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Terms of Service

Last updated July 17, 2026

1. Acceptance of These Terms

These Terms of Service (“Terms”) are a binding agreement between Paraga, Inc. (“Paraga,” “we,” “us,” or “our”) and the entity you represent (“Customer,” “you,” or “your firm”). They govern your access to and use of Paraga’s software, website, and related services (the “Services”). By accessing or using the Services, or by clicking to accept these Terms, you agree to them. If you do not agree, do not use the Services.

If you and Paraga have signed a separate written master agreement or order form governing the Services, that agreement controls to the extent it conflicts with these Terms.

2. Eligibility and Authority

You must be at least 18 years old to use the Services. By agreeing to these Terms, you represent and warrant that you are authorized to bind your firm to these Terms, that your firm is a business using the Services for business purposes, and that your firm and its use of the Services will comply with all laws and regulations applicable to it, including those governing registered investment advisers and the handling of client financial information.

3. Definitions

  • “Services” means Paraga’s software, connectors, website, documentation, and related offerings.
  • “Customer Data” means the data your firm connects to, submits to, or has processed through the Services, including client and prospect data drawn from your connected tools.
  • “Connected Tools” means the third-party systems (such as CRM, custodial, planning, document, calendar, and email systems) your firm authorizes Paraga to access.
  • “AI Providers” means the third-party AI platforms (such as Claude, ChatGPT, Gemini, and Copilot) or custom interfaces to which the Services connect at your firm’s direction.
  • “DPA” means the Data Processing Addendum between the parties governing Paraga’s processing of Customer Data.

4. Description of the Service; No Advice

Paraga provides software that connects your firm’s tools to AI assistants through a secure, permissioned connection, enabling your firm to read and, when your firm instructs, write or act on its data. Paraga is a software provider only. Paraga is not a registered investment adviser, broker-dealer, custodian, accountant, or law firm, and the Services do not constitute investment, financial, legal, tax, accounting, or other professional advice. AI-generated output may be inaccurate or incomplete and must be reviewed by qualified professionals at your firm before it is relied upon or acted upon. Your firm is solely responsible for all advice it provides to, and all decisions and actions it takes with respect to, its clients.

5. Accounts and Security

You are responsible for maintaining the confidentiality of your account credentials and connection authorizations, for all activity under your account, and for configuring user roles and permissions appropriately. You agree to use strong authentication, to promptly notify us at support@paraga.ai of any suspected unauthorized access or security incident, and to keep your account information accurate. You are responsible for your personnel’s compliance with these Terms.

6. Acceptable Use

You agree not to: (a) use the Services in violation of any law or regulation, including securities, privacy, and financial-data laws; (b) connect data or tools you are not authorized to connect; (c) attempt to gain unauthorized access to the Services or their underlying systems; (d) reverse engineer, decompile, or copy the Services, except as permitted by law; (e) interfere with or disrupt the integrity or performance of the Services; (f) use the Services to build a competing product or to benchmark for a competitor; (g) resell, sublicense, or provide the Services to third parties except as expressly permitted; or (h) introduce malware or use the Services to transmit unlawful, infringing, or harmful content.

7. Customer Data; Ownership; License; Your Representations

As between the parties, your firm owns and retains all rights in Customer Data. Your firm grants Paraga a limited, non-exclusive, worldwide, royalty-free license to access, host, copy, transmit, process, and display Customer Data, and to perform the read and write actions your firm instructs, solely as necessary to provide, secure, and support the Services. Paraga will not use Customer Data to train, fine-tune, or improve any generative AI model, and will not sell Customer Data.

You represent and warrant that your firm has all rights, permissions, and consents necessary to connect the Connected Tools, to provide Customer Data to Paraga, to have that data processed by the AI Providers your firm selects, and to have Paraga take the actions your firm instructs, in each case in compliance with applicable law and your firm’s own agreements and privacy notices with its clients. You are responsible for the accuracy and legality of Customer Data and for the instructions you give the Services.

8. Data Processing and Security

Paraga processes Customer Data as a processor and service provider on your firm’s behalf and in accordance with the DPA, which is incorporated into these Terms and available on request. Our security practices and our handling of personal information are described in our Privacy Policy and are provided on request. We maintain administrative, technical, and physical safeguards designed to protect Customer Data, including encryption in transit (TLS 1.2 or higher) and at rest, access controls, and logging, and we will notify your firm without undue delay of a security incident affecting Customer Data and cooperate with your firm’s notification obligations, including under Regulation S-P.

9. Intellectual Property

Paraga and its licensors own all right, title, and interest in and to the Services, including all software, connectors, interfaces, documentation, and related intellectual property, and all improvements to them. Except for the limited right to use the Services granted in these Terms, no rights are granted to you by implication or otherwise. Paraga’s names, logos, and marks may not be used without our prior written consent.

10. Feedback

If you provide suggestions, ideas, or feedback about the Services, you grant Paraga a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that feedback into the Services and our business without restriction or obligation to you.

11. Fees and Payment

Fees for the Services are set out in the applicable order form or plan. Unless stated otherwise, fees are quoted in U.S. dollars, are exclusive of taxes (for which you are responsible other than taxes on our net income), and are due per the billing terms presented. Except as required by law or expressly stated in an order form, all fees are non-refundable. We may suspend the Services for non-payment after reasonable notice. We may change fees on renewal with prior notice.

12. Confidentiality

Each party may receive the other’s confidential information in connection with the Services. The receiving party will use confidential information only to perform under these Terms, will protect it with at least reasonable care, and will not disclose it except to personnel and advisors who need to know and are bound by confidentiality obligations. This does not apply to information that is public through no fault of the receiving party, independently developed, or rightfully obtained from a third party, and does not prevent disclosure required by law provided reasonable notice is given where permitted. Customer Data is your firm’s confidential information.

13. Warranties and Disclaimers

Each party warrants that it has the authority to enter into these Terms. EXCEPT AS EXPRESSLY STATED, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND PARAGA DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. Paraga does not warrant that the Services will be uninterrupted, error-free, or secure against all threats, or that AI-generated output will be accurate, complete, or fit for any particular purpose. You are responsible for reviewing output and for your firm’s decisions.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATING TO THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PARAGA’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES PAID BY YOUR FIRM TO PARAGA IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). These limitations apply regardless of the theory of liability and form the basis of the bargain between the parties. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

15. Indemnification

By you. Your firm will defend, indemnify, and hold harmless Paraga and its officers, directors, employees, and agents from and against any third-party claims, and any resulting losses, damages, liabilities, costs, and reasonable attorneys’ fees, arising out of or relating to: (a) Customer Data, including your firm’s collection, use, and rights to it; (b) your firm’s use of the Services, including instructions you give and actions taken through the Services; (c) your firm’s violation of these Terms or of applicable law, including securities, privacy, and financial-data laws; or (d) the advice, recommendations, and decisions your firm provides to or makes for its clients.

By us. Paraga will defend you against third-party claims that the Services, as provided by Paraga and used in accordance with these Terms, infringe that third party’s U.S. intellectual property rights, and will pay resulting damages finally awarded, provided you promptly notify us and allow us to control the defense. This does not apply to claims arising from Customer Data, Connected Tools, AI Provider output, or use of the Services in violation of these Terms.

16. Term, Termination, and Suspension

These Terms apply while you use the Services or have an active account. Either party may terminate for the other’s material breach that is not cured within 30 days of notice. You may stop using the Services and close your account at any time; Paraga may terminate or suspend the Services for cause, including violation of Section 6, non-payment, or where required by law or to protect the Services or their users. On termination, your right to use the Services ends, and Paraga will delete or return Customer Data as described in the DPA. Sections that by their nature should survive termination will survive, including Sections 7, 9, 10, 11, 12, 13, 14, 15, 17, and 18.

17. Governing Law, Venue, and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws principles.

  • Informal resolution. Before filing a claim, the parties agree to try to resolve any dispute informally for at least 30 days after written notice to support@paraga.ai.
  • Binding arbitration. If the dispute is not resolved, it will be resolved by final and binding individual arbitration administered in Delaware under the rules of a recognized arbitration provider, rather than in court, except as stated below.
  • Class-action waiver. Disputes will be brought only in an individual capacity, not as a plaintiff or class member in any class, collective, or representative proceeding.
  • Opt-out. You may opt out of this arbitration and class-waiver provision by sending written notice to support@paraga.ai within 30 days of first accepting these Terms; if you opt out, disputes will be resolved in the state or federal courts located in Delaware, to whose jurisdiction the parties consent.
  • Carve-outs. Either party may bring an individual claim in small-claims court, and either party may seek injunctive or equitable relief in court to protect its intellectual property or confidential information.

18. General

  • Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, including outages of Connected Tools or AI Providers, internet or infrastructure failures, natural disasters, or governmental actions.
  • Assignment. You may not assign these Terms without our prior written consent, except to a successor in a merger or sale of substantially all assets who agrees to these Terms. Paraga may assign these Terms in connection with a merger, acquisition, or sale of assets.
  • Entire agreement; severability. These Terms, together with the Privacy Policy, DPA, and any order form, are the entire agreement between the parties regarding the Services and supersede prior agreements on the subject. If any provision is held unenforceable, the rest remains in effect, and the unenforceable provision will be modified to the minimum extent necessary.
  • No waiver. A party’s failure to enforce a provision is not a waiver of its right to do so later.
  • Relationship. The parties are independent contractors; these Terms create no partnership, agency, or employment relationship.
  • Changes to these Terms. We may update these Terms from time to time. Material changes will be notified through the Services or by email, and we will update the “Last updated” date. Your continued use after the effective date of an update constitutes acceptance.
  • Contact. Questions about these Terms can be sent to support@paraga.ai. Paraga, Inc. is a Delaware corporation.