Terms of Service

Account Registration

To access the Services, you must register for an account. When you register for an account, you may be required to provide us with your email address, payment information, or other contact information. You may also register an account by signing in through an authorized third-party provider (such as Google). If you choose to register through a third-party provider, you authorize Joule to access certain account information (such as your name, email address, and profile picture) in accordance with our Privacy Policy.

Authorized User Designation for Entities

If you are an Entity and you wish to designate individual users to access and use the Services under your organizational account (such users, “Authorized Users”), you may also be required to provide us with some information about such Authorized Users.

Account Information Accuracy and Security Responsibilities

You agree to provide accurate and up-to-date information at all times and confirm that you have all necessary rights and approvals to share such information with us. When registering, you will be required to create a password. You are responsible for maintaining the confidentiality of your account credentials (including those for any third-party account used to access the Services) and accept responsibility for all activities conducted under your account. If you believe your account is no longer secure, you must promptly notify us at support@joule.app.

Access Provided by an Entity

If your access to the Services is provided by an Entity, your use of the Services is subject to the agreement between us and your Entity. You acknowledge and agree that (i) your Entity has the right to terminate or modify your access to the Services at any time, and (ii) we are not liable to you for any removal or termination of access provided by your Entity.

Entity Responsibilities for Authorized Users

As an Entity, you are responsible for (i) identifying and authenticating all individuals who will act as your Authorized Users; (ii) approving and managing access by your Authorized Users to the Services, including setting appropriate access controls for your account; (iii) preventing unauthorized access or use by your Authorized Users; and (iv) all activities conducted under your Authorized Users’ usernames, passwords, or accounts resulting from their access to or use of the Services.

Authorized User Obligations and Entity Control

As an Authorized User, you agree to (i) comply with your Entity’s policies and terms of use and (ii) acknowledge that your Entity has administrative control over the account, including the ability to prevent you from disassociating your account from the Entity, restrict or terminate your access to the account, or access, disclose, restrict, or remove data stored in your account, including data predating your association with the Entity.

Pricing Models

Joule offers access to the Services through one or more of the following models:

• Credit-Based Access: You may purchase a set amount of credits in advance, which are deducted from your account balance as you use the Services. Once your credits are depleted, continued use requires the purchase of additional credits.
• Subscription-Based Access: You may subscribe to a recurring plan (“Subscription”) that includes a defined allocation of credits and/or per-seat access to the Services.

Free Trial

We may offer free promotional credits as an introductory trial. Promotional credits have no cash value and may expire as communicated at the time of issuance.

Billing and Renewal

• Credits: Credit purchases are billed immediately at the time of purchase and are non-refundable once applied to your account, unless required by applicable law. Credits may have an expiration date if stated at the time of purchase.
• Subscription: Your Subscription will begin on the date you first purchase access to the Services (the “Subscription Start Date”) and will be billed on a recurring basis (e.g., monthly or annually, depending on your selection). On each renewal date (“Billing Date”), your Subscription will renew and your account will automatically be charged for the upcoming Subscription period, unless you cancel your Subscription in accordance with the cancellation terms below.

Modifying or Canceling

You may modify or cancel your Subscription at any time through your account. If you choose to cancel your Subscription, no pro-rata refunds will be provided for any unused portion of the Subscription period. To avoid being charged for the next Subscription period, you must cancel your Subscription before the Billing Date. We will bill the recurring Subscription fee to the payment method you provided during registration (or to a different payment method if updated).

Entity Pricing

Custom pricing, invoicing, and payment terms may be available for enterprise-level Subscriptions. For more information, contact us at sales@joule.app.

Payment Authorization and Processing

All payments are processed by our third-party payment processor. By providing your payment details, you authorize us and our third-party payment processor to charge all fees associated with your use of the Services to your specified payment method. We and/or our payment processor may seek pre-authorization of your credit card or other payment methods to ensure validity and sufficient funds. For invoiced payments (if applicable), payments must be settled within thirty (30) days of issuance unless otherwise agreed in writing.

Change to Fees

We reserve the right to determine and modify pricing for the Services. Current pricing applicable to your Subscription, as well as credit rates and any other applicable charges, will be made available through your account. We may change the fees for any feature of the Service, including additional fees or charges, by providing advance notice of such changes through your account or email. If you are on a Subscription plan any changes will come into effect in the following Subscription term and you may choose not to renew your Subscription for the subsequent billing period. Continuing to use the Service after the notice period constitutes your agreement to the revised fees. From time to time, we may offer promotional pricing or features to select customers, which will apply only if expressly offered to you.

Non-Payment Consequences and Additional Fees

We reserve the right to suspend or terminate access to the Services for any account with unpaid fees and all Authorized Users associated with the account. In the event of non-payment, your account may be subject to additional fees, such as collection costs or charges related to chargebacks. We may also recover any unpaid amounts through lawful collection processes.

Ownership of the Services and Materials

The Services are owned and operated by us. The visual interfaces, graphics, design, compilation, information, data, computer code (including source and object code), products, software, services, and all other elements of the Services (collectively, the “Joule Materials”) provided by us are protected by intellectual property and other applicable laws.

Limited License to Use the Services

Subject to your and your Authorized Users’ complete and ongoing compliance with these Terms, we grant you and your Authorized Users a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services while these Terms are in force, solely for your internal business purposes, including via supported interfaces or applications on devices owned or controlled by you and/or your Authorized Users.

Prohibited Uses of the Services

Except as explicitly permitted by these Terms or to the extent any restriction is impermissible under applicable law, you and your Authorized Users may not (i) reproduce, distribute, publicly display, or publicly perform the Services; (ii) make modifications, derivative works, or reverse engineer the Services; (iii) interfere with or circumvent any feature of the Services, including security or access control mechanisms; (iv) access or use the Services in violation of any usage restrictions or limitations associated with the level of Services you have purchased or subscribed to; (v) use the Services in any manner prohibited by applicable law; or (vi) access the Services or the Website if you are a competitor or are currently developing a competing product.

Feedback and Suggestions

If you choose to provide input, suggestions, or feedback regarding issues with or potential improvements to the Services (“Feedback”), you hereby grant us an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to use and exploit the Feedback in any manner and for any purpose. This includes incorporating Feedback into improvements to the Services or creating new products and services.

User Content Upload

Certain features of the Services may allow you to upload content directly to the Services or connect external data sources, including third-party communication platforms. “User Content” includes, without limitation, any data, files, documents, text, messages, metadata, or other materials you upload to, connect to, or generate through the Services, including content sourced from integrated third-party platforms. By uploading User Content to the Services, you represent that you have all necessary rights and permissions to upload and process that content using the Services.

Responsibility for Notice and Consent

You are solely responsible for ensuring that your use of the Services, including the integration of third-party communication tools, complies with all applicable laws. This includes providing any required notices and obtaining necessary consent from all applicable individuals whose communications may be accessed or analyzed via the Services.

Ownership of User Content

You retain all ownership rights to the User Content. By using the Service, you grant us a worldwide, non-exclusive, royalty-free, fully paid right and license to host, store, process, display, reproduce, and transform the User Content as necessary to provide the Services to you. You may delete User Content from the Services at any time, subject to any retention requirements under applicable law. We process User Content solely under your control and do not retain copies of permanently deleted files, except where retention is legally required or for legitimate business purposes such as dispute resolution or fraud prevention.

Responsibility for User Content

You are solely responsible for all User Content made available through the Services and any consequences arising from its use or distribution via the Services. By uploading User Content, you represent and warrant that (i) you have the necessary licenses, rights, consents, and permissions to authorize us to access, use and process the User Content as described in these Terms; (ii) the User Content is not objectionable, harassing, indecent, or otherwise inappropriate or unlawful; and (iii) the User Content and its use as contemplated by these Terms will not (a) infringe, violate, or misappropriate any third-party rights, including intellectual property, privacy, or publicity rights; (b) slander, defame, or invade the privacy or publicity rights of any person; or (c) cause us to violate any applicable laws or regulations.

Monitoring

We reserve the right, but do not assume any obligation, to monitor your (and your Authorized Users’) use of the Services, including any User Content or other materials made available through the Services, to ensure compliance with these Terms and applicable law. We may investigate any suspected violations and may take any action we deem appropriate, including removing or modifying User Content, suspending or terminating accounts, or pursuing legal remedies. We also reserve the right to accept, reject, or modify any User Content, but assume no liability for doing so or for any failure to do so.

Service Enhancements and Analytics

We may collect and analyze non-identifying data related to your use of the Services, such as system usage and performance statistics and permanently de-identified information to enhance the Services (“Services Enhancement”). Nothing in these Terms grants you ownership of the analytics, models, or algorithms derived from Services Enhancement. We retain all rights to Services Enhancement technology and associated improvements.

Security of User Content

Email addresses and subscription details are stored on our secure servers. We implement commercially reasonable security measures designed to safeguard User Content in our possession or control from unauthorized or unlawful access, use, alteration, or disclosure.

Integrations with Third-Party Services

The Services may contain, or otherwise enable, integrations with third-party tools, platforms, and services (collectively, “Third-Party Services”), such as communication, productivity, or storage applications. These integrations may be available directly within the Services or through links to external websites. Joule provides or enables access to such Third-Party Services solely as a convenience and does not control, endorse, or assume any responsibility for the content, functionality, security, or availability of any Third-Party Service. If you choose to connect your Joule account to a Third-Party Service, you authorize Joule to access, process, and transmit the data, content, and metadata from such Third-Party Service that you have authorized for the purposes of providing, maintaining, and improving the Services. This may include reading, writing, storing, or otherwise interacting with data as permitted by the integration’s scope of permissions. It is your responsibility to ensure that such integrations and the sharing of data comply with all applicable laws, third-party terms, and that you have obtained all necessary consents to share this data with us for processing.

Links to Third-Party Websites

The Services may include links to websites or services owned or operated by third parties. Accessing these websites or services is at your own risk. Joule is not responsible for the accuracy, reliability, or content of any third-party website, nor does Joule endorse any products or services offered there.

Term

These Terms are effective from the moment you accept them or first access or use the Services, and they remain in effect until terminated as set out in this Section.

Termination by Joule

We may suspend or terminate your account, access to the Services, and/or these Terms at any time:

• For Breach: Immediately and without notice if you violate these Terms or applicable law. No refunds or credits will be issued in this case.
• For Convenience: Upon notice to you for any reason. If we terminate for convenience and you have prepaid fees for unused Services, we will refund a prorated portion of those prepaid amounts.

Termination by You

You may terminate your account and these Terms at any time by (a) following the account closure process in your account settings or (b) contacting us at support@joule.app. Fees already paid are non-refundable except as required by applicable law.

Effect of Termination

Upon termination of these Terms, (i) your license rights will immediately terminate, and you must stop all use of the Services; (ii) you and all your Authorized Users will lose access to your account and any associated data; (iii) any unpaid amounts owed to us prior to termination will remain due and payable; and (iv) any provisions of these Terms that, by their nature, are intended to survive termination will remain in effect.

General Agreement to Arbitrate

In the interest of resolving disputes efficiently and cost-effectively, and except as described in Sections 14.2 and 14.3, you and we agree that any dispute, claim, or controversy arising out of or relating to these Terms or the use of the Service will first be attempted to be resolved through good faith negotiations between the parties. If the dispute cannot be resolved through good faith discussions within thirty (30) days, it will then be resolved through binding arbitration. Arbitration is a less formal process than a lawsuit in court, involving a neutral arbitrator instead of a judge or jury, with potentially more limited discovery and review processes. Arbitrators can award the same relief and damages as a court. This arbitration agreement covers all claims based on contract, tort, statute, fraud, misrepresentation, or any other legal theory, whether they arise during or after the termination of these Terms. BY ACCEPTING THESE TERMS, YOU AND WE WAIVE THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.

Exceptions

Despite the general agreement to arbitrate, either party may take the following actions without initiating arbitration: (i) file an individual claim in small claims court; (ii) pursue an enforcement action through a federal, state, or local agency if available; (iii) seek injunctive relief in a court to support the arbitration process; and (iv) file a lawsuit in court for collection of unpaid fees.

Arbitration Process

Arbitration will be administered by the American Arbitration Association (AAA) under the Commercial Arbitration Rules unless the parties agree otherwise. The arbitration will be governed by the Federal Arbitration Act, and the arbitrator will have the exclusive authority to determine the interpretation, applicability, or enforceability of this arbitration agreement.

Notice and Initiation of Arbitration

Before initiating arbitration, a party must send a written notice of dispute to the other party via certified mail, Federal Express (signature required), or email if no current physical address is available. Notices to us must be sent to notices@joule.app. The notice must detail the nature of the dispute and the specific relief sought. If the dispute is not resolved within thirty (30) days of the notice being received, either party may commence arbitration. All arbitration proceedings will remain confidential unless both parties agree otherwise.

Arbitration Fees

The allocation of fees and costs for any arbitration conducted under these Terms will be governed by the applicable rules of the American Arbitration Association (AAA). All arbitration proceedings shall be conducted exclusively through written submissions, telephonic hearings, or virtual hearings, as determined by the arbitrator. If the arbitrator finds your claim frivolous or brought for improper purposes, you may be responsible for fees as per AAA rules. The arbitrator must issue a reasoned written decision explaining their findings and rulings.

No Class Action

All claims must be brought in an individual capacity. Neither you nor we may bring claims as part of a class action, collective, or representative proceeding. The arbitrator may not consolidate claims or preside over any form of class or representative proceeding unless both parties agree in writing.

Enforceability

In the event that this arbitration provision is found to be unenforceable, Section 15.4 shall also govern the resolution of disputes. All other provisions of these Terms will remain in effect.

Entire Agreement

These Terms, along with the Privacy Policy and any additional terms we may agree to from time to time, constitute the complete and exclusive agreement between you and us concerning your use of the Services.

Assignment

You may not assign or transfer these Terms, or your rights under them, in whole or in part, whether by law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or your consent.

Waiver; Severability

Failure to enforce any provision of these Terms will not constitute a waiver of our right to enforce that provision at a later time. Similarly, a waiver of any breach or default will not be considered a waiver of any subsequent breach or default or of the provision itself. If any part of these Terms is found to be invalid or unenforceable, that portion will be interpreted to achieve its intended purpose to the greatest extent permissible, and the remaining provisions will remain in full force and effect.

Governing Law

These Terms are governed by the laws of the State of Delaware, without regard to its conflict of law principles. You and us agree to submit to the personal and exclusive jurisdiction of the state and federal courts located in Delaware for the resolution of any legal disputes or proceedings arising under these Terms that are permitted to be brought in court.

Modification or Discontinuation of Services

We reserve the right to modify or discontinue the Services at any time, whether by limiting or removing features or shutting down the Services entirely, temporarily or permanently, with or without notice. We will not be liable for any changes, suspensions, or terminations of your access to or use of the Services.

Electronic Communications

By using the Service, you consent to receiving certain electronic communications from us as described in our Privacy Policy which is hereby incorporated by reference into these Terms. These communications may include emails necessary for delivering the Services, such as notifications about the processing of User Content, updates, or other operational purposes. Additionally, we may send emails about our products, services, or those offered by third parties. You can unsubscribe from promotional emails at any time by following the instructions included in the email. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications we send to you electronically will satisfy any legal communication requirements, including the requirement that such communications be in writing.

Updates to Terms

We may update these Terms at any time at our sole discretion. Please review them periodically for changes. If a modification significantly affects your rights or obligations, we may ask you to accept the updated Terms to continue using the Services. Significant changes take effect upon your acceptance, while minor updates take effect upon publication.

No Obligation for Support

We are under no obligation to provide support for the Services unless otherwise agreed.

Contact Information

You may contact us by emailing us at support@joule.app.