Terms of Service

These Terms of Service (the "Terms") govern your access to and use of the Rift platform, including the Rift CLI, the Rift Dashboard, the Rift APIs, the public website, and any related documentation or services (together, the "Platform") provided by Rift LLC, a Wyoming limited liability company ("Rift," "we," "us," or "our"). By accessing or using the Platform you agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent that you are authorised to bind that organization, and "you" refers to both you and that organization.

# 1. The Platform

Rift provides a version-control and analytics platform for AI-assisted engineering work. The Platform captures metadata about AI coding sessions in your repositories, attributes that work to commits and pull requests, and presents analytics, cost reconciliation, and forecasting through the Rift Dashboard. Some features (including parts of the CLI's local capture core) are distributed under separate source-available licences; see the LICENSE file in the relevant repository for the applicable terms, which control over these Terms for those components.

# 2. Eligibility and Accounts

You must be at least 16 years old and capable of forming a binding contract to use the Platform. You agree to provide accurate registration information and to keep your credentials confidential. You are responsible for all activity that occurs under your account. If you suspect unauthorised access, contact us promptly at ulpian.morina@xrift.io.

# 3. Acceptable Use

You agree not to:

• Reverse engineer, decompile, or attempt to extract source code from any non-source-available portion of the Platform.
• Use the Platform to violate any law, regulation, or third-party right, including intellectual property and privacy rights.
• Use the Platform to surveil specific individual employees in a manner that contravenes applicable employment, privacy, or works-council law.
• Interfere with the integrity, security, or normal operation of the Platform, including by sending malicious traffic, attempting to bypass access controls, or probing for vulnerabilities without prior written authorisation.
• Resell, sublicense, white-label, or otherwise make the Platform available to third parties without our written permission.

# 4. Your Content and Data

You retain all rights to your source code, prompts, transcripts, agent metadata, and other data captured by the Platform (together, "Your Content"). You grant Rift a non-exclusive, worldwide, royalty-free licence to host, process, transmit, and display Your Content solely for the purpose of operating the Platform and providing it to you. We process Your Content in accordance with our Privacy Policy. We will not use Your Content to train AI or machine-learning models without your explicit prior consent.

# 5. Rift Intellectual Property

The Platform, including the Dashboard, hosted Cloud services, visual design, documentation, and the closed-source portions of our codebase, is owned by Rift LLC and protected by applicable intellectual-property laws. We grant you a limited, non-exclusive, non-transferable licence to access and use the Platform during the term of your subscription. We reserve all rights not expressly granted.

# 6. Fees, Billing, and Subscriptions

Paid tiers of the Platform are billed per seat at the rates published on our Pricing page or set out in an order form executed with you. Unless stated otherwise, fees are billed in advance, are non-refundable, and are exclusive of applicable taxes. We may change pricing on at least 30 days' written notice; price changes take effect at the next renewal. The Free tier and waitlist access are provided at no charge and may be modified or discontinued at our discretion.

# 7. Confidentiality

Each party may have access to information of the other that is non-public and treated as confidential ("Confidential Information"), including business plans, pricing, customer data, and unreleased product features. Each party agrees to use the other's Confidential Information solely to perform its obligations under these Terms and to protect it with the same care it uses for its own confidential information (and no less than reasonable care). These obligations survive termination for three years, except for trade secrets, which remain protected for as long as they qualify under applicable law.

# 8. Disclaimer of Warranties

The Platform is provided "as is" and "as available," without warranties of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Platform will be uninterrupted, error-free, or perfectly secure. Forecasting outputs, scenario projections, and risk scores are probabilistic estimates based on the data available to the Platform; they are not guarantees of future cost, performance, quality, or outcome, and must not be used as the sole basis for material business or employment decisions.

# 9. Limitation of Liability

To the maximum extent permitted by law, Rift's total cumulative liability arising out of or relating to these Terms or the Platform will not exceed the greater of one hundred US dollars (US$100) or the fees you paid to Rift in the twelve months preceding the event giving rise to the claim. Neither party will be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or data, even if advised of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions our liability is limited to the smallest extent permitted by law.

# 10. Indemnification

You agree to defend, indemnify, and hold harmless Rift, its affiliates, and their respective officers, directors, employees, and agents from any claim, demand, or expense (including reasonable legal fees) arising out of: (a) your breach of these Terms; (b) your misuse of the Platform; or (c) your violation of any law or third-party right.

# 11. Term and Termination

These Terms remain in effect while you use the Platform. We may suspend or terminate your access for material breach, non-payment, or activity that creates a security or legal risk to Rift, other customers, or third parties. You may terminate your account at any time by emailing ulpian.morina@xrift.io. On termination your right to access the Platform ends; sections that by their nature should survive (including Sections 4, 5, 7, 8, 9, 10, 13, and 14) will survive termination. Where technically feasible, Your Content will remain downloadable from the Dashboard for thirty (30) days following termination before deletion in accordance with our Privacy Policy.

# 12. Changes to the Platform or These Terms

We may modify the Platform from time to time. We may also update these Terms; if changes are material, we will provide reasonable advance notice (typically at least 30 days) by email or via the Platform before they take effect. Continued use of the Platform after the effective date of revised Terms constitutes your acceptance of those changes. The "Last updated" date above reflects the most recent revision.

# 13. Governing Law and Venue

These Terms are governed by the laws of the State of Wyoming, United States, without regard to its conflict-of-laws principles. Any action or proceeding arising out of these Terms or the Platform will be brought exclusively in the state or federal courts located in Wyoming, and the parties consent to the personal jurisdiction of those courts. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

# 14. Miscellaneous

These Terms, together with any order form executed between you and Rift and the documents referenced in these Terms, constitute the entire agreement between you and Rift regarding the Platform. If any provision is held unenforceable, the remaining provisions remain in full effect. Our failure to enforce any right is not a waiver of that right. You may not assign these Terms without our prior written consent; we may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.

# 15. Contact

Questions about these Terms can be sent to:

Rift LLC
Attention: Ulpian Morina
Wyoming, United States
ulpian.morina@xrift.io