Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between Require ApS, a Danish private limited company (CVR: DK46342070) ("Require ApS", "we", "us"), and You (or the legal entity you represent) as the customer accessing or using conexor.io ("Customer", "you").

By creating an account, clicking "I agree", or otherwise accessing or using the Services, you represent that you have the authority to bind yourself or your organisation to these Terms.

Require ApS provides conexor.io — a software-as-a-service platform that enables customers to connect their own databases to AI models via the Model Context Protocol (MCP) ("Services").

The Services are provided via https://conexor.io and https://app.conexor.io.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED.

REQUIRE ApS EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• Any implied warranty of merchantability;
• Any implied warranty of fitness for a particular purpose;
• Any warranty of accuracy, reliability, completeness, or timeliness;
• Any warranty of uninterrupted or error-free operation;
• Any warranty of uptime, availability, or service level;
• Any warranty that the Services will meet your requirements;
• Any warranty that defects will be corrected;
• Any warranty arising from course of dealing, course of performance, or trade usage.

No oral or written information or advice given by Require ApS, its employees, or representatives shall create any warranty not expressly stated in these Terms.

Require ApS does not guarantee any specific level of uptime, availability, or response time. The Services are provided on a best-effort basis.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Require ApS has no liability for any downtime, outages, degraded performance, or service interruptions, regardless of cause.

5.1 Aggregate Liability Cap

5.2 Exclusion of Consequential and Indirect Damages

5.3 Scope

Nothing in these Terms limits either party's liability for: (a) death or personal injury caused by that party's proven gross negligence; or (b) fraud or fraudulent misrepresentation, in each case only to the extent that such limitation is not permitted under applicable Danish law.

6.1 Database Security

The Customer is solely responsible for:

• The security of their own databases and database infrastructure;
• The security and confidentiality of database credentials and connection strings provided to the platform;
• Ensuring that database accounts used with conexor.io have only the permissions necessary for the intended use;
• Any unauthorised access to Customer's databases that results from the Customer's own security practices.

6.2 Data Exposed via MCP

The Customer is solely responsible for:

• Determining what data and database resources are exposed to AI models via the MCP connection;
• Ensuring that exposure of such data complies with applicable data protection law, including GDPR;
• Ensuring that the Customer has valid legal authority to process and transmit the data accessible via the Services;
• Any consequences arising from exposing sensitive, personal, or regulated data to AI models.

6.3 Compliance with Law

The Customer is solely responsible for ensuring its use of the Services complies with all applicable laws, regulations, and industry standards, including but not limited to data protection law, sector-specific regulations, and contractual obligations with its own customers and data subjects.

6.4 Acceptable Use

You shall not use the Services to:

• Violate any applicable law or regulation;
• Infringe any intellectual property or other third-party rights;
• Transmit malware, viruses, or malicious code;
• Attempt to gain unauthorised access to systems or networks;
• Engage in any activity that disrupts or interferes with the Services;
• Resell or sublicense the Services without written consent from Require ApS.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, the Customer shall indemnify, defend, and hold harmless Require ApS and its directors, employees, agents, and contractors from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• The Customer's use of the Services;
• The Customer's violation of these Terms;
• The Customer's violation of any applicable law or third-party rights;
• The content of data stored in or exposed via the Customer's databases;
• Any claim by a Data Subject, supervisory authority, or third party arising from the Customer's data processing activities;
• The Customer's failure to maintain adequate security for its own systems.

• 1.The Customer agrees to pay the applicable subscription fees as specified on the pricing page or in a separate order form.
• 2.Fees are billed in advance. All fees are non-refundable except as expressly stated in these Terms or required by applicable law.
• 3.Require ApS may change pricing with at least 30 days' written notice. Continued use after the effective date of a price change constitutes acceptance.
• 4.Require ApS reserves the right to suspend the Services immediately upon non-payment and to terminate the agreement if payment is not made within 14 days of the due date.
• 5.Payment processing is handled by Stripe. Require ApS does not store or process credit card details.

9.1 Modification of Services

Require ApS may at any time modify, update, or discontinue any feature of the Services. We will provide reasonable notice of material changes where feasible, but are not obligated to maintain any particular feature or functionality.

9.2 Suspension

Require ApS may suspend Customer's access to the Services immediately and without notice if: (a) the Customer breaches these Terms; (b) Require ApS reasonably believes continued operation poses a security risk; or (c) required by law. In all other cases, reasonable notice will be provided.

9.3 Termination by Require ApS

Require ApS may terminate these Terms immediately for material breach, or with 30 days' written notice for any other reason. Upon termination for convenience, the Customer will receive a pro-rata refund of prepaid fees for the unused portion.

9.4 Termination by Customer

The Customer may cancel their subscription at any time through account settings. Cancellation takes effect at the end of the current billing period. No refunds are given for partial billing periods unless required by applicable law.

9.5 Effect of Termination

Upon termination: (a) Customer's access to the Services ceases; (b) Require ApS will delete Customer data as described in the Data Processing Agreement; (c) Sections 5, 7, 14, and any other provisions that by their nature should survive, shall survive termination.

• 1.Require ApS retains all intellectual property rights in and to the Services, including the platform, software, documentation, and all improvements thereto.
• 2.These Terms grant the Customer a limited, non-exclusive, non-transferable, revocable licence to use the Services during the subscription term, solely for internal business purposes.
• 3.The Customer grants Require ApS a limited licence to process, transmit, and handle Customer data solely as necessary to provide the Services.
• 4.Require ApS may use aggregated, anonymised, non-identifiable data derived from use of the Services for platform improvement and analytics purposes.

Each party agrees to maintain the confidentiality of the other party's non-public information disclosed in connection with the Services and to use it only for the purposes of these Terms. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Require ApS shall not be liable for any failure or delay in performance of the Services to the extent caused by circumstances beyond Require ApS's reasonable control, including but not limited to: Microsoft Azure outages; internet disruptions; AI provider outages (including Anthropic or OpenAI); acts of government; natural disasters; pandemic or public health emergency; or cyberattacks on third-party infrastructure.

Require ApS may modify these Terms at any time by providing at least 30 days' written notice to the Customer. Continued use of the Services after the effective date constitutes acceptance of the modified Terms. If the Customer does not accept the modified Terms, the Customer may cancel their subscription before the effective date and receive a pro-rata refund.

These Terms and any disputes arising out of or in connection with them shall be governed by and construed in accordance with the laws of Denmark, without regard to its conflict of law provisions.

Any dispute, controversy, or claim arising out of or in connection with these Terms shall be submitted to the exclusive jurisdiction of the Copenhagen City Court (Københavns Byret) as court of first instance.

Nothing in this clause prevents either party from seeking urgent injunctive or other interim relief from a court of competent jurisdiction.

15.1 Entire Agreement

These Terms, together with the Privacy Policy and Data Processing Agreement, constitute the entire agreement between the parties regarding the Services and supersede all prior agreements and understandings.

15.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

15.3 No Waiver

Failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

15.4 Assignment

The Customer may not assign these Terms or any rights hereunder without Require ApS's prior written consent. Require ApS may assign these Terms in connection with a merger, acquisition, or sale of substantially all its assets.

15.5 Notices

Legal notices must be sent by email to [email protected] (for notices to Require ApS) or to the Customer's registered email address.

15.6 Language

These Terms are provided in English. In the event of any conflict between an English version and a translation, the English version shall prevail.