Effective date: 5 June 2025

These Terms of Service ("Terms") govern your access to and use of elaichi.ai, a cloud software‑as‑a‑service platform that acts as a single hub for Model Context Protocol ("MCP") connections, enabling you to connect third‑party software‑as‑a‑service ("SaaS") applications to large language models ("LLMs") and perform queries or actions (collectively, the "Services"). The Services are provided by Yin Yang Inc. ("Company," "we," "us," or "our"). "Customer," "you," or "your" refers to the individual or legal entity that accepts these Terms.

By accessing or using any part of the Services, you:

• confirm that you have read, understood, and accept these Terms and our Privacy Policy, including any additional policies referenced herein such as the Data Processing Addendum, GDPR Addendum, CCPA Addendum, and Cookie Policy.

• are at least 18 years old and legally competent; and

• have authority to bind any organisation on whose behalf you use the Services.

If you do not agree to these Terms, do not use the Services.

1. Scope of Use

1.1. SaaS Platform Licence

For the duration specified in an applicable order, invoice, or online checkout ("Subscription Term"), and subject to timely payment of all fees, we grant you a limited, non‑exclusive, non‑transferable, revocable right to access and use the Services (including any application‑programming interfaces ("APIs")) solely for your internal business purposes and in accordance with these Terms.

1.2. Accounts and Users

You must create an account to use the Services. Access is limited to the number of authorised users ("Users") specified in an order or on our Website. Each User must use unique credentials that must not be shared.

1.3. Trials and Betas

We may offer time‑limited evaluation access ("Trials") or pre‑release features ("Betas"). Trials and Betas are provided as is and may be suspended or terminated at any time. Either party may end a Trial on seven days’ written notice; prepaid Trial fees, if any, may be credited toward a paid subscription that starts within 30 days after the Trial ends.

2. Customer Responsibilities

2.1. Acceptable Use

You must not:

1. sublicense, sell, resell, rent, lease, or time‑share the Services;

2. reverse‑engineer, decompile, disassemble, or attempt to derive source code;

3. store or transmit Sensitive Personal Information (as defined below) via the Services unless expressly permitted in writing;

4. use the Services in violation of law or third‑party rights;

5. upload or transmit content that is unlawful, hateful, defamatory, obscene, or discriminatory;

6. introduce malware or other harmful code;

7. scrape, crawl, or systematically extract data from the Services; or

8. exceed published or reasonable fair‑usage limits.

2.2. Third‑Party Accounts

To enable MCP integrations you may connect third‑party services or accounts ("Third‑Party Services"). You represent and warrant that you have all rights and consents necessary to authorise us to access and process data from those Third‑Party Services on your behalf.

2.3. Data Warranty

You represent that you own or otherwise have lawful rights to all data, content, and materials provided to the Services ("Customer Data") and that processing such data in accordance with these Terms will not violate any law or third‑party rights.

3. Service Delivery and Availability

We strive for 24 × 7 availability, excluding scheduled maintenance and events outside our reasonable control. Planned maintenance will be announced in advance whenever practicable. We may deploy updates, enhancements, or new features ("Updates") at any time; Updates are governed by these Terms.

4. Fees and Payment

4.1. Subscription Fees

Current pricing is displayed on https://elaichi.ai or in an order form. Fees are billed in advance unless specified otherwise.

4.2. Invoicing and Payment Terms

Invoices are due within the period stated on the invoice. Late payments accrue interest at 1.5 % per month (or the maximum rate permitted by law). We may suspend or terminate access after notice if payment remains overdue.

4.3. Taxes

Fees are exclusive of all applicable taxes, which are your responsibility.

5. Intellectual Property

5.1. Company IP

All intellectual‑property rights in and to the Services, Documentation, and underlying technology (collectively, "Company IP") remain with the Company.

5.2. Customer Data

You retain ownership of Customer Data. You grant us a worldwide, non‑exclusive licence to host, copy, process, transmit, and display Customer Data solely as necessary to provide and improve the Services, and to create anonymised or aggregated data that does not identify you or any individual.

5.3. Feedback

If you provide feedback or suggestions, we may use them without restriction or obligation.

6. Confidentiality and Security

Each party must protect the other’s confidential information with at least the same degree of care it uses for its own similar information, and not less than reasonable care. We maintain industry‑standard technical and organisational measures to protect Customer Data and will notify you of any data‑security incident without undue delay.

7. Third‑Party Services

Integrations with Third‑Party Services are governed solely by the provider’s terms. We are not liable for Third‑Party Services or for data transferred outside the Services.

8. Disclaimer of Warranties

The Services are provided as is and as available, without warranties of any kind, whether express, implied, or statutory, including merchantability, fitness for a particular purpose, or non‑infringement. We do not warrant that the Services will be uninterrupted or error‑free or that they will meet your requirements.

9. Limitation of Liability

To the fullest extent permitted by law, in no event will either party be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits or revenue, arising out of or related to the Services, even if advised of the possibility. Our aggregate liability for all claims in any 12‑month period is limited to the fees you paid for the Services in that period.

10. Indemnification

You will indemnify and hold harmless the Company and its affiliates from any third‑party claim arising out of (a) Customer Data, (b) your breach of Section 2, or (c) your use of the Services in violation of law.

11. Term, Suspension, and Termination

• Subscription Term — as stated in an order, invoice, or online checkout.

• Termination by Customer — you may terminate for convenience with 30 days’ prior written notice; all fees remain payable for the full Subscription Term.

• Suspension or Termination by Company — we may suspend or terminate the Services for non‑payment or material breach after notice and a 15‑day cure period (if curable).

• Insolvency — either party may terminate if the other becomes insolvent or enters bankruptcy proceedings.

Upon termination, your access will cease. We will retain Customer Data for up to 30 days, during which you may export it. After that period, we will irreversibly delete Customer Data unless legally prohibited.

12. Miscellaneous

• Assignment — You may not assign these Terms without our prior written consent. We may assign without your consent.

• Amendments — We may update these Terms on at least 10 days’ written notice (email or in‑app notice suffices). Continued use after the notice period constitutes acceptance.

• Severability and Waiver — If any provision is unenforceable, the remainder remains in effect. A waiver is effective only if in writing and signed by the waiving party.

• Relationship — The parties are independent contractors; nothing creates an agency, partnership, or joint venture.

• Survival — Sections that by nature should survive termination (including Sections 5., 6., 8., 9., 10., and accrued payment obligations) will survive.

• Notices — Legal notices must be sent to Yin Yang Inc., 9450 SW Gemini Drive, Beaverton OR 97008 USA and legal@elaichi.ai

• Publicity — You permit us to display your name and logo as a customer reference unless you opt out in writing.

• Governing Law and Dispute Resolution — Delaware law governs. Disputes will be resolved by binding arbitration in Claymont DE under AAA Commercial Rules, and judgment may be entered in any competent court.

• Entire Agreement — These Terms, any order forms, and incorporated policies constitute the entire agreement and supersede prior agreements.

• Force Majeure — Neither Party is liable for delay or failure to perform (