Terms of Service

These Terms are a binding contract between you (or the entity you represent, the "Customer") and Haulia, Inc. ("Haulia"). If you are accepting on behalf of a company, you represent that you have authority to bind that company.

• "Service" means the Haulia platform, APIs, AI agents, mobile apps, and related documentation.
• "Customer Data" means any data or content you submit to or generate through the Service.
• "Authorized Users" means your employees or contractors you permit to use the Service under your account.
• "Fees" means the amounts payable for the Service as set out in your Order Form or online sign-up.

Haulia grants Customer a non-exclusive, non-transferable, limited right during the subscription term to access and use the Service for its internal business operations, subject to these Terms and any usage limits in the applicable plan.

We target 99.9% monthly uptime for the production Service, excluding scheduled maintenance and force majeure. Business and Enterprise plans may include a documented Service Level Agreement.

• Customer is responsible for maintaining the confidentiality of its credentials.
• Customer must ensure each Authorized User complies with these Terms and is responsible for their actions.
• Customer is responsible for securing the rights and consents necessary to allow Haulia to process Customer Data as contemplated by these Terms.

You will not, and will not permit any Authorized User or third party to:

• Reverse engineer, decompile, or copy the Service.
• Use the Service to build a competing product.
• Upload unlawful, infringing, or malicious content, or personal health information subject to HIPAA.
• Interfere with the integrity, performance, or security of the Service.
• Exceed rate limits or circumvent usage restrictions.
• Use the Service in violation of export controls or sanctions.

Customer will pay the Fees set out in the applicable Order Form or online plan. Subscriptions renew automatically for equal periods unless either party gives at least 30 days' notice of non-renewal. Fees are non-refundable except as expressly stated. Fees are exclusive of taxes; Customer is responsible for all applicable taxes other than taxes on Haulia's net income.

As between the parties, Customer owns all Customer Data. Customer grants Haulia a worldwide, non-exclusive license to host, process, transmit, and display Customer Data solely to provide and improve the Service for Customer. Our data handling obligations are set out in the Data Processing Addendum.

Haulia will not use Customer Data to train foundation models, sell it, or share it except as permitted in the Privacy Policy and DPA.

Haulia retains all right, title, and interest in the Service, including all software, models, agent graphs, and documentation. Customer may provide feedback; Haulia may use such feedback without obligation.

Each party will protect the other's Confidential Information using reasonable care and will only use it to perform under these Terms. Confidential Information does not include information that is public, independently developed, or rightfully obtained from a third party without restriction.

Haulia warrants that it will provide the Service in a professional manner and in material accordance with its documentation. EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

AI-generated outputs may contain errors. Customer is responsible for reviewing outputs before relying on them for operational decisions.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS OR REVENUES, EVEN IF ADVISED OF THE POSSIBILITY. EACH PARTY'S TOTAL AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Haulia will defend Customer against any third-party claim that the Service, when used as permitted under these Terms, infringes a US patent, copyright, or trade secret, and will pay amounts finally awarded. Customer will defend Haulia against any claim arising from Customer Data or Customer's use of the Service in violation of these Terms.

These Terms start on your first use of the Service and continue until all subscriptions have expired or been terminated. Either party may terminate for uncured material breach with 30 days' written notice. Upon termination, Customer's right to access the Service ends, and Haulia will make Customer Data available for export for 30 days before deletion.

These Terms are governed by the laws of the State of Delaware, without regard to conflict of laws rules. The parties consent to the exclusive jurisdiction of the state and federal courts located in Wilmington, Delaware.

We may update these Terms from time to time. Material changes will be posted here and, if you have an account, communicated to you at least 30 days before they take effect.

These Terms, together with any Order Form, DPA, and the Privacy Policy, are the entire agreement between the parties. If any provision is unenforceable, the rest will remain in effect. Neither party may assign these Terms without the other's consent, except in connection with a merger or sale of substantially all assets.

Haulia, Inc.
Attn: Legal
legal@haulia.ai