Agentsy.pro

Services and Support

Subject to the terms and conditions of this Agreement, Agentsy will provide the Creator with access to the Services through the Platform. The Services are subject to modification from time to time at Agentsy's sole discretion, for any purpose deemed appropriate by Agentsy. Agentsy will use reasonable efforts to give the Creator prior written notice of any such modification. "Services" means any services Agentsy provides, including the creation of AI-driven assistants trained on Creator Content (as defined below) to interact on the Creator's behalf (the "AI Assistant"), which Agentsy makes available for businesses and creators to configure, use, and/or manage, and all associated Agentsy software, tools, developer services, and documentation, as specified in the Platform dashboard or creator portal.

Agentsy will undertake commercially reasonable efforts to make the Services available, striving for high uptime excluding scheduled or emergency maintenance. Notwithstanding the foregoing, Agentsy reserves the right to suspend the Creator's access to the Services: (i) for scheduled or emergency maintenance, or (ii) in the event the Creator is in breach of this Agreement, including failure to pay any amounts due to Agentsy.

Subject to the terms hereof, Agentsy will provide reasonable support to the Creator for the Services from Monday through Friday during Agentsy's normal business hours (CET). For premium tiers, this includes dedicated assistance and priority response.

Creator Data

To create an AI Assistant or use any Services, the Creator may provide Agentsy with certain content, including but not limited to documents, prompts, instructions, images, voice recordings, videos, movement data, personal likenesses, sensitive personal information such as religious or political views, educational or employment information, business information, or financial information. All content provided by the Creator into the Services is "Creator Content". The Creator represents and warrants that: (a) it owns or has all necessary rights, licenses, and permissions to provide the Creator Content to Agentsy; (b) all Creator Content provided is accurate and complete; and (c) its provision and Agentsy's use of the Creator Content as contemplated under this Agreement will not violate any Applicable Laws or third-party rights. An AI Assistant generated based on Creator Content only is a "Creator AI Assistant".

Furthermore, to generate the Creator AI Assistant and deploy it on the Services, Agentsy may derive "biometric information" or "biometric identifiers" from Creator Content, which shall be subject to the Biometric Consent Form. By accepting this Agreement, the Creator acknowledges and agrees that they have read the Biometric Consent Form, and that the Creator voluntarily consents to Agentsy's collection, retention, use, and disclosure of biometric information as set forth therein.

Ownership of AI Assistant Output

Any content, materials, or results generated by the Creator AI Assistant ("AI Assistant Output") shall, as between you and Agentsy, be owned by you. Agentsy hereby assigns to you all of its right, title, and interest, if any, in and to the AI Assistant Output.

Acknowledgment of Copyright Limitations

You acknowledge that under current European Union and Spanish law, copyright protection is generally not granted to works generated by artificial intelligence without substantial human creative input. Therefore, AI Assistant Output that is generated autonomously may not be protectable by copyright and could be considered in the public domain. You are solely responsible for determining the copyrightability of any AI Assistant Output and for taking any necessary steps to protect it.

Responsibility for AI Assistant Output

You are solely responsible for all uses of the AI Assistant Output. You agree to implement appropriate human review processes to evaluate the accuracy and appropriateness of the AI Assistant Output for your intended use. You also agree to comply with any applicable laws regarding the labeling of AI-generated content, including any forthcoming regulations in Spain.

No Infringing Content

You agree not to use the Services to create any AI Assistant Output that infringes on the intellectual property rights of any third party. You will be solely liable for any claims arising from the generation or use of infringing AI Assistant Output.

Biometric Data Processing

Explicit Consent for Biometric Data

In accordance with the General Data Protection Regulation (GDPR), the processing of your biometric data (including voiceprints, facial geometry, and other biometric identifiers derived from your Creator Content) requires your explicit consent. By checking the separate and specific consent box provided during your Account setup, you acknowledge and agree that you are providing freely given, specific, informed, and unambiguous consent for Agentsy to process your biometric data for the sole purpose of creating, operating, and improving your AI Assistant.

Scope of Processing

Agentsy shall process your biometric data only for the purposes to which you have explicitly consented. This includes:

Generating your AI Assistant’s voice and likeness.
Training the AI models to accurately represent your persona.
Authenticating your identity for security purposes.

Data Retention and Deletion

Your biometric data will be retained only for as long as is necessary to provide the Services to you. You may withdraw your consent at any time by deleting your Account or submitting a request to privacy@agentsy.pro. Upon withdrawal of consent or termination of your Account, Agentsy will permanently delete your biometric data from its systems within ninety (90) days, unless required to be retained by law.

Data Subject Rights

You have the right to access, rectify, or erase your biometric data at any time. To exercise these rights, please contact our Data Protection Officer at privacy@agentsy.pro.

Restrictions and Responsibilities

The Creator shall permit End Users to access and interact with the Creator AI Assistant through Agentsy's Platform and a direct link to the AI Assistant in such manner as the Creator shall determine. The Creator shall have sole discretion to decide: (a) the type of AI Assistant Output; and (b) any restrictions on AI Assistant Output. The Creator shall be responsible for all activities occurring under its Account, including without limitation any activities of End Users. In the event the Creator becomes aware of any End User's use of the Services that may infringe upon the rights of any third party or violate Agentsy's General Terms or the restrictions set by the Creator, the Creator shall promptly notify Agentsy of such use. Agentsy shall have sole discretion to determine whether to suspend or terminate any End User's access to the Creator AI Assistant upon such notification.

The Creator will not, and will not permit any third party to: (i) reverse engineer, decompile, disassemble or otherwise attempt to discover or obtain the source code, object code or underlying structure, ideas or algorithms of the Services (provided that reverse engineering is prohibited only to the extent such prohibition is not contrary to Applicable Law); (ii) copy, modify, translate, or create derivative works based on the Services, except approved by Agentsy in writing; (iii) use the Services for timesharing or service bureau purposes or for any purpose other than its own internal use for its own internal benefit and for the benefit of End Users; (iv) remove any product identification, proprietary, copyright or other notices from the Services; (v) use the Services or any AI Assistant Output to develop or train a language model or any other machine learning model, or related products or services (whether competitive with the Services or not), or engage in model extraction or stealing attacks; (vi) intentionally or knowingly use or otherwise cause the Services or any AI Assistant to generate or develop infringing or illegal content; (vii) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any Applicable Laws or regulations (including but not limited to any EU or international privacy laws, and laws or regulations concerning intellectual property, consumer and child protection, spam, text messaging, obscenity or defamation); or (viii) permit any third party to do any of the foregoing. The Creator will use reasonable efforts to prevent any unauthorized use of the Services, and will promptly notify Agentsy of any unauthorized use that comes to the Creator's attention and provide all reasonable cooperation to prevent and terminate such use.

The Creator will cooperate with Agentsy in connection with the performance of this Agreement by making available such personnel and information as may be reasonably required, and taking such other actions as Agentsy may reasonably request.

The Creator hereby agrees to indemnify and hold harmless Agentsy against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys' fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise from Creator Data or the Creator's use of the Services. Although Agentsy has no obligation to monitor the content provided by the Creator or the Creator's use of the Services, Agentsy may do so and may remove any such content or prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing.

The Creator will be responsible for maintaining the security of the Creator Account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of the Creator Account with or without the Creator's knowledge or consent.

The Creator acknowledges and agrees that the Services operate on or with or using application programming interfaces (APIs) and/or other services operated or provided by third parties ("Third-Party Services"). Agentsy is not responsible for the operation of any Third-Party Services nor the availability or operation of the Services to the extent such availability and operation is dependent upon Third-Party Services. Agentsy does not make any representations or warranties with respect to Third-Party Services or any third-party providers. Any exchange of data or other interaction between the Creator and a third-party provider is solely between the Creator and such third-party provider and is governed by such third-party's terms and conditions.

Confidentiality

Each Party (the "Receiving Party") understands that the other Party (the "Disclosing Party") has disclosed or may disclose information relating to the Disclosing Party's technology or business (hereinafter referred to as "Proprietary Information" of the Disclosing Party).

The Receiving Party agrees: (i) not to divulge to any third person any such Proprietary Information, (ii) to give access to such Proprietary Information solely to those employees with a need to have access thereto for purposes of this Agreement, and (iii) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the Party takes with its own proprietary information, but in no event will a Party apply less than reasonable precautions to protect such Proprietary Information. The Disclosing Party agrees that the foregoing will not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public without any action by, or involvement of, the Receiving Party, or (b) was in its possession or known by it without restriction prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party. Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary Information pursuant to any judicial or governmental order, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to contest such order. In any event, Agentsy may aggregate data and use such aggregated data to evaluate and improve the Services and otherwise for its business purposes.

For the avoidance of doubt, Creator Data is the Creator's Proprietary Information. The Creator acknowledges that Agentsy does not wish to receive any Proprietary Information from the Creator that is not necessary for Agentsy to perform its obligations under this Agreement, and, unless the Parties specifically agree otherwise, Agentsy may reasonably presume that any unrelated information received from the Creator is not confidential or Proprietary Information.

Notwithstanding anything to the contrary, (i) Agentsy shall be permitted to retain Proprietary Information, in accordance with the confidentiality obligations specified in this Agreement, to the extent required by Applicable Law or regulatory authority or Agentsy's internal compliance requirements; and (ii) Agentsy shall be entitled to retain copies of any computer records and files containing any Proprietary Information which have been created pursuant to Agentsy's automatic electronic archiving and back-up procedures.

Both Parties will have the right to disclose the existence but not the terms and conditions of this Agreement, unless such disclosure is approved in writing by both Parties prior to such disclosure, or is included in a filing required to be made by a Party with a governmental authority (provided such Party will use reasonable efforts to obtain confidential treatment or a protective order) or is made on a confidential basis as reasonably necessary to potential investors or acquirers.

Intellectual Property Rights

As between the Parties, Agentsy retains all right, title and interest in and to the Services, AI Assistants, and any and all intellectual property related thereto, including the underlying infrastructures, systems, algorithms, source code, datasets, and any modifications, changes, or derivative works based on or related to any of the foregoing ("Agentsy IP"), except for the limited license granted to the Creator to access and use the Services hereunder. For the avoidance of doubt, Agentsy IP does not include Creator Data.

As between the Parties, the Creator retains all right, title and interest in and to the Creator Data, except that, the Creator grants Agentsy a non-exclusive, worldwide, royalty-free, sublicensable license to use, copy, reproduce, distribute, display, modify, commercialize and make derivative works of Creator Data for the purpose of providing the Services to the Creator and perform under this Agreement.

If any content, including the AI Assistant Output, created through the Services is deemed a digital replica under applicable laws (such as California Assembly Bill 2602 or equivalent EU regulations), the Creator hereby grants Agentsy a limited, non-exclusive license to create and use such digital replica solely for the purpose of providing such content as requested by the Creator and performing under this Agreement.

Subject to the Creator's full compliance with all terms and conditions of this Agreement, Agentsy hereby grants the Creator a non-exclusive, non-transferable license to access and use the Services during the Term. Agentsy may in its sole discretion modify, enhance or otherwise change the Services, provided that such changes do not materially limit or adversely affect the Services provided to the Creator hereunder. Any AI Assistant created based on Creator Content will be exclusively provided to the Creator, and Agentsy will not use or provide such AI Assistant other than to perform under this Agreement for the Creator.

Except as expressly set forth herein, Agentsy alone (and its licensors, where applicable) will retain all intellectual property rights relating to the Services or any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by the Creator or any third party relating to the Services, which are hereby assigned to Agentsy. The Creator will not copy, distribute, reproduce or use any of the foregoing except as expressly permitted under this Agreement. This Agreement is not a sale and does not convey to the Creator any rights of ownership in or related to the Services, or any intellectual property rights.

Agentsy will obtain and process Creator Data only to perform its obligations under this Agreement. The Creator and its licensors shall (and the Creator hereby represents and warrants that they do) have and retain all right, title and interest (including, without limitation, sole ownership of) all Creator Content distributed through the Services and the intellectual property rights with respect to that Creator Content. If Agentsy receives any notice or claim that any Creator Data, or activities hereunder with respect to any Creator Data, may infringe or violate rights of a third party (a "Claim"), Agentsy may (but is not required to) suspend activity hereunder with respect to that Creator Data and the Creator will indemnify Agentsy from all liability, damages, settlements, attorney fees and other costs and expenses in connection with any such Claim, as incurred.

Payment of Fees

Agentsy Fees: The Creator will pay Agentsy the applicable fees as set forth on Agentsy's then-current pricing schedule (available at our pricing section) (the "Pricing Sheet"). To the extent applicable, the Creator will pay Agentsy for additional services, such as add-on features ("Add-Ons"). The applicable fee(s) for the Services (including AI Assistant setup and Add-Ons) ordered by the Creator will be presented to the Creator prior to the Creator's confirmation of the purchase through the Platform. Agentsy uses a third-party payment processor (the "Payment Processor") to bill the Creator through a payment account linked to the Creator's Account on the Platform (the "Billing Account"). The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to the terms of this Agreement. The Creator hereby authorizes Agentsy, through the Payment Processor, to charge the Creator's Billing Account for the fees in accordance with the applicable payment terms. If the Creator enables the auto-payment functionality for its Billing Account, the Creator hereby agrees to accept responsibility for all recurring charges prior to cancellation. The Creator may cancel such auto-reload functionality at any time through the Creator's Account settings. Any payment is non-cancellable and non-refundable, unless otherwise expressly stated by Agentsy. If the Creator fails to make any payment when due, without limiting Agentsy's other rights and remedies: (i) Agentsy may charge interest on the past due amount at the rate of 1.0% per month calculated daily and compounded monthly or, if lower, the highest rate permitted under Applicable Law; (ii) the Creator shall reimburse Agentsy for all costs incurred by Agentsy in collecting any late payments or interest, including attorneys' fees, court costs, and collection agency fees; and (iii) if such failure continues for 10 days or more, Agentsy may suspend the Creator's access to any portion or all of the Services until such amounts are paid in full.

Creator Payments: In the event the Creator chooses to monetize the Creator AI Assistant, the Creator may be eligible to receive fees (the "Creator Payments"). The Creator's receipt of Creator Payments is contingent on the Creator providing Agentsy all information and documentation necessary and appropriate to effectuate payment (e.g., tax forms or bank details).

Fees under this Agreement, including both Agentsy Fees and Creator Payments, are exclusive of all taxes, including national, state or provincial and local use, sales, value-added, property and similar taxes, if any. The Creator agrees to pay such taxes (excluding taxes based on Agentsy's net income) unless the Creator has provided Agentsy with a valid exemption certificate. In the case of any withholding requirements, the Creator will pay any required withholding itself and will not reduce the amount paid to Agentsy on account thereof.

Termination

Subject to earlier termination as provided below, this Agreement is for the Service Term as specified in the Platform or order form.

In the event of the Creator's breach of this Agreement (including any failure to pay), Agentsy may terminate this Agreement prior to the end of the Service Term by giving thirty (30) days prior written notice to the Creator; provided, however, that this Agreement will not terminate if the Creator has cured the breach prior to the expiration of such thirty-day period.

Upon expiration or earlier termination of this Agreement, the Creator shall immediately discontinue use of the Services, including the Creator AI Assistant subject to such termination and, without limiting the Creator's obligations under the Confidentiality section, the Creator shall delete, destroy, or return all copies of such Agentsy IP and certify in writing to Agentsy that such Agentsy IP has been deleted or destroyed. The Creator may elect to have Agentsy store Creator Data for a period of six (6) months following termination. If the Creator does not elect such storage option, or after the expiration of such six (6) month period, Agentsy shall delete all Creator Data, subject to the terms of the Confidentiality section. No expiration or termination will affect the Creator's obligation to pay all Agentsy Fees that may have become due before such expiration or termination, or entitle the Creator to any refund.

All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, restrictions, accrued rights to payment, confidentiality obligations, intellectual property rights, warranty disclaimers, and limitations of liability.

Software Security

Agentsy represents and warrants that it will not knowingly include, in any Agentsy software released to the public and provided to the Creator hereunder, any computer code or other computer instructions, devices or techniques, including without limitation those known as disabling devices, trojans, or time bombs, that intentionally disrupt, disable, harm, infect, defraud, damage, or otherwise impede in any manner, the operation of a network, computer program or computer system or any component thereof, including its security or user data. If, at any time, Agentsy fails to comply with the warranty in this section, the Creator may promptly notify Agentsy in writing of any such noncompliance. Agentsy will, within thirty (30) days of receipt of such written notification, either correct the noncompliance or provide the Creator with a plan for correcting the noncompliance. If the noncompliance is not corrected or if a reasonably acceptable plan for correcting them is not established during such period, the Creator may terminate this Agreement as its sole and exclusive remedy for such noncompliance.

Warranty Disclaimer

THE SERVICES AND AGENTSY PROPRIETARY INFORMATION AND ANYTHING PROVIDED IN CONNECTION WITH THIS AGREEMENT ARE PROVIDED "AS-IS," WITHOUT ANY WARRANTIES OF ANY KIND. AGENTSY (AND ITS AGENTS, AFFILIATES, LICENSORS AND SUPPLIERS) HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Limitations of Liability

IN NO EVENT WILL AGENTSY (OR ANY OF ITS AGENTS, AFFILIATES, LICENSORS OR SUPPLIERS) BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICES OR ANYTHING PROVIDED IN CONNECTION WITH THIS AGREEMENT, THE DELAY OR INABILITY TO USE THE SERVICES OR ANYTHING PROVIDED IN CONNECTION WITH THIS AGREEMENT OR OTHERWISE ARISING FROM THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS OR LOST SALES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF AGENTSY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THE TOTAL LIABILITY OF AGENTSY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR OTHERWISE, WILL NOT EXCEED, IN THE AGGREGATE, THE LESSER OF (i) TEN THOUSAND DOLLARS, OR (ii) THE FEES PAID TO AGENTSY HEREUNDER IN THE THREE MONTH PERIOD ENDING ON THE DATE THAT A CLAIM OR DEMAND IS FIRST ASSERTED. THE FOREGOING LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

U.S. Government Matters

Notwithstanding anything else, the Creator may not provide to any person or export or re-export or allow the export or re-export of the Services or any software or anything related thereto or any direct product thereof (collectively "Controlled Subject Matter"), in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. Without limiting the foregoing, the Creator acknowledges and agrees that the Controlled Subject Matter will not be used or transferred or otherwise exported or re-exported to countries as to which the United States maintains an embargo (collectively, "Embargoed Countries"), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury's List of Specially Designated Nationals or the U.S. Department of Commerce's Table of Denial Orders (collectively, "Designated Nationals"). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. Use of the Services is representation and warranty that the user is not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. The Controlled Subject Matter may use or include encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations. As defined in FAR section 2.101, any software and documentation provided by Agentsy are "commercial items" and according to DFAR section 252.227-7014(a)(1) and (5) are deemed to be "commercial computer software" and "commercial computer software documentation." Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.

Dispute Resolution

All disputes arising out of or in connection with this Agreement shall be resolved in accordance with the dispute resolution procedures set forth in the General Terms of Use for Agentsy.pro, which are incorporated herein by reference. This includes the mandatory pre-arbitration informal resolution process and the binding arbitration agreement.

Miscellaneous

If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by the Creator except with Agentsy's prior written consent. Agentsy may transfer and assign any of its rights and obligations under this Agreement with written notice to the Creator. Both Parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the Parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both Parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and the Creator does not have any authority of any kind to bind Agentsy in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing Party will be entitled to recover costs and attorneys' fees. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; and upon receipt, if sent by certified or registered mail (return receipt requested), postage prepaid. Agentsy will not be liable for any loss resulting from a cause over which it does not have direct control. This Agreement will be governed by the laws of Spain, without regard to its conflict of laws provisions. The courts sitting in Barcelona, Spain, will have proper and exclusive jurisdiction and venue with respect to any disputes arising from or related to the subject matter of this Agreement, provided that either Party may seek injunctive relief in any court of competent jurisdiction. The Creator agrees to participate in press announcements, case studies, trade shows, or other forms reasonably requested by Agentsy. Agentsy is permitted to disclose that the Creator is one of its customers to any third-party at its sole discretion.

Will These Terms Ever Change?

We may update or modify these General Terms from time to time to reflect changes in our Services, legal requirements, or business practices. We will provide notice of material changes by posting the updated terms on our website and updating the "Last Updated" date. Your continued use of the Services after the effective date of any changes constitutes your acceptance of the revised General Terms. If you do not agree to the changes, you must stop using the Services.

Children and Legal Age

The Services are not intended for use by children under the age of 18 (or the applicable age of majority in your jurisdiction, referred to herein as the "Legal Age"). By using the Services, you represent and warrant that you are at least the Legal Age and have the legal capacity to enter into these General Terms. If you are under the Legal Age, you must not use the Services. Parents or guardians who become aware of unauthorized use by minors should contact us immediately at support@agentsy.pro.

Basic Usage

You may use the Services for personal, non-commercial purposes only, unless otherwise authorized in writing by Agentsy or a Customer. If you are accessing the Services on behalf of a company or other legal entity, you must be authorized by that entity to do so. You agree not to share your access credentials (if any) with any third party. Unauthorized sharing may result in immediate termination of your access.

Messaging and Notifications

We may send you emails or other messages related to the Services, such as confirmations, updates, or security alerts, through third-party providers like Twilio. End Users may also receive notifications, for example, for password changes, recovery, or other account-related activities. You consent to receiving these communications as part of using the Services. You can opt out of non-essential communications by following the instructions in the message or contacting us.

Restrictions

You agree not to:

Violate any intellectual property rights, including those of Agentsy, Customers, or third parties, such as copyrights, trademarks, patents, or trade secrets associated with Agentsy.pro or the Services.
Use the Services in any way that violates any Applicable Law (as defined below), including local, state, national, or international laws, regulations, or conventions.
Jeopardize the security of Agentsy.pro or the Services, including by engaging in any activity that could compromise the integrity, confidentiality, or availability of the Platform.
Attempt to obtain passwords, access credentials, or other sensitive information of any other user or of computers or systems connected to the Services.
Use crawlers, scrapers, spiders, robots, or other automated tools to extract, harvest, or collect data from the Services without express written permission from Agentsy.
Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying algorithms, or structure of the Services or any part thereof.
Bypass, disable, circumvent, or otherwise interfere with any restrictive measures, security features, access controls, or limitations implemented in the Services.
Copy, rent, distribute, lease, sublicense, or otherwise exploit any material, content, software, or features from Agentsy.pro or the Services without express authorization.

Violation of these restrictions may result in suspension or termination of your access, and we may report such activities to relevant authorities. We reserve the right to monitor usage to enforce these restrictions.

Rights

A. Agentsy's Intellectual Property

Agentsy and its licensors own and shall retain all right, title, and interest in and to the Services, including the Platform, software, algorithms, user interfaces, trademarks, trade secrets, and any other proprietary elements, including all modifications, improvements, and derivative works thereof ("Agentsy IP"). No ownership rights are transferred to you; your use is limited to the rights expressly granted in these General Terms.

B. AI-Generated Outputs

To the extent permitted by applicable law, Outputs generated by the AI models based on your User Submissions shall be owned by you. You are free to use the Outputs for any purpose, including commercial purposes, provided such use complies with these Terms and applicable law.
You acknowledge that due to the nature of machine learning, Outputs may not be unique across users and the Services may generate the same or similar output for Agentsy or a third party. For example, you may provide input to a model such as "What color is the sky?" and receive output such as "The sky is blue." Other users may also ask similar questions and receive the same response.
Agentsy retains ownership of the underlying AI models, algorithms, and training data. You agree not to use the Services or any Outputs to develop, train, or improve any competing AI models or services.

C. Feedback and Suggestions

Should you provide any non-confidential feedback, ideas, or suggestions to Agentsy regarding the Services, Agentsy is free to use such feedback for any purpose without obligation or compensation to you. Agentsy shall not claim ownership of any feedback that you have explicitly marked as "CONFIDENTIAL."

User Submissions

Any data, text, files, prompts, knowledge base documents, system instructions, configurations, chat interactions, inputs, or other content that you submit, upload, provide, or generate while interacting with the Services or any AI Assistant ("User Submissions") must fully comply with these General Terms, all Applicable Laws, and the policies of any integrated Third-Party Services (such as OpenAI).

Description of User Submissions

User Submissions include, but are not limited to, any content you input into an AI Assistant (e.g., queries, documents in PDF, DOC, or other formats for knowledge bases), configuration settings or behavioral parameters you define for AI Assistants, registration data, interaction logs, or any materials you choose to share or process through the Platform. These submissions enable the creation, training, customization, and operation of AI Assistants and the generation of responses. You represent, warrant, and covenant that: (a) you own or have all necessary rights, licenses, permissions, and consents to provide the User Submissions to us and to allow their use as contemplated herein; (b) all User Submissions are accurate, complete, up-to-date, and not misleading; (c) the provision and our processing/use of User Submissions will not violate any Applicable Laws, third-party rights (including intellectual property, privacy, publicity, or contractual rights), or any terms of Third-Party Services; and (d) User Submissions are free from malware, viruses, harmful code, or any content that could compromise the Platform, other users, or Third-Party Services. If User Submissions include biometric data or identifiers (e.g., derived from voice, image, or behavioral inputs), you must obtain any required separate consents, and such data will be handled in accordance with our privacy practices and Applicable Law.

Red Flags on User Submissions (Prohibited Content and Uses)

The following are strict red flags indicating prohibited User Submissions or uses thereof. We may (but have no obligation to) monitor, review, flag, remove, block, or refuse any User Submissions that we believe (in our sole discretion) may violate these terms, pose a risk, or be alleged to infringe. Prohibited activities and content include, without limitation:

Content that is illegal, unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of privacy, hateful, discriminatory, or otherwise objectionable.
Content that infringes, misappropriates, or violates any intellectual property rights (copyrights, trademarks, patents, trade secrets), privacy rights, publicity rights, or other proprietary or personal rights of any third party.
Content that violates any Applicable Laws, regulations, or conventions, including those concerning consumer protection, child protection, data privacy (e.g., GDPR, CCPA), spam, unsolicited messaging, obscenity, defamation, fraud, or export controls.
Content intended to generate or promote infringing, illegal, harmful, or unsafe outputs (e.g., promotion of self-harm, violence, hate speech, exploitation of minors, or circumvention of safety filters in Third-Party Services).
High-volume spam, deceptive content, automated or scripted interactions, or use for training competing models, model extraction, or stealing attacks.
Any attempt to use User Submissions to develop, train, or improve any language model, AI system, or related products/services (competitive or otherwise).
Content containing malware, viruses, trojans, or code that could damage, interfere with, or unauthorizedly access the Platform, Third-Party Services, or other users' systems.
Content that impersonates any person or entity or falsely states or otherwise misrepresents your affiliation with a person or entity.
Any other content or use that jeopardizes the security, integrity, or availability of the Services or that we reasonably determine may expose us, our users, or Third-Party Services to legal, reputational, or operational risk.

If you become aware of any End User or third-party use of the Services involving prohibited User Submissions or violations, you must promptly notify us. We may suspend, terminate, or restrict access, remove content, or take other actions we deem necessary. You remain solely responsible for all User Submissions and any consequences arising therefrom. Removal or refusal does not limit your liability or our rights.

Licenses Granted by You

By submitting User Submissions, you grant Agentsy.pro and its affiliates, licensors, successors, and permitted assigns a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, fully sublicensable, transferable license to access, use, host, copy, reproduce, process, adapt, modify, create derivative works of, distribute, display, perform, transmit, and otherwise exploit such User Submissions solely as necessary to provide the Services, respond to interactions, generate outputs, fulfill our obligations under these General Terms, improve the Platform (including through aggregated/de-identified analytics), comply with legal requirements, and enforce our rights. This license survives any termination of your access. We do not claim ownership of your User Submissions, but the license allows operational use without further compensation or attribution.

Service Infringement of Copyright and Related Disclaimers

The Services rely heavily on artificial intelligence ("AI") machines working in the backend. These include third-party large language models ("LLMs"), generative AI systems, and related machine learning algorithms (such as those provided by OpenAI or other integrated providers). These AI machines operate as autonomous, non-deterministic systems that process Inputs (including User Submissions), apply configurations, retrieve from knowledge bases, and generate Outputs dynamically through complex neural networks, token prediction, and probabilistic computations. They function without real-time human intervention or oversight from Agentsy.pro, drawing on vast pre-trained datasets and parameters to interpret, reason, and respond. The backend infrastructure acts purely as a technical intermediary, facilitating API calls, data transmission, and integration between your Inputs, Customer configurations, and these external AI providers. We do not develop, host, or control the proprietary core models themselves.

We do not control the output of User Submissions

Outputs are generated entirely by the third-party AI machines based on the specific Inputs, prompts, knowledge base documents, and system instructions provided. Because AI models are probabilistic, non-deterministic, and trained on broad datasets, Outputs may vary, contain inaccuracies ("hallucinations"), biases, factual errors, outdated information, harmful content, or unintended results even from identical Inputs. Agentsy.pro does not review, curate, verify, edit, or guarantee the accuracy, completeness, safety, legality, originality, or appropriateness of any Outputs. You (and the relevant Customer/Creator) are solely responsible for evaluating, validating, and assuming all risks associated with any reliance on or use of Outputs. We disclaim all responsibility for any errors, omissions, or consequences arising from Outputs, including but not limited to decisions made, actions taken, or harm suffered by you or third parties.

We cannot control the configuration of each content

Configurations—such as system prompts, behavioral parameters, knowledge base uploads, custom instructions, domain-specific rules, or restrictions—are set exclusively by the Customer/Creator using the Platform's tools. Agentsy.pro has no ability to access, modify, monitor, or control individual configurations on a per-Assistant or per-interaction basis beyond providing the technical framework. Variations in Outputs often stem directly from these Customer-controlled configurations, which may introduce inconsistencies, biases, or risks. You acknowledge that we cannot predict, standardize, or oversee how each content item (Input, knowledge base, or Output) is configured or processed in real-time.

External Links

The Services may include hyperlinks, embeds, references, or integrations to external websites, resources, APIs, documentation, or content provided by third parties (e.g., OpenAI documentation, knowledge sources, or partner tools). These third-party sites and services are not owned, operated, controlled, or endorsed by Agentsy.pro. We make no representations or warranties regarding their accuracy, availability, security, privacy practices, content, or compliance with laws. Access to and use of any such linked sites or third-party services is entirely at your own risk and subject to the terms, conditions, and privacy policies of those third parties. We are not responsible for any damages, losses, or issues arising from your interactions with them.

Dispute Resolution Role

Agentsy is not involved in disputes between users and creators: Agentsy.pro acts solely as a neutral technical platform provider and intermediary. We have no direct relationship with or obligation toward End Users beyond facilitating access to AI Assistants configured by Customers/Creators. We are not a party to, do not mediate, resolve, or participate in any disputes, claims, or controversies between Users/End Users and Creators/Customers (or between any parties) arising from or related to User Submissions, Outputs, reliance on AI-generated content, alleged inaccuracies, biases, infringements, privacy issues, harmful results, or any other matter. Such disputes are to be handled directly between the involved parties through their own terms, privacy policies, support channels, or legal means. If we receive a notice or claim regarding potential infringement, violation, or prohibited content (a "Claim"), we may (but are not obligated to) review, suspend access to relevant content or features, remove material, or notify the Customer/Creator. However, the Customer/Creator remains solely liable and must indemnify, defend, and hold us harmless against all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from User Submissions, Outputs, configurations, or interactions. You agree to cooperate with any such notices and assume full responsibility for resolving underlying issues.

These disclaimers are in addition to the broader limitations of liability, "as-is" warranties disclaimer, and indemnity provisions elsewhere in these General Terms. By using the Services, you expressly accept these limitations and risks inherent to AI technology.

Will We Change the Service?

We are in constant improvements and changes to the Services, which may include adding, modifying, or removing features to enhance functionality, security, or compliance. We will provide reasonable notice for material changes that negatively impact core functionality.

The Service Cost

We have some free aspects of the Services available to End Users, such as basic interactions with AI Assistants. We also have some paid services, which may include premium features, extended limits, or custom integrations managed by Customers or through subscription tiers. Billing for any paid services will be handled securely, with details provided at the time of purchase. Accepted payment methods include credit cards, debit cards, and other electronic payment options. Paid services may involve recurring charges on a monthly or annual basis, with automatic renewal unless cancelled. Cancellation can be initiated at any time through your account settings or by contacting support, effective at the end of the current billing cycle. No refunds for partial periods, but you may continue using the paid features until the cycle ends. Auto-renewal ensures uninterrupted service; you will be notified before each renewal.

Stop Using the Service

You may stop using the Services at any time, with cancellations effective immediately for free access or at the end of the billing cycle for paid services. If you have an account, you can request deletion by contacting us. We may terminate your access for violations of these General Terms, with or without notice.

EU DATA ACT COMPLIANCE (Applicable to SaaS Services)

A. Switching Rights

In accordance with the EU Data Act (Regulation 2023/2854), Agentsy acknowledges that Users have the right to switch to alternative data processing service providers or to their own on-premises infrastructure.
Agentsy shall not impose contractual, commercial, or technical barriers that would impede a User's ability to switch providers.
Users may request to initiate the switching process at any time, regardless of the contract's duration or any fixed-term provisions.

B. Notice and Timeline Requirements

Users must provide written notice to support@agentsy.pro of their intent to switch providers.
The switching process shall commence no later than two (2) months following the User's notice.
Data migration shall be completed within a mandatory period of thirty (30) days following the aforementioned two-month notice period.
If data migration is technically impossible within the 30-day timeframe, Agentsy may request an extension of up to seven (7) months, providing a documented justification and ensuring the continued provision of services during this period.

C. Data Format and Portability

Upon request, Agentsy shall provide all User-generated data and related digital assets in a commonly used and machine-readable format (e.g., JSON, CSV, XML).
Agentsy shall provide reasonable technical documentation to facilitate the integration of exported data with an alternative provider.

D. Service Continuity

During the entire switching period, Agentsy shall maintain full service availability, performance, and security standards as per the original agreement.
Agentsy shall provide reasonable technical support for data export and shall cooperate in good faith with the User and any new provider.

E. Switching Charges

Until January 12, 2027, Agentsy may impose reduced switching charges that are proportionate to the actual costs incurred in the switching process.
From January 12, 2027 onwards, all switching charges are strictly prohibited.
Any early termination penalties must be proportionate and aligned with applicable national law and shall not constitute a barrier to switching.

Warranties

The Services, including the Platform, all related software, algorithms, AI integrations, user interfaces, documentation, and any other materials provided by Agentsy, are offered strictly on an "as-is" and "as-available" basis. Agentsy makes no representations or warranties of any kind, whether express, implied, statutory, or otherwise, regarding the Services or any aspect thereof. This includes, without limitation, any warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, reliability, availability, timeliness, security, or freedom from errors, viruses, or other harmful components. You acknowledge that the Services may contain bugs, glitches, or other imperfections, and Agentsy does not guarantee that the Services will meet your specific requirements, operate without interruption, be compatible with all hardware or software, or achieve any intended results.

In particular, with respect to the AI components of the Services—which rely on third-party large language models (LLMs) such as those from OpenAI or similar providers—Agentsy disclaims any warranties concerning the performance, outputs, or behaviors of these models. You understand that AI technologies are inherently experimental, probabilistic, and subject to limitations, including the potential for generating inaccurate, incomplete, biased, or fabricated information (commonly referred to as "hallucinations"). Agentsy does not warrant that AI-generated Outputs will be error-free, consistent, safe, legal, or suitable for any purpose, and you are solely responsible for independently verifying, reviewing, and validating all such Outputs before relying on them or sharing them with others. This includes implementing appropriate human oversight or "human-in-the-loop" processes for high-stakes applications, such as those involving legal, medical, financial, or safety-critical decisions.

Furthermore, Agentsy disclaims all responsibility for third-party services integrated with the Platform, including but not limited to OpenAI's APIs, external data sources, or linked websites. The availability, functionality, or quality of these third-party elements may vary, and interruptions, changes, or failures in them (e.g., API downtime, model updates, or policy changes by providers) are beyond Agentsy's control and do not constitute a breach of any warranty. No oral or written information, advice, or representations provided by Agentsy, its employees, agents, or affiliates shall create any warranty not expressly stated in these General Terms. You represent and warrant to Agentsy that: (i) you have all necessary rights, licenses, consents, and permissions to provide any User Submissions or data you input into the Services; (ii) such submissions are accurate, non-infringing, and compliant with all Applicable Laws; (iii) your use of the Services will not violate any third-party rights or legal obligations; and (iv) you will comply with all restrictions, including those related to prohibited uses, account security, and cooperation with Agentsy in resolving issues. Breach of your warranties may result in immediate suspension of access and trigger your indemnity obligations as described below.

Limitation of Liability

To the fullest extent permitted by Applicable Law, in no event shall Agentsy, its affiliates, licensors, suppliers, officers, directors, employees, agents, or successors be liable for any indirect, punitive, incidental, special, consequential, exemplary, or similar damages arising out of or in any way related to your access to, use of, or inability to use the Services, or any transactions, interactions, or decisions facilitated thereby. This limitation applies regardless of the legal theory, whether based on contract, tort (including negligence), strict liability, warranty, or otherwise, and even if Agentsy has been advised of the possibility of such damages or if such damages were foreseeable. Examples of excluded damages include, but are not limited to, loss of profits, revenue, business opportunities, goodwill, data, anticipated savings, use, or other intangible losses; costs of procuring substitute goods, services, or technology; or any damages resulting from errors, delays, interruptions, or failures in the Services.

Agentsy's total aggregate liability for all claims, actions, demands, or proceedings arising under or related to these General Terms, the Services, or any Outputs generated therefrom shall not exceed the greater of one hundred dollars (USD $100) or the total amount of fees actually paid by you to Agentsy in the twelve (12) months immediately preceding the event giving rise to the claim. This cap applies collectively to all claims, whether brought by you or any third party, and remains in effect even if any remedy specified herein fails of its essential purpose. In jurisdictions where limitations on liability for certain damages are not permitted, Agentsy's liability shall be limited to the minimum extent allowed by law.

This limitation is particularly emphasized in the context of AI-specific risks inherent to the Services. You acknowledge that AI models, including those integrated via third-party providers like OpenAI, are non-deterministic and may produce Outputs that are inaccurate, biased, incomplete, harmful, or otherwise unreliable—such as hallucinations (where the AI fabricates plausible but false information), inconsistencies across similar Inputs, or unintended biases derived from training data. Agentsy shall have no liability for any damages arising from such AI behaviors, including but not limited to financial losses from erroneous advice, reputational harm from biased content, or legal issues from infringing Outputs. You are solely responsible for mitigating these risks through independent validation, human review, and appropriate safeguards in your use cases.

Additionally, Agentsy disclaims liability for any issues stemming from third-party dependencies, such as interruptions in OpenAI's APIs, changes in third-party terms or pricing, or failures in external infrastructure that affect Platform availability. This includes scenarios where Outputs lead to disputes between you and other users, Customers/Creators, or third parties—Agentsy is not involved in such conflicts and bears no responsibility for resolving them or for any resulting damages. Agentsy shall also not be liable for any claims related to User Submissions, including their accuracy, legality, or impact, as you assume full accountability for all content you provide or generate. These limitations extend to any force majeure events, such as acts of God, wars, strikes, cyber-attacks, or failures of third-party services, which excuse Agentsy from performance obligations without liability.

Indemnity

You agree to indemnify, defend, and hold harmless Agentsy, its affiliates, officers, directors, employees, agents, licensors, suppliers, successors, and assigns (collectively, the "Indemnified Parties") from and against any and all claims, demands, actions, suits, proceedings, damages, losses, liabilities, settlements, judgments, fines, penalties, costs, and expenses (including but not limited to reasonable attorneys' fees, court costs, expert witness fees, and disbursements) arising out of or in any way related to: (i) your access to, use of, or misuse of the Services; (ii) your User Submissions, including any allegations that they infringe, misappropriate, or violate any intellectual property rights, privacy rights, publicity rights, or other proprietary or legal rights of third parties; (iii) your violation or alleged violation of these General Terms, any Applicable Law, or the terms of any Third-Party Services (e.g., OpenAI's usage policies); (iv) any interactions, transactions, or disputes between you and any other user, Customer, or third party; (v) your breach of any representation, warranty, or covenant made in these General Terms; or (vi) any use of Outputs that leads to harm, legal claims, or regulatory action. Agentsy reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Agentsy in asserting any available defenses.

Governing Law and Jurisdiction

These General Terms and any disputes arising out of or related to them or the Services shall be governed by and construed in accordance with the laws of the European Union and the national laws of the jurisdiction where Agentsy.pro is headquartered, without regard to conflict of law principles. You and Agentsy agree to submit to the exclusive jurisdiction of the competent courts located in that jurisdiction to resolve any legal matter arising from these General Terms. You waive any objection to such jurisdiction or venue on the grounds of forum non-conveniens or otherwise.

Dispute Resolution

In the event of any controversy, claim, or dispute arising out of or relating to these General Terms, the Parties shall first attempt in good faith to resolve the matter through informal discussions for a period of at least thirty (30) days. If the dispute cannot be resolved informally, it shall be settled by binding arbitration or through the competent courts as specified in the Governing Law section. To the extent permitted by law, you agree that any proceedings to resolve or litigate any dispute will be conducted solely on an individual basis and not as a class action, collective action, or representative action.

Miscellaneous

Entire Agreement: These General Terms, together with our Privacy Policy and any other legal notices published on the Platform, constitute the entire agreement between you and Agentsy regarding the Services and supersede all prior or contemporaneous communications and proposals.
Severability: If any provision of these General Terms is found to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.
Waiver: No waiver of any term of these General Terms shall be deemed a further or continuing waiver of such term or any other term, and Agentsy's failure to assert any right or provision shall not constitute a waiver of such right or provision.
Assignment: You may not assign or transfer your rights or obligations under these General Terms without Agentsy's prior written consent. Agentsy may freely assign its rights and obligations without restriction.
Contact Information: If you have any questions, concerns, or notices regarding these General Terms, please contact us at support@agentsy.pro.

Services and Support

Creator Data

Ownership of AI Assistant Output

Acknowledgment of Copyright Limitations

Responsibility for AI Assistant Output

No Infringing Content

Biometric Data Processing

Explicit Consent for Biometric Data

Scope of Processing

Data Retention and Deletion

Data Subject Rights

Restrictions and Responsibilities

Confidentiality

Intellectual Property Rights

Payment of Fees

Termination

Software Security

Warranty Disclaimer

Limitations of Liability

U.S. Government Matters

Dispute Resolution

Miscellaneous

Will These Terms Ever Change?

Children and Legal Age

Basic Usage

Messaging and Notifications

Restrictions

Rights

A. Agentsy's Intellectual Property

B. AI-Generated Outputs

C. Feedback and Suggestions

User Submissions

Description of User Submissions

Red Flags on User Submissions (Prohibited Content and Uses)

Licenses Granted by You

Service Infringement of Copyright and Related Disclaimers

We do not control the output of User Submissions

We cannot control the configuration of each content

External Links

Dispute Resolution Role

Will We Change the Service?

The Service Cost

Stop Using the Service

EU DATA ACT COMPLIANCE (Applicable to SaaS Services)

A. Switching Rights

B. Notice and Timeline Requirements

C. Data Format and Portability

D. Service Continuity

E. Switching Charges

Warranties

Limitation of Liability

Indemnity

Governing Law and Jurisdiction

Dispute Resolution

Miscellaneous

1. PREAMBLE: THE INTERSECTION OF AI AND PRIVACY

2. IDENTIFICATION OF THE DATA CONTROLLER AND GOVERNANCE

2.1. Data Controller Information

2.2. Joint Controllership and Processor Arrangements

3. THE DUAL-ROLE ARCHITECTURE: LEGAL CLARITY

3.1. Agentsy as Data Controller (Direct Relationship)

3.2. Agentsy as Data Processor (Service Provision)

3.3. Distinction from Third-Party Controllers

4. EXHAUSTIVE RECORD OF PROCESSING ACTIVITIES (ROPA)

4.1. Customer Relationship Management

4.2. Financial Operations

4.3. AI Orchestration & Intermediation

4.4. Platform Optimization & Security

4.5. Marketing and Communications

4.6. Compliance and Legal Defense

5. THE SUB-PROCESSOR ECOSYSTEM: OPENAI & INFRASTRUCTURE

5.1. OpenAI, L.L.C. (The AI Engine)

5.2. Cloud Infrastructure (AWS/Google Cloud)

5.3. Payment & Analytics

6. INTERNATIONAL DATA TRANSFERS: BEYOND THE EEA AND UK

7. DATA SUBJECT RIGHTS: EMPOWERING USERS

8. SECURITY ARCHITECTURE: THE AGENTSY SHIELD

9. DATA RETENTION AND DISPOSAL PROTOCOLS

10. COOKIES AND TRACKING TECHNOLOGIES

11. CHILDREN'S PRIVACY