Terms of Service.

These Terms of Service ("Terms") are a legally binding agreement between Digraph LLC and the person or organization accessing or using the Services ("Customer," "you," or "your"). "Services" means Digraph’s websites, hosted software, dashboards, APIs, documentation, reports, support, and related offerings.

By creating an account, clicking to accept, signing an order form that references these Terms, or accessing the Services, you agree to these Terms. If you use the Services for an organization, you represent that you have authority to bind that organization. If you do not agree, do not access or use the Services.

These Terms, any applicable order form, and documents expressly incorporated by reference form the "Agreement." An order form controls over these Terms only for a direct conflict. A data processing addendum controls for conflicts about its subject matter.

You must be at least 18 years old and legally capable of entering a contract. You must provide accurate, current account information and keep it updated. Accounts may not be shared except through features expressly designed for authorized workspace members.

You are responsible for your users, credentials, devices, permissions, and all activity under your workspace. Keep credentials confidential, use reasonable access controls, and promptly notify info@digraph.dev of suspected unauthorized access. You may not transfer an account or permit access by a person whose access Digraph has suspended or terminated.

Subject to the Agreement and payment of applicable fees, Digraph grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the subscription term to access and use the Services for Customer’s internal business purposes. Usage limits, monitored brands, seats, prompts, markets, integrations, support levels, and other entitlements are defined by the selected plan or order form.

Customer may allow its employees, contractors, and agents to use the Services as authorized users, but remains responsible for their compliance. Affiliates may use the Services only if included in the applicable order or separately subscribed. Rights not expressly granted are reserved by Digraph and its licensors.

"Customer Data" means prompts, brand configurations, source lists, instructions, content, files, and other data submitted to the Services by or for Customer, together with results generated specifically for Customer from those inputs. As between the parties, Customer retains its rights in Customer Data.

Customer grants Digraph and its subprocessors a worldwide, non-exclusive right to host, copy, transmit, process, display, and otherwise use Customer Data only as needed to provide, secure, support, and improve the Services; comply with law; and enforce the Agreement. Customer instructs Digraph to process Customer Data for these purposes.

Customer is responsible for the legality, accuracy, quality, and provenance of Customer Data and for obtaining all permissions needed to submit and process it. Do not submit special-category, regulated, or highly sensitive personal information unless an applicable written agreement expressly supports that processing.

Our Privacy Policy explains how Digraph handles personal information. Where Digraph processes personal information on Customer’s behalf, an applicable data processing addendum may govern that processing.

Digraph uses reasonable administrative, technical, and organizational safeguards designed to protect Customer Data. No online service is completely secure, and Digraph does not guarantee that unauthorized access or loss can never occur. Customer is responsible for configuring workspace roles, exports, integrations, and sharing appropriately.

You must not, and must not help another person to:

• use the Services unlawfully, fraudulently, deceptively, or in violation of another person’s rights;
• upload malware or harmful code, interfere with service integrity, bypass access controls or usage limits, or conduct unauthorized vulnerability testing;
• reverse engineer, decompile, disassemble, copy, frame, mirror, or create derivative works from the Services except where applicable law prohibits this restriction;
• scrape or access the Services through unauthorized automated means, or use output to build or benchmark a competing product without Digraph’s written permission;
• resell, sublicense, time-share, or provide the Services to third parties except as expressly permitted in an order form;
• submit content you lack the right to process, impersonate another person, or monitor a person in a way that violates privacy or other laws;
• generate or distribute spam, harassment, unlawful discrimination, defamatory material, or content that facilitates harm; or
• use the Services as the sole basis for decisions producing legal or similarly significant effects on an individual.

Digraph may investigate suspected misuse and cooperate with lawful requests from public authorities.

The Services observe, retrieve, organize, analyze, or summarize information from AI systems, search engines, public websites, customer-selected sources, and other third parties. Results may be incomplete, inaccurate, outdated, offensive, non-unique, or inconsistent between runs. Citations do not establish that a statement is true.

Customer must independently review outputs before publishing them or using them for business, legal, financial, employment, safety, or other important decisions. Digraph does not guarantee rankings, mentions, citations, traffic, revenue, or any particular response from a third-party AI or search service.

Third-party providers may change models, interfaces, access, limits, or terms without notice. Digraph may adapt, replace, suspend, or discontinue an affected feature as reasonably necessary.

Digraph and its licensors own the Services and all related software, workflows, models, methods, interfaces, documentation, templates, and improvements, excluding Customer Data. Digraph may create and use aggregated or de-identified service data that does not identify Customer or any individual to operate, secure, analyze, and improve the Services.

If you provide ideas, suggestions, or feedback, you grant Digraph a perpetual, irrevocable, worldwide, royalty-free right to use it without restriction or obligation. This does not grant Digraph ownership of Customer Data.

Fees, currency, billing frequency, and payment terms appear at checkout or in an order form. Unless an order states otherwise, subscriptions renew automatically for successive periods equal to the expiring subscription period until canceled, and fees are charged in advance. You authorize Digraph and its payment processor to charge the payment method on file.

You may cancel through available billing settings or by contacting Digraph. Cancellation takes effect at the end of the current paid period unless stated otherwise. Except where required by law or expressly agreed in writing, fees are non-cancelable and non-refundable, and unused entitlements do not roll over.

Fees exclude sales, use, value-added, withholding, and similar taxes. Customer is responsible for taxes associated with its purchases, excluding taxes on Digraph’s net income. Overdue undisputed amounts may accrue interest at the lower of 1.5% per month or the maximum lawful rate, plus reasonable collection costs.

Free, trial, preview, early-access, or beta Services are provided for evaluation, may be subject to additional limits, and may be changed or withdrawn at any time. To the maximum extent permitted by law, they are provided "as is" without service commitments, support obligations, warranties, indemnities, or liability. Do not use them for production-critical purposes.

Digraph may update the Services to improve functionality, security, legal compliance, or interoperability. We may also impose reasonable limits or discontinue features. For a material reduction to paid core functionality, Digraph will provide reasonable notice when practicable and any remedy required by the applicable order or law.

Scheduled maintenance, emergencies, Internet conditions, third-party outages, and events outside Digraph’s reasonable control may interrupt availability. Any service-level commitment applies only if stated in a signed order or service-level agreement.

"Confidential Information" means non-public information disclosed by one party ("Discloser") to the other ("Recipient") that is marked confidential or should reasonably be understood as confidential. Customer Data is Customer’s Confidential Information; non-public Services, pricing, security materials, and product plans are Digraph’s Confidential Information.

Recipient will use Confidential Information only to perform or exercise rights under the Agreement, protect it using at least reasonable care, and disclose it only to personnel and advisers who need to know it and are bound by confidentiality duties. These duties do not cover information that Recipient can document was lawfully known without restriction, becomes public without breach, is received lawfully from a third party, or is independently developed without use of the information.

Recipient may disclose information when legally required after giving advance notice where permitted and reasonable assistance at Discloser’s expense. Recipient remains responsible for its permitted recipients.

Digraph may suspend access to all or part of the Services when reasonably necessary to prevent material harm or security risk, address unlawful or prohibited use, respond to a legal requirement, or resolve overdue undisputed fees. When practicable, Digraph will give notice and an opportunity to cure and will limit the suspension to the affected scope. Fees continue during a suspension caused by Customer’s breach.

The Agreement starts when you first accept it and continues until all subscriptions and authorized access end. Either party may terminate for a material breach not cured within 30 days after written notice; an incurable breach may be terminated immediately. Digraph may terminate immediately for unlawful use, material security risk, insolvency, or repeated violation of these Terms.

On termination, Customer’s right to use the Services ends and all unpaid fees become due. Customer should export available data before access ends. Digraph may delete Customer Data after termination in accordance with its standard retention schedule, subject to legal obligations and any agreed data processing terms.

Provisions that by their nature should survive will survive, including payment obligations, confidentiality, ownership, disclaimers, indemnities, liability limits, dispute terms, and general provisions.

Each party represents that it has authority to enter the Agreement. Digraph warrants that paid Services will perform materially in accordance with applicable documentation under normal authorized use. Customer’s exclusive remedy for breach of this warranty is for Digraph to use commercially reasonable efforts to correct the nonconformity; if Digraph cannot do so, Customer may terminate the affected Service and receive a prorated refund of prepaid unused fees for that Service.

EXCEPT FOR THE EXPRESS WARRANTY ABOVE AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." DIGRAPH AND ITS LICENSORS DISCLAIM ALL IMPLIED OR STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. DIGRAPH DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION OR THAT OUTPUTS WILL BE COMPLETE, ACCURATE, OR SUITABLE FOR CUSTOMER’S PURPOSES.

Customer will defend, indemnify, and hold harmless Digraph, its affiliates, and their personnel from third-party claims, damages, losses, and reasonable costs (including attorneys’ fees) arising from Customer Data, Customer’s unlawful or prohibited use, or Customer’s material breach of the Agreement.

Digraph will defend Customer from a third-party claim that Customer’s authorized use of the paid Services infringes a United States patent, copyright, or trademark, and will indemnify Customer against damages and costs finally awarded or agreed in settlement. Digraph has no obligation for claims arising from Customer Data, unauthorized modifications or combinations, continued use after notice, free or beta features, or compliance with Customer instructions.

If an infringement claim appears likely, Digraph may modify or replace the affected Service, obtain continued-use rights, or terminate it and refund prepaid unused fees. The indemnified party must promptly notify the indemnifying party, provide reasonable cooperation, and allow control of the defense and settlement, provided no settlement admits fault or imposes non-monetary obligations without consent.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR LOST PROFITS, REVENUE, GOODWILL, OR DATA; BUSINESS INTERRUPTION; OR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THEIR POSSIBILITY.

EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE AGREEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO DIGRAPH FOR THE AFFECTED SERVICES DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. FOR FREE SERVICES, DIGRAPH’S TOTAL AGGREGATE LIABILITY WILL NOT EXCEED US$100.

The exclusions and cap do not apply to Customer’s payment obligations, either party’s fraud or willful misconduct, Customer’s breach of acceptable-use restrictions, or liabilities that applicable law does not permit to be excluded or limited. The Agreement allocates risk between the parties, and the pricing reflects that allocation.

The Agreement is governed by the laws of the State of Florida, without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Before filing a claim, the parties will attempt in good faith for at least 30 days to resolve the dispute after written notice describing the issue and requested relief. Any court proceeding must be brought exclusively in the state courts located in Miami-Dade County, Florida, or the United States District Court for the Southern District of Florida, and each party consents to personal jurisdiction and venue there. Either party may seek immediate injunctive or equitable relief to protect security, Confidential Information, or intellectual-property rights.

Nothing in this section limits non-waivable rights or remedies available under applicable law.

Digraph may update these Terms to reflect changes to the Services, law, security practices, or business operations. The revised Terms will state their effective date. For material changes affecting an active paid subscription, Digraph will provide reasonable advance notice by email or through the Services when required by law.

Updated Terms apply when they become effective. If you object to a material update, you must stop using the Services and may cancel the affected subscription before the update takes effect. Changes do not retroactively reduce rights or increase liability for events that occurred before their effective date.

Neither party may assign the Agreement without the other’s prior written consent, except to an affiliate or in connection with a merger, reorganization, sale of substantially all assets, or change of control, provided the assignee is not a direct competitor of the other party and can perform the obligations. Any prohibited assignment is void.

Digraph may use subcontractors and remains responsible for its obligations. The parties are independent contractors; the Agreement does not create a partnership, franchise, fiduciary, employment, or agency relationship. No third party is a beneficiary. Failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be limited to the minimum extent necessary and the remainder will continue in effect.

Neither party is liable for delay or failure caused by events beyond its reasonable control, except for payment obligations. Headings are for convenience. "Including" means "including without limitation." The Agreement is the entire agreement about its subject and supersedes prior proposals and understandings. Purchase-order terms do not modify it unless expressly accepted in a writing signed by Digraph.

Questions about these Terms may be sent to info@digraph.dev. Formal legal notices to Digraph must be sent by email to that address and by tracked mail or recognized courier to:

Digraph may send notices to the email associated with your account, through the Services, or to the address in an order form. Notices must identify the sender, relevant account or agreement, and the subject of the notice.