Terms of Service
The agreement between you and UZZIWAI® for use of the Services
These Terms of Service ("Terms") govern your access to and use of the UZZIWAI® AI Workforce platform, websites and services (the "Services") provided by UZZIWAI®, LLC. ("UZZIWAI", "we", "us"). By accessing or using the Services, you agree to these Terms on behalf of yourself or the entity you represent.
1. Acceptance of terms
By clicking "I agree", signing an order form, or using the Services, you agree to these Terms and our Privacy Policy and DPA (where applicable). If you do not agree, you may not access or use the Services.
2. Definitions
- "Customer" — the entity or individual entering into an agreement for the Services.
- "AI Employee" — a configurable digital worker provided as part of the Services (e.g., Property Agent™, Sales Agent™).
- "Customer Data" — data, content and instructions the Customer submits to the Services.
- "Conversation Data" — interactions between end-users and AI Employees, processed on behalf of the Customer.
- "Documentation" — user guides, configuration specifications and policies we make available.
3. Eligibility and account
You must be at least 16 years old (or the age of digital consent in your jurisdiction) and able to form a binding contract. If you act on behalf of an entity, you represent that you have authority to bind that entity. You are responsible for safeguarding account credentials and for all activity under your account. Notify us immediately of any unauthorized use.
4. The Services
UZZIWAI® provides configurable AI Employees that perform defined business tasks — including sales, support, commerce, operations, finance and HR workflows — across web, voice, email, messaging and in-app channels. The Services are provided on a software-as-a-service basis. We may update, modify or discontinue features with reasonable notice, and will not materially reduce core functionality during a paid term.
5. Acceptable use
You will not, and will not authorize any party to:
- Use the Services to process unlawful, infringing, defamatory or harmful content, or to discriminate against protected classes.
- Use the Services to develop competing AI products or to train third-party models without our written consent.
- Reverse engineer, decompile or attempt to extract model weights or proprietary algorithms.
- Circumvent security, rate limits or access controls.
- Use the Services in violation of applicable law, including sanctions, export controls and data protection law.
- Instruct AI Employees to provide regulated professional advice (legal, medical, financial) without appropriate human review where required by law.
6. Customer data and responsibilities
You retain all rights in Customer Data. You are responsible for the lawfulness of collecting and processing Customer Data and for obtaining any consents required from end-users, including for AI-mediated interactions and, where applicable, recording of voice conversations. You grant us a limited, non-exclusive license to process Customer Data solely to provide and improve the Services, subject to the DPA. We will not use Customer Data to train shared foundation models.
7. Intellectual property
We retain all rights in the Services, including AI Employees, software, models, workflows and Documentation, including all derivative improvements. The UZZIWAI® name, logo and AI Employee™ names are our trademarks. You retain all rights in your Customer Data and any configurations you create within the Services.
8. Payment and billing
Fees are as set out in your order form or the pricing page applicable at subscription. Fees are billed in advance, in USD or EUR, and are non-refundable except as required by law. We may increase fees for renewal terms with at least 30 days' notice. Taxes are your responsibility except for taxes on our net income. Overdue amounts accrue interest at 1.5% per month or the maximum lawful rate.
9. Warranties and disclaimers
We warrant that the Services will perform materially in accordance with the Documentation during the term, and that we will use commercially reasonable efforts to implement industry-standard security. Our sole obligation for breach of this warranty is to re-perform, repair or, at our option, refund the fees for the affected period. To the maximum extent permitted by law, we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement, and do not warrant that AI Employee outputs are error-free, complete or legally compliant without human review.
10. Limitation of liability
To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost data or business interruption. Each party's aggregate liability under these Terms is limited to the greater of (a) the fees paid or payable by the Customer in the 12 months preceding the claim, or (b) USD 10,000. These limits do not apply to liability for death or personal injury caused by negligence, fraud, or breach of confidentiality obligations under the DPA (where GDPR Art. 82 applies to data subjects' rights).
11. Indemnification
You will indemnify and hold UZZIWAI® harmless from claims arising from Customer Data, your breach of these Terms or Acceptable Use, or your instructions to AI Employees. We will indemnify you from third-party claims that the Services infringe intellectual property rights, subject to the limitations in Section 10, and will, at our option, modify, replace or refund the Services to resolve an infringement claim.
12. Term and termination
These Terms run for the subscription term in your order form and renew for successive periods unless either party gives at least 30 days' notice. Either party may terminate for material breach not cured within 30 days. Upon termination, we will delete Customer Data within 60 days, except where retention is required by law or to provide export of data on request within that period.
13. Governing law and dispute resolution
United States
For Customers based in the United States, these Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws principles. Disputes are resolved in the state or federal courts located in Wilmington, Delaware, except that either party may seek injunctive relief in any court of competent jurisdiction. The parties waive any right to a class action or jury trial to the maximum extent permitted by law.
European Union and United Kingdom
For Customers based in the EEA, UK or Switzerland, these Terms are governed by the laws of Ireland. Disputes are resolved in the courts of Ireland, subject to your mandatory consumer rights and the jurisdiction of your habitual residence where applicable under Rome I and Brussels I (recast).
14. General provisions
- Entire agreement — these Terms, with your order form, DPA and policies referenced herein, constitute the entire agreement.
- Amendments — we may amend these Terms with notice; continued use after the effective date constitutes acceptance.
- Assignment — you may not assign these Terms without our written consent; we may assign to an affiliate or successor.
- Force majeure — neither party is liable for delays caused by events beyond its reasonable control.
- Severability — if any provision is held unenforceable, the remainder stays in effect.
- Notices — legal notices to legal@uzziwai.com.
