Terms of Service

These Terms of Service (the "Terms") govern your access to and use of the m8tes platform and services provided by m8tes, Inc. ("m8tes," "we," "us," or "our"). By accessing or using our Service, you agree to be bound by these Terms.

PLEASE READ THESE TERMS CAREFULLY BEFORE USING OUR SERVICE. If you do not agree with these Terms, you may not access or use the Service.

1. Service Description & Account

1.1 The Service

m8tes provides a platform for creating and managing autonomous AI agents (referred to as "Teammates" or "Mates") that can execute marketing tasks, integrate with third-party services, and assist with business operations (collectively, the "Service").

1.2 Account Requirements

To use the Service, you must:

• Be at least 18 years old
• Provide accurate and complete registration information
• Maintain the security of your account credentials and be responsible for all activities under your account
• Promptly notify us of any unauthorized use of your account
• Not share your account credentials or allow others to access your account

1.3 Account Registration

You may register using email and password or through third-party authentication providers (such as Google). You are responsible for maintaining accurate account information and updating it as necessary.

2. Acceptable Use Policy

You agree not to use the Service for any unlawful purpose or in any way that violates these Terms. Prohibited activities include, but are not limited to:

2.1 Prohibited Conduct

• Violating any applicable laws, regulations, or third-party rights
• Engaging in fraudulent, deceptive, or misleading activities
• Distributing malware, viruses, or other harmful code
• Attempting to gain unauthorized access to the Service or other users' accounts
• Interfering with or disrupting the Service or servers/networks connected to the Service
• Using the Service to spam, harass, threaten, or abuse others
• Scraping or harvesting data from the Service without authorization

2.2 Content Restrictions

You may not use the Service to create, share, or process:

• Content that is illegal, harmful, defamatory, or infringes on intellectual property rights
• Content that promotes violence, hatred, or discrimination
• Content that exploits or endangers children or vulnerable populations
• Adult or sexually explicit content
• Misleading or false information intended to deceive

2.3 Competitive Use

You may not use the Service to develop, train, or improve competing AI models or products, or to reverse engineer our Service. You may not benchmark the Service against competing products without our prior written consent.

3. Intellectual Property & Ownership

3.1 Your Content & Outputs

You retain all rights to your content that you submit to the Service, including task instructions, agent configurations, prompts, and any data you provide ("Your Content"). You also own all outputs generated by the Service in response to Your Content ("Outputs"), subject to these Terms.

3.2 No Training on Customer Content

3.3 m8tes Platform & IP

m8tes and its licensors retain all rights, title, and interest in and to the Service, including all software, infrastructure, algorithms, models, documentation, and technology used to provide the Service. These Terms do not grant you any ownership rights in the Service.

3.4 License Grants

License to m8tes: You grant m8tes a limited, non-exclusive, worldwide license to use, process, and display Your Content solely to provide the Service to you, including passing Your Content to AI service providers as necessary for task execution.

License to You: Subject to these Terms, m8tes grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service for your internal business purposes.

3.5 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant m8tes a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate such feedback into the Service without compensation or attribution.

4. Payment Terms & Billing

4.1 Subscription Plans

m8tes offers various subscription plans with different features and usage limits, including Free, Pro, and Enterprise tiers. Current plans and pricing are available on our pricing page.

4.2 Payment Processing

Payments are processed by our third-party payment processor (Stripe). By providing payment information, you authorize us to charge your payment method for all fees incurred under your account. You are responsible for maintaining accurate and up-to-date payment information.

4.3 Subscription Billing

• Billing Cycle: Subscriptions are billed monthly or annually based on your selected plan
• Auto-Renewal: Subscriptions automatically renew unless canceled before the renewal date
• Usage Charges: Some plans may include usage-based charges for exceeding included limits
• Taxes: Fees are exclusive of applicable taxes, which you are responsible for paying

4.4 Price Changes

We may change our pricing with 30 days' advance notice, except for changes required by law which may take effect immediately. Continued use of the Service after a price change constitutes acceptance of the new pricing.

4.5 Refunds & Cancellation

You may cancel your subscription at any time. Cancellation takes effect at the end of your current billing period. Fees are generally non-refundable except as required by law or at our sole discretion. We do not provide refunds or credits for partial months or years.

4.6 Payment Disputes

If you believe you have been incorrectly charged, you must contact us within 30 days of the charge. Failure to timely dispute a charge waives your right to dispute it.

5. Third-Party Services & Integrations

5.1 Third-Party Integrations

The Service allows you to connect third-party services (such as Google Ads) to your teammates. Your use of third-party services is subject to those services' terms and privacy policies. m8tes is not responsible for third-party services or their content.

5.2 Authorization & Access

By connecting third-party services, you authorize m8tes to access and use data from those services as necessary to provide the Service. You represent that you have all necessary rights and permissions to grant this authorization.

5.3 Third-Party Compliance

You are solely responsible for ensuring your use of third-party services complies with their terms of service, including any API usage restrictions, rate limits, or content policies. m8tes does not endorse or make representations about third-party services.

6. Warranties & Disclaimers

6.1 Service Warranty Disclaimer

6.2 No Guarantee of Availability

We do not warrant that the Service will be uninterrupted, error-free, secure, or available at all times. We may suspend or discontinue the Service or any features at any time without liability.

6.3 AI Output Accuracy

AI-generated outputs may contain errors, inaccuracies, or inappropriate content. You are solely responsible for reviewing, verifying, and validating all outputs before relying on or using them. m8tes makes no representations about the accuracy, reliability, completeness, or appropriateness of any outputs.

6.4 Your Warranties

You represent and warrant that:

• You have the right to use and provide all Your Content to the Service
• Your Content and use of the Service complies with all applicable laws and these Terms
• Your Content does not infringe any third-party intellectual property or other rights
• You have obtained all necessary consents and permissions for Your Content

7. Limitation of Liability

7.1 Liability Cap

7.2 Exclusion of Damages

7.3 Exceptions

The limitations in this section do not apply to: (a) your indemnification obligations; (b) your breach of Section 3 (Intellectual Property); (c) your violation of applicable law; or (d) liability that cannot be excluded or limited by law.

7.4 Essential Purpose

These limitations are fundamental elements of the agreement between you and m8tes. The Service would not be provided without these limitations.

8. Indemnification

8.1 Your Indemnification

You agree to indemnify, defend, and hold harmless m8tes, its affiliates, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or related to:

• Your Content or your use of Outputs
• Your use or misuse of the Service
• Your violation of these Terms
• Your violation of any applicable laws or regulations
• Your violation of any third-party rights
• Your third-party integrations or connections

8.2 m8tes Indemnification

m8tes will indemnify you against third-party claims that the Service, when used in accordance with these Terms, infringes a third party's intellectual property rights. This indemnification does not apply if the claim arises from: (a) Your Content; (b) modifications to the Service not made by m8tes; (c) your use of the Service in violation of these Terms; or (d) third-party services or content.

8.3 Procedures

The indemnified party must: (a) promptly notify the indemnifying party of the claim; (b) provide reasonable cooperation in the defense; and (c) allow the indemnifying party to control the defense and settlement, provided that no settlement may be made without the indemnified party's consent if it imposes obligations or admits liability on their behalf.

9. Term & Termination

9.1 Term

These Terms begin when you first access the Service and continue until terminated in accordance with this section. Your subscription term is specified in your subscription plan (monthly or annual) and automatically renews unless canceled.

9.2 Termination for Convenience

You may terminate your account at any time through your account settings or by contacting us. Termination takes effect at the end of your current billing period unless you have violated these Terms, in which case termination may be immediate.

m8tes may terminate or suspend your access to the Service at any time with 30 days' notice for any reason or no reason.

9.3 Termination for Breach

Either party may terminate these Terms immediately if the other party materially breaches these Terms and fails to cure the breach within 30 days of receiving written notice. m8tes may suspend or terminate your access immediately without notice if:

• You violate the Acceptable Use Policy (Section 2)
• Your account poses a security risk
• Required by law or governmental authority
• Your payment method fails or you have outstanding payment obligations

9.4 Effect of Termination

Upon termination:

• Your access to the Service will be immediately disabled
• You must cease all use of the Service and delete any copies of materials obtained from the Service
• m8tes may delete Your Content and account data in accordance with our data retention policies
• You remain liable for all fees incurred before termination
• No refunds will be provided for prepaid subscription fees

9.5 Survival

The following sections survive termination: 3 (Intellectual Property), 4.6 (Payment Disputes), 6 (Warranties & Disclaimers), 7 (Limitation of Liability), 8 (Indemnification), 10 (Dispute Resolution), and 12 (General Provisions).

10. Dispute Resolution & Arbitration

10.1 Informal Resolution

Before filing a legal claim, you agree to first contact us at support@m8tes.ai to attempt to resolve the dispute informally. Both parties agree to negotiate in good faith for at least 30 days before initiating arbitration or court proceedings.

10.2 Binding Arbitration

10.3 Arbitration Procedures

• Venue: Arbitration shall take place in Delaware, unless otherwise agreed by the parties
• Rules: The arbitration will be conducted under AAA's Commercial Arbitration Rules
• Arbitrator: A single arbitrator will be appointed in accordance with AAA rules
• Decision: The arbitrator's decision is final and binding, and judgment may be entered in any court of competent jurisdiction
• Costs: Each party bears its own costs and fees, unless the arbitrator awards costs to the prevailing party

10.4 Class Action Waiver

10.5 Exceptions to Arbitration

Either party may seek equitable relief in court for infringement or misuse of intellectual property rights. Additionally, either party may bring a claim in small claims court if it qualifies.

10.6 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. Any arbitration or court proceeding shall apply Delaware law.

11. Modifications to Terms

11.1 Right to Modify

m8tes reserves the right to modify these Terms at any time. We will provide notice of material changes by:

• Posting the updated Terms on this page
• Updating the "Effective Date" at the top
• Sending email notification to your account email (for material changes)

11.2 Acceptance of Changes

Material changes will take effect 30 days after notice is provided, except for changes required by law which may take effect immediately. Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes.

11.3 Disagreement with Changes

If you do not agree to the modified Terms, you must stop using the Service and may terminate your account in accordance with Section 9 (Term & Termination).

12. General Provisions

12.1 Assignment

You may not assign or transfer these Terms or your account without m8tes' prior written consent. m8tes may assign these Terms or any rights hereunder without your consent, including to an affiliate or in connection with a merger, acquisition, or sale of assets.

12.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

12.3 Force Majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, riots, labor disputes, governmental actions, or internet/telecommunications failures.

12.4 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and m8tes regarding the Service and supersede all prior agreements and understandings.

12.5 No Waiver

m8tes' failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. Any waiver must be in writing and signed by m8tes.

12.6 Relationship

These Terms do not create any partnership, joint venture, employment, or agency relationship between you and m8tes. You may not make any representations or commitments on behalf of m8tes.

12.7 Contact Information

For questions about these Terms or to provide notice under these Terms, please contact us: