This is the previous version of our policies and notices. View the current policies and notices here.
Last Modified: October 15, 2025
See the previous Terms of Sale here
This Groq Services Agreement (the “Agreement”) is entered as of the Effective Date between the person or entity agreeing to the Agreement (“you”, or “Customer”) and the Groq Contracting Party (defined below and referred to as “Groq”) and governs your use of GroqChat, Groq Playground, GroqCloud, and any other service provided by Groq for developers, businesses, or enterprise organizations that references these terms as well as all related Groq tools, documentation and software (collectively, the "Cloud Services") and the AI Model Services (defined below) provided by Groq and its Affiliates. Cloud Services and the AI Model Services under this Agreement are not for consumer use.
If you are accepting this Agreement on behalf of a Customer as its agent or as otherwise permitted by applicable law, you represent and warrant that (i) you have full legal capacity and authority to bind Customer to this Agreement; (ii) you have read and understand this Agreement; and (iii) you agree on behalf of Customer to this Agreement. By clicking “I agree,” accepting the Order Form, or using the Cloud Services, the Customer agrees to this Agreement.
If you signed an offline variant of this Agreement for use of the Cloud Services, the terms below do not apply to you, and your offline terms govern your use of the applicable Cloud Services.
You must be 18 years of age or older to access or use the Cloud Services. By using the Cloud Services, you represent that you are age 18 or older. If you are not 18 or older, you may not access or use the Cloud Services.
3.1 Cloud Services Use. During the Order Term, Groq will provide the Cloud Services in accordance with the terms and conditions of this Agreement. Subject to Customer’s ongoing compliance with the terms and conditions of this Agreement, Groq grants you a non-exclusive, non-transferable, and limited right to access and use the Cloud Services in accordance with, and during the Term of, this Agreement, including the right to use Groq’s APIs to integrate the Cloud Services and AI Model Services into your Customer Application and to make the Cloud Services and AI Model Services available to End Users through your Customer Applications.
3.2 Accounts. Customer must have an Account to use the Cloud Services and is responsible for the information it provides to create the Account, the security of its passwords for the Account (including any keys for Groq’s APIs), and for any use of its Account. Groq has no obligation to provide multiple accounts to Customer. Customer will only make its Account available to Authorized Account Users. Customer is responsible for its Authorized Users’ use of the Cloud Services and AI Model Services, and for their compliance with Customer obligations under this Agreement. Customer may not resell or lease access to its Account.
3.3 Affiliate Usage and Separate Purchases. Groq provisions the Cloud Services to specific entities using dedicated workspaces and organizational IDs. Customer Affiliates may use the Cloud Services under Customer’s Account, which means Customer and its Affiliates usage will occur in the same workspace and under the organizational IDs issued by the Customer to such Affiliates. Customer will be responsible and liable for all acts and omissions of its Affiliates that access the Cloud Services in connection with this Agreement as if they were Customer’s own acts or omissions. If Customer Affiliates’ purchase and use of the Cloud Services is intended to be separate from Customer’s, then the Affiliate must execute a separate Order Form. Groq will then create a separate workspace and organizational ID for that Affiliate and provision the Cloud Services accordingly. If Customer Affiliates enter into an Order Form under this Agreement they will be bound by this Agreement.
3.4 Protection of Customer Data. Groq will only access, use, and otherwise process any Personal Data contained in the Customer Data in accordance with the DPA and any PHI contained in the Customer Data in accordance with the BAA. Groq has implemented and will maintain technical, organizational, and physical measures to protect Customer Data, as further described in the DPA and BAA, as applicable.
3.5 Updates.
3.5.a. To the Cloud Services. Groq may update the Cloud Services from time to time, including by adding or removing features, increasing or decreasing capacity limits, offering new services or discontinuing certain services. Except to the extent that you have prepaid for certain Cloud Services for which Groq may issue a refund, we will not be liable for any change to or any Suspension or discontinuation of the Cloud Services or your access to them.
3.5.b. To this Agreement. We may make updates to this Agreement and our pricing terms from time to time. Material updates to this Agreement will become effective 30 days after they are posted. Notwithstanding the preceding sentence, to the extent any updates apply to new functionality or are required to comply with applicable law, they will be effective immediately. If the updates include material changes that affect your rights or obligations, we will notify you of the changes by reasonable means, which could include notification through the Cloud Services or via email. Your continued use of the Cloud Services following the effective date of any updates to this Agreement constitutes acceptance of those changes. If Customer does not agree to the updated Agreement, Customer may stop using the Cloud Services. To the extent that Customer stops using the Cloud Services as a result of a change to the Agreement and Groq determines in its reasonable discretion that the change will have a material adverse effect on Customer's rights or obligations under this Agreement, Customers that have prepaid for Cloud Services may terminate this Agreement and the applicable Order Form by written notice to Groq and Groq will refund all prepaid unused Fees as of the date of termination.
3.5.c. To the URL Terms. Groq may make commercially reasonable updates to the URL Terms from time to time by posting any such update at the relevant URL. Unless otherwise noted by Groq, updates that relate to new functionality or services, the DPA or the BAA, or are required by applicable law, will be effective immediately. Any other material updates to the URL Terms will become effective 30 days after they are posted.
3.6 Beta Services. From time to time, we may make available products, services, features, or functionality to you that are not generally made available to our Customers or are designated as GroqLabs, alpha, beta, experimental, pilot, trial, preview, pre-release, pre-production, early access, or similar designation (“Beta Services”). The purpose of Beta Services testing is to evaluate the functionality, performance, and usability of the Beta Services. Beta Services are not Cloud Services under this Agreement. The Beta Services: (a) are not a final product and may contain defects, bugs, and other issues; and (b) are being provided solely on an “AS IS” and “AS AVAILABLE” basis without any warranty of any kind, and may be modified or discontinued in our sole discretion at any time. YOU ASSUME ALL RISKS AND COSTS ASSOCIATED WITH YOUR USE OF THE BETA SERVICES. Additionally, we are not obligated to provide any indemnity, maintenance, technical, or other support for the Beta Services. Except as otherwise expressly indicated in Documentation, Groq’s DPA and BAA do not apply to Beta Services.
3.7 Third-Party Offerings. Customer may, in its sole discretion, elect to use Third-Party Offerings through or with the Cloud Services and acknowledges and agrees that Third-Party Offerings are not Cloud Services provided by Groq and may be subject to additional separate terms. By accessing a Third-Party Offering, Customer agrees to the applicable Third-Party Offering terms. Customer’s access or use of Third-Party Offerings are governed by this Agreement and the relevant Third-Party Offering terms. Groq disclaims all Liability arising from Customer’s use of Third-Party Offerings and Groq’s indemnification obligations under the Agreement do not apply to allegations arising from Third-Party Offerings.
4.1 AI Model Terms. Customer and its Authorized Users will comply with the applicable AI Model Terms for each AI Model Service that is used under this Agreement. Customer and its Authorized Users are solely responsible for their use of the AI Model Services and for complying with the AI Model Terms. In the event of any conflict or inconsistency between the terms of this Agreement and the AI Model Terms, the AI Model Terms will control solely with respect to such use of an AI Model Service. Groq may share information, that does not include Customer Data, about your use of an AI Model Service that is a Third-Party Offering with the developer, publisher, or provider of that AI Model Service.
4.2 Inputs and Outputs. Customer and its Authorized Users are responsible for all Inputs. Customer represents and warrants that it and its Authorized Users have all rights, licenses, and permissions required to submit Inputs to the AI Model Services. Customer and its Authorized Users are solely responsible for all use of the Outputs and for evaluating the accuracy and appropriateness of Output for their use case. Groq does not access, use, store, or retain Inputs or Outputs except as necessary to provide the Cloud Services, in accordance with the Customer's permission or instruction, comply with applicable law, ensure the reliable operation of the Cloud Services, or confirm Customer’s compliance with the AUP. Eligible Customers may enable Groq's zero data retention setting in the Console to prevent access by Groq to Inputs and Outputs for the purposes of ensuring reliable operation of the Cloud Services or compliance with the AUP. For clarity, Groq is not permitted to use Inputs or Outputs for training or fine-tuning any AI Model Services or other models, unless explicitly granted permission or instructed by Customer.
4.3 AI Model Services Disclaimer. Customer acknowledges that AI Model Services may, in some scenarios, produce the same or similar generated Output for multiple customers. The AI Model Services may sometimes provide inaccurate or offensive content that does not represent Groq’s views. Customer and its Authorized Users agree to use discretion before relying on, publishing, or otherwise using Output provided by the AI Model Services. The AI Model Services should not be used for medical, legal, financial, or other professional advice. Output generated by code generation features of AI Model Services may be subject to third-party licenses, including open source licenses. For the avoidance of any doubt and to the extent permitted by applicable law, the AI Model Services are provided without any express or implied warranty regarding the quality or the accuracy of the AI Model Services (including Outputs). By using the AI Model Service, you acknowledge that the Outputs generated may be incomplete or inaccurate.
4.4 Deprecation. Groq may deprecate the AI Model Services at any time and will use commercially reasonable efforts to provide Customer with reasonable prior notice before such deprecation. Please see Groq’s model deprecation documentation for the latest information regarding AI Model Services availability. In the event that a specific AI Model Service is deprecated, Groq will use commercially reasonable efforts to provide an alternative model to ensure continued service and functionality, if available. If Customer has prepaid for use of a specific AI Model Service through the Cloud Services in an Order Form signed by the Customer, and such AI Model Service is deprecated without an alternative model, Groq will provide a pro rata refund for any prepaid unused Fees attributable to such deprecated AI Model Service.
4.5 Fine-tuned AI Model Services or Customer Supplied AI Model Services. At Groq’s sole discretion, Groq may agree to host Customer's fine-tuned version of an AI Model Service or any other Customer-supplied AI Model Service and may provide reasonable engineering and technical support to facilitate the integration of such Customer supplied AI Model Service through the Cloud Services for Customer Applications. Customer grants Groq and its Affiliates a worldwide, non-exclusive, non-sublicensable, non-transferable right to use the Customer supplied AI Model Service solely for the purpose of maintaining and providing the Cloud Services to Customer during the Order Term. Customer represents and warrants it has all rights in the Customer supplied AI Model Service necessary to grant the rights contemplated by this Agreement for Groq and its Affiliates to provide the Cloud Services to Customer for its sole use of such Customer supplied AI Model Service. Groq disclaims all Liability arising from the Customer supplied AI Model Services and Groq’s indemnification obligations under the Agreement do not apply to allegations arising from Customer supplied AI Model Services.
4.6 Agentic AI Model Services and Cloud Services. Customer is solely responsible for (a) authorizing an agentic AI Model Service or Cloud Service’s access and connection to any data, applications, and systems, (b) the actions and tasks performed by any agentic features of an AI Model Service or Cloud Service that it uses, and (c) complying with any legal, regulatory, or licensing requirements applicable to its use of the agentic features of an AI Model Service or Cloud Service.
5.1 Pricing. Prices for the Cloud Services and AI Model Services are as published at https://groq.com/pricing/ or otherwise agreed to in an Order Form. Certain Cloud Services and AI Model Services may be designated as fee-free or otherwise available without triggering a payment for a limited time or based on usage limits. Specific Customer pricing agreed to in an Order Form is applicable for the specified Order Term, may be required to be payable in advance, and is subject to quantities purchased not being decreased during the Order Term. For pricing agreed to in an Order Form, to the extent Customer’s use exceeds the usage specified in the Order Form, Groq or Customer’s reseller will bill Customer for the excess use in arrears calculated based on the fee per token use published at https://groq.com/pricing/ or as otherwise agreed to in such Order Form. Groq reserves the right to correct pricing errors or mistakes at any time.
5.2 Billing. Groq will issue an electronic bill or invoice to Customer or Customer’s reseller for all Fees, including, if applicable, Fees based on Customer's use of the Cloud Services, AI Model Services or other services during the applicable Fee Accrual Period. Customer will pay all Fees in US Dollars (USD) or the currency specified in the Order Form. If Customer pays by credit card, debit card, or other non-invoiced form of payment, Customer will pay all Fees immediately at the end of the Fee Accrual Period or, if Customer has agreed to automatic payments, when otherwise charged by Groq. If Customer pays by invoice, Customer will pay Groq all invoiced amounts by the Payment Due Date. Unless required by law, Customer's obligation to pay all Fees is non-cancellable. For Cloud Services, Groq's metering or measurement tools (as can be seen in the dashboard in Console) will be used to determine Customer's usage of the Cloud Services or AI Model Services, as applicable. Groq has no obligation to provide multiple bills. Payments made via wire transfer must include the bank information provided by Groq.
5.3 Taxes. Fees are exclusive of Taxes, which Groq will charge as required by applicable law in connection with the Cloud Services and AI Model Services. Groq will use the name and address in the Account as the place of supply for tax purposes. Customer is responsible for any Taxes, and will pay Groq for the Cloud Services and AI Model Services without any reduction for Taxes. If Groq is obligated to collect or pay any Taxes, the Taxes will be invoiced to Customer and Customer will pay such Taxes to Groq, unless Customer provides Groq with a timely and valid tax exemption certificate in respect of those Taxes. If any such deduction or withholding for Taxes is required by law, Customer will increase the payment to Groq, so that the net amount received equals the amount invoiced. Customer will provide Groq with any tax identification information that Groq may require to ensure its compliance with applicable tax regulations and authorities in applicable jurisdictions. Customer will be liable to pay (or reimburse Groq for) any taxes, interest (where permissible), penalties, or fines arising out of any mis-declaration by Customer.
5.4 Payment Disputes & Refunds. Any payment dispute must be submitted in good faith before the date on which a payment is due. If Groq, having reviewed the dispute in good faith, determines that certain billing inaccuracies are attributable to Groq, Groq will either issue a corrected invoice or a credit specifying the incorrect amount in the affected invoice. If a disputed invoice has not yet been paid, Groq will apply the credit amount to a disputed invoice and Customer will be responsible for paying the resulting net balance due on that invoice. Refunds given by Groq for billing inaccuracies under this Section 5.4 (Payment Disputes & Refunds) will be in the form of credit for the Cloud Services. Nothing in this Agreement obligates Groq to extend credit to any party.
5.5 Delinquent Payments; Suspension. Late payments (which do not include amounts subject to a good faith payment dispute submitted before the date on which a payment is due), may bear interest, where permissible, at the rate of 1.5% per month (or the highest rate permitted by law, if less) from the date on which such payment is due until paid in full. Customer will be responsible for all reasonable expenses (including attorneys' fees) incurred by Groq in collecting such delinquent amounts. Further, in the event of any late payment for the Cloud Services, Groq may Suspend provision of the Cloud Services until payment is received. Groq reserves any other rights of collection it may have.
5.6 Service Credits. Customer may prepay for Cloud Services by purchasing Service Credits. Service Credits are subject to the Service Credit Terms.
6.1 Compliance. Customer will (a) ensure that Customer's use of the Cloud Services and the AI Model Services complies with this Agreement and any applicable AI Model Terms; (b) use commercially reasonable efforts to prevent and terminate any unauthorized use of, or access to, the Cloud Services; and (c) promptly notify Groq of any unauthorized use of, or access to, the Cloud Services, Account, or Customer's password of which Customer becomes aware.
6.2 Privacy. Customer represents and warrants that it has obtained all necessary consents and provided all required notices to permit: (a) Customer's use and receipt of the Cloud Services and AI Model Services; and (b) Groq's accessing, storing, and processing of data provided by Customer (including Customer Data) under this Agreement, as applicable.
6.3 Restrictions. Customer will not, and will not allow its Authorized Users to, (a) copy, modify, or create a derivative work of the Cloud Services; (b) reverse engineer, decompile, translate, disassemble, or otherwise attempt to extract any or all of the source code of, the Cloud Services (except to the extent such restriction is expressly prohibited by applicable law); (c) sell, resell, sublicense, transfer, or distribute any of the Cloud Services except as expressly approved by Groq; (d) access or use the Cloud Services or AI Model Services: (i) for High Risk Activities; (ii) in violation of the AUP; (iii) in a manner intended to avoid incurring Fees; (iv) for materials or activities that are subject to ITAR maintained by the United States Department of State; (v) in a manner that breaches, or causes the breach of, Export Control Laws; or (vi) to create, receive, maintain, transmit, store, or process PHI except as permitted by the BAA and in compliance with applicable laws; (e) use the Cloud Services to, directly or indirectly, develop or improve products, services, or other offerings that are similar or compete with the Cloud Services; or (f) modify, tamper with, remove, obscure, or otherwise alter any transparency or provenance information that may be included in information such as metadata, digital signatures, or watermarks associated with the Output generated by AI Model Services accessed through Cloud Services that is used to identify it as being generated using a generative artificial intelligence model. To the extent Customer or its Authorized Users use the Cloud Services and AI Model Services as part of a Customer Application that is directed towards or is likely to be accessed by individuals under the age of majority in their state or territory, Customer will be solely responsible for ensuring that the Customer Application complies with all applicable laws and regulations related to (x) the use of the Customer Application by individuals under the age of majority in their state or territory, and (y) any collection of Personal Data from individuals under the age of majority in their state or territory.
6.4 Documentation. Customer will comply with any Documentation provided by Groq for Customer's use of the Cloud Services.
6.5 Copyright. Groq responds to notices of alleged copyright infringement and terminates the Accounts of repeat infringers in appropriate circumstances as required to maintain safe harbor for online service providers under the U.S. Digital Millennium Copyright Act. Customer will follow Groq's Notice and Procedure for Making Claims of Copyright Infringement for notifying us if you believe that your work has been copied in a way that constitutes copyright infringement.
In addition to its other rights of Suspension, Groq may also Suspend all or part of Customer's use of the Cloud Services or AI Model Services without prior notice if Groq reasonably believes or determines that (a) Suspension is necessary to protect the Cloud Services or AI Model Services, Groq’s infrastructure supporting the Cloud Services, or any other customer of the Cloud Services (or its authorized users); (b) there is suspected unauthorized third-party access to the Cloud Services; (c) immediate Suspension is required to comply with any applicable law; or (d) Customer is in breach of Section 6.3 (Restrictions), the AUP, or any applicable service specific term. Groq will lift any such Suspension when the circumstances giving rise to the Suspension have been resolved to Groq’s satisfaction. At Customer's request, Groq will, unless prohibited by applicable law, notify Customer of the basis for the Suspension as soon as is reasonably possible. Groq will have no Liability for any damages, losses or liabilities (including loss of data or profits), or any other consequences that Customer may incur because of a Suspension.
8.1 Intellectual Property Rights and Permissions. Except as expressly stated in this Agreement, this Agreement does not grant either party any rights, implied or otherwise, to the other's content or any of the other's intellectual property. As between the parties, Customer retains all Intellectual Property Rights in Customer Data (including in Inputs and Outputs), any Customer Application, Customer Training Data, and Customer supplied AI Model Service. Groq retains all Intellectual Property Rights in the Cloud Services. Customer obtains only a limited right to access and use the Cloud Services. Customer grants Groq the limited rights that may be reasonably necessary for Groq to deliver the Cloud Services and AI Model Services. This limited permission also extends to Groq's Affiliates, sub-processors, and contractors.
8.2 Customer's Training Data. Customer may in its sole discretion supply Groq with data for the purposes of prompting, fine-tuning, or customizing the AI Model Services or Cloud Services for Customer's needs ("Customer Training Data"). Groq will not use such Customer Training Data other than to provide the Cloud Services to Customer. Customer grants Groq and its Affiliates a worldwide, non-exclusive, non-sublicensable, non-transferable license to use the Customer Training Data solely for the purpose of providing the Cloud Services to Customer during the Order Term. Customer represents and warrants it has all rights in the Customer Training Data necessary to grant the rights contemplated by this Agreement for Groq and its Affiliates to provide the Cloud Services to Customer for its sole use.
8.3 Feedback. Either party may provide feedback or suggestions to the other party ("Feedback"). Feedback may be used by the receiving party without any restriction, obligation, or compensation to the party who provided Feedback.
Groq will provide onboarding support in accordance with the Customer’s support tier listed under the billing plans in Console, which includes guidance on initial setup, configuration, functional testing of the Cloud Services, assistance with API authentication, environment configuration, and testing of initial workflows. Customer may purchase additional professional services, integration services, fine-tuning services, or service level commitments from Groq, each of which will be governed by a separate agreement or supplemental terms published by Groq or otherwise made available to Customers in the Console.
10.1 Obligations. The recipient will only use the disclosing party's Confidential Information to exercise the recipient's rights and fulfill its obligations under this Agreement and will use reasonable care to protect against the disclosure of the disclosing party's Confidential Information. The recipient may disclose Confidential Information only to its and its Affiliates' employees, agents, subcontractors, or professional advisors ("Representatives") who need to know it and who have agreed in writing (or in the case of professional advisors are otherwise bound) to obligations of confidentiality at least as protective as those provided in this Agreement. The recipient will ensure that its Representatives use the received Confidential Information with reasonable care only to exercise rights and fulfill obligations under this Agreement. The recipient is responsible for all acts and omissions of its Representatives.
10.2 Required Disclosure. In the event that recipient or any of its Representatives is required to disclose Confidential Information to the extent necessary to comply with the requirements of law, legal process (including deposition, interrogatory, request for documents, subpoena, civil investigative demand, or similar process) or valid order of a court of competent jurisdiction, the recipient will (a) notify the disclosing party prior to making such disclosure in order to permit disclosing party to seek confidential treatment of such Confidential Information; and (b) in any event disclose only that portion of disclosing party's Confidential Information that is legally required to be disclosed.
11.1 Agreement Term. The term of this Agreement (the "Term") will begin on the Effective Date and continue until the earlier of (a) the end of the applicable Order Term; or (b) termination of this Agreement as stated in this Section 11 (Term and Termination).
11.2 Termination for Breach.
11.2.a Termination of an Order Form. Either party may terminate an Order Form if the other party is in material breach of this Agreement and fails to cure that breach within 30 days after receipt of written notice.
11.2.b Termination of this Agreement. To the extent permitted by applicable law, either party may terminate this Agreement immediately on written notice if (i) the other party is in material breach of this Agreement and fails to cure that breach within 30 days after receipt of written notice of the breach; or (ii) the other party ceases its business operations or becomes subject to insolvency proceedings and the proceedings are not dismissed within 90 days.
11.2.c Any such termination exercised by a party under clauses (a) or (b) of this Section 11.2 (Termination for Breach) will occur automatically without the need for a judicial hearing or further order or notice.
11.3 Termination for Convenience. Customer may stop using the Cloud Services at any time. Subject to any financial commitments in an Order Form, Customer may terminate this Agreement for its convenience at any time on prior written notice and, upon termination, must cease use of the applicable Cloud Services. Groq may terminate this Agreement or any applicable Order Form for its convenience at any time with 30 days' prior written notice to Customer.
11.4 Termination Due to Applicable Law; Violation of Laws; Incurable Breach. Groq may terminate this Agreement immediately upon written notice if Groq reasonably believes that (a) continued provision of any Cloud Service or AI Model Service used by Customer would violate applicable law(s); (b) Customer has violated or caused Groq to violate any Anti-Bribery Laws or Export Control Laws; or (c) Customer has breached this Agreement in a manner that is incapable of remedy, including breach of Section 10 (Confidential Information).
11.5 Effect of Termination. If this Agreement terminates, then all Order Forms also terminate. If this Agreement or an Order Form is terminated, then (a) all rights and access to the Cloud Services and AI Model Services governed by the applicable Order Form(s) will terminate (including access to Customer Data, Customer Training Data and any Customer supplied AI Model Service, if applicable); and (b) Groq will delete any Customer Data, Customer Training Data, and Customer supplied AI Model Service, as applicable, in its systems within 30 days, unless otherwise described in this Agreement or the Order Form or if Groq is required to retain any such information under applicable law. All Fees owed by Customer to Groq under this Agreement or Order Form, as applicable, are immediately due upon Customer's receipt of the final invoice. If Groq terminates this Agreement under Section 11.3 (Termination for Convenience), it will refund Customer any prepaid unused Fees.
Each party represents and warrants that (a) it has full power and authority to enter into this Agreement; and (b) it will comply with all laws applicable to its provision, receipt, or use of the Cloud Services and AI Model Services, as applicable.
Except as expressly provided for in this Agreement, Groq does not make and expressly disclaims to the fullest extent permitted by applicable law (a) any warranties of any kind, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular use, title, non-infringement, or error-free or uninterrupted use of the Cloud Services; and (b) any representations about content on or accessible through the Cloud Services. In addition, Groq disclaims all Liability related to the AI Model Services and Customer’s use of such AI Model Services.
14.1 LIMITATION ON INDIRECT LIABILITY. TO THE EXTENT PERMITTED BY APPLICABLE LAW AND SUBJECT TO SECTION 14.3 (UNLIMITED LIABILITIES), NEITHER PARTY WILL HAVE ANY LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT FOR ANY (A) INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES; OR (B) LOST REVENUES, PROFITS, SAVINGS, OR GOODWILL.
14.2 LIMITATION ON AMOUNT OF LIABILITY. EACH PARTY'S TOTAL AGGREGATE LIABILITY FOR DAMAGES ARISING OUT OF OR RELATING TO THE AGREEMENT IN CONNECTION WITH THE CLOUD SERVICES IS LIMITED TO THE FEES CUSTOMER PAID FOR SUCH CLOUD SERVICES DURING THE 12-MONTH PERIOD BEFORE THE EVENT GIVING RISE TO LIABILITY, EXCEPT GROQ'S TOTAL AGGREGATE LIABILITY FOR DAMAGES ARISING OUT OF OR RELATED TO BETA SERVICES AND ANY CLOUD SERVICES PROVIDED FREE OF CHARGE IS LIMITED TO $5,000.
14.3 UNLIMITED LIABILITIES. NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS EITHER PARTY'S LIABILITY FOR: (A) ITS FRAUD OR FRAUDULENT MISREPRESENTATION, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; (B) ITS OBLIGATIONS UNDER SECTION 15 (INDEMNIFICATION); (C) ITS INFRINGEMENT OF THE OTHER PARTY'S INTELLECTUAL PROPERTY RIGHTS; (D) ITS PAYMENT OBLIGATIONS UNDER THIS AGREEMENT; (E) BREACH OF SECTION 10 (CONFIDENTIAL INFORMATION); OR (F) MATTERS FOR WHICH LIABILITY CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
15.1 Groq Indemnification Obligations. Groq will defend Customer Indemnified Parties using the Cloud Services (specifically excluding AI Model Services and Third-Party Offerings) and indemnify them against Indemnified Liabilities in any Third-Party Legal Proceeding to the extent arising from an allegation that such Cloud Service, as used in accordance with this Agreement, infringes the third party's Intellectual Property Rights.
15.2 Customer Indemnification Obligations. Customer will defend Groq Indemnified Parties providing the Cloud Services and indemnify them against Indemnified Liabilities in any Third-Party Legal Proceeding to the extent arising from (a) Customer Data, any Customer Application, Customer Training Data, and Customer supplied AI Model Service; or (b) Customer's or an Authorized User's use of the Cloud Services or AI Model Services in breach of Section 6.3 (Restrictions), the AUP, or any applicable service specific terms.
15.3 Exclusions. Sections 15.1 (Groq Indemnification Obligations) and 15.2 (Customer Indemnification Obligations) will not apply to the extent the underlying allegation arises from (a) the indemnified party's fraud, willful misconduct, violations of law, or breach of this Agreement; (b) a modification or combination of the indemnifying party's technology with materials not provided by the indemnifying party or made by the indemnifying party under this Agreement, unless the modification or combination is required by this Agreement and would not have arisen but for the modification or combination; or (c) in the case of Groq or any of its Affiliates as the indemnifying party, any Cloud Services provided to Customer free of charge.
15.4 Conditions. Sections 15.1 (Groq Indemnification Obligations) and 15.2 (Customer Indemnification Obligations) are conditioned on the following:
15.4.a Any indemnified party must promptly notify the indemnifying party in writing of any allegation(s) that preceded the Third-Party Legal Proceeding and reasonably cooperate with the indemnifying party to resolve the allegation(s) and the Third-Party Legal Proceeding; provided that the indemnified party’s breach of this Section 15.4.a will only reduce the indemnifying party's obligations under Section 15.1 (Groq Indemnification Obligations) or 15.2 (Customer Indemnification Obligations), as applicable, to the extent such breach prejudices the indemnifying party’s defense of the Third-Party Legal Proceeding.
15.4.b Any indemnified party must tender sole control of the indemnified portion of the Third-Party Legal Proceeding to the indemnifying party, subject to the following: (i) the indemnified party may appoint its own non-controlling counsel, at its own expense; and (ii) any settlement requiring the indemnified party to admit Liability, pay money, or take (or refrain from taking) any action, will require the indemnified party's prior written consent, not to be unreasonably withheld, conditioned, or delayed.
15.5 Remedies.
15.5.a If Groq reasonably believes the Cloud Services might infringe a third party's Intellectual Property Rights, then Groq may, at its sole option and expense (i) procure the right for Customer to continue using the Cloud Services; (ii) modify the Cloud Services to make them non-infringing without materially reducing their functionality; or (iii) replace the Cloud Services with a non-infringing alternative that has materially equivalent functionality. If Groq does not believe the remedies in this Section 15.5.a are commercially reasonable, then Groq may Suspend or terminate Customer's use of the impacted Cloud Services upon written notice to Customer and refund any prepaid Fees for any unused Cloud Services. Customer will promptly comply with all reasonable instructions provided by Groq with respect to the above, including any instruction to replace, modify, or cease use of the Cloud Services.
15.5.b Sole Rights and Obligations. Without affecting either party's termination rights and to the extent permitted by applicable law, Section 15.1 (Groq Indemnification Obligations) states the Customer's sole and exclusive remedy under this Agreement for any third-party allegations of Intellectual Property Rights infringement covered by this Section 15 (Indemnification).
16.1 Informal Dispute Resolution. If you have a concern that needs special attention, Groq is committed to working with you to reach a reasonable resolution. However, we can only do this if we know about it. Therefore, for any concern you may have related to this Agreement, you agree to first send a written description of it to our legal team so we have an opportunity to address it. You agree to work with Groq in good faith to resolve the concern. If for some reason the concern is not resolved satisfactorily within 60 days after we receive your email, and all necessary information, you may file a claim in accordance with the governing law and venue provisions below. The parties acknowledge and agree that a court order will not be required to give effect to any term or termination of this Agreement or of any Order Form.
16.2 Governing Law and Venue. The law applicable to and courts having jurisdiction over any dispute or lawsuit arising out of or in connection with this Agreement is dependent on the Groq Contracting Party and where the Customer is domiciled. Each party agrees to the applicable governing law without regard to choice or conflicts of law rules, and to the exclusive jurisdiction of the applicable courts, as described below. The parties specifically disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods to the interpretation or enforcement of this Agreement. You further agree to accept service of process by mail and waive all jurisdictional and venue defenses otherwise available.
| Groq Contracting Party: | If Customer is domiciled in: | Governing Law is: | Courts with Exclusive Jurisdiction are: |
|---|---|---|---|
| Groq, Inc. or Groq Public Sector, LLC P.O. Box 1778, Mountain View, California, 94042, USA | Americas, Asia, or Oceania | Laws of the State of California and controlling United States federal law | State and Federal Courts in the Santa Clara County, California, USA |
| Groq UK Limited 3 Hammersmith Grove, London W6 0ND, UK | Europe, Middle East, or Africa, excluding the Kingdom of Saudi Arabia | Laws of England and Wales | Courts in London, England |
If the Groq Contracting Party is Groq Limited, a Saudi limited liability company registered in Riyadh under commercial register number 1009094094 and dated 02/03/1446H, having its head office at 8476 Al Raidah Tower - Second Floor, King Fahad Road, Al Muhammadiya District, Riyadh 12363-4228, Kingdom of Saudi Arabia, any dispute, controversy, or claim arising out of or relating to this Agreement, including any dispute relating to the breach, existence, validity, performance, interpretation, or termination of the Agreement or any non-contractual obligation arising out of or relating to the Agreement, will be governed by the laws of the Kingdom of Saudi Arabia, and referred to and finally resolved by binding arbitration under such laws. The arbitration will be administered by the Saudi Center for Commercial Arbitration in accordance with its arbitration rules (“SCCA Arbitration Rules”), which are deemed to be incorporated by reference into this Section. There will be 3 arbitrators, appointed in accordance with the SCCA Arbitration Rules. The seat, or legal place, of arbitration will be the Saudi Center for Commercial Arbitration in Riyadh, Kingdom of Saudi Arabia, and the arbitration will be conducted in the English language. The arbitrators may award attorney’s fees and costs as part of the award in connection with the SCCA Arbitration Rules. The award of the arbitrators will be final and binding on the parties. Neither party nor its Representatives may disclose the existence, content, or results of any arbitration without the prior written consent of the other party, except as may be required to (a) comply with applicable law, including stock exchange regulations or governmental order, decree, regulation or rule, or (b) challenge an award in legal proceedings before a court or other judicial or governmental authority.
17.1 Notices. Notices to Customer must be sent to the email address(es) associated with Customer’s Account and notices to Groq must be sent by email to this address. Notice will be treated as received when the email is sent. Customer is responsible for keeping its email address current throughout the Term.
17.2 Assignment. Neither party may assign any part of this Agreement without the written consent of the other, except to an Affiliate or as part of a sale of all or substantially all of its business where (a) the assignee has agreed in writing to be bound by the terms of this Agreement; and (b) the assigning party has notified the other party of the assignment in writing at least 30 days in advance. Any other attempt to assign is void. This Agreement will be binding upon the parties and their respective successors and permitted assigns.
17.3 Force Majeure. Neither party will be liable for failure or delay in performance to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disasters, terrorism, riots, war, labor conditions, or power failures.
17.4 No Agency. This Agreement does not create any agency, partnership, or joint venture between the parties. Groq and Customer are not legal partners or agents but are independent contractors.
17.5 No Waiver. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this Agreement.
17.6 Severability. If any part of this Agreement is invalid, illegal, or unenforceable, the rest of this Agreement will remain in effect.
17.7 No Third-Party Beneficiaries. This Agreement does not confer any benefits on any third party unless it expressly states that it does.
17.8 Equitable Relief. Nothing in this Agreement will limit either party's ability to seek equitable relief.
17.9 Survival. Those provisions, which by their nature are intended to survive the termination or expiration of this Agreement to fulfill their essential purpose, will survive the termination or expiration of this Agreement, including: Section 4 (AI Model Services), Section 5 (Payment Terms), Section 8 (Intellectual Property Rights and Permissions; Feedback), Section 10 (Confidential Information), Section 11.5 (Effect of Termination), Section 12 (Additional Representations and Warranties), Section 13 (Disclaimer of Warranties), Section 14 (Limitation of Liability), Section 15 (Indemnification), Section 16 (Dispute Resolution; Governing Law and Venue), Section 17 (Miscellaneous), and Section 18 (Resold Customers).
17.10 Entire Agreement. This Agreement sets out all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. In entering into this Agreement, neither party has relied on, and neither party will have any right or remedy based on, any statement, representation, or warranty (whether made negligently or innocently), except those expressly stated in this Agreement. The URL Terms and Order Form(s) are incorporated by reference into this Agreement. After the Effective Date, Groq may provide an updated URL in place of any URL in this Agreement. Customer agrees that any terms and conditions contained in any purchase order Customer sends to Groq will not apply to this Agreement and are null and void.
17.11 Conflicting Terms. If there is a conflict among the documents that make up the Agreement, then the documents will control in the following order (of decreasing precedence) as relevant to the subject matter of the conflict: the DPA, the BAA, the AUP, this Agreement, the applicable Order Form, and then the AI Model Terms.
17.12 Interpretation. Headings and titles used in this Agreement are for reference purposes only and will not have any effect on the interpretation of this Agreement. The phrases "including", "such as", or "or" are not limiting.
17.13 U.S. Government Customers. This Section applies if Customer is a U.S. federal government entity. The terms used in this Section are defined in the Federal Acquisition Regulation and the Defense Federal Acquisition Regulation Supplement. The Cloud Services are provided to the U.S. Government as "commercial items," "commercial computer software," "commercial computer software documentation," and "technical data", and are subject to this Agreement, with the same rights and restrictions generally applicable to the Cloud Services. If Customer or any Authorized User is using Cloud Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government's needs or are inconsistent in any respect with federal law, Customer and such Authorized Users must immediately discontinue use of the Cloud Services. If greater rights are needed, a mutually acceptable written addendum specifically conveying such rights must supplement this Agreement.
17.14 Conflicting Languages. If this Agreement is made in the English language and any other local language, both versions are equally authentic. In the event of any inconsistency or differing interpretation between the different language versions, the English language version controls and the parties agree to amend the local language version to make it consistent with the English version.
17.15 Regional Terms. Customer agrees to the following modifications to this Agreement if Customer's billing address is in the applicable region as described below:
A new Section 3.8 is added as follows:
3.8. Communication, Space & Technology Commission’s Requirements. Groq is not liable for Customer Data or content that violates applicable laws or infringes Intellectual Property Rights and reserves the right to remove or restrict access to such content upon lawful orders, without liability for resulting damages.
Groq’s rights to Inputs and Outputs in Section 4.2 (Inputs and Outputs) are amended as follows: “Groq does not access, use, store, or retain Inputs or Outputs unless necessary to provide the Cloud Services or comply with applicable law.”
A new Section 13.2 is added as follows and Section 13 (Disclaimer of Warranties) is renumbered as Section 13.1:
13.2. This Section 13.2 applies only if the Cloud Services are subject to statutory guarantees under the Australian Competition and Consumer Act 2010 (“ACCA”). Applicable laws, including the ACCA, may confer rights and remedies into this Agreement that cannot be excluded, and which are not excluded by this Agreement. To the extent that the applicable laws permit Groq to limit their operation, Groq’s and its Affiliates’ Liability under those laws will be limited at its option, to the supply of the Cloud Services again, or payment of the cost of having the Cloud Services supplied again.
Section 16.2 (Governing Law and Venue) is amended by inserting the following text at the end of that Section 16.2: “IF APPLICABLE LAW PREVENTS A DISPUTE FROM BEING RESOLVED IN A CALIFORNIA COURT, THEN CUSTOMER MAY FILE THE DISPUTE IN CUSTOMER’S LOCAL COURTS. IF APPLICABLE LAW PREVENTS CUSTOMER’S LOCAL COURT FROM APPLYING CALIFORNIA LAW TO RESOLVE A DISPUTE, THEN THE DISPUTE WILL BE GOVERNED BY THE APPLICABLE LOCAL LAWS OF CUSTOMER’S COUNTRY, STATE, OR OTHER PLACE OF RESIDENCE.”
Section 17.10 (Entire Agreement) is amended by inserting the following text at the end of that Section 17.10: “Nothing in this Agreement excludes a party’s Liability for prior written or oral misrepresentation.”
This Section 18 (Resold Customers) applies only if (a) Customer orders Cloud Services from a Groq authorized unaffiliated third-party reseller under an active agreement with such reseller (such Cloud Services, “Resold Services”), and (b) Customer is entering into this direct agreement with Groq to provision those Resold Services.
18.1 Groq will provide to Customer the Resold Services described in the Order Form to the extent that there is a valid and binding order for such Resold Services between Groq and the authorized reseller. Groq may Suspend Cloud Services to Customer without Liability if at any time Customer or the reseller fails to maintain a billing account linked to its Account or with the reseller.
18.2 All prices for Resold Services will be solely determined between Customer and the reseller and all payment, billing, and invoicing terms under Customer's agreement with the reseller will prevail over this Agreement.
18.3 If Groq's agreement with the reseller or Customer's agreement with the reseller is terminated or expires, then the Cloud Services will no longer be provided to Customer, unless Customer enters into an Order Form for the Cloud Services directly with, and pays the applicable Fees to, Groq in accordance with the terms of this Agreement.
18.4 Subject to Section 14 (Limitation of Liability), Groq will not be liable for damages under this Agreement to the extent Customer has claimed damages from the reseller in respect of the same event or series of events.
18.5 Groq may share Customer Confidential Information, that does not include Customer Data, with the reseller subject to confidentiality obligations in this Agreement. Customer acknowledges and agrees that reseller may disclose Customer and Authorized User personal data to Groq as reasonably required for the reseller to handle any support issues that Customer escalates to or via the reseller.
18.6 At Customer's discretion, the reseller may access the Customer's Account. As between Groq and Customer, Customer is solely responsible for (a) any access by the reseller to Customer's Account; and (b) outlining any additional rights or obligations as between the Customer and the reseller with respect to the Resold Services. Groq will not have any Liability arising out of the reseller's (i) Suspension or termination of Customer's access to the Cloud Services; (ii) access to and visibility of Customer's Account and Customer's Account's billing information; (iii) offering or provisioning of reseller or third party products or services; or (iv) additional rights or obligations to Customer.
Last Modified: October 15, 2025
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide to our copyright agent, in writing, the information specified below. Please note that this procedure is exclusively for notifying Groq that your copyrighted material has been infringed.
Groq’s Copyright Agent for notice of claims of copyright infringement can be reached as follows:
Groq, Inc.
Attention: Copyright Agent/Legal Department P.O. Box 1778, Mountain View, CA, 94042, USA Email: [email protected]For purposes of complying with the requirements of the Register of Copyrights, Groq’s physical street address is Groq, Inc. 2700 Zanker Road, Suite 150, San Jose, CA 95134, USA. Notifications should be sent to the mailing address above and not to Groq’s physical street address.
Last Modified: October 15, 2025
GROQ is a trademark or registered trademark of Groq, Inc. in the U.S. and/or other countries.
Effective as of June 5, 2024
General Information Regarding These Terms of Use These terms of use and any other terms and conditions that may accompany the materials made through this website (collectively, the “Terms”) apply to all Groq.com webpages (collectively, the “Websites”). The Terms also apply to all information and services provided by Groq through the Websites, including without limitation the documents, materials and services available on the Groq Customer Portal at support.groq.com (together with the Websites, the “Services”). Services offered are provided subject to these Terms, the Groq Privacy Policy (available on the Groq Websites), and any additional terms specified on the relevant Website(s) or provided when Services are obtained, all of which are hereby incorporated by reference into these Terms. By accessing, visiting, or otherwise using the Websites, you agree to be bound by the Terms and have the legal authority to accept the terms. If you are an individual who is entering into these Terms on behalf of an entity, you represent and warrant that you have the power to bind that entity, and you hereby agree on that entity’s behalf to be bound by these Terms, with the terms “you,” and “your” applying to you, that entity, and other users accessing the Services on behalf of that entity.
Use of the Groq.com Site Groq is committed to ensuring a secure experience for everyone that accesses or uses the Websites. In order to achieve this, there are basic rules you must follow.
Groq follows the laws and you are required to do the same. You may use the Websites only for lawful purposes and in accordance with these Terms. Additionally, You agree not to:
Use the Website or Services in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). Exploit, harm, or attempt to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise. Violate copyright, trademark, or other intellectual property laws. Distribute unwanted, unsolicited, or harassing mass email or other messages, promotions, advertising, or solicitations (“spam”). Attack, abuse, interfere with, intercept, disrupt, or exploit any users, systems, or services, regardless of how accomplished and notwithstanding anything to the contrary in these Terms, including but not limited to Denial of Service (DoS), monitoring, crawling, spamming, using bots or scripts, or distributing malware (such as viruses, Trojan horses, worms, spyware, or adware). Attempt to collect, store, or publish personally identifiable information (a) without the owner’s knowledge and consent or (b) of a minor under the age of thirteen (13) in any circumstance. Post or transmit content on or through the Websites or Services that is harmful, offensive, obscene, abusive, invasive of privacy, defamatory, hateful or otherwise discriminatory, false or misleading, or incites an illegal act. You may not impersonate another person or entity or use or attempt to use another’s account or personal information without authorization. Access or use any application, system, service, tool, data, account, network, or content without authorization or for unintended purposes. Attempting to or circumventing the free tier limits of the Services, including any action that imposes, or may impose an unreasonable or disproportionately large load on our infrastructure, or sending Groq traffic beyond rate limits. Use the Services in any manner that impacts (i) the stability of the hardware running the Service, (ii) the operation or performance of the Service or other user’s experience or use of the Service, or (iii) the behavior of other applications that use the Service. Create or develop features that prevent or restrict use or copying of any content or that enforce limitations on use of the Service or any portion thereof. Buy, sell or transfer API keys without prior written consent. HIPAA. Unless otherwise specified in writing by Groq, Groq does not intend use of the Website to create obligations under the Health Insurance Portability and Accountability Act, as amended (“HIPAA”), and makes no representations that the Website satisfy HIPAA requirements or similarly privileged health information privacy requirements. If you are (or become) a “covered entity” or “business associate” as defined in HIPAA, you will not use the APIs for any purpose or in any manner involving transmitting protected health information to Groq unless you have received prior written consent to such use from Groq. 3. Changes to the Terms We may revise and update these Terms from time to time in our sole discretion. We will provide you at least 30 days advance notice for any material change to these Terms. All other changes are effective immediately when we post them. Your continued use of any Website or Services following the posting of revised Terms means that you accept and agree to the changes.
You agree that you are solely responsible for your reuse of information, content or materials made available through the Websites or Services, including providing proper attribution. You should review the terms of the applicable license prior to reuse.
Licensing: Nothing in these Terms grants you any license right or other rights to the Website, Groq Services, products or materials provided through the website.
Notwithstanding the restriction on licensing set forth in section 4, Content Available through the Services, User Data shall be owned by you and is not retained or used by Groq other than to perform the Generative AI Services hereunder. User Data includes any and all content generated by the Generative AI Services in response to a Prompt (“Outputs”) as well as your Prompts and Training Data. “Prompts” are defined as any and all instructions, queries, visual or textual cues given by you to the Generative AI Services in order to generate an Output. “Training Data” is user supplied data for fine tuning or customization of models and may comprise a collection of textual, visual, and/or multimedia data that provides the model with the necessary context, knowledge, and inspiration to generate meaningful, coherent and responsive Outputs.
If you supply any Training Data for the purpose of prompting, fine-tuning or customizing the Generative AI Services to your specific needs or use-case, Groq will not use the Training Data other than to perform the Generative AI Services for you. Groq does not permanently retain Prompts, Output or your Training Data on its servers.
When you use the Generative AI Services, you provide Prompts to generate Outputs in return on a third party model. You are solely responsible for your use of the Prompts and the Outputs and for complying with the terms of use specified by the third party model owner. You shall only use Prompts to which you own all required rights under applicable law and do so in a manner that is consistent with the applicable law. You shall not intentionally make the Generative AI Services generate Outputs infringing intellectual property rights, third party rights or applicable law, or use such infringing Outputs after you become aware of such infringement.
You hereby represent that you own your Prompts. You retain all the rights, including but not limited to the intellectual property rights to Your Prompts. You grant Groq a worldwide, revocable, non-exclusive, non-sublicensable, non-transferable right to use the Prompts, together with your Training Data, for the purpose of performing the Generative AI Services, for the term of these Terms.
Where applicable, Groq assigns to you, all the intellectual property rights Groq may have in the Outputs generated by your Prompts. This assignment is granted worldwide and for the entire legal term of protection of the Outputs by the intellectual property rights applicable as provided for by the applicable law. However, you are expressly prohibited to use the Outputs and/or any modified or derived version of the Outputs to (directly or indirectly) to reverse engineer any aspect of the Generative AI Services.
You agree that, due to the nature of Generative AI Services, if another user uses a Prompt similar to yours, the Generative AI Services may generate an Output similar or identical to yours. We do not warrant that your Output is not similar or identical to another user’s Output. Consequently, we will not indemnify you in case your Output is similar or identical to another user’s Output or Training Data.
You acknowledge and agree that Generative AI Services are inherently subject to certain unpredictabilities, as such Outputs depend on your Prompt and the technology behind the Generative AI Services which is complex and continuously evolving.
FOR THE AVOIDANCE OF ANY DOUBT AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE GENERATIVE AI SERVICES ARE PROVIDED WITHOUT ANY EXPRESS OR IMPLIED WARRANTY REGARDING THE QUALITY OR THE ACCURACY OF THE OUTPUTS. CONSEQUENTLY, YOU AGREE THAT THE OUTPUTS GENERATED BY GENERATIVE AI SERVICES MAY BE INCOMPLETE, NOT UP-TO-DATE OR NOT ENTIRELY ACCURATE.
The Generative AI Services may sometimes provide inaccurate or offensive content that doesn’t represent Groq’s views. You agree to use discretion before relying on, publishing, or otherwise using Output provided by the Generative AI Services. If you provide any feedback pertaining to the accuracy, relevance, and effectiveness of the Outputs, you grant Groq a worldwide, non-revocable, non-exclusive, non-sublicensable, non-transferable right to use your Feedback for the purpose of improving the Generative AI Services. You are responsible for making commercially reasonable efforts to make sure the Generative AI Services do not generate Outputs that contain offensive, inappropriate or illicit content. To this end, Groq strongly recommends that you implement appropriate moderation mechanisms for the model(s), by way of example, including the use of a system prompt that instructs the model to generate responses that are safe, respectful, and appropriate as well as providing clear and accessible guidelines for users. You are responsible for continuously monitoring and evaluating the model’s performance to identify and address any issues or concerns arising from your use. Because, neither we nor the model owners warrant that the Output generated will not be offensive, inappropriate or illicit, you are solely responsible for the use of the Output and you shall in no way use the Output for any illicit or unlawful purpose and/or to harm others. Do not rely on the Generative AI Services for medical, legal, financial, or other professional advice. Any content regarding those topics is provided for informational purposes only and is not a substitute for advice from a qualified professional.
By submitting your request to access Groq public and proprietary content using the Groq Customer Portal, you acknowledge that you have read, understood, and, in the event you are provided access rights, agree to be bound by the Terms of your non-disclosure agreement and the policies referenced and incorporated therein.
Licensing Your Content for the Groq Playground: You retain any copyright that you may have in your content. You agree that your content is licensed, and hereby grant to Groq a nonexclusive right and license to access, copy, display, view, modify and otherwise use your content in connection with the provision, maintenance and support of the Services on the Groq Playground. All of your content must be appropriately marked with licensing (or other permission status) and attribution information.
Termination: Groq reserves the right to modify or discontinue your account at any time for any reason or no reason at all.
DMCA NOTIFICATION OF ALLEGED COPYRIGHT INFRINGEMENT
If you would like to submit a claim of copyright infringement for material, please substantiate each claim by sending Groq’s registered Copyright Agent a Notification of Claimed Infringement at the email or mailing address below:
Mr. Vinay Joshi Amin, Turocy & Watson LLP 160 W. Santa Clara St., Suite 975 San Jose, CA 95113
Email Address: [email protected] Telephone Number: (650) 618-6481
A Notification of Alleged Infringement must be submitted in writing and include the following information:
Physical or electronic signature of the owner, or a person authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at the site;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled;
Information reasonably sufficient to permit Groq to locate the material that is claimed to be infringing or to be the subject of infringing activity;
Information reasonably sufficient to permit Groq to contact the person submitting the notice, such as address, email address, and telephone number;
A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that the person submitting the notification is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
DMCA Counter-Notification
If you elect to send us a Counter-Notification, please send an email or letter to Groq’s registered Copyright Agent at the email or mailing address below:
Mr. Vinay Joshi Amin, Turocy & Watson LLP 160 W. Santa Clara St., Suite 975 San Jose, CA 95113
Email Address: [email protected] Telephone Number: (650) 618-6481
A Counter-Notification must be submitted in writing and include the following information:
Physical or electronic signature of the Customer or Registered User or a person authorized to act on behalf of the Customer or Registered User;
Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
A statement under penalty of perjury that the Customer or Registered User has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
The Customer’s or Registered User’s name, address, and telephone number, and a statement that (1) the Customer or Registered User consents to the jurisdiction of (a) the Federal District Court for the United States of America’s judicial district in which the address is located, or (b) if the Customer’s or Registered User’s address is outside the United States of America, the Federal District Court for the Northern District of California, and (2) the Customer or Registered User will accept service of process from the person who submitted the Notification of Claimed Infringement or an agent of such person.
Please note that under Section 512(f) of the United States Copyright Act, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability. Please also be advised that we enforce a policy that provides for the termination, in appropriate circumstances, of Customers or Registered Users who are repeat infringers.
For purposes of complying with the requirements of the Register of Copyrights, Groq’s physical street address is 301 Castro Street, Suite 200, Mountain View, CA, 94041. Notifications should be sent to the registered agent, NOT to Groq’s physical street address.
DISCLAIMER OF WARRANTIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GROQ OFFERS THE SERVICES (INCLUDING ALL CONTENT AVAILABLE ON OR THROUGH THE SERVICES) AS-IS AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING THE WEBSITES OR SERVICES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. GROQ DOES NOT WARRANT THAT THE FUNCTIONS OF THE WEBSITES OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT CONTENT MADE AVAILABLE ON OR THROUGH THE WEBSITES OR SERVICES WILL BE ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY SERVERS USED BY GROQ ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. GROQ DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE OF THE CONTENT AVAILABLE THROUGH THE WEBSITES OR SERVICES IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE.
LIMITATION OF LIABILITY NEITHER GROQ NOR IT’S SUPPLIERS WILL BE LIABLE TO YOU ON ANY LEGAL THEORY FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR INCOME, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, COST OF SUBSTITUTE GOODS OR SERVICES, OR SIMILAR DAMAGES SUFFERED OR INCURRED BY YOU OR ANY THIRD PARTY THAT ARISE IN CONNECTION WITH THE WEBSITES OR SERVICES (OR THE TERMINATION THEREOF FOR ANY REASON), EVEN IF GROQ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GROQ IS NOT RESPONSIBLE OR LIABLE WHATSOEVER IN ANY MANNER FOR ANY CONTENT POSTED ON OR AVAILABLE THROUGH THE WEBSITES OR SERVICES (INCLUDING CLAIMS OF INFRINGEMENT RELATING TO THAT CONTENT), FOR YOUR USE OF THE WEBSITES OR SERVICES, OR FOR THE CONDUCT OF THIRD PARTIES ON OR THROUGH THE WEBSITES OR SERVICES.
Indemnification To the extent authorized by law, you agree to indemnify and hold harmless Groq, its employees, officers, directors, affiliates, and agents (“Indemnified Parties”) from and against any and all claims, losses, expenses, damages, and costs, including reasonable attorneys’ fees, incurred by the Indemnified Parties in connection with any claim arising out of your breach of these Terms.
Privacy Policy Groq is committed to responsibly handling the information and data we collect through our Services in compliance with our Privacy Policy, which is incorporated by reference into these Terms. Please review Groq’s Privacy Policy so you are aware of how we collect and use your personal information. You acknowledge and agree that Groq has the right to track and analyze anonymized statistics regarding your access to the Services for purposes of improving Groq products and services and such statistics will not be considered your content.
Termination We may, in our sole discretion, (i) modify, suspend, or terminate your access to any or all of the Website, or (iii) cease to provide and maintain the Website, at any time, for any or no reason, with or without prior notice, and without liability. Your right to access and use the Websites and Services will be automatically terminated if you violate any of the Terms.
The disclaimer of warranties, the limitation of liability, and the jurisdiction and applicable law provisions will survive any termination. The license grants applicable to Your Content are not impacted by the termination of the Terms and shall continue in effect subject to the terms of the applicable license. Your warranties and indemnification obligations will survive for one year after termination.
If there is any dispute relating to the Website or these Terms, you agree to exclusive personal jurisdiction and venue in the state and federal courts of Santa Clara County, State of California, U.S.A.
If any provision of these Terms is found to be invalid or unenforceable, that provision will be struck and the remaining provisions will remain in full effect.
If you or others violate these Terms and we take no immediate action, this in no way limits or waives our rights, such as our right to take action in the future or in similar situations.
These terms and conditions (Terms) are an agreement between Groq, Inc.,(“Groq”) and you (“Customer” or “you”) that governs your use of our Services (as defined below). By executing the Order for the Services, you agree to be bound by these Terms. These Terms also refer to and incorporate Groq’s Privacy Policy, Terms of Use and any ordering document signed by you and Groq ( “Order Form”) or Groq webpage through which you purchased the Services (an “Online Order Form”) (collectively, the “Agreement”).
1.1 Services. Services means services Groq makes available for purchase or use, along with any of our associated software, tools, developer services, documentation, application programming interfaces (“APIs”), and websites, but excluding any Hosted Model, Customer Data or Non-Groq application (as defined below).
1.2 Purchase of Services. Services and access to the Hosted Model are purchased pursuant to these Terms and include either applicable standard support for the Services that Groq provides to customers at no additional charge or upgraded support if purchased. “ Hosted Model” means the artificial intelligence models obtained from publicly available or third party providers and made available to Customer through Services. Groq will use commercially reasonable efforts to make the Services and Hosted Model available, except for: (a) planned downtime for which Groq can give reasonable notice; and (b) any unavailability beyond Groq’s reasonable control. 1.3 Use Rights. We grant you a non-exclusive right to access and use the Services during the Term (the “Use Rights”). Your Use Rights are non-transferable. Your Use Rights include the right to use Groq’s APIs to integrate the Services into your applications, products, or services (each a “Customer Application”) and to make the Services available to End Users through your Customer Applications. An “End User” means the legal entity who is authorized by Customer to use the Services through Customer Application.1.4 Customer Responsibilities. Customer will (a) be responsible for End Users’ compliance with this Agreement, and (b) be responsible for the accuracy and legality of Customer Data, use of Customer Data with the Services, and Customer use of the Hosted Model. Customer further agrees to use the Services in accordance with the Terms of Use found here. You may not make account access credentials available to third parties, share individual login credentials between multiple users on an account, or resell or lease access to your account. You will promptly notify us if you become aware of any unauthorized access to or use of your account or our Services.
1.5 Third-Party Terms. The Hosted Model and any Non-Groq Applications are provided by third parties and are subject to separate terms of use. “Non-Groq Application” means application or functionality provided by the Customer or a third-party that interoperates with the Services. Customer will comply with the terms and conditions or license of any Non-Groq Application and Hosted Model with which Customer uses Services. Non-Groq Applications accessible through the Services, including our APIs, may be subject to intellectual property rights, and, if so, you may not use it unless you are licensed to do so by the owner of that content or are otherwise permitted by law. Your access to the content provided by the API may be restricted, limited, or filtered in accordance with applicable law, regulation, and policy. Additionally, some of the software required by or included in our APIs may be offered under an open source license. Open source software licenses constitute separate written agreements. For certain APIs, open source software is listed in the documentation. To the limited extent the open source software license expressly supersedes the Terms, the open source license instead sets forth your agreement with Groq for the applicable open source software.
1.6 Suspension. Any breach of this Agreement that in Groq’s judgment threatens the security, integrity or availability of Services may result in the suspension of Services to Customer and End Users. Groq will restore access to the Services after the event giving rise to the suspension has been resolved to Groq’s reasonable satisfaction.
2.1 Fees. All Services shall be paid for in accordance with the Pricing Page or your Order Form, which may also designate the Services as fee-free or otherwise available without triggering a payment due for a limited time. Except as otherwise specified herein or in the applicable Order Form; (a) pricing and fees are calculated based on usage during the Term; (b) payment obligations are non-cancellable and fees are non-refundable: and (c) quantities purchased cannot be decreased during the Term. 2.2 Taxes. Unless required by applicable law, fees are exclusive of taxes. Customer will be solely responsible for any and all applicable taxes, including but not limited to sales and use taxes, value added tax, excise tax, consumption tax, customs duties or similar charges or fees, which Groq will charge as required by applicable law.
2.3 Price Changes. Price changes will be effective thirty (30) days after they are posted to the Pricing Page, unless otherwise agreed to in an Order Form. For Services purchased according to an Order Form with annual commitments, pricing may not be changed during the Term of the then-current Order Form. Groq reserves the right to correct pricing errors or mistakes at any time.
2.4 Payment Terms. You authorize Groq or our third-party payment processor to charge the payment method on the periodic basis set forth in the Order Form or the Pricing Page. Fees are payable in U.S. dollars.
2.5 Late Payments. Overdue amounts may be subject to a finance charge of 1.5% of the unpaid balance per month, and we may suspend the Services immediately without liability to Groq until such payment is made. 2.6 Prepayment. You may need to prepay for Services through the purchase of credits (“Prepayment Credits”). Prepayment Credits are subject to the Prepayment Credit Terms.
3.1 Restrictions. We own all right, title, and interest in and to the Services and the APIs. You only receive Use Rights to the Services as explicitly granted in this Agreement. You will not, and will not permit End Users to: (a) use the Services, the APIs or a Non-Groq Application to transmit material in violation of any third-party intellectual property rights; (b) permit direct or indirect access to or use the Services or the APIs in any way that circumvents a contractual usage limit or use Groq’s intellectual property except as permitted by this Agreement; (c) modify, copy, or create derivative works of a Service, an API or feature through which Customer accesses Services; or (d) scrape or build databases with Output returned from the API; (e) disassemble, reverse engineer, or decompile the Services; (f) send any data or information of children under 13 or the applicable age of digital consent; or (fg sell, resell, transfer, assign, distribute, license or sublicense access to the Services, any API or api log-ins of keys to a third party; (h) sublicense an API for use by a third party that functions substantially the same as the APIs and offer it for use by third parties; (i) introducing any viruses, worms, defects, Trojan horses, malware, or any items of a destructive nature to the Services; (j) defame, abuse, harass, stalk, or threaten others; (k) interfere with or disrupt the APIs or the servers or networks providing the APIs; (l) attempting to or circumventing limitations of the Services, including any action that imposes, or may impose an unreasonable or disproportionately large load on our infrastructure, sending Groq traffic beyond rate limits, or that enforce limitations on use of the Service or any portion thereof; (m) promote or facilitate unlawful online gambling or disruptive commercial messages or advertisements; (n) use the APIs to process or store any data that is subject to the International Traffic in Arms Regulations maintained by the U.S. Department of State. 3.2. HIPAA. Unless otherwise specified in writing by Groq, Groq does not intend use of the APIs to create obligations under the Health Insurance Portability and Accountability Act, as amended ("HIPAA"), and makes no representations that the APIs satisfy HIPAA requirements. You agree not to use the Services to create, receive, maintain, transmit, or otherwise process any information that includes or constitutes “Protected Health Information,” as defined under the HIPAA Privacy Rule (45 C.F.R. Section 160.103). If you are (or become) a "covered entity" or "business associate" as defined in HIPAA, you will not use the APIs for any purpose or in any manner involving transmitting protected health information to Groq.
4.1 Customer Data. “Customer Data” means electronic data and information submitted by the Customer to the Services and the generated output of the Hosted Model. You and End Users may submit electronic data and information to the Services (“Input”), and receive output from the Services and the generated output of the Hosted Model (“Output”). Input and Output are collectively known as “Customer Data.” Groq acknowledges and agrees that all Customer Data shall remain the property of Customer, and except as explicitly granted in this Agreement, no license, express or implied.
4.2 Access and Processing Customer Data. We will access and process Customer Data only as necessary to provide you with the Services and comply with applicable law. We will never access Customer Data for training purposes. Customer Data will only be accessed as required for reliable operation of the Service.
4.3 Monitoring of APIs. The APIs are designed to help you enhance your websites and applications ("API Client(s)"). YOU AGREE THAT GROQ MAY MONITOR USE OF THE APIS TO ENSURE QUALITY, IMPROVE PRODUCTS AND SERVICES, AND VERIFY YOUR COMPLIANCE WITH THE TERMS. Groq may suspend access to the APIs by you or your API Client without liability to Groq or notice if we reasonably believe that you are in violation of the Terms.
4.3 Your Obligations for Customer Data. You are responsible for all Input and represent and warrant that you have all rights, licenses, and permissions required to provide Input to the Services. As between you and Groq, the Customer is solely responsible for all use of the Output and the Hosted Model. If you use the Services to process personal data, you must (a) provide legally adequate privacy notices and obtain necessary consents for the processing of personal data by the Services; and (b) process personal data in accordance with applicable law.
5.1 Use and Nondisclosure. “Confidential Information” means any information disclosed by either party (“Discloser”) to the other party (“Recipient”), directly or indirectly, in writing, orally, or by inspection of tangible objects (including documents, prototypes, samples, plant, and equipment), that is designated by the Discloser as confidential or proprietary, that reasonably appears to be confidential due to the nature of the information or circumstances of disclosure, or that is customarily considered confidential between business parties, including customer, product, financial, and strategic information. Recipient agrees it will: (a) only use Discloser's Confidential Information to exercise its rights and fulfill its obligations under this Agreement, (b) take reasonable measures to protect the Confidential Information, and (c) not disclose the Confidential Information to any third party except as expressly permitted in this Agreement.
5.2 Exceptions. The obligations in Section 5.1 do not apply to any information that (a) is or becomes generally available to the public through no fault of Recipient, (b) was in Recipient's possession or known by it prior to receipt from Discloser, (c) was rightfully disclosed to Recipient without restriction by a third party, or (d) was independently developed without use of Discloser's Confidential Information. Recipient may disclose Confidential Information only to its employees, contractors, and agents who have a need to know and who are bound by confidentiality obligations at least as restrictive as those of this Agreement. Recipient will be responsible for any breach of this Section 5 by its employees, contractors, and agents. Recipient may disclose Confidential Information to the extent required by law, provided that Recipient uses reasonable efforts to notify Discloser in advance.
6.1 Rights to Information. Groq acknowledges and agrees that all Customer Data shall remain the property of Customer, and except as explicitly granted in this Agreement, no license, express or implied, to use any Customer Data or other Customer intellectual property is granted under this Agreement.
6.2 Documentation. Groq shall own all right, title and interest in and to the Services, the APIs and documentation (including without limitation all intellectual property rights therein and all modifications, customizations or other derivative works of the Services and APIs) provided by Groq to Customer under this Agreement.
6.3 License by Customer. Customer grants to Groq, a worldwide, limited license for the Term to host, copy, use, transmit and display Customer Data and Non-Groq Applications and program code created by or for Customer using a Service for the purpose of providing and ensuring operation of the Service. Before you submit content to our APIs you will ensure that you have the necessary rights (including the necessary rights from your End Users) to grant us the license.
6.4 License to Use Feedback. Customer grants to Groq a worldwide, perpetual, irrevocable, royalty-free license to use, distribute, disclose, and make and incorporate into the Service any suggestion, enhancement request, recommendation, correction or other feedback related to the operation or functionality of the Service provided by Customer or an End User.
7.1 Information Security. We will maintain an information security program designed to reasonably (a) protect the Services and Customer Data against accidental or unlawful loss, access, or disclosure, (b) identify reasonably foreseeable and internal risks to security and unauthorized access, and (c) minimize security risks, including through regular risk assessments and testing.
7.2 Our Security Obligations. As part of our information security program, we will: (a) implement and enforce policies related to electronic, network, and physical monitoring and data storage, transfer, and access; (b) configure network security, firewalls, accounts, and resources for least-privilege access; (c) maintain corrective action plans to respond to potential security threats; and (d) conduct periodic reviews of our security of our information security program as aligned to industry best practices and our own policies and procedures.
8.1 Personal Data. If you use the Services to process personal data, you must (a) provide legally adequate privacy notices to the relevant individuals and obtain any necessary consents for the processing of their personal data by the Services, and (b) process personal data in accordance with applicable data protection and privacy law.
8.2 If you use the Services to process personal data then you acknowledge that you are the controller of that personal data and that Groq acts as a processor of that personal data on your behalf in contexts where data protection and privacy law makes these role distinctions. Where data protection and privacy law requires, the parties shall execute Groq's Data Processing Agreement ("DPA") to govern such processing of personal data.
9.1 Term. This Agreement shall become effective on: (i) the Effective Date on the Order; or (ii) immediately upon execution of the Online Order Form, unless terminated sooner as provided below. This Agreement shall remain in effect for the length of time or date referenced in the applicable Order, or if silent, until one (1) year after the Effective Date (the "Term"). Upon the expiration or termination of the Term, the Services will also terminate. Orders placed through the Online Order Form are effective until terminated by the Customer or by Groq. Groq may terminate an Online Order Form at its convenience, at any time, with thirty (30) days notice to Customer.
9.2 Termination for Cause. Groq may terminate this Agreement if Customer breaches any material term or condition of this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice specifying the nature of the breach, except for breaches of Section 3 ("Restrictions") which can result in immediate termination for cause.
9.3 Renewal. Upon expiration of the Term, this Agreement will automatically renew for successive periods unless either Party provides intent not to renew. That notice must be given at least thirty days before the start of the next renewal period.
9.4 Survival. Those provisions, which by their nature are intended to survive the termination or expiration of this Agreement, shall survive the termination or expiration of this Agreement, including but not limited to: Sections 9, 10, 11, 12, 14 and 16.
10.1 Right to Perform. Each party represents that (a) it has the legal rights to enter into this Agreement; and (b) that the person executing this Agreement on behalf of such party has the authority to enter into this Agreement on their behalf and to bind such party to this Agreement.
10.2 Disclaimer and Limitation of Liability. EXCEPT AS OTHERWISE EXPLICITLY SET FORTH IN THIS SECTION 10, CUSTOMER ACCEPTS THE SERVICE AND HOSTED MODEL AS-IS, WITH NO REPRESENTATION OR WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHER WISE, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. GROQ MAKES NO REPRESENTATION OR WARRANTY AS TO THE AVAILABILITY, ACCURACY, SPEED OR PERFORMANCE OF THE SERVICES, THE APIS AND THE HOSTED MODEL. GROQ DOES NOT WARRANT THAT THE SERVICES, THE APIS OR THE HOSTED MODEL WILL PERFORM WITHOUT ERROR OR THAT WILL RUN WITHOUT MATERIAL INTERRUPTION. GROQ HAS NO OBLIGATION TO INDEMNIFY, DEFEND OR HOLD HARMLESS CUSTOMER, INCLUDING WITHOUT LIMITATION AGAINST CLAIMS RELATED TO INFRINGEMENT OR INTELLECTUAL PROPERTY RIGHTS. NEITHER PARTY SHALL BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF THIS AGREEMENT OR ANY RESULTING OBLIGATIONS, WHETHER IN AN ACTION FOR OR ARISING OUT OF BREACH OF CONTRACT, TORT OR ANY OTHER CAUSE OF ACTION, AND EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY AGREES THAT THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
Customer shall indemnify, hold harmless, and defend Groq from and against any and all losses, liabilities, costs, expenses (including amounts paid in settlement and reasonable attorneys' fees), judgments and damages arising out of any third party claim (i) that the Customer Data, or any use of the Customer Data in accordance with this Agreement, infringes or misappropriates such third party's intellectual property right; (ii) based on Customer's or End User's use of the Hosted Model, including without limitation violation of third party licenses or use policies or infringement of third party intellectual property rights and privacy rights; or (iii) based on Customer's or any User's negligence or willful misconduct or use of the Services in a manner not authorized by this Agreement. Customer may not settle any claim against Groq unless Groq consents to such settlement, and Groq will have the right, at its option, to defend itself against any such claim or to participate in the defense thereof by counsel of its own choice.
12.1 Limitations on Damages. Except for (i) a party's gross negligence or willful misconduct, (ii) your breach of Section 3 (Restrictions), (iii) either party's breach of its confidentiality obligations under Section 4 (Confidentiality), neither you nor Groq or our respective affiliates or licensors will be liable under this Agreement for any indirect, punitive, incidental, special, consequential, or exemplary damages (including lost profits) even if that party has been advised of the possibility of those damages.
12.2 Liability Cap. Except for (i) a party's gross negligence or willful misconduct or (ii) indemnification obligations under this Agreement and DPA, each party's total liability under the Agreement will not exceed the total amount you have paid to us in the twelve (12) months immediately prior to the event giving rise to liability. The foregoing limitations will apply despite any failure of essential purpose of any limited remedy and to the maximum extent permitted under applicable law.
You must comply with all applicable trade laws, including sanctions and export control laws. Our Services may not be used in or for the benefit of, or exported or re-exported to (a) any U.S. embargoed country or territory or (b) any individual or entity with whom dealings are prohibited or restricted under applicable trade laws. Our Services may not be used for any end use prohibited by applicable trade laws, and your Input may not include material or information that requires a government license for release or export.
YOU AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:
_14.1 MANDATORY ARBITRATION. You and Groq agree to resolve any claims arising out of or relating to this Agreement or our Services, regardless of when the claim arose, even if it was before this Agreement existed (a "Dispute"), through final and binding arbitration.
_14.2 Informal Dispute Resolution. We would like to understand and try to address your concerns prior to formal legal action. Before either of us files a claim against the other, we both agree to try to resolve the Dispute informally. If we are unable to resolve a Dispute within 60 days, either of us has the right to initiate arbitration. We also both agree to attend an individual settlement conference if either party requests one during this time. Any statute of limitations will be tolled during this informal resolution process.
_14.3 Arbitration Forum. Both you or Groq may commence binding arbitration through National Arbitration and Mediation (NAM), an alternative dispute resolution provider, and if NAM is not available, you and Groqwill select an alternative arbitral forum. The initiating party must pay all filing fees for the arbitration and payment for other administrative and arbitrator's costs will be governed by the arbitration provider's rules. If your claim is determined to be frivolous, you are responsible for reimbursing us for all administrative, hearing, and other fees that we have incurred as a result of the frivolous claim.
_14.4 Arbitration Procedures. The arbitration will be conducted by telephone, based on written submissions, video conference, or in person in Santa Clara, California or at another mutually agreed location. The arbitration will be conducted by a sole arbitrator by NAM under its then-prevailing rules. All issues are for the arbitrator to decide, except a California court has the authority to determine (a) whether any provision of this arbitration agreement should be severed and the consequences of said severance, (b) whether you have complied with conditions precedent to arbitration, and (c) whether an arbitration provider is available to hear the arbitration(s) under Section 14.3. The amount of any settlement offer will not be disclosed to the arbitrator by either party until after the arbitrator determines the final award, if any.
_14.5 Exceptions. Nothing in this Agreement requires arbitration of the following claims: (a) individual claims brought in small claims court; and (b) injunctive or other equitable relief to stop unauthorized use or abuse of the Services or intellectual property infringement.
_14.8 Severability. If any part of this Section 14 is found to be illegal or unenforceable, the remainder will remain in effect, except that if a finding of partial illegality or unenforceability would allow class or representative arbitration, this Section 14 will be unenforceable in its entirety. Nothing in this section will be deemed to waive or otherwise limit the right to seek public injunctive relief or any other non-waivable right, pending a ruling on the substance of that claim from the arbitrator.
15.1 Updates. We may update these Terms by providing you with reasonable notice, including by posting the update on our website. Your continued use of, or access to, the Services after an update goes into effect will constitute acceptance of the update. If you do not agree with an update, you may stop using the Services.
16.1 Headings. Headings in these Terms are inserted solely for convenience and are not intended to affect the meaning or interpretation of these Terms.
16.2 Publicity. Neither Party will use the other Party's name or marks without prior written approval.
16.3 U.S. Federal Agency Entities. The Services were developed solely at private expense and are commercial computer software and related documentation within the meaning of the applicable U.S. Federal Acquisition Regulation and agency supplements thereto.
16.4 Entire Agreement. This Agreement is the entire agreement between you and Groq with respect to its subject matter and supersedes all prior or contemporaneous agreements, communications and understandings, whether written or oral. You agree that any terms and conditions contained within any purchase order you send to us will not apply to this Agreement and are null and void.
16.5 Relationship of the Parties. For all purposes under this Agreement, you and Groqwill be and act as an independent contractor and will not bind nor attempt to bind the other to any contract.
16.6 No Third Party Beneficiaries. There are no intended third party beneficiaries to this Agreement, and it is your and Groq's specific intent that nothing contained in this Agreement will give rise to any right or cause of action, contractual or otherwise, in or on behalf of any third party.
16.7 Force Majeure. Except for payment obligations, neither you nor Groqwill have any liability for failures or delays resulting from conditions beyond your or Groq's reasonable control, including but not limited to governmental action or acts of terrorism, earthquake or other acts of God, labor conditions, or power failures.
16.8 Assignment. This Agreement cannot be assigned other than as permitted under this Section 16.8 (Assignment). We may assign this Agreement to an affiliate without notice or your consent. Both you and Groq may assign this Agreement to a successor to substantially all the respective party's assets or business, provided that the assigning party provides reasonable (at least 30 days) prior written notice of the assignment. This Agreement will be binding upon the parties and their respective successors and permitted assigns.
16.9 Notices. All notices will be in writing. We may provide you notice using the registration information or the email address associated with your account. Service will be deemed given on the date of receipt if delivered by email or on the date sent via courier if delivered by post. We accept service of process at this address: Groq Inc, 301 Castro St Suite 200, Mountain View, CA 94041, Attn: [email protected].
16.10 Severability. In the event that any provision of this Agreement is determined to be illegal or unenforceable, that provision will be limited or eliminated so that this Agreement will otherwise remain in full force and effect and enforceable.
16.11 Jurisdiction, Venue, and Choice of Law. This Agreement will be governed by the laws of the State of California, excluding California's conflicts of law rules or principles. Except as provided in Section 14 (Dispute Resolution), all claims arising out of or relating to this Agreement will be brought exclusively in the federal or state courts of Santa Clara, California, USA.
Last updated: 07/31/24
Last Updated: May, 2024
Groq, its subsidiaries and affiliates (collectively, “Groq”, “we,” or “us”) respect your privacy. This Privacy Policy (this “Policy”) describes how we collect, process, share and safeguard Personal Information we gather through our website at (https://groq.com) including Groq chat (the “Site”), our application programming interfaces (“APIs”), or service (the “Services”), or when you apply for a job. It also tells you about your rights and choices with respect to your Personal Information, and how you can contact us if you have any questions or concerns.
Information Provided by You Account information: when you sign up to use Groq Services (including Groq chat), you provide your email address. Correspondence and other communications. When you contact us via a contact form, email, or by other means, you may provide us with Personal Information, such as name, email address, mailing address, company, title or role and the contents and nature of your correspondence with us. Sign-up to product updates and newsletters. When you sign up on our Site to receive our product updates and newsletters, you may provide us with your name, email address, company, title/role, and a description of your interest in our company. Social Media Information. We have pages on social media sites like Instagram, X (formerly Twitter), YouTube and LinkedIn. When you interact with our social media pages, we will collect Personal Information that you elect to provide to us, such asyour contact details (collectively, “Social Information”). In addition, the companies that host our social media pages may provide us with aggregate information and analytics about our social media activity. Recruitment information: if you apply for a job at Groq, you provide information about your professional and academic history, and any information you give in your application or interviews. Using our Services: When you use our Services such as GroqChat or our API, you may provide your Personal Information (or another person's Personal Information) to us or Personal Information that is included in the input, files uploads, or feedback that you provide to our Services (“User Data”) Information provided by third parties: Third-Party career site: If you apply for a job with Groq through a third party website or service, Groq will collect information about you provided by that website or service. Users of our Services: Groq does not control the type or kind of information users of our service include in prompts. Please note that our customers may include your Personal Information as a prompt when using GroqChat. Information Collected via Automated Means Cookie information. We and third parties may automatically collect information about your online activities via cookies, invisible tags, and similar technologies (collectively “cookies”) in your browser and in emails sent to you. This information may include Personal Information, such as your IP address, web browser and device type and information about your interactions with our Site and emails, such as the time of your visit to our Site and where you have clicked. 2. How We Use Personal Information We may use your Personal Information for the following purposes:
Marketing. We may use your Personal Information to provide you with relevant marketing materials. Communicating with you. We may use your contact details to contact you for administrative purposes (e.g., to provide Services and information that you request or to respond to comments and questions). Legal. We may use your Personal Information to enforce this Policy or our Terms of Service, to defend our or a third party's legal rights and to comply with our legal obligations and internal policies. Services. We may use Personal Information or User Data to improve our Services and develop new products or services. Fraud Prevention: Personal Information may be used to prevent fraud or misuse of our Services or to protect the security of our IT infrastructure or API. Aggregated or de-identified Information. We may aggregate or de-identify Personal Information, which means it may no longer be used to identify you. We may use that information to analyze or evaluate our Services, conduct research, or improve or add features. We may collect aggregated information through the Services or cookies and will maintain and use the de-identified information in anonymous form.
Consent. You have consented to the use of your Personal Information, for example when you consent to receive electronic marketing communications from us. Contract. We need your Personal Information to provide you with our Site, including responding to your inquiries. Legal obligation. We are under a legal obligation to use your Personal Information, for example to comply with tax and accounting obligations. Legitimate interest. We or a third party may have a legitimate interest in using your Personal Information, in particular for product development and internal analytics purposes, and otherwise to improve the safety, security, and performance of our Site. We only rely on our or a third party’s legitimate interests to process your Personal Information when these interests are not overridden by your rights and interests. If you are in Europe or the UK, please see the table at paragraph 14 for more information on the lawful bases that we rely on to process your Personal Information.
Service providers. We work with third party service providers to operate our Site, IT-hosting and maintenance, and to provide other Services for us. These third parties may have access to or process your Personal Information as part of providing those Services for us. Legal. We may disclose your Personal Information to our professional advisors and other third parties if required to do so by law or in the good-faith belief that such action is necessary to comply with state, federal and other applicable laws, in response to a court order, judicial or other government subpoena or warrant, or to otherwise cooperate with law enforcement or other governmental agencies. We also reserve the right to disclose your Personal Information when we believe, in good faith, that it is appropriate or necessary to (i) take precautions against liability, (ii) protect ourselves or others from fraudulent, abusive, or unlawful uses or activity, (iii) investigate and defend ourselves against any third-party claims or allegations, (iv) protect the security or integrity of our Site and any facilities or equipment used to make our Site available, or (v) protect our property or other legal rights, including to enforce our agreements, or the rights, property, or safety of others. Merger. Information about our users, including Personal Information, may be disclosed and otherwise transferred to an acquirer, or successor or assignee as part of any merger, acquisition, debt financing, sale of assets, or similar transaction, as well as in the event of an insolvency, bankruptcy, or receivership in which information is transferred to one or more third parties as one of our business assets. 5. Your Rights and Choices Marketing opt out. You may unsubscribe from our marketing communications at any time by following the instructions contained within such communications, but you may still receive administrative messages from us regarding our Site and Services. European and UK Privacy Rights. If you are located in Europe or the UK, you have the right to ask for an overview of the Personal Information we process about you, and for a copy of your Personal Information. In addition, in certain circumstances you may request us to update and correct inaccuracies, delete your Personal Information, restrict processing of your Personal Information, or exercise your right to data portability to easily transfer your Personal Information to another company. In some cases, you may object to the processing of your Personal Information and, where we have asked you for your consent to process your Personal Information, you can withdraw it at any time. The withdrawal of consent shall not affect the lawfulness of the processing based on consent before its withdrawal. The above rights may be limited under applicable law. You have the right to lodge a complaint with the supervisory authority or regulator of your residence, place of work or where the incident took place. The supervisory authority in Switzerland is the Federal Data Protection and Information Commissioner (FDPIC), in the UK it is the Information Commissioner's office (ICO), and the European data protection authorities are listed here. 6. How We Use Cookies and Similar Technologies Below is an overview of the types of cookies we may use to collect Personal Information.
Essential cookies. These cookies are necessary in order for the Site to operate. For example, session customization cookies to provide our website in the language of your preference. Without these cookies, we may not be able to provide you with certain website functionalities. Analytical cookies. We also use cookies for analytics purposes in order to operate, maintain, and improve our Site. We may use our own analytics cookies or use third party analytics providers, such as Google Analytics, to collect and process certain analytics data on our behalf. You can learn about Google’s practices by going to https://www.google.com/policies/privacy/partners/ Cookie Preferences We use cookies and/or other similar technologies, such as tracking GIFs, web beacons, pixel codes, either alone or in combination with each other to create a unique device ID. We use the following types of cookies: Strictly necessary cookies. These are cookies that are required for the operation of our website and under our terms with you. Analytical/performance cookies. These cookies allow us to recognise and count the number of visitors and to see how visitors move around our website when they are using it. This helps us meet our legitimate interests to improve the way our website works, for example, by ensuring that users are finding what they are looking for easily. Functionality cookies. These are used to recognise you when you return to our website. This enables us, subject to your choices and preferences, to personalize our content, greet you by name and remember your preferences (for example, your choice of language or region). Browser settings. Many web browsers allow you to manage your preferences relating to cookies. You can set your browser to refuse cookies or delete certain cookies. Google cookies. You can opt out from Google’s cookies by downloading the Google Analytics opt-out browser add-on. 7. Children’s Privacy Our Site is not directed to children, and we do not knowingly collect Personal Information from children under the age of 18. If you learn that a child has provided us with Personal Information in violation of this Policy, please contact us as indicated at the end of this Policy.
Third-Party Sites Our Site may contain features or links to websites and Services provided by third parties (e.g., third parties operating career pages). Any information you provide on third-party websites or Services is provided directly to the operators of such websites or Services and is subject tothose operators’ policies governing privacy and security, even if accessed via our Site. We are not responsible for the content or privacy and security practices and policies of third-parties to which links or access are provided through our Site. We encourage you to learn about third parties’ privacy and security policies before providing them with your Personal Information.
Data Security We use certain physical, organizational, and technical safeguards that are designed to improve the integrity and security of Personal Information that we collect and maintain.
Data Retention We retain Personal Information for only as long as we need to provide our Services to you, or keep it in a form that does not permit identifying you when this information is no longer necessary for the purposes for which we process it, unless we are required by law to keep this information for a longer period. When determining the retention period for User Data we take into account various criteria, such as the type of products and Services requested by or provided to you, the nature and length of our relationship with you, the impact on the Services we provide to you and mandatory retention periods.
Cross-Border Data Transfers We may transfer your Personal Information to countries other than the country where you are located, including to the U.S. or any other country in which we or our service providers maintain facilities. If you are located in Europe or other regions with laws governing data collection and use that may differ from U.S. law, please note that we may transfer your Personal Information to a country and jurisdiction that does not have the same data protection laws as your jurisdiction.
We may also transfer your Personal Information to countries for which adequacy decisions have been issued, use approved contractual protections for the transfer of Personal Information, or rely on third parties’ Data Privacy Framework certifications, where applicable. If you are located in Europe or the UK, you may contact us as specified below to obtain a copy of the safeguards we use to transfer Personal Information outside of Europe or the UK.
Changes to this Policy We may update this Policy from time to time to reflect changes in our privacy practices. Where reasonably possible, we will contact you to notify you of any significant changes. If we modify this Policy, we will indicate the date of the latest revision at the top of this policy.
Our Contact Information Groq is the entity responsible for the processing of your Personal Information. If you have any questions or comments about this Policy, our privacy practices, or if you would like to exercise your rights with respect to your Personal Information, please contact us by email at [email protected] or by writing to us at: Groq, Inc., 400 Castro Street, Suite 600, Mountain View, CA 94041, USA.
Groq's representative under the GDPR is Sheryl L. Savage, General Counsel, [email protected]
Legal Basis for Processing. Our legal bases for processing your Personal Information include:
Providing our Services, delivering our Site (including GroqChat), or performance of a contract with you when we provide and maintain our Services. When we process contact data to provide our Site or Services to you, this information is necessary to be able to provide our Services and perform our obligations under the contract. Our legitimate interests in protecting our Services from abuse, fraud, or security risks, or in developing, improving, or promoting our Services, including when we train our models. Your consent when we ask for your consent to process your Personal Information for a specific purpose that we communicate to you. You have the right to withdraw your consent at any time. To send you marketing that we think you would be interested in, we may process your contact data, such as name, email address, or employer. We will obtain consent where direct marketing law requires, otherwise our lawful basis is promoting our business. Managing our relationship with customer and responding to customer queries require us to use your contact data. Responding to customer queries ensures we provide adequate customer support. Understanding how visitors use our website in order to improve our website and ensure security of our website. The data we collect can include website browser data including IP address (approximate location), browser language, software, and hardware attributes ("Website Browser Data"), Information about technical logs, account and login information, frequency of logins, the volume of data transferred, and feature usage and engagement ("Usage Data"). This helps us ensure performance of the website. To comply with any legal obligation that we are subject to, we can collect Contact data, Website Browser Data, Usage Data and any associated data to comply with a legal obligation. Compliance with our legal obligations when we use your Personal Information to comply with applicable law or when we protect our or our affiliates’, users’, or third parties’ rights, safety, and property.
Effective February 19, 2025
These terms and conditions (“Terms”) are an agreement between Groq Limited Company, a Saudi limited liability company registered in Riyadh under commercial register number 1009094094 and dated 02/03/1446H, having its head office in Riyadh, Kingdom of Saudi Arabia (“Groq”) and you (“Customer” or “you”) that governs your use of our Services (as defined below). By executing the Order Form for the Services, you agree to be bound by these Terms. These Terms also refer to and incorporate Groqʼs Privacy Policy for the Kingdom of Saudi Arabia, Terms of Use for the Kingdom of Saudi Arabia and any ordering document signed by you and Groq ( “Order Form”) or Groq webpage through which you purchased the Services (an “Online Order Form”) (collectively, the “Agreement”).
Purchase and Use of Services
1.1. Services. “Services” means services Groq or its affiliates makes available for purchase or use, along with any of our associated software, tools, developer services, documentation, application programming interfaces (“APIs”), and websites, but excluding any Hosted Model, Customer Data or Non-Groq application (as defined below). For the purposes of this Agreement, "affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with a party. In particular, you agree that some of the Services may be performed for you by Groq, Inc. as agent for and on behalf of Groq.
1.2. Purchase of Services. Services and access to the Hosted Model are purchased pursuant to these Terms and include either applicable standard support for the Services that Groq provides to customers at no additional charge or upgraded support if purchased. “Hosted Model” means the artificial intelligence models obtained from publicly available or third-party providers and made available to Customer through Services. Groq will use commercially reasonable efforts to make the Services and Hosted Model available, except for: (a) planned downtime for which Groq can give reasonable notice; and (b) any unavailability beyond Groqʼs reasonable control.
1.3. Use Rights. We grant you a non-exclusive right to access and use the Services during the Term (the “Use Rights”). Your Use Rights are non-transferable. Your Use Rights include the right to use Groqʼs APIs to integrate the Services into your applications, products, or services (each a “Customer Application”) and to make the Services available to End Users through your Customer Applications. An “End User” means the legal entity who is authorized by Customer to use the Services through Customer Application.
1.4. Customer Responsibilities. Customer will (a) be responsible for End Usersʼ compliance with this Agreement, and (b) be responsible for the accuracy and legality of Customer Data, use of Customer Data with the Services, and Customer use of the Hosted Model. Customer further agrees to use the Services in accordance with the Terms of Use for the Kingdom of Saudi Arabia. You may not make account access credentials available to third parties, share individual login credentials between multiple users on an account, or resell or lease access to your account. You will promptly notify us if you become aware of any unauthorized access to or use of your account or our Services.
1.5. Third-Party Terms. The Hosted Model and any Non-Groq Applications are provided by third parties and are subject to separate terms of use. “Non-Groq Application” means application or functionality provided by the Customer or a third-party that interoperates with the Services. Customer will comply with the terms and conditions or license of any Non-Groq Application and Hosted Model with which Customer uses Services. Non-Groq Applications accessible through the Services, including our APIs, may be subject to intellectual property rights, and, if so, you may not use it unless you are licensed to do so by the owner of that content or are otherwise permitted by law. Your access to the content provided by the API may be restricted, limited, or filtered in accordance with applicable law, regulation, and policy. Additionally, some of the software required by or included in our APIs may be offered under an open source license. Open source software licenses constitute separate written agreements. For certain APIs, open source software is listed in the documentation. To the limited extent the open source software license expressly supersedes the Terms, the open source license instead sets forth your agreement with Groq for the applicable open source software.
1.6. Suspension. Any breach of this Agreement that in Groqʼs judgment threatens the security, integrity or availability of Services may result in the suspension of Services to Customer and End Users. Groq will restore access to the Services after the event giving rise to the suspension has been resolved to Groqʼs reasonable satisfaction.
Payment and Pricing
2.1. Fees. All Services shall be paid for in accordance with the Pricing Page or your Order Form, which may also designate the Services as fee-free or otherwise available without triggering a payment due for a limited time. Except as otherwise specified herein or in the applicable Order Form; (a) pricing and fees are calculated based on usage during the Term; (b) payment obligations are non-cancellable and fees are non-refundable: and (c) quantities purchased cannot be decreased during the Term.
2.2. Taxes. Unless required by applicable law, fees are considered exclusive of taxes. Customer will be solely responsible for any and all applicable taxes, including but not limited to sales and use taxes, value added tax, corporate tax, withholding tax, excise tax, consumption tax, customs duties or similar charges or fees, which Groq will charge as required in accordance with the prevailing domestic tax laws applicable when the supply is made. Where taxes are due on the transaction, Groq will issue valid tax invoices in the timeframe and form required by the prevailing domestic tax laws.
2.3. Price Changes. Price changes will be effective thirty (30) days after they are posted to the Pricing Page, unless otherwise agreed to in an Order Form. For Services purchased according to an Order Form with annual commitments, pricing may not be changed during the Term of the then-current Order Form. Groq reserves the right to correct pricing errors or mistakes at any time.
2.4. Payment Terms. You authorize Groq or our third-party payment processor to charge the payment method on the periodic basis set forth in the Order Form or the Pricing Page. Fees are payable in U.S. dollars.
2.5. Late Payments. Overdue amounts may be subject to a review of Customer’s pricing, and we may suspend the Services immediately without liability to Groq until such payment is made.
2.6. Prepayment. You may prepay for Services through the purchase of credits (“Prepayment Credits”). Prepayment Credits are subject to the Prepayment Credit terms that will be provided to you.
Restrictions
3.1. Restrictions. We own all right, title, and interest in and to the Services and the APIs. You only receive Use Rights to the Services as explicitly granted in this Agreement. You will not, and will not permit End Users to: (a) use the Services, the APIs or a Non-Groq Application to transmit material in violation of any third-party intellectual property rights; (b) permit direct or indirect access to or use the Services or the APIs in any way that circumvents a contractual usage limit or use Groqʼs intellectual property except as permitted by this Agreement; (c) modify, copy, or create derivative works of a Service, an API or feature through which Customer accesses Services; (d) scrape or build databases with Output returned from the API; (e) disassemble, reverse engineer, or decompile the Services; (f) send any data or information of children under 13 or the applicable age of digital consent; (g) sell, resell, transfer, assign, distribute, license or sublicense access to the Services, any API or api log-ins of keys to a third party; (h) sublicense an API for use by a third party that functions substantially the same as the APIs and offer it for use by third parties; (i) introducing any viruses worms, defects, Trojan horses, malware, or any items of a destructive nature to the Services; (j) defame, abuse, harass, stalk, or threaten others; (k) interfere with or disrupt the APIs or the servers or networks providing the APIs; (l) attempting to or circumventing limitations of the Services, including any action that imposes, or may impose an unreasonable or disproportionately large load on our infrastructure, sending Groq traffic beyond rate limits, or that enforce limitations on use of the Service or any portion thereof; (m) promote or facilitate unlawful online gambling or disruptive commercial messages or advertisements; and (n) use the APIs to process or store any data that is subject to the International Traffic in Arms Regulations maintained by the U.S. Department of State.
Data.
4.1. Customer Data. “Customer Data” means electronic data and information submitted by the Customer to the Services and the generated output of the Hosted Model. You and End Users may submit electronic data and information to the Services (“Input”), and receive output from the Services and the generated output of the Hosted Model (“Output”). Input and Output are collectively known as “Customer Data.” Groq acknowledges and agrees that all Customer Data shall remain the property of Customer, and except as explicitly granted in this Agreement, no license, express or implied to use any Customer Data is granted under this Agreement.
4.2. Access and Processing Customer Data. We will access and process Customer Data only as necessary to provide you with the Services and comply with applicable law. We will never access Customer Data for training purposes. Customer Data will only be accessed as required for reliable operation of the Service.
4.3. Monitoring of APIs. The APIs are designed to help you enhance your websites and applications ("API Client(s)"). YOU AGREE THAT GROQ MAY MONITOR USE OF THE APIS TO ENSURE QUALITY, IMPROVE PRODUCTS AND SERVICES, AND VERIFY YOUR COMPLIANCE WITH THE AGREEMENT. Groq may suspend access to the APIs by you or your API Client without liability to Groq or notice if we reasonably believe that you are in violation of the Terms.
4.4. Your Obligations for Customer Data. You are responsible for all Input and represent and warrant that you have all rights, licenses, and permissions required to provide Input to the Services. As between you and Groq, the Customer is solely responsible for all use of the Output and the Hosted Model. If you use the Services to process personal data, you must (a) provide legally adequate privacy notices to the relevant individuals involved and obtain necessary consents for the processing of personal data by the Services, when required under applicable data protection law; and (b) process personal data in accordance with applicable law.
Confidentiality
5.1. Use and Nondisclosure. “Confidential Information” means any information disclosed by either party (“Discloser”) to the other party (“Recipient”), directly or indirectly, in writing, orally, or by inspection of tangible objects (including documents, prototypes, samples, plant, and equipment), that is designated by the Discloser as confidential or proprietary, that reasonably appears to be confidential due to the nature of the information or circumstances of disclosure, or that is customarily considered confidential between business parties, including customer, product, financial, and strategic information. Recipient agrees it will: (a) only use Discloser's Confidential Information to exercise its rights and fulfill its obligations under this Agreement, (b) take reasonable measures to protect the Confidential Information, and (c) not disclose the Confidential Information to any third party except as expressly permitted in this Agreement.
5.2. Exceptions. The obligations in Section 5.1 do not apply to any information that (a) is or becomes generally available to the public through no fault of Recipient, (b) was in Recipientʼs possession or known by it prior to receipt from Discloser, (c) was rightfully disclosed to Recipient without restriction by a third party, or (d) was independently developed without use of Discloserʼs Confidential Information. Recipient may disclose Confidential Information only to its employees, contractors, and agents who have a need to know and who are bound by confidentiality obligations at least as restrictive as those of this Agreement. Recipient will be responsible for any breach of this Section 5 by its employees, contractors, and agents. Recipient may disclose Confidential Information to the extent required by law, provided that Recipient uses reasonable efforts to notify Discloser in advance.
Proprietary Rights and Licenses.
6.1. Rights to Information. Groq acknowledges and agrees that all Customer Data shall remain the property of Customer, and except as explicitly granted in this Agreement, no license, express or implied, to use any Customer Data or other Customer intellectual property is granted under this Agreement.
6.2. Documentation. Groq shall own all right, title and interest in and to the Services, the APIs and documentation (including without limitation all intellectual property rights therein and all modifications, customizations or other derivative works of the Services and APIs) provided by Groq to Customer under this Agreement.
6.3. License by Customer. Customer grants to Groq, a worldwide, limited license for the Term to host, copy, use, transmit and display Customer Data and Non-Groq Applications and program code created by or for Customer using a Service for the purpose of providing and ensuring operation of the Service. Before you submit content to our APIs you will ensure that you have the necessary rights (including the necessary rights from your End Users) to grant us the license.
6.4. Feedback. At its option, Customer may provide feedback or suggestions about the Services to Groq ("Feedback"). If Customer provides Feedback, then Groq and its affiliates may use that Feedback without restriction and without obligation to Customer.
Security
7.1. Information Security. We will maintain an information security program designed to reasonably (a) protect the Services and Customer Data against accidental or unlawful loss, access, or disclosure, (b) identify reasonably foreseeable and internal risks to security and unauthorized access, and (c) minimize security risks, including through regular risk assessments and testing.
7.2. Our Security Obligations. As part of our information security program, we will: (a) implement and enforce policies related to electronic, network, and physical monitoring and data storage, transfer, and access; (b) configure network security, firewalls, accounts, and resources for least-privilege access; (c) maintain corrective action plans to respond to potential security threats; and (d) conduct periodic reviews of our security of our information security program as aligned to industry best practices and our own policies and procedures.
Privacy
8.1. Personal Data. If you use the Services to process personal data, you must (a) provide legally adequate privacy notices to the relevant individuals and obtain any necessary consents for the processing of their personal data by the Services, when this is required under the applicable law, and (b) process personal data in accordance with applicable data protection law and relevant guidelines issued by the competent authority.
8.2. If you use the Services to process personal data then you acknowledge that you are the controller of that personal data and that Groq acts as a processor of that personal data on your behalf in contexts where data protection law makes these role distinctions. Where data protection law requires, the parties shall execute Groqʼs Data Processing Agreement ("DPA") for Customers in the Kingdom of Saudi Arabia to govern such processing of personal data.
8.3. With regard to the processing of your personal data that we conduct as controller in order to provide you with the Services, please refer to our Privacy Policy for the Kingdom of Saudi Arabia.
Term; Termination
9.1. Term. This Agreement shall become effective on: (i) the Effective Date on the Order; or (ii) immediately upon execution of the Online Order Form, unless terminated sooner as provided below. This Agreement shall remain in effect for the length of time or date referenced in the applicable Order, or if silent, until one (1) year after the Effective Date (the “Term”). Upon the expiration or termination of the Term, the Services will also terminate. Orders placed through the Online Order Form are effective until terminated by the Customer or by Groq. Groq may terminate an Online Order Form at its convenience, at any time, with thirty (30) day’s notice to Customer.
9.2. Termination for Cause. Groq may terminate this Agreement if Customer breaches any material term or condition of this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice specifying the nature of the breach, except for breaches of Section 3 (“Restrictions”) which can result in immediate termination for cause.
9.3. Renewal. Upon expiration of the Term, this Agreement will automatically renew for successive periods unless either Party provides intent not to renew. That notice must be given at least thirty days before the start of the next renewal period.
9.4. Survival. Those provisions, which by their nature are intended to survive the termination or expiration of this Agreement, shall survive the termination or expiration of this Agreement, including but not limited to: Sections 9, 10, 11, 12, 14 and 16.
Warranties; Disclaimer
10.1. Right to Perform. Each party represents that (a) it has the legal rights to enter into this Agreement; and (b) that the person executing this Agreement on behalf of such party has the authority to enter into this Agreement on their behalf and to bind such party to this Agreement.
10.2. Disclaimer and Limitation of Liability. EXCEPT AS OTHERWISE EXPLICITLY SET FORTH IN THIS SECTION 10, CUSTOMER ACCEPTS THE SERVICE AND HOSTED MODEL AS-IS, WITH NO REPRESENTATION OR WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHER WISE, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. GROQ MAKES NO REPRESENTATION OR WARRANTY AS TO THE AVAILABILITY, ACCURACY, SPEED OR PERFORMANCE OF THE SERVICES, THE APIS AND THE HOSTED MODEL. GROQ DOES NOT WARRANT THAT THE SERVICES, THE APIS OR THE HOSTED MODEL WILL PERFORM WITHOUT ERROR OR THAT WILL RUN WITHOUT MATERIAL INTERRUPTION. GROQ HAS NO OBLIGATION TO INDEMNIFY, DEFEND OR HOLD HARMLESS CUSTOMER, INCLUDING WITHOUT LIMITATION AGAINST CLAIMS RELATED TO INFRINGEMENT OR INTELLECTUAL PROPERTY RIGHTS. NEITHER PARTY SHALL BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF THIS AGREEMENT OR ANY RESULTING OBLIGATIONS, WHETHER IN AN ACTION FOR OR ARISING OUT OF BREACH OF CONTRACT, TORT OR ANY OTHER CAUSE OF ACTION, AND EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY AGREES THAT THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
Indemnification
Customer shall indemnify, hold harmless, and defend Groq from and against any and all losses, liabilities, costs, expenses (including amounts paid in settlement and reasonable attorneysʼ fees), judgments and damages arising out of any third party claim (i) that the Customer Data, or any use of the Customer Data in accordance with this Agreement, infringes or misappropriates such third partyʼs intellectual property right; (ii) based on Customerʼs or End Userʼs use of the Hosted Model, including without limitation violation of third party licenses or use policies or infringement of third party intellectual property rights and privacy rights; or (iii) based on Customerʼs or any Userʼs negligence or willful misconduct or use of the Services in a manner not authorized by this Agreement. Customer may not settle any claim against Groq unless Groq consents to such settlement, and Groq will have the right, at its option, to defend itself against any such claim or to participate in the defense thereof by counsel of its own choice.
Limitation of Liability
12.1. Limitations on Damages. Except for (i) a partyʼs gross negligence or willful misconduct, (ii) your breach of Section 3 (Restrictions), (iii) either partyʼs breach of its confidentiality obligations under Section 4 (Confidentiality), neither you nor Groq or our respective affiliates or licensors will be liable under this Agreement for any indirect, punitive, incidental, special, consequential, or exemplary damages (including lost profits) even if that party has been advised of the possibility of those damages.
12.2. Liability Cap. Except for (i) a partyʼs gross negligence or willful misconduct or (ii) indemnification obligations under this Agreement and DPA, each partyʼs total liability under the Agreement will not exceed the total amount you have paid to us in the twelve (12) months immediately prior to the event giving rise to liability. The foregoing limitations will apply despite any failure of essential purpose of any limited remedy and to the maximum extent permitted under applicable law.
Trade Controls
You must comply with all applicable trade laws, including sanctions and export control laws. Our Services may not be used in or for the benefit of, or exported or re-exported to (a) any U.S. embargoed country or territory or (b) any individual or entity with whom dealings are prohibited or restricted under applicable trade laws. Our Services may not be used for any end use prohibited by applicable trade laws, and your Input may not include material or information that requires a government license for release or export.
Dispute Resolution
Any dispute, controversy or claim arising out of or relating to this Agreement, including any dispute relating to the breach, existence, validity, performance, interpretation or termination of the Agreement or any non-contractual obligation arising out of or relating to the Agreement, shall be referred to and finally resolved by arbitration. The arbitration shall be administered by the Saudi Center for Commercial Arbitration (SCCA) in accordance with its Arbitration Rules ("Rules"). There shall be three (3) arbitrators, appointed in accordance with the Rules. The seat, or legal place, of arbitration shall be the Saudi Center for Commercial Arbitration in Riyadh, Kingdom of Saudi Arabia, and the arbitration shall be conducted in the English language.
Modifications to these Terms
We may update these Terms by providing you with reasonable notice, including by posting the update on our website. Your continued use of, or access to, the Services after an update goes into effect will constitute acceptance of the update. If you do not agree with an update, you may stop using the Services.
Miscellaneous
16.1. Headings. Headings in these Terms are inserted solely for convenience and are not intended to affect the meaning or interpretation of these Terms.
16.2. Publicity. Neither Party will use the other Partyʼs name or marks without prior written approval.
16.3. Entire Agreement; Conflicts. This Agreement is the entire agreement between you and Groq with respect to its subject matter and supersedes all prior or contemporaneous agreements, communications and understandings, whether written or oral. You agree that any terms and conditions contained within any purchase order you send to us will not apply to this Agreement and are null and void. If there is a conflict among the documents that make up the Agreement, then the documents will control in the following order (of decreasing precedence) as relevant to the subject matter of the conflict: the DPA for Customers in the Kingdom of Saudi Arabia, these Terms of Sale, the applicable Order Form, and then the Terms of Use for the Kingdom of Saudi Arabia.
16.4. Relationship of the Parties. For all purposes under this Agreement, you and Groq will be and act as an independent contractor and will not bind nor attempt to bind the other to any contract.
16.5. No Third-Party Beneficiaries. There are no intended third-party beneficiaries to this Agreement, and it is your and Groqʼs specific intent that nothing contained in this Agreement will give rise to any right or cause of action, contractual or otherwise, in or on behalf of any third party.
16.6. Force Majeure. Except for payment obligations, neither you nor Groq will have any liability for failures or delays resulting from conditions beyond your or Groqʼs reasonable control, including but not limited to governmental action or acts of terrorism, earthquake or other acts of God, labor conditions, or power failures.
16.7. Assignment. This Agreement cannot be assigned other than as permitted under this Section 16.7 (Assignment). We may assign this Agreement to an affiliate without notice or your consent. Both you and Groq may assign this Agreement to a successor to substantially all the respective partyʼs assets or business, provided that the assigning party provides reasonable (at least 30 days) prior written notice of the assignment. This Agreement will be binding upon the parties and their respective successors and permitted assigns.
16.8. Notices. All notices will be in writing. We may provide you notice using the registration information or the email address associated with your account. Service will be deemed given on the date of receipt if delivered by email or on the date sent via courier if delivered by post. We accept service of process at this address: Groq Limited Company, 8476 King Fahad Branch, 4228 Al Muhammadiya Dist., 12363, Riyadh, Kingdom of Saudi Arabia, Attn: Legal Department or at [email protected].
16.9. Severability. In the event that any provision of this Agreement is determined to be illegal or unenforceable, that provision will be limited or eliminated so that this Agreement will otherwise remain in full force and effect and enforceable.
16.10. Choice of Law. This Agreement (including the existence, breach, validity, interpretation, performance or termination of this Agreement or any non-contractual obligation arising out of or relating to this Agreement) shall be governed and construed by Saudi law.
Effective February 19, 2025
1. General Information Regarding These Terms of Use
These terms of use and any other terms and conditions that may accompany the materials made through this website (collectively, the "Terms") apply to all Groq.com webpages (collectively, the "Websites"). The Terms also apply to all information and services provided by Groq Limited Company, a Saudi limited liability company registered in Riyadh under commercial register number 1009094094 and dated 02/03/1446H, having its head office in Riyadh Kingdom of Saudi Arabia, ("Groq"), or its affiliates, through the Websites, (together with the Websites, the "Services"). Services offered are provided subject to these Terms, the Groq Privacy Policy for the Kingdom of Saudi Arabia (available on the Groq Websites), and any additional terms specified on the relevant Website(s) or provided when Services are obtained, all of which are hereby incorporated by reference into these Terms. By accessing, visiting, or otherwise using the Websites, you agree to be bound by the Terms and have the legal authority to accept the terms. If you are an individual who is entering into these Terms on behalf of an entity, you represent and warrant that you have the power to bind that entity, and you hereby agree on that entity's behalf to be bound by these Terms, with the terms "you," and "your" applying to you, that entity, and other users accessing the Services on behalf of that entity. For the purpose of these Terms, "affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with a party. In particular, you agree that some of the Services may be performed for you by Groq, Inc., as agent for and on behalf of Groq.
2. Use of the Groq.com Site
Groq is committed to ensuring a secure experience for everyone that accesses or uses the Websites. In order to achieve this, there are basic rules you must follow.
Groq follows the laws, and you are required to do the same**.** You may use the Websites only for lawful purposes and in accordance with these Terms. Additionally, You agree not to:
3. Changes to the Terms
We may revise and update these Terms from time to time in our sole discretion. We will provide you at least 30 days advance notice for any material change to these Terms. All other changes are effective immediately when we post them. Your continued use of any Website or Services following the posting of revised Terms means that you accept and agree to the changes.
4. Content Available through the Services
Groq attempts to provide accurate information on its Websites. However, we take no responsibility for the accuracy of the information, content or materials which you may have access to as part of, or through your use of the Websites or Services. All information, content and material are provided as-is.
You agree that you are solely responsible for your reuse of information, content or materials made available through the Websites or Services, including providing proper attribution. You should review the terms of the applicable license prior to reuse.
Licensing: Nothing in these Terms grants you any license right or other rights to the Website, Groq Services, products or materials provided through the website.
5. Generative AI.
In addition to these Terms, use of and access to generative AI models made available through the Website ("Generative AI Services") are also subject to terms and conditions specified by the owner of the generative AI models. You agree that your use of any of these models will comply with the additional terms and conditions as specified on the Model Card for the generative AI models identified at https://console.groq.com/docs/models.
Notwithstanding the restriction on licensing set forth in section 4, Content Available through the Services, User Data shall be owned by you and is not retained or used by Groq other than to perform the Generative AI Services hereunder. User Data includes any and all content generated by the Generative AI Services in response to a Prompt ("Outputs") as well as your Prompts and Training Data. "Prompts" are defined as any and all instructions, queries, visual or textual cues given by you to the Generative AI Services in order to generate an Output. "Training Data" is user supplied data for fine tuning or customization of models and may comprise a collection of textual, visual, and/or multimedia data that provides the model with the necessary context, knowledge, and inspiration to generate meaningful, coherent and responsive Outputs.
If you supply any Training Data for the purpose of prompting, fine-tuning or customizing the Generative AI Services to your specific needs or use-case, Groq will not use the Training Data other than to perform the Generative AI Services for you. Groq does not permanently retain Prompts, Output or your Training Data on its servers.
When you use the Generative AI Services, you provide Prompts to generate Outputs in return on a third-party model. You are solely responsible for your use of the Prompts and the Outputs and for complying with the terms of use specified by the third-party model owner. You shall only use Prompts to which you own all required rights under applicable law and do so in a manner that is consistent with the applicable law. You shall not intentionally make the Generative AI Services generate Outputs infringing intellectual property rights, third party rights or applicable law, or use such infringing Outputs after you become aware of such infringement.
You hereby represent that you own your Prompts. You retain all the rights, including but not limited to the intellectual property rights to Your Prompts. You grant Groq a worldwide, revocable, non-exclusive, non-sublicensable, non-transferable right to use the Prompts, together with your Training Data, for the purpose of performing the Generative AI Services, for the term of these Terms.
Where applicable, Groq assigns to you, all the intellectual property rights Groq may have in the Outputs generated by your Prompts. This assignment is granted worldwide and for the entire legal term of protection of the Outputs by the intellectual property rights applicable as provided for by the applicable law. However, you are expressly prohibited to use the Outputs and/or any modified or derived version of the Outputs to (directly or indirectly) to reverse engineer any aspect of the Generative AI Services.
You agree that, due to the nature of Generative AI Services, if another user uses a Prompt similar to yours, the Generative AI Services may generate an Output similar or identical to yours. We do not warrant that your Output is not similar or identical to another user's Output. Consequently, we will not indemnify you in case your Output is similar or identical to another user's Output or Training Data.
You acknowledge and agree that Generative AI Services are inherently subject to certain unpredictabilities, as such Outputs depend on your Prompt and the technology behind the Generative AI Services which is complex and continuously evolving.
FOR THE AVOIDANCE OF ANY DOUBT AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE GENERATIVE AI SERVICES ARE PROVIDED WITHOUT ANY EXPRESS OR IMPLIED WARRANTY REGARDING THE QUALITY OR THE ACCURACY OF THE OUTPUTS. CONSEQUENTLY, YOU AGREE THAT THE OUTPUTS GENERATED BY GENERATIVE AI SERVICES MAY BE INCOMPLETE, NOT UP-TO-DATE OR NOT ENTIRELY ACCURATE.
The Generative AI Services may sometimes provide inaccurate or offensive content that doesn't represent Groq's views. You agree to use discretion before relying on, publishing, or otherwise using Output provided by the Generative AI Services. If you provide any feedback pertaining to the accuracy, relevance, and effectiveness of the Outputs, you grant Groq a worldwide, non-revocable, non-exclusive, non-sublicensable, non-transferable right to use your Feedback for the purpose of improving the Generative AI Services. You are responsible for making commercially reasonable efforts to make sure the Generative AI Services do not generate Outputs that contain offensive, inappropriate or illicit content. To this end, Groq strongly recommends that you implement appropriate moderation mechanisms for the model(s), by way of example, including the use of a system prompt that instructs the model to generate responses that are safe, respectful, and appropriate as well as providing clear and accessible guidelines for users. You are responsible for continuously monitoring and evaluating the model's performance to identify and address any issues or concerns arising from your use. Because, neither we nor the model owners warrant that the Output generated will not be offensive, inappropriate or illicit, you are solely responsible for the use of the Output and you shall in no way use the Output for any illicit or unlawful purpose and/or to harm others. Do not rely on the Generative AI Services for medical, legal, financial, or other professional advice. Any content regarding those topics is provided for informational purposes only and is not a substitute for advice from a qualified professional.
6. Registered Users
Registration: You must be 18 years of age or older to register for an account. You agree to (a) only provide accurate and current information about yourself, (b) maintain the security of your passwords and identification, (c) promptly update the email address listed in connection with your account to keep it accurate so that we can contact you, and (d) be fully responsible for all uses of your account. You must not set up an account on behalf of another individual or entity unless you are authorized to do so.
Termination: Groq reserves the right to modify or discontinue your account at any time for any reason or no reason at all.
7. DISCLAIMER OF WARRANTIES
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GROQ OFFERS THE SERVICES (INCLUDING ALL CONTENT AVAILABLE ON OR THROUGH THE SERVICES) AS-IS AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING THE WEBSITES OR SERVICES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. GROQ DOES NOT WARRANT THAT THE FUNCTIONS OF THE WEBSITES OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT CONTENT MADE AVAILABLE ON OR THROUGH THE WEBSITES OR SERVICES WILL BE ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY SERVERS USED BY GROQ ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. GROQ DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE OF THE CONTENT AVAILABLE THROUGH THE WEBSITES OR SERVICES IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE.
8. LIMITATION OF LIABILITY
NEITHER GROQ NOR IT'S SUPPLIERS WILL BE LIABLE TO YOU ON ANY LEGAL THEORY FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR INCOME, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, COST OF SUBSTITUTE GOODS OR SERVICES, OR SIMILAR DAMAGES SUFFERED OR INCURRED BY YOU OR ANY THIRD PARTY THAT ARISE IN CONNECTION WITH THE WEBSITES OR SERVICES (OR THE TERMINATION THEREOF FOR ANY REASON), EVEN IF GROQ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GROQ IS NOT RESPONSIBLE OR LIABLE WHATSOEVER IN ANY MANNER FOR ANY CONTENT POSTED ON OR AVAILABLE THROUGH THE WEBSITES OR SERVICES (INCLUDING CLAIMS OF INFRINGEMENT RELATING TO THAT CONTENT), FOR YOUR USE OF THE WEBSITES OR SERVICES, OR FOR THE CONDUCT OF THIRD PARTIES ON OR THROUGH THE WEBSITES OR SERVICES.
9. Indemnification
To the extent authorized by law, you agree to indemnify and hold harmless Groq, its employees, officers, directors, affiliates, and agents ("Indemnified Parties") from and against any and all claims, losses, expenses, damages, and costs, including reasonable attorneys' fees, incurred by the Indemnified Parties in connection with any claim arising out of your breach of these Terms.
10. Privacy Policy
Groq is committed to responsibly handling the information and data we collect through our Services in compliance with our Privacy Policy, which is incorporated by reference into these Terms. Please review Groq's Privacy Policy for the Kingdom of Saudi Arabia so you are aware of how we collect and use your personal information. You acknowledge and agree that Groq has the right to track and analyze anonymized statistics regarding your access to the Services for purposes of improving Groq products and services and such statistics will not be considered your content and cannot be considered personal data under the applicable data protection law.
11. Termination
We may, in our sole discretion, (i) modify, suspend, or terminate your access to any or all of the Website, or (iii) cease to provide and maintain the Website, at any time, for any or no reason, with or without prior notice, and without liability. Your right to access and use the Websites and Services will be automatically terminated if you violate any of the Terms.
The disclaimer of warranties, the limitation of liability, and the jurisdiction and applicable law provisions will survive any termination. Your warranties and indemnification obligations will survive for one year after termination.
12. Miscellaneous Terms
You may not use or material in violation of US export laws and regulations.
The Terms (including the existence, breach, validity, interpretation, performance or termination of these Terms or any non-contractual obligation arising out of or relating to these Terms) shall be governed and construed by Saudi law.
Any dispute, controversy or claim arising out of or relating to these Terms, including any dispute relating to the breach, existence, validity, performance, interpretation or termination of these Terms or any non-contractual obligation arising out of or relating to these Terms, shall be referred to and finally resolved by arbitration. The arbitration shall be administered by the Saudi Center for Commercial Arbitration (SCCA) in accordance with its Arbitration Rules ("Rules"). There shall be three (3) arbitrators, appointed in accordance with the Rules. The seat, or legal place, of arbitration shall be the Saudi Center for Commercial Arbitration in Riyadh, Kingdom of Saudi Arabia, and the arbitration shall be conducted in the English language.
If any provision of these Terms is found to be invalid or unenforceable, that provision will be struck and the remaining provisions will remain in full effect.
If you or others violate these Terms and we take no immediate action, this in no way limits or waives our rights, such as our right to take action in the future or in similar situations.
Effective February 19, 2025
Groq Limited Company, its subsidiaries and affiliates (collectively, "Groq", "we,” or "us") respect your privacy. This Privacy Policy (this "Policy") describes how we collect, process, share and safeguard Personal Information we gather through our website at https://groq.com/, including GroqChat (the "Site"), our application programming interfaces (APIs"), or service (the "Services"), or when you apply for a job with us. It also tells you about your rights and choices with respect to your Personal Information, and how you can contact us if you have any questions or concerns.
We may collect Personal Information about you from the different sources listed below. In this Policy, "Personal Information" means any information relating to an identified or identifiable natural person. Where applicable, we indicate whether and why you must provide us with your Personal Information, as well as the consequences of failing to do so. If you do not provide Personal Information when requested, you may not be able to benefit from our Site if that information is necessary to provide you with our Services or if we are legally required to collect your Personal Information.
We may use your Personal Information for the following purposes:
Aggregated Information. We may aggregate Personal Information, which means it may no longer be used to identify you. We may use that information to analyze or evaluate our Services, conduct research, or improve or add features. We may collect aggregated information through the Services or cookies and will maintain and use the aggregated information in anonymous form.
If you are located in Saudi Arabia, we only process your Personal Information based on a valid legal ground, which includes the following:
If you are in Saudi Arabia, please see paragraph 14 for more information on the lawful bases that we rely on to process your Personal Information.
To the extent permitted by the applicable law, we may disclose Personal Information to third parties. A list of companies to whom we disclose Personal Information is at https://trust.groq.com/subprocessors . We only disclose your Personal Information in the following limited circumstances:
Below is an overview of the types of cookies we may use to collect Personal Information.
Our Site is not directed to children, and we do not knowingly collect Personal Information from children under the age of 18. If you learn that a child has provided us with Personal Information in violation of this Policy, please contact us as indicated at the end of this Policy.
Our Site may contain features or links to websites and Services provided by third parties (e.g., third parties operating career pages). Any information you provide on third-party websites or Services is provided directly to the operators of such websites or Services and is subject to those operators' policies governing privacy and security, even if accessed via our Site. We are not responsible for the content or privacy and security practices and policies of third-parties to which links or access are provided through our Site. We encourage you to learn about third parties' privacy and security policies before providing them with your Personal Information.
We use certain physical, organizational, and technical safeguards that are designed to improve the integrity and security of Personal Information that we collect and maintain.
We retain Personal Information for only as long as we need to provide our Services to you, or keep it in a form that does not permit identifying you when this information is no longer necessary for the purposes for which we process it, unless we are required by law to keep this information for a longer period. When determining the retention period for User Data we take into account various criteria, such as the type of products and Services requested by or provided to you, the nature and length of our relationship with you, the impact on the Services we provide to you and mandatory retention periods.
Your Personal Information collected by Groq may be securely stored and processed on Google Cloud Platform in the United States or on other servers located outside KSA.
In accordance with the applicable law, we may transfer your Personal Information to countries other than the country where you are located, including to the U.S. or any other country in which we or our service providers maintain facilities for the purpose of conducting central operations such as billing activities. If you are located in Saudi Arabia, with laws governing data collection and use that may differ from U.S. law, please note that we may transfer your Personal Information to a country and jurisdiction that does not have the same data protection laws as your jurisdiction.
We may also transfer your Personal Information to countries for which adequacy decisions have been issued, but when transferring data in countries not recognized by the competent authority as providing an adequate level of data protection, we ensure that such transfers are conducted in accordance with the applicable law. This may include the implementation of appropriate safeguards, including the use of approved contractual protections for the transfer of Personal Information (such as clauses approved by the competent authority), or rely on third parties' Data Privacy Framework certifications, where applicable. If you are located in Saudi Arabia, you may contact us as specified below to obtain a copy of the safeguards we use to transfer Personal Information outside of Saudi Arabia. To the extent required by applicable law, only the minimum necessary Personal Information will be transferred outside of your jurisdiction.
We may update this Policy from time to time to reflect changes in our privacy practices. Where reasonably possible, we will contact you to notify you of any significant changes. If we modify this Policy, we will indicate the date of the latest revision at the top of this policy.
Groq is the entity responsible for the processing of your Personal Information and the data controller as defined under the applicable law. If you have any questions or comments about this Policy, our privacy practices, or if you would like to exercise your rights with respect to your Personal Information, please contact us by email at [email protected] or by writing to us at: Groq Limited Company., a Saudi limited liability company registered in Riyadh under commercial register number 1009094094 and dated 02/03/1446H, having its head office in Riyadh, Kingdom of Saudi Arabia.
In Saudi Arabia we process your Personal Information with your consent or where otherwise permitted or required by law, including the following lawful reasons:
This Policy (including the existence, breach, validity, interpretation, performance or termination of this Policy or any non-contractual obligation arising out of or relating to this Policy) shall be governed and construed by Saudi law.
Any dispute, controversy or claim arising out of or relating to this Policy, including any dispute relating to the breach, existence, validity, performance, interpretation or termination of this Policy or any non-contractual obligation arising out of or relating to this Policy, shall be referred to and finally resolved by arbitration. The arbitration shall be administered by the Saudi Center for Commercial Arbitration (SCCA) in accordance with its Arbitration Rules ("Rules"). There shall be three (3) arbitrators, appointed in accordance with the Rules. The seat, or legal place, of arbitration shall be the Saudi Center for Commercial Arbitration in Riyadh, Kingdom of Saudi Arabia, and the arbitration shall be conducted in the English language.