Terms of Service

To use the Service, you must create an account by authenticating through a supported identity provider (such as Google OAuth). You agree to provide accurate, current, and complete information and to maintain and promptly update your account information.

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must:

• Use strong, unique passwords and enable multi-factor authentication when available;
• Immediately notify us of any unauthorized access or security breach;
• Not share account credentials with unauthorized individuals;
• Ensure Authorized Users comply with these Terms.

Organization administrators are responsible for managing Authorized Users, assigning roles and permissions, and ensuring compliance with these Terms within their Organization.

Subject to your compliance with these Terms, Exordia grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service solely for your internal business purposes during the term of your subscription.

You shall not, and shall not permit any third party to:

• Copy, modify, or create derivative works of the Service or its underlying technology;
• Reverse engineer, disassemble, decompile, or otherwise attempt to derive the source code of the Service;
• Access the Service to build a competitive product or service;
• Remove, alter, or obscure any proprietary notices on the Service;
• Use the Service in violation of any applicable law or regulation;
• Use automated means (bots, scrapers, etc.) to access the Service without express permission;
• Attempt to gain unauthorized access to any portion of the Service or its systems;
• Interfere with or disrupt the integrity or performance of the Service;
• Use the Service to transmit malicious code or conduct security attacks.

The Service is offered on a subscription basis with seat-based pricing. Each Seat permits one Authorized User to access the Service. The features, AI Credit allocations, and pricing for each plan are described on our Pricing page.

Subscriptions are billed in advance on a monthly or annual basis, depending on the billing cycle you select at the time of purchase. All fees are quoted and payable in US dollars (USD).

• Payment is processed securely through Stripe, our third-party payment processor. By providing payment information, you also agree to Stripe's Services Agreement.
• You authorize Exordia to charge your payment method for all fees incurred under your subscription.
• You are responsible for any applicable taxes, levies, or duties imposed by taxing authorities. Exordia will collect applicable sales tax where required by law.

Your subscription will automatically renew at the end of each billing cycle (monthly or annually) at the then-current rate unless you cancel before the renewal date. We will charge your payment method on file for each renewal period. You may cancel auto-renewal at any time through your account settings or by contacting us.

You may add Seats at any time. Additional Seats are prorated for the remainder of the current billing cycle. Seat increases and reductions are generally applied immediately and may be prorated by Stripe for the remainder of the current billing cycle.

Your organization receives a one-time starter allocation of AI Credits upon registration. Additional credits are available for purchase as separate one-time credit packages. Purchased credits do not expire and remain available until consumed. Credits are non-refundable and non-transferable except as explicitly stated in Section 8.4.

Exordia may adjust subscription pricing with at least 30 days' prior written notice. Price changes will take effect at the start of your next billing cycle following the notice period. If you do not agree to a price change, you may cancel your subscription before the new pricing takes effect.

If payment fails, we will attempt to charge your payment method again. If payment remains unsuccessful after reasonable attempts, we may suspend or downgrade your access to the Service until payment is received. We will notify you by email before suspending access.

Exordia may offer a free trial period for new Organizations. The duration and terms of the trial will be specified at the time of signup. During the trial, you will have access to Service features and a limited allocation of AI Credits as described during registration.

At the end of the trial period:

• Your access to paid features of the Service will be suspended;
• You will receive a reminder email prior to trial expiration;
• Your Customer Data will be retained and you may subscribe at any time to restore access. If you do not subscribe, you may request export or deletion of your data by contacting us.

Free trials are limited to one per Organization. Exordia reserves the right to modify, suspend, or discontinue the free trial offer at any time. Trial accounts are subject to all other provisions of these Terms.

You may cancel your subscription at any time through your account settings in the Service or by emailing us at admin@exordiacloud.com. Cancellation is available online and is at least as easy as the process used to subscribe.

When you cancel:

• Your subscription remains active until the end of your current paid billing period;
• You will not be charged for subsequent billing periods;
• You retain access to all features through the end of the period you have already paid for;
• After your subscription ends, your Customer Data will be retained in accordance with our data retention practices. You may request export or deletion of your data at any time by contacting us.

Upon cancellation, you will receive confirmation through the Service and may receive a confirmation email from our payment processor. You can verify your cancellation status and the date through which your access remains active in your account settings at any time.

Monthly subscriptions: No refunds are provided for partial billing periods. If you cancel a monthly subscription, you will continue to have access through the remainder of your current billing period.

Annual subscriptions: If you cancel an annual subscription within 30 days of purchase or renewal, you may request a prorated refund for the unused portion of the term. After 30 days, no refunds are provided for annual subscriptions.

AI Credit packages: Purchased AI Credit packages are non-refundable once credits have been consumed. Unused credit packages may be refunded within 14 days of purchase.

How to request a refund: Contact us at admin@exordiacloud.com with your account details. Approved refunds will be processed to your original payment method within 5-10 business days.

You may reduce seats at any time. Seat reductions take effect immediately. If you reduce seats, a prorated credit is applied to your next invoice. Existing members retain access until removed by an Organization administrator.

You retain all rights, title, and interest in and to your Customer Data. Exordia does not claim any ownership rights in Customer Data. Nothing in these Terms transfers ownership of Customer Data to Exordia.

You grant Exordia a limited, non-exclusive, worldwide license to access, use, process, and transmit Customer Data solely as necessary to:

• Provide and maintain the Service;
• Improve the Service using de-identified and aggregated analytics that do not identify you or any individual;
• Process Customer Data through AI Features as directed by you;
• Generate anonymized, aggregated analytics that do not identify you or any individual;
• Comply with applicable law or valid legal process.

You represent and warrant that:

• You have all necessary rights to submit Customer Data to the Service;
• Customer Data does not violate any third-party rights, including intellectual property rights;
• Customer Data complies with all applicable laws and regulations;
• You have obtained all necessary consents for the processing of personal data contained in Customer Data.

Authorized Exordia personnel may access Customer Data as necessary to provide the Service, investigate support requests, and ensure security. Such access is logged, subject to our confidentiality obligations, and limited to personnel with a legitimate business need.

Upon request, and subject to technical feasibility, Exordia will provide you with the ability to export your Customer Data in a commonly used, machine-readable format. Upon termination of your account, you will have a reasonable period (typically 30 days) to export your data before it is deleted.

The Service includes AI Features that process Customer Data using third-party artificial intelligence services, including Google Vertex AI (Gemini) and Anthropic Claude. When you use AI Features:

• Portions of Customer Data are transmitted to AI service providers for processing;
• AI outputs are generated based on your inputs and the AI model's training;
• Usage is subject to AI Credit allocations and rate limits for your Organization.

Exordia does not guarantee that AI outputs will be accurate, complete, error-free, or suitable for any particular purpose. AI models may produce inconsistent results, hallucinate information, or reflect biases present in their training data.

Customer Data submitted to AI Features is processed solely to generate outputs for your use. Our AI service providers (Google Vertex AI and Anthropic) process data under enterprise service agreements that restrict use of Customer Data for model training. Details of these data handling terms are available upon request.

Exordia does not use identifiable Customer Data to train its own or third-party foundational AI models.

AI-generated outputs (such as mapped requirements and user stories) created from your Customer Data belong to you. Exordia retains all rights in the underlying models, algorithms, and platform. Exordia makes no representation or warranty regarding the intellectual property status of AI outputs and does not indemnify against third-party intellectual property claims arising from AI-generated content.

Customer's indemnification obligation under Section 17 does not extend to claims arising solely from defects in Exordia's AI processing pipeline independent of Customer Data.

When using AI Features, you shall not:

• Use AI outputs as final professional deliverables without human review and validation;
• Submit confidential third-party information that you are not authorized to process through AI services;
• Attempt to extract, reverse-engineer, or replicate the underlying AI models;
• Use AI Features to generate content that is unlawful, harmful, or violates these Terms.

The Service, including its underlying technology, software, user interface, design, documentation, and all related intellectual property rights, are and shall remain the exclusive property of Exordia and its licensors. These Terms do not grant you any rights to use Exordia's trademarks, logos, or brand features without prior written consent.

If you provide feedback, suggestions, or ideas regarding the Service ("Feedback"), you grant Exordia a perpetual, irrevocable, royalty-free, worldwide license to use, modify, and incorporate such Feedback into the Service without any obligation to you.

You agree to indemnify, defend, and hold harmless Exordia and its affiliates, directors, officers, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Service in violation of these Terms;
• Your Customer Data or any claim that Customer Data infringes or misappropriates third-party rights;
• Your violation of any applicable law or regulation;
• Any dispute between you and a third party related to your use of the Service.

Exordia agrees to indemnify, defend, and hold harmless Customer from and against any third-party claim that the Service (excluding Customer Data and AI-generated outputs) infringes or misappropriates such third party's intellectual property rights, provided that Customer:

• Promptly notifies Exordia in writing of such claim;
• Grants Exordia sole control of the defense and settlement;
• Cooperates with Exordia at Exordia's expense.

This indemnification does not apply to claims arising from: (a) modifications to the Service not made by Exordia; (b) use of the Service in combination with non-Exordia products; (c) use of the Service in violation of these Terms; or (d) AI-generated outputs, which are subject to the limitations in Section 10.4.

Before initiating any formal proceedings, the parties agree to attempt to resolve any dispute arising out of or relating to these Terms through good-faith negotiation. Either party may initiate the informal process by sending written notice describing the dispute to the other party. The parties shall have 30 days from receipt of such notice to resolve the dispute informally.

If a dispute cannot be resolved informally, either party shall submit the dispute to final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Wilmington, Delaware. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND EXORDIA AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.

Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief in a court of competent jurisdiction for the protection of intellectual property rights or confidential information. Either party may also bring claims in small claims court if the dispute qualifies.

These Terms commence when you first access or use the Service and continue until terminated in accordance with this Section.

You may terminate your account at any time by cancelling your subscription through the Service settings or by contacting us. Upon termination, you will have 30 days to export your Customer Data. See Section 8 for details on cancellation and refunds.

Exordia may terminate or suspend your access to the Service immediately, without prior notice or liability, for any reason, including if you breach these Terms. We may also discontinue the beta Service at any time with reasonable notice.

Upon termination: (a) your license to use the Service immediately terminates; (b) you must cease all use of the Service; (c) you may request export of your Customer Data, and we may delete it in accordance with our data retention practices and applicable legal requirements; and (d) provisions that by their nature should survive termination shall survive, including Sections 9.1, 12, 13, 15, 16, 17, 18, and 21.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles. Except as provided in Section 18 (Dispute Resolution), any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in Delaware, United States.

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and Exordia regarding the Service and supersede all prior agreements and understandings.

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

The failure of Exordia to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. Exordia may assign these Terms without restriction.

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, government actions, or internet or telecommunications failures.

We may provide notices to you via email to the address associated with your account or through the Service. You may send notices to us at admin@exordiacloud.com. Notices are deemed received when sent via email or when posted within the Service.