Terms of Service
1. The agreement
These Terms of Service are a contract between Perceptive Labs, Inc. ("Perceptive") and the entity ("Customer") that subscribes to our products. By signing an order form, clicking "I agree", or using the service, the Customer accepts these terms. For enterprise customers, a signed Master Services Agreement supersedes anything below.
2. Our service
Perceptive provides an AI agent orchestration platform that connects to the Customer's systems, executes work autonomously inside policy guardrails, and reports outcomes. The current scope of the service is described in the order form. We may update the platform from time to time, provided we don't materially degrade the service during a paid term.
3. Your account
The Customer is responsible for the security of its accounts, including credentials and any actions taken under them. The Customer must use mandatory multi-factor authentication for administrators. The Customer will notify Perceptive promptly of any unauthorised access.
4. Acceptable use
The Customer agrees not to use the service to:
- Violate any law or third-party right
- Send unsolicited bulk communications outside the Customer's permitted audiences
- Attempt to reverse-engineer the platform or any model weights
- Use the service to build a competing product
- Upload malicious code or knowingly compromise the integrity of the service
Perceptive may suspend access if it reasonably believes the service is being used in violation of these terms or to the imminent harm of others.
5. Intellectual property
Perceptive owns the platform, including all software, models, prompts, and documentation. The Customer owns its data and any outputs generated from its data. Each party grants the other the licences strictly necessary to operate the service for the term of the contract.
Feedback is gratefully accepted; you grant Perceptive a perpetual, royalty-free licence to use it.
6. Fees and payment
Fees are stated in the order form and are billed in advance, net 30 days unless otherwise agreed. Late payments accrue interest at 1% per month or the legal maximum, whichever is lower. Taxes are excluded and the Customer's responsibility, except taxes on Perceptive's income.
7. Term and termination
Subscriptions run for the term in the order form, auto-renewing for equal periods unless either party gives 60 days' notice. Either party may terminate for material, uncured breach after 30 days' written notice. On termination, Perceptive will provide the Customer with an export of its data for 90 days.
8. Disclaimers
The service is provided as-is. AI agents are powerful but not infallible. While we maintain governance guardrails and human-in-the-loop checkpoints, the Customer is responsible for configuring the policies that fit its risk appetite and for the final actions agents take inside the Customer's systems.
Except as expressly stated, Perceptive disclaims all warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
9. Limitation of liability
To the maximum extent permitted by law, each party's aggregate liability under this agreement is limited to the fees paid by the Customer in the 12 months preceding the claim. Neither party is liable for indirect, incidental, special, or consequential damages. Nothing limits liability for fraud, wilful misconduct, or each party's confidentiality and IP obligations.
10. Governing law
These terms are governed by the laws of the State of Delaware, USA, without regard to its conflict-of-laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts in Wilmington, Delaware.
11. Contact
Legal: legal@perceptive.ai
Perceptive Labs, Inc., 244 5th Avenue, Suite 1734, New York NY 10001, USA