Terms of Use

1. Acceptance of Terms

By accessing or using the Octavus platform, services, APIs, SDKs, and related documentation (collectively, the "Services") provided by Octavus AI ("Octavus," "we," "us," or "our"), you agree to be bound by these Terms of Use ("Terms"). If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

If you do not agree to these Terms, you may not access or use the Services.

2. Description of Services

Octavus is an AI agent orchestration platform that enables developers to define, manage, and deploy AI agents. Our Services include:

• Agent protocol definition and management tools
• Session management and state persistence
• APIs and SDKs for integration with your applications
• Access to AI model providers (such as Anthropic and OpenAI)
• Code execution environments (sandboxes) for agent skills
• Team and organization management features

3. Account Registration

To use certain features of the Services, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Keep your login credentials confidential and secure
• Accept responsibility for all activities that occur under your account or API keys
• Notify us immediately of any unauthorized use of your account

We reserve the right to suspend or terminate accounts that violate these Terms or that we reasonably believe pose a security risk.

4. Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You shall not:

• Use the Services to create, deploy, or distribute AI agents that generate harmful, illegal, misleading, or deceptive content
• Attempt to circumvent any security measures, rate limits, or access controls
• Reverse engineer, decompile, or disassemble any part of the Services
• Use the Services to infringe on the intellectual property rights of others
• Transmit viruses, malware, or other malicious code through the Services
• Use the Services to collect, store, or process personal data in violation of applicable privacy laws
• Resell, sublicense, or provide access to the Services to third parties without our prior written consent
• Use the Services in any way that could damage, disable, or impair our infrastructure

5. Your Content and Data

You retain ownership of all content, data, prompts, agent definitions, and other materials you submit to or create through the Services ("Your Content"). By using the Services, you grant us a limited license to host, process, and transmit Your Content solely as necessary to provide the Services.

You represent and warrant that:

• You have all necessary rights to Your Content and to grant the licenses in these Terms
• Your Content does not violate any applicable laws or infringe on third-party rights
• You have obtained all necessary consents to process any personal data included in Your Content

6. Third-Party AI Providers

The Services integrate with third-party AI model providers, including but not limited to Anthropic and OpenAI. Your use of AI models through our Services is subject to:

• The applicable usage policies of the underlying AI provider
• Any rate limits or restrictions imposed by those providers
• The respective provider's terms of service and acceptable use policies

We are not responsible for the outputs generated by third-party AI models or for any changes, outages, or discontinuation of third-party services.

7. Fees and Payment

Certain features of the Services may require payment. If you subscribe to a paid plan:

• You agree to pay all fees associated with your selected plan
• Fees are billed in advance on a monthly or annual basis, as applicable
• All fees are non-refundable except as expressly stated in these Terms or required by law
• We may change our pricing with 30 days' notice; continued use after the change constitutes acceptance

8. Intellectual Property

The Services, including all software, documentation, trademarks, and other materials provided by Octavus, are protected by intellectual property laws. We retain all rights, title, and interest in the Services.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to use the Services for your internal business purposes.

9. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. WE DISCLAIM ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

We do not warrant that the Services will be uninterrupted, error-free, secure, or free of viruses or other harmful components. AI-generated outputs may be inaccurate, incomplete, or inappropriate, and you are responsible for reviewing and validating all outputs.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OCTAVUS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES.

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO US IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

11. Indemnification

You agree to indemnify, defend, and hold harmless Octavus, its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Services; (b) Your Content; (c) your violation of these Terms; or (d) your violation of any applicable laws or third-party rights.

12. Termination

Either party may terminate these Terms at any time for any reason by providing written notice. We may also suspend or terminate your access to the Services immediately if we reasonably believe you have violated these Terms.

Upon termination, your right to use the Services will cease immediately. Sections regarding intellectual property, disclaimers, limitations of liability, indemnification, and any other provisions that by their nature should survive, will survive termination.

13. Changes to Terms

We may modify these Terms at any time by posting the revised Terms on our website. We will provide notice of material changes through the Services or by email. Your continued use of the Services after the effective date of the revised Terms constitutes your acceptance of the changes.

14. Governing Law and Disputes

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

Any disputes arising from these Terms or the Services shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association, except that either party may seek injunctive relief in any court of competent jurisdiction.

15. General Provisions

• Entire Agreement: These Terms constitute the entire agreement between you and Octavus regarding the Services.
• Severability: If any provision of these Terms is found unenforceable, the remaining provisions will continue in effect.
• Waiver: Our failure to enforce any right or provision of these Terms shall not be deemed a waiver.
• Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms freely.