Terms of Service

1. Agreement to These Terms

These Terms of Service ("Terms") govern your access to and use of the websites, products, and services provided by Palette Technology, Inc. ("Palette", "we", "us"). By accessing or using our services, you agree to these Terms. If you are using the services on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to that organization.

Paid use of our platform is typically governed by a separate written order or master agreement (an "Order"). If an Order conflicts with these Terms, the Order controls for that customer.

2. The Service

Palette provides an AI-native HR operating system and related services, including AI agents that help configure workflows, answer employee questions, and support people operations. We may update, improve, or change features over time. We may suspend or discontinue parts of the service, and will give reasonable notice of material adverse changes where practical.

3. Eligibility and Accounts

You must be able to form a binding contract to use the services. You are responsible for activity under your account and for keeping credentials secure. Administrators are responsible for managing user access, roles, and permissions within their workspace. Notify us promptly of any unauthorized use.

4. Customer Data and Ownership

As between you and Palette, you own the data you submit to the platform ("Customer Data"), including HR and employee records. You grant us the limited rights needed to host, process, and display Customer Data to provide and support the services. You are responsible for the accuracy and lawfulness of Customer Data and for having the necessary rights, notices, and consents to provide it to us.

Where we process personal data on your behalf, that processing is governed by our Data Processing Addendum, which forms part of these Terms when applicable.

5. AI Features

Certain features use artificial intelligence to generate recommendations, workflows, analyses, or other outputs. AI-generated outputs may be inaccurate or incomplete and should be reviewed before being relied upon for employment, legal, financial, or compliance decisions. Unless otherwise agreed, Palette does not use Customer Data to train public foundation models.

AI agents operate within the permissions you configure. You are responsible for defining the scope, roles, and approvals that govern what agents can access and do in your workspace. We process prompts and related context only to generate outputs and operate the service, and we apply the same confidentiality and security commitments to that processing as to other Customer Data.

You remain responsible for decisions that affect individuals. For decisions with legal or similarly significant effects, including hiring, compensation, discipline, and termination, you agree to maintain meaningful human review rather than relying solely on automated output.

6. Beta and Early Access Features

We may offer features identified as beta, preview, early access, or experimental ("Beta Features"). Beta Features are provided as is, may change or be withdrawn at any time, and are excluded from any service level commitments. We may collect feedback and usage information to improve them. You should not use Beta Features for production decisions unless we confirm otherwise in writing.

7. Acceptable Use

You agree not to:

• Use the services to violate any law or the rights of others.
• Upload malicious code or attempt to disrupt, probe, or gain unauthorized access to the services or other customers' data.
• Reverse engineer, resell, or misuse the services except as permitted by law or your Order.
• Use the services, including AI outputs, to make automated decisions about individuals without appropriate human oversight where required by law.
• Use the services to build a competing product or to train a competing model.

8. Fees and Billing

Pricing for paid plans is set out in an Order. Unless stated otherwise, fees are non-refundable, are based on the subscription you purchase rather than actual usage, and you are responsible for applicable taxes. Late amounts may be subject to interest as permitted by law. For pricing questions, please contact us.

9. Intellectual Property

Palette and its licensors own all rights in the services, including software, models, design, and trademarks, except for Customer Data. We grant you a limited, non-exclusive, non-transferable right to use the services according to these Terms and your Order. If you provide feedback, you grant us a perpetual, royalty-free license to use it to improve the services.

10. Confidentiality

Each party may receive confidential information from the other. The receiving party will protect it with at least reasonable care, use it only to perform under these Terms, and disclose it only to those who need to know and are bound by similar obligations, except where disclosure is required by law.

11. Third-Party Services

The services may integrate with third-party tools, such as chat, email, identity, and analytics providers, and with AI model providers that process prompts to generate outputs. A current list of our sub-processors is available on our subprocessor page. Your use of third-party tools you connect is governed by their own terms, and we are not responsible for them.

12. Disclaimers

The services are provided "as is" and "as available." To the fullest extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the services or AI outputs will be uninterrupted, error-free, or accurate.

13. Limitation of Liability

To the fullest extent permitted by law, Palette will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits or revenues. Our total liability for any claim relating to the services will not exceed the amount you paid us in the twelve months before the event giving rise to the claim.

14. Indemnification

You agree to defend and indemnify Palette against third-party claims arising from your Customer Data, your use of the services, your use of AI outputs, or your breach of these Terms, to the extent permitted by law.

15. Export Controls and Sanctions

You agree to comply with applicable export control and economic sanctions laws, including those of the United States. You represent that you are not located in, and will not use the services from, a country or region subject to comprehensive sanctions, and that you are not a person with whom dealings are prohibited under those laws. You will not export, re-export, or make the services available in violation of those laws.

16. Force Majeure

Neither party is liable for any delay or failure to perform, other than payment obligations, caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, internet or utility failures, denial of service attacks, or government action. The affected party will use reasonable efforts to resume performance.

17. Term and Termination

These Terms apply while you use the services. You may stop using the services at any time. We may suspend or terminate access if you breach these Terms or to protect the services. On termination, the rights granted to you end. We will make Customer Data available for export for a limited period as described in your Order or our Data Processing Addendum, after which we may delete it. Provisions that should survive will continue to apply.

18. Governing Law

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws rules. The state and federal courts located in California will have exclusive jurisdiction over disputes, unless your Order specifies otherwise.

19. Changes to These Terms

We may update these Terms from time to time. When we do, we will revise the "last updated" date above. For material changes, we will provide reasonable notice. Your continued use of the services after changes take effect means you accept the updated Terms.

20. Contact Us

Questions about these Terms? Contact us at founders@palettetechnology.com or (408) 889-1158.