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Neekware Inc. Terms of Service

Last Updated: 2026-03-01

1. Introduction

Your use of our services, including the services we make available through our websites, mobile sites, desktop applications (including ehAye™ Engine), data files, and applications which link to these terms of service (the "Site") and to all software or services offered by us in connection with any of those (collectively, the "Services"), is governed by these terms of service (the "Terms"), so please carefully read them before using the Services. For the purposes of these Terms, "we," "our," and "us" refer to Neekware Inc., the providers and operators of the Services.

In order to use the Services, you must first agree to these Terms. If you are registering for or using the Services on behalf of an organization, you are agreeing to these Terms for that organization and representing that you have the authority to bind that organization to these Terms. In that case, "you" and "your" will also refer to that organization, wherever applicable.

You must be 18 years of age or older, or the legal age in your jurisdiction to form a binding contract, whichever is greater, to use the Services.

You agree that your purchases and or use of the Services are not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Neekware Inc. or any of its affiliates regarding future functionality or features.

BY USING, DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING THE SERVICES OR ANY MATERIALS INCLUDED IN OR WITH THE SERVICES, YOU HEREBY AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, THEN YOU MAY NOT USE, DOWNLOAD, INSTALL, OR OTHERWISE ACCESS THE SERVICES.

CERTAIN FEATURES OF THE SERVICES OR SITE MAY BE SUBJECT TO ADDITIONAL GUIDELINES, TERMS, OR RULES, WHICH WILL BE POSTED ON THE SERVICE OR SITE IN CONNECTION WITH SUCH FEATURES. TO THE EXTENT SUCH TERMS, GUIDELINES, AND RULES CONFLICT WITH THESE TERMS, SUCH TERMS SHALL GOVERN SOLELY WITH RESPECT TO SUCH FEATURES. IN ALL OTHER SITUATIONS, THESE TERMS SHALL GOVERN.

2. Developer and Creator Tool

ehAye™ Engine is a developer productivity and experimentation tool intended for human-supervised workflows and not for production use. The Services are designed for technical users who understand the risks associated with AI-assisted software development tools. USE AT YOUR OWN RISK.

ehAye™ Engine is comparable to a terminal, code editor, or automation framework. It provides AI-assisted capabilities but does not replace human review, testing, or operational safeguards.

It is not intended for:

  • Production infrastructure
  • Mission-critical systems
  • Safety-critical environments
  • Business-critical automation
  • Unattended or unsupervised operation

You acknowledge that:

  • The Services are provided as a developer productivity and experimentation tool
  • You are responsible for evaluating the suitability of the Services for your intended use
  • Results, outputs, and functionality may vary based on your configuration and use case
  • You must test all outputs and integrations before deploying to production environments
  • The software is designed for human-in-the-loop workflows where users review, validate, and approve outputs before use or execution

3. AI Agent (Dojo) and LLM Provider Responsibility

ehAye™ Engine includes an AI coding agent ("Dojo") that operates primarily as a bring-your-own-LLM-key tool. Neekware Inc. may also offer optional LLM access plans where API usage is provided through Neekware's infrastructure. Regardless of how LLM access is obtained, the following terms apply.

AI is inherently unpredictable. LLM-generated output may be inaccurate, incomplete, inappropriate, or destructive. AI output may contain errors, hallucinations, security vulnerabilities, intellectual property infringement, open-source license contamination, personally identifiable information, or unintended behaviors. Dojo can execute commands, create and modify files, install packages, and perform system-level actions based on AI-generated instructions. These actions carry real risk including data loss, security exposure, and system damage.

AI-generated output does not constitute professional, legal, medical, or financial advice. You are solely responsible for ensuring that any AI-generated output complies with applicable intellectual property, licensing, privacy, and regulatory requirements.

Neekware-provided LLM access plans are offered on a best-efforts basis with no uptime guarantee, service level agreement, or availability commitment.

Permission controls: ehAye™ Engine provides configurable permission modes that allow you to control what actions the AI agent can perform, such as file modifications, command execution, and network access. You are responsible for configuring permission levels appropriate to your security requirements.

You acknowledge and agree that:

  • You supply and manage your own API keys for any third-party LLM provider, or use a Neekware-provided LLM access plan
  • All prompts, code context, file contents, and terminal output may be transmitted directly from your device to the LLM provider you configure or to the provider used by your Neekware LLM access plan
  • When using your own API key, Neekware Inc. does not intermediate, inspect, filter, or store any traffic between your device and LLM providers
  • When using a Neekware-provided LLM access plan, request metadata may be processed for billing, but prompt and response content is not logged or stored by Neekware Inc.
  • You are solely responsible for all charges incurred with third-party LLM providers (or usage within your Neekware LLM access plan)
  • You must review and validate all AI-generated output before execution
  • Neekware Inc. is not responsible for any actions, damages, data loss, security incidents, or consequences resulting from AI-generated output

If you do not accept this allocation of responsibility, you must not configure an LLM provider or use Dojo functionality.

4. Accounts

You must register an account with us (a "Customer Account") in order to use the Services. You agree to provide accurate and complete information in the creation of your Customer Account and agree to update this information with any changes. Your Customer Account is for your personal or authorized organizational use only and you may not authorize unauthorized third parties to access your account.

You are responsible for ensuring that your access credentials are kept confidential and are not disclosed to any third party, and for all activity that occurs under your Customer Account. You agree to notify us immediately upon learning of any unauthorized access to your Customer Account or any other suspected security breach.

5. Data Collection and Privacy

We collect minimal personal data. Specifically:

  • Email address: Required for account login and authentication
  • Name and company name: If voluntarily provided, used only for receipts and invoices

We do not collect usage analytics, behavioral data, or telemetry beyond what is strictly necessary to provide the Services.

Payment processing providers may collect additional personal and technical data subject to their own privacy policies.

For complete details, please refer to our Privacy Policy at https://neekware.com/privacy.html.

6. User Content

You may upload, create, host, transmit, share, publish or display information through the Services, including data files, text, code, audio, images, and video ("User Content").

You are solely responsible for the development, content, and use of your User Content and assume all risks associated with it, including intellectual property or legal claims. You represent that you have all necessary rights to store, use, and, if applicable, publicize your User Content.

By submitting User Content through the Services, you grant Neekware Inc. a worldwide, royalty free, non exclusive license to reproduce, adapt, modify, publish, and display such User Content solely for the purpose of providing the Services. This license is required solely for technical operation of the Services and does not grant Neekware Inc. access to User Content that remains on your device.

We do not actively monitor User Content. However, our lack of monitoring does not limit our right to remove content upon notice or at our discretion. We may remove User Content or suspend accounts when we become aware of violations of these Terms or applicable law.

Deleted User Content may be irretrievable.

7. Music Content

ehAye™ Engine includes a music player feature with original background music tracks ("ehAye™ Music"). All ehAye™ Music is owned or licensed by Neekware Inc. under commercial terms permitting redistribution.

Permitted Use:

  • As background music while using the Services
  • During live broadcasts, streams, and recordings made using ehAye™ Engine
  • In content you create while using the Services

Restrictions:
You may not:

  • Claim ownership of ehAye™ Music on any platform
  • Register ehAye™ Music with Content ID or similar systems
  • Extract, redistribute, or sell ehAye™ Music as standalone audio
  • Sublicense or commercially exploit ehAye™ Music separately

8. Image and Video Manipulation

You are solely responsible for ensuring that all media you process does not infringe third party rights. You warrant that you own or have permission to use any media submitted.

You agree to indemnify and hold Neekware Inc. harmless from any claims arising from your use of infringing media.

9. Streaming Portal

ehAye™ Engine facilitates local technical connections to third party streaming platforms ("Stream Providers").

All streaming credentials are stored locally on your device and are not transmitted to Neekware Inc.

We are not responsible for:

  • Stream content
  • Provider actions
  • Monetization disputes
  • Copyright claims
  • Downtime or service interruptions

10. Proprietary Rights

All rights, title, and interest in the Services remain the exclusive property of Neekware Inc. and its licensors. Nothing in these Terms grants you ownership of any intellectual property associated with the Services.

11. License and Restrictions

Neekware Inc. grants you a personal, non transferable, non sublicensable, non exclusive license to use the Services.

Licensed, Not Sold. The Services and all associated software, including ehAye™ Engine, are licensed, not sold. No ownership rights are transferred to you. All rights not expressly granted remain with Neekware Inc.

AI Output and Automation Responsibility. The Services may generate code, scripts, commands, automations, or system level actions. Execution of any generated output occurs solely at your direction and risk. You are solely responsible for reviewing, testing, and validating all generated outputs prior to execution. Neekware Inc. is not responsible for file deletion, data corruption, system damage, security compromise, or business interruption caused by executed outputs.

You may not:

  • Reverse engineer, decompile, modify, or extract source code
  • Circumvent license enforcement or security mechanisms
  • Use automated scraping tools
  • Use the Services to directly clone or replicate the core functionality for competitive purposes
  • Provide access to third parties without authorization

12. Pricing

Services may be provided for free up to certain limits. Paid usage is governed by posted pricing.

Free Tier Scheduling and Throttling. Free tier or trial access, if offered, may be subject to priority limitations, concurrency limits, rate limits, scheduled availability windows, and feature or performance restrictions.

13. Right of Withdrawal (EU Customers)

By purchasing and accessing the Services, you expressly consent to immediate digital performance and acknowledge that you waive your right of withdrawal once performance begins.

14. Modification, Termination, and Account Deletion

Neekware Inc. may modify or discontinue the Services at any time.

You may terminate by cancelling your account. You are responsible for exporting your data.

Termination for cause: Neekware Inc. may terminate access immediately for violation of these Terms, the Acceptable Use Policy, or applicable law. No refund is issued for termination for cause.

Termination for convenience: If Neekware Inc. terminates access without cause, active paid subscriptions will remain in effect until the end of the current billing cycle. Unused prepaid LLM access plan credits will be prorated and refunded.

Account Deletion

You must cancel all active subscriptions through your dashboard before requesting account deletion. Account deletion is not available while a subscription is active.

Once a deletion request is confirmed:

  • Your account is scheduled for permanent deletion after 30 days
  • Your licenses remain active during the grace period

During the 30-day period:

  • You may restore your account by signing back in
  • No permanent data destruction occurs until the period expires

After 30 days:

  • Your account is permanently deleted
  • All access is permanently terminated
  • All data and licenses are irreversibly removed
  • Receipts and records cannot be recovered

You are solely responsible for downloading any receipts or records before the deletion deadline.

An active account is required to operate any license.

15. Beta Services

Beta Services are provided "as is" without guarantee of reliability, stability, or data preservation.

16. Changes to Terms

Continued use after updates constitutes acceptance of revised Terms.

17. Disclaimer of Warranty

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, the Services are provided "as is" and "as available" without warranties of any kind, whether express, implied, or statutory, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, title, accuracy, reliability, availability, or uninterrupted operation.

18. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Neekware Inc. is not liable for indirect, incidental, special, exemplary, or consequential damages of any kind, including but not limited to loss of data, revenue, profits, business opportunities, or goodwill. Total aggregate liability is capped at the greater of one hundred Canadian dollars (CAD $100) or the total amount paid to Neekware Inc. in the twelve (12) months preceding the claim.

Demonstrable billing errors on Neekware-provided LLM access plans are excluded from this cap and will be resolved through Neekware's billing dispute process.

19. Indemnification

You agree to indemnify, defend, and hold harmless Neekware Inc., its officers, directors, employees, agents, affiliates, and contractors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

  • Your use of the Services
  • AI-generated output that you execute, deploy, or distribute
  • Your violation of these Terms or the Acceptable Use Policy
  • Your violation of any applicable law or third-party rights
  • Content you create, process, or distribute through the Services

20. Copyright Policy

If you believe that content available through the Services infringes your copyright, please send a detailed notice to legal@neekware.com identifying the copyrighted work, the allegedly infringing material, and your contact information. Neekware Inc. will process claims in accordance with the applicable copyright laws of Canada (including the Copyright Act notice-and-notice regime) and, where applicable, the United States Digital Millennium Copyright Act (DMCA).

21. Third Party Content

Neekware Inc. is not responsible for third party content accessed through the Services.

22. Third Party Software

Third party components are subject to their own licenses.

23. Feedback

All feedback may be used by Neekware Inc. without compensation or obligation.

24. Acceptable Use Policy

You may not use the Services to:

  • Generate malware, exploit code, or attack tools
  • Generate illegal, abusive, harassing, fraudulent, or deceptive content
  • Circumvent third-party security controls or access restrictions
  • Violate applicable laws, regulations, or third-party rights
  • Engage in automated bulk usage that exceeds fair use limits
  • Attempt to compromise, disrupt, or reverse-engineer the Services

Violation of this policy constitutes grounds for immediate termination under Section 14.

25. Dispute Resolution and Arbitration

Any dispute arising from or relating to these Terms or the Services shall be resolved through binding arbitration administered by the ADR Institute of Canada, conducted in Waterloo, Ontario, Canada. The arbitration shall be conducted in English before a single arbitrator.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

Small claims exception: Either party may bring qualifying claims in small claims court in Waterloo, Ontario, Canada.

Opt-out: You may opt out of this arbitration clause by sending written notice to legal@neekware.com within thirty (30) days of creating your account.

26. Force Majeure

Neekware Inc. shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, pandemics, government action, natural disasters, third-party provider outages (including LLM provider outages), internet infrastructure failures, power failures, or labor disputes. Obligations are suspended for the duration of the force majeure event.

27. Export Control and Sanctions

You represent that you are not located in, and will not use the Services from, any country or territory subject to Canadian, United States, or applicable international sanctions or embargoes. You agree to comply with all applicable export control laws and regulations. Neekware Inc. may restrict or terminate access from sanctioned territories without notice.

28. Governing Law and Venue

These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Exclusive jurisdiction and venue shall reside in the courts located in Waterloo, Ontario, Canada.

The English version of this document is the only legally binding version. Any translations may be AI-generated, may contain inaccuracies, and are provided solely for convenience.

29. Related Legal Documents

30. Assignment

Neekware Inc. may assign these Terms in connection with a merger, acquisition, reorganization, or sale of substantially all assets without your consent. You may not assign these Terms or any rights hereunder without the prior written consent of Neekware Inc.

31. Miscellaneous

These Terms constitute the entire agreement. If any provision is unenforceable, the remaining provisions shall remain in full force.

32. Contact Information

Neekware Inc.
133 Weber St. N. Suite 3-204
Waterloo, ON N2J 3G9, Canada

Email: legal@neekware.com