Terms of Service

1. Agreement Overview

These Terms of Service ("Terms") govern your access to and use of Agentra's website, products, and services ("Services"). By accessing or using our Services, you agree to be bound by these Terms and our Privacy Policy.

If you are using our Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. In such cases, "you" and "your" will refer to both you and that organization.

2. Service Description

2.1 AI Agents Platform

Agentra provides an AI Agents-as-a-Service platform that enables customers to create, deploy, and manage AI agents for various business functions, including but not limited to sales, customer support, scheduling, e-commerce, and recruiting.

2.2 Service Subscriptions

Our Services may be offered through various subscription plans, one-time purchases, or custom enterprise agreements. The specific features, limitations, and pricing are described on our website and in any order forms or service agreements you execute with us.

2.3 Service Modifications

We may modify, update, or discontinue the Services, in whole or in part, at any time without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuance of the Services, provided that we will make reasonable efforts to notify you of significant changes.

3. Account Registration & Security

3.1 Account Creation

To access certain features of the Services, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

3.2 Account Security

You are responsible for:

• Safeguarding your account credentials
• Restricting access to your account
• All activities that occur under your account
• Notifying us immediately of any unauthorized access or use of your account

3.3 Single Account Per User

Each user must create and use only one account, unless explicitly permitted in writing by Agentra. Sharing accounts between individuals is prohibited.

4. Intellectual Property Rights

4.1 Agentra's Intellectual Property

The Services, including all software, visual interfaces, graphics, designs, information, and other content (excluding Your Content, as defined below), are owned by Agentra or our licensors and are protected by copyright, trademark, patent, and other intellectual property laws.

4.2 Your Content

You retain ownership of any content you upload, submit, or create through the Services ("Your Content"). You grant us a worldwide, non-exclusive, royalty-free license to use, copy, modify, and display Your Content solely for the purpose of providing and improving the Services.

4.3 AI Training Data

Unless specifically agreed otherwise in writing:

1. You own your business-specific data, training inputs, and conversation flows.
2. Agentra owns the underlying AI models, algorithms, frameworks, and platform technology.
3. Agentra may use anonymized, aggregated data to improve our Services and AI models.

4.4 Feedback

If you provide feedback, suggestions, or ideas about the Services, we may use this feedback without restriction or compensation to you.

5. Service Level Agreement

5.1 Availability Commitment

Agentra will use commercially reasonable efforts to make the Services available with an uptime of 99.9%, excluding:

• Planned maintenance (with advance notice)
• Emergency maintenance
• Force majeure events
• Internet service provider failures or delays
• Third-party service outages beyond our control

5.2 Service Credits

If we fail to meet our availability commitment in a calendar month, and if you report the service disruption, you may be eligible for service credits as specified in your service agreement or enterprise contract.

6. User Conduct & Content Restrictions

6.1 General Conduct

You agree not to use the Services to:

• Violate any applicable laws or regulations
• Infringe any third-party rights
• Transmit any harmful code, malware, or exploits
• Interfere with or disrupt the integrity of the Services
• Attempt to gain unauthorized access to the Services

6.2 Content Restrictions

You agree not to upload, submit, or create content that:

• Is illegal, harmful, threatening, abusive, harassing, or defamatory
• Infringes or misappropriates third-party intellectual property rights
• Contains personally identifiable information without proper authorization
• Contains or promotes discrimination, bigotry, racism, or hatred
• Is deceptive, false, or misleading

6.3 AI Usage Guidelines

You agree to use our AI technology responsibly and ethically. You must:

• Clearly disclose to your users when they are interacting with an AI agent
• Not train AI agents to impersonate specific individuals without consent
• Implement appropriate safeguards against harmful outputs
• Comply with all applicable AI regulations and guidelines

7. Payment Terms

7.1 Fees and Billing

You agree to pay all fees specified for the Services. Unless otherwise stated:

• All fees are quoted in U.S. Dollars
• Payments are non-refundable
• Subscription fees are charged at the beginning of each billing cycle
• Usage-based fees are charged in arrears

7.2 Taxes

Fees do not include taxes. You are responsible for paying all taxes associated with your use of the Services, except for taxes based on Agentra's net income.

7.3 Late Payments

If your payment is overdue, we may suspend your access to the Services until payment is received. Late payments may incur interest charges at the rate of 1.5% per month or the maximum rate permitted by law.

7.4 Price Changes

We may change our prices at any time. Price changes for existing subscriptions will take effect at the start of the next billing cycle. We will provide notice of any price changes.

8. Termination

8.1 Termination by You

You may terminate these Terms at any time by canceling your account and discontinuing use of the Services. You will remain responsible for all fees incurred before termination.

8.2 Termination by Agentra

We may suspend or terminate your access to the Services at any time for any reason without notice, including:

• Violation of these Terms
• Failure to pay fees when due
• Requests by law enforcement or government agencies
• Extended periods of inactivity
• Technical or security issues

8.3 Effect of Termination

Upon termination:

1. Your right to access and use the Services will cease immediately
2. All fees due will become immediately payable
3. We may delete your account data after a reasonable period

You may request export of your data prior to account deletion, subject to our data export policies.

9. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

AGENTRA DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

10. Limitation of Liability

IN NO EVENT WILL AGENTRA, ITS AFFILIATES, OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF REVENUE, PROFITS, OR DATA, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OR INABILITY TO USE THE SERVICES, EVEN IF AGENTRA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

AGENTRA'S TOTAL CUMULATIVE LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES WILL NOT EXCEED THE AMOUNT PAID BY YOU TO AGENTRA FOR THE SERVICES DURING THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

11. Indemnification

You agree to defend, indemnify, and hold harmless Agentra, its affiliates, licensors, and service providers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

1. Your violation of these Terms
2. Your use of the Services
3. Your Content
4. Your violation of any rights of a third party

12. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles.

Any dispute arising from or relating to these Terms or the Services will be resolved exclusively through binding arbitration in San Francisco, California, under the rules of the American Arbitration Association. The arbitration will be conducted by a single arbitrator, and judgment on the award may be entered in any court of competent jurisdiction.

Nothing in these Terms will prevent either party from seeking injunctive or other equitable relief in any court of competent jurisdiction.

13. Miscellaneous

13.1 Entire Agreement

These Terms constitute the entire agreement between you and Agentra regarding the Services and supersede all prior agreements and understandings.

13.2 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision.

13.3 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and the remaining provisions will be enforced to the fullest extent under law.

13.4 Assignment

You may not assign or transfer these Terms without Agentra's prior written consent. Agentra may assign these Terms without restriction.

13.5 Amendments

We may update these Terms at any time by posting the revised version on our website. Your continued use of the Services after the posting of the revised Terms constitutes your acceptance of the changes.

14. Contact Information

For questions about these Terms, please contact us at:

You may also visit our contact page for additional ways to reach us.