Terms of Service

1. The Service and agreement documents

BlueCurve provides enterprise search and intelligence capabilities, which can include connectors, document and media processing, semantic and authorization-aware retrieval, Atlas enrichment, the Insights Agent, competitive intelligence, customer-specific retained knowledge and governed multi-agent workflows. Features, models, deployment arrangements and availability depend on your Order and enabled configuration.

Subscriptions are generally annual enterprise commitments with contracted capacity. Jobs, document size, queries, ingestion, retained records, storage, AI usage and workflow execution may have separate limits. Optional capabilities, Launch & Validation Services, implementation work, support commitments and service levels apply only as specified in the Order or an incorporated statement of work or service level agreement (SLA). Public descriptions, examples and roadmaps do not expand those commitments.

A separately signed master agreement controls over these Terms. An Order controls its specified commercial terms and any deviation it expressly identifies. A data processing agreement (DPA) controls a conflict about processing personal data; an SLA controls its service-level subject matter. Otherwise these Terms apply. Our Privacy Policy describes personal information handling; it does not replace a DPA or authorize additional uses of Customer Data.

We may maintain and update the Service. During a prepaid term, we will not materially reduce the contracted core functionality without reasonable notice and a reasonable opportunity to address the impact. If an unresolved material reduction prevents the agreed use, Customer may terminate the affected Service and receive a refund of prepaid fees for its unused remaining term, unless the governing agreement provides another remedy. Changes necessary to address an urgent security issue or comply with law may take effect sooner.

2. Accounts, authorization and integrations

Customer must provide accurate account and billing information, keep it current, designate authorized administrators, protect credentials, and promptly report suspected compromise. Customer is responsible for its users' compliance, its authorized instructions and the access it grants. This does not excuse BlueCurve from its own security or contractual obligations.

Customer controls the source systems, data scopes, roles, identity settings, connectors, tools and approval policies it authorizes. SSO, SCIM and similar capabilities apply where supported and enabled. Customer must maintain the permissions and third-party rights needed for connected systems and must not provide another person's credentials without authorization.

Connecting a service or enabling an agent or tool authorizes the processing and actions within that configuration and the applicable agreement. External systems and providers have their own availability, charges, licenses and data-use terms. BlueCurve remains responsible for its subcontractors as required by the governing agreement and law; customer-selected integrations do not transfer their ownership to BlueCurve.

3. Fees, payment and capacity

Fees, currency, invoicing dates and payment deadlines are stated in the Order. Unless the Order says otherwise, paid subscriptions are annual commitments in US dollars, exclusive of applicable taxes. Customer pays applicable transaction taxes, excluding taxes on BlueCurve's net income, and any separately agreed one-time implementation or professional-services fees.

Payment may be made by the method and provider identified in the Order, invoice or checkout. Authorization to charge a payment method applies only to agreed amounts and any recurring charges expressly authorized by Customer. These Terms do not establish that a particular payment integration is available. Customer should notify us promptly of a good-faith billing dispute and pay undisputed amounts when due.

Fees are non-refundable except for the express remedies in the governing agreement or as required by law. Capacity limits may be enforced by refusing or limiting requests, restricting further ingestion or requiring an agreed capacity expansion. Exceeding a limit does not authorize unspecified additional charges: overage prices or expansion fees must be agreed in the Order or an accepted amendment. Charges imposed by Customer's source systems or separately contracted providers remain Customer's responsibility.

A subscription renews only as provided in its Order or a subsequent agreement. These Terms alone do not create automatic renewal or authorize price increases during a committed term. Suspension and termination for overdue, undisputed fees are subject to section 12.

4. Customer Data, privacy and security

"Customer Data" means information Customer or its users provide to, connect to or direct us to process through the Service, including documents, records, media, prompts, messages, attachments and customer-provided configurations. Customer retains its rights in Customer Data. Customer grants BlueCurve the limited rights needed to host, copy, transmit, transform and otherwise process that data to provide and support the contracted Service, carry out authorized instructions, maintain its security and comply with applicable law.

Enabled processing can create extracted text, transcripts, metadata, indexes, embeddings, conversations, agent state and retained customer-specific memory or knowledge. Selected content, attachments, context or research queries can be sent to configured model and research services. We do not sell Customer Data. Any training, provider data-use restrictions, processing locations and retention commitments must be addressed in the applicable agreement and provider arrangements; creating embeddings or retaining customer-specific context is not itself model training.

Where we process personal data on Customer's behalf, the applicable DPA and lawful instructions govern that processing. Customer is responsible for the rights, legal bases and notices necessary for its collection and instructions. Our Privacy Policy addresses BlueCurve's own handling of personal information and explains the distinction between controller and processor roles.

We maintain administrative, technical and organizational safeguards appropriate to the contracted processing. Customer separation, authorization, encryption and isolated execution controls depend on the feature and agreed deployment; these Terms do not promise that every component runs in a dedicated environment or establish a certification. Security specifications and incident notification duties are governed by the applicable agreement, DPA and law. Customer must not submit health information, payment-card data or other specially regulated content without express agreement on the supported use and required safeguards.

5. Confidentiality

"Confidential Information" means a party's non-public information identified as confidential or reasonably understood to be confidential, including Customer Data, credentials, non-public product information and negotiated commercial terms. Each party will protect the other's Confidential Information. The receiving party will use it only to perform the agreement or exercise its rights, protect it with reasonable care, and disclose it only to people and service providers who need it for that purpose and are subject to appropriate confidentiality obligations.

This duty does not cover information the recipient can demonstrate was lawfully known without restriction, independently developed, lawfully received without a confidentiality duty, or made public without breach. A legally required disclosure is permitted, limited to what is required and with advance notice where lawful. Confidentiality obligations continue after termination for as long as the information remains confidential; personal-data obligations also remain subject to the DPA and applicable law.

6. Acceptable use

Customer must not, and must not permit others to:

• Use the Service or its outputs unlawfully, infringe third-party rights, or process data without the necessary authority.
• Access another customer's data, exceed granted permissions, bypass security or contracted limits, or disrupt the Service.
• Submit malware or use connectors, plugins, agents or tools to obtain unauthorized access or perform harmful actions.
• Reverse engineer, decompile or extract proprietary source code, models or credentials, except where applicable law or an express license permits it.
• Copy or commercially exploit BlueCurve's proprietary Service to build or offer a competing hosted service.
• Resell, sublicense or provide access to third parties except as expressly authorized in the Order or applicable license.

Customer must configure suitable permissions, safeguards and human review for its use case. Do not use unreviewed outputs or autonomous actions to make decisions that require professional judgment, legal safeguards or regulated oversight. These restrictions do not transfer Customer's ownership of its data or independently developed work, or prevent SDK and plugin uses expressly authorized by their licenses.

7. Intellectual property and outputs

BlueCurve and its licensors retain their rights in the platform software, orchestration methods, documentation, templates and other pre-existing technology. Subject to the agreement, Customer receives a non-exclusive, non-transferable right to access the contracted Service during its term for its authorized business use. Third-party and open-source components remain subject to their applicable licenses.

"Outputs" are results generated for Customer through its use of the Service, including answers, insights, reports and derived customer-specific knowledge. As between the parties and to the extent permitted by law, Customer retains its rights in its inputs and owns the rights, if any, in those Outputs; BlueCurve assigns to Customer any rights it holds in the Outputs, excluding BlueCurve's underlying technology and third-party materials. Customer may use and share Outputs for lawful business purposes, subject to confidentiality, data permissions and third-party rights.

Outputs may not be unique or eligible for intellectual-property protection, and these Terms cannot grant rights in third-party material that BlueCurve does not own. Ownership of Customer-specific results does not transfer the models, software or methods used to generate them. Customer retains rights in its independently developed configurations and custom plugins, subject to applicable SDK and third-party licenses.

Customer may voluntarily provide non-confidential feedback. BlueCurve may use that feedback without payment, but this permission does not authorize disclosure of Customer's Confidential Information or additional use of Customer Data.

8. AI results and customer review

AI-assisted extraction, search, research, enrichment and agent workflows can generate inaccurate, incomplete, outdated or unsupported information. Outputs are not professional advice and must be evaluated in context. Quality gates, confidence indicators, evidence links and provenance support evaluation but do not guarantee truth, completeness, legal compliance or suitability for a decision.

Customer is responsible for appropriate review before relying on Outputs, promoting claims into governed knowledge, or authorizing consequential actions. Approval modes and tool permissions are configurable; the presence of governance features does not mean every operation waits for a human. Customer must understand the permissions, destinations and side effects of enabled workflows and obtain appropriate professional advice. Customer's responsibilities do not waive BlueCurve's express obligations under the agreement or applicable law.

9. Performance warranty and disclaimers

For paid subscriptions, we warrant that the Service will perform substantially in accordance with the applicable contracted documentation during the subscription term. Customer must notify us of a material non-conformity and provide reasonable information to investigate it. We will use commercially reasonable efforts to correct it. If we cannot correct it within a reasonable time, Customer may terminate the affected Service and receive a pro-rata refund of prepaid fees for its unused remaining term. This is Customer's exclusive contractual remedy for this performance warranty, without limiting separate express remedies, indemnification or rights that cannot lawfully be excluded.

EXCEPT FOR EXPRESS WARRANTIES IN THE GOVERNING AGREEMENT AND TO THE EXTENT PERMITTED BY LAW, THE SERVICE AND OUTPUTS ARE PROVIDED "AS IS" AND "AS AVAILABLE." BLUECURVE DISCLAIMS OTHER WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DO NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION, OR THE ACCURACY, COMPLETENESS OR FITNESS OF AI OUTPUTS. AN SLA, IF AGREED, PROVIDES ITS SPECIFIED COMMITMENTS AND REMEDIES.

A trial, pilot, preview or experimental feature is for the evaluation use specified in its agreement, with no production SLA or paid-service performance warranty unless expressly agreed. Confidentiality, data-protection and non-excludable legal obligations still apply. Participation does not itself authorize processing of specially regulated data or production reliance.

10. Limitation of liability

TO THE EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE UNDER THIS AGREEMENT FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR INDIRECT LOSS OF PROFITS, REVENUE, DATA OR GOODWILL, REGARDLESS OF THE LEGAL THEORY AND EVEN IF ADVISED OF THE POSSIBILITY.

EXCEPT WHERE THE GOVERNING AGREEMENT EXPRESSLY PROVIDES OTHERWISE, BLUECURVE'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE AGREEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO BLUECURVE UNDER THE AFFECTED ORDER IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. THIS CAP INCLUDES BLUECURVE'S INDEMNIFICATION OBLIGATIONS UNLESS AN EXPRESSLY AGREED EXCEPTION APPLIES.

NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY FOR FRAUD, WILLFUL MISCONDUCT, GROSS NEGLIGENCE, OR ANY LIABILITY OR REMEDY THAT APPLICABLE LAW DOES NOT PERMIT TO BE EXCLUDED OR LIMITED. CUSTOMER'S OBLIGATION TO PAY AGREED FEES IS NOT LIMITED BY THIS SECTION. NO CLAUSE WAIVES NON-WAIVABLE PRIVACY OR OTHER STATUTORY RIGHTS.

11. Third-party claims

Customer will defend BlueCurve against third-party claims arising from Customer Data or Customer instructions that infringe rights or violate law, or Customer's material violation of the acceptable-use restrictions, and pay damages and costs finally awarded or agreed in an approved settlement. This obligation does not apply to the extent a claim is caused by BlueCurve's breach of the agreement or wrongful conduct.

BlueCurve will defend Customer against a third-party claim that BlueCurve-developed platform software, as provided and used as authorized, infringes intellectual-property rights, and pay damages and costs finally awarded or agreed in an approved settlement, subject to section 10. This obligation does not cover claims caused by Customer Data, unauthorized modifications or use, combinations not supplied or required by BlueCurve where the claim would not otherwise arise, or continued infringing use after a reasonable replacement or cessation notice. Third-party content, models and AI-generated Outputs are not covered by this platform-software indemnity unless an Order expressly includes them.

The protected party must promptly notify the defending party of a claim, allow it to control the defense with competent counsel, and provide reasonable cooperation at the defending party's expense. Late notice relieves the obligation only to the extent it materially prejudices the defense. The protected party may participate with its own counsel at its own expense. A settlement requiring an admission, non-monetary obligation or unreimbursed payment from the protected party requires its prior written consent, not unreasonably withheld.

If a covered infringement claim arises or is reasonably likely, BlueCurve may obtain continued-use rights or replace or modify the affected Service with materially equivalent functionality. If neither is reasonably available, BlueCurve may terminate the affected Service and refund prepaid fees for its unused remaining term. This section states the parties' contractual remedies for covered third-party infringement claims, subject to non-excludable rights.

12. Suspension, term and termination

The agreement begins when accepted and continues for the subscription or evaluation term stated in the Order. Either party may terminate for a material breach that remains uncured 30 days after written notice describing it. For overdue, undisputed fees, we may suspend or terminate after that notice and cure period, subject to any different expressly agreed payment terms.

We may suspend affected access immediately where reasonably necessary to address a credible security threat, unlawful use or a legal requirement. We will give notice where lawful and practicable, limit suspension to what is reasonably necessary, and restore access when the cause is resolved. Immediate termination is limited to a legal requirement or a material breach that cannot reasonably be cured. A suspension is not itself proof that Customer committed a violation.

Termination does not cancel fees already due or agreed non-cancellable commitments, except where an express termination remedy provides otherwise. Where Customer terminates for BlueCurve's uncured material breach, we will refund prepaid subscription fees for the affected Service's unused remaining term. Termination and suspension remain subject to any mandatory legal restrictions.

13. Data return and offboarding

Customer should arrange export before its subscription ends. Unless the Order or DPA specifies another arrangement, Customer may request return of Customer Data that remains in our possession or control within 30 days after termination. Ordinary feature retention continues unless another preservation arrangement is agreed. Export scope and available formats should be specified in the Order or DPA; we will provide reasonable assistance for retained data in an available, commonly used format, subject to lawful security restrictions. Any separately chargeable migration work must be agreed in advance. Ordinary subscription access ends on termination unless temporary access is agreed for export.

Return or deletion is governed by the DPA, Customer's lawful instructions, the agreed retention arrangements and applicable law. Offboarding can require coordinated handling of source content, indexes, derived knowledge, conversations, agent memory, connected systems and backups. We do not promise immediate removal from every system or backup, and a namespace or account deletion alone does not establish complete erasure. Information retained for a legal obligation or hold remains protected and its use restricted to the permitted purpose. Confidentiality, data handling, accrued payment rights, ownership, disclaimers, liability, claims procedures and dispute provisions survive as needed to give them effect.

14. Governing law and disputes

Unless the governing agreement states otherwise, California law governs these Terms, excluding conflict-of-law rules. Subject to any mandatory applicable law, the state courts in San Francisco County, California, and the federal courts serving that county have exclusive jurisdiction over disputes, and each party consents to that jurisdiction. These Terms do not impose arbitration or waive a non-waivable statutory right or remedy.

15. Changes, other terms and contact

Entire agreement: the accepted governing agreement, Orders and expressly incorporated documents form the entire agreement about the Service and replace prior discussions on that subject. Purchase-order boilerplate does not amend it unless both parties expressly agree. Amendments require written or expressly recorded electronic agreement, subject to the rules for updates below.

Updates: we may publish a new version with a revised date. A posted revision does not by itself amend an existing committed Order. Material changes apply to a new Order or renewal when accepted, or earlier by express agreement. Necessary legal or security changes may apply earlier to the extent permitted by the governing agreement and law, with notice where practicable. Continued use alone does not authorize new charges, expand Customer Data uses or replace an agreed material term.

Assignment: Customer may not assign the agreement without our written consent, not unreasonably withheld. BlueCurve may assign it in connection with a merger, reorganization or sale of the relevant business, provided the successor assumes its obligations. An assignment does not expand permitted data uses or remove confidentiality and data-protection duties.

Compliance: each party is responsible for the laws applicable to its performance, including export controls and sanctions. Customer must not use the Service or authorize access in violation of those laws. Neither party is the other's agent or partner. If a provision is unenforceable, the remainder continues to the extent lawful; failure to enforce a right is not a waiver.

Notices and contact: send contractual notices and questions to [email protected] and identify the relevant Order. We send notices to Customer's designated account or contractual contact, unless the governing agreement requires a different method. BlueCurve Corp's postal address is 28 Geary St STE 650, San Francisco, California 94108, United States.