Terms of Use

In plain language: You keep ownership of your content. You decide what your agents, Programs, Workflows, and Gateways may do. Noorle supplies the runtime, controls, and record—but autonomous systems can still make mistakes, so you remain responsible for how you configure, supervise, and use them. The full Terms below control.

1. Agreement to these Terms

These Terms of Use (the “Terms”) are an agreement between Noorle Inc., a Delaware corporation (“Noorle,” “we,” “us,” or “our”), and the person or organization using the Services (“you” or “Customer”).

By creating an account, clicking to accept, or accessing or using the Services, you agree to these Terms and our Privacy Policy. If you use the Services for an organization, you represent that you have authority to bind that organization, and “you” means that organization and its authorized users.

You must be at least 18 years old, legally able to enter into these Terms, and permitted to use the Services under applicable law. If you do not agree, do not use the Services.

2. The Services

Noorle provides a hosted operating environment for autonomous work. Depending on your plan and configuration, the “Services” may include:

Agents, threads, memory, skills, and model routing;
Programs, one-off Runs, published Workflows, durable waits, and Automations;
built-in Capabilities, WebAssembly plugins, REST/OpenAPI and MCP connectors, Knowledge, sandboxes, and Computers;
MCP Gateways, A2A and API surfaces, channels, workspaces, journals, usage records, and administration tools; and
our websites, documentation, support, and related services.

Features may have separate documentation, limits, or supplemental terms. If a signed order form, enterprise agreement, data processing agreement, or service-level agreement conflicts with these Terms, the signed agreement controls for that conflict.

3. Accounts, administrators, and credentials

You must provide accurate account information and keep it current. You are responsible for:

safeguarding passwords, API keys, service-account credentials, OAuth grants, and recovery methods;
limiting access to authorized users and assigning appropriate roles;
activity performed through your account or credentials, except to the extent caused by Noorle’s breach of these Terms; and
promptly notifying us at [email protected] if you suspect unauthorized access.

An account administrator may manage users, resources, permissions, billing, and Customer Content for the account. If an administrator changes or leaves your organization, you are responsible for updating that access. You may not sell, transfer, or share an account or credential outside your organization except through a feature or written agreement that expressly permits it.

4. Your responsibility for autonomous work

You control the jobs, prompts, Programs, capabilities, data, credentials, policies, approval gates, budgets, and external systems made available to your agents and Workflows. You are responsible for the actions and outputs produced under those choices.

Noorle provides technical controls—including identity, grants, admission decisions, approvals, isolation, budgets, and journal evidence—to help govern autonomous work. Those controls do not replace your judgment, legal obligations, or review of consequential actions.

You agree to:

test and monitor your configurations before relying on them in production;
use meaningful human review where an output or action could materially affect a person’s rights, safety, employment, housing, credit, insurance, education, health care, or access to essential services;
obtain all rights, permissions, notices, and consents required for data and external systems you connect;
configure approval and spending controls appropriate to the risk of the work; and
investigate unexpected actions and use available controls to stop or restrict unsafe activity.

The Services do not provide legal, medical, financial, employment, or other professional advice. You should not treat model output as a substitute for a qualified professional or as guaranteed fact.

5. Acceptable use

You may use the Services only for lawful purposes and in accordance with these Terms. You may not use the Services to:

violate law, sanctions, export controls, contractual obligations, privacy rights, publicity rights, or intellectual-property rights;
exploit, harm, threaten, harass, defraud, impersonate, or unlawfully discriminate against any person;
create, distribute, or facilitate malware, credential theft, phishing, spam, denial-of-service activity, or unauthorized surveillance;
access, test, scan, or interfere with systems or data without authorization, including bypassing rate limits, admission controls, or security boundaries;
collect or process personal data without a lawful basis, required notice, and appropriate safeguards;
make solely automated decisions with legal or similarly significant effects where applicable law requires notice, consent, explanation, appeal, or human review;
submit sexual content involving minors or content that exploits or endangers children;
misrepresent generated content as human-authored when disclosure is required by law;
overload, degrade, or disrupt the Services or another customer’s use of them; or
resell, sublicense, or provide the Services as a standalone service unless your plan or written agreement permits it.

You may evaluate interoperability and security only within your own account or with our written authorization. Restrictions on reverse engineering do not apply where applicable law prohibits the restriction or to components distributed under an open-source license.

We may investigate suspected violations and may remove content, restrict a capability, or suspend access when reasonably necessary to protect users, third parties, or the Services.

6. Customer Content, data, and credentials

“Customer Content” means the prompts, messages, files, Knowledge materials, Programs, plugin code, schemas, configurations, tool inputs and outputs, agent outputs, and other content you or your authorized users submit to or generate through the Services. Customer Content does not include Noorle software or aggregated information that no longer identifies you or any individual.

As between you and Noorle, you retain your rights in Customer Content. You grant Noorle a worldwide, non-exclusive license to host, copy, transmit, execute, display, and otherwise process Customer Content only as necessary to provide, secure, support, and comply with law in connection with the Services. This license includes use by our subprocessors for those limited purposes and ends when the relevant content is deleted from our systems, subject to backups, legal holds, and retention required by law.

You represent that you have the rights and lawful basis needed for Noorle to process Customer Content under your instructions. You are responsible for its accuracy, legality, and the instructions you give the Services.

Connector credentials and secrets remain yours. You authorize Noorle to store and use them only to authenticate and perform the external operations you configure. Do not place secrets in prompts, logs, plugin source, or other fields not designed to hold credentials.

The Privacy Policy explains how Noorle handles personal data. When Noorle processes Customer Content on your behalf, you are generally the controller or business and Noorle acts as your processor or service provider, as those terms are defined by applicable law.

Noorle does not use content ingested into Knowledge to train Noorle or third-party foundation models. We may use aggregated or de-identified operational data that cannot reasonably identify Customer, a user, or an individual to operate, secure, measure, and improve the Services.

7. Noorle technology and feedback

Noorle and its licensors own the Services, software, documentation, designs, trademarks, and related intellectual property, excluding Customer Content and third-party materials. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to use the Services during your subscription or account term.

If you provide feedback, you grant Noorle a perpetual, worldwide, non-exclusive, royalty-free license to use and incorporate it without restriction or compensation. This does not transfer ownership of your pre-existing materials or confidential information.

Open-source components remain governed by their applicable licenses. If an open-source license conflicts with these Terms for that component, the open-source license controls.

8. Third-party services and models

The Services can call third-party model providers, MCP servers, APIs, websites, messaging services, payment services, and other systems selected by you or required to provide a feature (“Third-Party Services”). Third-Party Services are governed by their own terms and privacy practices, and their availability, output, and pricing may change.

You authorize Noorle to transmit the information necessary to use the Third-Party Services you select. You are responsible for complying with their terms and for charges they impose, whether passed through by Noorle or billed directly. Noorle is not responsible for a Third-Party Service’s acts or omissions, but this does not limit Noorle’s responsibility for selecting and managing its own subprocessors as required by law or contract.

Model output may be incomplete, inaccurate, offensive, or similar to output provided to others. You must evaluate output before using it, especially where accuracy, attribution, or exclusivity matters.

9. Plans, usage charges, and taxes

Current plans and usage rates are published on the Pricing page. Depending on your account, charges may include a recurring plan fee, model tokens, active agent time, compute, storage, and costs incurred through outside services.

Usage is measured by Noorle’s records and deducted from your prepaid balance or otherwise invoiced under your plan.
If you enable auto-recharge, you authorize Noorle and its payment processor to charge your saved payment method when the configured condition is met.
Paid subscriptions renew for the same billing period unless canceled before renewal.
Promotional credits are not transferable, have no cash value, and may expire as stated when issued.
Fees are non-refundable except where required by law or where Noorle confirms a billing error.
You are responsible for applicable taxes, duties, and governmental charges, except taxes based on Noorle’s net income.

We may change future prices by updating the Pricing page. We will provide at least 30 days’ notice before a material increase to a recurring plan fee takes effect for an existing paid subscription. Third-party pass-through rates may change when the provider changes its rates.

If payment fails or your balance is exhausted, metered work may pause or stop. We may suspend paid features for overdue amounts after reasonable notice unless immediate action is needed to prevent further charges.

10. Confidentiality

“Confidential Information” means non-public information disclosed by one party to the other that is marked confidential or reasonably should be understood as confidential. Customer Content is your Confidential Information. Confidential Information does not include information that the receiving party can show was lawfully known without restriction, independently developed, lawfully received from another source, or made public without breach of these Terms.

Each party will use the other’s Confidential Information only to perform or receive the Services, protect it using reasonable care, and disclose it only to personnel, contractors, and advisers who need to know it and are bound by confidentiality obligations. A party may disclose information when legally required after giving notice where law permits.

11. Service changes, availability, and beta features

We continually change and improve the Services. We may add, modify, deprecate, or discontinue features. When a change materially reduces a paid core feature, we will provide reasonable advance notice when practicable.

We do not promise uninterrupted or error-free operation unless a signed service-level agreement says otherwise. Maintenance, provider outages, internet failures, emergencies, and events outside reasonable control can affect availability.

Features labeled beta, preview, experimental, or evaluation are offered for testing, may be incomplete, may change without notice, and are not covered by service-level commitments unless we agree otherwise in writing.

12. Suspension and termination

You may stop using the Services and cancel your account or paid plan at any time through the available account controls or by contacting support. Cancellation stops future renewals but does not erase charges already incurred.

We may suspend or terminate access if you materially breach these Terms, fail to pay amounts due, create a security or legal risk, or if law requires it. Where reasonable, we will give notice and an opportunity to cure. We may act immediately when delay could cause harm, unauthorized access, unlawful activity, or additional charges.

After termination, your right to use the Services ends and outstanding amounts remain due. You should export Customer Content you need before termination. We will delete or retain Customer Content according to the Services’ documented behavior, our agreement with you, the Privacy Policy, and applicable law.

Sections that by their nature should survive termination—including ownership, confidentiality, accrued payment obligations, disclaimers, indemnity, limitations of liability, and dispute terms—will survive.

13. Warranties and disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” NOORLE DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Noorle does not warrant that the Services, model output, external actions, or Third-Party Services will be uninterrupted, error-free, secure from every threat, accurate, or suitable for a particular use. You are responsible for backups, review, and controls appropriate to your use case.

Nothing in these Terms excludes a warranty or consumer right that cannot lawfully be excluded.

14. Indemnification

If you use the Services on behalf of a business, you will defend and indemnify Noorle and its officers, directors, employees, and agents against third-party claims, damages, losses, liabilities, and reasonable legal fees arising from:

Customer Content or your instructions to the Services;
your use of the Services in violation of these Terms or applicable law;
your infringement or violation of another person’s rights; or
an external action taken by an agent, Program, Workflow, Gateway, plugin, or connector you configured.

Noorle will promptly notify you of a covered claim and reasonably cooperate at your expense. You may control the defense, but you may not settle a claim in a way that admits fault by Noorle or imposes obligations on Noorle without our written consent. This section applies only to the extent permitted by applicable law.

15. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED THAT SUCH DAMAGES ARE POSSIBLE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOORLE’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNTS YOU PAID OR OWE NOORLE FOR THE SERVICES DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

These limits do not apply where prohibited by law. Different limits may apply under a signed enterprise agreement.

16. Governing law and disputes

These Terms are governed by Delaware law, excluding its conflict-of-law rules, and the Federal Arbitration Act governs the interpretation and enforcement of the arbitration provisions below.

Before filing a claim, each party will give the other written notice describing the dispute and requested relief and will try in good faith for 30 days to resolve it. Notices to Noorle must be sent to [email protected].

Except for eligible small-claims matters or a request for injunctive relief concerning intellectual property, unauthorized access, or misuse of the Services, disputes will be resolved by binding, individual arbitration administered by the American Arbitration Association under the rules applicable to the dispute. The arbitration may be conducted remotely unless the arbitrator requires otherwise.

No class actions. To the extent permitted by law, disputes must be brought only in an individual capacity, not as a plaintiff or class member in a class, collective, consolidated, or representative proceeding. The arbitrator may award relief only to the individual party seeking it.

If a dispute is not subject to arbitration, the state and federal courts located in Delaware will have exclusive jurisdiction, and each party consents to personal jurisdiction there. Nothing in this section limits non-waivable rights or remedies available under applicable consumer law.

17. Changes to these Terms

We may update these Terms to reflect changes in the Services, law, or our operations. We will post the revised Terms and update the “Last updated” date. If a change materially affects your rights or obligations, we will provide reasonable advance notice through the Services, email, or another appropriate channel.

Unless a notice states otherwise, changes apply when posted. Changes to a recurring paid plan or a material reduction of an existing right will apply no sooner than the notice period required above or by law. Continuing to use the Services after the effective date means you accept the revised Terms.

18. General terms

These Terms and any incorporated or signed supplemental agreement are the entire agreement between you and Noorle concerning the Services. If a provision is unenforceable, it will be modified only as much as needed and the remaining provisions will continue.

Neither party waives a right by delaying its exercise. You may not assign these Terms without our written consent, except in connection with a merger, reorganization, or sale of substantially all relevant assets upon notice. Noorle may assign these Terms in connection with a corporate transaction or by operation of law.

Neither party is liable for delay caused by circumstances beyond its reasonable control, except for payment obligations. The parties are independent contractors; these Terms do not create an agency, partnership, franchise, fiduciary, or employment relationship. Headings are for convenience only.

19. Contact and enterprise terms

Questions or legal notices about these Terms may be sent to:

Email: [email protected]
Company: Noorle Inc., a Delaware corporation

Enterprise customers may have additional terms in a signed agreement. Those terms supersede these Terms only where they expressly conflict.