Terms of Service for SearchWell

1. Acceptance of Terms

By accessing or using SearchWell ("the Service"), operated by SearchWell Labs LLC ("we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms") and our Acceptable Use Policy ("AUP"), which is incorporated by reference. If you do not agree to these Terms or our AUP, you must not use our Service.

2. Description of Service

SearchWell is an intelligent digital asset search engine that allows users to:

• Upload and store digital assets (images, videos, text files)
• Process files using AI/ML technology to generate searchable embeddings
• Perform semantic and similarity-based searches across uploaded content
• Manage digital assets within company-specific workspaces
• Access processed files through secure download mechanisms

3. User Accounts and Registration

3.1 Account Creation

• You must provide accurate, current, and complete information during registration
• You are responsible for maintaining the security of your account credentials
• You must be at least 18 years old or have parental consent to use the Service
• One account per individual; company accounts may have multiple users

3.2 Account Responsibilities

• You are responsible for all activities under your account
• You must notify us immediately of any unauthorized use
• You may not share your account credentials with others
• You must maintain a valid email address for account communications

3.3 Workspace Management

• Each user may create one workspace/company per account
• Workspace names must comply with our naming guidelines
• You are responsible for managing access within your workspace
• Workspace data is isolated and secured through company-specific policies

4. User Content and Intellectual Property

4.1 Ownership of Content

You retain full ownership of all content you upload to SearchWell. We do not claim ownership of your digital assets, and you maintain all rights to your intellectual property.

4.2 License to Process

By uploading content to our Service, you grant us a limited, non-exclusive, royalty-free license to:

• Store and process your files for search functionality
• Generate AI embeddings and vector representations
• Create preview thumbnails and optimized versions
• Index and analyze content for search purposes
• Perform necessary technical operations to provide the Service

4.3 License Scope and Limitations

• This license is limited to providing and improving our Service
• We will not use your content for any other commercial purposes
• We will not share your content with third parties except as necessary for service provision
• The license terminates when you delete your content or close your account

4.4 Content Requirements

You represent and warrant that:

• You have the right to upload and process all content
• Your content does not infringe on third-party intellectual property rights
• Your content complies with applicable laws and regulations
• Your content does not contain malware, viruses, or harmful code

5. Acceptable Use Policy and Service Limits

5.1 Incorporation by Reference

Our Acceptable Use Policy ("AUP") is incorporated into these Terms by reference and forms a binding part of this agreement. You must comply with all provisions of our AUP.

5.2 Service Usage Limits

The Service is offered under a single plan ("Pro Plan") which may begin with a free trial period. The limits for the Pro Plan, including total storage and individual file size, are displayed on our pricing page and are incorporated into these Terms. You are responsible for managing your usage within these limits.

5.3 Violations

Violation of our AUP or exceeding the defined service limits constitutes a violation of these Terms and may result in account suspension or termination as described in Section 9.

6. Service Availability and Performance

6.1 Service Level

• We strive to maintain high availability but do not guarantee 100% uptime
• Background processing jobs may take time depending on file size and complexity
• Search functionality depends on successful file processing
• We may perform maintenance that temporarily affects service availability

6.2 Processing and Storage

• Files are processed asynchronously through background jobs
• Processing time varies based on file type, size, and system load
• Storage is provided on a "reasonable use" basis
• We reserve the right to implement storage quotas if necessary

6.3 Technical Support

• Basic support is provided through our standard channels
• Priority support may be available for higher-tier accounts
• We do not guarantee specific response times for support requests

7. Data Processing and Privacy

7.1 Data Processing

• We process your data as described in our Privacy Policy
• AI/ML processing includes generating embeddings and vector representations
• Processing occurs on secure infrastructure with appropriate safeguards
• Data is isolated by company/workspace boundaries

7.2 Data Security

• We implement industry-standard security measures
• Row-level security policies protect your data
• Encryption is used for data in transit and at rest
• Regular security audits and monitoring are performed

7.3 Third-Party Services

We use trusted third-party services for:

• Database hosting (Supabase)
• Vector search (Pinecone)
• AI/ML processing (Google Cloud/Vertex AI)
• Analytics (Vercel)

These services are bound by their own privacy and security commitments.

8. Subscription, Billing, and Free Trial

8.1 Subscription Plan

SearchWell is offered as a paid, auto-renewing monthly subscription ("Pro Plan"), as detailed on our website's pricing page.

8.2 Free Trial

We may offer a one-time free trial to new users. The duration and features included in the free trial will be specified at the time of signup. At the end of the trial period, you will be required to provide a valid payment method to continue using the Service by converting to a paid Pro Plan subscription. If you do not provide a payment method, your account may be suspended or terminated at our discretion.

8.3 Payment and Billing

Fees for the Pro Plan are billed in advance on a recurring monthly basis. By providing a payment method at the end of your trial, you authorize us to charge you the subscription fees. All payments are processed through our designated payment providers (e.g., Stripe). Unpaid accounts may be suspended or terminated. Refunds are handled according to our refund policy.

9. Termination and Account Closure

9.1 User Termination

You may terminate your account at any time by:

• Contacting us through our support channels
• Following the account deletion process in your settings
• Providing written notice of termination

9.2 Company Termination

We may terminate or suspend your account if:

• You violate these Terms or our Acceptable Use Policy
• You engage in fraudulent or illegal activities
• You fail to pay applicable fees
• You pose a security risk to our Service or other users
• You repeatedly violate our AUP despite warnings

9.3 Effect of Termination

Upon termination:

• Your access to the Service will cease immediately
• We will delete your content within 30 days
• You will lose access to processed data and search results
• No refunds will be provided for unused prepaid periods

10. Disclaimers and Limitations

10.1 Service Disclaimers

• The Service is provided "as is" without warranties of any kind
• We do not guarantee that the Service will meet your specific requirements
• Search results and AI processing accuracy are not guaranteed
• We are not responsible for content loss due to technical issues

10.2 Limitation of Liability

To the maximum extent permitted by law:

• Our total liability shall not exceed the amount you paid us in the 12 months preceding the claim
• We are not liable for indirect, incidental, or consequential damages
• We are not liable for data loss, business interruption, or lost profits
• Our liability is limited to direct damages only

10.3 Indemnification

You agree to indemnify and hold us harmless from any claims from:

• Your use of the Service
• Your violation of these Terms
• Your content or intellectual property rights
• Your violation of third-party rights

11. Intellectual Property Rights

11.1 Our Rights

• SearchWell, our trademarks, and service marks are our property
• Our software, algorithms, and technology are protected by intellectual property laws
• You may not reverse engineer, copy, or modify our technology
• Our API and integration methods are provided for authorized use only

11.2 Your Rights

• You retain all rights to your uploaded content
• You may export your data in standard formats
• You may use our Service for legitimate business purposes
• You may integrate with our Service through authorized APIs

12. Governing Law and Disputes

12.1 Governing Law

These Terms are governed by the laws of Texas, without regard to conflict of law principles.

12.2 Dispute Resolution

• Disputes will be resolved through binding arbitration
• Arbitration will be conducted in Texas
• Class action lawsuits are waived
• Small claims court actions are permitted

13. Changes to Terms

13.1 Modification Process

• We may update these Terms from time to time
• Material changes will be communicated via email and website notice
• Continued use after changes constitutes acceptance
• You may terminate your account if you disagree with changes

13.2 Notice Requirements

• 30 days' notice for material changes
• Immediate effect for security or legal compliance changes
• Email no

Contact Us

If you have questions about these Terms of Service, please contact us:

SearchWell Labs LLC
Email: jameson@searchwell.io
Website: searchwell.io