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Terms of Service

Effective date: Version history

These Terms of Service ("Terms") are an agreement between Northwynd Labs LLC ("Northwynd Labs", "we", "us") and the organization or person that uses Wyndlass ("Customer", "you"). By creating an account, signing an order form or using Wyndlass, you agree to these Terms. If you accept on behalf of an organization, you confirm that you have authority to bind it. If you sign an order form or a separate agreement with us, that document controls where it conflicts with these Terms.

1. The service

Wyndlass is a cloud service for managing digital signage. It includes the Wyndlass content management service and apps, our API and MCP server, the Wyndlass player software for screens, and related documentation and support (together, the "Service").

We may improve and change the Service over time. We will not materially reduce the core functionality of a paid plan during your current subscription term.

Some features may be labelled beta, preview or early access. They are provided as-is, may change or end at any time, and are excluded from any service commitments.

2. Accounts

Access at launch is by invitation. You are responsible for the people you invite or provision into your organization, for the roles you give them, and for everything done under your accounts. Keep sign-in credentials and API credentials confidential, and tell us promptly at security@wyndlass.ai if you suspect unauthorized access. You must be at least 18 to use the Service, and the Service is for business use.

3. Plans and fees

Plans. We offer Free, Growth and Enterprise plans. Each plan's features and limits are described on our website or in your order form. The Free plan is limited to three screens.

Fees. Paid plans are charged per screen, monthly or yearly, as set out at checkout or in your order form. Plans include an allowance of AI usage; additional AI usage and the advertising add-on (available on Growth and Enterprise) are charged separately. The Service shows the expected cost of AI work before it runs.

Billing. You authorize us and our payment processor to charge your payment method for all fees when due. Subscriptions renew automatically for the same term unless you cancel before the renewal date. Fees are non-refundable except where these Terms or the law say otherwise.

Taxes. Fees do not include taxes. You are responsible for applicable sales, use, value-added and similar taxes, which we will add to your invoice where required.

Changes and late payment. We will give you at least 30 days' notice of a price change, which applies from your next renewal. If a payment is still unpaid after our payment processor's retries, we will email you, and if it is still unpaid 7 days after that email, we may move your organization to the Free plan or suspend access to the Service.

4. Your content

Ownership. You keep all rights in the content and data you or your users put into the Service ("Customer Content"). We claim no ownership of it.

Our use. You grant us a worldwide, non-exclusive license to host, copy, process, transmit and display Customer Content only as needed to provide, secure and support the Service for you, and as described in our Privacy Policy and data processing agreement. We do not use Customer Content to train AI models.

Your responsibilities. You are responsible for Customer Content, including having the rights and permissions to display it on your screens, and for complying with the laws that apply to what you show and where you show it.

5. Acceptable use

You will not, and will not allow others to:

  • use the Service to display or distribute content that is unlawful, infringing, deceptive, defamatory, harassing or harmful to minors;
  • upload malware or attempt to interfere with or disrupt the Service, its security or other customers;
  • attempt to access another organization's data, or probe, scan or test the Service's security except under our vulnerability disclosure policy;
  • reverse engineer the Service, except where the law allows despite this restriction;
  • resell or provide the Service to third parties except as your plan allows, or use it to build a competing product;
  • use the Service in violation of export control or sanctions laws; or
  • use AI features to create content that violates the law or the usage policies of our AI providers that we make available to you.

6. AI features

The Service includes AI features, including an assistant and agents that can draft content and make changes for you.

  • You stay in control. You choose how far AI may act in each part of your organization (Observe, Suggest, Co-pilot or Autopilot), and you can require approval before changes take effect. AI acts only with the permissions of the person it is working for.
  • Review AI output. AI output can be inaccurate, incomplete or unsuitable. You are responsible for reviewing it and for the changes you or your agents approve and publish, including content shown on your screens.
  • No ownership claim. As between you and us, output generated for you in the Service is Customer Content. Similar output may be generated for others.
  • Third-party models. AI features use models provided by third parties. We may change the models we use.

7. Screens and devices

You are responsible for the screens and devices that run the Wyndlass player, including their purchase, installation, physical security, network connection and power, and for removing devices you retire. We support the devices and operating system versions listed in our documentation.

You are responsible for the places where your screens are installed, including any permits, notices and consents required there. If you turn on audience measurement at a site, you must show a notice there, where people see it before they reach the screens, and you are responsible for any other notices and consents that the law requires where the screen is located. When the Service asks you to confirm that a notice is in place, or that your legal counsel has cleared a feature for a site, your confirmation must be true. Section 6 of our Privacy Policy describes how audience measurement works.

We may deliver updates to the player software. Some features may require you to install them.

8. Third-party apps, data and services

The Service lets you add apps, data feeds, integrations and content from third parties, including apps built by others that run in your layouts. Third-party services are not part of the Service. They are governed by their own terms, and we are not responsible for them. If you connect a third-party service, you authorize us to exchange data with it as you direct.

YouTube. The Social app can show content from YouTube using YouTube API Services. By using it, you agree to be bound by the YouTube Terms of Service. We are not affiliated with, or endorsed by, YouTube or Google. If you sell advertising on a screen that shows YouTube content, that screen must also show other content, not from YouTube, that has enough value of its own.

9. Advertising

If you use the advertising add-on, you are responsible for your relationships with advertisers and buyers, for the ads you accept and display, and for complying with advertising laws and any industry standards that apply to you.

10. Confidentiality

Each party will protect the other's non-public business and technical information that it receives in connection with the Service, using at least reasonable care, and will use it only to perform under these Terms. This does not cover information that is public, already known to the receiving party, independently developed, or received lawfully from someone else. A party may disclose confidential information when the law requires, after giving notice where allowed.

11. Privacy and security

Our Privacy Policy describes how we handle personal information. Where we process personal data on your behalf, our data processing agreement ("DPA") applies and forms part of these Terms. It is available on request from legal@wyndlass.ai.

We maintain administrative, technical and physical safeguards designed to protect Customer Content, as described at wyndlass.ai/security. We will notify you without undue delay, and within 72 hours of confirming it, if a security breach affects your Customer Content.

12. Suspension

We may suspend access to all or part of the Service if we reasonably believe that your use poses a security risk to the Service or others, violates section 5, or creates legal liability for us, or if fees are overdue as described in section 3. We will give notice where we can, limit the suspension to what is needed, and restore access once the issue is resolved.

13. Term and termination

These Terms apply for as long as you use the Service. Either party may terminate for the other's material breach that is not cured within 30 days of written notice. You may cancel a subscription at any time, effective at the end of the current term. We may end the Free plan for an account with 30 days' notice.

Your data after termination. If you cancel a paid subscription, your organization moves to the Free plan and your Customer Content stays available. When your account is closed at your request, or after it has been deactivated for 60 days, we schedule the deletion of your Customer Content for 30 days later. Until then, you can ask us to restore access so you can export it using the Service's export tools and API. After that we delete it, as described in our Privacy Policy, unless the law requires us to keep it.

Sections that by their nature should survive termination will survive, including sections 3 (for unpaid fees), 4, 10 and 14 to 19.

14. Warranties and disclaimers

Each party confirms that it has the authority to enter into these Terms. We will provide the Service in a professional manner, consistent with our documentation.

EXCEPT AS STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE". TO THE FULLEST EXTENT THE LAW ALLOWS, WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT AI OUTPUT WILL BE ACCURATE. THE FREE PLAN AND BETA FEATURES ARE PROVIDED WITHOUT ANY WARRANTY.

15. Indemnification

By us. We will defend you against any third-party claim alleging that the Service, as we provide it, infringes that party's intellectual property rights, and pay the resulting damages and costs finally awarded or agreed in settlement. This does not apply to claims arising from Customer Content, third-party services, AI output, or combinations or changes we did not make. If the Service is or may be subject to such a claim, we may obtain the right for you to keep using it, modify it to avoid the claim, or terminate the affected subscription and refund prepaid fees for the remaining term.

By you. You will defend us against any third-party claim arising from Customer Content, your screens and their locations, or your use of the Service in violation of these Terms or the law, and pay the resulting damages and costs finally awarded or agreed in settlement.

The party seeking defense must notify the other promptly, give it control of the defense and settlement, and provide reasonable cooperation.

16. Limitation of liability

TO THE FULLEST EXTENT THE LAW ALLOWS, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE OR DATA, EVEN IF ADVISED OF THEIR POSSIBILITY.

EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE AMOUNTS YOU PAID OR OWE US FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR US$100 IF YOU USE ONLY THE FREE PLAN. FOR BREACHES OF SECTIONS 10 AND 11, THAT LIMIT IS INSTEAD TWO TIMES THOSE AMOUNTS.

These limits do not apply to your payment obligations, to either party's indemnification obligations, or to liability that cannot be limited by law.

17. Feedback

If you give us suggestions or feedback about the Service, we may use them without obligation to you.

18. Governing law and disputes

These Terms are governed by the laws of the State of North Dakota, without regard to its conflict-of-laws rules. The state and federal courts located in Cass County, North Dakota have exclusive jurisdiction, and each party consents to them.

19. General

Changes to these Terms. We may update these Terms. For material changes, we will give customers at least 30 days' notice by email or in the Service, and the changes apply from the start of your next subscription term unless you agree otherwise.

Export and sanctions. You will comply with U.S. and other applicable export control and sanctions laws, and will not use the Service in, or make it available to anyone in, a sanctioned country or on a restricted-party list.

Other terms. You may not assign these Terms without our consent, except to a successor to your business. We may assign them to a successor to ours. Neither party is liable for delays caused by events beyond its reasonable control. If any provision is unenforceable, the rest remains in effect. Failing to enforce a provision is not a waiver. These Terms, any order form and the DPA are the entire agreement between the parties about the Service. Notices to us go to legal@wyndlass.ai and 3003 32nd Ave S Ste 240, Fargo, ND 58103, United States; notices to you go to your account's billing contact.

20. Contact

Northwynd Labs LLC
3003 32nd Ave S Ste 240, Fargo, ND 58103, United States
legal@wyndlass.ai