Terms & Conditions

Effective date: July 12, 2026

1. Acceptance

By using Wendell — the local software, the hosted service, or the wendell.app website — you agree to these Terms. If you don’t agree, don’t use the product. If you’re using Wendell on behalf of an organization, you represent that you have authority to bind that organization.

2. Who we are

Wendell is a product of Open Knowledge of New York, LLC (“we,” “us,” “our”). For general questions, contact hello@okny.io. For legal notices, contact hello@okny.io.

3. The product, briefly

Wendell ships in two tiers:

• Local tier — paid one-time license for software that runs on your machine.
• Hosted tier — paid monthly subscription for a managed service that includes LLM API access, graph database, and cloud storage.

Both tiers ship the same data model. The differences are operational. See Pricing for current details. Pricing for both tiers is in pre-launch and is subject to change until the pilot opens.

4. License and your content

Local tier license. When you purchase a Local tier license, we grant you a non-exclusive, non-transferable, perpetual license to install and use the software on machines you own or control, subject to these Terms. The license covers the major version you purchased plus minor updates released for that major version. Major-version upgrades may require a new purchase.

Open-source components. Wendell incorporates open-source components, each under its own license. The full list and license texts ship with the software and are available in the repository.

Your content stays yours. You own everything you create with Wendell — your manuscripts, corpus, plot graph, ledger, scorecards, and rubric outputs. We claim no ownership beyond what is strictly necessary to operate the hosted tier.

No training on your content. We do not use the content of your manuscripts, corpus, or LLM prompts to train AI models. See the Privacy Policy for details.

5. AI features and your responsibility

Wendell’s AI features produce proposals. By design, the product never writes to your canonical assembly without your explicit approval.

• You are responsible for what you accept. Reviewing AI proposals is your job. The product surfaces them, marks their provenance, and waits for your signature.
• AI output may be wrong, biased, or repetitive. Large language models hallucinate. They invent citations. They reproduce patterns from their training data. Treat every proposal as a draft requiring your judgment.
• Don’t put information you can’t share into prompts. If you’re on the hosted tier, your prompts pass through our infrastructure and an upstream AI provider. Don’t include passwords, secrets, or information you’re legally prohibited from sharing.
• Provenance is a record, not a defense. The ledger records that an AI made a suggestion and that you accepted it. It does not legally absolve you of authorship responsibility for what you publish.

6. Acceptable use

Don’t use Wendell to violate the law or anyone’s rights; infringe copyrights, trademarks, or other intellectual property; process content that exploits or endangers minors; generate or distribute malware; reverse-engineer the hosted service; resell access to the hosted tier without permission; or use the hosted tier’s included AI capacity in a way that materially exceeds reasonable individual-author usage.

We may suspend or terminate accounts that violate these limits.

7. Payments and refunds

Local tier. One-time purchase. We offer a 30-day refund window from the date of purchase. After 30 days, all sales are final unless required otherwise by your local consumer protection law.

Hosted tier. Monthly subscription, billed in advance. You can cancel anytime; cancellation takes effect at the end of the current billing period. We don’t pro-rate partial months. If you cancel within the first 14 days of your first subscription, you can request a full refund of that first month.

Taxes. Prices are exclusive of applicable taxes, which we will add where required.

Pricing changes. We may change pricing for the hosted tier with at least 30 days’ notice by email. Local-tier license prices apply at the time of purchase; later price changes don’t affect licenses already purchased.

8. Service availability (hosted tier)

We aim for high availability but don’t currently commit to a contractual SLA. If the hosted service has a sustained outage that materially affects you, contact support and we’ll work out an appropriate credit.

9. Termination

You can stop using Wendell at any time. For the hosted tier, cancel from your account settings; your workspace remains available for export for 30 days after cancellation.

We may suspend or terminate your access if you materially breach these Terms, if required by law, or if continued service would expose us to legal liability. We will give you notice and a reasonable chance to cure where possible. If we terminate for cause, no refund is due. If we terminate without cause, we’ll refund any prepaid amounts covering the period after termination.

10. Warranty disclaimer

The product is provided “as is” and “as available.” We disclaim, to the maximum extent permitted by law, all warranties — express, implied, or statutory — including merchantability, fitness for a particular purpose, and non-infringement. We don’t warrant that the product will be uninterrupted, error-free, or that AI outputs will be accurate, complete, or suitable for any particular purpose.

11. Limitation of liability

To the maximum extent permitted by law, we are not liable for indirect, incidental, special, consequential, or punitive damages. Our total aggregate liability for any claim is limited to the greater of (a) the amount you paid us in the 12 months before the claim arose, or (b) USD 100. Some jurisdictions don’t allow these limitations, in which case they apply to the maximum extent permitted.

12. Indemnification

You agree to indemnify and hold Open Knowledge harmless from claims arising out of your use of the product in violation of these Terms, including claims that your content infringes someone else’s rights.

13. Changes to these terms

We may change these Terms. Material changes will be posted here and, for the hosted tier, notified by email. Continued use after changes constitutes acceptance.

14. Governing law and disputes

These Terms are governed by the laws of the State of New York. Disputes go to the state or federal courts located in the State of New York. Where applicable consumer protection law gives you stronger rights, those rights apply notwithstanding this clause.

15. Miscellaneous

These Terms plus the Privacy Policy are the entire agreement between us about the product. If a clause is unenforceable, the rest stays in effect. We don’t waive a right by not enforcing it once. You can’t assign these Terms without our consent; we can assign them in connection with a merger or asset sale. Headings are for convenience only.

16. Contact

Open Knowledge of New York, LLC
hello@okny.io