Last Updated: March 20, 2026
Terms and Conditions
Packed AI
These Terms of Service ("Terms") govern access to and use of the Packed AI Inc platform and all associated services (collectively, the "Platform") provided by Packed AI Inc ("Packed AI," "we," "us," or "our"). By accessing or using the Platform, you ("Customer" or "you") agree to be bound by these Terms. If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity.
These Terms should be read together with any Order Form executed between Packed AI and Customer. In the event of a conflict, the Order Form shall control with respect to commercial terms (pricing, subscription tier, service period); these Terms shall control with respect to all other matters.
IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE THE PLATFORM.
Definitions
As used in these Terms, the following capitalized terms have the meanings set forth below:
"Authorized Users" means Customer's employees, contractors, and agents who are authorized by Customer to access and use the Platform on Customer's behalf.
"Customer Content" means all data, files, information, and materials submitted to or processed through the Platform by Customer or its Authorized Users, including artwork files, specification documents, product data, and any personal data of Customer's personnel or end users.
"De-identified Data" means data derived from Customer Content that has been anonymized and aggregated such that it cannot reasonably be used to identify Customer or any individual.
"Documentation" means any user guides, help center materials, or other technical documentation made available by Packed AI in connection with the Platform.
"Intellectual Property Rights" means all worldwide rights in patents, copyrights, trademarks, trade secrets, and all other intellectual or proprietary rights, whether registered or unregistered.
"Order Form" means an agreement or order form document executed by the parties that incorporates these Terms by reference and sets out the applicable commercial terms.
"Personal Data" means any information relating to an identified or identifiable natural person, as defined under applicable data protection laws.
"Platform" means Packed AI's proprietary SaaS collaboration platform for specification management, creative asset management, and workflow optimization, including all Updates and improvements thereto.
"Subscription Fees" means the fees payable by Customer for access to the Platform as set out in the applicable Order Form.
"Updates" means any bug fixes, patches, upgrades, or new features that Packed AI makes generally available to Platform subscribers.
"Usage Data" means technical and operational data collected automatically in connection with Customer's use of the Platform, including device information, log data, clickstream data, and feature usage metrics.
Platform Access
2.1 License Grant
Subject to Customer's compliance with these Terms and timely payment of all Subscription Fees, Packed AI grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Platform during the applicable subscription term, solely for Customer's internal business purposes and in accordance with these Terms and the Documentation.
2.2 Authorized Users
Customer may permit its Authorized Users to access the Platform. Customer is responsible for: (a) ensuring all Authorized Users comply with these Terms; (b) all acts and omissions of its Authorized Users; and (c) maintaining the confidentiality of account credentials and promptly notifying Packed AI of any unauthorized access or suspected breach.
2.3 Updates
Packed AI may release Updates from time to time at its discretion. Packed AI will use commercially reasonable efforts to provide advance notice of material Updates, except where an Update is required for security purposes, in which case it may be deployed immediately without prior notice.
2.4 Restrictions
Customer shall not, and shall not permit any Authorized User or third party to:
use the Platform for any unlawful purpose or in violation of any applicable law or regulation;
upload, transmit, or store any content that contains malicious code, viruses, or other harmful components;
attempt to gain unauthorized access to, probe, or test the vulnerability of the Platform or Packed AI's systems;
reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Platform;
modify, adapt, translate, or create derivative works based on the Platform;
sublicense, sell, resell, transfer, assign, or otherwise make the Platform available to any third party other than Authorized Users;
share account credentials with unauthorized parties or allow use of the Platform on a service bureau or time-sharing basis;
use the Platform to build a competing product or service, or benchmark the Platform for publication, without Packed AI's prior written consent; or
remove or obscure any proprietary notices on the Platform or Documentation.
2.5 Customer Responsibility for Access
Customer is solely responsible for all activity occurring under its account, including all access through Customer's credentials. Customer shall implement and maintain appropriate security measures to protect its access protocols and shall promptly notify Packed AI of any unauthorized access. Packed AI shall not be liable for unauthorized access to the Platform through Customer's equipment or credentials.
Customer Content & Data
3.1 Ownership of Customer Content
As between the parties, Customer retains all rights, title, and interest in and to Customer Content. Customer grants Packed AI a limited, non-exclusive, royalty-free license to host, store, process, display, and otherwise use Customer Content solely to provide and support the Platform and as permitted under these Terms.
3.2 License to Improve Platform; De-identified Data
Customer grants Packed AI a perpetual, irrevocable, royalty-free license to use De-identified Data for any lawful purpose, including to improve the Platform and develop aggregated analytics, insights, and benchmarks. Packed AI shall own all De-identified Data it creates. De-identified Data shall not constitute Customer's Confidential Information. Customer hereby assigns to Packed AI any rights it may have in De-identified Data.
3.3 Customer Warranties Regarding Content
Customer represents and warrants that: (a) it has all rights and consents necessary to submit Customer Content to the Platform and to grant the licenses in this Section 3; (b) Customer Content does not and will not infringe any third-party Intellectual Property Rights or violate any applicable law; and (c) Customer Content does not contain any malicious code, unlawful material, or content that violates the rights of any individual.
3.4 Personal Data
To the extent Customer Content includes Personal Data, Customer is responsible for ensuring it has a valid legal basis for providing such data to Packed AI and for complying with all applicable data protection and privacy laws, including maintaining legally adequate privacy disclosures to data subjects.
3.5 Feedback
If Customer provides Packed AI with suggestions, comments, or other feedback regarding the Platform ("Feedback"), Packed AI may freely use, reproduce, modify, and commercialize such Feedback without obligation or compensation to Customer. Feedback shall be the sole property of Packed AI.
Fees & Payments
4.1 Subscription Fees
Customer shall pay Subscription Fees as set forth in the applicable Order Form. Unless otherwise specified in the Order Form, Subscription Fees are invoiced monthly in advance. All fees are non-refundable except as expressly provided in these Terms or the applicable Order Form.
4.2 Payment Terms
Invoices are due within thirty (30) days of the invoice date unless a different period is specified in the Order Form. Late payments shall accrue interest at the rate of 1.5% per month (or the maximum rate permitted by law, if less) from the due date until paid in full. Packed AI reserves the right to suspend access to the Platform if any invoice remains unpaid for more than thirty (30) days past its due date, without prejudice to any other rights or remedies.
4.3 Taxes
All fees are exclusive of applicable taxes, levies, duties, or similar governmental assessments (including sales, use, and value-added taxes). Customer is responsible for all such taxes, other than taxes based on Packed AI's net income. If any withholding tax applies, Customer shall gross up payments such that Packed AI receives the full invoiced amount.
4.4 Annual Prepayment Discount
Customers who elect to pay annual Subscription Fees in advance prior to the commencement date of the applicable service period are eligible for a discount as specified in the Order Form. Details of prepayment terms are set out in the Order Form.
Intellectual Property
5.1 Packed AI IP
Packed AI and its licensors own and retain all right, title, and interest in and to the Platform, Documentation, Updates, Usage Data, De-identified Data, and all related Intellectual Property Rights. Except for the limited license expressly granted in Section 2.1, nothing in these Terms transfers or conveys to Customer any rights in the Platform or Packed AI's intellectual property.
5.2 Usage Data
Packed AI may collect and use Usage Data to operate, maintain, and improve the Platform. Usage Data is owned exclusively by Packed AI and does not constitute Customer Content or Customer Confidential Information.
Confidentiality
6.1 Definition
"Confidential Information" means any non-public information disclosed by one party (the "Disclosing Party") to the other (the "Receiving Party") that is identified as confidential at the time of disclosure, or that a reasonable party would understand to be confidential given the nature of the information and the circumstances of disclosure. The Platform, Documentation, and all related technical and commercial information shall constitute Packed AI's Confidential Information. Customer Content shall constitute Customer's Confidential Information.
6.2 Obligations
The Receiving Party shall: (a) use Confidential Information solely to exercise its rights and perform its obligations under these Terms; (b) not disclose such Confidential Information to any third party without the Disclosing Party's prior written consent, except to its employees, contractors, or advisors who have a need to know and are bound by confidentiality obligations at least as protective as those set forth herein; and (c) protect the Disclosing Party's Confidential Information using at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care.
6.3 Exceptions
The obligations in Section 6.2 do not apply to information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was rightfully known to the Receiving Party without restriction prior to disclosure; (c) is received from a third party without restriction and without breach of any obligation of confidence; or (d) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information. The Receiving Party may disclose Confidential Information to the extent required by applicable law or court order, provided it gives the Disclosing Party prompt written notice (to the extent legally permissible) and cooperates with any effort to obtain a protective order.
6.4 Return of Confidential Information
Upon termination or expiration of these Terms, or upon request by the Disclosing Party, the Receiving Party shall promptly return or destroy all copies of the Disclosing Party's Confidential Information in its possession and certify such return or destruction upon request.
Warranties & Disclaimers
7.1 Packed AI Warranty
Packed AI represents and warrants that it will provide the Platform in a professional and workmanlike manner, consistent with general industry standards for similarly situated SaaS providers. Customer's sole and exclusive remedy for a breach of this warranty is for Packed AI to, at its election, re-perform the affected services or refund the pro-rated fees paid for the affected subscription period, provided Customer notifies Packed AI in writing within thirty (30) days of the occurrence giving rise to the claim.
7.2 Disclaimer
EXCEPT AS EXPRESSLY SET FORTH IN SECTION 7.1, THE PLATFORM AND ALL SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. PACKED AI EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR TRADE USAGE. PACKED AI DOES NOT WARRANT THAT THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ALL ERRORS WILL BE CORRECTED.
Idemnification
8.1 Indemnification by Customer
Customer shall defend, indemnify, and hold harmless Packed AI and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) Customer's breach of these Terms; (b) Customer Content, including any allegation that Customer Content infringes any third-party Intellectual Property Rights or violates applicable law; (c) Customer's failure to obtain necessary rights and consents to submit Customer Content to the Platform; or (d) any product or service offered by Customer to its end customers.
8.2 Indemnification by Packed AI
Packed AI shall defend, indemnify, and hold harmless Customer and its officers, directors, employees, and agents from and against any third-party claim that the Platform, as delivered by Packed AI and used in accordance with these Terms, infringes or misappropriates any third-party Intellectual Property Rights. This obligation does not apply to the extent any claim arises from: (i) Customer Content; (ii) use of the Platform in combination with third-party software, hardware, or services not provided or approved by Packed AI; (iii) Customer's failure to implement an Update that would have avoided the claim; or (iv) any modification of the Platform by Customer.
8.3 IP Remedies
If the Platform becomes, or in Packed AI's reasonable judgment is likely to become, the subject of an infringement claim, Packed AI may, at its option and expense: (a) procure for Customer the right to continue using the Platform; (b) replace or modify the Platform to make it non-infringing; or (c) terminate the affected Order Form and refund any pre-paid, unused Subscription Fees. THIS SECTION STATES PACKED AI'S ENTIRE LIABILITY AND CUSTOMER'S SOLE AND EXCLUSIVE REMEDY FOR INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS.
8.4 Indemnification Conditions
The indemnifying party's obligations are conditioned on the indemnified party: (a) providing prompt written notice of the claim; (b) granting the indemnifying party sole control over defense and settlement; and (c) providing reasonable cooperation, at the indemnifying party's expense. The indemnifying party shall not settle any claim in a manner that imposes any obligation or liability on the indemnified party without the indemnified party's prior written consent, not to be unreasonably withheld.
Limitation of Liability
9.1 Exclusion of Consequential Damages.
IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF REVENUE, PROFITS, ANTICIPATED SAVINGS, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE PLATFORM, REGARDLESS OF THE LEGAL THEORY ASSERTED AND EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 Cap on Liability.
EXCEPT FOR CLAIMS ARISING FROM A PARTY'S INDEMNIFICATION OBLIGATIONS UNDER SECTION 8 OR EITHER PARTY'S BREACH OF CONFIDENTIALITY OBLIGATIONS UNDER SECTION 6, EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS SHALL NOT EXCEED THE TOTAL SUBSCRIPTION FEES PAID BY CUSTOMER TO PACKED AI IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
9.3 Essential Basis
10. Term & Termination
10.1 Term
These Terms commence on the date Customer first accepts them (or the Order Form effective date, whichever is earlier) and continue until all Order Forms have expired or been terminated. Each Order Form sets out its own service period and renewal terms.
10.2 Termination for Breach
Either party may terminate an Order Form or these Terms for material breach if the breaching party fails to cure such breach within thirty (30) days after receiving written notice specifying the breach in reasonable detail. Termination for non-payment may occur if payment is not made within thirty (30) days of a written notice of default.
10.3 Termination for Convenience
Either party may terminate these Terms for convenience upon ninety (90) days' prior written notice, provided there are no Order Forms then in effect. Customer may not terminate an Order Form for convenience mid-term unless expressly permitted in that Order Form.
10.4 Suspension
Packed AI may suspend Customer's access to the Platform, without terminating these Terms, in the event of: (a) any invoice remaining unpaid for more than thirty (30) days after its due date; (b) a credible allegation that Customer's use of the Platform violates applicable law or infringes third-party rights; (c) Customer's use of the Platform posing a security risk to Packed AI or other customers; or (d) any circumstance that would entitle Packed AI to terminate for cause. Packed AI will provide at least twelve (12) hours' advance notice of any suspension unless immediate action is necessary to protect Packed AI, Customer, or third parties.
10.5 Effect of Termination
Upon expiration or termination: (a) all licenses granted to Customer shall immediately terminate; (b) Customer shall promptly pay all outstanding Subscription Fees; and (c) Packed AI will provide Customer with limited Platform access for thirty (30) days solely to export Customer Content. Following that period, Packed AI shall have no obligation to retain Customer Content unless required by law. Sections 1, 3.2, 3.5, 5, 6, 7.2, 8 (with respect to pre-termination claims), 9, 10.5, and 11 shall survive expiration or termination.
11. General Provisions
11.1 Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of California, without regard to its conflict-of-law rules. Any dispute, claim, or controversy arising out of or relating to these Terms shall be resolved by binding arbitration in California, United States, in accordance with the then-current rules of JAMS (or such other arbitration body as the parties may agree).
The arbitrator shall have authority to award compensatory damages only and not punitive, exemplary, or multiple damages. Judgment on any arbitration award may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent imminent irreparable harm.
11.2 Waiver of Jury Trial
EACH PARTY HEREBY KNOWINGLY AND VOLUNTARILY WAIVES ALL RIGHTS TO TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATED TO THESE TERMS.
11.3 Assignment
Neither party may assign or transfer these Terms or any rights or obligations hereunder without the prior written consent of the other party, except that either party may assign these Terms without consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any purported assignment in violation of this Section is void. These Terms bind and inure to the benefit of the parties and their respective successors and permitted assigns.
11.4 Entire Agreement; Order of Precedence
These Terms, together with the applicable Order Form(s) and any incorporated policies (including the Privacy Policy), constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements, representations, and understandings. In the event of a conflict: (1) the Order Form controls as to commercial terms (pricing, subscription tier, service period); (2) these Terms control as to all other matters.
11.5 Amendments; Waiver
Packed AI may update these Terms from time to time. Material changes will be communicated via email or Platform notification at least thirty (30) days before taking effect. Customer's continued use of the Platform after the effective date of any update constitutes acceptance of the updated Terms. No waiver of any provision shall be effective unless in writing signed by an authorized representative of the waiving party.
11.6 Severability
If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable.
11.7 Force Majeure
Neither party shall be liable for any delay or failure to perform its obligations (other than payment obligations) due to causes beyond its reasonable control, including acts of God, natural disasters, pandemics, war, terrorism, or widespread infrastructure outages, provided the affected party provides prompt written notice and uses reasonable efforts to resume performance as soon as practicable.
11.8 Independent Contractors
The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between the parties.
11.9 Subcontractors
Packed AI may use third-party subcontractors (including hosting providers and infrastructure vendors) to provide the Platform. Packed AI remains responsible for the acts and omissions of its subcontractors to the same extent as if performed by Packed AI directly.
11.10 Notices
All legal notices under these Terms must be in writing and delivered by email (with confirmation of receipt), nationally recognized overnight courier, or certified mail (return receipt requested) to the contact information on the applicable Order Form or as updated by either party in writing. Notices sent by email are effective upon confirmed receipt.
11.11 Export Compliance
Customer shall comply with all applicable U.S. and international export control laws and regulations and shall not use or access the Platform in violation of any export embargo, prohibition, or restriction.
11.12 No Class Actions
ALL DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS. CUSTOMER WAIVES ANY RIGHT TO PARTICIPATE IN ANY CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING.
11.13 Counterparts
Order Forms may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one agreement. Electronic signatures shall be deemed valid.