ADALINE TERMS OF SERVICE

Last Updated: May 6, 2025

1. INTRODUCTION

Welcome to Adaline. These Terms of Service ("Terms") govern your access to and use of the Adaline platform, website, software applications, APIs, SDKs, and related services (collectively, the "Platform") provided by Adaline, Inc. ("Adaline," "we," "our," or "us"), a company incorporated and registered in Delaware.

Please read these Terms carefully. By accessing or using our Platform, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Platform.

If you are using the Platform on behalf of a company, organization, or other entity, then "you" means both you and that entity. You represent and warrant that you are authorized to bind that entity to these Terms and that you agree to these Terms on that entity's behalf.

2. IMPORTANT LEGAL NOTICE

SECTION 9 OF THESE TERMS CONTAINS AN ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. BY AGREEING TO THESE TERMS, YOU AGREE TO RESOLVE DISPUTES THROUGH INDIVIDUAL BINDING ARBITRATION, WHICH MEANS YOU WAIVE YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN CLASS ACTIONS OR REPRESENTATIVE PROCEEDINGS. PLEASE READ THIS SECTION CAREFULLY.

3. ELIGIBILITY

You must be at least 13 years of age to use the Platform. If you are under the age of majority in your jurisdiction but at least 13 years old, you may only use the Platform with the consent and involvement of a parent or legal guardian who agrees to be bound by these Terms. Children under 13 years of age are prohibited from using the Platform.

By using the Platform, you represent and warrant that you meet these requirements and that you are not prohibited from using the Platform under applicable law.

4. ACCOUNTS AND SUBSCRIPTIONS

4.1 Account Creation and Management

To access certain features of the Platform, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

You are solely responsible for:

Maintaining the confidentiality of your account credentials
All activities that occur under your account
Notifying us immediately at support@adaline.ai if you become aware of any unauthorized access to or use of your account

You agree not to create a new account if we have previously terminated your account unless you receive our express written permission.

4.2 Subscription Plans and Payments

Adaline offers various subscription plans with different features and pricing. You agree to pay all applicable fees and taxes for any subscription plan you purchase. All fees are in U.S. Dollars unless otherwise specified.

For subscription plans:

Payments are processed at the beginning of each billing cycle
We may store and continue billing your payment method to avoid service interruption
We calculate applicable taxes based on the billing information you provide
We reserve the right to modify our subscription plans or adjust pricing with reasonable notice

4.3 Free Trial

Adaline offers a 30-day free trial of our entry-level subscription plan. No payment information is required to start a free trial. At the end of your trial period, your account will not automatically convert to a paid subscription unless you explicitly choose to upgrade.

During the free trial period, certain Platform features may be limited or unavailable. Content or data associated with your free trial account may be deleted upon trial expiration if you choose not to purchase a subscription.

4.4 Subscription Renewal and Cancellation

Subscriptions automatically renew for the same duration as the original subscription period unless canceled. To cancel your subscription, you must provide notice at least 15 days before the next billing cycle by:

Using the cancellation function in your account settings, or
Emailing support@adaline.ai with your cancellation request

Upon cancellation, you will maintain access to the Platform through the end of your current billing period.

4.5 Refund Policy

All subscription payments are non-refundable except where required by applicable law. In exceptional circumstances, Adaline may, at its sole discretion, offer partial refunds or credit for future use of the Platform.

5. PRIVACY

Our Privacy Policy, available at https://adaline.ai/privacy, describes how we collect, use, and share information about you when you use the Platform. By using the Platform, you consent to our collection, use, and sharing of information as described in our Privacy Policy.

6. LICENSE AND ACCEPTABLE USE

6.1 Limited License

Subject to your compliance with these Terms, Adaline grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform for your internal business purposes in accordance with these Terms and any documentation we provide.

For APIs and SDKs, additional license terms may apply as specified in the relevant documentation or separate agreement.

6.2 Restrictions on Use

You agree not to:

Copy, modify, create derivative works of, reverse engineer, decompile, or attempt to extract the source code of the Platform
Circumvent, disable, or interfere with the Platform's security features or authentication measures
Upload, transmit, or distribute any viruses, malware, or other malicious code
Abuse, harass, threaten, or impersonate any other users of the Platform
Use the Platform to violate any applicable law, regulation, or third-party rights, including any breach of confidence or misappropriation of any trade secret, or violation of any intellectual property right
Attempt to gain unauthorized access to the Platform or related systems or networks
Use the Platform to develop a competing product or service
Remove, alter, or obscure any proprietary notices on the Platform
Use the Platform in any manner that could disrupt, damage, or impair the Platform or interfere with others' use of the Platform
Access the Platform through automated means or interfaces not provided by Adaline
Use the Platform to transmit or display any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, obscene, or otherwise objectionable
Generate, distribute, or facilitate abusive or deceptive communications, spam, or any other communication or content that may damage Adaline's or a third party's reputation

6.3 Beta Services and Features

Adaline may offer access to beta, preview, or early access services or features ("Beta Services"). Beta Services are provided "as is" without warranty of any kind. Adaline may change, suspend, or discontinue Beta Services at any time without notice.

For confidential Beta Services:

You agree not to disclose any information about the Beta Services to any third party
You acknowledge that Beta Services may contain errors, defects, or inaccuracies
Data created within Beta Services may not be transferable to production versions

7. INTELLECTUAL PROPERTY RIGHTS

7.1 Adaline's Intellectual Property

The Platform, including all content, features, functionality, and interfaces, is owned by Adaline or its licensors and is protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

These Terms do not grant you any right, title, or interest in the Platform or any content or materials accessible through the Platform, other than the limited license expressly set forth in Section 6.1.

7.2 Your Content

You retain ownership of any content you upload, submit, or create through the Platform ("Your Content"). By uploading or submitting Your Content, you grant Adaline a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, modify, distribute, display, and perform Your Content solely for the purposes of:

Operating, maintaining, and improving the Platform
Analyzing and monitoring usage of the Platform
Preventing fraud or security issues
Complying with legal obligations

You represent and warrant that you have all rights, licenses, consents, and permissions necessary to grant the rights granted herein for Your Content and that Your Content does not violate any third-party rights or applicable laws.

7.3 Feedback

If you provide any feedback, suggestions, or ideas about the Platform ("Feedback"), you grant Adaline a perpetual, irrevocable, worldwide, royalty-free, fully-paid, sublicensable, and transferable license to use, reproduce, modify, create derivative works of, distribute, and display the Feedback for any purpose without restriction or compensation to you.

8. THIRD-PARTY SERVICES AND CONTENT

The Platform may integrate with or enable access to third-party services, applications, or content. These third-party services are not under Adaline's control, and Adaline is not responsible for their availability, reliability, or accuracy.

Your use of any third-party services may be subject to additional terms and conditions provided by the third party. Adaline does not endorse any third-party services accessible through the Platform.

9. DISPUTE RESOLUTION

9.1 Arbitration Agreement

You and Adaline agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Platform will be settled by binding arbitration, except as set forth below. The arbitration will be conducted by JAMS under its Comprehensive Arbitration Rules and Procedures.

The arbitration will be conducted by a single arbitrator and will take place in Wilmington, Delaware, unless you and Adaline agree otherwise. The arbitrator will apply Delaware law consistent with the Federal Arbitration Act. The arbitrator's award will be final and binding and may be entered as a judgment in any court of competent jurisdiction.

9.2 Class Action Waiver

YOU AND ADALINE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If this class action waiver is found to be unenforceable, then the entirety of this dispute resolution section shall be null and void.

9.3 Exceptions

Notwithstanding the foregoing, either party may bring an individual action in small claims court. Additionally, disputes related to intellectual property rights, breach of confidentiality obligations, or requests for injunctive relief may be brought in a court of competent jurisdiction.

9.4 30-Day Right to Opt Out

You have the right to opt out of the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to support@adaline.ai within 30 days after first becoming subject to this arbitration agreement.

10. DISCLAIMERS, LIMITATIONS OF LIABILITY, AND INDEMNIFICATION

10.1 Disclaimers

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

ADALINE DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PLATFORM IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU USE THE PLATFORM AT YOUR OWN RISK.

10.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ADALINE, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF ADALINE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

ADALINE'S TOTAL CUMULATIVE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE PLATFORM WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT PAID BY YOU TO ADALINE FOR USE OF THE PLATFORM DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED DOLLARS ($100).

THE FOREGOING LIMITATIONS WILL APPLY EVEN IF ANY REMEDY PROVIDED HEREIN FAILS OF ITS ESSENTIAL PURPOSE.

10.3 Indemnification

You agree to indemnify, defend, and hold harmless Adaline, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising from or relating to:

Your access to or use of the Platform
Your violation of these Terms
Your violation of any rights of another person or entity
Your Content
Your negligence or willful misconduct

Adaline reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.

11. TERM AND TERMINATION

These Terms will remain in effect until terminated by either you or Adaline. You may terminate these Terms at any time by ceasing all use of the Platform and closing your account.

Adaline may terminate or suspend your access to the Platform at any time, with or without cause, and with or without notice. Upon termination, your right to use the Platform will immediately cease.

All provisions of these Terms that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

12. ADDITIONAL PROVISIONS

12.1 Export Compliance

You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce. You warrant that you are not located in any country to which the United States has embargoed goods or has otherwise applied any economic sanctions.

12.2 Government Use

The Platform and related documentation are "Commercial Items" as defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation." If you are a U.S. Government end user, you receive only those rights as are granted to all other end users pursuant to these Terms.

12.3 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without Adaline's prior written consent. Adaline may assign or transfer these Terms, in whole or in part, without restriction.

12.4 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Adaline regarding the Platform and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and Adaline.

12.5 No Waiver

The failure of Adaline to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Adaline.

12.6 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck, and the remaining provisions shall be enforced to the fullest extent under law.

12.7 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

12.8 Changes to Terms

Adaline reserves the right to modify these Terms at any time. We will provide notice of significant changes through the Platform or by sending an email to the address associated with your account. Your continued use of the Platform after such modifications constitutes your acceptance of the modified Terms.

13. CONTACT INFORMATION

If you have any questions about these Terms, please contact us at support@adaline.ai or at our registered address:

Adaline, Inc.
251 Little Falls Drive
Wilmington, New Castle County
Delaware 19808
United States

"Acceptable Use Policy" means the policy available athttps://adaline.ai/aup, which may be updated from time to time.

"Documentation" means any manuals, specifications, or other documents or materials that Adaline makes available to you related to the Platform.

"User" means any individual who uses the Platform on Customer's behalf or through Customer's account.