1. Introduction and Acceptance of Terms

These Terms of Service (“Terms”) constitute a binding agreement between Model Forge AI, LLC (“Model Forge,” “we,” “our,” or “us”) and any person or entity accessing or using Model Forge’s products or services (“you” or “User”).

By accessing or using our websites, software, application-program interfaces (“APIs”), or other artificial-intelligence products and related services (collectively, the “Services”), you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference.

If you are using the Services on behalf of a company or organization, you represent that you have authority to bind that entity, and “you” will refer to that entity.

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

2. Definitions

• “Customer Data” means all information, content, or materials that you or your authorized users submit to or process through the Services.
• “Output Data” means any data, text, or other material generated by the Services based on Customer Data or other inputs.
• “Model Forge IP” means the Services, software, models, algorithms, training data, documentation, and all related intellectual-property rights owned by or licensed to Model Forge.
• “Unified Model Training” means Model Forge’s process of using aggregated, pseudonymized, or de-identified data from multiple customers to train, validate, and improve its large-language and predictive models.
• “User Account” means any account created to access or manage the Services.

3. Description of Services

Model Forge AI provides artificial-intelligence solutions including, but not limited to, predictive-analytics tools, machine learning model development, and conversational or agentic AI features marketed under names such as Cortex Foundry, Chain Forge, and related products.

The Services may analyze Customer Data, produce forecasts or recommendations, and continuously improve performance through Unified Model Training. Model Forge may update, enhance, or discontinue elements of the Services at any time, provided such changes do not materially reduce core functionality without reasonable notice.

4. Responsible Use of the Services

You agree to use the Services only for lawful business purposes and in accordance with these Terms.

You will not:

1. Use the Services to infringe any intellectual-property, privacy, or other rights of others.
2. Reverse-engineer, decompile, or attempt to derive source code or model weights except to the extent permitted by law.
3. Use the Services to create, train, or improve a competing AI or machine-learning product.
4. Submit or use data that is unlawful, discriminatory, or otherwise violates applicable law.
5. Rely solely on AI-generated outputs for decisions with legal, financial, medical, or safety implications without appropriate human review. You are responsible for verifying the accuracy and suitability of any AI-generated information or predictions for your intended use.

5. Data Collection and Processing

Model Forge collects and processes Customer Data and related information as described in our Privacy Policy, which forms part of these Terms. By using the Services, you authorize Model Forge to process Customer Data in accordance with that Policy and applicable data-protection laws.

Model Forge may act either as a data processor (when processing Customer Data on behalf of a client) or as a data controller (when determining how information is used to operate and improve the Services). In both cases we will:

1. Process data only for legitimate business purposes, including service delivery, security, and model improvement.
2. Maintain appropriate technical and organizational safeguards to protect Customer Data against loss, misuse, and unauthorized access.
3. Comply with applicable data-protection laws, including the EU General Data Protection Regulation (GDPR) and the California Consumer Privacy Act/Privacy Rights Act (CCPA/CPRA).
4. Provide mechanisms for individuals to exercise their data-access, correction, deletion, or opt-out rights through the channels described in the Privacy Policy.

You are responsible for ensuring that any personal data you supply to Model Forge has been collected and disclosed in accordance with applicable law and that you have obtained any required consents from data subjects.

6. Unified Model Training and Data Use

To enhance accuracy and reliability, Model Forge may engage in Unified Model Training, a process through which aggregated, pseudonymized, or de-identified information derived from Customer Data is combined with data from other customers to train, validate, and improve our artificial-intelligence models.

All such processing is conducted in accordance with our Privacy Policy and applicable data-protection laws. Model Forge applies industry-standard safeguards, including data aggregation, pseudonymization, and strict access controls, to prevent Customer Data from being exposed to or re-identified by other users.

Where legally required, customers may request to opt out of Unified Model Training by contacting us as described in the Privacy Policy. Opting out may limit adaptive or learning-based features of the Services.

By continuing to use the Services, you acknowledge that Unified Model Training is integral to Model Forge’s operation and agree that Model Forge may retain and use aggregated or de-identified data for these limited improvement purposes.

7. Intellectual Property

7.1 Model Forge IP

All rights, title, and interest in and to the Services, including but not limited to software, source code, models, algorithms, data structures, documentation, trademarks, and logos (collectively, “Model Forge IP”), are owned by or licensed to Model Forge and are protected by intellectual-property and trade-secret laws. Except for the limited rights expressly granted herein, no license or other rights are granted to you under any Model Forge IP, whether by implication, estoppel, or otherwise.

7.2 Customer Data

You retain all rights to Customer Data submitted to the Services. You grant Model Forge a non-exclusive, worldwide, royalty-free license to host, use, process, and display Customer Data solely as necessary to provide and improve the Services, including Unified Model Training as described in Section 6. Model Forge will not sell Customer Data or disclose it to third parties except as permitted under the Privacy Policy or required by law.

7.3 Output Data

To the extent permitted by law, you own the Output Data generated through your authorized use of the Services. You grant Model Forge a non-exclusive, transferable license to use such Output Data (in aggregated or de-identified form) to operate, maintain, and improve the Services.

7.4 Feedback

If you provide Model Forge with suggestions, comments, or feedback regarding the Services, you grant Model Forge a perpetual, irrevocable, royalty-free license to use and incorporate such feedback without restriction or attribution.

8. Disclaimers and Limitation of Liability

8.1 Service Disclaimer

The Services use artificial-intelligence and machine-learning technologies that produce probabilistic results. Model Forge does not guarantee the accuracy, completeness, or reliability of any AI-generated output. The Services are provided “as is” and “as available”, without warranties of any kind, whether express or implied, including any warranties of merchantability, fitness for a particular purpose, non-infringement, or error-free operation.

8.2 User Responsibility

You acknowledge that AI-generated outputs may contain errors or omissions. You are solely responsible for evaluating the suitability of any recommendations, forecasts, or analyses generated by the Services and for your decisions based on such outputs.

8.3 Limitation of Liability

To the maximum extent permitted by law:

• Model Forge’s total cumulative liability arising from or related to these Terms or the Services shall not exceed the total fees paid by you to Model Forge during the twelve (12) months preceding the event giving rise to liability.
• Model Forge shall not be liable for any indirect, incidental, consequential, punitive, or special damages, including loss of profits, revenue, data, or goodwill, even if advised of the possibility of such damages.
• Nothing in these Terms shall exclude or limit liability for gross negligence, willful misconduct, or other liability that cannot lawfully be excluded.

9. Modifications to Terms

Model Forge may amend these Terms from time to time. Material changes will be communicated by posting an updated version on our website or by providing notice through your account or registered email. Unless otherwise stated, amendments become effective upon posting. Your continued use of the Services after the effective date of any change constitutes acceptance of the revised Terms. If you do not agree to the amended Terms, you must stop using the Services.

10. Governing Law and Dispute Resolution

10.1 Governing Law

These Terms and any dispute arising out of or relating to them shall be governed by and construed in accordance with the laws of the State of Utah, without regard to conflict-of-law principles.

10.2 Dispute Resolution

Before initiating formal proceedings, the parties shall attempt in good faith to resolve any dispute through informal discussions. If the dispute cannot be resolved informally, the parties agree to participate in non-binding mediation administered by a mutually agreed mediator in Salt Lake County, Utah. Each party shall bear its own mediation costs and share the mediator’s fees equally.

If the dispute is not resolved through mediation within sixty (60) days, either party may bring an action in the state or federal courts located in Utah. Each party consents to the personal jurisdiction of such courts and waives any objection based on inconvenient forum or right to jury trial.

11. Termination

Model Forge may suspend or terminate your access to the Services at any time, with or without notice, if you violate these Terms or if such action is necessary to protect the security, integrity, or operation of the Services. Upon termination, your right to use the Services immediately ceases. Sections 7 (Intellectual Property), 8 (Disclaimers and Limitation of Liability), 10 (Governing Law and Dispute Resolution), and 12 (Miscellaneous) shall survive termination.

12. Miscellaneous

These Terms constitute the entire agreement between you and Model Forge regarding the Services and supersede all prior or contemporaneous understandings, agreements, or communications.

If any provision of these Terms is found invalid or unenforceable, the remaining provisions will remain in full force and effect. No waiver of any provision or breach shall be deemed a further or continuing waiver of the same or any other provision. Failure by Model Forge to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.