Terms of Service

These Terms of Service ("Terms") govern your access to and use of the TierWire platform and services. By creating an account or accessing the Service in any way, you agree to be bound by these Terms. These Terms are effective as of the date you first access the Service.

1. Acceptance of Terms

By accessing or using TierWire ("the Service"), you represent that you are authorized to enter into this agreement on behalf of yourself or your organization ("Customer"), and that you have read, understood, and agree to be bound by these Terms and any policies incorporated herein by reference. If you do not agree to these Terms, you must not access or use the Service. TierWire reserves the right to update these Terms at any time; continued use of the Service following notice of any modification constitutes acceptance of the revised Terms.

2. Service Description

TierWire operates an AI-powered supply chain intelligence platform providing Bill of Materials (BOM) decomposition, supplier risk scoring, and sourcing analysis for the automotive industry. The platform leverages machine learning models trained on publicly available industry data to surface supplier relationships, component sourcing patterns, and risk indicators across automotive supply chains. The Service is provided on a subscription basis to businesses and is not intended for individual consumer use.

3. Account Registration & Security

To access the Service, you must register for an account and provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You agree to notify TierWire immediately at legal@tierwire.com if you suspect any unauthorized access to your account. TierWire will not be liable for any loss or damage arising from your failure to maintain account security. You may not share account credentials with individuals outside your organization or allow concurrent sessions in excess of your licensed seat count.

4. Subscription Plans & Billing

Access to the Service requires a paid subscription. TierWire offers monthly and annual billing cycles, with pricing as set forth on the TierWire website or in your Order Form. New customers are eligible for a 7-day free trial; at the conclusion of the trial period, your selected subscription plan will automatically activate and your payment method will be charged unless you cancel before the trial ends. All payments are processed by Stripe, Inc. ("Stripe") as TierWire's third-party payment processor; by providing payment information, you agree to Stripe's terms of service. Subscription fees are non-refundable except as required by applicable law or as expressly stated in a separate written agreement. TierWire reserves the right to modify pricing with at least 30 days' written notice prior to your next renewal date.

5. Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. The following uses are strictly prohibited: (a) reselling, sublicensing, or redistributing TierWire data or AI-generated outputs to third parties without express written authorization from TierWire; (b) attempting to reverse-engineer, decompile, or otherwise extract the underlying AI models, training data, or algorithms that power the Service; (c) submitting malicious queries, automated scraping scripts, or inputs designed to degrade Service performance or circumvent usage limits; (d) using the Service to facilitate any unlawful activity, including export control violations or sanctions evasion; and (e) impersonating any person or entity or misrepresenting your affiliation with any organization. TierWire reserves the right to suspend or terminate access for any violation of this section.

6. Intellectual Property

TierWire retains all right, title, and interest in and to the platform, its underlying technology, AI models, software, and all content generated by TierWire independently of Customer inputs, including without limitation all associated intellectual property rights. You retain ownership of all data, files, and materials you upload to the Service ("Customer Data"). By uploading Customer Data, you grant TierWire a limited, non-exclusive license to process such data solely for the purpose of delivering the Service to you. AI-generated analyses, BOM decompositions, risk scores, and sourcing reports produced by the Service are licensed to you for internal business use only under these Terms — they are not sold to you and no intellectual property rights in such outputs are transferred. Unauthorized commercial redistribution of AI-generated outputs constitutes a material breach of these Terms.

7. AI-Generated Content Disclaimer

This section is critical. Please read it carefully before relying on any output from the Service.

BOM decompositions, sub-tier and multi-tier supplier relationships (beyond directly verified Tier 1 relationships), supplier risk scores, and sourcing predictions generated by TierWire are AI-synthesized outputs derived from publicly available industry data, trade publications, regulatory filings, and model training knowledge. They are not verified primary-source intelligence, confirmed supplier disclosures, or audited supply chain records. The accuracy, completeness, and timeliness of AI-generated outputs cannot be guaranteed and may not reflect current market conditions, supplier changes, or geopolitical developments.

Users must conduct independent due diligence — including direct supplier engagement, third-party audits, and review of primary documentation — before making any procurement, sourcing, or investment decisions based on information obtained through the Service. TierWire expressly disclaims all liability for any decisions made in reliance on AI-generated outputs. The Service is intended as a research and analytical aid, not as a substitute for professional supply chain advisory, legal, or financial counsel.

8. Data & Privacy

TierWire's collection, use, and protection of personal data and Customer Data is governed by the TierWire Privacy Policy, available at tierwire.com/privacy, which is incorporated into these Terms by reference. By using the Service, you consent to the data practices described in the Privacy Policy. TierWire implements industry-standard technical and organizational measures to protect Customer Data against unauthorized access, loss, or disclosure, but cannot guarantee absolute security.

9. Limitation of Liability

To the maximum extent permitted by applicable law, TierWire's total cumulative liability to you for any claims arising out of or related to these Terms or the Service — whether in contract, tort, strict liability, or any other theory — shall not exceed the total fees actually paid by you to TierWire in the twelve (12) months immediately preceding the event giving rise to the claim. In no event shall TierWire be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or business opportunities, even if TierWire has been advised of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of certain damages; in such jurisdictions, TierWire's liability is limited to the fullest extent permitted by law.

10. Termination

Either party may terminate these Terms upon written notice if the other party materially breaches these Terms and fails to cure such breach within 30 days of receiving written notice thereof. TierWire may suspend or terminate your access immediately and without notice if it determines, in its sole discretion, that you have violated the Acceptable Use provisions or that continued access poses a security or legal risk. Upon termination, your right to access the Service ceases immediately, and TierWire may delete Customer Data in accordance with its data retention policies and applicable law. Provisions of these Terms that by their nature should survive termination — including without limitation Sections 6, 7, 9, and 11 — shall survive.

11. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. Any dispute arising out of or relating to these Terms or the Service that cannot be resolved informally shall be subject to the exclusive jurisdiction of the state and federal courts located in the State of Delaware, and each party consents to personal jurisdiction in such courts.

12. Contact

If you have questions about these Terms or wish to report a violation, please contact TierWire's legal team at legal@tierwire.com. Written correspondence may be directed to TierWire, Inc., legal department, via the contact information provided at tierwire.com.