Terms of Use
This User Agreement (the “Agreement”) is a
legally binding public offer by ApiWay, Inc., a Delaware corporation (“ApiWay”, “we”, “us”), to
grant a non‑exclusive license to use the ApiWay software and services (the “Software” or the
“Service”). By registering an account, checking the acceptance box, or using the Service, you
(“User”, “you”) agree to this Agreement and to the Privacy Policy.
1. Terms and Definitions
1.1. Account — the User’s account identified by registration data. Account Data includes, for example, name, email, billing details, and settings.
1.2. Account Registration — actions signaling intent to conclude this Agreement (e.g., clicking “Register”, SSO, OAuth).
1.3. Website (Site) — the web resources through which the Service is provided.
1.4. License — a non‑exclusive right to use the Software as provided herein.
1.5. Personal Account — the User’s authenticated workspace identified by email.
1.6. Control Panel — the user interface that enables configuration of the Service.
1.7. Extensions — add‑on features offered at ApiWay’s discretion.
1.8. Server — the cloud and hardware infrastructure used to operate the Service.
1.9. Email — for ApiWay: info@apiway.ai; for the User: the address provided during registration.
1.10. Integration Content — data that the User transmits through the Service between third‑party systems (e.g., CRM, messengers, storage). Unless otherwise stated, Integration Content is processed in a transit/ephemeral manner and is not persistently stored by ApiWay beyond what is necessary to complete transmission, ensure delivery, provide minimal logs, secure the Service, or comply with law.
1.11. AI Inputs / AI Output — prompts, images, or other content you submit to AI features and the resulting generated content returned by those features.
1.12. Third-Party Providers — vendors, subprocessors, and service providers whose services the Service relies on or may rely on from time to time (including cloud, hosting, storage, security, moderation, analytics, payment, messaging, and artificial intelligence providers). References in this Agreement to any specific provider (including Google or Gemini) are illustrative only and do not limit ApiWay’s right to use equivalent, replacement, additional, or successor providers at its discretion.
2. Subject of the Agreement
2.1. ApiWay grants the User a non‑exclusive, non‑transferable, revocable license to use the Software during the subscription term, within the functionality available to the User’s plan.
2.2. All intellectual property rights in the Software and Extensions are owned by ApiWay or its licensors. No rights are granted except as expressly stated.
2.3. This Agreement applies to all updates, upgrades, beta features, and Extensions delivered as part of the Service.
3. Scope of License and Acceptable Use
3.1. The User may configure the Software via the Control Panel within available limits.
3.2. The User must not: (a) access or attempt to access source code; (b) reverse engineer, decompile, disassemble, scrape, or circumvent technical limits, usage restrictions, billing controls, security mechanisms, or protective measures of the Service; (c) use the Service for unlawful, infringing, deceptive, fraudulent, abusive, defamatory, harassing, or privacy-violating activities, including spam, malware, impersonation, or unauthorized surveillance; (d) copy, publish, sublicense, resell, lease, rent, distribute, or commercially exploit the Service except as expressly permitted by ApiWay; (e) interfere with, disrupt, degrade, probe, scan, or test the vulnerability, availability, performance, or security of the Service or any connected systems except as expressly authorized by ApiWay in writing; (f) submit, upload, reference, process, transmit, transform, or use content that violates any third-party rights or any applicable law, including copyrights, trademarks, trade dress, patents, design rights, database rights, publicity rights, privacy rights, confidentiality obligations, or contractual restrictions; (g) submit personal data without a lawful basis or include special-category/sensitive data unless strictly necessary and lawfully permitted; (h) upload, submit, reference, edit, transform, or generate from any third-party protected content unless you have obtained all rights, licenses, permissions, and consents necessary for such use; (i) use AI features for deception, impersonation, passing off, unlawful deepfakes, biometric identification, unlawful profiling, or for medical, financial, legal, or other regulated advice without appropriate professional oversight; or (j) use the Service in any manner that could expose ApiWay, its providers, or other users to legal, regulatory, operational, or reputational risk.
3.3. The results of the User’s use of the Software (including content the User inputs and outputs generated through AI features) belong to the User, subject to third‑party rights and this Agreement.
4. Rights and Obligations
4.1. ApiWay may improve, modify, or discontinue features; introduce or adjust service limits; and perform maintenance. Material changes to paid functionality will be notified to the account email with 30 days’ notice where practicable.
4.2. ApiWay will provide access to the Service and reasonable support subject to the User’s compliance with this Agreement.
4.3. ApiWay may suspend or terminate access if the User breaches this Agreement, to prevent harm, or as required by law or third‑party providers.
4.4. The User is responsible for: (a) maintaining the confidentiality of access credentials; (b) providing and maintaining necessary connectivity and equipment; (c) configuring integrations and verifying results; (d) ensuring that User content and use of the Service comply with law and third‑party terms.
5. Transfer of Rights; Term; Termination
5.1. License rights are provisioned upon account activation. No physical delivery occurs.
5.2. The Agreement remains in force while the User uses the Service. ApiWay may terminate or suspend access for breach or as otherwise permitted herein. The User may terminate by closing the account in accordance with the Service process.
5.3. Following termination or sustained account blocking, ApiWay may delete the Account and associated data after a retention period consistent with the Privacy Policy.
6. Integrations; Data Transit; Third‑Party Providers
6.1. Transit/ephemeral processing. For integrations, ApiWay’s role is to receive and transmit Integration Content between third‑party systems designated by the User. ApiWay does not use Integration Content for its own purposes and does not retain Integration Content longer than necessary to complete transmission, ensure delivery, provide minimal diagnostics, secure the Service, or comply with law.
6.2. Third-party dependencies. The Service depends on Third-Party Providers, which may include cloud infrastructure, hosting, storage, content delivery, payment processors, messaging gateways, moderation systems, analytics tools, and artificial intelligence providers. The User authorizes ApiWay to transmit Integration Content, AI Inputs, technical metadata, and related service data to such Third-Party Providers solely to deliver, secure, maintain, support, improve reliability of, and administer the Service. ApiWay does not control and is not responsible for the availability, performance, acts, omissions, policies, outputs, moderation decisions, restrictions, enforcement actions, or service terms of any Third-Party Provider. Third-Party Providers may be added, removed, combined, substituted, or changed by ApiWay at any time in its discretion.
6.3. The User is responsible for complying with third‑party terms (e.g., Google, Meta, CRM vendors) where integrations are used and for ensuring a lawful basis to process any third‑party personal data through the Service.
7. AI Features — Important Disclaimers & User Responsibilities
7.1. Nature of AI. AI features generate content automatically based on User instructions, materials, references, and other inputs. AI Output may be inaccurate, incomplete, misleading, offensive, low quality, distorted, commercially unusable, unavailable for your intended purpose, or similar to existing third-party content. AI Output is not factual or professional advice and must not be relied upon as the sole basis for any business, legal, medical, financial, design, advertising, safety, compliance, or other decision.
7.2. Intermediary role only. ApiWay acts solely as an intermediary technology provider that enables the submission of AI Inputs to Third-Party Providers and returns AI Output to the User. ApiWay does not create, select, endorse, verify, monitor, pre-screen, approve, or guarantee any AI Input or AI Output for legality, originality, uniqueness, non-infringement, quality, merchantability, fitness for a particular purpose, or suitability for any intended use.
7.3. User responsibility for inputs and outputs. You are solely responsible for all AI Inputs you upload, submit, reference, process, transform, generate, edit, publish, distribute, display, store, sell, license, or otherwise use through the Service, and for all use of any AI Output. You represent and warrant that you have obtained and will maintain all rights, licenses, permissions, consents, and lawful bases necessary for such use.
7.4. No authorization to use protected content. Use of the Service does not grant you any copyright, trademark, trade dress, patent, design, database, publicity, privacy, confidentiality, or other third-party rights in any content. You must not upload, submit, reference, transform, imitate, or use third-party protected content unless you have all rights and permissions necessary to do so.
7.5. Infringement and similarity risk. AI Output may resemble, imitate, stylistically derive from, reference, or otherwise be similar to existing works, characters, brands, names, logos, designs, images, voices, likenesses, or other protected materials. ApiWay makes no representation or warranty that AI Output is non-infringing, unique, original, protectable, enforceable, exclusive, or available for commercial exploitation. Any determination of copyright clearance, trademark clearance, right-of-publicity clearance, fair use, licensing sufficiency, or legal availability is solely your responsibility.
7.6. Verification obligation. You must independently review and verify AI Output before relying on it or publishing, distributing, displaying, performing, commercializing, or otherwise using it. This includes checking factual accuracy, dimensions, safety, suitability, quality, legality, and whether third-party rights may be implicated.
7.7. Claims by third parties. Any complaints, notices, takedown requests, platform strikes, content removals, demonetization actions, account restrictions, claims, disputes, investigations, enforcement actions, or proceedings arising out of or relating to your AI Inputs, AI Output, or your use of the Service, including allegations of infringement, imitation, passing off, unfair competition, privacy violation, publicity rights violation, defamation, or misappropriation, are solely your responsibility. ApiWay shall not be responsible or liable for such matters.
7.8. Providers may change. ApiWay may use, combine, replace, or discontinue different Third-Party Providers, including different AI models, moderation systems, and infrastructure vendors, at any time in its discretion. References to any specific provider are illustrative only and do not limit ApiWay’s operational choices.
7.9. Charges apply to processing, not outcome. Credits, paid usage allowances, and other consumption-based charges apply when a request is submitted for processing through the Service, regardless of whether the resulting AI Output is satisfactory, accurate, aesthetically pleasing, commercially useful, legally available, or otherwise meets your expectations.
7.10. Non-refundability of processed usage. Unless otherwise required by applicable law or expressly approved by ApiWay in the case of a verified technical failure of the Service, completed or attempted AI processing, consumed credits, and other usage-based charges are final and non-refundable.
8. No Warranties; Service Availability
8.1. THE SERVICE, SOFTWARE, AI FEATURES, AND ALL OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, APIWAY AND ITS LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON‑INFRINGEMENT.
8.2. ApiWay does not warrant that the Service will be uninterrupted, error‑free, secure, or accurate; that defects will be corrected; or that AI Output will meet your requirements. Outages, maintenance windows, incidents, delays, and third‑party failures may occur.
9. Limitation of Liability
9.1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, APIWAY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL; OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2. TO THE MAXIMUM EXTENT PERMITTED BY LAW, APIWAY’S TOTAL LIABILITY FOR ALL CLAIMS IN THE AGGREGATE WILL NOT EXCEED THE AMOUNTS PAID BY THE USER TO APIWAY FOR THE SERVICE GIVING RISE TO THE CLAIM IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY (OR, IF NO AMOUNTS WERE PAID, US$100).
9.3. Nothing in this Agreement excludes liability that cannot be excluded under applicable law.
9.4. TO THE MAXIMUM EXTENT PERMITTED BY LAW, APIWAY WILL NOT BE LIABLE FOR ANY CLAIM, LOSS, DAMAGE, COST, EXPENSE, PENALTY, TAKEDOWN, ACCOUNT RESTRICTION, CONTENT REMOVAL, DEMONETIZATION, OR OTHER ENFORCEMENT ACTION BY ANY THIRD PARTY, RIGHTS HOLDER, PLATFORM, MARKETPLACE, SOCIAL NETWORK, REGULATOR, OR SERVICE PROVIDER ARISING OUT OF OR RELATING TO THE USER’S CONTENT, AI INPUTS, AI OUTPUT, OR USE OF THE SERVICE.
10. Indemnification
The User will defend, indemnify, and hold harmless ApiWay, its affiliates, licensors, subcontractors, Third-Party Providers, and their respective officers, directors, employees, agents, and representatives from and against any and all claims, demands, actions, proceedings, investigations, liabilities, damages, judgments, settlements, penalties, fines, losses, costs, and expenses (including reasonable attorneys’ fees and legal costs) arising out of or relating to: (a) User content, including Integration Content, AI Inputs, AI Output, prompts, uploaded files, references, instructions, and any use thereof; (b) the User’s use, publication, display, performance, commercialization, sale, licensing, distribution, or other exploitation of AI Output; (c) any allegation that the User’s content, AI Inputs, AI Output, or use of the Service infringes, misappropriates, dilutes, violates, or unlawfully uses any intellectual property right, publicity right, privacy right, contractual right, confidentiality obligation, or other third-party right; (d) violation of this Agreement, any applicable law, or any terms of a Third-Party Provider; (e) deceptive, fraudulent, unlawful, or unsafe use of AI features; or (f) any dispute between the User and any third party arising from the User’s content or use of the Service.
11. Confidentiality
11.1. The Parties will keep confidential non‑public information disclosed in connection with the Agreement and use it only to perform the Agreement. Each Party will apply protections at least as strong as those it uses for its own similar information.
11.2. Confidentiality obligations do not apply to information that is public, was independently developed, or is required to be disclosed by law (with notice where lawful). Obligations survive termination for five (5) years.
12. Modifications
ApiWay may modify this Agreement by posting an updated version. Material changes to paid functionality will be notified to the account email with 30 days’ notice where practicable. Continued use after the effective date constitutes acceptance.
13. Governing Law; Dispute Resolution
13.1. This Agreement is governed by the laws of the State of Delaware, USA, without regard to conflict‑of‑laws principles, and without prejudice to mandatory consumer protections under the laws of the User’s habitual residence where applicable.
13.2. Before filing a claim, the Parties will attempt to resolve disputes informally for 30 days after a written notice of dispute. If unresolved, disputes will be brought exclusively in the state or federal courts located in Delaware, USA, and the Parties consent to personal jurisdiction and venue there. EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL TO THE EXTENT PERMITTED BY LAW.
14. Export; Sanctions
The User represents that the Service will not be used in violation of U.S. or other applicable export control and sanctions laws and is not a prohibited party under such laws.
15. Miscellaneous
15.1. If any provision is held invalid, the remainder will remain in effect.
15.2. Neither party is liable for delays due to force majeure (including power outages, Internet backbone failures, routing system failures, DNS disruptions, DDoS or other attacks, natural disasters, war, civil unrest) provided reasonable efforts are made to mitigate impact and notify the other party where feasible.
15.3. The User may not assign this Agreement without ApiWay’s consent; ApiWay may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
15.4. This Agreement, together with the Privacy Policy and any order forms, constitutes the entire agreement regarding the Service and supersedes prior or contemporaneous understandings.
16. Contact
ApiWay, Inc., Delaware, USA — info@apiway.ai.
1. Terms and Definitions
1.1. Account — the User’s account identified by registration data. Account Data includes, for example, name, email, billing details, and settings.
1.2. Account Registration — actions signaling intent to conclude this Agreement (e.g., clicking “Register”, SSO, OAuth).
1.3. Website (Site) — the web resources through which the Service is provided.
1.4. License — a non‑exclusive right to use the Software as provided herein.
1.5. Personal Account — the User’s authenticated workspace identified by email.
1.6. Control Panel — the user interface that enables configuration of the Service.
1.7. Extensions — add‑on features offered at ApiWay’s discretion.
1.8. Server — the cloud and hardware infrastructure used to operate the Service.
1.9. Email — for ApiWay: info@apiway.ai; for the User: the address provided during registration.
1.10. Integration Content — data that the User transmits through the Service between third‑party systems (e.g., CRM, messengers, storage). Unless otherwise stated, Integration Content is processed in a transit/ephemeral manner and is not persistently stored by ApiWay beyond what is necessary to complete transmission, ensure delivery, provide minimal logs, secure the Service, or comply with law.
1.11. AI Inputs / AI Output — prompts, images, or other content you submit to AI features and the resulting generated content returned by those features.
1.12. Third-Party Providers — vendors, subprocessors, and service providers whose services the Service relies on or may rely on from time to time (including cloud, hosting, storage, security, moderation, analytics, payment, messaging, and artificial intelligence providers). References in this Agreement to any specific provider (including Google or Gemini) are illustrative only and do not limit ApiWay’s right to use equivalent, replacement, additional, or successor providers at its discretion.
2. Subject of the Agreement
2.1. ApiWay grants the User a non‑exclusive, non‑transferable, revocable license to use the Software during the subscription term, within the functionality available to the User’s plan.
2.2. All intellectual property rights in the Software and Extensions are owned by ApiWay or its licensors. No rights are granted except as expressly stated.
2.3. This Agreement applies to all updates, upgrades, beta features, and Extensions delivered as part of the Service.
3. Scope of License and Acceptable Use
3.1. The User may configure the Software via the Control Panel within available limits.
3.2. The User must not: (a) access or attempt to access source code; (b) reverse engineer, decompile, disassemble, scrape, or circumvent technical limits, usage restrictions, billing controls, security mechanisms, or protective measures of the Service; (c) use the Service for unlawful, infringing, deceptive, fraudulent, abusive, defamatory, harassing, or privacy-violating activities, including spam, malware, impersonation, or unauthorized surveillance; (d) copy, publish, sublicense, resell, lease, rent, distribute, or commercially exploit the Service except as expressly permitted by ApiWay; (e) interfere with, disrupt, degrade, probe, scan, or test the vulnerability, availability, performance, or security of the Service or any connected systems except as expressly authorized by ApiWay in writing; (f) submit, upload, reference, process, transmit, transform, or use content that violates any third-party rights or any applicable law, including copyrights, trademarks, trade dress, patents, design rights, database rights, publicity rights, privacy rights, confidentiality obligations, or contractual restrictions; (g) submit personal data without a lawful basis or include special-category/sensitive data unless strictly necessary and lawfully permitted; (h) upload, submit, reference, edit, transform, or generate from any third-party protected content unless you have obtained all rights, licenses, permissions, and consents necessary for such use; (i) use AI features for deception, impersonation, passing off, unlawful deepfakes, biometric identification, unlawful profiling, or for medical, financial, legal, or other regulated advice without appropriate professional oversight; or (j) use the Service in any manner that could expose ApiWay, its providers, or other users to legal, regulatory, operational, or reputational risk.
3.3. The results of the User’s use of the Software (including content the User inputs and outputs generated through AI features) belong to the User, subject to third‑party rights and this Agreement.
4. Rights and Obligations
4.1. ApiWay may improve, modify, or discontinue features; introduce or adjust service limits; and perform maintenance. Material changes to paid functionality will be notified to the account email with 30 days’ notice where practicable.
4.2. ApiWay will provide access to the Service and reasonable support subject to the User’s compliance with this Agreement.
4.3. ApiWay may suspend or terminate access if the User breaches this Agreement, to prevent harm, or as required by law or third‑party providers.
4.4. The User is responsible for: (a) maintaining the confidentiality of access credentials; (b) providing and maintaining necessary connectivity and equipment; (c) configuring integrations and verifying results; (d) ensuring that User content and use of the Service comply with law and third‑party terms.
5. Transfer of Rights; Term; Termination
5.1. License rights are provisioned upon account activation. No physical delivery occurs.
5.2. The Agreement remains in force while the User uses the Service. ApiWay may terminate or suspend access for breach or as otherwise permitted herein. The User may terminate by closing the account in accordance with the Service process.
5.3. Following termination or sustained account blocking, ApiWay may delete the Account and associated data after a retention period consistent with the Privacy Policy.
6. Integrations; Data Transit; Third‑Party Providers
6.1. Transit/ephemeral processing. For integrations, ApiWay’s role is to receive and transmit Integration Content between third‑party systems designated by the User. ApiWay does not use Integration Content for its own purposes and does not retain Integration Content longer than necessary to complete transmission, ensure delivery, provide minimal diagnostics, secure the Service, or comply with law.
6.2. Third-party dependencies. The Service depends on Third-Party Providers, which may include cloud infrastructure, hosting, storage, content delivery, payment processors, messaging gateways, moderation systems, analytics tools, and artificial intelligence providers. The User authorizes ApiWay to transmit Integration Content, AI Inputs, technical metadata, and related service data to such Third-Party Providers solely to deliver, secure, maintain, support, improve reliability of, and administer the Service. ApiWay does not control and is not responsible for the availability, performance, acts, omissions, policies, outputs, moderation decisions, restrictions, enforcement actions, or service terms of any Third-Party Provider. Third-Party Providers may be added, removed, combined, substituted, or changed by ApiWay at any time in its discretion.
6.3. The User is responsible for complying with third‑party terms (e.g., Google, Meta, CRM vendors) where integrations are used and for ensuring a lawful basis to process any third‑party personal data through the Service.
7. AI Features — Important Disclaimers & User Responsibilities
7.1. Nature of AI. AI features generate content automatically based on User instructions, materials, references, and other inputs. AI Output may be inaccurate, incomplete, misleading, offensive, low quality, distorted, commercially unusable, unavailable for your intended purpose, or similar to existing third-party content. AI Output is not factual or professional advice and must not be relied upon as the sole basis for any business, legal, medical, financial, design, advertising, safety, compliance, or other decision.
7.2. Intermediary role only. ApiWay acts solely as an intermediary technology provider that enables the submission of AI Inputs to Third-Party Providers and returns AI Output to the User. ApiWay does not create, select, endorse, verify, monitor, pre-screen, approve, or guarantee any AI Input or AI Output for legality, originality, uniqueness, non-infringement, quality, merchantability, fitness for a particular purpose, or suitability for any intended use.
7.3. User responsibility for inputs and outputs. You are solely responsible for all AI Inputs you upload, submit, reference, process, transform, generate, edit, publish, distribute, display, store, sell, license, or otherwise use through the Service, and for all use of any AI Output. You represent and warrant that you have obtained and will maintain all rights, licenses, permissions, consents, and lawful bases necessary for such use.
7.4. No authorization to use protected content. Use of the Service does not grant you any copyright, trademark, trade dress, patent, design, database, publicity, privacy, confidentiality, or other third-party rights in any content. You must not upload, submit, reference, transform, imitate, or use third-party protected content unless you have all rights and permissions necessary to do so.
7.5. Infringement and similarity risk. AI Output may resemble, imitate, stylistically derive from, reference, or otherwise be similar to existing works, characters, brands, names, logos, designs, images, voices, likenesses, or other protected materials. ApiWay makes no representation or warranty that AI Output is non-infringing, unique, original, protectable, enforceable, exclusive, or available for commercial exploitation. Any determination of copyright clearance, trademark clearance, right-of-publicity clearance, fair use, licensing sufficiency, or legal availability is solely your responsibility.
7.6. Verification obligation. You must independently review and verify AI Output before relying on it or publishing, distributing, displaying, performing, commercializing, or otherwise using it. This includes checking factual accuracy, dimensions, safety, suitability, quality, legality, and whether third-party rights may be implicated.
7.7. Claims by third parties. Any complaints, notices, takedown requests, platform strikes, content removals, demonetization actions, account restrictions, claims, disputes, investigations, enforcement actions, or proceedings arising out of or relating to your AI Inputs, AI Output, or your use of the Service, including allegations of infringement, imitation, passing off, unfair competition, privacy violation, publicity rights violation, defamation, or misappropriation, are solely your responsibility. ApiWay shall not be responsible or liable for such matters.
7.8. Providers may change. ApiWay may use, combine, replace, or discontinue different Third-Party Providers, including different AI models, moderation systems, and infrastructure vendors, at any time in its discretion. References to any specific provider are illustrative only and do not limit ApiWay’s operational choices.
7.9. Charges apply to processing, not outcome. Credits, paid usage allowances, and other consumption-based charges apply when a request is submitted for processing through the Service, regardless of whether the resulting AI Output is satisfactory, accurate, aesthetically pleasing, commercially useful, legally available, or otherwise meets your expectations.
7.10. Non-refundability of processed usage. Unless otherwise required by applicable law or expressly approved by ApiWay in the case of a verified technical failure of the Service, completed or attempted AI processing, consumed credits, and other usage-based charges are final and non-refundable.
8. No Warranties; Service Availability
8.1. THE SERVICE, SOFTWARE, AI FEATURES, AND ALL OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, APIWAY AND ITS LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON‑INFRINGEMENT.
8.2. ApiWay does not warrant that the Service will be uninterrupted, error‑free, secure, or accurate; that defects will be corrected; or that AI Output will meet your requirements. Outages, maintenance windows, incidents, delays, and third‑party failures may occur.
9. Limitation of Liability
9.1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, APIWAY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL; OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2. TO THE MAXIMUM EXTENT PERMITTED BY LAW, APIWAY’S TOTAL LIABILITY FOR ALL CLAIMS IN THE AGGREGATE WILL NOT EXCEED THE AMOUNTS PAID BY THE USER TO APIWAY FOR THE SERVICE GIVING RISE TO THE CLAIM IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY (OR, IF NO AMOUNTS WERE PAID, US$100).
9.3. Nothing in this Agreement excludes liability that cannot be excluded under applicable law.
9.4. TO THE MAXIMUM EXTENT PERMITTED BY LAW, APIWAY WILL NOT BE LIABLE FOR ANY CLAIM, LOSS, DAMAGE, COST, EXPENSE, PENALTY, TAKEDOWN, ACCOUNT RESTRICTION, CONTENT REMOVAL, DEMONETIZATION, OR OTHER ENFORCEMENT ACTION BY ANY THIRD PARTY, RIGHTS HOLDER, PLATFORM, MARKETPLACE, SOCIAL NETWORK, REGULATOR, OR SERVICE PROVIDER ARISING OUT OF OR RELATING TO THE USER’S CONTENT, AI INPUTS, AI OUTPUT, OR USE OF THE SERVICE.
10. Indemnification
The User will defend, indemnify, and hold harmless ApiWay, its affiliates, licensors, subcontractors, Third-Party Providers, and their respective officers, directors, employees, agents, and representatives from and against any and all claims, demands, actions, proceedings, investigations, liabilities, damages, judgments, settlements, penalties, fines, losses, costs, and expenses (including reasonable attorneys’ fees and legal costs) arising out of or relating to: (a) User content, including Integration Content, AI Inputs, AI Output, prompts, uploaded files, references, instructions, and any use thereof; (b) the User’s use, publication, display, performance, commercialization, sale, licensing, distribution, or other exploitation of AI Output; (c) any allegation that the User’s content, AI Inputs, AI Output, or use of the Service infringes, misappropriates, dilutes, violates, or unlawfully uses any intellectual property right, publicity right, privacy right, contractual right, confidentiality obligation, or other third-party right; (d) violation of this Agreement, any applicable law, or any terms of a Third-Party Provider; (e) deceptive, fraudulent, unlawful, or unsafe use of AI features; or (f) any dispute between the User and any third party arising from the User’s content or use of the Service.
11. Confidentiality
11.1. The Parties will keep confidential non‑public information disclosed in connection with the Agreement and use it only to perform the Agreement. Each Party will apply protections at least as strong as those it uses for its own similar information.
11.2. Confidentiality obligations do not apply to information that is public, was independently developed, or is required to be disclosed by law (with notice where lawful). Obligations survive termination for five (5) years.
12. Modifications
ApiWay may modify this Agreement by posting an updated version. Material changes to paid functionality will be notified to the account email with 30 days’ notice where practicable. Continued use after the effective date constitutes acceptance.
13. Governing Law; Dispute Resolution
13.1. This Agreement is governed by the laws of the State of Delaware, USA, without regard to conflict‑of‑laws principles, and without prejudice to mandatory consumer protections under the laws of the User’s habitual residence where applicable.
13.2. Before filing a claim, the Parties will attempt to resolve disputes informally for 30 days after a written notice of dispute. If unresolved, disputes will be brought exclusively in the state or federal courts located in Delaware, USA, and the Parties consent to personal jurisdiction and venue there. EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL TO THE EXTENT PERMITTED BY LAW.
14. Export; Sanctions
The User represents that the Service will not be used in violation of U.S. or other applicable export control and sanctions laws and is not a prohibited party under such laws.
15. Miscellaneous
15.1. If any provision is held invalid, the remainder will remain in effect.
15.2. Neither party is liable for delays due to force majeure (including power outages, Internet backbone failures, routing system failures, DNS disruptions, DDoS or other attacks, natural disasters, war, civil unrest) provided reasonable efforts are made to mitigate impact and notify the other party where feasible.
15.3. The User may not assign this Agreement without ApiWay’s consent; ApiWay may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
15.4. This Agreement, together with the Privacy Policy and any order forms, constitutes the entire agreement regarding the Service and supersedes prior or contemporaneous understandings.
16. Contact
ApiWay, Inc., Delaware, USA — info@apiway.ai.