Terms of Service

Agreement to Terms

These Terms form a binding legal agreement between you and Hydrus.ai, Inc., a corporation organized under the laws of the United States with its principal mailing address at 30 N Gould St, Ste R, Sheridan, WY 82801, USA. They apply to all visitors, users, and organizations that access or use the Service.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case "you" and "your" refer to that entity. Where you and Hydrus have signed a separate written master agreement, order form, or enterprise agreement governing the Service, that agreement controls to the extent it conflicts with these Terms.

Definitions

Capitalized terms used in these Terms have the meanings given below or where they are first defined in the text.

• "Service" means the Hydrus platform, websites, applications, APIs, documentation, and any related products or services we make available, including AI governance and sustainability reporting features.
• "Customer Data" means data, content, files, records, configurations, and other information that you or your authorized users submit to, upload to, or generate within the Service.
• "Account" means the registration and credentials used to access the Service.
• "Order" means a subscription selection, online checkout, order form, or other ordering document under which you purchase access to the Service.
• "Authorized User" means an individual you permit to access the Service under your Account.
• "Documentation" means the user guides, specifications, and policies we publish describing the Service.

The Service

Hydrus provides a software-as-a-service platform that helps organizations govern their use of artificial intelligence and report on sustainability performance. AI governance capabilities include maintaining an AI inventory, mapping and managing controls, conducting fundamental rights and risk impact assessments (FRIAs), and supporting alignment with frameworks such as the EU AI Act, the NIST AI Risk Management Framework, ISO 42001, and AIUC-1, together with the generation of audit-ready evidence.

Sustainability capabilities include measuring and reporting Scope 1, Scope 2, and Scope 3 greenhouse gas emissions and supporting reporting aligned with the GHG Protocol, CSRD, and ISSB standards. We also offer optional consulting and partnership engagements, which may be subject to separate statements of work or order terms.

The Service may be made available as a multi-tenant SaaS hosted by Hydrus, deployed within a customer-managed virtual private cloud (VPC), or self-hosted, as described on our pricing page or in an applicable Order. Hydrus is a governance and audit-evidence tool; it is not a runtime firewall, content filter, or inline control, and it does not sit in the live request path of your AI systems or applications.

Eligibility and Accounts

The Service is intended for business and organizational use only and is not directed to consumers or to individuals under the age of 18. By using the Service you represent that you are at least 18 years old and capable of forming a binding contract.

To access most features you must create an Account and provide accurate, current, and complete registration information, which you agree to keep up to date. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your Account.

You must promptly notify us at legal@hydrus.ai of any unauthorized use of your Account or any other suspected breach of security. You are responsible for ensuring that your Authorized Users comply with these Terms, and any act or omission by an Authorized User that would breach these Terms is deemed a breach by you.

Customer Data and Responsibilities

As between you and Hydrus, you own and retain all right, title, and interest in and to your Customer Data. We do not claim ownership of your Customer Data, and we will process it only as necessary to provide, maintain, secure, and improve the Service, to perform our obligations, and as otherwise permitted under these Terms, our Privacy Policy, and any applicable data processing agreement.

You grant Hydrus a limited, non-exclusive, worldwide, royalty-free license to host, copy, transmit, display, analyze, and otherwise process Customer Data for the purpose of operating and providing the Service to you and your Authorized Users. This license exists solely to enable us to provide the Service and ends when the relevant Customer Data is deleted from the Service, subject to standard backup retention and legal requirements.

You are solely responsible for your Customer Data, including its content, legality, accuracy, completeness, and reliability, and for ensuring you have all rights and permissions necessary to submit it to the Service and to have it processed as contemplated by these Terms. Because Hydrus relies on the information you provide, the quality of inventories, assessments, evidence, emissions calculations, and reports produced by the Service depends on the accuracy and completeness of your inputs, and you remain responsible for reviewing and validating all outputs before relying on or distributing them.

Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms and the Documentation. You will not use the Service in any manner that could disable, overburden, damage, or impair it, or interfere with any other party's use of the Service.

• Do not use the Service for any unlawful, fraudulent, infringing, or deceptive purpose, or in violation of any applicable law, regulation, or third-party right.
• Do not copy, modify, reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, structure, or underlying ideas of the Service, except to the limited extent such restriction is prohibited by applicable law.
• Do not resell, sublicense, rent, lease, distribute, or otherwise make the Service available to any third party, or operate it as a service bureau, without our prior written authorization.
• Do not upload, submit, or process any data that you do not have the right to use, including personal data, confidential information, or intellectual property belonging to others without appropriate authorization.
• Do not introduce viruses, malware, or other harmful code, or attempt to gain unauthorized access to the Service, its related systems, networks, or other customers' data.
• Do not circumvent or attempt to circumvent usage limits, credit allotments, access controls, or security or authentication measures of the Service.
• Do not use the Service to build or train a competing product or service, or to benchmark the Service for the purpose of developing a competing offering, without our prior written consent.
• Do not remove, obscure, or alter any proprietary notices, trademarks, or labels contained in or displayed by the Service.

Fees, Billing, and Plans

Access to paid features is offered under the plans described on our pricing page or in an applicable Order. As of the effective date, AI Governance plans start at $199 per month, the Sustainability platform starts at $2,000 per month, and consulting engagements start at $125 per hour. Certain features are metered through credit-based usage, and consumption of credits may incur additional fees as described in your plan or Order. Current pricing always governs and is published on our pricing page.

Unless otherwise stated in an Order, fees are quoted and payable in U.S. dollars, are due in advance for the applicable subscription period, and are non-refundable except as expressly provided in these Terms or required by law. Subscriptions renew automatically for successive periods of the same length unless either party cancels before the end of the then-current period, and we may charge your designated payment method for renewals.

We may change our fees or introduce new charges upon reasonable notice, with changes taking effect at the start of your next renewal period. Fees are exclusive of taxes, and you are responsible for all applicable sales, use, value-added, and similar taxes, excluding taxes based on our net income. Overdue amounts may accrue interest at the lower of 1.5% per month or the maximum rate permitted by law, and we may suspend the Service for non-payment after reasonable notice.

Free Trial Terms

We may offer a free trial of certain features, including a 30-day full-access trial of the AI Governance platform. Trials are provided to allow you to evaluate the Service and are made available to you at no charge for the stated trial period.

Unless you purchase a paid subscription before the trial ends, your access to trial features may be suspended or terminated and any Customer Data associated with the trial may become inaccessible and may be deleted in accordance with our retention practices. We recommend exporting any data you wish to keep before the trial concludes.

Notwithstanding anything to the contrary, any trial or beta features are provided "as is" and "as available" without warranty of any kind, and we may modify or discontinue a trial at any time in our sole discretion.

Intellectual Property

The Service, including all software, technology, models, interfaces, designs, text, graphics, Documentation, and the Hydrus name and logos, and all related intellectual property rights, are and remain the exclusive property of Hydrus and its licensors. Except for the limited rights expressly granted to you in these Terms, no rights are granted to you by implication, estoppel, or otherwise.

Subject to your compliance with these Terms and payment of applicable fees, Hydrus grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the term solely for your internal business purposes.

If you provide Hydrus with suggestions, ideas, enhancement requests, or other feedback regarding the Service, you grant Hydrus a perpetual, irrevocable, worldwide, royalty-free, fully paid license to use and incorporate that feedback into our products and services without any obligation or compensation to you.

Third-Party Services and Integrations

The Service may interoperate with or rely on third-party services, including large language model (LLM) providers, cloud infrastructure, data sources, and other integrations. Where you connect such services or supply your own provider credentials or API keys (a "bring-your-own-key" or BYO-key arrangement), you authorize Hydrus to use those credentials solely to provide the requested functionality.

Your use of any third-party service is governed by that third party's terms and policies, and you are responsible for complying with them and for any fees they charge. Hydrus does not control and is not responsible for the availability, accuracy, security, or practices of third-party services, including the outputs of third-party LLMs.

We may add, modify, or discontinue integrations at any time. If a third-party service changes, becomes unavailable, or imposes new restrictions, the related Service functionality may be affected, and Hydrus is not liable for any resulting impact.

No Legal or Professional Advice; Compliance Responsibility

Hydrus provides a governance, measurement, and audit-evidence platform. The Service, including its assessments, control mappings, templates, calculations, reports, and other outputs, is provided for informational purposes only and does not constitute legal, regulatory, accounting, tax, audit, or other professional advice. Hydrus is not a law firm, accounting firm, certification body, or auditor, and your use of the Service does not create an attorney-client or similar professional relationship.

You are solely responsible for determining whether and how the Service meets your regulatory and compliance obligations, including under the EU AI Act, the NIST AI RMF, ISO 42001, AIUC-1, the GHG Protocol, CSRD, ISSB, and any other applicable laws, standards, or frameworks. You should consult your own qualified legal, compliance, and accounting advisors before making decisions or representations based on the Service.

You remain fully responsible for your own regulatory compliance, for the accuracy and completeness of the information you provide, and for any decisions, filings, disclosures, certifications, or other actions you take using the Service or its outputs. Hydrus does not guarantee that use of the Service will result in compliance with, or certification under, any law, standard, or framework.

Service Availability and Changes

We strive to keep the Service available and performant, but the Service is provided on an "as available" basis. Except where a separate service level agreement applies, we do not warrant that the Service will be uninterrupted, error-free, or continuously available, and access may be affected by maintenance, updates, or factors beyond our reasonable control.

We may perform scheduled or emergency maintenance and will use commercially reasonable efforts to limit any resulting disruption. We may also monitor use of the Service to operate it securely and to enforce these Terms.

We are continually improving the Service and may add, modify, or remove features, functionality, or supported integrations from time to time. We will not materially decrease the core functionality of a paid subscription during your then-current paid term without providing reasonable notice.

Confidentiality

Each party may receive non-public information of the other party that is designated as confidential or that should reasonably be understood to be confidential given its nature and the circumstances of disclosure ("Confidential Information"). The Service, its non-public features, and pricing are Confidential Information of Hydrus, and Customer Data is Confidential Information of the customer.

The receiving party will use the disclosing party's Confidential Information only to exercise its rights and perform its obligations under these Terms, will protect it using at least reasonable care, and will not disclose it to third parties except to its personnel, advisors, and subcontractors who need to know it and are bound by confidentiality obligations no less protective than these.

Confidential Information does not include information that is or becomes public through no fault of the receiving party, was rightfully known without restriction before disclosure, is rightfully received from a third party without restriction, or is independently developed. The receiving party may disclose Confidential Information if required by law, provided it gives reasonable notice where legally permitted.

Warranties and Disclaimers

Each party represents that it has the authority to enter into these Terms. Except as expressly stated in these Terms or a separate written agreement signed by Hydrus, the Service and all related materials are provided "as is" and "as available," with all faults and without warranty of any kind.

To the maximum extent permitted by law, Hydrus disclaims all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, accuracy, and non-infringement, and any warranties arising from course of dealing or usage of trade.

Without limiting the foregoing, Hydrus does not warrant that the Service will meet your requirements, that its outputs (including assessments, evidence, emissions figures, or reports) will be accurate, complete, or sufficient for any regulatory or audit purpose, or that the Service will operate without interruption or error. You acknowledge that outputs depend on the inputs you provide and on third-party services outside Hydrus's control.

Limitation of Liability

To the maximum extent permitted by applicable law, neither party will be liable to the other for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, goodwill, data, or business opportunities, arising out of or relating to these Terms or the Service, whether based in contract, tort (including negligence), strict liability, or any other theory, even if advised of the possibility of such damages.

Without limiting the foregoing, Hydrus will not be liable for any regulatory fines, penalties, enforcement actions, audit failures, or compliance deficiencies incurred by you, or for any decisions you make or actions you take in reliance on the Service or its outputs.

To the maximum extent permitted by law, Hydrus's total aggregate liability arising out of or relating to these Terms or the Service will not exceed the total fees you paid to Hydrus for the Service during the twelve (12) months immediately preceding the event giving rise to the claim. These limitations form an essential basis of the bargain and apply even if a limited remedy fails of its essential purpose.

Indemnification

You agree to defend, indemnify, and hold harmless Hydrus and its affiliates, officers, directors, employees, and agents from and against any claims, demands, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or related to your Customer Data, your use of the Service, your violation of these Terms, your violation of any applicable law, or your infringement or misappropriation of any third-party right.

Hydrus will provide you with prompt notice of any claim subject to indemnification, reasonable cooperation at your expense, and the right to control the defense and settlement of the claim, provided that any settlement that imposes obligations on Hydrus requires Hydrus's prior written consent.

Where a separate signed agreement between the parties includes an intellectual property indemnity from Hydrus, that indemnity applies as set forth in that agreement and is subject to its terms and limitations.

Term and Termination

These Terms apply from your first use of the Service and continue while you use the Service or have an active subscription. Either party may terminate these Terms or an applicable subscription as described here or in the relevant Order, and either party may terminate for the other party's material breach that remains uncured 30 days after written notice.

We may suspend or terminate your access immediately if you breach the Acceptable Use provisions, fail to pay fees when due, or if your use poses a security risk or may subject Hydrus to liability. Upon termination, your right to access and use the Service ceases, and any accrued fees remain payable.

For a period of 30 days after termination (or as otherwise stated in an Order), Hydrus will, upon your written request, make Customer Data available for export in a commercially reasonable format. After that period, Hydrus may delete Customer Data in the ordinary course, subject to backup retention and legal obligations. Provisions that by their nature should survive termination, including those on intellectual property, confidentiality, fees accrued, disclaimers, limitations of liability, indemnification, and governing law, will survive.

Governing Law and Dispute Resolution

These Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the State of Delaware, USA, without regard to its conflict of laws principles, and excluding the United Nations Convention on Contracts for the International Sale of Goods.

The parties agree that the state and federal courts located in Delaware will have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Service, and each party consents to personal jurisdiction and venue in those courts and waives any objection based on inconvenient forum.

Before initiating any formal proceeding, the parties will attempt in good faith to resolve the dispute through informal negotiation by contacting legal@hydrus.ai. Nothing in this section prevents either party from seeking injunctive or equitable relief to protect its intellectual property or Confidential Information.

Changes to These Terms

We may update these Terms from time to time to reflect changes to the Service, our business, or legal requirements. When we make material changes, we will provide reasonable notice, such as by posting the updated Terms with a revised effective date or notifying you through the Service or by email.

Your continued use of the Service after the updated Terms become effective constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service and, where applicable, may cancel your subscription in accordance with these Terms.

Contact

If you have questions about these Terms or the Service, please contact us. We are happy to help and will respond as promptly as reasonably practicable.

Hydrus.ai, Inc., 30 N Gould St, Ste R, Sheridan, WY 82801, USA. Email: legal@hydrus.ai. You can also reach us through the contact page at hydrus.ai/contact.