Legal
Important: LazyFox is a business-to-business (B2B) platform. These Terms of Service apply exclusively to companies and other legal entities or business professionals acting in the exercise of their trade, business, or profession. Consumers (as defined under § 13 BGB) are not permitted to register for or use the LazyFox platform.
These Terms of Service ("Terms") constitute a legally binding agreement between LazyFox Labs GmbH, Richardstraße 11, 12043 Berlin, Germany (registered at the Amtsgericht Charlottenburg under HRB 284126 B) ("LazyFox", "we", "us", "our") and the company or legal entity accessing or using the LazyFox platform or website at lazy-fox.ai ("Customer", "you", "your").
By accessing our website, submitting an early-access or demo request, or entering into a separate order form or subscription agreement with us, you confirm that you have read, understood, and agreed to these Terms on behalf of the organisation you represent. You represent and warrant that you have authority to bind that organisation.
These Terms apply to: (a) the LazyFox website at lazy-fox.ai; (b) any early-access, pilot, or beta programme; and (c) the LazyFox SaaS platform and related services, as further specified in any applicable order form or subscription agreement.
LazyFox provides an enterprise AI semantic governance platform (the "Platform") that enables organisations to define, manage, and govern the meaning of business metrics and data concepts across their existing data stack. The Platform connects in a read-only manner to Customer data sources and produces a governed semantic layer used by AI tools, reporting systems, and queries.
The specific features, modules, and service levels available to the Customer are set out in the applicable order form, subscription agreement, or the documentation provided during an early-access or pilot programme. During an early-access or beta phase, services are provided without commitment as to uptime, data retention, or feature completeness, and may be modified or discontinued at any time.
Access to the Platform is restricted to legal entities and business professionals. You must provide accurate, current, and complete information during any registration or enquiry process and keep such information up to date.
Where account credentials are issued, you are responsible for maintaining their confidentiality and for all activities that occur under your account. You must notify us immediately at contact@lazy-fox.ai upon becoming aware of any unauthorised use of your account.
To the extent the Platform connects to your internal data systems, such connections are established in read-only mode. You are responsible for ensuring that you have all necessary rights, licences, and consents to permit LazyFox to access the relevant data for the purpose of providing the services.
You agree to use the Platform and website only for lawful purposes and in accordance with these Terms. You must not:
We reserve the right to suspend or terminate access immediately if we reasonably believe a violation of these provisions has occurred.
All intellectual property rights in and to the Platform, including but not limited to software, algorithms, models, documentation, designs, trademarks, and the LazyFox name and logo, are and shall remain the exclusive property of LazyFox Labs GmbH or its licensors. Nothing in these Terms transfers any ownership of such rights to you. Any feedback, suggestions, or ideas you provide regarding the Platform may be used by us freely without obligation to you.
As between the parties, you retain all intellectual property rights in your data and content that you provide or make accessible to the Platform. You grant LazyFox a limited, non-exclusive, non-transferable licence to access and process your data solely as necessary to provide and improve the Platform in accordance with these Terms and any applicable data processing agreement.
Semantic definitions, governed metrics, and other outputs generated by the Platform on the basis of your data are provided to you for use within your organisation. LazyFox retains all rights in the underlying models and methodologies used to produce such outputs.
"Confidential Information" means any non-public information disclosed by one party to the other in connection with these Terms that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure. Each party agrees to: (a) hold the other's Confidential Information in strict confidence using at least the same degree of care it uses to protect its own confidential information (but not less than reasonable care); (b) not disclose such information to any third party without prior written consent, except to employees or contractors who have a need to know and are bound by obligations at least as protective as these Terms; and (c) use Confidential Information only for the purposes of performing under these Terms.
These obligations do not apply to information that: (i) is or becomes publicly known through no breach of these Terms; (ii) was rightfully known before disclosure; (iii) is independently developed without use of the Confidential Information; or (iv) must be disclosed pursuant to applicable law or court order, provided the disclosing party gives reasonable prior notice where legally permitted.
The processing of personal data in connection with the Platform is governed by our Privacy Policy and, where LazyFox processes personal data on your behalf as a data processor, by a separate Data Processing Agreement (DPA) pursuant to Art. 28 GDPR. Where the parties have entered into a subscription agreement, a DPA will be concluded as an addendum to that agreement. Please contact contact@lazy-fox.ai to request a DPA.
Each party shall comply with applicable data protection laws, including the GDPR and the German Federal Data Protection Act (BDSG), in respect of personal data processed in connection with the Platform.
Fees and payment terms for access to the Platform are set out in the applicable order form or subscription agreement. Unless otherwise agreed in writing:
Early-access and pilot programmes may be provided free of charge or at a discounted rate as specified in the applicable programme terms. LazyFox reserves the right to transition early-access participants to paid subscriptions upon prior notice.
We will use commercially reasonable efforts to make the Platform available. Specific uptime commitments and support response times, if any, are set out in the applicable order form or service level agreement (SLA).
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE". LAZYFOX DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS, OR THAT DEFECTS WILL BE CORRECTED. AI-GENERATED OUTPUTS AND SEMANTIC DEFINITIONS ARE PROVIDED FOR INFORMATIONAL PURPOSES AND DO NOT CONSTITUTE PROFESSIONAL, LEGAL, FINANCIAL, OR COMPLIANCE ADVICE.
To the maximum extent permitted by law, LazyFox's total aggregate liability to you arising out of or relating to these Terms and the Platform — whether in contract, tort (including negligence), breach of statutory duty, or otherwise — shall not exceed the greater of: (a) the total fees paid by you to LazyFox in the twelve (12) months immediately preceding the event giving rise to the claim; or (b) EUR 1,000.
In no event shall LazyFox be liable for any: (i) loss of profits, revenue, or business; (ii) loss or corruption of data; (iii) loss of goodwill; (iv) indirect, consequential, special, or incidental damages; even if we have been advised of the possibility of such damages.
Nothing in these Terms limits or excludes liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) gross negligence or wilful misconduct; or (d) any other liability that cannot be excluded or limited under applicable law, including mandatory consumer protection rights where applicable.
You agree to indemnify, defend, and hold harmless LazyFox Labs GmbH and its directors, officers, employees, and contractors from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your breach of these Terms; (b) your violation of applicable law; (c) your data or content, including any claim that such data infringes the rights of any third party; or (d) your use of the Platform in violation of the acceptable-use provisions in Section 4.
These Terms remain in force for as long as you use the website or Platform, or until terminated in accordance with this Section.
You may terminate these Terms at any time by ceasing all use of the Platform and website and by providing written notice to contact@lazy-fox.ai. Termination does not entitle you to a refund of any pre-paid fees except as expressly agreed in an order form.
We may terminate or suspend your access to the Platform with immediate effect and without liability if: (a) you breach these Terms and fail to remedy the breach within 14 days of written notice; (b) you become insolvent, enter insolvency proceedings, or are unable to pay your debts as they fall due; or (c) we are required to do so by applicable law.
We may also discontinue or modify the Platform or terminate these Terms on 30 days' written notice to you, including in connection with the conclusion of an early-access or pilot programme.
Upon termination: (a) all licences granted to you under these Terms cease immediately; (b) you must cease all use of the Platform; (c) provisions that by their nature should survive termination (including Sections 5, 6, 10, 11, and 14) shall survive.
We may revise these Terms from time to time. Where changes are material, we will provide at least 30 days' advance notice by email or by posting a notice on our website. Your continued use of the Platform or website after the effective date of the revised Terms constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must cease using the Platform and notify us in writing.
These Terms and any dispute or claim arising out of or in connection with them or their subject matter (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) and German international private law rules that would lead to the application of a foreign law.
Subject to any mandatory jurisdiction rules that may apply, the exclusive place of jurisdiction for all disputes arising out of or in connection with these Terms shall be Berlin, Germany. If you are domiciled in a country where mandatory rules require a different jurisdiction, those mandatory rules shall take precedence to the extent required.
Legal notices to LazyFox must be sent in writing (including by email with confirmation of receipt) to the address above. We will send legal notices to the email address associated with your account or enquiry.
These Terms, together with any applicable order form, subscription agreement, and DPA, constitute the entire agreement between the parties with respect to their subject matter and supersede all prior agreements, representations, and understandings. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. No waiver of any provision shall be effective unless in writing. You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign these Terms, including in connection with a merger, acquisition, or sale of all or substantially all of our assets, upon notice to you.