Effective: June 10, 2026

Terms of Service

Please read these terms carefully before using the Infrawise platform.

Agreement

PLEASE READ THESE TERMS CAREFULLY. BY CLICKING "I AGREE," OR BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU ARE ENTERING INTO THESE TERMS ON BEHALF OF A COMPANY OR OTHER ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND THAT ENTITY, AND "YOU" AND "CUSTOMER" REFER TO THAT ENTITY. IF YOU DO NOT AGREE, DO NOT USE THE SERVICE. These Terms of Service ("Terms") are a binding agreement between Infrawise LLC, a Pennsylvania limited liability company ("Infrawise," "we," "us," or "our"), and the customer accepting them ("Customer" or "you").

1. Definitions

• "Service" means the Infrawise software-as-a-service platform that connects to a customer's cloud environment, analyzes it, and provides cost-optimization and efficiency recommendations, together with our website and related documentation. • "Authorized Access" means the delegated permissions (such as Azure AD app consent, IAM role trust, or service-account access) by which you authorize the Service to read your cloud provider account. • "Customer Data" means the configuration data, resource metadata, usage and cost metrics, and other information the Service collects from or about your cloud environment, plus the account and contact information you provide. • "Recommendations" means the optimization suggestions, analyses, and any infrastructure-as-code or other deliverables the Service produces for you. • "Authorized Users" means your employees or contractors you permit to use the Service on your behalf.

2. The Service; Pre-Release Status

Subject to these Terms, Infrawise grants you a limited, non-exclusive, non-transferable, revocable right to access and use the Service for your internal business purposes during the term. The Service is currently provided on a pre-release / pilot basis. It is under active development, may contain errors, and may change or be discontinued at any time. You acknowledge you are using an early-access product.

3. Accounts and Authorized Users

You are responsible for all activity under your account and for your Authorized Users' compliance with these Terms. Keep your login information confidential and manage Authorized Access carefully, and notify us promptly of any unauthorized use or suspected security breach.

4. Connecting Your Cloud Environment

To use the Service, you authorize it to connect to your cloud provider account using the access mechanism your cloud provider supports. You represent that you have the right and authority to grant this access and to share Customer Data with us and our subprocessors. The Service operates on a read-only basis and does not make changes to your infrastructure. You are responsible for the accuracy and appropriate scoping of the access you authorize. Infrawise does not store your access credentials (passwords, long-lived keys, or client secrets); credential handling is described further in the Privacy Policy.

5. Recommendations Are Advisory — You Decide

This is important. The Service provides analysis and Recommendations as a tool to assist you. Recommendations are advisory only. Infrawise is not a managed service and does not operate, manage, or make changes to your infrastructure. You retain full and sole responsibility for deciding whether to implement any Recommendation and for how it is implemented. AI-generated content. The Service uses large language model technology to generate Recommendations. Outputs of large language models may be inaccurate, incomplete, outdated, or otherwise unsuitable for your environment, and may occasionally include fabricated details (commonly called "hallucinations"). Recommendations should be treated as suggestions for your review, not as verified instructions. You are responsible for independently verifying every Recommendation against your own environment, requirements, and constraints before acting on it. You also acknowledge that implementing changes to cloud infrastructure carries inherent risk, including service disruption, increased cost, or data loss, and that you assume responsibility for outcomes of changes you choose to implement. Accordingly, before implementing any Recommendation, you agree to: • Test it in a non-production environment first; • Maintain current backups of your data and configurations; • Review and approve the change yourself; and • Independently verify that the change is appropriate for your environment.

6. Customer Obligations and Acceptable Use

You agree to use the Service only for lawful, internal business purposes and not to: (a) interfere with or disrupt the Service or related systems; (b) attempt to gain unauthorized access to the Service or other accounts; (c) reverse engineer, copy, or create derivative works of the Service except as permitted by law; (d) use the Service to build a substantially similar or competing product or service; or (e) upload unlawful, infringing, or malicious content. You will comply with all applicable laws in your use of the Service.

7. Fees

The Service is currently provided to pilot customers free of charge. We reserve the right to introduce fees for the Service in the future; if we do, we will give you advance notice, and any fees will not apply to your use before they take effect. You are responsible for any taxes other than taxes on our income.

8. Intellectual Property

Infrawise owns the Service. As between the parties, Infrawise and its licensors own all right, title, and interest in the Service, its underlying technology, algorithms, and models, and any Recommendations, templates, and infrastructure-as-code it generates, including all intellectual property rights therein. Your license to use deliverables. Infrawise grants you a perpetual, non-exclusive license to use the Recommendations and any infrastructure-as-code we deliver to you, for your own internal infrastructure. Your data. As between the parties, you own your Customer Data. You grant Infrawise a non-exclusive, worldwide, royalty-free license to access, use, process, and store Customer Data as necessary to provide the Service to you. In addition, Infrawise may use aggregated and de-identified data derived from your use of the Service (data that does not identify you, your Authorized Users, or any individual) to operate, improve, and develop the Service, including to refine our analysis and recommendations. Feedback. If you give us suggestions or feedback, we may use them without restriction or obligation to you.

9. Privacy

Our handling of personal information is described in our Privacy Policy at https://infrawiseai.com/privacy-policy, which is incorporated into these Terms. The Service uses a third-party AI subprocessor (Anthropic's Claude API) to analyze infrastructure data, as described in the Privacy Policy. Our current subprocessors are listed at https://infrawiseai.com/subprocessors, and you may subscribe to advance notice of subprocessor changes as described on that page.

10. Confidentiality

Each party may receive non-public information of the other. The receiving party will use the disclosing party's confidential information only to perform under these Terms and will protect it with reasonable care. This does not apply to information that is public, independently developed, or rightfully received from a third party.

11. Disclaimer of Warranties

THE SERVICE AND ALL RECOMMENDATIONS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OR NON-INFRINGEMENT. We do not warrant that the Service will be uninterrupted or error-free, that Recommendations will achieve any particular cost saving, or that implementing a Recommendation will not cause disruption. There are no service-level commitments at this stage.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, OR LOST OR CORRUPTED DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY. INFRAWISE'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID TO INFRAWISE IN THE 12 MONTHS BEFORE THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). Nothing in these Terms limits liability that cannot be limited under applicable law (for example, in many states, gross negligence, willful misconduct, or fraud).

13. Indemnification

(a) By Customer. You will defend, indemnify, and hold harmless Infrawise from third-party claims and resulting losses arising out of: (i) your use of the Service in breach of these Terms or applicable law; (ii) your Customer Data or your authorization of access to your cloud environment; or (iii) your decision to implement, or not implement, any Recommendation. (b) By Infrawise. Infrawise will defend you against any third-party claim alleging that your use of the Service, as provided by Infrawise and used in accordance with these Terms, infringes that third party's U.S. patent, copyright, or registered trademark, and will pay the damages finally awarded by a court of competent jurisdiction (or amounts agreed in settlement). This obligation does not apply to claims arising from: (i) your modification of the Service; (ii) your combination of the Service with software, data, or services not provided by Infrawise, where the claim would not have arisen but for the combination; (iii) your use of the Service outside the scope authorized by these Terms; (iv) Customer Data or other content you provide; or (v) Recommendations you choose to implement. If the Service becomes, or in Infrawise's opinion is likely to become, the subject of an infringement claim, Infrawise may at its option (1) procure the right for you to continue using it, (2) modify it to be non-infringing while preserving substantially equivalent functionality, or (3) terminate your access and refund any pre-paid fees for the unused term. This Section 13(b) states your sole and exclusive remedy, and Infrawise's entire liability, for any claim of intellectual-property infringement by the Service. (c) Procedure. The indemnified party must promptly notify the indemnifying party of the claim, give the indemnifying party sole control of the defense and settlement (provided no settlement admits liability of the indemnified party without its consent), and reasonably cooperate at the indemnifying party's expense.

14. Term and Termination

These Terms apply while you use the Service. Either party may terminate for convenience on 30 days' written notice; either party may terminate immediately for the other's material breach. On termination, your right to use the Service ends. For a period of 30 days after termination, you may request a copy of your Recommendations and any infrastructure-as-code we have generated for you, and we will provide them in a commercially reasonable format. After that period, we will handle Customer Data in accordance with our Privacy Policy (which sets out our retention periods for different categories of data, including the deletion of account information within 90 days of termination and shorter periods for cached inventory and recommendations). Sections that by their nature should survive (including the perpetual license to deliverables in Section 8, IP, confidentiality, disclaimers, limitation of liability, and indemnification) survive termination.

15. Governing Law and Disputes

These Terms are governed by the laws of the Commonwealth of Pennsylvania, without regard to conflict-of-laws rules. The parties consent to the exclusive jurisdiction of the state and federal courts located in Delaware County, Pennsylvania.

16. Changes to These Terms

We may update these Terms. We will post the updated Terms with a new effective date and, where appropriate, ask you to re-accept. Your continued use after an update means you accept the updated Terms.

17. Force Majeure

Neither party will be liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including: acts of God; natural disasters; pandemic, epidemic, or public-health emergency; war, terrorism, civil unrest, or sanctions; labor disputes; failures or interruptions of the internet, telecommunications, electrical power, or third-party cloud-infrastructure providers; cyberattacks, ransomware, or distributed-denial-of-service attacks not caused by the affected party's failure to maintain reasonable security; and changes in applicable law or government action that materially affect performance. The affected party will use reasonable efforts to notify the other promptly, mitigate the effect of the event, and resume performance as soon as practicable. If a force majeure event continues for more than thirty (30) days, either party may terminate these Terms on notice without further liability.

18. General

These Terms, together with the Privacy Policy (which is incorporated by reference), are the entire agreement between the parties regarding the Service and supersede prior understandings. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets. If any provision is held unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. Notices to you may be sent to your account email; notices to us go to legal@infrawiseai.com. Infrawise LLC · 708 Haviland Dr, Bryn Mawr, PA 19010 · legal@infrawiseai.com