Terms of Service

1. Agreement to these Terms

These Terms of Service ("Terms") form a binding agreement between you ("you", "your") and IBNZ Pacific Pty Ltd (ABN 40 640 558 998), trading as TensorPRO ("TensorPRO", "we", "us", "our"), governing your access to and use of the TensorPRO website at www.tensorpro.ai, the EDN Memory Engine API and any associated TensorPRO services, and documentation, software, and other materials we provide (collectively, the "Services").

By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, do not use the Services. If you are accessing the Services on behalf of an organisation, you represent that you have authority to bind that organisation to these Terms.

2. Eligibility

You must be at least 18 years old to use the Services. By using the Services, you represent that you meet this requirement.

3. Accounts

To use most of the Services, you must create an account. You agree to provide accurate, current, and complete information when creating your account; keep your account credentials and API keys confidential; notify us promptly of any unauthorised access to your account; and take responsibility for all activity that occurs under your account.

We reserve the right to suspend or terminate accounts that violate these Terms.

4. Subscription tiers and pricing

Subscription tiers and pricing will be published at www.tensorpro.ai/pricing when the service launches commercially. Current access is provided under separate agreement or invitation. This section will be updated at that time.

5. Acceptable use

You agree not to use the Services to violate any applicable law, regulation, or third-party rights; infringe intellectual property rights; submit content that is unlawful, harmful, threatening, defamatory, obscene, or that violates the privacy of others; submit personal information of individuals without lawful authority to do so; generate, store, or distribute content that promotes violence, hatred, harassment, or discrimination; attempt to reverse-engineer, decompile, or extract the source code of the Services; interfere with the operation of the Services or attempt unauthorised access; use the Services to develop a competing product or to benchmark the Services for published comparative claims without our prior written consent; use the Services to train machine-learning models in a manner that would compete with our offerings; or resell, sublicense, or redistribute access to the Services without our prior written consent.

We may suspend or terminate accounts that engage in prohibited use, and may report serious violations to law enforcement.

6. Your data and content

Your data. When you submit data to the Services (memory records, conversational turns, configuration, and any other content you provide, collectively "Your Data"), you retain ownership of Your Data.

Licence to us. You grant TensorPRO a non-exclusive, worldwide, royalty-free licence to host, store, process, transmit, and display Your Data solely as necessary to provide the Services to you, comply with applicable law, and protect the security and integrity of our infrastructure.

Your responsibility. You represent and warrant that you have all necessary rights, consents, and authorisations to submit Your Data to the Services; Your Data does not infringe the rights of any third party; and where Your Data includes personal information of other individuals, you have a lawful basis for providing it to us.

Confidentiality of inputs. We do not use the content of your API inputs to train our models or to develop unrelated products. Operational and security telemetry is collected as described in our Privacy Policy.

7. Data processing

Where TensorPRO processes personal data on your behalf in providing the Services, we do so as your processor and only on your documented instructions, which these Terms form part of. On request, we will enter into a Data Processing Agreement with you, which on execution is incorporated into and forms part of these Terms. Our current subprocessors are listed on our Security page.

EDN is model-agnostic. You connect your own large language model provider, and that provider processes your data under your own agreement with them, as your processor. TensorPRO is not a subprocessor of your model provider, and your model provider is not a subprocessor of TensorPRO. EDN stores your data and assembles memory context that it returns to your application, your application is responsible for any call it makes to your model provider.

8. Intellectual property

Our intellectual property. All right, title, and interest in and to the Services, including the EDN Memory Engine middleware, our website, our documentation, our trademarks ("TensorPRO", "EDN", "EDN Memory Engine", and associated logos), and all underlying technology, are owned by TensorPRO or our licensors. We grant you a limited, non-exclusive, non-transferable, revocable licence to use the Services in accordance with these Terms.

Feedback. If you provide suggestions, feedback, or ideas about the Services, you grant us a perpetual, royalty-free, worldwide licence to use that feedback for any purpose, without any obligation to you.

Open-source components. The Services rely on third-party open-source components. The core TensorPRO software is proprietary and not open source.

9. Privacy

Our collection, use, holding, and disclosure of personal information is described in our Privacy Policy at www.tensorpro.ai/privacy, which is incorporated into these Terms by reference.

10. Service availability and modifications

The Services are provided on an "as available" basis. We do not guarantee uninterrupted access. We may, with reasonable notice where practicable, modify, suspend, or discontinue any part of the Services; change features or usage limits; or perform scheduled or emergency maintenance.

11. Termination

By you. You may terminate your account at any time by contacting us at contact@tensorpro.ai. Termination takes effect at the end of your current billing period unless we agree otherwise.

By us. We may terminate or suspend your access immediately if you breach these Terms in a material way, or with reasonable notice for any other reason.

Effect of termination. On termination, your right to access the Services ends immediately. We will delete Your Data within a reasonable period as described in our Privacy Policy, except where retention is required by law. Sections 6, 7, 8, 12, 13, 14, 15, and 16 survive termination.

12. Disclaimer of warranties

To the maximum extent permitted by law, the Services are provided "as is" and "as available", without warranties of any kind. We disclaim all such warranties, including any warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, or that the Services will be uninterrupted or error-free.

EDN Memory Engine is a memory infrastructure layer for LLM systems. The Services do not generate, validate, or guarantee the truth, accuracy, or appropriateness of any LLM output. You are responsible for the use you make of LLM outputs in your own products.

Australian Consumer Law. Nothing in these Terms excludes, restricts, or modifies any consumer rights you have under the Competition and Consumer Act 2010 (Cth) or other applicable consumer protection laws that cannot be lawfully excluded.

13. Limitation of liability

To the maximum extent permitted by law, TensorPRO will not be liable to you for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for loss of profits, revenue, data, or business opportunities, even if we have been advised of the possibility of such damages. Our aggregate liability in any twelve-month period will not exceed the greater of: (a) the fees you paid to us in that period for the Services giving rise to the claim, or (b) AU$100.

These limitations do not apply to liability that cannot be excluded or limited under applicable law.

14. Indemnity

You agree to indemnify and hold harmless TensorPRO, its directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses arising out of or related to your breach of these Terms; Your Data; your use of the Services in violation of applicable law; or your end users' use of any product you build using the Services.

15. Governing law and dispute resolution

These Terms are governed by the laws of Queensland, Australia. The parties agree to attempt in good faith to resolve any dispute through informal negotiation before commencing formal proceedings. Where a dispute cannot be resolved informally, the parties submit to the exclusive jurisdiction of the courts of Queensland and the federal courts of Australia.

16. General

Entire agreement. These Terms, together with our Privacy Policy and any supplementary terms, constitute the entire agreement between you and TensorPRO regarding the Services.

Changes to these Terms. We may update these Terms from time to time. Where changes are material, we will notify you by email or by prominent notice on our website at least 30 days before they take effect. Continued use of the Services after the effective date constitutes acceptance of the updated Terms.

Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all our assets.

Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions remain in full force.

No waiver. Our failure to enforce any right or provision is not a waiver of that right or provision.

Notices. Notices to TensorPRO should be sent to contact@tensorpro.ai. Notices to you may be sent by email to the address associated with your account.

17. Contact

For questions about these Terms:

Email: contact@tensorpro.ai Postal: PO Box 377 Fortitude Valley QLD 4006

IBNZ Pacific Pty Ltd | ABN 40 640 558 998 | trading as TensorPRO