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These xAI Enterprise Terms of Service (this “Agreement”) is entered into by and between the customer (“Customer”) identified on the order form, online purchase confirmation, or other ordering document entered into by the parties and referencing this Agreement (the “Order Form”) and X.AI LLC (“xAI”) (Customer and xAI each, a “party” and collectively, the “parties”), and sets forth the terms and conditions under which Customer subscribes to and uses certain products and services of xAI as set forth in the Order Form and provided to Customer under a business or developer enterprise account. The Order Form incorporates this Agreement and is effective as of the date Customer agrees to it (the “Effective Date”). The individual who signs, clicks through, or otherwise agrees to the Order Form binds Customer to the terms and conditions of the Order Form and this Agreement and has been duly authorized by Customer to do so.
*Note: these terms are for enterprise (business) users of Grok. For consumer use, please see our Consumer Terms of Use.
XAI PRODUCTS AND SERVICES
Provision of Products and Services. Subject to the terms and conditions of this Agreement, xAI will provide Customer with the online software-as-a-service products and services on a subscription basis for the Subscription Term (defined below), and such other products and services, as set forth on an applicable Order Form (collectively, the “xAI Service(s)”). xAI Services include xAI Software (defined below). Each Order Form will be incorporated into, and is fully governed by, this Agreement upon execution of the Order Form by both parties. In the event of any conflict or inconsistency between this Agreement and an Order Form, this Agreement shall control, unless expressly stated otherwise in the Order Form.
Access to Services. Customer may access and use the xAI Services on a non-exclusive and non-transferrable basis (except as set forth in Section 14.1), solely for its business purposes as specified herein and the applicable Order Form, and only in accordance with the terms and conditions of this Agreement, the applicable Order Form, and any end user technical documentation provided by xAI for such xAI Services currently available at https://docs.x.ai/docs (as may be updated from time to time) (“Documentation”). xAI grants Customer a limited, non-exclusive right to use xAI’s application programming interfaces to develop an integration between the xAI Services and Customer’s products as specified in the Order Form (the “Bundled Services”) and to: (a) make available the Bundled Service to Customer’s end users (“End-Users”); and (b) demonstrate the Bundled Services to potential End Users. Customer will provide access to the xAI Services to End-Users only in accordance with this Agreement. This grant does not create any direct contractual relationship between xAI and the End-Users. Customer shall remain responsible to xAI for each End User.
Permitted Users. Customer may permit its employees, agents, independent contractors and consultants to use the xAI Services on its behalf (“Permitted Users”), provided Customer remains responsible for the acts and omissions of each such Permitted User. Use of the xAI Services by Customer in the aggregate must be within the restrictions set forth in the applicable Order Form (if any). If Customer is given passwords to access xAI Services on xAI’s systems, Customer shall require that all Permitted Users keep user ID and password information strictly confidential and not share such information with any unauthorized person. Customer shall promptly notify xAI: (a) if Customer has reason to suspect that any user ID or password has been lost, stolen, compromised, or misused, and (b) of any unauthorized access to or use of the xAI Services. Customer shall be responsible for any and all actions taken by Customer or its Permitted Users in the Customer’s accounts and passwords.
Use by Affiliates. Each of Customer’s Affiliates (defined below) identified on an Order Form will be entitled to access and use the applicable xAI Services in accordance with this Agreement and the applicable Order Form; provided that Customer shall remain responsible to xAI for the actions and omissions of each such Affiliate (and each of such Affiliate’s Permitted Users). The terms of this Agreement will govern, and will be incorporated by reference into, each such Order Form as if this Agreement were separately executed by the applicable Customer Affiliate, and the term “Customer” as used in this Agreement will be deemed as applying to such Customer Affiliate for the purposes of such Order Form. “Affiliate” means an entity that, directly or indirectly, controls, is controlled by, or is under common control with a party. As used herein, “control” means the power to direct the management or affairs of an entity or the beneficial ownership of fifty percent (50%) or more of the voting equity securities or other equivalent voting interests of an entity.
General Restrictions. Customer shall comply with xAI’s Acceptable Use Policy (as it may be updated from time to time) (the “AUP”). Further, Customer shall not, and shall not allow any third party (including any Permitted User) to: (a) sell, rent, lease or use any xAI Service for time sharing purposes; (b) use any xAI Service to help develop, or help provide to any third party, any product or service similar to or competitive with any xAI Service, unless expressly approved in the Order Form (and for the avoidance of doubt, this subclause (b) shall not prohibit End-Users accessing the xAI Services pursuant to a license stated in Section 1 hereto); (c) reverse engineer, decompile, disassemble, or otherwise seek to obtain the source code of any xAI Service; (d) copy, modify or create derivative works from any xAI Service or any Documentation; (e) remove or obscure any copyright or proprietary or other notice contained in any xAI Service or Documentation; (f) propagate any virus, Trojan horse, or other malware or programming routine intended to damage any system or data; (g) access or use any xAI Services in a manner intended to circumvent or exceed service account limitations or requirements; (h) use any xAI Services in a manner that violates any applicable law, regulation, or legal requirement or obligation; (i) use any xAI Services in violation of any third-party rights of privacy or intellectual property rights; (j) use or permit the use of any tools in order to probe, scan or attempt to penetrate or benchmark any xAI Services; (k) post, upload, transmit or provide any Input (defined below) that xAI reasonably deems to be unlawful, harmful, abusive or otherwise violates this Agreement (l) use the xAI Services except as expressly permitted by this Agreement. If xAI or Customer reasonably suspects a breach of this Section resulting from the activity of its End-Users, it shall promptly notify the other party in writing. Upon such notice, the parties agree to cooperate in good faith to investigate and address the suspected breach. This may include taking corrective measures, such as suspending or terminating the account of any End-User found to be in violation of the terms of this Agreement.