Terms of Service

These Terms of Service ("Terms") are an agreement between Orchestraight LLC ("Orchestraight," "we," "us"), a company registered in New York, United States at 169 Madison Ave, STE 11653, New York, NY 10016, and the individual or organization accessing or using the Orchestraight platform, applications, APIs, and related services (collectively, the "Service"). By creating an account, accessing, or using the Service, you agree to these Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization, and "Customer," "you," and "your" refer to that organization.

If you have a separately negotiated written agreement with Orchestraight covering the Service, that agreement controls to the extent it conflicts with these Terms.

1. The Service

Orchestraight provides an AI-powered content and persuasion platform that helps customers create, optimize, and manage business content. The Service includes web applications, APIs, and AI-assisted features. We may improve or modify the Service over time, and we will not materially degrade the core functionality of the Service during your subscription term.

The Service is not tailored to comply with industry-specific regulations (such as the Health Insurance Portability and Accountability Act (HIPAA) or the Federal Information Security Management Act (FISMA)), so if your use would be subject to such laws, you may not use the Service for that purpose. You may not use the Service in a way that would violate the Gramm-Leach-Bliley Act (GLBA).

2. Accounts and Eligibility

You must provide accurate account information and keep it current. You are responsible for maintaining the confidentiality of your credentials and for all activity under your account. You must be at least 18 years old and able to form a binding contract to use the Service. Each user within a Customer organization must comply with these Terms, and the Customer is responsible for its users' compliance.

3. Subscriptions, Trials, and Billing

Access to paid features requires a subscription. Fees, plan features, and usage allowances (including credits and storage) are described at the time of purchase. Payments are processed by our payment provider; we do not store full payment card numbers. Except where required by law or expressly stated otherwise, fees are non-refundable. Subscriptions renew automatically until canceled; cancellation takes effect at the end of the current paid term. We offer a 7-day free trial to new users, after which the account is charged according to the chosen subscription unless canceled. We may change pricing and will communicate price changes to you in accordance with applicable law, effective at your next renewal.

4. Customer Content and Data Ownership

"Customer Content" means all data, files, documents, knowledge-base materials, prompts, and other content that you or your users submit to the Service, and the outputs generated for you by the Service from that content.

You own your Customer Content — unconditionally. Orchestraight acts solely as a custodian of Customer Content on your behalf. We claim no ownership rights, license rights, or other interest in Customer Content, except for the limited operational license in Section 5. As between you and Orchestraight, all right, title, and interest in Customer Content remains with you.

If Orchestraight is acquired, merges, or transfers the Service to another entity, the successor entity inherits our obligations under this Section and our data protection commitments; a change of control does not diminish your ownership of, or rights in, your Customer Content.

5. Limited License to Operate the Service

You grant Orchestraight a limited, non-exclusive, worldwide license to host, store, process, transmit, and display Customer Content solely as necessary to provide, secure, and support the Service for you and as otherwise instructed by you. This license ends when your Customer Content is deleted from the Service under Section 7.

6. No AI Training on Customer Content

We do not use Customer Content to train, fine-tune, or improve any artificial intelligence or machine learning models — neither our own nor any third party's. Our AI subprocessors are contractually engaged on terms that do not permit them to train their models on Customer Content submitted through the Service. Customer Content is processed by AI models only to generate outputs for you, in the moment, at your direction.

7. Data Retention, Export, and Deletion

• Export on request. At any time during your subscription, and for the retention window after deactivation described below, you may request a full export of your organization's data, and we will provide it in a commonly used, machine-readable format.
• Deletion after deactivation. If your organization's account is deactivated (by you or by us following termination), your Customer Content is retained for 30 days, during which you may reactivate or request an export. After the 30-day window, your Customer Content is permanently and irreversibly purged from the Service, except for minimal records we are legally required to retain (e.g., billing records).

8. Acceptable Use

You may not use the Service to violate law, infringe others' rights, distribute malware, attempt to gain unauthorized access to the Service or other customers' data, resell the Service without authorization, or generate content that is unlawful, deceptive in a manner that violates applicable law, or harmful to minors. The Acceptable Use Policy is incorporated into these Terms. We may suspend access for material violations, with notice where practicable.

9. Orchestraight Intellectual Property

The Service, including its software, models of operation, design, and documentation (but excluding Customer Content), is owned by Orchestraight and its licensors. We grant you a non-exclusive, non-transferable right to access and use the Service during your subscription in accordance with these Terms. Feedback you voluntarily provide about the Service may be used by us without restriction or obligation.

10. Confidentiality

Each party will protect the other's non-public information with at least reasonable care and use it only as needed to perform under these Terms. Customer Content is your confidential information.

11. Security

We maintain administrative, technical, and organizational safeguards designed to protect Customer Content, including: encryption in transit (TLS) and at rest (AES-256) on SOC 2 certified infrastructure; isolation of each customer organization's files and knowledge base in its own dedicated storage instance; and per-organization access controls on structured data in our application database. Details are described in our Privacy Policy and, for organizations that require one, our Data Processing Addendum (Section 12).

12. Data Protection

To the extent Customer Content includes personal data subject to data protection laws, our Data Processing Addendum ("DPA") applies and is incorporated into these Terms. A signable copy of the DPA is available on request at hello@orchestraight.com.

13. Third-Party Services and Subprocessors

We use vetted service providers (subprocessors) to operate the Service — for example, cloud infrastructure, authentication, payment processing, email delivery, and AI model providers. A current list is maintained in our DPA and available on request. We remain responsible for our subprocessors' handling of Customer Content.

14. Disclaimers

The Service is provided "as is" and "as available." To the maximum extent permitted by law, we disclaim all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement. AI-generated outputs are produced by statistical models and may contain errors; you are responsible for reviewing outputs before relying on or publishing them. We do not warrant that the Service will be uninterrupted or error-free.

15. Limitation of Liability

To the maximum extent permitted by law: (a) neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, or data (except for a party's breach of Section 10 or your payment obligations); and (b) each party's total aggregate liability arising out of or relating to these Terms is limited to the amounts paid, if any, by you to Orchestraight during the six (6) month period preceding the event giving rise to the claim. Certain state and international laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages; if these laws apply to you, some or all of the above disclaimers or limitations may not apply, and you may have additional rights. Nothing in these Terms limits liability that cannot be limited by law.

16. Indemnification

You will defend and indemnify Orchestraight against third-party claims arising from your Customer Content or your use of the Service in violation of these Terms or applicable law. Orchestraight will defend and indemnify you against third-party claims alleging that the Service (excluding Customer Content) infringes a third party's intellectual property rights, provided you promptly notify us and allow us to control the defense.

17. Term, Suspension, and Termination

These Terms apply while you use the Service. You may terminate at any time by canceling your subscription and deactivating your organization. We may terminate or suspend for material breach that remains uncured 30 days after notice, or immediately for violations that threaten the security or integrity of the Service. Upon termination, Sections 4, 7, 10, 14, 15, 16, and 19 survive, and your data is handled as described in Section 7.

18. Assignment

Neither party may assign these Terms without the other's consent, except that either party may assign them in connection with a merger, acquisition, or sale of substantially all assets, provided the successor assumes all obligations under these Terms — including, in our case, the data ownership and data protection obligations in Sections 4, 6, 7, 11, and 12.

19. Governing Law and Dispute Resolution

These Terms and your use of the Service are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act (UCITA) is excluded.

Binding arbitration. If the parties are unable to resolve a dispute through informal negotiations, the dispute (except those expressly excluded below) will be finally and exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration will be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association ("AAA") and, where appropriate, the AAA's Supplementary Procedures for Consumer Related Disputes. The arbitration may be conducted in person, through the submission of documents, by phone, or online; except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in New Castle County, Delaware. If a dispute proceeds in court rather than arbitration, it must be commenced in the state or federal courts located in New Castle County, Delaware, and each party consents to their jurisdiction and waives defenses of lack of personal jurisdiction and forum non conveniens. No dispute may be commenced more than one (1) year after the cause of action arose.

Restrictions. Any arbitration will be limited to the dispute between the parties individually. To the full extent permitted by law: (a) no arbitration will be joined with any other proceeding; (b) there is no right to arbitrate any dispute on a class-action basis; and (c) no dispute may be brought in a purported representative capacity on behalf of the general public or others.

Exceptions. The following disputes are not subject to arbitration: (a) disputes seeking to enforce, protect, or concerning the validity of a party's intellectual property rights; (b) disputes related to allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) claims for injunctive relief.

20. Changes to These Terms

We may update these Terms from time to time. For material changes, we will provide notice (e.g., by email or in-app) at least 30 days before the changes take effect. Continued use of the Service after the effective date constitutes acceptance. The "Last updated" date above reflects the current version.

21. Notices and Contact

Legal notices to Orchestraight should be sent to hello@orchestraight.com or by mail to Orchestraight LLC, 169 Madison Ave, STE 11653, New York, NY 10016, United States. We will send notices to your account email. Questions about these Terms: hello@orchestraight.com.