Terms of Service

About these terms

These Terms of Service (“Terms”) govern access to and use of the Wake Intelligence Platform — the Wake AI World Model Platform — operated by Wake AI LLC (“Wake,” “we,” “us,” or “our”). They are written for businesses that run a pilot with us and connect their systems to the platform (“you,” the “Partner” or “Tenant”).

These Terms cover the business-to-business World Model Platform only. They do not cover our consumer app at wakeai.app, which has its own separate terms.

By signing a pilot or order form with us, or by accessing the platform, its gateways, or an API key we issue, you agree to these Terms. If you are accepting on behalf of an organization, you confirm you are authorized to bind that organization. If you do not agree, do not access or use the platform.

1. The platform and what it does

Wake grows a private, specialized intelligence for your business. During a pilot you send your data through six gateways — Perception, Configurator, World Model, Cost, Short-term Memory, and Actor — and Wake learns your world the way a person learns a craft: by watching, remembering, imagining what comes next, and planning.

The platform is decision-support. It produces recommendations, and every recommendation comes with its reasoning, a likely result, and a worst case — so your team can trust it, or overrule it, on purpose. Wake informs decisions; it does not make them for you. You and your people remain responsible for the decisions you take and the actions you carry out, including those that rely on the platform's guidance.

We may improve, change, or retire features of the platform over time. When a change would materially affect how you use the platform during an active pilot, we will give you reasonable notice.

2. The pilot relationship

The platform is offered through a pilot program, described in your order form or pilot agreement (the “Pilot”). A typical Pilot runs for a defined period, set entirely in your world, with honest checkpoints along the way. Where these Terms and a signed order form differ, the order form controls for that engagement.

• You name a business leader who owns the outcome and steers the build with us.
• Together we agree a single business outcome, its baseline, and the measure that would earn a wider rollout.
• A Pilot can run beside your current systems for comparison; it reaches real decisions only with your team's go-ahead and within the guardrails you choose.
• You are never locked in. At each checkpoint you may continue, sharpen the aim, or step back. Either party may end a Pilot as set out in Section 8.

A Pilot is an evaluation engagement. Unless your order form says otherwise, it does not commit either party to a production rollout, a fixed term, or a minimum spend beyond the Pilot itself.

3. Acceptable use of the platform, gateways, and API keys

We issue credentials — including API keys and gateway access — so your engineers can call the platform. You are responsible for keeping these credentials secret and for all activity that occurs under them. Notify us promptly if you believe a key has been exposed or misused, and we will help you rotate it.

You agree to use the platform only for your own lawful business purposes under the Pilot, and you agree not to:

• Share, resell, sublicense, or transfer your credentials, gateway access, or platform access to any third party not authorized in your order form;
• Send data through the gateways that you do not have the rights to use, or that contains another person's personal data without a lawful basis;
• Use the platform to make decisions that require regulated professional judgment (such as medical, legal, or financial advice) without appropriate human oversight and your own compliance controls;
• Reverse-engineer, decompile, or attempt to derive the source code, model weights, or training methods underlying the platform, except to the extent this restriction is prohibited by applicable law;
• Use the platform, its outputs, or the grown intelligence to build or train a competing world-model or decision-support product;
• Probe, scan, overload, or circumvent the rate limits, access controls, or security of the platform, or interfere with its operation or other tenants;
• Upload malicious code, or use the platform in violation of applicable law, export controls, or third-party rights.

We may apply reasonable rate limits and suspend a key or gateway that we believe is being misused or is putting the platform or other tenants at risk. Where practical, we will tell you first.

4. Decisions remain yours

Wake's recommendations are suggestions, presented with their reasoning, a likely result, and a worst case. They may contain errors, and a worst case can occur. You acknowledge and agree that:

• You are solely responsible for reviewing recommendations and deciding whether to act on them;
• You will keep meaningful human oversight over decisions and actions that affect your customers, your people, or your obligations;
• The platform is not a substitute for your own professional judgment, controls, or legal and regulatory compliance;
• We do not guarantee any particular outcome, accuracy figure, or business result, even where a baseline or target is agreed in a Pilot.

Outputs are provided to inform your decisions, not to replace them.

5. Ownership and intellectual property

We believe you should walk away owning what is yours. Ownership is split cleanly:

• You own your data. You keep all right, title, and interest in the data you send through the gateways and in the outputs Wake generates for you. You grant us a limited, non-exclusive license to process that data solely to operate the platform and deliver the Pilot to you.
• You own the grown intelligence. The specialized intelligence Wake grows for your business from your own data — the model that is unmistakably yours — is yours. By the end of a Pilot you own a model you can scale, as described in your order form, including any agreed handover or export.
• We own the platform. Wake retains all right, title, and interest in the underlying platform — the gateways, the world-model architecture, the algorithms, training methods, software, models that are not derived from your data, trademarks, and branding. Nothing in these Terms transfers that to you, and no rights are granted by implication.

We will not use your data or your grown intelligence to train models for other customers, and we will not share one tenant's intelligence with another. We may use aggregated, de-identified operational metrics — that cannot reasonably identify you or your data — to run and improve the platform. Any feedback or suggestions you share about the platform may be used by us without obligation to you.

6. Confidentiality

A pilot only works on trust, so we treat your information with care. Each party may receive confidential information from the other — for you, this includes your data, your goals, and the grown intelligence; for us, this includes the non-public details of the platform, its architecture, and pricing. Each party agrees to:

• Use the other's confidential information only to perform under these Terms and the Pilot;
• Protect it with at least the same care it uses for its own confidential information, and no less than a reasonable standard of care;
• Disclose it only to employees and contractors who need it and who are bound by confidentiality obligations at least as protective as these;
• Not disclose it to any other third party without the other party's written consent.

These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to it without a duty of confidentiality, or is independently developed. A party may disclose confidential information if required by law, after giving reasonable notice where permitted.

7. Warranties and disclaimers

We will provide the platform with reasonable skill and care, and we will not knowingly introduce malicious code into it.

Beyond that, and to the fullest extent permitted by applicable law, the platform is provided “as is” and “as available” without warranties of any kind, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, or non-infringement. In particular, we do not warrant that:

• The platform or its recommendations will be accurate, complete, or fit for any specific decision;
• The platform will be uninterrupted, secure, or error-free;
• Any business outcome, baseline, or target discussed in a Pilot will be achieved.

You are responsible for evaluating the platform's outputs and for the decisions you make using them.

8. Limitation of liability

To the fullest extent permitted by applicable law, neither party will be liable to the other for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, business, or goodwill, arising from or relating to these Terms or the platform, even if advised of the possibility of such damages.

To the fullest extent permitted by applicable law, each party's total aggregate liability arising out of or relating to these Terms and the Pilot will not exceed the greater of (a) the fees you paid to us under the applicable order form in the twelve (12) months preceding the event giving rise to the claim, or (b) one thousand dollars ($1,000).

These limits do not apply to a party's breach of its confidentiality obligations, your misuse of the platform in breach of Section 3, either party's indemnification obligations, or liability that cannot be limited under applicable law. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

9. Term and termination

These Terms apply for as long as you have access to the platform or an active Pilot. Either party may end a Pilot:

• For convenience, on reasonable written notice as set out in the order form (or, if none is stated, on thirty (30) days' notice);
• Immediately, on written notice, if the other party materially breaches these Terms and does not cure the breach within thirty (30) days of notice.

We may suspend access immediately if your use threatens the security or integrity of the platform or other tenants, or violates Section 3.

On termination, your right to access the platform ends. We will, at your request and as described in your order form, return or hand over your data and your grown intelligence, and then delete our copies in line with our data practices, except where retention is required by law. The following sections survive termination: Ownership and IP (5), Confidentiality (6), Disclaimers (7), Limitation of Liability (8), and Governing Law (10).

10. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law rules. Before starting any formal proceeding, the parties will first try to resolve the dispute in good faith by contacting legal@wakeai.app, and will allow thirty (30) days to reach a resolution.

Any dispute not resolved informally will be subject to the exclusive jurisdiction of the state and federal courts located in Delaware, and each party consents to that jurisdiction and venue. Nothing here prevents either party from seeking injunctive relief to protect its confidential information or intellectual property.

11. General

If any provision of these Terms is held unenforceable, the rest remain in effect. Our failure to enforce a provision is not a waiver of it. You may not assign these Terms without our written consent; either party may assign to a successor in a merger or sale of substantially all of its assets. These Terms, together with your order form and any document expressly incorporated by reference, are the entire agreement between us for the platform. We may update these Terms and will give reasonable notice of material changes; your continued use after the effective date constitutes acceptance.

12. Contact

We're glad to explain anything here in plain language. Reach us at:

• Pilots & partnerships: partners@wakeai.app
• Legal: legal@wakeai.app
• Support: support@wakeai.app
• Website: drpaulk.ai/contact
• Mailing address: Wake AI LLC, Delaware, United States