Terms of Service

1. Acceptance of Terms

Welcome to Duffle. By accessing or using our website, services, or applications (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use our Services.

These Terms constitute a legally binding agreement between you and Duffle Inc. ("Duffle," "we," "us," or "our").

2. Description of Services

Duffle provides an AI-powered operating system for talent management agencies. Our Services include:

• Contract management and analysis
• Revenue tracking and reporting
• Client relationship management
• AI-powered insights and recommendations

3. Account Registration

To access certain features of our Services, you may be required to create an account. When you create an account, you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Be responsible for all activities under your account
• Notify us immediately of any unauthorized use

4. Acceptable Use

You agree to use our Services only for lawful purposes and in accordance with these Terms. You agree not to:

• Violate any applicable laws or regulations
• Infringe upon the rights of others
• Upload or transmit malicious code or content
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt the Services
• Use the Services to send spam or unsolicited communications
• Reverse engineer, decompile, or disassemble our software
• Use automated systems to access the Services without permission

5. Your Content

You retain ownership of any content you upload, submit, or display through our Services ("Your Content"). By uploading Your Content, you grant us a limited license to use, store, and process Your Content solely to provide and improve the Services.

You represent and warrant that:

• You own or have the necessary rights to Your Content
• Your Content does not violate any third-party rights
• Your Content complies with all applicable laws

6. Intellectual Property

The Services and all content, features, and functionality (including but not limited to software, text, graphics, logos, and design) are owned by Duffle and are protected by copyright, trademark, and other intellectual property laws.

You may not copy, modify, distribute, sell, or lease any part of our Services without our prior written consent.

7. Privacy

Your use of our Services is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy to understand how we collect, use, and protect your information.

8. Fees and Payment

Certain features of our Services may require payment. If you choose to use paid features, you agree to:

• Pay all fees in accordance with the pricing and payment terms
• Provide accurate billing information
• Authorize us to charge your payment method

All fees are non-refundable except as expressly stated otherwise.

9. Confidentiality

We understand that you may upload sensitive business information to our Services. We treat all Your Content as confidential and will not disclose it to third parties except as necessary to provide the Services or as required by law. Our confidentiality obligations are further detailed in our Privacy Policy and any applicable data processing agreements.

10. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE
• WARRANTIES OF NON-INFRINGEMENT
• WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DUFFLE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or data
• Business interruption
• Cost of substitute services

Our total liability for any claims arising from these Terms or your use of the Services shall not exceed the amount you paid us in the twelve (12) months preceding the claim.

12. Indemnification

You agree to indemnify, defend, and hold harmless Duffle and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including attorneys' fees) arising from your use of the Services, your violation of these Terms, or your violation of any rights of a third party.

13. Termination

We may suspend or terminate your access to the Services at any time, with or without cause, and with or without notice. Upon termination:

• Your right to use the Services will immediately cease
• You may request export of Your Content within 30 days
• We may delete Your Content after a reasonable period

14. Governing Law

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 provisions. Any disputes arising from these Terms shall be resolved exclusively in the state or federal courts located in Delaware.

15. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our website and updating the "Last updated" date. Your continued use of the Services after such changes constitutes your acceptance of the new Terms.

16. Miscellaneous

• Entire Agreement: These Terms constitute the entire agreement between you and Duffle regarding the Services.
• Severability: If any provision is found unenforceable, the remaining provisions will continue in effect.
• Waiver: Our failure to enforce any right or provision does not constitute a waiver.
• Assignment: You may not assign your rights under these Terms without our consent.

17. Contact Us

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

Duffle Inc.
Email: support@myduffle.io.