Terms of Service

1. Agreement

These Terms of Service ("Terms") are an agreement between Cycle Intelligence ("Cycle," "we," "our," or "us") and the business or other organization that uses our products and services ("Customer," "you," or "your"). They cover your use of usecycle.ai, our API, and our services for selecting, fine-tuning, evaluating, hosting and serving models (the "Services").

If you and Cycle have signed an order form, master services agreement or other written agreement for the Services, that agreement controls where it conflicts with these Terms.

2. Who may use the Services

The Services are for businesses. By accepting these Terms, you confirm that you are accepting them for an organization, that you have the authority to bind it, and that it will use the Services for its business and not for personal, family or household purposes.

3. The Services

You give us training data, such as inputs and the outputs you expect, and may connect data sources such as your data warehouse. We select suitable open-source base models, fine-tune them on your data, evaluate them, and may produce models at more than one intelligence level. We then host and serve them through an OpenAI-compatible API, on our managed cloud or on infrastructure you control, and may keep improving them as agreed with you.

We may change the Services over time. If a change materially reduces what you have paid for, we will tell you in advance where we reasonably can.

4. Your data, your models

Customer Data. "Customer Data" is all data you send to the Services or connect them to, including training data, data from your data sources, evaluation data, prompts, and the outputs your models return. As between you and Cycle, you own Customer Data.

Your models. "Customer Models" are the models we fine-tune for you, including their weights. As between you and Cycle, you own Customer Models, subject to the licenses of the open-source base models they are built on (see section 5). On request, and when our agreement ends, we will provide you the weights of your Customer Models in a standard format, unless our written agreement says otherwise.

Our use of your data. You give us a limited license to use Customer Data and Customer Models only to provide the Services to you. We will not use Customer Data or Customer Models to train or improve models for anyone else, or to train general models of our own. Our Privacy Policy and any data processing agreement between us explain how we handle personal information in Customer Data.

Your responsibilities. You are responsible for Customer Data, and you confirm that you have all the rights, notices and consents needed to send it to us and to have models trained on it, including under privacy and intellectual property law.

5. Open-source models

Customer Models are built on open-source models from third parties, each under its own license. We will tell you which base model each Customer Model uses and its license. You agree to follow those licenses, including any use restrictions and attribution requirements, when you use or distribute your Customer Models.

6. Acceptable use

You agree not to use the Services, or let others use them, to:

• Break any law, or infringe or misappropriate the rights of others
• Send data you do not have the right to use, or that contains malware
• Build or run models for unlawful, deceptive, harassing or dangerous purposes
• Break the license or use policy of any base model
• Attack, disrupt or overload the Services, or get around their security or limits
• Copy, reverse engineer or resell the Services themselves, other than your Customer Models
• Break export control or sanctions laws

We may suspend use that breaks this section, and will tell you when we do.

7. Accounts and API keys

You are responsible for your accounts and API keys, for keeping them secure, and for all use of the Services under them. Tell us right away at [email protected] if you suspect unauthorized access.

8. Fees and payment

You agree to pay the fees in your order form or on our pricing, which may include fees for fine-tuning, hosting and usage. Unless agreed otherwise, invoices are due within 30 days, fees do not include taxes, and you are responsible for applicable taxes other than those on our income. We may suspend the Services if payment is significantly overdue, after notice.

9. Confidentiality

Each party will keep the other's non-public business, technical and product information, including Customer Data and Customer Models, confidential; use it only for these Terms; and protect it with at least reasonable care. This does not apply to information that is public through no fault of the receiving party, was already known to it, or is independently developed, or to disclosures the law requires.

10. Our intellectual property

Apart from Customer Data and Customer Models, Cycle and its licensors own the Services, including our software, tools, training methods and documentation. If you send us feedback, we may use it without obligation to you.

11. Model outputs

Models can produce outputs that are inaccurate, incomplete or unsuitable. You are responsible for evaluating outputs before relying on them, and for how you use them in your products and decisions, including decisions that affect people.

12. Disclaimer

Except as expressly stated in these Terms or a written agreement between us, the Services are provided "as is" and "as available," and Cycle disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, accuracy and non-infringement. We do not promise that the Services will be uninterrupted or error-free, or that any model will reach a particular level of quality.

13. Limitation of liability

To the extent the law allows, neither party will be liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, and each party's total liability under these Terms will not exceed the fees you paid Cycle in the 12 months before the claim. These limits do not apply to your payment obligations, a party's indemnification obligations, or liability that cannot be limited by law.

14. Indemnification

You will defend and indemnify Cycle against third-party claims arising from Customer Data, from your use of Customer Models or outputs, or from your breach of section 6. Cycle will defend and indemnify you against third-party claims that the Services, apart from Customer Data, base models and Customer Models, infringe their intellectual property rights.

15. Term and termination

These Terms apply while you use the Services. Either party may end them for convenience with 30 days' written notice, unless an order form sets a fixed term, or right away if the other party materially breaches them and does not fix the breach within 30 days of notice.

When the Terms end, you will stop using the Services and pay the fees owed. For 30 days after, you may export Customer Data and the weights of your Customer Models; we will then delete them from our systems, except as the law requires us to keep them. Sections 4, 5 and 9 to 16 survive.

16. General

These Terms are governed by the laws of the jurisdiction in which Cycle Intelligence is incorporated, without regard to its conflict of law rules. We may update these Terms; if a change is material, we will tell you at least 30 days before it takes effect, and the change will not apply to a fixed term already agreed in an order form. Neither party may assign these Terms without the other's consent, except to a successor in a merger or sale of its business. If any part of these Terms is unenforceable, the rest stays in effect. These Terms, with any order form and data processing agreement, are the whole agreement between us about the Services.

17. Contact us

For questions about these Terms, write to [email protected].