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Terms of Service
These terms govern your access to and use of the Ayoopa platform and website. They form an agreement between you and Ayoopa Inc. If you are accepting on behalf of an organisation, you confirm you have authority to bind it. Where a signed agreement exists between Ayoopa and your organisation, that agreement takes precedence over these terms.
1. The service
Ayoopa provides a platform for building, running and governing AI agents that connect to your business systems. We may improve or change features over time. We will not materially reduce the core functionality of a paid plan during its term without notice.
2. Accounts and access
- You are responsible for the accuracy of account information and for the security of credentials.
- Access is granted per named user and may not be shared.
- You must notify us promptly of any suspected unauthorised use.
3. Customer data
You retain all rights in the data you connect to or create in the platform. You grant us the limited rights needed to operate the service on your instructions. We do not use customer data to train models. Our handling of personal data is described in the Privacy Policy and, where applicable, a data processing addendum.
4. Acceptable use
You will not use the platform to break the law, infringe rights, distribute malware, attempt to gain unauthorised access to any system, send unsolicited bulk messages, or make automated decisions that applicable law reserves to humans without the required safeguards. You remain responsible for the configuration, permissions and approval rules you set, and for the actions your agents take.
5. Third-party services
The platform connects to third-party systems and model providers you choose. Their terms apply to your use of them, and we are not responsible for their availability or outputs.
6. Fees
Paid plans are billed in advance, monthly or annually, and are non-refundable except where these terms or the law provide otherwise. Usage beyond a plan's included volume is billed at the rate stated in your order. Fees are exclusive of taxes.
7. Intellectual property
We own the platform, including all improvements, and reserve all rights not expressly granted. You receive a non-exclusive, non-transferable right to use the platform during your subscription. Agent definitions that you author remain yours.
8. Confidentiality
Each party will protect the other's confidential information with at least the care it applies to its own, and use it only to perform the agreement.
9. Warranties and disclaimers
We warrant that the service will be provided with reasonable skill and care and substantially as described. Except for that warranty, and to the extent permitted by law, the service is provided "as is" without further warranties, express or implied. AI outputs are probabilistic; you are responsible for the human review, approval thresholds and validation appropriate to your use case.
10. Limitation of liability
To the extent permitted by law, neither party is liable for indirect, incidental or consequential damages, or for lost profits or revenues. Each party's total liability under the agreement is limited to the fees paid or payable in the twelve months preceding the claim. These limits do not apply to confidentiality breaches, infringement of intellectual property, or liability that cannot lawfully be limited.
11. Suspension and termination
Either party may terminate for material breach not cured within thirty days of notice. We may suspend access to prevent harm to the service, other customers, or where required by law. On termination you may export your data for thirty days, after which it is deleted according to the configured retention policy.
12. Changes
We may update these terms and will post the revised version with a new effective date. Material changes affecting a paid plan take effect at the next renewal.
13. Governing law
These terms are governed by the laws of the State of Texas, United States, and the state and federal courts located in Harris County, Texas have exclusive jurisdiction, without regard to conflict-of-law rules.
14. Contact
Questions about these terms: legal@ayoopa.com, or Ayoopa Inc., Houston, Texas, United States.