Terms and Conditions

1. Definitions

Customer: The organization or individual who subscribes to the Services.

Authorized User: An individual authorized by the Customer to access and use the Services.

Services: The software, website, and related offerings provided by Traza AI for building and deploying AI workers for supply chain operations.

Customer Data: Any content, data, or information submitted by Customer or Authorized Users to the Services.

AI Solution: AI workers, workflows, or automations built or deployed using the Services.

Third-Party Services: Any third-party applications, integrations, or services used in conjunction with Traza AI.

Enterprise Plan: A subscription tier with enhanced features, support, and custom contractual terms, including additional data protection commitments and opt-outs for AI model training.

Usage Information: Metadata and technical data derived from Customer's use of the Services, including logs, workflows, API calls, feature usage, performance metrics, and system configuration.

2. Privacy Policy

Our Privacy Policy explains how we collect, use, and safeguard personal and Customer Data. It is incorporated by reference into these Terms. By using the Services, you agree to the practices described in the Privacy Policy.

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3. Customer Responsibilities and Acceptable Use

3.1 Customer Responsibilities

Customer agrees to:

- Ensure that all use of the Services complies with these Terms, the applicable Subscription Agreement, our Privacy Policy, and any Acceptable Use or Data Processing Policies.
- Configure and use the Services lawfully and appropriately.
- Review and validate outputs generated by Traza AI before business use.
- Maintain the confidentiality of login credentials.
- Promptly notify Traza AI of unauthorized access or breaches.

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3.2 Responsibilities Toward Authorized Users

- Inform Authorized Users of internal policies applicable to their use.
- Obtain all necessary rights and consents for Customer Data input into Traza AI.
- Manage account roles, permissions, and visibility settings.

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3.3 Acceptable Use

Customer and Authorized Users shall not:

- Violate any law or third-party rights using the Services.
- Upload unlawful, harmful, or infringing content.
- Reverse engineer, decompile, or create derivative works of the Services.
- Commercially exploit the Services without Traza AI's consent.
- Interfere with platform integrity or use unauthorized automation.
- Attempt to gain unauthorized access to systems or data.
- Use the Services to train competing AI systems.

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3.4 Monitoring and Suspension Rights

Traza AI may monitor usage and suspend or restrict access to the Services if:

- Terms are violated.
- Platform, user, or third-party security is at risk.
- Required by law or regulation.

4. Customer Data

4.1. Ownership

Customer retains full ownership of all Customer Data, including content, logic, configurations, inputs, outputs, AI worker instructions, and files submitted to or generated through the Services.

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4.2 License to Traza AI

To provide, maintain, and improve the Services, Customer grants Traza AI and its affiliates a worldwide, non-exclusive, revocable, and limited license to access, use, process, display, and transmit Customer Data solely for the following purposes:

- Operating, maintaining, and supporting the Services;
- Providing customer support and troubleshooting;
- Ensuring platform performance, security, and reliability;
- Complying with applicable laws or legal obligations;
- As explicitly authorized by the Customer.

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4.3. Use for AI Model Training

Traza AI may use Customer Data (including prompts, outputs, configurations, and interaction metadata) to improve and fine-tune its AI systems and models, except where restricted by Customer tier.

Enterprise Exception: Customers on an Enterprise plan are automatically excluded from any such use. Their Customer Data will not be used for AI model training or development unless explicitly authorized in writing.

Traza AI will only use Customer Data in accordance with our Privacy Policy and will apply appropriate data minimization, access control, and security practices when used for model training.

You may request to opt out of model training at any time by contacting contact@traza.ai, subject to verification and plan eligibility.

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4.4. Data Confidentiality and Security

Traza AI maintains industry-standard administrative, technical, and physical safeguards to protect Customer Data from unauthorized access, loss, or disclosure.

We will not access Customer Data except:

- As necessary to provide the Services;
- To investigate a suspected breach or abuse;
- As required by law;
- Or as explicitly authorized by the Customer.

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4.5. Data Retention and Deletion

Customer Data is retained as long as needed to provide the Services or as required by law. Upon request or account termination:

- Traza AI will delete or de-identify Customer Data, subject to technical feasibility;
- Some minimal data may be retained for billing, compliance, or security audit purposes.

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4.6. Third-Party Processing and Subprocessors

Traza AI does not sell or share Customer Data for marketing or commercial purposes. We may rely on third-party subprocessors (e.g., hosting, analytics, payments) strictly to support the Services. These parties are bound by confidentiality agreements and data protection obligations.

A list of subprocessors is available upon request.

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5. Intellectual Property Rights

5.1 Platform Ownership

Traza AI (Echo AI Technologies, Inc.) retains all rights, title, and interest in and to the Traza AI platform and Services, including but not limited to:

- The platform interface, architecture, system infrastructure, and visual design
- The backend software, orchestration logic, automation engines, and proprietary AI models
- Machine learning infrastructure, data processing workflows, and runtime environments
- APIs, SDKs, connectors, and integrations developed by Traza AI
- All user documentation, tutorials, help materials, and training content

These elements are protected by copyright, trade secret, patent, and other intellectual property laws. Except for the limited rights granted to you under these Terms, no rights or licenses are conveyed to you by implication or otherwise.

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5.2 Customer Ownership of Content and Logic

As a Customer or Authorized User, you retain all rights to the business content, configuration logic, and data you submit to or create using the Services. This includes:

- AI workers, workflows, dashboards, and automations created in your workspace
- Prompts, inputs, business rules, data mappings, and decision logic
- Custom configurations, logic flows, and operational structures
- AI worker behavior and instruction sets created through the platform
- All uploaded files and business data used within Traza AI

You control how your logic is structured and used within your organization.

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5.3 AI Workers

The Traza AI platform allows you to create and deploy configurable AI-powered workers that operate on top of your supply chain workflows and business data.

These AI workers are generated through your use of the Services and are based on the prompts, settings, and context you provide. You retain control over the logic and behavior of these AI workers. However:

- The underlying models, runtime, and infrastructure that support the AI workers are owned and operated exclusively by Traza AI.
- AI workers can only be executed and hosted within the Traza AI environment and are not exportable or transferrable outside the platform.
- Unless otherwise stated in a separate Enterprise agreement, Traza AI does not grant rights to self-host or distribute AI workers independently.
- Traza AI will not reuse or access the configuration of your AI workers for other purposes without your explicit consent, except as required to provide and maintain the Services.

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5.4 Usage Rights and Limitations

Unless otherwise agreed in writing:

- You may use all tools, automations, and AI workers created in your Traza AI workspace for internal business operations.
- You may modify and evolve your logic and data models as needed within the platform.
- You may not reverse engineer, decompile, copy, or extract the underlying source code or models.
- You may not resell, sublicense, or offer as a commercial product any configuration or service derived from Traza AI unless permitted by contract.
- Any attempt to replicate or externalize the platform functionality without authorization is strictly prohibited.

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5.5. Brand and Identity

Traza AI owns all rights to its brand identity, including but not limited to:

- The "Traza" and "Traza AI" names, trademarks, and logos
- Related domains or subdomains
- Product names, brand assets, taglines, and user interface design elements
- Visual systems, design language, and marketing communications

You may not use Traza AI's brand, logo, or likeness in any promotional material, product, or service unless you have received prior written consent. Any unauthorized use of our brand elements may constitute infringement and is subject to enforcement.

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5.6. Clarification of Rights

This is a detailed summary for each element and its ownership:

The ownership of each element within the Traza AI platform is clearly defined. Traza AI retains ownership of the platform technology and AI infrastructure, as well as the brand, models, and backend systems. Customers own the AI worker logic, instructions, workflows, and any uploaded business data and configurations. Generated outputs and results are owned by the Customer, within the scope of permitted use.‍

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Nothing in these Terms transfers ownership of intellectual property from one party to the other. All rights not expressly granted are reserved by the respective party.

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5.7. Limited License to Customer Data

Customer retains full ownership of all Customer Data, including the logic, configurations, inputs, outputs, and AI worker instructions created within the platform. However, to enable Traza AI to provide the Services, Customer grants Traza AI and its affiliates a worldwide, non-exclusive, revocable, and limited license to access, use, process, display, and transmit Customer Data and configurations solely for the following purposes:

- To operate, maintain, and improve the Services
- To provide customer support, technical assistance, and troubleshooting
- To ensure platform stability, performance, and security
- To comply with applicable legal or regulatory obligations
- As otherwise permitted by the Customer in writing

Traza AI does not sell or disclose Customer Data to third parties for marketing or unrelated purposes. Use of Customer Data for AI training is limited to the terms outlined in this Agreement, and is excluded by default for Enterprise customers or where otherwise restricted.

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5.8. Improvements Based on Usage Information

Traza AI may collect and analyze anonymized and aggregated data relating to the configuration, usage, and performance of the Services ("Usage Information") to improve functionality, identify trends, and enhance customer experience. This includes information such as feature adoption, usage frequency, workflow performance, and technical diagnostics.

Traza AI will not use Usage Information in any manner that identifies individual Customers or discloses Customer Data. All insights derived from such information remain the property of Traza AI and may be used to enhance the Services for all users.

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6. Fees and Payment

Fees are billed as described in your subscription plan. Payment obligations are non-cancelable and non-refundable, except as expressly stated in these Terms. Late payments may incur interest or service suspension.

6.1. Subscription Plans and Pricing

Traza AI offers access to its Services through subscription plans ("Subscription Plans"), which may include both free and paid options. Each Subscription Plan may define usage limitations, such as seats, workflows, AI worker executions, storage, or API usage. The pricing, features, and usage limits of each Subscription Plan are described on our pricing page or in your Order Form.

We reserve the right to modify our Subscription Plans, including the fees and features, at any time. Any changes to pricing will take effect at the beginning of your next billing cycle, following notice in accordance with the Modifications to Terms section of these Terms.

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6.2. Billing and Payment

If you select a paid Subscription Plan, you agree to pay all applicable fees in accordance with your plan's terms, billing cycle (monthly or annually), and payment method. Fees may be invoiced upfront or at the end of the billing cycle, depending on your plan.

Unless otherwise stated:

- All fees are non-cancellable and non-refundable.
- You authorize Traza AI (and its third-party payment processors, such as Stripe) to charge your designated payment method for recurring charges and any applicable taxes.
- Payments will be charged in U.S. Dollars unless otherwise agreed in writing.
- Failure to pay on time may result in suspension or termination of your access to the Services.

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6.3. Usage-Based Charges and Overage Fees

Some plans may include usage-based components or limits (e.g., seats, executions, data processing, or AI worker actions). If your usage exceeds the allowances of your Subscription Plan, you agree to pay additional fees associated with such overages. These fees will be charged automatically or included in your next invoice.

Usage metrics are measured by Traza AI's internal systems and are binding for billing purposes.

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6.4. Renewals

Your Subscription Plan will automatically renew at the end of each subscription period (monthly or annually, as applicable), unless you cancel it before the end of the current term. Renewal charges will apply at the then-current rates unless otherwise agreed in writing.

You are responsible for maintaining accurate billing and contact information to avoid disruptions.

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6.5. Taxes

All fees are exclusive of applicable taxes, levies, duties, or similar governmental charges. You are responsible for all such taxes related to your use of the Services, excluding taxes based solely on Traza AI's income.

If a withholding tax applies, you agree to gross up payments so that Traza AI receives the full amount stated in the invoice.

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6.6. Late Payments

If your payment is late or declined, we may:

- Charge interest at the rate of 1.5% per month or the highest rate permitted by law (whichever is lower),
- Suspend or downgrade your access to the Services until outstanding amounts are paid, or
- Terminate your subscription upon notice.

You will be responsible for any reasonable collection costs, including legal fees.

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6.7. Credits

From time to time, we may offer account credits (e.g., from promotions, referrals, or service adjustments). Credits:

- Are non-transferable and have no cash or exchange value,
- May expire as defined at the time of issuance or upon termination of your account,
- Cannot be refunded.

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7. Term and Termination

These Terms remain in effect until your subscription expires or is terminated.

7.1. Termination by Customer

You may cancel your subscription at any time via your account settings. Access will continue until the end of the current billing cycle. Payments are non-refundable unless otherwise required by law or agreed in writing.

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7.2. Termination by Traza AI

We may suspend or terminate your access immediately, with or without notice, if:

- You violate these Terms or applicable law,
- Your payment fails and remains unresolved after notice,
- Your use poses a security risk or disrupts the platform, or
- We are required to do so by law.

If terminated without cause, we'll refund a prorated portion of any prepaid fees.

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7.3. Effect of Termination

Upon termination, your access ends and Customer Data may be deleted after a retention period. Some data may be retained where required by law or under a separate agreement.

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7.4. Survival

Provisions that by nature should survive—such as confidentiality, IP, disclaimers, and liability limitations—will remain in effect.

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8. Privacy and Data Protection

Traza AI will honor user rights under applicable data protection laws, including the GDPR and CCPA/CPRA. Customers or Authorized Users may request access, correction, deletion, or restriction of their personal data by contacting contact@traza.ai. These rights are further detailed in our Privacy Policy.

We use cookies and similar technologies to enhance platform functionality and analyze usage. For more information, including how to manage your preferences, please see our Privacy Policy.

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9. Privacy and Data Protection

The Services may allow you to connect with or use third-party products, applications, or services ("Third-Party Services"), such as APIs, databases, or integrations. These Third-Party Services are provided solely for your convenience and are governed by their own terms and privacy policies.

Traza AI does not control and is not responsible for:

- The availability, functionality, accuracy, or content of any Third-Party Service,
- Any data shared with or accessed by Third-Party Services,
- Any damages or losses resulting from your use of or reliance on them.

If you enable or use a Third-Party Service with the platform, you do so at your own risk, and you are solely responsible for any actions taken via that integration, including the transfer and processing of your Customer Data.

We may share limited data with Third-Party Services as necessary to support requested integrations, in accordance with our Privacy Policy. You may disable integrations at any time, but doing so may affect functionality.

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10. Warranties and Disclaimers

YOUR USE OF THE SERVICES, PLATFORM, WEBSITE, AND ANY CONTENT GENERATED THROUGH TRAZA AI IS AT YOUR OWN RISK.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, PLATFORM, WEBSITE, AND ALL RELATED CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND—EXPRESS, IMPLIED, OR STATUTORY.

TRAZA AI, INCLUDING ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, AND SUPPLIERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

- IMPLIED WARRANTIES OF MERCHANTABILITY,
- FITNESS FOR A PARTICULAR PURPOSE,
- NON-INFRINGEMENT,
- TITLE, AND
- ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

We do not guarantee or warrant that:

- The Services will be uninterrupted, timely, secure, or error-free;
- The output generated by AI (including AI workers, workflows, or configurations) will be accurate, reliable, efficient, or suitable for your intended use;
- The platform will meet your specific requirements or achieve your business goals;
- Any bugs, errors, or performance issues will be identified or corrected;
- The Services will be free from viruses, malicious code, or other harmful components;
- The integration or interoperability with third-party services will function without limitations or disruptions.

Any content, automation, or configuration obtained or generated through the Services is done at your own discretion and risk, and you will be solely responsible for any damage to your systems, loss of data, or other consequences resulting from their use.

No oral or written advice, representation, or information provided by Traza AI or its representatives shall create any warranty not expressly stated in these Terms.

Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable legal rights. In such cases, the above exclusions shall apply to the maximum extent permitted by applicable law.

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11. Limitation of Liability

To the maximum extent permitted by applicable law, Traza AI and its affiliates, officers, directors, employees, contractors, agents, licensors, and service providers (collectively, the "Traza AI Parties") shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to loss of profits, business interruption, data loss, loss of goodwill, failed expectations, or other intangible losses, arising out of or relating to your access to, use of, or inability to use the Services—whether based in contract, tort (including negligence), strict liability, or otherwise—even if advised of the possibility of such damages.

In particular, Traza AI disclaims all liability and responsibility for any damages or losses arising from:

- Platform downtime, service unavailability, or interruptions in access;
- Unauthorized access to your account, data, or infrastructure;
- Loss, corruption, or exposure of project data, prompts, settings, or generated content;
- Security breaches resulting from third-party dependencies or integrations;
- Failures, bugs, or errors in AI-generated workflows, logic, or responses;
- AI workers or automations that do not meet your expectations, cause unintended actions, or misinterpret inputs;

- Compatibility or integration issues with other tools, APIs, or services;
- Inaccuracies, inefficiencies, or suboptimal results in generated automations or AI workers;
- Misalignment with internal policies, regulations, or compliance standards;
- Any reliance on output generated by the Services for business-critical decisions.

You acknowledge that Traza AI's AI-powered platform is intended to assist users in creating workflows and AI workers through automation and generative tools, and that such outputs may require review, customization, or testing before being used in production environments.

In no event shall the total aggregate liability of the Traza AI Parties exceed the amount paid by you for the Services in the twelve (12) months immediately preceding the claim. This limitation is cumulative and not per incident.

Some jurisdictions do not allow the exclusion or limitation of certain types of liability. If any limitation does not apply to you, the rest of this section shall remain enforceable to the fullest extent permitted by applicable law.

If you reside in California, you waive the application of California Civil Code §1542, which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release."

This allocation of risk is a fundamental element of the agreement between you and Traza AI, and reflects the pricing and the Services provided under these Terms.

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12. Indemnification

You agree to defend, indemnify, and hold harmless Traza AI, its affiliates, directors, officers, employees, contractors, licensors, and agents (collectively, the "Traza AI Parties") from and against any and all third-party claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

- Your access to or use of the Services, including any AI Solutions or AI workers developed or deployed via the platform;
- Your violation of these Terms or any applicable laws or regulations;
- Your infringement or misappropriation of any third party's rights, including intellectual property, privacy, or publicity rights;
- Your content, data, configurations, or business logic submitted to the Services, including content processed by AI workers;
- Any misuse of the Services by you or your Authorized Users, including any willful misconduct or use in violation of applicable restrictions.

Traza AI will promptly notify you of any such claim and provide reasonable cooperation, at your expense, in defending the claim. You may not settle any claim without Traza AI's prior written consent if the settlement (i) imposes any liability or obligation on Traza AI, (ii) does not include a full release of liability in favor of the Traza AI Parties, or (iii) includes any admission of fault or wrongdoing by Traza AI.

Notwithstanding the foregoing, Traza AI retains the right to participate in the defense of any claim, at its own expense, and to approve counsel selected by you, which approval shall not be unreasonably withheld.

12. Modifications to Terms

We may modify these Terms from time to time. If we make material changes, we will provide notice via email, within the Services, or through another reasonable method. The updated Terms will become effective on the date specified in the notice or posted on our site.

By continuing to access or use the Services after the effective date of the changes, you accept the modified Terms. If you do not agree to the new Terms, you must stop using the Services before they take effect.

You are responsible for reviewing any updates to these Terms.

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13. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, USA. Any disputes arising out of these Terms shall be resolved in the courts located in Delaware, unless otherwise agreed in writing.

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14. Contact Information

For questions or concerns regarding these Terms, contact:

Email: contact@traza.ai

Postal Address:
Echo AI Technologies, Inc.
2261 Market Street STE 86852
San Francisco, CA 94114
United States