These Terms of Service ("Terms") govern your access to and use of the products and services offered by DeusEtrnl AI ("DeusEtrnl AI," "we," "us," or "our"), including any websites, APIs, hosted software, consulting, development, integrations and other services (collectively, the "Services"). By accessing or using the Services you agree to be bound by these Terms. If you do not agree, do not use the Services.

1. Key Definitions

• Account: the credentials and profile enabling access to the Services.
• Client / You: the person, company or legal entity that purchases or uses the Services.
• Content: any data, text, files, images, code, credentials, or information you provide to us.
• Output: results, analyses, code, models, deliverables, or other material produced by our Services.
• Pre-existing IP: any code, models, tools, templates, scripts, know-how, or documentation developed by or on behalf of Deus Etrnl AI prior to or independent of the Services supplied to you.
• Third-Party Components: third-party APIs, open-source models, libraries, data sources or services we use or connect to when delivering Services.

2. Scope of Services

2.1 What we provide

We design, build, integrate, deploy and optionally maintain AI-powered automations and agents tailored to your business needs, which may include chatbots, voice agents, content agents, data pipelines, integrations with CRM and social platforms, databases and vector databases, and related consulting and training. (Representative service categories appear on our website.)

2.2 Third-party and open-source components

The Services may incorporate third-party APIs and open-source LLMs or components (e.g., Llama, GPT, Mistral, PaLM, etc.). Use of such components is subject to their own licenses, terms and rate/usage limitations; you are responsible for any costs, keys, or accounts required by those third-party services unless otherwise agreed.

2.3 Custom integrations

Where required, we will integrate the delivered solution with your CRM, web properties, social accounts, chat platforms (e.g., WhatsApp, Instagram, Facebook), email systems, databases, and other systems — but only after you provide required access, API keys, credentials, or consents as described in Section 4.

3. Account Registration & Security

3.1

You must provide accurate information at registration and keep it current. You are responsible for all activities on your Account and must keep credentials secure. Notify us immediately of any unauthorized use.

3.2

We may suspend or restrict Accounts for suspected abuse, breaches, or security incidents.

3.3

Minimum age to create an Account is 18.

4. Client Data, Access & Integration Obligations

4.1 Client obligations

You will supply, on time, all Content, credentials, permissions, and consents necessary to enable our performance. This includes, where applicable: access to CRM/admin consoles, API keys, server credentials, social media accounts, database access, and clearances to process personal data. You represent and warrant you have the legal right to grant that access and to authorize DeusEtrnl AI to process the Content for the agreed purposes.

4.2 Security of credentials

You must never share administrative credentials insecurely (e.g., plain email). If you provide credentials, you accept that we will use them solely to implement, test and operate the integrations. You may revoke access only after termination of Services; revocations that prevent us from performing may be treated as Client breach.

4.3 Data classification & prohibited content

You will not provide Content that violates law, violates third-party rights, or is illegal, infringing, or malicious (including malware, stolen data, protected health or financial data without proper safeguards). If you provide such Content you indemnify and hold us harmless.

4.4 Backup

You are responsible for maintaining copies/backups of your data; we do not assume responsibility for your original Content unless explicitly agreed in writing.

5. Fees, Payment, and Billing

5.1 Fees

Fees for Services are set in the quote, order form or on our website and are payable as specified. Unless otherwise stated, all fees are exclusive of taxes.

5.2 Payment authorization

By providing payment details you authorize us (or our payment processor) to charge the method you supply for all applicable fees, including recurring fees.

5.3 One-time vs. Maintenance

For one-time delivery plans you pay the agreed project fee. For ongoing maintenance, we offer a maintenance contract period of eight (8) months (the "Maintenance Term"). If you elect maintenance, you are responsible for the agreed monthly fee for the Maintenance Term. At the end of the initial 8-month term you may elect to renew for another 8-month term; renewals are subject to mutual written agreement on scope and fee. Renewal is opt-in; there is no automatic renewal unless explicitly agreed in writing.

5.4 Non-payment

We may suspend access for non-payment. Fees not timely paid accrue interest and recoverable collection costs.

5.5 Refunds

Except where required by law, fees are non-refundable unless otherwise stated in a signed agreement.

6. Delivery, Acceptance & Ownership

6.1 Delivery and acceptance

We deliver solutions per the agreed milestones. You will reasonably cooperate with acceptance tests. If you do not provide reasonable acceptance feedback within the agreed acceptance period, the Deliverable will be deemed accepted.

6.2 Ownership transfer

Subject to full payment of all fees due and provided you have complied with Section 4, we assign to you ownership of the specific custom Output and deliverables we created exclusively for you ("Deliverables"). Ownership transfer excludes: (a) Pre-existing IP; (b) Third-Party Components and the terms of their licenses; and (c) any generalized knowledge, techniques, or improvements retained by Deus Etrnl AI. Pre-existing IP and improvements remain our exclusive property. You receive Deliverables free of our claims only after payment in full.

6.3 Third-party constraints

Deliverables that embed or are dependent on third-party components remain subject to the third-party's license terms. To the extent a third-party license requires the Deliverable to be distributed under specific terms, you acknowledge those terms may apply.

6.4 Licenses to operate

To operate the Deliverable we grant you a perpetual, worldwide, non-exclusive license to any Pre-existing IP included in the Deliverable strictly to the extent required to use the Deliverable as delivered; that license does not permit sublicensing, resale, or separate distribution unless explicitly agreed.

7. Maintenance, Support & SLA

7.1 Maintenance scope

If you purchase maintenance, our obligations (including monitoring, updates, bug fixes, and service improvements) will be described in the maintenance schedule. Maintenance fees continue for the full Maintenance Term regardless of use.

7.2 SLA

We will use commercially reasonable efforts to maintain service availability and remedy incidents per the SLA included in your plan. Target uptime and response metrics for each plan are set in the order or plan documentation. We are not liable for interruptions caused by third-party services, force majeure, or client actions.

7.3 Termination of maintenance

Either party may decline renewal at the end of a Maintenance Term. If maintenance is terminated, we will hand over operational artifacts necessary for you to operate the Deliverable; additional handover services may incur a fee.

8. Confidentiality

8.1 Mutual confidentiality

Each party will keep confidential the other party's non-public information disclosed in connection with Services and will not disclose such information except to its personnel, agents or contractors who need to know and are bound by comparable confidentiality obligations.

8.2 Exceptions

Confidential information does not include information that is (a) publicly known through no breach; (b) already known by the recipient; (c) lawfully obtained from a third party; or (d) independently developed.

8.3 Duration

Confidentiality obligations survive termination for five (5) years or longer if required by applicable law for personal data.

9. Data Protection & Privacy

9.1 Processing

We process personal data only as necessary to provide the Services and as described in our Privacy Policy. We will act as controller or processor as specified in a separate Data Processing Agreement where required.

9.2 Cross-border transfers

Data may be processed in multiple jurisdictions; we will use appropriate safeguards for cross-border transfers in accordance with applicable law.

9.3 Security

We apply industry-standard technical and organizational measures to protect data. However, you must promptly notify us of security incidents related to your Content and comply with our incident response process.

9.4 Your consents

By providing account credentials or data and requesting integrations, you consent to our access and processing for the purpose of provisioning and maintaining Services.

10. AI & Model Use — Warranties, Risks, and Training Data

10.1 Probabilistic outputs

AI outputs are probabilistic. You acknowledge Outputs may be incorrect, biased, incomplete or otherwise flawed. You are responsible for validating Outputs before relying on them in any material decision.

10.2 Human oversight

For any decision with legal, medical, financial, regulatory or other material consequences, you must ensure appropriate human review before relying on Output.

10.3 Training & anonymized data

Unless you opt-out in writing, we may use de-identified or aggregated data from Client interactions to improve models, create metrics, or develop features. We will not use identifiable personal data for model training without explicit written consent.

10.4 Model updates and drift

We may update models or switch third-party or open-source LLMs. We will notify you of material architecture changes that affect performance or security.

11. Representations & Warranties

11.1 By us

We warrant that we will perform Services with reasonable skill and care consistent with industry standards.

11.2 By you

You warrant that (a) you have rights to use and provide the Content and access required; (b) you will comply with laws and third-party terms; and (c) your use will not breach any agreements.

11.3 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED ABOVE, ALL SERVICES, DELIVERABLES, AND SOFTWARE ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

12. Indemnification

12.1 By you

You will indemnify, defend and hold harmless DeusEtrnl AI, its affiliates and personnel from any claim arising from: (a) your Content or use of the Services in breach of these Terms; (b) your failure to obtain required rights, consents or authorizations; (c) any claim that your Content or supplied credentials infringe a third party's rights.

12.2 By us

We will indemnify you for direct claims that the specific Deliverable we created for you (and not incorporating your Content or third-party components) infringes a third party's copyright or patent, subject to (a) you providing prompt notice; (b) granting us control of the defense; and (c) your full cooperation. Our obligations do not apply to claims arising from your modifications, use contrary to instructions, or third-party components.

13. Limitation of Liability

13.1 Exclusion of damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF DATA, OR LOSS OF GOODWILL.

13.2 Cap on liability

EXCEPT FOR LIABILITY ARISING FROM (A) WILLFUL MISCONDUCT, (B) GROSS NEGLIGENCE, (C) BREACH OF CONFIDENTIALITY, OR (D) VIOLATIONS OF DATA PROTECTION LAWS, EACH PARTY'S AGGREGATE LIABILITY FOR DIRECT DAMAGES ARISING FROM OR RELATED TO THESE TERMS SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID BY YOU TO US FOR SERVICES DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

13.3 Essential bargain

The liability allocation in this Section 13 is fundamental to the economic terms of these Terms and would not have been agreed without these limitations.

14. Term, Termination & Effect

14.1 Term

These Terms remain effective while you use the Services or hold an Account.

14.2 Termination for convenience

Either party may terminate for convenience upon thirty (30) days' written notice for Services provided on a subscription basis, subject to payment of any accrued fees.

14.3 Termination for cause

Either party may terminate immediately for material breach by the other that remains uncured after fourteen (14) days' written notice.

14.4 Effect

Upon termination your access ends. Termination does not relieve you of payment obligations for Services already rendered. Provisions that by their nature survive (e.g., Confidentiality, IP, Indemnification, Limitation of Liability) remain in force.

15. Export Controls, Compliance & Prohibited Uses

15.1 Compliance

You must not use the Services in violation of any applicable law, sanctions, export control, or public policy.

15.2 Prohibited uses

You will not use the Services to develop or deploy unlawful surveillance, weapons systems, medical devices without required approvals, or otherwise illegal activities. We reserve the right to suspend Services for any use that, in our reasonable judgment, creates legal or safety risk.

16. Dispute Resolution & Class Action Waiver

16.1 Good faith resolution

Parties will attempt in good faith to resolve disputes between senior representatives.

16.2 Binding dispute resolution

If the dispute cannot be resolved within thirty (30) days, the dispute will be resolved by final and binding arbitration under the arbitration rules agreed by the parties. The seat of arbitration, language and arbitral body will be mutually agreed; if the parties cannot agree within fourteen (14) days the arbitrator will determine these matters. The arbitrator's award is final and binding. Each party bears its own costs and attorney fees unless the arbitrator directs otherwise.

16.3 Class action waiver

To the fullest extent permitted by law, you and Deus Etrnl AI waive the right to bring or participate in any class, collective, or representative proceeding against the other.

17. Changes to Terms

We may update these Terms from time to time. Material changes will be communicated via email or posted on our website; continued use after notice constitutes acceptance. If you do not accept changes, you must stop using the Services.

18. Notices

All legal notices to us must be sent by email to contact@deusetrnl.com. We may provide notices to you by email or by posting on our site. Notices are effective when sent.

19. Miscellaneous

19.1 Entire agreement

These Terms, any order forms, SOWs, and the Privacy Policy constitute the entire agreement relating to the Services.

19.2 Assignment

You may not assign rights under these Terms without our prior written consent. We may assign or transfer our rights without consent.

19.3 Severability

If a provision is found unenforceable, the remainder will remain effective to the fullest extent allowed.

19.4 No waiver

Failure to enforce a right is not a waiver.

20. Contact

If you have questions, requests, security concerns, or wish to exercise any rights, please contact us: