IMPORTANT NOTICE
These Terms of Service constitute a legally binding agreement between you and Niwt, LLC. By accessing or using the DoDPOM platform, you agree to be bound by these terms. Please read them carefully. If you do not agree to these terms, do not use our services.
Key Points
- ·These terms govern your use of the DoDPOM defense budget intelligence platform
- ·For U.S. businesses only - no EU/UK/Swiss users
- ·Must be 18+ and using for business purposes
- ·Includes important sections on data privacy, security, and AI use
- ·By using DoDPOM, you agree to these terms
DEFINITIONS
Throughout these Terms, certain capitalized terms have specific meanings:
- "Platform" - The DoDPOM defense budget intelligence platform and all related systems
- "Services" - All services provided through the Platform
- "Customer" - The business entity that has registered for the Platform
- "Authorized User" - Individuals authorized by Customer to access the Platform
1. Acceptance of Terms; Eligibility
These Terms of Service (the "Terms") govern your access to and use of Niwt, LLC's ("Niwt" or the "Company") DoDPOM platform, including any websites, applications, APIs, and related services (the "Platform"). By accessing or using the Platform, you agree to be bound by these Terms and the policies referenced in them—specifically, the Acceptable Use Policy (see Section 11) and the Privacy Policy available at Privacy Policy (collectively, the "Policies"), each of which is incorporated by reference. If you do not agree, do not use the Platform. If you accept these Terms on behalf of a business entity, you represent and warrant that you have authority to bind that entity. The Platform and all Platform Materials are protected by applicable intellectual property laws. If you and the Company have executed a separate written agreement governing your use of the Platform, that agreement controls to the extent of any conflict with these Terms; however, the Privacy Policy controls with respect to the collection, use, and processing of personal data.
1.1 Geographic Scope
The Platform is available to businesses and professionals worldwide, subject to applicable export controls and sanctions (see §27). The Platform is operated from the United States, and all data is processed in the United States. By using the Platform, you acknowledge that your data will be processed in the United States under U.S. law. If you access the Platform from outside the United States, you are responsible for compliance with local laws applicable to your use.
1.2 Minimum Age
The Platform is a business service and is not intended for individuals under the age of majority. You must be at least 18 years old (or the age of majority in your jurisdiction) to use the Platform as an Authorized User. The Platform is not directed to children under 13.
1.3 Business Use Only
The Platform is provided solely for use by business entities and their Authorized Users acting for internal business purposes. Individuals acting in a personal or consumer capacity may not register for or use the Platform.
1.4 Right to Refuse Service
The Company reserves the right to refuse service, terminate accounts, or restrict access to the Platform at its sole discretion, subject to applicable law and the termination provisions in these Terms.
2. Definitions
2.1 Acceptable Use Policy or AUP
The policy incorporated by reference in Section 11 that governs prohibited and restricted uses of the Platform.
2.2 Account ID
The unique identifier, credentials, or authentication method used to access your account, including usernames, passwords, API keys, tokens, or other access credentials.
2.3 Affiliate
Any entity that directly or indirectly controls, is controlled by, or is under common control with a party, where "control" means ownership of at least 50% of the outstanding voting securities.
2.4 Aggregated Data
Statistical or aggregated information derived from Customer Data or Service/Usage Data that does not identify any specific individual or Customer.
2.5 AI-Generated Content
Any text, code, images, or other content generated or produced by artificial intelligence models or machine learning systems accessible through the Platform.
2.6 Authentication Secrets
Passwords, API keys, tokens, certificates, or other credentials used to authenticate access to the Platform.
2.8 Beta Features
Features, functionality, or services labeled as "beta," "preview," "early access," "experimental," or similar, which are provided for evaluation and feedback purposes.
2.9 Business Associate Agreement (BAA)
An agreement required under HIPAA for handling Protected Health Information, if applicable.
2.10 Covered Defense Information (CDI)
Unclassified controlled technical information or other information that requires safeguarding or dissemination controls pursuant to law, regulation, or government-wide policy.
2.11 Company
Niwt, LLC, a limited liability company.
2.12 Confidential Information
Non-public information disclosed by one party to the other that is marked confidential or would reasonably be considered confidential, excluding information that: (a) becomes publicly known through no breach; (b) was rightfully known or independently developed; or (c) is rightfully obtained from a third party.
2.13 Controlled Unclassified Information (CUI)
Information that requires safeguarding or dissemination controls pursuant to law, regulation, or government-wide policy.
2.14 Customer
The entity that has entered into these Terms, created an account, or is using the Services.
2.15 Customer Data
All data, content, and information that Customer or its Authorized Users submit, upload, or input into the Platform, including through API calls or integrations.
2.16 Data Processing Addendum or DPA
An addendum governing the processing of personal data, if applicable.
2.17 De-Identified Data
Data that has been modified to remove or obscure direct and indirect identifiers such that the data cannot reasonably be used to identify an individual or Customer.
2.18 Federal Contract Information (FCI)
Information provided by or generated for the Government under contract not intended for public release.
2.19 Fees
All amounts payable by Customer for the Services, including subscription fees, usage-based charges, and pass-through costs.
2.20 High-Risk Uses
Uses of the Platform where failure could lead to death, personal injury, or environmental damage, including medical diagnosis, autonomous vehicles, or critical infrastructure control.
2.21 Health Insurance Portability and Accountability Act (HIPAA)
U.S. federal law governing the privacy and security of protected health information.
2.22 Marks
Trademarks, service marks, trade names, logos, and other brand identifiers.
2.23 Master Services Agreement (MSA)
A separate written agreement between Customer and Company governing Services, if applicable.
2.24 Open-Source Components
Software components licensed under open-source licenses.
2.25 Order Form
A written or electronic order, statement of work, or subscription agreement for Services.
2.26 Output
Content generated by the Platform in response to Customer inputs, including AI-Generated Content.
2.27 Payment Card Industry (PCI) Data Security Standard (DSS)
Security standards for organizations handling payment card data.
2.28 Payment Card Data
Credit card numbers, card verification codes, and related payment card information.
2.29 Protected Health Information (PHI)
Information protected under HIPAA.
2.30 Platform
The Company's DoDPOM defense budget intelligence platform, applications, APIs, and related services.
2.31 Platform Materials
Documentation, tutorials, sample code, and other materials provided by the Company.
2.32 Privacy Policy
The Company's privacy policy available at the designated URL.
2.33 Security Incident
A confirmed unauthorized access to, or disclosure of, Customer Data within the Company's systems that results in loss, disclosure, or alteration of such data.
2.34 Service Level Agreement or SLA
The then-current service level agreement applicable to the Services, including any service credits and related remedies.
2.35 Service/Usage Data
Data relating to the operation and use of the Platform, such as logs, telemetry, event data, and performance metrics.
2.36 Services
Access to the Platform and any related support, onboarding, or professional services provided by the Company.
2.37 Subscription Term
The initial subscription period and any renewal periods identified in an Order Form or your account.
2.38 Taxes
Any sales, use, excise, GST/VAT, or similar taxes, duties, or government-imposed charges assessed in connection with the purchase or use of the Services, excluding taxes based on the Company's net income, property, or employees.
2.39 Third-Party Services
Any websites, applications, platforms, APIs, products, or services provided by third parties and linked to, integrated with, or otherwise accessible through the Platform.
2.40 User Content
Any data, text, images, video, audio, code, or other materials or information that you upload, submit, disclose, distribute, or otherwise post to or through the Platform.
3. Order of Precedence
If you and the Company have executed a separate written agreement governing the Services (e.g., a Master Services Agreement ("MSA") or an Order Form), that agreement controls to the extent of any conflict, but only for the Services it expressly covers. For clarity, in the event of any conflict among the documents below, the following subject-matter rules apply:
• Commercial and subscription details (e.g., pricing, term, scope of Services): the applicable Order Form controls over the MSA and these Terms.
• Processing of personal data: the Data Processing Addendum ("DPA") (if applicable) controls over all other documents; if no DPA applies, the Privacy Policy controls as to the collection and use of personal data.
• Service levels and credits: the Service Level Agreement ("SLA") controls.
• Prohibited uses and conduct: the Acceptable Use Policy ("AUP") controls.
• Purchase order or procurement terms do not apply and are rejected.
• Payment processing: Subscription billing, invoicing, and tax collection are handled by our third-party Merchant of Record ("MOR"). The MOR's terms govern the payment relationship; these Terms govern Platform access, data, and all other matters. All fees are non-refundable except during the seven-day grace period for initial subscriptions described in Section 6.
In all other respects, these Terms govern your use of the Platform.
• Commercial and subscription details (e.g., pricing, term, scope of Services): the applicable Order Form controls over the MSA and these Terms.
• Processing of personal data: the Data Processing Addendum ("DPA") (if applicable) controls over all other documents; if no DPA applies, the Privacy Policy controls as to the collection and use of personal data.
• Service levels and credits: the Service Level Agreement ("SLA") controls.
• Prohibited uses and conduct: the Acceptable Use Policy ("AUP") controls.
• Purchase order or procurement terms do not apply and are rejected.
• Payment processing: Subscription billing, invoicing, and tax collection are handled by our third-party Merchant of Record ("MOR"). The MOR's terms govern the payment relationship; these Terms govern Platform access, data, and all other matters. All fees are non-refundable except during the seven-day grace period for initial subscriptions described in Section 6.
In all other respects, these Terms govern your use of the Platform.
4. Changes to These Terms
The Company may update these Terms from time to time. We will provide notice of material changes by posting an updated version on the Platform or by sending email to the account holder of record at least seven (7) days before the changes take effect, unless earlier effectiveness is required by law or for security or abuse reasons. Non-material or clarifying updates become effective upon posting.
Updates to the Acceptable Use Policy (AUP) may take effect upon posting where reasonably necessary to address security, abuse, or legal requirements. The Privacy Policy may be updated as described in that policy. Any changes to the DPA, SLA, MSA, or an Order Form are governed by those documents and will not be made unilaterally by the Company. Changes to dispute-resolution provisions will not apply to claims of which the parties have actual notice before the effective date.
If you do not agree to the updated Terms, your sole remedy is to stop using the Platform. Continued use after the effective date constitutes acceptance.
Updates to the Acceptable Use Policy (AUP) may take effect upon posting where reasonably necessary to address security, abuse, or legal requirements. The Privacy Policy may be updated as described in that policy. Any changes to the DPA, SLA, MSA, or an Order Form are governed by those documents and will not be made unilaterally by the Company. Changes to dispute-resolution provisions will not apply to claims of which the parties have actual notice before the effective date.
If you do not agree to the updated Terms, your sole remedy is to stop using the Platform. Continued use after the effective date constitutes acceptance.
5. Account Registration
Certain features of the Platform require registration. You must create an Account ID (which may include a username, password, API key, token, or other credentials) and keep your registration information accurate, complete, and current. Failure to do so is a material breach and may result in suspension or termination.
5.1 Account Names
You may not: (a) select or use an Account ID of another person or entity with intent to impersonate; (b) use an Account ID without proper authorization; or (c) use an Account ID that is offensive, vulgar, or obscene. The Company may refuse, suspend, or cancel any Account ID at its discretion.
5.2 Business Accounts; Authorized Users
Accounts are for business use only and may be used solely by Authorized Users acting for your internal business purposes. You are responsible for (a) all activities under your account, including by Authorized Users; (b) ensuring that only Authorized Users are granted access; and (c) promptly removing access for individuals who should no longer have it.
5.3 Credential Security
You must maintain the confidentiality of all Authentication Secrets and are fully responsible for all activities that occur under your account. You will use industry-standard security measures to protect credentials (including secure storage, transmission only over encrypted connections, and prompt rotation if compromised).
5.4 Notice of Compromise
You must immediately notify the Company of any actual or suspected unauthorized use of your account or any other breach of security. The Company is not liable for any loss or damage from your failure to comply with this section.
6. Subscription and Fees
6.1 Ordering and Fees
Fees are specified during account registration or on the Platform's pricing page. Subscription billing, invoicing, and tax collection are handled by our third-party Merchant of Record ("MOR"). By subscribing, you also agree to the MOR's terms of service, which govern payment-specific matters. The Company controls subscription tiers, feature access, and usage limits. New subscribers may request a full refund within seven (7) days of their initial subscription purchase, provided the request is submitted to the Company before the end of that period. After the seven-day grace period, all fees are non-refundable. No refunds or credits will be issued for partial subscription periods, downgrades, unused services, or renewal charges.
6.2 Billing and Payment
All billing and payment processing is managed by the MOR. The MOR will charge your payment method on file according to the billing cycle for your subscription tier. Fees are in U.S. dollars unless otherwise specified by the MOR. Questions about charges, payment methods, or billing should be directed to the MOR's support channels, accessible from your account settings.
6.3 Taxes
The MOR is responsible for collecting and remitting applicable sales tax, VAT, and other transaction taxes as required by law. Tax amounts will be shown during checkout and on invoices issued by the MOR.
6.4 Disputed Amounts
To dispute a charge, contact the MOR through the billing support channels accessible from your account settings. For disputes related to Platform access or service delivery, contact the Company directly. Billing disputes do not entitle you to a refund outside the seven-day grace period described in Section 6.1, except where required by applicable law.
6.5 Late Payment; Suspension
If the MOR is unable to collect payment, the Company may suspend Platform access after providing 5 days' notice. Access will be restored upon successful payment.
6.6 Overage and True-Up
Usage exceeding your subscription tier's limits (e.g., AI query token caps) may result in reduced functionality or temporary access restrictions until the next billing period or an upgrade. Overage charges, if any, are specified on the Platform's pricing page.
6.7 Changes to Fees
The Company may change subscription pricing upon 30 days' notice. Price changes apply at the next billing cycle. Existing prepaid periods are honored at the original price.
6.8 Refund Policy; Service Credits
New subscribers may request a full refund within seven (7) days of their initial subscription purchase as described in Section 6.1. After the seven-day grace period, all fees are non-refundable. No refunds or credits will be issued for partial subscription periods, unused services, account downgrades, or renewal charges. If you cancel your subscription, you will retain access to paid features through the end of your current billing period; no pro-rata refund will be issued for the remaining days. Service credits (if any) for SLA breaches are your sole remedy and are applied by the Company to future billing periods — they are not redeemable for cash or refund.
6.9 No Setoff
You may not withhold or offset payments due except for service credits expressly granted by the Company.
7. Platform Access and License
7.1 License to the Platform
Subject to payment and compliance with these Terms, the Company grants you a limited, non-exclusive, non-transferable, revocable license during the Subscription Term to access and use the Platform solely for your internal business purposes. This license is for Authorized Users only and includes access to Platform Materials for use with the Services.
7.2 Outputs (Your Rights)
Subject to these Terms and payment of Fees, you own all rights in Outputs generated for you, to the extent such rights can be assigned. The Company claims no ownership of Outputs. However: (a) Outputs may not be unique; others may receive similar outputs; (b) the Company retains rights in its pre-existing materials; and (c) Third-Party Services may have separate terms.
7.3 Customer Data (Limited License to the Company)
You grant the Company a limited license to Customer Data solely to provide the Services, including processing through AI models as instructed. This license includes backup, security, and technical operations necessary for service delivery.
7.4 Third-Party Model Providers
The Platform may use third-party AI models. Your use is subject to those providers' terms, which you must accept. The Company isn't liable for third-party model performance, availability, or outputs.
7.5 Hosting Model
The Platform operates on shared infrastructure (unless otherwise specified). The Company may use subprocessors and hosting providers. Service locations and providers may change with reasonable notice.
7.6 Restrictions
You will not: (a) exceed scope of license; (b) copy, modify, or create derivative works; (c) reverse engineer or attempt to discover source code; (d) sell, license, or sublicense the Platform; (e) use for competitive purposes; (f) remove proprietary notices; (g) circumvent usage limits or security measures; or (h) use in violation of law or these Terms.
7.7 Suspension and Termination Effects
Upon suspension or termination, access rights terminate immediately. You must cease use and, upon request, certify deletion of Platform Materials. Data handling follows Section 8.6.
7.8 Feedback
The Company may freely use any feedback, suggestions, or ideas you provide about the Services without obligation to you. Feedback is provided voluntarily and doesn't create confidentiality obligations.
8. Customer Data
8.1 Ownership
You retain all rights in Customer Data. The Company gains no ownership except the limited license in Section 7.3.
8.2 Limited License to the Company
You grant the Company a license to process Customer Data as necessary to provide Services, including: (a) storage and transmission; (b) processing per your instructions; (c) sharing with providers you authorize; and (d) creating De-Identified Data per Section 10.
8.3 Third-Party Model Providers
If you use third-party AI models, Customer Data may be processed under those providers' terms. You're responsible for reviewing and accepting such terms.
8.4 Customer Responsibilities
You're responsible for: (a) accuracy and legality of Customer Data; (b) obtaining necessary rights and consents; (c) compliance with applicable laws; (d) appropriate use of AI outputs; and (e) backup of important data.
8.5 Service/Usage Data and De-Identified Data
The Company may collect Service/Usage Data and create De-Identified Data per Section 10. This doesn't include accessing Customer Data content except as necessary for Services.
8.6 Access, Export, and Deletion
During the Subscription Term, you may access and export Customer Data through the Platform's standard features. Within 30 days after termination (the "Retrieval Period"), you may request export of Customer Data. After the Retrieval Period, the Company will delete Customer Data within 90 days, except as required by law or permitted under Section 10.
8.7 Legal Process
The Company may disclose Customer Data if required by law or valid legal process. Where permitted, the Company will notify you and provide opportunity to contest.
8.8 Hosting Model
Customer Data is logically segregated in multi-tenant architecture unless single-tenant services are purchased. The Company uses industry-standard security measures.
9. User Content
9.1 Scope
On the Platform, User Content consists of data you input into Platform features, including search queries, pipeline notes, saved analyses, annotations, and AI Analyst questions. The Platform does not include community forums, public posting, or social features.
9.2 License to the Company (Purpose-Limited)
You grant the Company a limited license to process User Content solely to operate the Platform and deliver the Services, including running searches, generating AI responses, and storing your pipeline notes and analyses.
9.3 Ownership and Control
You retain ownership of User Content. The Company's license is limited to providing the Services. You may export or delete your User Content at any time through the Platform's features.
9.4 Representations
You represent that your User Content does not violate applicable law or third-party rights and does not include classified, controlled, or prohibited data (see Section 12).
9.5 Removal; Data Lifecycle
Deleted User Content is removed from active systems promptly. Backups may retain copies for up to 90 days. The Company is not required to preserve User Content indefinitely.
10. Aggregated and De-Identified Data
10.1 Creation and Ownership
The Company may create De-Identified Data and Aggregated Data from Customer Data and Service/Usage Data. The Company owns all De-Identified Data and Aggregated Data.
10.2 Permitted Uses
The Company may use De-Identified Data and Aggregated Data to operate, secure, support, and improve the Services, including: (a) service monitoring and capacity planning; (b) detection and prevention of fraud, abuse, and security incidents; (c) quality, performance, and feature improvement; (d) usage analytics and reporting; (e) improving and training the Platform's domain ontology, search relevance, and concept mappings based on aggregated search patterns; and (f) producing market intelligence reports, trend analyses, or benchmark publications derived from aggregated Platform usage.
10.3 Safeguards and Restrictions
(a) The Company will maintain reasonable technical and organizational measures designed to ensure De-Identified Data cannot reasonably be used to identify Customer or an individual and will not attempt to re-identify it. (b) The Company will not sell raw De-Identified Data or Aggregated Data to third parties or use it for targeted advertising. (c) For Enterprise-tier customers, the Company will not use Customer Data, Output, De-Identified Data, or Aggregated Data to train generalized content models that incorporate Customer's proprietary content semantics for the benefit of other customers. (d) The Company may publish aggregated market intelligence, trend reports, or benchmark data derived from Platform-wide usage patterns, provided such publications do not identify any individual Customer.
10.4 Publication and Marketing
(a) Name/Logo Listing (Opt-Out): Unless Customer opts out by written notice, Company may use Customer's name and logo to identify Customer as a customer. (b) Conditions: Company will use the Marks in accordance with any reasonable brand guidelines provided. (c) Revocation/Takedown: Customer may revoke permission at any time by written notice.
10.5 Conflicts
If provisions in a DPA or government/regulated-environment addendum conflict with this Section, those specific provisions control for covered data types.
11. Acceptable Use Policy
11.1 Prohibited Content and Conduct
You will not (and will not permit any third party to):
• Violate any applicable law, regulation, or third-party right
• Transmit any material that is defamatory, offensive, or otherwise objectionable
• Use the Platform to send spam, phishing, or other unsolicited communications
• Upload or transmit viruses, malware, or other harmful code
• Attempt to gain unauthorized access to any systems or networks
• Interfere with or disrupt the Platform or servers
• Use the Platform for illegal or fraudulent activities
• Violate the intellectual property or privacy rights of others
• Violate any applicable law, regulation, or third-party right
• Transmit any material that is defamatory, offensive, or otherwise objectionable
• Use the Platform to send spam, phishing, or other unsolicited communications
• Upload or transmit viruses, malware, or other harmful code
• Attempt to gain unauthorized access to any systems or networks
• Interfere with or disrupt the Platform or servers
• Use the Platform for illegal or fraudulent activities
• Violate the intellectual property or privacy rights of others
11.2 Security and Service Integrity
You will not: probe, scan, or test vulnerabilities without written permission; overwhelm the Platform with excessive requests; circumvent usage limits or security measures; or access the Platform through unauthorized means.
11.3 Automated Access and Fair Use
Automated access must use published APIs and comply with rate limits. Scraping, crawling, or bulk downloading without permission is prohibited.
11.4 Data Responsibilities
Don't submit sensitive data the Platform isn't designed to handle. You're responsible for data classification and appropriate security measures.
11.5 AI-Specific Restrictions
Don't use the Platform for High-Risk Uses without written agreement. Don't attempt to extract training data, create competing services, or generate content violating these Terms.
11.6 Export Controls and Sanctions
Comply with all applicable export controls and sanctions. Don't use the Platform in embargoed countries or provide access to prohibited parties.
11.7 Enforcement
Violations may result in immediate suspension or termination. The Company may report illegal activities to authorities.
12. Prohibited Data Classes
12.1 Default Prohibition
The Platform is designed to analyze publicly available Department of Defense budget data. It is NOT designed to handle classified or controlled information. Unless expressly permitted by written agreement, do NOT submit:
• Government classified information (any level)
• Controlled Unclassified Information (CUI/CDI/FCI)
• Payment Card Data (except through designated payment interfaces managed by the MOR)
• Protected Health Information (PHI) under HIPAA
• Biometric data for identification purposes
• Data requiring specific regulatory compliance not addressed in these Terms
• Information subject to ITAR or EAR export controls
For clarity: the DoD budget data available on the Platform is derived from publicly available sources and is not classified or controlled.
• Government classified information (any level)
• Controlled Unclassified Information (CUI/CDI/FCI)
• Payment Card Data (except through designated payment interfaces managed by the MOR)
• Protected Health Information (PHI) under HIPAA
• Biometric data for identification purposes
• Data requiring specific regulatory compliance not addressed in these Terms
• Information subject to ITAR or EAR export controls
For clarity: the DoD budget data available on the Platform is derived from publicly available sources and is not classified or controlled.
12.2 Conditionally Permitted (by written agreement only)
Certain data types may be permitted with appropriate agreements (e.g., BAA for PHI, government addendum for CUI). Contact sales for requirements.
12.3 No Re-Identification; Pseudonymization Not Sufficient
Don't attempt to re-identify De-Identified Data. Pseudonymization alone doesn't satisfy de-identification requirements.
12.4 Remediation
If prohibited data is submitted, immediately notify the Company and follow remediation instructions. You may be charged for remediation costs.
12.5 Conflicts and Carve-Outs
Specific agreements (DPA, BAA, government addendum) may modify these restrictions for covered Services only.
13. Third Party Services
13.1 Independent Services; Terms
Third-Party Services are independent from the Platform. Your use is governed by their terms, which you must accept.
13.2 Connections and Data Sharing (Your Instruction)
Enabling connections to Third-Party Services authorizes data exchange as configured. You're responsible for understanding what data is shared.
13.3 Availability and Changes
Third-Party Services may change or become unavailable. The Company isn't responsible for modifications or discontinuations.
13.4 Fees
Third-Party Services may have separate fees. Pass-through costs (if any) are specified in Order Forms.
13.5 Model Providers
AI model providers' terms apply to their models. Output quality, availability, and capabilities depend on third-party providers.
13.6 Open-Source Components
Open-source components are subject to their licenses. License notices are available at /open-source.
13.7 Responsibility and Disclaimer
The Company isn't responsible for Third-Party Services' performance, security, or compliance. Integration is at your risk.
14. Data Privacy
14.1 Privacy Policy (Incorporation by Reference)
The Privacy Policy (available at /privacy) is incorporated by reference and governs personal data collection and use.
14.2 Roles and Instructions
For personal data in Customer Data, Customer is the controller and Company is the processor. Company processes personal data per Customer's instructions in these Terms.
14.3 Subprocessors
The Company may use subprocessors for service delivery. A list is available upon request. Changes are notified per the DPA (if applicable).
14.4 Data Subject Requests; Cooperation
Customer is responsible for responding to data subject requests. The Company will reasonably assist at Customer's expense.
14.5 Cross-Border Transfers; Location
Customer Data may be processed in the United States. Customer is responsible for cross-border transfer compliance.
14.6 Conflicts
For personal data handling, the DPA (if applicable) controls, then the Privacy Policy, then these Terms.
15. Security; Incident Response
15.1 Security Program
The Company maintains a security program with administrative, physical, and technical safeguards appropriate for the Services.
15.2 Hosting and Segregation
Customer Data is logically segregated in multi-tenant architecture. Physical segregation requires single-tenant services.
15.3 Customer Security Responsibilities
You're responsible for: credentials security; access management; secure configuration; appropriate data classification; and end-user device security.
15.4 Vulnerability Testing; Safe Handling
Security testing requires prior written permission. Report vulnerabilities through responsible disclosure channels.
15.5 Incident Response and Notice
The Company will notify affected customers of confirmed Security Incidents as required by law. Notice timing and content follow applicable requirements.
15.6 Business Continuity and Disaster Recovery
The Company maintains business continuity and disaster recovery plans. Recovery objectives are specified in the SLA.
15.7 Specific Limitations
The Company isn't a PCI-compliant service provider (unless specified). HIPAA compliance requires a BAA. Government compliance may require additional terms.
15.8 Data Lifecycle Cross-Reference
Data retention, deletion, and export are governed by Section 8.6 and any applicable DPA.
16. AI-Generated Content Disclaimer
16.1 Nature of AI Outputs
AI-Generated Content is machine-generated and may contain errors, biases, or inaccuracies. Outputs are probabilistic and may vary.
16.2 No Professional Advice; Human Review
AI outputs aren't professional advice (legal, medical, financial, etc.). Always have qualified humans review important outputs before use.
16.3 "As-Is" Disclaimer (AI Outputs)
AI-Generated Content is provided "as-is" without warranties. The Company doesn't guarantee accuracy, completeness, or fitness for any purpose.
16.4 Your Responsibilities
You're responsible for reviewing, validating, and appropriately using AI outputs. Don't rely solely on AI for critical decisions.
16.5 Third-Party Model Providers
Third-party model limitations and terms apply. Model capabilities and availability may change.
16.6 High-Risk and Regulated Uses
Don't use AI outputs for High-Risk Uses without appropriate safeguards and agreements. Regulated industries must ensure compliance.
16.7 Ownership Posture Unchanged
This disclaimer doesn't change ownership rights in Section 7.2. You own outputs subject to these limitations.
16.8 Limitation of Liability (AI Outputs)
The Company isn't liable for consequences of using AI-Generated Content. Liability limitations in Section 21 apply.
17. Beta and Pre-Release Features
17.1 Description
Beta Features are experimental and provided "as-is" for evaluation. They may have bugs, limited functionality, or be discontinued.
17.2 Optional Enrollment
Beta Features are optional. Enrollment may require separate agreement or acknowledgment.
17.3 No SLA or Commitments
Beta Features have no SLA, warranties, or support commitments. Availability and features may change without notice.
17.4 Data Handling
Don't use Beta Features for production or sensitive data unless expressly permitted. Backup important data before use.
17.5 Security and Availability
Beta Features may not have completed security reviews or business continuity measures. Use at your own risk.
17.6 Your Responsibilities
You're responsible for evaluating suitability, testing thoroughly, and providing feedback if requested.
17.7 Feedback
Feedback on Beta Features is welcome and governed by Section 7.8.
17.8 Non-Public Information
Information about non-public Beta Features is confidential. Don't disclose without written permission.
17.9 Liability
The Company has no liability for Beta Features. Section 21 limitations apply fully.
17.10 Termination; Data Export
Beta Features may be discontinued anytime. Where practicable, data export will be available.
17.11 Third-Party Providers
Beta Features may use experimental third-party services with additional risks.
17.12 Fees
Beta Features are typically free unless otherwise specified. Future commercialization may add fees.
18. Indemnification
18.1 Company IP Indemnity
The Company will defend you from third-party claims that the Platform infringes intellectual property rights and pay final judgments or Company-approved settlements, subject to exclusions and procedures below.
18.2 Exclusions (Company IP Indemnity)
No obligation for claims arising from: Customer Data, User Content, or Outputs; combinations with non-Company items; unauthorized modifications; use outside documentation or Terms; failure to update; Third-Party Services; or Beta Features.
18.3 Infringement Remedies
If the Platform is claimed to infringe, the Company may: procure continued use rights; modify to be non-infringing; or terminate the affected subscription. In the event of termination under this Section, the Company will provide a pro-rata credit for the unused portion of any prepaid subscription term.
18.4 Your Indemnity
You'll defend the Company from claims arising from: Customer Data or User Content; violations of Terms or law; or Third-Party Service connections you enable.
18.5 Procedures
The indemnified party must: promptly notify; give sole control of defense/settlement; and reasonably cooperate. Settlement requires consent if admitting fault or imposing obligations.
18.6 Relationship to Limits and Exclusions
Indemnity obligations are subject to Section 21 limitations. Nothing limits court-ordered attorney fee obligations.
19. Corrections and Updates
19.1 Informational Materials; No Warranty
Platform Materials are provided for information and may contain errors. They don't modify Services or Terms and aren't warranted.
19.2 Updates to Materials; No Obligation
The Company may update Platform Materials anytime without notice. No obligation to deliver future functionality.
19.3 Roadmap and Forward-Looking Statements
Statements about future features are forward-looking only. Purchase based on current functionality.
19.4 Reporting Errors
Report errors to the Company. Corrections are at Company's discretion.
20. Disclaimer of Warranties
Except as expressly stated in an applicable Order Form or SLA, the Services, Platform, and Platform Materials (including AI-Generated Content, User Content, samples, tutorials, dashboards, and documentation) are provided "as is" and "as available." To the maximum extent permitted by law, the Company disclaims all warranties, express, implied, statutory, or otherwise, including implied warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement. Without limiting the foregoing: (a) results, accuracy, and outcomes from use of the Services are not guaranteed; (b) the Company does not control and is not responsible for Third-Party Services (see Section 13); (c) AI-Generated Content is subject to Section 16; and (d) Beta Features are subject to Section 17 and carry no warranties or commitments.
21. Limitation of Liability
21.1 Excluded Damages
To the maximum extent permitted by law, neither party is liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenues, goodwill, or data, even if advised of the possibility.
21.2 Liability Cap
For paid Services, each party's total aggregate liability for all claims arising out of or relating to these Terms is limited to the lesser of: (a) the Fees paid by Customer to the Company (or processed by the MOR on Customer's behalf) for the Services giving rise to the claim in the three (3) months before the event first giving rise to liability; or (b) US $5,000. If the Services are provided without charge (including Alpha access and Beta Features), the Company's total aggregate liability is US $100. Multiple claims do not enlarge these caps.
21.3 Non-Excludable Matters
Nothing limits liability that cannot be limited under applicable law (e.g., death/injury from negligence, fraud, willful misconduct). Service credits are sole remedy for SLA breaches.
21.4 Payment and Remediation Exclusions
The liability cap doesn't limit: Customer's payment obligations; or remediation amounts under Section 12.4.
22. Termination; Suspension
22.1 Suspension
The Company may suspend Services for: payment default (after notice); AUP violations; security risks; legal compliance; or Third-Party Service changes. Suspensions are scoped and lifted when resolved.
22.2 Termination by the Company (For Cause)
The Company may terminate for: material breach not cured within 30 days; payment default after notice; or legal/third-party requirements.
22.3 Termination by the Company (For Convenience)
The Company may terminate for convenience on 30 days' notice. In the event of such termination, the Company will provide a pro-rata credit for the unused portion of any prepaid subscription term.
22.4 Termination by Customer
Customer may terminate for convenience at the end of the then-current subscription term by providing notice before renewal. Customer may also terminate for cause if the Company materially breaches and fails to cure within 30 days of written notice. In either case, access continues through the end of the paid period and no refund is issued for the remaining term. If Customer terminates for cause under this Section, the Company will provide a pro-rata credit for the unused portion of any prepaid annual subscription term.
22.5 Effect of Termination; Data
Upon termination: access ends; cease Platform use; return/delete Confidential Information. Data rights and export follow Section 8.6.
22.6 Outstanding Amounts
Termination doesn't relieve payment obligations for amounts due.
22.7 Survival
Provisions that should survive termination do, including: payment obligations, data rights, disclaimers, limitations, indemnities, and confidentiality.
22.8 No Waiver of Remedies
Suspension/termination doesn't waive other rights or remedies.
23. Survival; Severability
23.1 Survival
Provisions identified in Section 22.7 survive, plus others that by nature should survive.
23.2 Severability; Blue-Pencil
Invalid provisions are modified to achieve intent within legal bounds. Remaining provisions stay in effect. Invalidity in one jurisdiction doesn't affect others.
24. Governing Law; Dispute Resolution; Class Action Waiver
24.1 Governing Law
These Terms are governed by Delaware law (excluding conflicts rules). The UN Convention on Contracts doesn't apply.
24.2 Informal Resolution; Notice
Parties must attempt informal resolution for 30 days before formal proceedings. Provide written notice with details.
24.3 Arbitration
Disputes are resolved by binding arbitration under AAA Commercial Rules. Arbitration is individual, in Delaware, with limited discovery.
24.4 Class Action and Jury Trial Waiver
NO CLASS ACTIONS. Disputes are individual only. JURY TRIAL WAIVED. If class waiver is invalid, arbitration doesn't apply to that dispute.
24.5 Fees and Costs
Each party bears its attorney fees unless law requires otherwise. AAA fees follow AAA rules.
24.6 Court Proceedings (Limited)
Courts may: enforce arbitration; enter judgment on awards; or hear IP/confidentiality claims. Delaware courts have exclusive jurisdiction.
24.7 One-Year Limitations Period
Claims must be brought within one year of when they could reasonably be discovered.
24.8 Continuity of Service
Services continue during disputes unless terminated per Section 22.
24.9 Confidentiality of Proceedings
Arbitration proceedings and outcomes are confidential unless required by law.
25. Notices
25.1 Methods of Notice
Notices may be given: by email to registered address; through Platform notifications; or by certified mail.
25.2 Legal Notices
Legal notices to Company: legal@dodpom.com or registered agent. Legal notices to Customer: registered email or account address.
25.3 Notice of Dispute (per §24.2)
Dispute notices must include: description of dispute; requested relief; and contact information.
25.4 DMCA Notices
Copyright notices per Section 31 go to designated agent.
25.5 Deemed Receipt
Notices are deemed received: email - 1 business day; Platform - immediately; mail - 3 business days.
25.6 Language and Electronic Delivery
Notices must be in English. Electronic delivery satisfies writing requirements.
26. Open-Source Components
26.1 Separate Licenses; Precedence
Open-source components are under their own licenses, which control for those components.
26.2 Notices and Attributions
License notices and attributions are at /open-source or provided on request.
26.3 Source Code Availability (If Required)
Source code for copyleft-licensed components is available as required by applicable licenses.
26.4 No Additional Restrictions
These Terms don't add restrictions incompatible with open-source licenses.
26.5 Use Within and Outside the Services
Open-source components may be used outside the Platform per their licenses.
26.6 Warranty and Liability
Open-source components are provided "as-is" per their licenses.
26.7 Trademarks
Open-source licenses don't grant trademark rights.
26.8 Cross-Reference
See Section 13.6 for Third-Party Services including open-source.
27. Export Controls and Sanctions
27.1 Compliance
Both parties comply with applicable export controls and sanctions laws.
27.2 Prohibited Destinations, Parties, and Uses
Don't use or allow access from embargoed countries or by prohibited parties. Don't use for prohibited end-uses.
27.3 Controlled Technical Data
Don't submit controlled technical data without prior agreement.
27.4 Certifications and Cooperation
Provide certifications and cooperate with compliance efforts as requested.
27.5 International Availability
The Platform is available internationally, subject to export controls and sanctions. Users in sanctioned countries or on restricted-party lists are prohibited from accessing the Platform. See Section 1.1 for geographic scope.
27.6 Cross-Reference
See Sections 11.6 and 12 for related restrictions.
28. U.S. Government End-User Rights
28.1 Commercial Items
The Platform and documentation are "commercial items" under FAR 2.101.
28.2 Restricted Rights
Government rights are limited to those in these Terms. No government-specific rights unless agreed.
28.3 Manufacturer
Niwt, LLC is the manufacturer/licensor.
28.4 Compliance
Government use must comply with all applicable regulations.
28.5 No High-Risk Government Uses
Not authorized for systems requiring fail-safe performance.
28.6 Cross-Reference
Government-specific terms may be in separate agreement.
29. General Provisions
29.1 Entire Agreement
These Terms, with referenced documents, are the entire agreement. Purchase orders don't apply.
29.2 Amendments
Amendments must follow Section 4 or be in signed writing.
29.3 Waiver
Waivers must be written and apply only to specific instances.
29.4 Force Majeure
Neither party liable for delays from events beyond reasonable control.
29.5 Assignment
Customer needs consent to assign except to affiliates or successors. Company may freely assign.
29.6 Relationship of Parties
Parties are independent contractors, not partners or agents.
29.7 No Third-Party Beneficiaries
Only parties to these Terms have rights under them.
29.8 Interpretation
Headings don't affect interpretation. "Including" means "including without limitation."
29.9 Publicity
See Section 10.4 for marketing and publicity rights.
29.10 Counterparts
Agreements may be executed in counterparts. Electronic signatures are valid.
30. Data Retention, Archival, and Deletion
30.1 Retention Periods
Customer Data retained during Subscription Term plus 30-day Retrieval Period. Backups may persist up to 90 days.
30.2 Archival
Inactive data may be archived with reasonable retrieval time.
30.3 Deletion Upon Request
Deletion requests processed per Section 8.6. Confirmation provided upon request.
30.4 Exceptions and Third-Party Services
Retention may extend for legal requirements. Third-party retention governed by their terms.
30.5 Custom Assistance and Fees
Non-standard exports or extensive assistance may incur fees after notice.
30.6 Confirmation
Written confirmation provided when deletion from active systems complete.
30.7 Order-Form/DPA Overrides
Specific agreements may specify different timelines.
31. Copyright and DMCA
31.1 Reporting Copyright Infringement
Report alleged copyright infringement to our DMCA agent with: identification of copyrighted work; identification of infringing material; contact information; good faith statement; accuracy statement; and signature.
31.2 Company Actions Upon Valid Notice
Company may remove or disable access to allegedly infringing material and notify the user.
31.3 Counter-Notification
Users may submit counter-notification with: identification of removed material; good faith statement; consent to jurisdiction; and signature.
31.4 No Legal Advice
This process doesn't constitute legal advice. Consult an attorney for questions.
31.5 Designated Agent to Receive DMCA Notices
DMCA Agent: Legal Department, Niwt, LLC, legal@dodpom.com
Last Updated: April 6, 2026
For questions about these Terms of Service, please contact: legal@dodpom.com