Introducing Autoheal, the AI for Production Engineering

Introducing Autoheal, the AI for
Production Engineering

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TERMS OF SERVICE

Autoheal, Inc.

Last Updated: January 28, 2026

Welcome to Autoheal. These Terms of Service ("Terms", "Agreement") govern your access to and use of the Autoheal platform, software, applications, and services (collectively, the "Service") provided by Autoheal, Inc., a Delaware corporation ("Autoheal", "we", "us", or "our"). By accessing or using our Service, you agree to be bound by these Terms.

PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE SERVICE. BY ACCESSING OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICE.

1. Definitions

"Account" means the account created by Customer to access and use the Service.

"Authorized User" means any individual who is authorized by Customer to use the Service on Customer's behalf.

"Customer" means the entity or individual that has entered into an Order Form or subscription agreement with Autoheal to use the Service.

"Customer Data" means all data, information, and content that Customer or its Authorized Users upload, submit, or transmit to or through the Service.

"Documentation" means the user guides, technical documentation, and other materials provided by Autoheal describing the features, functionality, and use of the Service.

"Order Form" means the ordering document or online subscription process specifying the Service, pricing, and other terms agreed upon between Autoheal and Customer.

"Service" means the Autoheal cloud-based software-as-a-service platform, including all features, functionality, APIs, and related services made available by Autoheal.

2. Account Registration and Access

2.1 Account Creation

To access the Service, Customer must create an Account by providing accurate, complete, and current information as requested during the registration process. Customer is responsible for maintaining the confidentiality of Account credentials and for all activities that occur under the Account.

2.2 Authorized Users

Customer may authorize individuals to access and use the Service on Customer's behalf as Authorized Users. Customer is responsible for ensuring that all Authorized Users comply with these Terms. Customer shall promptly notify Autoheal of any unauthorized use of the Account or any other breach of security.

2.3 Access Credentials

Customer shall ensure that all access credentials (including passwords, API keys, and authentication tokens) are kept confidential and are not shared with unauthorized parties. Customer shall implement reasonable security measures to protect access credentials and shall immediately notify Autoheal if Customer believes that any credentials have been compromised.

3. Use of the Service

3.1 License Grant

Subject to Customer's compliance with these Terms and payment of applicable fees, Autoheal grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the applicable subscription term solely for Customer's internal business purposes in accordance with the Documentation.

3.2 Restrictions

Customer shall not, and shall not permit any third party to:

(a) Copy, modify, or create derivative works of the Service or Documentation;
(b) Reverse engineer, disassemble, decompile, or otherwise attempt to derive the source code or underlying algorithms of the Service;
(c) Rent, lease, sell, sublicense, or otherwise transfer rights to the Service;
(d) Remove or alter any proprietary notices, labels, or marks on the Service;
(e) Use the Service to develop a competing product or service;
(f) Access the Service for purposes of monitoring availability, performance, or functionality for competitive purposes;
(g) Use the Service in violation of any applicable law, regulation, or third-party rights.

4. Acceptable Use Policy

4.1 Prohibited Conduct

Customer agrees not to use the Service to:

(a) Upload, transmit, or store any content that is unlawful, harmful, threatening, abusive, defamatory, or otherwise objectionable;
(b) Violate any applicable local, state, national, or international law or regulation;
(c) Infringe upon the intellectual property rights of any third party;
(d) Transmit any viruses, malware, or other malicious code;
(e) Attempt to gain unauthorized access to any systems, networks, or data;
(f) Interfere with or disrupt the integrity or performance of the Service;
(g) Engage in any activity that could damage, disable, or impair the Service or interfere with other users' access to the Service.

4.2 Compliance

Customer is responsible for ensuring that its use of the Service complies with all applicable laws and regulations, including but not limited to data protection, privacy, and export control laws.

5. API Usage

5.1 API Access

Autoheal may provide Customer with access to application programming interfaces ("APIs") to enable integration with Customer's systems. Use of the APIs is subject to these Terms and any additional API documentation provided by Autoheal.

5.2 API Rate Limits

Autoheal may impose reasonable rate limits on API usage to ensure fair access and maintain Service performance. Customer agrees to comply with any rate limits specified in the Documentation or communicated by Autoheal. Autoheal reserves the right to throttle or suspend API access if Customer exceeds applicable rate limits.

5.3 API Keys and Authentication

Customer shall keep all API keys, tokens, and authentication credentials confidential and shall not share them with unauthorized parties. Customer is responsible for all API calls made using Customer's credentials. Customer shall immediately notify Autoheal if Customer suspects any unauthorized use of API credentials.

5.4 API Changes

Autoheal may modify, update, or discontinue APIs at any time. Autoheal will use commercially reasonable efforts to provide advance notice of material changes to APIs. Customer is responsible for updating its integrations to accommodate API changes.

6. Customer Data

6.1 Ownership

As between Autoheal and Customer, Customer retains all right, title, and interest in and to Customer Data. Autoheal does not claim any ownership rights in Customer Data.

6.2 License to Customer Data

Customer grants Autoheal a limited, non-exclusive license to access, use, process, and transmit Customer Data solely as necessary to provide, maintain, and improve the Service, and as otherwise permitted by these Terms.

6.3 Data Security

Autoheal implements and maintains appropriate technical and organizational security measures designed to protect Customer Data against unauthorized access, alteration, disclosure, or destruction. These measures include encryption of data in transit and at rest, access controls, and regular security assessments. Autoheal's security practices are further described in our Security Policy, available upon request.

6.4 Data Backup

Autoheal performs regular backups of Customer Data as part of its standard operating procedures. However, Customer is responsible for maintaining its own backup copies of Customer Data. Autoheal shall not be liable for any loss of Customer Data except to the extent caused by Autoheal's gross negligence or willful misconduct.

6.5 Data Portability

Upon written request and subject to payment of any applicable fees, Autoheal will provide Customer with a copy of Customer Data in a commonly used electronic format within thirty (30) days of such request.

7. Fees and Payment

7.1 Fees

Customer agrees to pay all fees specified in the applicable Order Form. Fees are quoted and payable in United States Dollars unless otherwise specified. All fees are non-refundable except as expressly set forth in these Terms or the applicable Order Form.

7.2 Payment Terms

Unless otherwise specified in the Order Form, invoices are due and payable within thirty (30) days of the invoice date. Late payments shall accrue interest at the rate of one and one-half percent (1.5%) per month or the maximum rate permitted by law, whichever is less.

7.3 Taxes

All fees are exclusive of taxes. Customer is responsible for paying all applicable taxes, including sales, use, value-added, and withholding taxes, except for taxes based on Autoheal's net income.

8. Confidentiality

8.1 Confidential Information

"Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, but is not limited to, Customer Data, business plans, technical data, product plans, and financial information.

8.2 Protection of Confidential Information

Each party agrees to: (a) maintain the confidentiality of the other party's Confidential Information using at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care; (b) not disclose Confidential Information to any third party except as permitted by these Terms; and (c) use Confidential Information only for the purposes of exercising rights and performing obligations under these Terms.

8.3 Exceptions

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully in the receiving party's possession prior to disclosure; (c) is rightfully obtained by the receiving party from a third party without restriction; or (d) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.

9. Intellectual Property

9.1 Autoheal Property

Autoheal and its licensors retain all right, title, and interest in and to the Service, including all software, technology, Documentation, and any modifications, enhancements, or derivative works thereof. Except for the limited license granted herein, no other rights in the Service are granted to Customer.

9.2 Feedback

If Customer provides Autoheal with any suggestions, ideas, enhancement requests, or other feedback regarding the Service ("Feedback"), Autoheal may freely use and incorporate such Feedback into the Service without any obligation to Customer.

10. Service Availability

10.1 Availability Commitment

Autoheal shall use commercially reasonable efforts to make the Service available in accordance with the service level commitment specified in the applicable Order Form or Service Level Agreement ("SLA"). If no SLA is specified, Autoheal shall use commercially reasonable efforts to maintain Service availability.

10.2 Scheduled Maintenance

Autoheal may perform scheduled maintenance on the Service from time to time. Autoheal will use commercially reasonable efforts to provide advance notice of scheduled maintenance that may affect Service availability. Scheduled maintenance windows will not count against any uptime commitments in the applicable SLA.

10.3 Emergency Maintenance

Autoheal reserves the right to perform emergency maintenance at any time without prior notice to address critical security vulnerabilities, system failures, or other urgent issues that pose a risk to the Service or Customer Data.

11. Term and Termination

11.1 Term

These Terms are effective as of the date Customer first accepts them and shall continue until the expiration or termination of all Order Forms, unless earlier terminated in accordance with this Section 11.

11.2 Termination for Convenience

Either party may terminate an Order Form in accordance with the termination provisions specified therein. Unless otherwise specified in the Order Form, either party may terminate an Order Form by providing written notice to the other party at least thirty (30) days prior to the end of the then-current subscription term.

11.3 Termination for Cause

Either party may terminate these Terms and any Order Form immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure such breach within thirty (30) days after receiving written notice; or (b) becomes the subject of a bankruptcy, insolvency, or similar proceeding.

11.4 Effect of Termination

Upon termination or expiration of these Terms: (a) Customer's right to access and use the Service shall immediately cease; (b) Autoheal shall make Customer Data available for export for a period of thirty (30) days following termination, after which Autoheal may delete Customer Data; (c) each party shall return or destroy the other party's Confidential Information; and (d) Customer shall pay all fees due and owing through the effective date of termination.

11.5 Survival

The following Sections shall survive termination or expiration of these Terms: Definitions, Customer Data (with respect to ownership), Fees and Payment, Confidentiality, Intellectual Property, Warranties and Disclaimers, Limitation of Liability, Indemnification, and General Provisions.

12. Warranties and Disclaimers

12.1 Autoheal Warranties

Autoheal warrants that: (a) the Service will perform materially in accordance with the Documentation; (b) Autoheal will not materially decrease the overall functionality of the Service during the subscription term; and (c) Autoheal has implemented and will maintain appropriate technical and organizational measures to protect Customer Data.

12.2 Customer Warranties

Customer warrants that: (a) Customer has the legal right and authority to enter into these Terms; (b) Customer has all necessary rights to grant the licenses to Customer Data described herein; and (c) Customer's use of the Service will comply with all applicable laws and regulations.

12.3 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 12, THE SERVICE IS PROVIDED "AS IS" AND AUTOHEAL MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. AUTOHEAL DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

13. Limitation of Liability

13.1 Exclusion of Consequential Damages

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO THESE TERMS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR WHETHER A PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 Cap on Liability

EXCEPT FOR A PARTY'S INDEMNIFICATION OBLIGATIONS, BREACH OF CONFIDENTIALITY, OR CUSTOMER'S PAYMENT OBLIGATIONS, EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO AUTOHEAL DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

14. Indemnification

14.1 Autoheal Indemnification

Autoheal shall defend, indemnify, and hold harmless Customer from and against any third-party claims, damages, losses, and expenses (including reasonable attorneys' fees) arising from allegations that the Service infringes any third-party intellectual property rights, provided that Customer promptly notifies Autoheal of the claim, cooperates in the defense, and allows Autoheal to control the defense and settlement.

14.2 Customer Indemnification

Customer shall defend, indemnify, and hold harmless Autoheal from and against any third-party claims, damages, losses, and expenses (including reasonable attorneys' fees) arising from: (a) Customer Data; (b) Customer's violation of these Terms; or (c) Customer's violation of any applicable law or regulation.

15. General Provisions

15.1 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 laws principles. Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the state or federal courts located in Wilmington, Delaware, and each party consents to the jurisdiction of such courts.

15.2 Notices

All notices required or permitted under these Terms shall be in writing and shall be deemed given when: (a) delivered personally; (b) sent by confirmed email; or (c) sent by certified or registered mail, return receipt requested. Notices to Autoheal shall be sent to support@autoheal.ai or Autoheal, Inc., with a copy to the address specified in the Order Form. Notices to Customer shall be sent to the email address associated with Customer's Account.

15.3 Assignment

Neither party may assign these Terms without the prior written consent of the other party, except that either party may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of all or substantially all of its assets. Any attempted assignment in violation of this Section shall be void.

15.4 Waiver

No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right. Any waiver must be in writing and signed by the waiving party.

15.5 Severability

If any provision of these Terms is held to be invalid or unenforceable, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force and effect.

15.6 Entire Agreement

These Terms, together with any Order Forms and any documents incorporated by reference, constitute the entire agreement between the parties regarding the subject matter hereof and supersede all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning the subject matter.

15.7 Amendments

Autoheal reserves the right to modify these Terms at any time by posting updated Terms on the Autoheal website at https://autoheal.ai. Material changes will be communicated to Customer via email or through the Service. Continued use of the Service after such modifications constitutes acceptance of the updated Terms.

15.8 Force Majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

15.9 Independent Contractors

The parties are independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between the parties.