Terms Of Service
Querio Terms of Service
Effective Date: October 19, 2026
Last Updated: October 19, 2026
These Terms of Service ("Terms") govern your access to and use of the software and services provided by Querio Ltd., a Delaware corporation ("Querio," "we," "us," or "our") (collectively, the "Services"). By creating an account, purchasing a subscription, signing an Order Form, or otherwise using the Services, you (the "Customer") agree to these Terms.
Signed Order Forms take precedence. If you have signed an Order Form with Querio, any terms in it that differ from these Terms govern (Section 15.1), and later updates to these Terms do not change them (Section 16.4). To discuss different terms, contact hello@querio.ai.
1. Plans
The Services are offered on three plans: Free, Core, and Enterprise (each a "Plan"). Some terms apply only to certain Plans, as stated in each section and summarised below. If a summary row and a section conflict, the section governs.
| Free | Core | Enterprise | |
|---|---|---|---|
| Fees | None | Monthly or annual, billed in advance | Annual, per Order Form |
| Uptime commitment | None | 99.5% monthly (Schedule A) | 99.5% monthly, with service credits (Schedule A) |
| Support | Best effort | Email or Slack; response within 1 day | Severity-based: Sev-1 in 1 hour, Sev-2 in 4 business hours, Sev-3 in 1 business day (Schedule A) |
| Performance warranty | No (provided "as is") | Yes (Section 11.1) | Yes (Section 11.1) |
| Refund if Querio breaches | Not applicable | Pro-rata refund of prepaid fees | Pro-rata refund of prepaid fees |
| Exit for repeated downtime | None | Terminate with pro-rata refund (Schedule A) | Terminate with pro-rata refund (Schedule A) |
| General liability cap | Greater of fees paid in prior 12 months or $100 | Fees paid or payable in prior 12 months | Fees paid or payable in prior 12 months |
| Data breach and confidentiality cap | Same as general cap | Same as general cap | Greater of 3× annual fees or $1,000,000 |
| Uncapped liability | Gross negligence, wilful misconduct, fraud, indemnities | Same | Same |
| Cure period for breach | 30 days; none for violations of Section 2 | 30 days | 30 days |
| Changes to these Terms | Effective on notice | Monthly: 30 days' notice. Annual: at renewal | At renewal |
| Fee changes | Not applicable | At renewal, 60 days' notice | At renewal, 60 days' notice |
| Use of your name and logo | Allowed unless you opt out | Allowed unless you opt out | Only with your written consent |
| Data export on exit | Within 30 days | Within 30 days | Within 30 days, plus transition assistance |
2. Accounts and Acceptable Use
2.1 You must register with accurate information and keep your credentials secure.
2.2 You are responsible for all activity under your account.
2.3 Querio may limit concurrent sessions to prevent abuse.
2.4 You agree not to probe, scan, or circumvent security controls, disrupt the Services, or use the Services for illegal or harmful activities.
2.5 Querio may suspend accounts that violate this Section. Where practicable, Querio will give notice and an opportunity to remedy before suspending, will limit any suspension to the accounts involved, and will lift it promptly once the issue is resolved. Querio may terminate a Free Plan account that violates this Section immediately on notice. Otherwise, termination for violations is governed by Section 7.
3. Workspace Data
3.1 You retain ownership of all content, data, files, and materials you submit to or process through the Services, including AI inputs and outputs ("Workspace Data").
3.2 You grant Querio a licence to host, process, and transmit Workspace Data solely as necessary to provide and support the Services.
3.3 You are responsible for obtaining all rights and consents needed to use Workspace Data with the Services.
3.4 Customer repositories. Where you connect a Git repository, the files Querio writes to it remain your property and under your control. This includes context, metric definitions, notebooks, queries, and dashboards. Your access to those files does not depend on an active subscription.
4. Third-Party Services
4.1 The Services may integrate with third-party tools, including your data warehouse, identity provider, Git host, and large language model ("LLM") providers.
4.2 Your use of third-party services is subject to their own terms and privacy policies. Querio is not responsible for third-party practices, except for the sub-processors Querio engages, which are governed by the Data Processing Addendum.
5. Querio AI
5.1 Some features use artificial intelligence and LLMs.
5.2 Inputs (what you submit) and outputs (what the system generates) are Workspace Data.
5.3 Neither Querio nor its LLM providers use Workspace Data to train models.
5.4 Outputs may contain inaccuracies. They should not substitute for professional medical, clinical, legal, or financial judgment. Customers in regulated industries are responsible for validating outputs before using them in any decision-making context.
5.5 Querio may monitor or rate-limit AI features to protect service integrity. It may suspend them where necessary to address a security or abuse risk.
6. Fees
6.1 Paid Plans are subscription-based. Fees are billed in advance and are non-refundable, except for the refunds and credits expressly provided in Sections 7.3, 7.4, 11.2, and Schedule A.
6.2 Subscriptions renew automatically for the same term unless either party gives notice of non-renewal at least 30 days before the renewal date.
6.3 For annual Plans, fee changes take effect only at renewal, with at least 60 days' written notice.
6.4 Usage above the limits in your Plan or Order Form may be billed pro-rata at the rates stated in your Plan or Order Form.
6.5 You are responsible for applicable taxes, other than taxes on Querio's net income.
6.6 Undisputed amounts overdue by more than 30 days may incur late payment fees as stated in your Order Form. You may withhold amounts you dispute in good faith if you notify Querio before payment is due.
7. Term and Termination
7.1 Termination for breach (all Plans). Either party may terminate if the other materially breaches these Terms and fails to cure within 30 days of written notice describing the breach.
7.2 Insolvency (all Plans). Either party may terminate immediately on notice if the other becomes insolvent, makes an assignment for the benefit of creditors, or becomes subject to bankruptcy or similar proceedings not dismissed within 60 days.
7.3 Refund on Querio's breach (Core and Enterprise). If you terminate under Section 7.1 because of Querio's uncured breach, Querio will refund prepaid fees for the remainder of the subscription term, pro-rata, within 30 days.
7.4 Extended outage (Core and Enterprise). If a force majeure event prevents the Services from materially operating for 30 or more consecutive days, either party may terminate the affected subscription. Querio will refund prepaid fees for the remainder of the term, pro-rata.
7.5 Termination for your breach. If Querio terminates under Section 7.1 because of your uncured breach, prepaid fees are not refunded.
7.6 Data return and deletion (all Plans). For 30 days after termination or expiry, you may export your Workspace Data. On request, Querio will provide an export in a standard format. Querio will then delete Workspace Data within 30 days, except where retention is required by law. Data in rolling backups is overwritten in the ordinary course.
7.7 Transition assistance (Enterprise). On request, Querio will provide reasonable assistance to transition your workspace for up to 30 days after termination. Assistance beyond that period is available at Querio's then-current professional services rates.
7.8 Survival. Sections 3, 6 (for amounts accrued), 7, 9, 10, 11.3, 12, 13, and 15 survive termination.
8. Querio's Responsibilities
8.1 Availability and security (all Plans). Querio will make the Services available as described in the documentation. It will maintain industry-standard administrative, technical, and physical safeguards to protect Workspace Data.
8.2 Security certification (Core and Enterprise). Querio will maintain a SOC 2 Type II report, or an equivalent independent audit, for the duration of your subscription. On request and under confidentiality, it will provide the most recent report.
8.3 Personal data. If Workspace Data includes personal data under the GDPR, UK GDPR, or CCPA, the Data Processing Addendum ("DPA") applies once executed. Querio will meet its data protection obligations as described in the DPA and the Privacy Policy.
8.4 Health data. If Workspace Data includes Protected Health Information under HIPAA, you must notify Querio before processing it, and a Business Associate Agreement must be executed before any such data is submitted.
8.5 Security incidents. Querio will notify affected customers of a confirmed security incident involving their Workspace Data without undue delay, and in any case within 72 hours of confirmation.
8.6 Service levels.
- Enterprise: Querio will meet the service levels in Schedule A.
- Core: Querio will meet the Uptime Commitment in Schedule A, and you may terminate for repeated downtime under A4. Querio will respond to support requests by email or Slack within one day. Service credits do not apply.
- Free: Support and availability are best effort.
8.7 Insurance. During any paid subscription, Querio will maintain cyber liability insurance. A certificate of insurance is available on request.
9. Confidentiality
9.1 "Confidential Information" means non-public information that one party discloses to the other in connection with these Terms and that is marked confidential or would reasonably be understood as confidential. Workspace Data is your Confidential Information.
9.2 Each party will use the other's Confidential Information only to perform under or exercise its rights under these Terms. It will protect that information with at least reasonable care.
9.3 Each party may disclose Confidential Information only to its employees, contractors, sub-processors, and advisers who need to know it and are bound by obligations at least as protective. Each party remains responsible for their compliance.
9.4 Each party may also disclose Confidential Information as required by law, after giving the other party prompt notice where legally permitted.
9.5 These obligations do not apply to information that:
- is or becomes public through no fault of the recipient;
- was known to the recipient before disclosure;
- is received from a third party without restriction; or
- is independently developed by the recipient.
10. Intellectual Property
10.1 Querio owns all intellectual property in the Services, excluding Workspace Data and the files described in Section 3.4.
10.2 Querio grants you a limited, non-exclusive, non-transferable licence to use the Services during your subscription, as permitted by these Terms.
10.3 You agree not to copy, modify, or reverse-engineer the Services, except as permitted by law. Code and files written to your repositories are yours to use freely.
10.4 Querio may use feedback you provide without obligation, but will not identify you as its source.
11. Warranties and Disclaimer
11.1 Performance warranty (Core and Enterprise). Querio warrants that the Services will materially conform to the documentation during your subscription. It also warrants that it will not materially reduce the core functionality of the Services during a paid term.
11.2 Warranty remedy. If the Services do not meet Section 11.1, notify Querio in writing with enough detail to reproduce the issue. Querio will use commercially reasonable efforts to correct it within 30 days. If Querio cannot, you may terminate the affected subscription and receive a pro-rata refund of prepaid fees for the remainder of the term.
11.3 Disclaimer. Except as stated in Sections 8, 11.1, and Schedule A, the Services are provided "as is" and "as available." Querio disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. The Free Plan and Beta Features are provided "as is" without any warranty.
12. Limitation of Liability
12.1 Indirect damages. Except for the claims in Section 12.4, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits or revenue.
12.2 General cap. Except as stated in Sections 12.3 and 12.4, each party's total liability arising out of these Terms is limited to:
- Free: the greater of fees paid in the 12 months before the event giving rise to the claim, or $100.
- Core and Enterprise: the fees paid or payable for the Services in the 12 months before the event giving rise to the claim.
12.3 Data breach and confidentiality cap (Enterprise). For claims arising from Querio's breach of Section 9 (Confidentiality), Section 8.1 (security safeguards), or the DPA, Querio's total liability is limited to the greater of three times (3×) the annual fees paid or payable under the applicable Order Form, or $1,000,000. This cap replaces, and does not add to, the general cap for those claims.
12.4 Exclusions (all Plans). The limits in this Section do not apply to:
- a party's gross negligence, wilful misconduct, or fraud;
- a party's indemnification obligations under Section 13; or
- your obligation to pay fees due.
13. Indemnification
13.1 By Querio. Querio will defend you against third-party claims alleging that the Services infringe their intellectual property rights. It will pay resulting damages finally awarded or agreed in settlement. This does not apply to claims arising from Workspace Data, your modifications, or combination with items Querio did not provide.
13.2 If such a claim occurs, Querio may obtain the right for you to continue using the Services or modify them to be non-infringing. If neither is reasonable, Querio may terminate the affected subscription and refund prepaid fees pro-rata.
13.3 By you. You will defend Querio against third-party claims arising from your violation of these Terms, or alleging that Workspace Data infringes their rights. You will pay resulting damages finally awarded or agreed in settlement.
13.4 Procedure. The indemnified party must:
- give prompt notice of the claim;
- give the indemnifying party reasonable assistance; and
- give it control of the defence.
No settlement may impose liability or an admission on the indemnified party without its consent.
14. Beta Features
Features labelled beta, preview, or experimental are provided "as is." They may change or be removed at any time and are excluded from Section 11.1 and Schedule A. Querio's security and confidentiality obligations still apply to them.
15. General
15.1 Order Forms. An executed Order Form is incorporated into these Terms. If it conflicts with these Terms, the Order Form governs.
15.2 Publicity.
- Free and Core: Querio may use your name and logo to identify you as a customer unless you opt out by emailing hello@querio.ai.
- Enterprise: Querio will do so only with your prior written consent.
15.3 Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, except for payment obligations and subject to Section 7.4.
15.4 Assignment. Neither party may assign these Terms without the other's consent, except to a successor in a merger, acquisition, or sale of substantially all relevant assets, with notice.
15.5 Export and sanctions. Each party must comply with applicable export and sanctions laws.
15.6 Governing law and disputes. These Terms are governed by Delaware law. Disputes will be resolved by binding arbitration in Delaware, though either party may seek injunctive relief in any competent court.
15.7 Notices.
- Notices to Querio go to hello@querio.ai.
- Notices to you go to your account's primary email address.
15.8 Entire agreement. These Terms, the applicable Order Form, the DPA, and any Business Associate Agreement form the entire agreement. Terms in purchase orders have no effect.
16. Changes to These Terms
16.1 Querio may update these Terms by posting a new version.
16.2 Material changes take effect:
- Free: on notice.
- Core (monthly): 30 days after notice.
- Core (annual) and Enterprise: at the start of your next renewal term.
16.3 Changes required by law or to address a security risk may take effect sooner, with notice.
16.4 Negotiated terms in an Order Form are not affected by updates.
Schedule A: Service Levels
This Schedule applies in full to Enterprise. For Core, A1, A2, the first condition in A4, and A6 apply. Service credits (A3) and the support targets in A5 do not.
A1. Uptime commitment. The Services will be Available at least 99.5% of each calendar month ("Uptime Commitment").
A2. Definitions.
- "Available" means users can log in to the Services, run queries, and view dashboards. Availability is measured by Querio's monitoring and published at status.querio.ai.
- "Monthly Uptime" means total minutes in the month, minus Downtime, divided by total minutes in the month.
- "Downtime" means minutes the Services are not Available, excluding Excused Downtime.
- "Excused Downtime" means unavailability caused by:
- scheduled maintenance announced at least 48 hours in advance, up to 4 hours per month, outside 08:00–18:00 in your primary time zone;
- your data warehouse, identity provider, Git host, or network;
- outages of third-party LLM providers, which affect AI features only;
- your misuse of the Services or breach of these Terms;
- suspension permitted under these Terms; or
- force majeure.
A3. Service credits.
| Monthly Uptime | Credit (% of that month's fees) |
|---|---|
| Below 99.5% but at least 99.0% | 10% |
| Below 99.0% but at least 95.0% | 25% |
| Below 95.0% | 40% |
To claim a credit, notify hello@querio.ai within 30 days after the end of the affected month. Credits are applied to your next invoice. If no further invoice is due, they are paid as a refund. Credits for a month may not exceed 40% of that month's fees.
A4. Repeated downtime. You may terminate the affected subscription or Order Form on written notice if either of the following happens:
- Monthly Uptime falls below 99.5% in any three months within a rolling six-month period.
- Querio misses the Severity 1 response target more than twice in each of three consecutive months.
Querio will then refund prepaid fees for the remainder of the term, pro-rata, within 30 days. If you terminate under this section, no further credits are payable for those months.
A5. Support. Support is available by email and a shared Slack channel. Severity 1 issues are covered 24/7. Other severities are handled during business hours, 09:00–18:00 US Eastern time, Monday to Friday, excluding public holidays.
| Severity | Description | Response target | Workaround target |
|---|---|---|---|
| Sev-1 | Services unavailable or unusable for all users | 1 hour | 8 hours |
| Sev-2 | Major feature impaired; no reasonable workaround | 4 business hours | 2 business days |
| Sev-3 | Minor issue, or workaround available | 1 business day | Next scheduled release |
| Sev-4 | Question or feature request | 2 business days | Not applicable |
Querio may reclassify severity reasonably and will tell you if it does.
A6. Sole remedy. Service credits and the termination right in A4 are your sole remedies for failure to meet the Uptime Commitment. This does not limit remedies for other breaches of these Terms.