Platform Terms and Privacy

CelestiQ AI Agent Platform – Terms of Use

Effective Date: 03/25/2025

These Terms of Use ("Terms") govern your access to and use of the CelestiQ AI Agent platform (the "Platform"), which includes AI-powered services, APIs, software, and data processing tools (collectively, the "Services"). These Terms constitute a legally binding agreement between you ("User," "you") and CelestiQ ("we," "our," "us").

By accessing or using the Platform, you confirm that you have read, understood, and agreed to be bound by these Terms. If you do not agree with these Terms, you must not use the Platform.

1. Definitions

For the purposes of these Terms:

"AI Output" refers to any content, recommendations, insights, or results generated by the Platform.

"API" refers to any application programming interface provided by CelestiQ for interacting with the Platform.

"Confidential Information" includes all non-public technical, business, and operational information disclosed under these Terms.

"Customer Data" refers to any data, content, or information submitted to the Platform by you.

"Machine Learning Models" refers to proprietary models developed or licensed by CelestiQ that power the AI features of the Platform.

2. Eligibility and Access

2.1 You must be at least 18 years of age to access the Platform.

2.2 If you are using the Platform on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

2.3 You must ensure that your use of the Platform complies with all applicable laws and regulations in your jurisdiction.

2.4 We reserve the right to refuse access to the Platform at our sole discretion for any reason.

3. License and Access Rights

3.1 License Grant:

Subject to your compliance with these Terms, CelestiQ grants you a limited, non-exclusive, non-transferable, revocable license to:

• Access and use the Platform for internal business purposes only.
• Integrate the Platform with your systems through the provided API (where applicable).
• Generate and use AI Output solely for lawful and legitimate business operations.

3.2 Restrictions:

You may NOT:

• Modify, reverse-engineer, decompile, or disassemble any part of the Platform.
• Copy, sublicense, or resell access to the Platform.
• Use the Platform to train or develop competing machine learning models or AI services.
• Use automated systems (e.g., bots, scrapers) to extract data from the Platform without written permission.
• Remove or alter any proprietary notices or labels.

3.3 Service Limits:

CelestiQ may impose usage limits based on subscription tiers, technical capabilities, or security requirements. We reserve the right to throttle or restrict API calls or service access to maintain Platform stability and security.

4. AI-Generated Content and Use

4.1 Nature of AI Output:

AI Output is generated based on probabilistic models and training data. As a result:

• AI Output may be inaccurate, incomplete, or outdated.
• AI Output does not constitute professional advice or a guarantee of specific outcomes.
• CelestiQ does not assume liability for any decisions made based on AI Output.

4.2 Ownership of AI Output:

• AI Output generated by the Platform is owned by CelestiQ until delivered to you.
• Once delivered, you are granted a non-exclusive, perpetual license to use the AI Output for internal business purposes.
• AI Output may not be sold, redistributed, or used to train competing models without CelestiQ's written consent.

4.3 Feedback:

If you provide feedback on AI Output or Platform functionality, you grant CelestiQ a royalty-free, worldwide, transferable license to use, modify, and incorporate that feedback into future products and services.

5. Customer Data and Privacy

5.1 Data Ownership:

You retain ownership of all Customer Data you submit to the Platform.

5.2 License to Process Data:

By submitting Customer Data, you grant CelestiQ a limited, non-exclusive, worldwide license to process, analyze, and use the data solely to:

• Provide AI Output and recommendations.
• Improve model accuracy and Platform performance.
• Comply with legal and regulatory requirements.

5.3 Confidentiality:

CelestiQ will treat Customer Data as confidential and will not disclose it to third parties except:

• When required by law or court order.
• To authorized service providers bound by confidentiality agreements.

5.4 Anonymization and Aggregation:

CelestiQ may anonymize and aggregate Customer Data to improve Platform performance, but such data will no longer be considered Customer Data under these Terms.

5.5 Data Security:

CelestiQ follows industry-standard security measures to protect Customer Data, including encryption in transit and at rest, firewalls, and access controls.

6. Fees and Payment

6.1 Subscription Plans:

Use of the Platform is subject to a subscription plan, the terms of which are provided at the time of registration.

6.2 Payment:

• Fees are due on a recurring basis, as specified in the subscription plan.
• Failure to pay will result in suspension or termination of access.
• All fees are non-refundable unless otherwise stated.

6.3 Taxes:

You are responsible for all applicable taxes, including VAT and sales tax.

7. Technical and Operational Responsibilities

7.1 Availability:

CelestiQ aims for 99.9% uptime. However, scheduled maintenance, emergency repairs, and unforeseen issues may result in temporary service interruptions.

7.2 Performance Limitations:

AI Output may be limited by factors such as:

• Model size and architecture.
• Training data quality and availability.
• Computing resource availability.

7.3 API Usage:

CelestiQ reserves the right to limit API calls or adjust usage quotas to prevent system overload or abuse.

8. Termination

8.1 Termination by You:

You may terminate your subscription at any time through the Platform dashboard.

8.2 Termination by CelestiQ:

We may terminate or suspend access immediately if you:

• Violate these Terms.
• Misuse the Platform or engage in abusive behavior.
• Fail to pay subscription fees.

8.3 Data Retention After Termination:

• Customer Data may be retained for up to 30 days post-termination unless legally required to delete it earlier.
• AI Output generated before termination remains accessible unless revoked by CelestiQ.

9. Disclaimers and Limitations of Liability

9.1 No Warranty:

The Platform is provided "as is" without any warranty, express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement.

9.2 Limitation of Liability:

CelestiQ's total liability under these Terms will not exceed the total fees paid by you to CelestiQ in the 12 months preceding the claim.

9.3 Excluded Damages:

CelestiQ is not liable for indirect, incidental, consequential, or punitive damages, including but not limited to lost profits, lost data, or business interruptions.

10. Indemnification

You agree to indemnify and hold harmless CelestiQ, its affiliates, and their officers, directors, and employees from any claim, demand, or damages arising from:

• Your use of the Platform.
• Your violation of these Terms.
• Claims from third parties related to AI Output or data use.

11. Governing Law and Dispute Resolution

11.1 These Terms are governed by the laws of the State of Wisconsin.

11.2 Any disputes arising under these Terms shall be resolved through binding arbitration in Wisconsin, unless otherwise agreed in writing.

12. Changes to Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated via the Platform or email. Continued use after such changes constitutes acceptance of the revised Terms.

13. Contact Us

If you have any questions about these Terms, you can contact us at:

CelestiQ

1350 N 60th Street, Milwaukee, WI 53208

Support@CelestiQ.ai

Acceptance of Terms

By accessing or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use.