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 using the Service, you agree to (i) these Terms, (ii) our Privacy Policy, and (iii) our Data Processing Agreement where applicable (collectively, the "Agreement").

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. Definitions

The following defined terms apply throughout these Terms:

• "Service" means the m8tes platform, including the web application, developer API, SDK, and Documentation.
• "Teammate" or "Mate" means an autonomous AI agent configured and managed on the platform.
• "Your Content" means the input you provide to the Service, including task instructions, prompts, messages, and agent configurations.
• "Output" means the AI-generated results produced by the Service in response to Your Content.
• "Customer Data" means documents, files, and data you upload into the Service for the purpose of enabling certain features.
• "Confidential Information" means information that is identified as confidential at the time of disclosure or that reasonably should be known to be confidential due to its nature. Your Content and Customer Data are Your Confidential Information.
• "Usage Data" means aggregated interaction data reflecting access and use of the Service, including frequency, features used, and performance metrics. Usage Data does not include Your Content or Customer Data.
• "API" means the programmatic interface for accessing the Service.
• "Documentation" means the technical documents, guides, and API references made available for the Service.
• "Subprocessor" means any third-party vendor that processes Customer Data or Your Content on m8tes' behalf.
• "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with a party, where "control" means ownership of more than 50% of the voting interests.

2. Service Description & Account

2.1 The Service

m8tes provides a platform for creating and managing autonomous AI agents (referred to as "Teammates" or "Mates") that can execute tasks, integrate with third-party services, and automate business workflows. The Service is available through our website, web application, developer API, and SDK.

2.2 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. Access credentials, including API keys, are specific to the account to which they are issued and may not be shared.

2.3 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.

3. 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:

3.1 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
• Providing personally identifiable genetic or biometric data to the Service

3.2 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

3.3 Competitive Use

You may not use the Service to develop, train, or improve competing AI agent platforms or products, or to reverse engineer our Service.

4. Intellectual Property & Ownership

4.1 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. You also own all Outputs generated by the Service in response to Your Content, subject to these Terms.

You may provide input that is similar or identical to another user's input or may receive Output that is similar or identical to Output provided to other users. Content requested by other users and responses provided to other users are not Your Content.

4.2 No Training on Customer Content

4.3 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.

4.4 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 pursuant to the Documentation.

4.5 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. m8tes may not utilize Feedback in a way that identifies, or could be used to identify, you, your users, Customer Data, Your Content, or your Confidential Information.

5. Customer Data

5.1 Definition

To utilize certain features, you may upload documents, files, and data ("Customer Data") into the Service.

5.2 Ownership

As between the parties, you retain all right, title, and interest (including any and all intellectual property rights) in and to the Customer Data. You grant to m8tes a non-exclusive, worldwide, royalty-free right to process the Customer Data and Your Content to the extent necessary to provide the Service to you, to prevent or address service or technical problems, or as may be required by applicable law.

5.3 Compliance

Your use of the Service and all Customer Data will comply with applicable laws, regulations, and any other legal requirements, including data localization or data sovereignty requirements applicable to you. You are responsible for the accuracy, content, and legality of all Customer Data.

5.4 Sensitive Data

You may not provide sensitive personal data to the Service — including social security numbers, health records, financial account numbers, or payment card information — unless covered by a specific addendum agreed to in writing by both parties.

6. Confidentiality

6.1 Definition

"Confidential Information" means information that is identified as confidential at the time of disclosure or that reasonably should be known to be confidential due to its nature and the circumstances of disclosure. Your Content and Customer Data are your Confidential Information. m8tes' platform technology, non-public features, and pricing are m8tes' Confidential Information.

6.2 Protection

Each party (as the "Receiving Party") will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) to: (i) not use any Confidential Information of the other party (the "Disclosing Party") for any purpose outside the scope of these Terms, and (ii) limit access to Confidential Information to those of its employees and contractors who need that access for purposes consistent with these Terms and who are bound by confidentiality obligations containing protections not materially less protective than this section.

6.3 Exceptions

Information is not Confidential Information if it: (a) is or becomes publicly available without breach of these Terms; (b) was known to the Receiving Party before disclosure; (c) is received from a third party without restriction on disclosure; or (d) is independently developed without use of the Disclosing Party's Confidential Information.

6.4 Required Disclosure

If the Receiving Party is required by applicable law or court order to disclose Confidential Information, it will, to the extent legally permitted, provide the Disclosing Party with advance written notice and cooperate in any effort to obtain confidential treatment of the Confidential Information.

6.5 Equitable Relief

The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore upon any such disclosure, the Disclosing Party will be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law.

7. Payment Terms & Billing

7.1 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.

7.2 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.

7.3 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

7.4 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.

7.5 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.

7.6 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.

8. Third-Party Services & Integrations

8.1 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.

8.2 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.

8.3 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.

9. API & Developer Terms

9.1 API Access

Access to the Service via the API requires API keys. API keys are Confidential Information — you are responsible for securing them and for all activity conducted under your keys. You must not embed API keys in client-side code or share them publicly.

9.2 Rate Limits & Fair Use

API usage is subject to rate limits and fair use policies as described in the Documentation. m8tes may throttle or temporarily suspend API access for excessive usage that degrades the Service for other users, with notice where practicable.

9.3 SDK

The m8tes SDK is provided under these Terms. You may use it to build applications that interact with the Service for your internal business purposes.

9.4 Multi-Tenancy

When using the user_id parameter for end-user data isolation, you are responsible for ensuring each end-user's data is appropriately isolated and that you have obtained all necessary consents from your end users for the processing of their data through the Service.

9.5 API Changes

m8tes may update the API with reasonable notice. We will use commercially reasonable efforts to maintain backward compatibility for major API versions and will provide migration guidance for breaking changes.

10. Warranties & Disclaimers

10.1 Service Warranty Disclaimer

10.2 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.

10.3 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. Outputs do not constitute professional, legal, financial, or medical advice.

10.4 Your Warranties

You represent and warrant that:

• You have the right to use and provide all Your Content and Customer Data to the Service
• Your Content, Customer Data, 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

11. Limitation of Liability

11.1 Liability Cap

11.2 Exclusion of Damages

11.3 Exceptions

The limitations in this section do not apply to: (a) either party's payment obligations; (b) either party's breach of its confidentiality obligations; (c) your violation of Section 3 (Acceptable Use Policy); (d) your violation of applicable law; or (e) liability that cannot be excluded or limited by law.

11.4 Essential Purpose

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

12. Indemnification

12.1 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, Customer Data, 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

12.2 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 or Customer Data; (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.

12.3 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.

13. Term & Termination

13.1 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.

13.2 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.

13.3 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 3)
• Your account poses a security risk
• Required by law or governmental authority
• Your payment method fails or you have outstanding payment obligations

13.4 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
• Within 30 days of termination, m8tes will securely delete Your Content and Customer Data unless (a) retention is required by law, (b) you request an extension for data export, or (c) data is retained in anonymized/aggregated form as part of Usage Data
• You remain liable for all fees incurred before termination
• No refunds will be provided for prepaid subscription fees
• You will promptly return, or if instructed by us, destroy any of m8tes' Confidential Information

13.5 Survival

The following sections survive termination: 4 (Intellectual Property), 5 (Customer Data), 6 (Confidentiality), 7.6 (Payment Disputes), 10 (Warranties & Disclaimers), 11 (Limitation of Liability), 12 (Indemnification), 14 (Dispute Resolution), and 16 (General Provisions).

13.6 Data Export

You may request export of Your Content and Customer Data prior to termination. m8tes will provide data in a standard machine-readable format within a reasonable timeframe.

14. Dispute Resolution & Arbitration

14.1 Informal Resolution

Before filing a legal claim, you agree to first contact us at legal@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.

14.2 Binding Arbitration

14.3 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

14.4 Class Action Waiver

14.5 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.

14.6 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.

15. Modifications to Terms

15.1 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 "Last Updated" date at the top
• Sending email notification to your account email (for material changes)

15.2 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.

15.3 Limitations on Changes

Notwithstanding the above, m8tes may not update these Terms in a way that meaningfully reduces its obligations with respect to Confidential Information, Customer Data, Your Content, or security without your express written consent.

15.4 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 13 (Term & Termination).

16. General Provisions

16.1 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.

16.2 Subcontracting

m8tes may use subcontractors and other third-party providers in connection with the performance of its obligations under these Terms, provided that it remains responsible for the performance of any such subcontractors or third-party providers.

16.3 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.

16.4 Force Majeure

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

16.5 Usage Data

m8tes may collect and use Usage Data to develop, improve, support, and operate the Service. m8tes will not share Usage Data that includes your Confidential Information with third parties except (i) in accordance with Section 6 (Confidentiality), or (ii) to the extent the Usage Data is aggregated and anonymized such that you cannot be identified.

16.6 Data Processing

m8tes will at all times abide by these Terms as well as our Data Processing Agreement (where applicable) with respect to the handling and processing of Customer Data and Your Content. To the extent of any conflict between these Terms and the Data Processing Agreement, the Data Processing Agreement controls with respect to its subject matter.

16.7 Export Control

The Service may not be used in violation of applicable export control or sanctions laws. You represent and warrant that you are not located in any U.S. embargoed country or territory, and that you are not designated on any U.S. government restricted party list.

16.8 Affiliate Usage

You may grant your Affiliates access to and use of the Service under your account, provided that you ensure such Affiliates are aware of and comply with these Terms. You are responsible for their actions and any claims arising from their use of the Service, subject to the limitations in Section 11 (Limitation of Liability) which apply in the aggregate across you and your Affiliates.

16.9 Open Source

m8tes warrants that the Service will not cause your software or data to become subject to open source license terms that would require your software to be disclosed or distributed in source code form or would give others the right to modify your software.

16.10 Entire Agreement

These Terms, together with our Privacy Policy, Data Processing Agreement (where applicable), 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.

16.11 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.

16.12 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.

16.13 Notice

All notices must be in writing and addressed to: (i) for m8tes, legal@m8tes.ai, and (ii) for you, the email address associated with your account. Notices are deemed given upon receipt. Either party may change its email address for notices by providing the other party written notice.

16.14 Contact Information

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