Terms and Conditions

Last Updated: October 5, 2025

These Terms and Conditions (“Terms”) govern your access to and use of the websites, platforms, applications, APIs, and related services operated by DataClever AI (“DataClever,” “we,” “us,” or “our”), including dataclever.ai and the IntelliCommerce business intelligence platform (collectively, the “Services”).

By accessing or using the Services, creating an account, clicking to accept, or entering into an order form, statement of work, or similar agreement with us (each, an “Order”), you agree to these Terms. If you use the Services on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and “you” means that entity.

If you do not agree to these Terms, do not use the Services.

1. Eligibility and U.S. Use

1.1 The Services are intended for business use in the United States and other jurisdictions where we make them available. You must be at least 18 years old (or the age of majority in your state) and able to form a binding contract.

1.2 You represent that you are not located in, under the control of, or a national or resident of any country or person subject to U.S. embargoes or sanctions, and that you will comply with all applicable export control and sanctions laws.

2. Privacy and Data

2.1 Our collection and use of personal information is described in our Privacy Policy (incorporated by reference). By using the Services, you acknowledge that you have read the Privacy Policy.

2.2 If you provide Customer Data (defined below) that includes personal information about your customers, employees, or other individuals, you are responsible for providing any required notices and obtaining any required consents under applicable law (including, where applicable, CCPA/CPRA and other U.S. state privacy laws).

2.3 Data Processing. Where we process personal information on your behalf, our Data Processing Addendum (“DPA”) or equivalent terms in an Order apply. In case of conflict between these Terms and a signed DPA or Order, the DPA or Order controls for data processing matters.

3. Description of Services

3.1 DataClever provides AI-driven business intelligence, analytics, automation, and related software-as-a-service offerings, which may include competitor and market monitoring, pricing and promotion insights, product and inventory analytics, sentiment analysis, content generation assistance, integrations, dashboards, and custom AI agents or professional services as described on our site or in an Order.

3.2 Features, agents, models, and integrations may change over time. We may add, modify, suspend, or discontinue any part of the Services with or without notice, subject to any express commitments in an Order.

3.3 Beta, pilot, and free access. We may offer beta, pilot, or promotional access (“Beta Services”). Beta Services are provided “as is,” may be unstable, and may be modified or discontinued at any time. Feedback you provide may be used by us without restriction or compensation.

4. Accounts and Security

4.1 You must provide accurate registration information and keep it current. You are responsible for all activity under your account and for maintaining the confidentiality of credentials. Notify us promptly of any unauthorized use.

4.2 We may suspend or terminate accounts that violate these Terms or pose security, legal, or operational risk.

5. Orders, Fees, and Payment

5.1 Paid Services require fees as set forth on our website, in an Order, or in a separate agreement. Unless stated otherwise, fees are in U.S. dollars, non-refundable (except as required by law or expressly stated in an Order), and exclusive of taxes.

5.2 You authorize us (or our payment processor) to charge your designated payment method for recurring subscriptions until you cancel in accordance with the cancellation terms in the Order or account settings.

5.3 Late payment. We may suspend access for overdue amounts after reasonable notice. You remain responsible for collection costs and interest permitted by law.

5.4 Price changes. For subscription Services, we may change prices effective upon renewal after reasonable advance notice, unless your Order specifies fixed pricing for a term.

6. License and Intellectual Property

6.1 Our IP. The Services, including software, models, algorithms, designs, text, graphics, logos, and documentation, are owned by DataClever or our licensors and are protected by intellectual property laws. Except for the limited rights expressly granted, no rights are transferred to you.

6.2 License to you. Subject to these Terms and payment of applicable fees, we grant you a non-exclusive, non-transferable, revocable license during the subscription or Order term to access and use the Services for your internal business purposes, as permitted by your plan and documentation.

6.3 Restrictions. You may not (and may not permit others to): copy, modify, or create derivative works of the Services except as allowed by law; reverse engineer or attempt to extract source code, models, or underlying algorithms except where prohibited by law; resell, sublicense, or make the Services available to third parties except as expressly permitted; use the Services to build a competing product or service; remove proprietary notices; or access the Services through unauthorized means (including scraping our proprietary interfaces in violation of these Terms).

6.4 Customer Data. “Customer Data” means data, content, and materials you or your users submit to or through the Services (e.g., product catalogs, pricing rules, business metrics, prompts, files). You retain ownership of Customer Data. You grant us a worldwide license to host, process, transmit, display, and use Customer Data only as necessary to provide, secure, improve, and support the Services, comply with law, and as described in the Privacy Policy and any DPA.

6.5 Output. Subject to your compliance with these Terms and applicable law, and to the extent we have any rights in Output (content generated by the Services based on your inputs), we assign to you our rights in Output for your internal business use. Output may not be unique; similar output may be provided to others. You are responsible for evaluating Output before reliance or publication.

6.6 Feedback. Suggestions or feedback are voluntary and may be used by us without obligation to you.

7. Acceptable Use

You agree not to use the Services to:

(a) violate any law, regulation, or third-party rights (including privacy, publicity, intellectual property, and contractual rights);
(b) upload malware or interfere with the integrity or performance of the Services;
(c) attempt unauthorized access to systems, accounts, or data;
(d) use the Services for high-risk activities where failure could lead to death, personal injury, or severe environmental or property damage (e.g., medical diagnosis, autonomous vehicles, critical infrastructure) without our prior written agreement;
(e) use the Services to make fully automated decisions with legal or similarly significant effects on individuals without appropriate human oversight and lawful basis;
(f) generate or distribute unlawful, deceptive, harassing, defamatory, or discriminatory content;
(g) impersonate others or misrepresent affiliation;
(h) use the Services to scrape, harvest, or collect data from third-party sites or services in violation of those sites’ terms, robots.txt, or applicable law, or in a manner that exceeds the scope of features we provide;
(i) circumvent rate limits, usage caps, or security measures; or
(j) use the Services in any manner that could harm DataClever, our providers, or the public.

We may investigate violations and cooperate with law enforcement. We may remove content or suspend access without liability.

8. Third-Party Services, Data Sources, and AI Providers

8.1 The Services may integrate with or rely on third-party platforms, data sources, hosting, analytics, payment processors, and AI or machine learning providers (“Third-Party Services”). Your use of Third-Party Services may be subject to their terms. We are not responsible for Third-Party Services.

8.2 Market and competitor data. Insights may be derived from public or licensed sources, integrations you authorize, or automated collection where permitted. Accuracy, completeness, and timeliness are not guaranteed. You are solely responsible for how you use insights (including pricing, marketing, and competitive decisions) and for compliance with antitrust, consumer protection, advertising, and platform rules applicable to your business.

8.3 We do not provide legal, tax, accounting, medical, or other professional advice. Outputs are informational only.

9. AI-Specific Terms

9.1 Probabilistic nature. AI and machine learning features produce outputs that may be incorrect, incomplete, biased, or outdated. You must review and validate Output before use, especially for pricing, inventory, compliance, safety, or customer-facing communications.

9.2 No guarantee of results. We do not guarantee specific business outcomes (e.g., revenue, margin, market share, or ranking).

9.3 Training and improvement. Unless otherwise agreed in writing or restricted in your plan/DPA, we may use aggregated and de-identified usage data and telemetry to maintain and improve the Services. We will not use your identifiable Customer Data to train generalized third-party foundation models except as configured by you, disclosed to you, or required to provide the Services (e.g., inference through subprocessors under contract).

9.4 Sensitive data. Do not submit special categories of personal data, health information regulated as PHI under HIPAA, payment card data outside PCI-compliant flows, government IDs, or other highly sensitive information unless explicitly agreed in writing with appropriate safeguards.

10. Confidentiality

10.1 Each party may receive non-public information from the other marked confidential or that should reasonably be understood as confidential (“Confidential Information”). The receiving party will use Confidential Information only to perform under these Terms and protect it with reasonable care.

10.2 Exclusions: information that is public without breach, already known, independently developed, or rightfully received from a third party. Disclosure may be required by law with notice where permitted.

10.3 Duration. Confidentiality obligations survive three (3) years after disclosure, except trade secrets, which remain protected as long as they qualify as trade secrets.

11. Warranties and Disclaimers

11.1 Mutual. Each party represents that it has validly entered into these Terms.

11.2 EXCEPT AS EXPRESSLY STATED IN AN ORDER, THE SERVICES AND ALL OUTPUT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, DATACLEVER DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY OF DATA OR OUTPUT.

11.3 We do not warrant that the Services will be uninterrupted, error-free, or free of harmful components, or that defects will be corrected.

Some states do not allow certain disclaimers; in those states, disclaimers apply to the fullest extent permitted.

12. Limitation of Liability

12.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, COVER, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY.
• DATACLEVER’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO DATACLEVER FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US $100).

12.2 The foregoing limits apply whether liability is based on contract, tort, strict liability, or otherwise, and apply to our affiliates, officers, directors, employees, agents, and suppliers.

12.3 Exceptions. Nothing in these Terms limits liability that cannot be limited under applicable law (e.g., fraud, willful misconduct, or death/personal injury caused by negligence where limitation is prohibited).

13. Indemnification

13.1 By you. You will defend, indemnify, and hold harmless DataClever and its affiliates, officers, directors, employees, and agents from claims, damages, losses, and expenses (including reasonable attorneys’ fees) arising from: (a) your Customer Data or use of Output; (b) your use of the Services in violation of these Terms or law; (c) your products, services, or business practices (including pricing and marketing decisions); or (d) your integration with or use of Third-Party Services.

13.2 By us (IP). We will defend you against third-party claims that the Services, when used as authorized, infringe a U.S. patent, copyright, or trademark, and pay amounts finally awarded or agreed in settlement, provided you promptly notify us, give us control of defense, and cooperate. Our remedies may include modifying the Services, obtaining a license, or terminating affected Services with a pro-rata refund of prepaid unused fees. This section states our sole obligation for infringement claims.

13.3 Exclusions to our IP indemnity include claims based on combinations you provide, modifications not made by us, use after notice to discontinue, or use not in accordance with documentation.

14. Term and Termination

14.1 These Terms remain in effect while you use the Services or until terminated. Subscriptions run for the term stated in the Order and renew as specified there or in your account.

14.2 Either party may terminate for material breach if not cured within thirty (30) days after written notice (or immediately for payment breaches or Acceptable Use violations).

14.3 You may cancel subscriptions as provided in the Order or account settings; cancellation is effective at the end of the current billing period unless otherwise stated.

14.4 Upon termination, your license ends and access may be disabled. We may delete Customer Data after a reasonable retention period unless law or an Order requires otherwise; you should export data before termination. Sections that by nature should survive (including IP, confidentiality, disclaimers, limitation of liability, indemnification, dispute resolution, and general provisions) survive.

15. Dispute Resolution; Governing Law

15.1 Governing law. These Terms are governed by the laws of the State of California, without regard to conflict-of-law rules, except that the Federal Arbitration Act governs arbitration as stated below.

15.2 Informal resolution. Before filing a claim, you agree to contact us at [legal@dataclever.ai] and attempt to resolve the dispute informally for sixty (60) days.

15.3 Binding arbitration (optional but common for U.S. SaaS—confirm with counsel). Except for small claims court matters and injunctive relief for misuse of IP or confidentiality, any dispute arising out of these Terms or the Services will be resolved by binding arbitration administered by JAMS (or AAA if JAMS is unavailable) in Orange County, California, before one arbitrator, under its applicable rules. YOU AND DATACLEVER WAIVE ANY RIGHT TO A JURY TRIAL.

15.4 Class action waiver. Disputes must be brought only in an individual capacity, not as a plaintiff or class member in any purported class, collective, or representative proceeding.

15.5 If arbitration is unenforceable for a particular claim, exclusive jurisdiction for that claim lies in the state or federal courts located in Orange County, California, and you consent to personal jurisdiction there.

(If you prefer court litigation only, remove Section 15.3–15.4 and keep 15.5.)

16. DMCA / Copyright

If you believe content on the Services infringes your copyright, send a notice to our designated agent including the information required by 17 U.S.C. § 512(c)(3):

DMCA Agent
DataClever AI
[Street Address]
Orange County, California
Email: [legal@dataclever.ai]

We may remove content and terminate repeat infringers where appropriate.

17. Electronic Communications

You consent to receive communications electronically (email, in-product notices, or posting on the site). You agree that electronic agreements and notices satisfy legal writing requirements where permitted.

18. Changes to These Terms

We may modify these Terms by posting an updated version with a new “Last Updated” date. Material changes to paid subscribers will be notified as required by law or your Order. Continued use after the effective date constitutes acceptance. If you do not agree, you must stop using the Services and cancel any subscription.

19. General

19.1 Entire agreement. These Terms, the Privacy Policy, any Order, DPA, and SLA (if any) constitute the entire agreement and supersede prior discussions. Order terms prevail over these Terms for conflicting commercial terms.

19.2 Assignment. You may not assign these Terms without our consent; we may assign to an affiliate or in connection with a merger, acquisition, or asset sale.

19.3 Force majeure. Neither party is liable for delay or failure due to events beyond reasonable control (e.g., natural disasters, war, labor disputes, internet or utility failures, government actions), except payment obligations.

19.4 Severability. If any provision is unenforceable, the remainder remains in effect.

19.5 No waiver. Failure to enforce a provision is not a waiver.

19.6 Notices. Legal notices to DataClever: [legal@dataclever.ai] and [full mailing address]. Notices to you: email associated with your account or as in an Order.

19.7 Export. You will not export or re-export the Services in violation of U.S. export laws.

19.8 Government users. If you are a U.S. government entity, the Services are “commercial computer software” and rights are limited as required by FAR and agency supplements.

20. Contact

DataClever AI
Website: https://dataclever.ai
Email: [support@dataclever.ai]
Legal: [legal@dataclever.ai]
Headquarters: Orange County, California, United States

Recommended companion documents (also in English)

Placeholders to fill before publish

• Legal entity name (e.g., “DataClever AI, [LLC/Partnership]”)
• Full California mailing address (required for CCPA and DMCA)
• Confirm arbitration vs. courts with your lawyer
• Refund/cancellation policy aligned with Stripe/Shopify billing
• Whether pilots are free with feedback obligation (add a short Pilot Terms exhibit)

If you want this as a WordPress page, Elementor section, or a file in your repo, say which format you prefer and I can adapt headings, anchor links, and a short “Summary” box for the footer.