Terms & Conditions

Effective Date: September 2025

1. Agreement to Terms

By installing, accessing, or using the Waterfall Excel Add-in ("Waterfall", "Service", "we", "us", or "our"), you agree to be bound by these Terms & Conditions ("Terms"). If you are using Waterfall on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

If you do not agree to these Terms, do not use Waterfall.

2. Description of Service

Waterfall is an AI-powered Excel add-in that provides:

  • Natural language processing for Excel operations
  • Financial modeling assistance
  • Data analysis and visualization tools
  • Formula generation and optimization
  • Python code execution for advanced calculations

The Service requires:

  • A compatible version of Microsoft Excel
  • An active internet connection
  • A valid Waterfall account

3. Account Registration

3.1 Account Requirements

To use Waterfall, you must:

  • Provide accurate and complete registration information
  • Be at least 16 years old
  • Have the legal capacity to enter into these Terms
  • Not be barred from using the Service under applicable law

3.2 Account Security

You are responsible for:

  • Maintaining the confidentiality of your account credentials
  • All activities that occur under your account
  • Immediately notifying us of any unauthorized use
  • Ensuring your account information remains current and accurate

4. Acceptable Use Policy

4.1 Permitted Use

You may use Waterfall for legitimate business and personal purposes, including:

  • Financial modeling and analysis
  • Data processing and visualization
  • Spreadsheet automation
  • Educational purposes

4.2 Prohibited Use

You agree NOT to:

  • Use Waterfall for any illegal or unauthorized purpose
  • Violate any laws in your jurisdiction
  • Process data you don't have rights to use
  • Attempt to reverse engineer or hack the Service
  • Use the Service to create competing products
  • Share your account with unauthorized users
  • Use automated systems to access the Service beyond normal use
  • Process sensitive personal data without appropriate legal basis
  • Generate or process content that is harmful, offensive, or discriminatory
  • Circumvent any usage limits or security measures

5. Subscription and Payment

5.1 Subscription Plans

Waterfall offers various subscription plans with different features and usage limits. Current pricing and plan details are available on our website and within the application.

5.2 Payment Terms

  • Subscriptions are billed in advance on a recurring basis (monthly or annually)
  • All fees are exclusive of applicable taxes
  • You authorize us to charge your payment method for all fees
  • Payment obligations are non-cancelable except as provided in these Terms

5.3 Free Trials

  • Free trials, if offered, are for new users only
  • We may require payment information to start a free trial
  • If you don't cancel before the trial ends, you will be charged for the subscription

5.4 Refunds

  • Monthly subscriptions: No refunds for partial months
  • Annual subscriptions: Pro-rata refund available within 14 days of purchase
  • No refunds for violations of these Terms

6. Intellectual Property Rights

6.1 Our Property

Waterfall and its original content, features, and functionality are owned by Inoteq Ltd and are protected by international copyright, trademark, and other intellectual property laws. Our trademarks may not be used without express written permission.

6.2 Your Content

You retain ownership of all content you process through Waterfall, including:

  • Your Excel data and spreadsheets
  • Formulas and calculations you create
  • Any outputs generated from your inputs

6.3 License to Use Your Content

By using Waterfall, you grant us a limited license to process your content solely to:

  • Provide the Service to you
  • Generate AI responses to your requests
  • Improve the Service (only with anonymized, aggregated data)

We do not use your specific content to train our AI models or share it with other users.

6.4 Feedback

Any suggestions, feedback, or ideas you provide about Waterfall become our property and may be used without compensation to you.

7. Privacy and Data Protection

7.1 Privacy Policy

Your use of Waterfall is subject to our Privacy Policy, which describes how we collect, use, and protect your information.

7.2 Data Processing

  • We process your Excel data only as necessary to provide the Service
  • Data is processed temporarily and not stored on our servers beyond immediate processing needs
  • We do not access your broader Microsoft 365 data beyond what you explicitly share

7.3 Confidentiality

We will maintain the confidentiality of your data and not disclose it except:

  • As required by law
  • With your explicit consent
  • To provide the Service through our subprocessors

8. Third-Party Services

8.1 Integration with Microsoft Excel

Waterfall operates within Microsoft Excel. Your use of Excel remains subject to Microsoft's terms of service. We are not responsible for Excel's functionality or availability.

8.2 AI Services

We use third-party AI services (Google Vertex AI, AWS Bedrock) to power our AI features. These services process your queries according to their respective terms and privacy policies.

8.3 No Endorsement

Reference to any third-party services does not constitute endorsement by us.

9. Disclaimers and Limitations

9.1 "As Is" Service

Waterfall is provided "as is" and "as available" without warranties of any kind, express or implied, including but not limited to:

  • Merchantability
  • Fitness for a particular purpose
  • Non-infringement
  • Accuracy or reliability of results

9.2 No Professional Advice

Waterfall provides tools and assistance but does not constitute:

  • Professional financial advice
  • Legal, tax, or accounting advice
  • Investment recommendations

Always consult qualified professionals for important decisions.

9.3 AI Limitations

You acknowledge that AI-generated content may:

  • Contain errors or inaccuracies
  • Not be suitable for all purposes
  • Require human review and verification

You are responsible for reviewing and verifying all outputs before use.

10. Limitation of Liability

10.1 Maximum Liability

To the maximum extent permitted by law, Inoteq Ltd's total liability for any claims arising from these Terms or your use of Waterfall shall not exceed the amount you paid us in the 12 months preceding the claim.

10.2 Excluded Damages

We shall not be liable for:

  • Indirect, incidental, special, or consequential damages
  • Loss of profits, revenue, or data
  • Business interruption
  • Damages from your reliance on AI-generated content

10.3 Essential Purpose

These limitations apply even if remedies fail their essential purpose and regardless of the legal theory on which the claim is based.

11. Indemnification

You agree to defend, indemnify, and hold harmless Inoteq Ltd, its officers, directors, employees, and agents from any claims, damages, or expenses arising from:

  • Your violation of these Terms
  • Your use of the Service
  • Your content or data
  • Your violation of any third-party rights
  • Any harm caused by your reliance on Service outputs

12. Termination

12.1 Termination by You

You may terminate your account at any time through the account settings or by contacting support. Termination does not entitle you to refunds.

12.2 Termination by Us

We may suspend or terminate your account immediately if:

  • You violate these Terms
  • Your payment fails
  • We're required to by law
  • We discontinue the Service

12.3 Effect of Termination

Upon termination:

  • Your access to Waterfall will cease immediately
  • You must stop using the Service
  • We may delete your account data after 30 days
  • Provisions that should survive termination will remain in effect

13. Changes to Terms

We may modify these Terms at any time. If we make material changes:

  • We'll notify you via email or in-app notification
  • You'll have 30 days to review changes
  • Continued use after changes constitutes acceptance
  • If you disagree, you may terminate your account

14. General Provisions

14.1 Governing Law

These Terms are governed by the laws of the United Kingdom, without regard to conflict of law principles. Any disputes shall be resolved in the courts of the United Kingdom.

14.2 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Inoteq Ltd regarding Waterfall.

14.3 Severability

If any provision of these Terms is found invalid or unenforceable, the remaining provisions will continue in full force.

14.4 No Waiver

Our failure to enforce any right or provision is not a waiver of that right or provision.

14.5 Assignment

You may not assign or transfer these Terms. We may assign our rights and obligations without restriction.

14.6 Force Majeure

Neither party is liable for delays or failures due to causes beyond reasonable control, including acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

15. Specific Terms for Different User Types

15.1 Individual Users

If you are an individual user, you are personally responsible for compliance with these Terms.

15.2 Business Users

If you are a business:

  • You warrant that you have all necessary rights to the data you process
  • You are responsible for your employees' use of the Service
  • You may not resell or redistribute access to the Service without written permission

15.3 Educational Users

Educational institutions may be eligible for special pricing and terms. Contact us for details.

16. Export Compliance

You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce and trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control.

17. Contact Information

For questions about these Terms, please contact:

Inoteq Ltd (trading as Waterfall)
Email: support@getwaterfall.ai

18. Definitions

  • "Content": Any data, text, files, information, or materials you submit to or process through Waterfall
  • "Effective Date": The date you first access or use Waterfall
  • "Service": The Waterfall Excel Add-in and all related features and functionality
  • "Subscription Period": The period for which you have paid for access to Waterfall
  • "User": Any individual who accesses or uses Waterfall

19. Additional Terms for Microsoft AppSource

If you obtained Waterfall through Microsoft AppSource:

  • These Terms supplement any applicable Microsoft terms
  • In case of conflict, these Terms govern your use of Waterfall
  • Microsoft is not a party to these Terms and has no obligations regarding Waterfall

By using Waterfall, you acknowledge that you have read, understood, and agree to be bound by these Terms & Conditions.

Last Updated: September 2025