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Terms of Service

Valid from 4.6.2025

1. Agreement

By creating an account, accessing, or using any PROY relatedwebsite, application, API, or associated service (“Service”), you enter into abinding contract with ProyAI (“Company”). If you do not or cannot agree, do notuse the Service.

2. Eligibility

You must be at least 18 years old and legally competent tocontract. You represent that use of the Service is lawful where you arelocated.

3. Account Registration

Provide accurate information, keep credentials confidential,and accept sole responsibility for all activity under your account. Company maysuspend or terminate any account at any time without notice.

4. Service Description

Company supplies algorithmic and machine-generated outputs,cloud-based tooling, and related documentation. Outputs are probabilisticpredictions, not facts, advice, or professional opinions. Availability,features, and performance may change or cease without notice.

5. License to You

Company grants a limited, non-exclusive, non-transferable,revocable license to access and use the Service for lawful internal purposes,subject to these Terms.

6. Restrictions

No reverse engineering, scraping, data harvest, modelextraction, automated queries exceeding published rate limits, securitytesting, competitive benchmarking, or unlawful, infringing, or harmful contentgeneration. Do not remove proprietary notices.

7. User Content

You retain ownership of input and output, subject tothird-party rights. You grant Company a worldwide, royalty-free license to useinput and output for operating, securing, and improving the Service. Youwarrant that inputs do not violate law or rights of others.

8. Feedback

All suggestions become Company’s unrestricted, perpetualproperty without compensation to you.

9. Third-Party Components

Service may link to or embed third-party software, models,datasets, or services. Company disclaims liability for third-party content orconduct. Use is at your own risk and subject to third-party terms.

10. Intellectual-Property Ownership

Company and its licensors own all intellectual property inthe Service, including models, software, interfaces, branding, and allderivative works. No rights are granted except as expressly set out.

11. Confidentiality

Any non-public information disclosed by Company isconfidential. You must not disclose, publish, or misuse it without priorwritten consent.

12. Privacy

Processing of personal data is governed by the PROYs PrivacyPolicy, incorporated by reference.

13. Disclaimers

THE SERVICE IS PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITHALL FAULTS.” COMPANY, ITS AFFILIATES, LICENSORS, AND SUPPLIERS DISCLAIM ALLWARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR APARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. NO GUARANTEE OFUNINTERRUPTED OR ERROR-FREE OPERATION, SECURITY, AVAILABILITY, OR DATAINTEGRITY. OUTPUTS MAY BE INCOMPLETE, INACCURATE, OR OFFENSIVE. YOU BEAR ALLRISK OF USE AND RELIANCE.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY, ITSDIRECTORS, EMPLOYEES, CONTRACTORS, AFFILIATES, LICENSORS, AND SUPPLIERS SHALLNOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, ORCONSEQUENTIAL DAMAGES; LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL; OR COST OFSUBSTITUTE GOODS OR SERVICES, ARISING FROM OR RELATING TO THE SERVICE OR THESETERMS, EVEN IF ADVISED OF THE POSSIBILITY. TOTAL AGGREGATE LIABILITY UNDER ANYTHEORY SHALL NOT EXCEED THE GREATER OF (A) CHF 100 OR (B) THE AMOUNT YOU PAIDTO COMPANY IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS; IN SUCH CASES LIABILITY ISLIMITED TO THE FULLEST EXTENT PERMITTED.

15. Indemnification

You will defend, indemnify, and hold Company and itsaffiliates from any claim, demand, loss, or expense (including legal fees)arising out of or related to (a) your use or misuse of the Service, (b) yourcontent, (c) your breach of these Terms, or (d) your violation of any law orthird-party right.

16. Suspension and Termination

Company may suspend or terminate access at any time with orwithout cause. Upon termination, all licenses end and you must cease use.Sections 6–18 survive termination.

17. Changes to Service or Terms

Company may modify the Service or these Terms at any time.Revised Terms are effective upon posting. Continued use constitutes acceptanceof the revised Terms.

18. Governing Law and Jurisdiction

These Terms and any dispute are governed exclusively bysubstantive Swiss law, excluding conflict-of-law rules and the United NationsConvention on Contracts for the International Sale of Goods. Exclusive venue isthe ordinary courts of the City of Zurich, Canton Zurich, Switzerland.

19. Mandatory Arbitration (Non-Swiss Users)

If you reside outside Switzerland, any dispute arising outof or relating to the Service or these Terms shall be finally resolved bybinding arbitration under the Swiss Rules of International Arbitration, seatedin Zurich, language English, before a single arbitrator. Judgment on the awardmay be entered in any court of competent jurisdiction. You waive all class orrepresentative actions.

20. Class Action Waiver

All claims must be brought by you individually. Class,collective, consolidated, or representative proceedings are prohibited.

21. Severability

If any provision is invalid or unenforceable, the remaindercontinues in effect. An invalid provision will be replaced by an enforceableone that most closely matches the intent.

22. Assignment

Company may assign or transfer these Terms withoutrestriction. You may not assign without prior written consent.

23. Entire Agreement

These Terms, the Privacy Policy, and any supplemental termsconstitute the entire agreement between you and Company regarding the Service,superseding all prior agreements.

24. Contact

Legal Notices: support@proy.ai

Address: ProyAI, c/o Manuel Merki, Ormisstrasse 118, 8706Meilen, Switzerland