Terms and Conditions for Artificial Intelligence Services
1. Parties and Scope
These Terms and Conditions ("Terms") constitute a legal agreement between Agent Smith ("Provider", "we", "our") and the company or entity that contracts our services ("Client", "you"). These Terms govern access to and use of the artificial intelligence agent services provided by Agent Smith, including all products, tools, interfaces, APIs, and related features (collectively, the "Services").
By requesting, activating, or using the Services, the Client acknowledges that they have read, understood, and agree to be bound by these Terms.
2. Definitions
Services: All AI agent solutions offered by Agent Smith, including software, online platforms, APIs, and integrations.
Client Data: All information, content, material, text, data, or instructions that the Client uploads, sends, transmits, or otherwise provides to the Services.
Generated Output: Any result, response, recommendation, suggestion, or content created by the Services from Client Data.
3. Use of Services and Client Obligations
3.1 Authority and Permitted Use
The Client declares that they have the legal authority to contract these Services and that their use will be exclusively for corporate purposes and in compliance with all applicable laws.
3.2 Client Responsibility for Provided Data
The Client is solely responsible for the accuracy, completeness, legality, and quality of the Client Data they upload or provide to the Services. The Client must ensure that their data:
- Does not infringe on third-party rights (including intellectual property or privacy rights).
- Does not violate applicable data protection, confidentiality, or industry-specific regulations.
Agent Smith does not supervise or correct the data entered.
3.3 Validation of Results
Results generated by AI agents must be reviewed and validated by the Client before making operational, legal, or business decisions based on them. AI models may produce incorrect or partial information, and the Client assumes all associated risks.
4. License of Use
Agent Smith grants the Client a limited, non-exclusive, non-transferable, and revocable license to use the Services as stipulated in these Terms and any applicable contract.
5. Usage Limits, Credits, and Consumption Metrics
5.1 Consumption Metrics
Our Services may be subject to quotas, metrics, and usage limits, such as number of interactions, credits, or queries as defined in the contract or service documentation.
5.2 Client Responsibility for Consumption
The Client is responsible for monitoring and managing their use of the Services and ensuring they have sufficient credits or allocations to cover it. The Provider does not guarantee advance alerts before reaching contracted limits.
5.3 Excess Usage and Additional Charges
If usage limits or credits are exceeded, the following may apply:
- Additional charges for excess usage at the current rate.
- Temporary blocking of new interactions until additional credits are acquired.
- Service reduction in functions that consume exceeded resources.
5.4 Non-Cumulative Credits
Unless otherwise agreed, any unused credits or allocations expire at the end of the contractual period without the right to refund or transfer.
6. Suspension and Operational Consequences
6.1 Suspension for Excess Usage
If the Client exceeds usage limits or impacts service stability, the Provider may fully or partially suspend access until the situation normalizes.
6.2 Suspension for Non-Payment
If there are overdue payments beyond the agreed days and the situation is not rectified after notification, the Provider may temporarily suspend access until the outstanding amounts are paid.
6.3 Suspension for Contractual Breach
The Provider may suspend the service if the Client commits a serious breach of these Terms or acceptable use policies.
6.4 Effects of Suspension
During suspension:
- The Client will not be entitled to refunds or credits for the suspended period.
- The Client remains responsible for all accrued fees.
- The suspension does not limit the Provider's rights to terminate the contract for continued breach.
6.5 Service Restoration
The Provider will restore access when the causes that led to the suspension have been remedied, subject to payment of outstanding amounts.
7. Data Privacy and Processing
7.1 General Data Processing Framework
The Client acknowledges that some Agent Smith processes may involve the use of technological data processing systems. These systems process data in accordance with appropriate privacy and security policies to protect Client information.
7.2 Data Collected and Purposes
Data collected may include contact information, usage metrics, and technical data to improve the service, protect its security, and fulfill contractual obligations.
7.3 Client Rights over Their Data
You may request access, correction, restriction, or deletion of your data in accordance with applicable data protection laws.
7.4 Storage and Retention
Client data is retained while the contractual relationship is active and for the time necessary to fulfill legal and compliance obligations.
7.5 Self-Hosted and Client Autonomy
If a self-hosted instance of any automation system is used, the Client retains full control over configuration, data, and security mechanisms.
7.6 Technical and Organizational Security
Technical and organizational measures are applied to protect information against unauthorized access, alteration, or loss.
7.7 Exclusion of Non-Consented Uses
No data will be used for purposes other than those stipulated without explicit consent.
8. Intellectual Property
The Client retains ownership of their data and content. Agent Smith retains all rights over the Services, underlying technology, and derivatives.
9. Limitation of Liability
The Services are provided "as is". Agent Smith shall not be liable for losses, indirect damages, lost profits, or Client decisions based on output generated by AI agents.
The Provider's total liability, if applicable, shall be limited to the fees paid by the Client in the 12 months prior to the claim.
10. Modifications to the Terms
The Provider may update these Terms. Continued use of the Services after modification constitutes acceptance of the changes.
11. Termination
These Terms and access to the Services may be terminated for the Client's failure to comply with their obligations. Termination does not exempt payment obligations or other contractual commitments.
12. Applicable Law and Jurisdiction
These Terms shall be governed by the applicable law agreed upon in the main contract with the Client or, in the absence of an agreement, in accordance with the competent jurisdiction under applicable regulations.