Terms of service

1. About these terms

These terms are an agreement between TeyeMatics Inc. ("TeyeMatics", "we", "us") and the organization that uses our services ("Client", "you"). They cover our website at teyematics.com, the registration process, the TeyeMatics web console, the TeyeMatics Agentic Workforce, and related services such as the 30-day Observer.

Each engagement may also have an order form or proposal. If an order form or proposal conflicts with these terms, the order form or proposal wins for that engagement.

By registering, signing in, or using the service, you agree to these terms on behalf of your organization.

2. Who may use TeyeMatics

• TeyeMatics is for business customers only. It is not for personal or household use.
• You must be at least 18 years old.
• You must be acting for an organization, and you must have authority to accept these terms for it.

3. Registration and review

• To register, you give us accurate information about yourself and your organization, and you confirm your email address.
• Our onboarding team reviews each registration. We may call you to learn more.
• We may approve or decline any registration, at our discretion. When we decline, we record a reason.
• Registering does not create a contract to provide services. Services begin under an approved account and, where needed, an order form or proposal.

4. Accounts and security

• Each person uses their own account. Do not share sign-in details.
• You keep your passwords, passkeys and authenticator apps safe.
• Workspace owners decide who joins the workspace and what role each person has. You are responsible for what happens under your organization's accounts.
• Tell us right away at info@teyematics.com if you think an account has been misused or compromised.
• We may require a second sign-in step, or company sign-in through Google, Microsoft or Okta, to protect accounts.

5. The service

TeyeMatics designs, builds and runs AI agent "departments" for organizations, such as support, finance operations, IT service desk and sales operations. The work in each engagement is described in its order form or proposal.

• Human approval. Outward actions from a built-in tool, such as every email, post, message, payment or refund, wait for a person at your organization to approve them.
• Your controls. You can pause or stop any agent or any department at any time.
• Connected tools. You connect your own business tools. Connections are read-only by default.
• The 30-day Observer. This optional paid service reads your work through read-only connections you grant, to map the real work before a build. Work summaries leave your organization only after you approve them.

We may improve or change the service over time. We will not make a change that materially reduces the core service you have paid for during a paid term without telling you first.

6. Your responsibilities

• Your content. You are responsible for the data and content you or your people put into the service or connect to it ("Client Data").
• Your rights. You confirm that you have the rights, permissions and notices needed for us to access and process Client Data and the tools you connect, including any personal information in them.
• Your approvals. You are responsible for reviewing and approving agent actions before they go out. Once a person at your organization approves an action, it is your action.
• Your laws. You are responsible for using the service in line with the laws that apply to your business, including laws on messaging, marketing, privacy and payments.
• Your third-party tools. Your use of connected tools is governed by your agreements with those providers. We are not responsible for them.

7. Acceptable use

You and your people must not:

• Use the service for anything unlawful, harmful, fraudulent or deceptive.
• Send bulk unsolicited messages (spam), or use the service to harass anyone.
• Try to break, test or get around the separation between workspaces, or try to access another client's data.
• Try to get around security, sign-in, approval steps or usage limits.
• Reverse engineer, copy or resell the platform, except as the law allows or we agree in writing.
• Upload malware or interfere with the service or its providers.
• Use the service in breach of the terms of the AI model providers we use.

8. AI output and human approval

• Agents produce drafts, answers and proposed actions. They do not replace your judgment.
• That is why outward actions from built-in tools need a person at your organization to approve them.
• Do not rely on AI output as legal, financial, tax, medical or other professional advice.
• You are responsible for decisions you make and actions you approve based on AI output.

9. Fees and payment

• Fees, billing periods and payment terms are set in each order form or proposal.
• Unless the order form says otherwise, fees do not include taxes. You pay any taxes that apply, other than taxes on our income.
• If a payment is late, we may pause the service after giving you notice.
• Fees are not refundable unless the order form or the law says otherwise.

10. Suspension and termination

Suspension

We may suspend access, in whole or in part, if we reasonably believe it is needed to:

• Stop a breach of these terms, including acceptable use.
• Protect the service, other clients or anyone else from harm or a security threat.
• Comply with the law.

Where we can, we will tell you first and give you a chance to fix the problem. We will restore access once the reason is resolved.

Termination

• Either of us may end these terms as set out in the order form or proposal.
• Either of us may end these terms by written notice if the other materially breaches them and does not fix the breach within 30 days of notice.
• You can delete your workspace at any time from the console, as described in section 11.
• Ending these terms does not cancel fees already owed.

11. Your data when the service ends

Deleting an account

• A person can delete their own account. There is a 30-day hold, and they can cancel during it.
• After 30 days, their sign-in and personal details are erased. Approvals they made stay in the activity record, shown as "Former member".

Deleting a workspace

• A workspace owner can delete the workspace. There is a 30-day hold. During it, everything is paused, and the owner can cancel at any time.
• After 30 days, everything in the workspace is erased. Backups age out in up to 7 days after that.
• Stored secrets and encryption keys are scheduled for deletion. AWS requires a minimum of 7 days before a key is deleted.

When TeyeMatics starts a deletion

TeyeMatics support can start either deletion only when someone at your organization asks. You can still cancel during the hold.

30-day Observer data

We keep Observer data for 1 year after the engagement, with a reminder at 6 months, and delete it within 30 days if you ask.

If you want a copy of your Client Data before it is erased, ask us before the hold ends.

12. Confidentiality

• Each of us may share confidential information with the other. This includes Client Data, business plans, pricing and non-public details of the platform.
• Each of us will use the other's confidential information only for this agreement, and protect it with at least reasonable care.
• We share your confidential information only with people and providers who need it to deliver the service and who are bound to protect it, such as the subprocessors listed in our Privacy Policy.
• This does not cover information that is public through no fault of the receiver, that the receiver already had or got lawfully from someone else, or that the receiver built on its own.
• Either of us may disclose confidential information if the law requires it, after giving the other notice where allowed.

13. Intellectual property

• You own your data and outputs. You own Client Data and the outputs agents produce for you. You give us permission to use them only to provide the service to you.
• We own the platform. TeyeMatics owns the platform, the console, our software, templates, know-how and improvements to them. Using the service does not transfer any of that to you.
• Build and go. Where an engagement includes "Build and go", the generated repositories are delivered to you as set out in the order form.
• No training on your data. We do not use Client Data to train AI models.
• Feedback. If you send us ideas or feedback, we may use them freely, without owing you anything.

14. Privacy

Our Privacy Policy explains how we handle personal information. For Client Data, we process personal information on your behalf and under your instructions.

15. Warranties disclaimer

We will provide the service with reasonable skill and care. Beyond that, and to the fullest extent the law allows, the service is provided "as is" and "as available". We do not promise that the service or AI output will be error free, uninterrupted or fit for a particular purpose. We disclaim all other warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement.

16. Limitation of liability

• To the fullest extent the law allows, neither of us is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, even if told they were possible.
• To the fullest extent the law allows, each party's total liability arising from these terms is limited to the fees you paid to TeyeMatics in the 12 months before the event that led to the claim.
• These limits do not apply to your payment obligations, or to either party's indemnity obligations, or to liability that the law does not allow to be limited.

17. Indemnity

• From you. You will defend and indemnify TeyeMatics against third-party claims arising from Client Data, from your breach of the acceptable use rules, from actions your people approved, or from your use of connected tools without the rights you need.
• From us. We will defend and indemnify you against third-party claims that the TeyeMatics platform, as we provide it, infringes their intellectual property rights. This does not cover claims caused by Client Data, your changes, or combining the platform with things we did not provide.
• The party asking for protection must tell the other promptly, let it control the defense, and help reasonably.

18. Changes to these terms

We may update these terms. If we make an important change, we will tell you by email or in the console before it takes effect. If you keep using the service after the change takes effect, the new terms apply. If you do not agree, you can stop using the service and delete your workspace.

19. Governing law and courts

These terms are governed by the laws of the State of Delaware, without regard to its conflict of laws rules. Any dispute will be heard only in the state or federal courts located in Delaware, and each of us agrees to those courts' jurisdiction.

20. General terms

• Whole agreement. These terms, any order form or proposal, and the Privacy Policy are the whole agreement between us on this subject.
• Assignment. Neither of us may transfer this agreement without the other's consent, except as part of a merger, acquisition or sale of most of its business, with notice.
• Events outside our control. Neither of us is liable for delays caused by events beyond reasonable control, such as outages at major providers, natural disasters or government action. This does not excuse payment.
• Independent parties. We are independent contractors. These terms do not create a partnership, employment or agency.
• Severability. If a court finds part of these terms unenforceable, the rest still applies.
• No waiver. Not enforcing a term right away does not mean giving it up.
• Notices. We send notices by email to the workspace owner or in the console. You send notices to info@teyematics.com.
• Survival. Sections on fees owed, confidentiality, intellectual property, disclaimers, limitation of liability, indemnity and governing law continue after the agreement ends.

21. Contact us