Terms of Service

Definitions

For purposes of these Terms:

• "Account" means the account you create to access the Services.
• "AI Output" means any output generated via AI-enabled features of the Services (including generated questions, suggested answers, summaries, or other content).
• "AI Gateway" means an optional managed API or routing service that enables access to third-party AI models through our infrastructure.
• "Companion" or "abda Companion" means a usage-based service or feature set (as described on the Site) for which Credits may apply and for which usage may be metered (e.g., prompt volume, API calls, storage usage).
• "Credits" means prepaid, non-refundable, non-redeemable units used to access usage-based features of the Services. Credits may be tracked in separate balances per service and may be subject to plan-specific limits and metering.
• "Customer Data" means information and content that you input, upload, submit, store, or generate through the Services, including data intentionally stored within Personas and topic artifacts (such as natural-language prompts). Customer Data does not include Service Data (defined below).
• "Personal Data" (or "Personal Information") has the meaning set forth in the Privacy Policy.
• "Persona" means the structured profile you create using the Services, including via Persona Builder and Topic Builder.
• "Persona Builder" means the feature that enables you to answer questions (often multiple-choice) and configure granular persona controls.
• "Topic Builder" means the feature where you provide a topic and the Services generate Q&A or similar artifacts using AI.
• "Service Data" means operational metrics and telemetry collected and processed by abda as an independent controller for security, billing, analytics, and product-improvement purposes, as described in the Privacy Policy. Service Data does not include user-submitted content or data intentionally stored within Personas.
• "Third-Party AI Providers" means third-party AI model providers accessible through the Services or AI Gateway (for example, OpenAI, Google, or OpenRouter, and any others we may support).
• "Infrastructure Providers" means third-party hosting/database/storage/networking providers used to provide the Services (for example, Supabase).
• "Usage Data" means telemetry, logs, performance data, and usage metrics generated in connection with your use of the Services. Usage Data may overlap with Service Data as described in the Privacy Policy.

License to Use the Services

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal or internal business purposes, as permitted by your subscription plan and these Terms. This license does not grant you ownership of the Services or any abda materials.

License Restrictions

You agree not to, and not to permit others to:

• copy, modify, distribute, sell, lease, sublicense, or otherwise exploit the Services or any abda-provided software, documentation, or materials except as expressly permitted by these Terms;
• share Account credentials or allow unauthorized access to your Account;
• reverse engineer, decompile, disassemble, or otherwise attempt to derive source code, underlying models, weights, training data, algorithms, or system logic;
• bypass, disable, or interfere with security, access controls, or usage limits;
• use automated tools (bots, scrapers, crawlers) to access the Services without our written permission;
• upload or transmit malware, harmful code, or content intended to disrupt systems or data;
• overload, disrupt, or interfere with the Services or third-party systems that support them;
• use the Services in violation of applicable laws, export controls, or sanctions;
• use AI Output without appropriate review in high-risk contexts (medical, legal, financial, safety-critical) or in ways that could cause harm;
• misrepresent AI Output as human-generated in contexts where it could cause deception or harm; or
• use the Services, prompts, or AI Output to train, develop, or improve competing AI systems.

Accounts

Account Creation

To use certain features, you must create an Account and provide accurate information. You agree to keep your Account information current.

Account Security

You are responsible for maintaining confidentiality of your credentials and for all activity under your Account. Notify us promptly at support@abda.ai of any suspected unauthorized access.

Billing & Payments

Plans

We may offer free and paid subscription plans (e.g., Free, Plus, Pro). Plan details, features, and limits are described on the Site and may change over time.

Paid subscriptions are billed in advance on a monthly or annual basis and renew automatically unless canceled in your account settings before renewal. Except where required by law, subscription fees are non-refundable.

Credits and Metering

Certain Services (including usage-based services such as abda Companion) may use Credits. Credits:

• are prepaid, non-refundable, and non-redeemable for cash or value;
• do not earn interest and have no stored-value equivalent; and
• represent only a limited license to access the applicable Service features.

Separate balances. Credits may be tracked in separate balances per service, as described on the Site or in your account.

Metering. Metering and billing may rely on third parties (including Stripe, Supabase, and Third-Party AI Providers). You agree that our (and our payment processor's) records of usage and billing are authoritative absent manifest error.

Payments and Invoices

Payments are processed by Stripe or another designated payment processor. You agree to be bound by the payment processor's terms. We may issue invoices or billing statements based on processor records and usage metering.

Taxes

Fees and Credits are exclusive of taxes. You are responsible for applicable taxes, duties, or government charges, except taxes on our income.

Refunds

Except where required by law, all fees and Credits are non-refundable.

Service Dependencies and Availability

The Services rely on third-party providers, including Infrastructure Providers (e.g., Supabase) and Third-Party AI Providers (e.g., OpenAI, Google, OpenRouter) that may process prompts or other data to generate outputs. Because we do not fully control these providers, we cannot guarantee uninterrupted availability, performance, or security. Interruptions, delays, errors, or losses may occur due to third-party actions or events beyond our control (including force majeure).

AI Use Disclaimer (No Professional Advice)

The Services may generate AI Output. AI Output may contain errors, inaccuracies, or omissions, and may not be unique. You are solely responsible for reviewing, validating, testing, and using any AI Output. The Services and AI Output are not professional advice and must not be relied upon as a substitute for medical, legal, financial, or safety advice.

Customer Data and Privacy

Privacy Policy Controls

Our collection and processing of Personal Data and Service Data are described in the Privacy Policy. If there is any conflict between these Terms and the Privacy Policy concerning Customer Personal Data, the Privacy Policy controls.

No Sensitive Data / Health & Location (User Choice)

You agree not to upload or provide Protected Health Information under HIPAA or other highly sensitive identifiers (such as Social Security Numbers, government ID numbers, precise geolocation, or biometric identifiers). The Persona Builder / Topic Builder may present questions that relate to health or wellness (e.g., allergies). You choose whether to answer, and you control whether any responses are shared with third-party AI agents.

Use of Infrastructure Providers and Third-Party AI Providers

By using the Services, you consent to processing and transfers of your inputs, prompts, and related data to Infrastructure Providers and AI systems (including Third-Party AI Providers) to provide the Services, generate AI Output, and support metering and billing.

Rights in Customer Data (License to abda)

As between you and abda, you own your Customer Data. However, as detailed in the Privacy Policy, you grant us a perpetual, royalty-free license to use your Customer Data (excluding Personal Data) for business purposes, including:

• operating, maintaining, and improving the Services;
• analytics, benchmarking, and insights; and
• developing and training AI and machine learning models, including through de-identified or aggregated analysis where feasible.

Opt-out. If you do not want your Customer Data used for model training or other business purposes described above, you may opt out by contacting us at privacy@abda.ai (and/or by upgrading to a plan that provides enhanced data-handling controls, if offered).

Personal Data and PII Training Limits

We will not use raw or identifiable Personal Data for model training as described in the Privacy Policy. We may anonymize and aggregate Personal Data, and once anonymized and aggregated, we may use it for lawful business purposes.

Retention and Deletion

Your deletion and retention rights are described in the Privacy Policy, including:

• Service log data retained up to 90 days (unless required by law);
• upon account termination or deletion requests, we will delete Personal Data within 30 days, except for fraud prevention, legal compliance, or legal defense;
• backups may retain data for up to 90 days; and
• Customer Data may be retained and deleted as described in the Privacy Policy (including deletion or isolation schedules).

You may delete your Account and associated data using in-app settings where available.

Ownership

Our Rights

We (and our licensors) own all rights, title, and interest in and to the Services, Site, and all related software, systems, interfaces, templates, workflows, and abda-provided materials, including all improvements and derivative works.

Your Rights

You own your Customer Data. Subject to these Terms and applicable law, you may use AI Output generated for you; however, we do not guarantee AI Output is unique, error-free, or non-infringing.

Feedback

If you provide feedback, you grant us a worldwide, perpetual, irrevocable, royalty-free license to use it for any purpose without compensation.

Indemnification

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

• your use or misuse of the Services;
• your violation of these Terms or applicable law;
• your Customer Data; or
• your violation of third-party terms (including Third-Party AI Providers or Infrastructure Providers).

Disclaimers of Warranties

THE SERVICES (INCLUDING ALL AI OUTPUT) ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, ABDA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR THAT AI OUTPUT WILL BE ACCURATE, RELIABLE, OR SUITABLE FOR YOUR PURPOSES.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, ABDA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL) ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS.

TO THE FULLEST EXTENT PERMITTED BY LAW, ABDA'S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE AMOUNT YOU PAID TO ABDA FOR THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

Term and Termination

These Terms begin when you first use the Services and continue until terminated.

• You may terminate by deleting your Account or stopping use of the Services.
• We may suspend or terminate your Account or access to the Services immediately if we reasonably believe you violated these Terms, engaged in fraud or abuse, or created legal or security risk. We may also modify, suspend, or discontinue the Services in whole or in part.

Upon termination:

• your right to access the Services ends;
• you remain responsible for amounts owed through the termination date; and
• unused Credits may be forfeited as described in the Privacy Policy and/or these Terms.

Eligibility

The Services are not intended for individuals under the age of eighteen (18), and we do not knowingly collect or solicit Personal Data from anyone under this age. By using the Services, you represent that you are at least 18 years old or the age of majority in your jurisdiction. If we learn we have collected Personal Data from a minor without verifiable parental consent, we will delete it as described in the Privacy Policy. Contact privacy@abda.ai if you believe this has occurred.

Governing Law and Dispute Resolution

Governing Law

These Terms are governed by Delaware law, without regard to conflict-of-law principles, except where mandatory consumer protection laws apply. The arbitration agreement is governed by the Federal Arbitration Act ("FAA").

Informal Resolution

Before initiating arbitration, you agree to send a written notice of your dispute to info@abda.ai with a description of the dispute and the relief sought. We will attempt in good faith to resolve informally.

Binding Arbitration

If informal resolution is unsuccessful, you and abda agree that any dispute arising out of or relating to the Services or these Terms will be resolved by binding arbitration on an individual basis, except for:

• individual claims in small claims court (if eligible); and
• injunctive relief for infringement or misuse of intellectual property.

Class Action Waiver; Jury Trial Waiver

YOU AND ABDA AGREE TO BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, REPRESENTATIVE, OR CONSOLIDATED ACTION. TO THE EXTENT PERMITTED BY LAW, YOU AND ABDA WAIVE ANY RIGHT TO A JURY TRIAL.

30-Day Right to Opt Out

You may opt out of arbitration by sending an email to info@abda.ai within 30 days of first accepting these Terms, including your name, the email associated with your Account, and a clear statement that you wish to opt out of arbitration.

Notices

We may provide notices to you by email, in-product notifications, or by posting on the Site.

Legal notices to abda must be sent to:

Miscellaneous

Entire Agreement

These Terms, together with the Privacy Policy and any supplemental terms or policies referenced on the Site, form the entire agreement between you and abda regarding the Services.

Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms as part of a merger, acquisition, reorganization, or sale of assets.

Severability

If any provision is found unenforceable, the remaining provisions remain in effect.

Waiver

Our failure to enforce any provision is not a waiver.

Contact

Support: support@abda.ai
Privacy: privacy@abda.ai
Legal: info@abda.ai