Terms of service

1. Who these terms are with

Exodus Labs AI is an automation studio operating internationally. In these terms, we, us and the studio mean the legal entity operating under the name Exodus Labs AI. You means the business that engages us.

The full legal identity of the contracting entity, its registration details and its registered address are stated on every proposal, order form and invoice we issue, and are available on request from hello@exoduslabsai.com. Where an order form and these terms disagree, the order form wins.

2. What we provide

Our work comes in three parts, and an engagement may involve one, two or all three.

• The audit. A written assessment of how work moves through your business and a plan naming the system to build first.
• The build. Designing, building and putting into service the system described in the order form.
• The run. Hosting, monitoring, maintenance and repair of a system we have built, for as long as the run agreement continues.

The exact scope of each engagement is set out in the order form. Anything not written in the order form is not in scope, and we will tell you plainly rather than absorb it silently.

2.1 The audit is free and carries no obligation

The audit costs you nothing and commits you to nothing. The document is yours to keep, to act on yourself or to hand to another provider. We ask only that you do not publish it, since it describes our method.

3. How an agreement is formed

We issue a proposal or order form describing the scope, the fees and the timeline. An agreement is formed when you accept it in writing, which includes email and electronic signature. Until then nothing is owed by either side.

Timelines given before an order form is signed are estimates. Timelines in a signed order form are what we work to, and they assume you give us the access and the answers the work needs. If we are waiting on you, the clock stops.

4. Fees, invoicing and taxes

• Fees, currency and payment schedule are set out in the order form. Build fees and run fees are separate.
• Invoices are payable within the period stated on the invoice. Late payment may suspend the run service after written notice.
• Fees are exclusive of any tax, duty, levy or withholding applicable in your country. Where your law requires you to withhold or to account for tax, that is your responsibility, and the amount we receive must be the amount invoiced.
• Run fees may be revised once in any twelve month period, with at least thirty days written notice. If you do not accept the revision you may end the run service without penalty.
• Third party costs that sit in your name, such as telephone numbers, messaging fees or usage charged by a provider you hold the account with, are yours. We tell you about these before the build, not after.

5. What we need from you

A system can only be as good as what it is given. You agree to provide, in reasonable time:

• Accurate information about your services, hours, prices and processes, and to tell us when they change.
• The access we need to the accounts and systems the build connects to, granted by you and revocable by you at any time.
• A named person on your side who can answer questions and make decisions.
• Confirmation that you have the right to give us the data you give us, and the necessary basis under your own law to have it processed.

You are responsible for how you use the systems we build. You must not use them to send unlawful communications, to contact people who have not agreed to be contacted where the law requires their agreement, to deceive, or in any way prohibited by the law that applies to you. If you do, we may suspend the service.

6. Artificial intelligence, honestly stated

The systems we build use artificial intelligence. That carries specific commitments on our side and specific limits you must know before you buy.

• Disclosure. Voice and messaging agents we build disclose that they are AI when asked. We will not build a system designed to make a person believe they are talking to a human being. In some jurisdictions this is a legal requirement, including under Article 50 of Regulation (EU) 2024/1689. It is our rule everywhere.
• Handover to a person. Every system has a defined point at which it stops and passes the conversation to a human. Where that point sits is agreed with you during the build.
• No guarantee of perfection. AI systems can misunderstand, and no provider can promise otherwise. We design for that, we set the handover, and we monitor. We do not warrant that output will be free of error, and you should not deploy these systems as the sole safeguard for a decision that is medical, legal, financial or otherwise critical without human review.
• High risk uses. We do not build systems for uses classified as prohibited or high risk under applicable AI regulation without a specific written agreement addressing the obligations that come with them.
• Your obligations. Where the law that applies to you places duties on the deployer of an AI system, such as informing the people who interact with it or keeping human oversight, those duties are yours. We build to support them and we will tell you what we know, but we are not your compliance function.

7. Who owns what

• Your data is yours. All content, records and customer data you provide or that the system collects for you remain your property. We claim no ownership over them at any point.
• The delivered system is yours once the build has been paid for in full. That includes the configuration, the prompts, the workflows and the interfaces built specifically for you.
• Our general know how stays ours. Methods, generic components, libraries and techniques we developed before the engagement or that are not specific to you remain ours, and we may reuse them. Reusing a technique is not reusing your data or your build.
• Third party components keep their own licences, and we tell you which ones your system depends on.

8. Confidentiality

Each side keeps the other's confidential information confidential, uses it only for the engagement, and continues to do so for three years after the engagement ends. Trade secrets stay protected for as long as they remain trade secrets.

We do not publish your name, your logo or screenshots of your system, and we do not turn your build into a case study. If we ever want to reference the work, we ask you first and you are free to say no. We will sign your own non disclosure agreement on request, before we look at anything.

9. Personal data

Where we process personal data on your behalf, you are the controller and we act as processor on your documented instructions. How we handle personal data is set out in the privacy policy, and a separate data processing agreement is signed where your law requires one, including under the GDPR and comparable regimes.

We do not sell personal data, we do not share it between clients, and we do not hand client data to third parties to be used as training material for their own models.

10. Service, availability and support

While a run agreement is in force we host the system, monitor it and repair faults. We aim to detect and tell you about a failure before your customers do, and we will not tell you a system is healthy when it is not.

Our systems depend on services we do not control, including telephone networks, messaging platforms, calendar and payment providers and cloud infrastructure. An outage at one of those is not a breach of these terms, though we will work the problem and keep you informed.

Any specific uptime commitment, response time or support window applies only if it is written into your order form.

11. Warranties and limits

We warrant that we will perform with reasonable skill and care, and that we have the right to provide what we provide. Beyond that, and to the fullest extent the applicable law allows, the services are provided without further warranty of any kind, express or implied.

Neither side is liable to the other for indirect or consequential loss, loss of profit, loss of revenue, loss of anticipated savings, loss of business opportunity or loss of goodwill. Our total liability arising out of an engagement is limited to the total fees you paid us for that engagement in the twelve months before the event giving rise to the claim.

Nothing in these terms limits liability for fraud, for wilful misconduct, or for anything that cannot lawfully be limited.

12. Term, ending it, and leaving

• A build engagement ends when the build is delivered and paid.
• A run agreement continues until either side ends it with thirty days written notice, unless the order form says otherwise.
• Either side may end the agreement immediately in writing if the other commits a material breach and does not fix it within fifteen days of being told.
• We may suspend the service for non payment or for unlawful use, after written notice, and we will tell you before we do it rather than after.

12.1 No lock in

When an engagement ends for any reason, you keep the system and you keep your data. On request within sixty days of the end date we provide your data in a common machine readable format and the material needed to run the system elsewhere, at no charge for a standard export. We will not withhold your data over a commercial disagreement.

13. Force majeure

Neither side is in breach for a failure caused by something genuinely outside its control, including war, natural disaster, epidemic, failure of national telecommunications or power infrastructure, or an act of government. The affected side tells the other promptly and both work to limit the damage. If it lasts more than sixty days either side may end the agreement.

14. Changes to these terms

We may update these terms for new versions of the service or to follow the law. The version in force when your order form is signed governs that engagement. For a continuing run agreement we give at least thirty days notice of a change, and if you do not accept it you may end the run service without penalty.

15. Law and disputes

The governing law and the competent forum for an engagement are stated in the order form, and are agreed with you before you sign rather than imposed by a website.

If a dispute arises, both sides first try to resolve it directly, in writing, within thirty days. We would rather fix a problem than argue about who caused it.

If any part of these terms is found unenforceable, the rest continues to apply. A failure to enforce a right is not a waiver of it. These terms and the order form are the whole agreement between us on their subject matter.

16. Contact

Questions about these terms, requests for our full registered details, notices of termination and anything else in writing go to hello@exoduslabsai.com. We answer.