Terms of Service

1. Acceptance of Terms

By accessing or using the Prufer platform, you agree to be bound by these Terms and our Privacy Policy, Acceptable Use Policy, and Service Level Agreement, each of which is incorporated by reference. If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not agree, do not use the Service.

2. Service Description

Prufer provides an AI governance operations platform for monitoring, evaluating, and enforcing policies on autonomous AI agents. The Service includes:

• Fleet management and agent registration
• Policy template library and custom rule configuration
• Deterministic, rule-based enforcement engine
• Governance review and escalation workflows
• Audit logging and compliance reporting
• AI agent certification
• API and SDK access for programmatic integration

4. Accounts & Billing

You are responsible for maintaining the security of your account credentials and API keys. You must promptly notify Prufer of any unauthorized access to your account.

Free Plan: Available at no cost with limited features and quotas. Prufer may modify Free plan limits at any time without notice.

Pro Plan: Billed monthly or annually via Stripe. Includes a 14-day free trial. You may cancel at any time; cancellation takes effect at the end of the current billing period. No refunds for partial billing periods. Subscriptions auto-renew unless cancelled before the renewal date.

Enterprise Plan: Custom pricing under a separate Master Service Agreement (MSA). Contact [email protected] for details.

Late Payment: If payment is not received within 15 days of the due date, Prufer reserves the right to suspend access to the Service until payment is received.

5. Acceptable Use

Your use of the Service is subject to our Acceptable Use Policy. In summary, you agree not to:

• Use the Service to facilitate or conceal harmful, illegal, or deceptive AI agent behavior.
• Attempt to circumvent plan limits, rate limits, or security controls.
• Reverse-engineer, decompile, or extract proprietary algorithms from the Service.
• Share API keys or credentials with unauthorized parties.
• Use the Service in a manner that degrades performance for other users.
• Submit false or misleading information for AI agent certification.
• Use governance reports or certifications in a misleading manner.
• Use the Service in any way that violates applicable laws or regulations.

6. Data & Privacy

Prufer processes governance data (agent actions, policy evaluations, escalation context, audit logs) to provide the Service. Your data is not used to train machine learning models without explicit, written consent. See our Privacy Policy for full details on data collection, storage, and retention.

If you process personal data of EU/EEA residents through the Service, you may require a Data Processing Agreement (DPA). Enterprise plan customers receive a DPA as part of their Master Service Agreement.

7. Intellectual Property

Prufer IP: Prufer and its licensors retain all intellectual property rights in the Service, including the platform, enforcement engine, algorithms, governance models, pre-built policy templates, documentation, and branding. Nothing in these Terms transfers ownership of Prufer IP to you.

Your Data:You retain all rights in your governance data, custom rules, custom policies, configuration, and audit logs ("Client Data"). You grant Prufer a limited, non-exclusive license to process Client Data solely to provide the Service.

Aggregated Data: Prufer may use aggregated, anonymized, de-identified data derived from your usage of the Service for purposes of improving the Service, benchmarking, and research. Such data will not identify you or your organization.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PRUFER SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS, REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY.

PRUFER'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO PRUFER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED US DOLLARS ($100).

10. Indemnification

Your Indemnification:You agree to indemnify, defend, and hold harmless Prufer and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising from or related to:

• Your use of the Service or violation of these Terms.
• The behavior of AI agents deployed or governed using your account.
• Your custom rules, policies, and enforcement configurations.
• Your violation of any applicable law, regulation, or third-party right.
• Any claim that your Client Data infringes or misappropriates any third-party right.

Prufer's Indemnification: Prufer will indemnify you against third-party claims alleging that the Service itself (excluding Client Data, custom rules, and third-party integrations) infringes a valid US patent or copyright, provided you promptly notify Prufer and grant Prufer sole control of the defense.

11. Confidentiality

Each party agrees to hold the other party's Confidential Information in strict confidence and not to disclose it to third parties except as necessary to perform obligations under these Terms. "Confidential Information" includes Client Data, pricing details, API keys, technical specifications, and business strategies.

Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party without restriction; (c) is independently developed; or (d) is required to be disclosed by law or court order, provided the disclosing party is given reasonable notice.

12. Service Level Agreement

Prufer targets 99.9% uptime for the enforcement engine and API (excluding scheduled maintenance windows). Full details, including support response times, escalation procedures, and service credit mechanisms, are described in our Service Level Agreement.

SLA terms vary by plan. Free plans receive no uptime guarantee or SLA credits. Enterprise plans may negotiate custom SLA terms as part of their Master Service Agreement.

13. Termination

Either party may terminate this agreement at any time. Prufer may suspend or terminate your account for violation of these Terms, non-payment, or suspected fraudulent or abusive activity.

Upon termination:Your access to the Service will cease immediately. Client Data will be retained according to your plan's audit retention policy (Free: 7 days, Pro: 30 days, Enterprise: per MSA), after which it may be permanently deleted.

Data export: You may request an export of your Client Data within 30 days of termination by contacting [email protected].

14. Modifications to Terms

Prufer reserves the right to modify these Terms at any time. For material changes, we will provide at least 30 days' prior notice via email to the account owner and/or a prominent notice within the Service.

Continued use of the Service after the effective date of revised Terms constitutes acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Service and may terminate your account.

15. Dispute Resolution & Arbitration

Informal Resolution: Before filing any formal proceeding, you agree to attempt to resolve disputes informally by contacting [email protected]. We will attempt to resolve the dispute within 30 days.

Binding Arbitration: If informal resolution fails, any dispute arising from these Terms shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration will be conducted in English in Frisco, Texas, or remotely at the election of either party.

Class Action Waiver: You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. If this waiver is found unenforceable, the entirety of this arbitration provision shall be null and void.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law provisions. Any legal action not subject to arbitration shall be brought in the state or federal courts located in Collin County, Texas.

17. API & SDK Terms

If you use the Prufer API or SDK, the following additional terms apply:

• Rate Limits: API usage is subject to rate limits based on your plan tier. Exceeding rate limits may result in throttled or rejected requests.
• API Key Security: You are responsible for securing your API keys. Compromised keys should be rotated immediately. Prufer is not liable for unauthorized access resulting from compromised credentials.
• Data in Transit: All data transmitted via the API is subject to these Terms and our Privacy Policy. You must ensure that data sent to the API complies with applicable data protection laws.
• No Scraping: Automated extraction, scraping, or redistribution of Service data via the API is prohibited unless explicitly authorized in writing.
• Breaking Changes:Prufer will provide at least 30 days' notice before making breaking changes to the API. We may deprecate API versions with 90 days' notice.