# Terms of Service — Praxia

> **⚠️ TEMPLATE NOTICE**: This document is a starting template. It has
> **not been reviewed by counsel**. Before relying on it for any
> commercial agreement, have a qualified lawyer review and adapt it for
> your jurisdiction.

**Effective date**: TO BE FINALIZED
**Provider**: GenArch (the "Provider")
**Contact**: hello@praxia.tools

---

## 1. Acceptance

By accessing or using the Praxia website (`praxia.tools`,
`praxia.tools`, `praxia-dev.github.io/praxia`), the Praxia portal, or
any hosted service operated by the Provider (collectively, the
"Service"), you agree to be bound by these Terms of Service ("Terms").

If you do not agree, do not use the Service.

The open-source Praxia software itself, when downloaded and run on your
own infrastructure, is governed by the
[Apache License 2.0](../../LICENSE) — these Terms apply only to the
Provider-operated Service.

## 2. Eligibility

You must be at least 18 years old (or the legal age of majority in your
jurisdiction) to use the Service. If you are using the Service on behalf
of an organization, you represent that you have authority to bind that
organization to these Terms.

## 3. Account creation

You may need to create an account to use certain features. You agree to:

- Provide accurate and current information
- Keep your credentials secure
- Notify us immediately of any unauthorized use
- Be responsible for all activity under your account

## 4. Acceptable use

Your use of the Service is also subject to our
[Acceptable Use Policy](ACCEPTABLE_USE.md). In particular, you agree
not to:

- Use the Service for unlawful, harmful, fraudulent, infringing, or
  offensive activities
- Attempt to disrupt, reverse-engineer, or compromise the Service
- Use the Service to generate or distribute malware, spam, or content
  that violates third-party rights
- Submit content that contains personal data of third parties without
  appropriate authority
- Use the Service to make professional decisions (legal, medical,
  financial, etc.) without independent qualified review

## 5. Service plans and fees

The Service may be offered in different plans:

- **Open Source**: free of charge under the Apache License 2.0
- **Hosted Team / Enterprise**: paid, with terms negotiated separately
  per customer

For paid plans, fees, billing cycle, payment methods, refund policy, and
service-level commitments are set out in a separate **Service
Agreement** signed at contract execution.

## 6. Intellectual property

- The Praxia software is licensed under Apache 2.0; see
  [LICENSE](../../LICENSE).
- Trademarks and trade names referenced in the Service are property of
  their respective owners; see [NOTICE.md § Trademark notice](../../NOTICE.md#trademark-notice).
- You retain all rights to content you submit. You grant the Provider a
  limited license to process that content solely for the purpose of
  operating the Service for you.

## 7. Privacy

Use of the Service is also governed by our
[Privacy Policy](PRIVACY.md), which describes what information we
collect and how we handle it.

## 8. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

The Service uses third-party large language models (LLMs) to generate
output. **LLM output may be inaccurate, incomplete, biased, or otherwise
unsuitable for any particular use.** You are solely responsible for
reviewing and validating any output before relying on it for business,
legal, financial, medical, or other consequential decisions.

The bundled business-domain skills include built-in guardrails noting
that final professional advice (investment, legal, patent, etc.)
requires a qualified human professional. **Do not bypass these
guardrails.**

## 9. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE PROVIDER BE
LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR
PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUES, OR DATA, ARISING OUT OF
OR RELATED TO YOUR USE OF THE SERVICE, EVEN IF ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.

OUR AGGREGATE LIABILITY UNDER THESE TERMS IS LIMITED TO THE AMOUNTS YOU
PAID TO THE PROVIDER IN THE TWELVE MONTHS PRECEDING THE CLAIM (OR
US$100, WHICHEVER IS GREATER, FOR FREE-TIER USE).

Some jurisdictions do not allow these limitations; in those, our
liability is limited to the maximum extent permitted by law.

## 10. Indemnification

You agree to indemnify and hold the Provider harmless from any claim or
demand arising from your breach of these Terms or your misuse of the
Service.

## 11. Termination

We may suspend or terminate your access to the Service at any time, with
or without notice, if we reasonably believe you have violated these
Terms or applicable law. You may stop using the Service at any time.

Upon termination, your right to access the hosted Service ceases. You
may continue to use the open-source Praxia software under Apache 2.0.

## 12. Modifications to the Service or Terms

We may modify the Service or these Terms at any time. Material changes
will be communicated to active users at least 30 days before taking
effect. Continued use after the effective date constitutes acceptance.

## 13. Governing law and disputes

These Terms are governed by the laws of Japan. Any dispute arising
under these Terms will be resolved in the Tokyo District Court as the
court of first instance.

For commercial customers, separate Service Agreements may specify
different governing law and dispute resolution provisions.

## 14. Miscellaneous

- **Entire agreement**: These Terms (together with the documents they
  reference) constitute the entire agreement between you and the
  Provider regarding the Service.
- **Severability**: If any provision is held unenforceable, the rest
  remains in effect.
- **No waiver**: Failure to enforce a provision is not a waiver.
- **Assignment**: You may not assign these Terms without our consent;
  we may assign them in connection with a merger, acquisition, or sale.
- **Notices**: We may give notice via email or by posting on the
  Service.

## 15. Contact

Questions about these Terms: `hello@praxia.tools`
Security or trademark concerns: `security@praxia.tools`

---

## Changelog

- 2026-05-05: Initial template drafted (not yet reviewed by counsel)
