will provide any delay notice, consent request, cancellation option, or refund required by applicable law.
3.2 Shipping, Title, and Risk of Loss
For consumer orders shipped directly by ULIX, title and risk of physical loss pass to you when the Hardware is delivered to the shipping address provided with the order, except where applicable law requires otherwise. You are responsible for providing an accurate and deliverable address. International customers are responsible for disclosed import duties, taxes, and customs requirements unless checkout expressly states that ULIX will collect or pay them.
3.3 Hardware Use and Modifications
You must use Hardware consistently with its documentation and published operating parameters. ULIX is not responsible for damage directly caused by unauthorized physical modification, misuse, electrical overcurrent, liquid exposure, or operation outside published specifications. Modification or third-party repair does not, by itself, eliminate warranty rights unrelated to that modification or repair.
Software Licenses & Local Deployments
4.1 Proprietary Software License
Subject to your compliance with these Terms and payment of any applicable fees, ULIX grants you a limited, non-exclusive, non-transferable, and non-sublicensable license to install and use the proprietary Software on the number and type of devices authorized by your purchase, subscription tier, or product documentation, solely for your lawful personal or internal business purposes.
The license continues for the duration stated at purchase. ULIX may suspend or terminate it only as permitted by these Terms, including for nonpayment, fraud, material breach, or unlawful use. A perpetual license, if expressly sold as such, will not be converted into a subscription through a later revision to these Terms.
4.2 Open-Source Software Exemptions
Certain Products and components are distributed under open-source or other third-party licenses identified in the applicable repository, distribution, attribution file, or documentation. Your use of open-source components is governed solely by the terms of their respective open-source licenses, which are typically found in the software repository or accompanying files. To the extent that an open-source license conflicts with these Terms, the open-source license will control for that specific component.
4.3 Neural Network Models and Weights
Products such as Ulysses may include model weights, inference software, or other components supplied under separate third-party licenses. Those licenses and required notices control your use of the applicable third-party components.
- Local Execution: When a model is configured for local-only execution, ULIX does not receive or review prompts or Outputs unless you separately choose to transmit them through an online feature.
- Output Responsibility: Models may produce inaccurate, offensive, unsafe, or otherwise unexpected Output. You are responsible for reviewing Output and for deciding whether and how to use it.
- Prohibited Conduct: You may not use a Product to violate law, infringe another person's rights, facilitate abuse, or create or distribute material whose possession or distribution is unlawful.
Cloud and Hosted Services
5.1 Storage, Bandwidth, and Operations
For cloud-based Virtual File Systems (VFS) and storage products (such as ULIX Cloud):
- Use Limitations: Your usage must comply with your designated storage and bandwidth allocation. We reserve the right to throttle, limit, or suspend accounts that exceed reasonable operational limits or violate our security policies.
- Asset Hosting: If you use cloud features to host and share files via tokenized URLs, you represent that you possess the necessary rights and permissions for all hosted files.
- Storage Measurement: ULIX measures storage using binary units. For plan-limit purposes, one gigabyte (1 GB) equals 1,073,741,824 bytes, and one terabyte (1 TB) equals 1,024 GB or 1,099,511,627,776 bytes.
- Counted Storage: Files and other user-visible assets saved in your workspace count toward your storage allowance. A separately saved generated asset, edited export, converted file, or additional copy counts as a separate asset.
- Excluded Storage: Deleted files, internal thumbnails, previews, caches, temporary transfer data, and other service-generated technical files do not count toward your storage allowance. Creating a sharing link does not duplicate the underlying file or increase its counted storage.
- Plan Limits: Storage, bandwidth, transfer, file-size, and usage limits are determined by the plan or order presented at purchase. We will not treat an undisclosed internal threshold as a paid plan limit.
- Availability: Unless a separate written service-level agreement expressly applies, hosted Services are not guaranteed to achieve a particular uptime, latency, or uninterrupted availability.
- Backups: You are responsible for retaining appropriate independent copies of important Customer Content. ULIX Cloud is not a substitute for every backup, archival, or disaster-recovery system unless a purchased plan expressly says otherwise.
- Account Closure: Following cancellation or termination, access to hosted Customer Content may end after the retention or export period disclosed for the applicable Service. Deletion and retention are further described in our Privacy Policy.
5.2 Third-Party Platform Integrations
Certain Products may allow you to connect a Third-Party Service or use credentials supplied by you. A connection is governed by both these Terms and the third party's applicable terms.
- You are responsible for maintaining any third-party account and for charges imposed directly by that provider.
- You authorize ULIX to transmit the information reasonably necessary to perform the action you request through the integration.
- ULIX does not control Third-Party Services and is not responsible for their independent changes, outages, suspensions, output restrictions, or account decisions.
- You may disconnect an integration using the controls provided by the Product or the applicable third-party provider.
5.3 Generative AI Services
Features using generative artificial intelligence may produce incomplete, inaccurate, non-unique, offensive, or otherwise unsuitable Output. ULIX does not guarantee that Output is factually accurate, legally protectable, non-infringing, or appropriate for a particular commercial purpose. You are responsible for reviewing Output, confirming product claims, verifying prices and catalog data, and obtaining any necessary rights before publishing, importing, or otherwise using it.
5.4 Privacy and Data Processing
Our collection and use of personal information are described in our Privacy Policy. Local-only Products and cloud-connected Products process information differently. Product documentation and in-product disclosures will identify when an action sends information to ULIX or a Third-Party Service.
Pre-Release, Alpha, and Beta Services
Features expressly identified as "Alpha", "Beta", "Experimental", or "Pre-Release" are made available for evaluation and may be incomplete, unstable, changed, or discontinued. You should not rely on a pre-release feature for production-critical work without maintaining independent safeguards and backups. Any disclaimer in this section applies only to the extent permitted by law and does not eliminate rights that cannot lawfully be waived.
Intellectual Property & Customer Content
7.1 ULIX Intellectual Property
Except for Customer Content, physical Hardware owned by a purchaser, and components governed by separate licenses, ULIX and its licensors retain all rights in the Products, including their Software, interfaces, documentation, branding, trademarks, designs, and other intellectual property. No rights are granted except those expressly stated in these Terms or an applicable license.
7.2 Customer Content and Outputs
- Customer Content: As between you and ULIX, you retain your rights in Customer Content. You represent that you have the rights and permissions necessary to submit and process it through the applicable Product.
- Service License: You grant ULIX a worldwide, non-exclusive, royalty-free license to host, copy, transmit, format, display, and process Customer Content only as reasonably necessary to operate, secure, support, and improve the features you request, comply with law, and permit authorized sharing. This license permits use of service providers acting on our behalf.
- Outputs: As between you and ULIX, and to the extent ULIX possesses transferable rights, ULIX assigns those rights in Output to you. This does not assign third-party material, guarantee that Output qualifies for intellectual-property protection, or prevent similar Output from being generated for others.
- Local Processing: ULIX receives no license to content that remains entirely within a local-only Product and is never transmitted to ULIX or a Third-Party Service.
Prohibited Uses
You agree not to, and will not permit any third party to:
- Use our Services, Software, or Hardware for any illegal, unauthorized, or fraudulent purpose.
- Interfere with, disrupt, or compromise the security or integrity of our cloud services, networks, or connected servers.
- Upload files containing viruses, malware, or malicious code to ULIX Cloud.
- Reverse-engineer, decompile, or disassemble our proprietary local binaries, except as permitted by applicable law or specific open-source provisions.
- Represent that AI-generated content was created entirely by a human if doing so violates applicable regulatory guidelines.
- Upload, store, or distribute material that infringes intellectual property, privacy, publicity, confidentiality, or other rights.
- Upload, store, or distribute child sexual abuse material, nonconsensual intimate imagery, credible threats, unlawful exploitation material, or other content whose possession or distribution is illegal.
- Probe, scan, circumvent, or defeat authentication, rate limits, access controls, usage metering, licensing controls, or security mechanisms, except through a program expressly authorized by ULIX.
- Use another person's credentials, access Customer Content without authorization, or misrepresent your identity or authority.
- Use a Product in violation of applicable export-control, sanctions, or trade-restriction laws.
- Resell, lease, sublicense, or provide access to proprietary Software or paid Services except as expressly permitted by your plan or a written agreement with ULIX.
Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SERVICES, PROPRIETARY SOFTWARE, PRE-RELEASE FEATURES, AND AI OUTPUTS ARE PROVIDED "AS IS" AND "AS AVAILABLE." ULIX DISCLAIMS WARRANTIES THAT MAY LAWFULLY BE DISCLAIMED, INCLUDING IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND UNINTERRUPTED OR ERROR-FREE OPERATION.
HARDWARE IS SUBJECT TO ANY EXPRESS LIMITED WARRANTY PROVIDED WITH THE PRODUCT AND TO ANY IMPLIED OR STATUTORY WARRANTY THAT CANNOT LAWFULLY BE DISCLAIMED. NOTHING IN THESE TERMS EXCLUDES OR LIMITS A WARRANTY, REMEDY, OR CONSUMER RIGHT THAT APPLICABLE LAW DOES NOT PERMIT ULIX TO EXCLUDE OR LIMIT.
ULIX DOES NOT WARRANT THAT AI OUTPUT WILL BE ACCURATE, UNIQUE, COPYRIGHTABLE, NON-INFRINGING, OR SUITABLE FOR COMMERCIAL PUBLICATION, OR THAT SOFTWARE WILL REMAIN COMPATIBLE WITH EVERY FUTURE OPERATING-SYSTEM, MODEL-PROVIDER, OR HARDWARE CHANGE.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS OPPORTUNITIES, GOODWILL, OR DATA, ARISING FROM THESE TERMS OR A PRODUCT, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ULIX'S TOTAL AGGREGATE LIABILITY ARISING FROM A PRODUCT WILL NOT EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS ($100) OR THE AMOUNT YOU PAID ULIX FOR THE PRODUCT GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.
THESE EXCLUSIONS AND LIMITATIONS DO NOT APPLY TO LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED, INCLUDING LIABILITY TO THE EXTENT ARISING FROM FRAUD, WILLFUL MISCONDUCT, GROSS NEGLIGENCE, PERSONAL INJURY, DEFECTIVE PRODUCTS, OR VIOLATION OF NON-WAIVABLE CONSUMER RIGHTS.
Indemnification
If you use a Product on behalf of a business or organization, that organization will defend and indemnify ULIX AI INC. and its officers, directors, and employees against third-party claims arising from its unlawful Customer Content, material misuse of a Product, or material violation of these Terms. ULIX will provide prompt notice and reasonable cooperation, and the indemnifying party may control the defense, provided that it may not settle a claim in a manner that admits fault by or imposes an obligation on ULIX without ULIX's written consent.
If you use a Product as an individual consumer, this section applies only to the extent permitted by applicable law.
Governing Law & Dispute Resolution
12.1 Governing Law
These Terms are governed by the laws of the State of Maryland, without regard to conflict-of-law principles. This choice does not deprive a consumer of mandatory protections provided by the law of the consumer's jurisdiction.
12.2 Informal Resolution
Before filing a formal claim, you and ULIX agree to make a good-faith effort to resolve the dispute by providing written notice describing the issue and requested resolution. Either party may proceed after thirty (30) days if the dispute has not been resolved. This requirement does not prevent either party from seeking urgent injunctive relief or filing an eligible small-claims action.
12.3 Courts and Venue
Except where applicable consumer law permits proceedings elsewhere, claims arising from these Terms will be brought in a state or federal court having jurisdiction in Maryland, and each party consents to that court's personal jurisdiction. Either party may bring an eligible individual claim in small-claims court.
Changes to the Terms
We may modify these Terms prospectively as our Products or legal obligations change. We will post the revised Terms and update the effective date. For material changes affecting an account, paid Service, subscription, or proprietary Software license, we will provide reasonable notice through the Service, account email, or another appropriate channel.
When legally required, we will request affirmative acceptance before a material change applies. Revised Terms do not retroactively alter completed purchases, accrued rights, existing disputes, or the stated duration of a previously purchased license. If you do not agree to a prospective change, you may stop using the affected Service and cancel any recurring subscription before the change takes effect.
13.1 Suspension and Termination
You may stop using a Product at any time and may cancel recurring Services as described above. ULIX may suspend or terminate access for material breach, nonpayment, fraud, unlawful activity, security risk, or conduct that threatens other users or the Services. When reasonably practicable, we will provide notice and an opportunity to cure before termination. We may act immediately when necessary to prevent fraud, legal exposure, abuse, or security harm.
Provisions that by their nature should survive termination—including payment obligations, intellectual-property provisions, warranty limitations, liability limitations, dispute terms, and accrued rights—will survive.
General Terms
Entire Agreement: These Terms, the incorporated policies, applicable licenses, and any order-specific terms form the entire agreement concerning the applicable Product. An order-specific term controls over these general Terms only for that order.
Severability: If any provision is held unenforceable, it will be enforced to the maximum lawful extent and the remaining provisions will remain effective.
No Waiver: A failure to enforce a provision is not a waiver of the right to enforce it later.
Assignment:You may not assign these Terms without ULIX's written consent. ULIX may assign them in connection with a merger, reorganization, financing, or sale of all or substantially all assets relating to the applicable Product, subject to applicable law.
Force Majeure: Neither party is responsible for delay or failure caused by events beyond its reasonable control, except that this does not excuse payment obligations already incurred or obligations that applicable law does not permit the party to avoid.
Contact Us
If you have any questions, concerns, or legal notices regarding these Terms, please contact us at: