These Terms of Service (the "Terms") constitute a legally binding agreement between you ("User", "Customer", or "you") and Shanghai Chengyun Yangxing Technology Co., Ltd ("Company", "we", "us", or "our"), governing your access to and use of Eighth Factor (the "Platform" or "Service").
By creating an account, accessing, or using our Platform, you agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization or entity, you represent and warrant that you have the authority to bind that entity.
1. Description of Service
The Platform provides a collaborative, visual data modeling, quantitative simulation, and AI-assisted analysis environment (the "Service"). The Service enables users to build models, run calculations, perform Monte Carlo simulations, collaborate with team members, and interact with AI-driven features.
2. User Accounts & Responsibilities
2.1. Account Registration
You must provide accurate and complete registration information. You are responsible for maintaining the confidentiality of your account credentials.
2.2. Account Usage
You are responsible for all activities that occur under your account. You must notify us immediately of any unauthorized use of your account.
2.3. Authorized Users
Access credentials are specific to individual users and may not be shared across multiple individuals unless explicitly permitted by your subscription plan.
3. User Data, Content & Intellectual Property
3.1. Ownership of Customer Data
As between you and the Company, you retain all right, title, and interest (including all intellectual property rights) in and to any documents, datasets, formulas, and content you upload or input into the Service ("Customer Data" and "Inputs").
3.2. Output Rights
You own or are granted an exclusive license to the outputs generated by the Service specifically for you in response to your Inputs ("Outputs").
3.3. Shared Queries & Similar Outputs
You acknowledge that AI and algorithmic features may generate identical or similar Outputs for other users who submit similar Inputs. Rights in Outputs do not extend to Outputs generated for third-party users.
3.4. No AI Model Training on Private Data
The Company does not use your Customer Data, Inputs, or Outputs to train public or foundational artificial intelligence models. Your data is processed strictly to provide, maintain, and secure the Service for you.
3.5. Feedback License
If you choose to submit comments, ideas, or suggestions for improvements regarding the Service ("Feedback"), you hereby grant the Company a non-exclusive, perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, modify, adapt, publish, create derivative works from, and incorporate such Feedback into our Service or products without restriction or compensation to you.
4. AI Features & Non-Professional Advice Disclaimer
4.1. Informational & Analytical Tool Only
The Platform, including its calculation engine, simulation tools, and AI assistant features, provides data analysis, modeling, and output generation for informational and analytical purposes only.
4.2. No Professional Advice
Outputs do not constitute financial, investment, legal, tax, accounting, or other professional advice. You are solely responsible for reviewing, verifying, and evaluating all calculations, formulas, and AI-generated Outputs before making business, financial, or legal decisions.
4.3. Accuracy Notice
AI-generated outputs and probabilistic simulations may contain errors, misstatements, or inaccuracies. You assume all risk associated with reliance on the Service’s outputs.
5. Acceptable Use Policy (AUP)
You agree not to, and will not permit any third party to:
- Use the Service for any unlawful, fraudulent, or harmful purpose.
- Circumvent, disable, or interfere with security, authentication, or access control mechanisms.
- Reverse engineer, decompile, or attempt to extract the underlying source code, algorithms, or proprietary calculation engines of the Platform.
- Use automated scrapers, bots, or extraction tools to harvest data, models, or Outputs from the Service.
- Perform prompt injection attacks, jailbreaks, or intentionally attempt to bypass AI safety filters.
- Use the Service to build a competing product, service, or benchmark database.
- Upload data that contains viruses, malware, or malicious code.
6. Beta and Preview Features
From time to time, we may offer access to experimental, preview, or beta features ("Preview Features"). Preview Features are provided strictly "AS IS" and "AS AVAILABLE", without warranties of any kind. We may modify or discontinue Preview Features at any time without liability.
7. Third-Party Hosting & External AI Connections
7.1. Infrastructure & Cloud Hosting
The Service infrastructure is hosted on third-party cloud hosting providers, primarily Railway. Your use of the Service is subject to the security, operational, and data processing practices of our cloud infrastructure providers.
7.2. User-Provided AI Models & MCP Integration
The Platform allows you to connect your own AI agents, LLM provider credentials, or Model Context Protocol (MCP) integrations. The Company does not host, provide, or sell AI models directly. You are solely responsible for securing your API keys/credentials, obtaining necessary third-party licenses, and ensuring compliance with the terms and data privacy policies of your chosen AI providers or MCP endpoints.
8. Fees and Payments (If Applicable)
8.1. Subscription Fees
Access to certain features or plans requires payment of fees as specified on our pricing page or order form.
8.2. Billing & Renewal
Paid subscriptions auto-renew at the end of each billing cycle unless cancelled prior to the renewal date.
8.3. Taxes
All fees are exclusive of applicable sales, value-added, or transactional taxes, which are your responsibility.
9. Disclaimer of Warranties
Except as expressly set forth herein, the Service is provided on an "AS IS" and "AS AVAILABLE" basis. To the maximum extent permitted by law, the Company expressly disclaims all warranties, express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, or completely secure.
10. Limitation of Liability
To the maximum extent permitted by applicable law, in no event shall the Company, its affiliates, officers, directors, employees, or licensors be liable for any indirect, incidental, special, consequential, or punitive damages (including loss of profits, data, goodwill, or business interruption) arising out of or in connection with the Service or these Terms.
Our total aggregate liability for all claims arising out of or relating to the Service or these Terms shall not exceed the greater of: (a) the total amount paid by you to the Company in the twelve (12) months preceding the claim, or (b) one hundred US dollars ($100 USD).
11. Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, officers, directors, employees, and agents from and against any third-party claims, liabilities, damages, losses, costs, or expenses (including reasonable legal and attorney fees) arising out of or relating to:
- Your access to or use of the Service;
- Your Customer Data, Inputs, or Outputs;
- Your breach of these Terms or violation of any applicable law, rule, or regulation; or
- Your connection to or use of third-party AI models, LLMs, or Model Context Protocol (MCP) integrations.
12. Termination
We reserve the right to suspend or terminate your access to the Service at any time, with or without notice, if you breach these Terms or engage in conduct harmful to the Platform or other users. Upon termination, your right to access the Service will immediately cease.
13. Governing Law & Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of [Your State/Country, e.g., the State of Delaware / California], without regard to conflict of law principles. Any dispute arising out of these Terms shall be resolved through binding arbitration or in the state/federal courts located in [Your Jurisdiction].
14. Contact Information
If you have any questions regarding these Terms, please contact us at:
- Email: legal@[yourdomain.com]
- Address: [Your Company Physical Address]