These Terms contain an arbitration agreement and class-action waiver. Please review Section 17 for details and instructions for opting out.
1. Agreement to these Terms
These Terms of Service (“Terms”) are a binding agreement between you and Ideaflow, Inc., a Delaware corporation (“Ideaflow,” “we,” “us,” or “our”). They govern your access to and use of our websites, applications, application programming interfaces, AI features, connectors, integrations, and related services (collectively, the “Services”).
By accessing or using the Services, you agree to these Terms and our Privacy Policy. If you use the Services on behalf of an organization, you represent that you have authority to bind that organization, and “you” includes that organization. If you do not agree, do not use the Services.
2. Eligibility
You must be at least 13 years old, or the minimum legal age required in your country, to use the Services. If you are under the age of majority where you live, a parent or legal guardian must agree to these Terms for you. You may not use the Services if applicable law prohibits you from doing so.
3. Accounts and security
You must provide accurate information, keep it current, and maintain the confidentiality of your credentials. You are responsible for all activity under your account, including activity initiated through an API key, connector, integration, or authorized third party. Notify us promptly at pleasecontact@ideaflow.io if you suspect unauthorized access. We may require authentication or other reasonable steps to protect your account and the Services.
4. Your content and data
As between you and Ideaflow, you retain ownership of the notes, documents, files, prompts, instructions, recordings, images, and other content you submit to or create through the Services (“Your Content”). These Terms do not transfer ownership of Your Content to us.
You grant Ideaflow a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, display, and otherwise use Your Content only as reasonably necessary to provide, secure, maintain, support, and improve the Services; comply with law; enforce these Terms; and follow your settings and instructions. This license lasts while Your Content is stored with us and for a reasonable backup or legal-retention period afterward.
You represent that you have the rights needed to provide Your Content and permit the uses described here. You are responsible for Your Content, your sharing settings, and deciding whether the Services are appropriate for sensitive, confidential, regulated, or legally protected information.
5. AI features, agents, and connectors
The Services may use artificial intelligence and may connect to third-party assistants or agents. Depending on the permissions you grant, an assistant or agent may search, read, create, edit, organize, publish, share, or delete content on your behalf. You are responsible for reviewing requested permissions and confirming that an action is appropriate before relying on it.
AI-generated output may be inaccurate, incomplete, offensive, or unsuitable for your purpose. It is not professional legal, medical, financial, or other regulated advice. You should independently verify important output and maintain human review for consequential decisions. Similar or identical output may be generated for other users.
6. Public and shared content
The Services may let you publish or share content with other people or with the public. You control whether to use those features. Anyone with access may view, copy, redistribute, or act on shared content, and public content may be indexed by search engines. Check your sharing settings before publishing sensitive information.
7. Acceptable use
You may not use the Services to:
- violate law or another person’s rights;
- upload, generate, or distribute unlawful, fraudulent, abusive, harassing, defamatory, or infringing material;
- access another person’s account or content without authorization;
- introduce malware, disrupt the Services, bypass safeguards, or probe systems without our written permission;
- scrape or extract data at a scale that burdens the Services or violates applicable restrictions;
- resell, sublicense, or provide the Services to others except as expressly allowed by us;
- reverse engineer the Services except to the limited extent that applicable law does not allow that restriction; or
- use the Services or output to develop or train a competing foundation model or substantially similar service without our written permission.
We may investigate suspected misuse and remove or restrict content or access when reasonably necessary to protect users, Ideaflow, third parties, or the Services.
8. Our intellectual property
Ideaflow and its licensors own the Services, including the software, design, branding, documentation, and all related intellectual property, other than Your Content. Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to use the Services for their intended purpose.
9. Feedback
If you give us feedback or suggestions, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use them without restriction or compensation. This does not give us ownership of Your Content.
10. Third-party services
The Services may interoperate with third-party products, models, websites, or services. Their terms and privacy practices govern your use of them. We do not control and are not responsible for third-party services, including their availability, security, output, or handling of data you direct us to share with them.
11. Paid Services
If you purchase a paid plan, you authorize us and our payment providers to charge the disclosed fees, taxes, and recurring amounts using your selected payment method. Subscriptions renew for the stated period until canceled. You may cancel future renewal through the available account controls. Except where required by law or expressly stated otherwise, fees are non-refundable and we do not provide credits for partial periods. We may change prices on reasonable advance notice, effective at the next renewal.
12. Beta and experimental features
We may label features as beta, preview, early access, or experimental. Those features may change or be discontinued at any time, may be less reliable, and are provided without service-level commitments. You use them at your own risk.
13. Suspension and termination
You may stop using the Services at any time. We may suspend or terminate access, remove content, or limit functionality if you breach these Terms; create risk or possible legal exposure; fail to pay amounts due; or if necessary to protect the Services, users, or third parties. Where practical, we will provide notice and an opportunity to cure.
Following termination, your right to use the Services ends. You should export content you wish to retain before closing your account. Sections that by their nature should survive will survive, including ownership, feedback, disclaimers, indemnity, limitations of liability, dispute resolution, and general terms.
14. Service changes and availability
We may add, change, suspend, or discontinue any part of the Services. We do not promise uninterrupted or error-free operation, permanent storage, or that any particular feature will remain available. You are responsible for maintaining independent backups appropriate to your needs.
15. Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” IDEAFLOW AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, SECURITY, RELIABILITY, AND AVAILABILITY.
We do not warrant that content will be preserved without loss or that AI output or third-party integrations will be accurate, safe, or suitable. Some jurisdictions do not allow certain disclaimers, so some of these provisions may not apply to you.
16. Indemnity and limitation of liability
If you use the Services on behalf of a business or organization, that organization will defend, indemnify, and hold harmless Ideaflow and its affiliates, officers, directors, employees, and agents from third-party claims, losses, and expenses (including reasonable attorneys’ fees) arising from Your Content, your use of the Services, or your violation of these Terms or applicable law. This obligation does not apply to the extent prohibited by law.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IDEAFLOW AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOST PROFITS, REVENUE, GOODWILL, OR DATA; BUSINESS INTERRUPTION; OR THE COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID IDEAFLOW FOR THE SERVICES DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY OR (B) US$100.
These limits apply regardless of the theory of liability and even if a remedy fails of its essential purpose. They do not limit liability that cannot legally be limited.
17. Dispute resolution and arbitration
Informal resolution. Before filing a claim, you and Ideaflow agree to try to resolve it informally for 30 days. Send a written notice describing the dispute and requested relief to pleasecontact@ideaflow.io. We will send notices to the email associated with your account.
Binding arbitration. Except for eligible small-claims matters and requests for injunctive relief concerning unauthorized use of intellectual property, any dispute arising from or relating to these Terms or the Services will be resolved by binding individual arbitration administered by JAMS under its applicable consumer or commercial rules. The Federal Arbitration Act governs this section. The arbitration may occur remotely, by written submissions, or in Santa Clara County, California, unless the parties agree otherwise.
Class-action waiver. You and Ideaflow agree to bring claims only in an individual capacity, not as a plaintiff or class member in a class, consolidated, representative, or private attorney-general proceeding. The arbitrator may award relief only to the individual party seeking relief.
Opt out. You may opt out of arbitration and the class-action waiver by emailing pleasecontact@ideaflow.io within 30 days after you first accept these Terms. Include your name, the email associated with your account, and an unambiguous statement that you opt out of arbitration. Opting out will not affect other Terms.
If the class-action waiver is found unenforceable for a particular claim, only that claim will proceed in court and the remaining claims will remain subject to arbitration.
18. Governing law
California law governs these Terms, without regard to conflict-of-law rules, except that the Federal Arbitration Act governs Section 17. For disputes not subject to arbitration, you and Ideaflow consent to the exclusive jurisdiction of the state and federal courts located in Santa Clara County, California. Mandatory consumer protections in your place of residence remain unaffected.
19. Changes to these Terms
We may update these Terms. If a change is material, we will provide reasonable notice through the Services, by email, or by posting the updated Terms with a new effective date. Unless otherwise stated, changes take effect when posted. Your continued use after the effective date means you accept the updated Terms.
20. General terms
These Terms and any additional terms presented for a specific feature are the entire agreement between you and Ideaflow about the Services and supersede prior agreements on that subject. If these Terms conflict with written terms signed by Ideaflow, the signed terms control. If a provision is unenforceable, it will be modified to the minimum extent necessary and the remaining provisions will remain in effect.
Our failure to enforce a provision is not a waiver. You may not assign these Terms without our written consent. We may assign them in connection with a merger, acquisition, reorganization, sale of assets, or by operation of law. We are not liable for delay or failure caused by events beyond our reasonable control. Headings are for convenience only.
21. Contact
Questions about these Terms may be sent to pleasecontact@ideaflow.io.