Terms of Service

1. Acceptance of Terms and Authorized Use

These Terms of Service (“Terms”) constitute a binding commercial agreement between ACROA (“we”, “us”, “our”), operating at acroa.tuiber.com, and the business, enterprise, or legal entity (“Customer”, “Organization”, or “Tenant”) accessing or using our services.

B2B Business Use Only: ACROA is designed and offered strictly for commercial, professional, and organizational business use. It is not intended for individual consumers or personal domestic purposes.

Authority of Administrators: Any individual accepting these Terms, registering an organization account, or connecting document sources on behalf of a Customer represents and warrants that they possess the requisite corporate authority to legally bind the Customer to these Terms.

2. Description of the Service

ACROA provides an AI-augmented Contract Risk & Obligation Agent platform designed to assist organizations in managing signed commercial agreements. The service performs:

• Automated ingestion of executed contract documents (PDF and Word formats) via authorized cloud connectors and manual uploads.
• Deterministic extraction of text, clauses, and key provisions.
• AI-assisted natural language interpretation and classification of contractual commitments and risks.
• Deterministic monitoring of deadlines, renewal dates, and payment milestones powered by our backend rule engine.
• Human-in-the-loop approval workflows routing proposed operational actions and notifications through authorized team review gates.

3. Account and Organization Responsibilities

The Customer is responsible for all activity conducted within its tenant workspace:

• Connector Authorization: Organization administrators are solely responsible for selecting, authorizing, and configuring document sources (such as Google Drive folders). The Customer warrants that it has all necessary rights, permissions, and corporate authority to ingest all contracts and files made available to ACROA.
• Credential Management: Customer administrators must maintain the security of organizational login credentials, authentication tokens, and administrative privileges. Customer must promptly notify ACROA of any suspected unauthorized access or credential compromise.
• Role and Member Governance: Customer administrators are responsible for designating appropriate access levels (admin, manager, analyst, viewer) and promptly revoking access for departed personnel.

4. Acceptable Use and Approval Gates

Customer and its authorized users agree not to misuse the service. Prohibited activities include:

• Ingesting documents that infringe third-party intellectual property, trade secrets, or privacy rights, or that contain malicious code.
• Attempting prompt injection attacks, adversarial evasion, or unauthorized command execution against ACROA’s language models or backend extraction services.
• Bypassing, disabling, or attempting to circumvent multi-tenant isolation, PostgreSQL Row-Level Security, or role-based access boundaries.
• Reverse-engineering, decompiling, or attempting to reconstruct the source code or proprietary rule engines of the platform.
• Reselling, sublicensing, white-labeling, or time-sharing the service without express written agreement from ACROA.

5. Customer Data Ownership and Processing License

Customer Retains All Ownership: As between Customer and ACROA, Customer retains all right, title, and interest (including all intellectual property rights) in and to all contracts, documents, records, and proprietary data uploaded or ingested into the platform (“Customer Data”). ACROA asserts no ownership interest in Customer Data.

Limited Processing License: Customer grants ACROA a non-exclusive, worldwide, royalty-free, limited license solely to access, parse, process, display, and store Customer Data as necessary to provide, maintain, and support the service for Customer, strictly consistent with our Privacy Policy.

No AI Model Training on Customer Data: ACROA does not use Customer Data to train, retrain, fine-tune, or benchmark any machine learning, foundation, or generative artificial intelligence models.

6. Third-Party Integrations and Subprocessors

The service incorporates and connects with third-party software and cloud platforms:

• Google Drive Integration: Customer may elect to connect Google Drive to ingest executed agreements. Such connection is subject to Google’s terms and the Google API Services User Data Policy. ACROA accesses Google Drive strictly under the read-only scope (drive.readonly) and does not write, alter, or delete Customer files in Google Drive.
• Google Gemini LLM: ACROA utilizes Google Gemini API services for linguistic interpretation of extracted contract clauses. Data processed via Gemini is handled under Google Cloud enterprise terms where customer data is not retained for model training.
• Authentication via Clerk: Identity management, Google OAuth sign-in, and session controls are operated through Clerk, Inc.

ACROA is not responsible for interruptions, policy changes, or service unavailability originating directly within third-party provider platforms.

7. Operational Disclaimers and No Legal Advice

Nature of AI and Language Model Interpretations: While ACROA utilizes deterministic rule engines for financial amounts, dates, and calculated deadlines, natural language interpretation of complex legal agreements is inherently probabilistic. ACROA does not warrant or guarantee that every obligation, ambiguity, penalty clause, or legal liability in Customer contracts will be identified or classified with absolute accuracy.

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• Consequential Damages Waiver: IN NO EVENT SHALL ACROA, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, OR SUPPLIERS BE LIABLE TO CUSTOMER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH THE SERVICE OR THESE TERMS, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• Aggregate Monetary Cap: ACROA’S TOTAL AGGREGATE LIABILITY ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY CUSTOMER TO ACROA FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT, OR ONE HUNDRED U.S. DOLLARS ($100.00 USD) IF NO FEES HAVE BEEN PAID.

9. Term, Termination, and 30-Day Data Deletion

These Terms remain in effect until terminated by either party:

• Termination by Customer: Customer may terminate its subscription or account at any time through the administration console or by providing written notice to notifications@acroa.app.
• Termination by ACROA: ACROA may suspend or terminate Customer access upon written notice if Customer materially breaches these Terms or engages in unlawful or abusive conduct.
• 30-Day Data Deletion Schedule: Following account termination or the disconnection of a document connector (such as Google Drive), all ingested contract data, extracted obligation records, document chunks, and cached files are permanently deleted 30 days thereafter. Customer is responsible for exporting any needed records prior to expiration of this 30-day window.
• Survival: Sections 5 (Data Ownership), 7 (Disclaimers), 8 (Limitation of Liability), 10 (Governing Law), and any other provisions which by their nature should survive termination shall survive.

10. Governing Law and Dispute Resolution

These Terms and any dispute, controversy, or claim arising out of or related to these Terms or the service shall be governed by and construed in accordance with the laws of the State of California, United States of America, without giving effect to any principles of conflicts of law that would require the application of the laws of another jurisdiction.

The parties submit to the exclusive personal and subject matter jurisdiction of the state and federal courts located in California, USA, for any dispute arising under these Terms. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

11. Modifications to Terms

We reserve the right to amend these Terms from time to time. We will post revised Terms on acroa.tuiber.com/terms and update the “Last reviewed” date. If an amendment constitutes a material change to Customer rights or obligations, we will provide advance notice through our service or by email to designated Customer administrators. Continued use of the platform following the effective date of revised Terms constitutes Customer acceptance.

12. Contact and Inquiries

For legal notices, contract administration inquiries, or terms questions, please contact: