AegisAI Terms of Service

1. INTRODUCTION AND ACCEPTANCE OF TERMS

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and AegisAI, Inc., including its affiliates, subsidiaries, parent companies, successors and assigns ("Company," "we," "us," or "our"), governing your access to and use of the AegisAI security assessment platform, including any associated software, tools, features, updates, and services (collectively, the "Service").

BY ACCESSING OR USING THE SERVICE IN ANY MANNER, YOU REPRESENT AND WARRANT THAT:

1. YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS
2. YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TERMS
3. YOU ARE OF LEGAL AGE IN YOUR JURISDICTION TO FORM A BINDING CONTRACT WITH THE COMPANY
4. YOU WILL COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS

IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICE AND MUST DISCONTINUE USE IMMEDIATELY.

2. DEFINITIONS

For purposes of these Terms:

• "Authorized Testing" means security assessment activities conducted with explicit, prior written permission from the target organization's authorized representative.
• "Confidential Information" means any non-public information disclosed by either party to the other party, either directly or indirectly, in writing, orally or by inspection of tangible objects.
• "Documentation" means any user guides, manuals, instructions, and other documents and materials that the Company provides or makes available to you.
• "Intellectual Property Rights" means any and all rights under patent law, copyright law, trade secret law, trademark law, and any and all other proprietary rights.
• "Security Assessment" means any penetration testing, vulnerability scanning, phishing simulation, or other security testing activities.
• "Target Systems" means any networks, systems, infrastructure, or email addresses subject to Security Assessment using the Service.
• "Testing Data" means any data, results, logs, reports, or other output generated through your use of the Service.

3. GRANT OF LICENSE

3.1 Limited License

Subject to these Terms and your compliance with all applicable laws and regulations, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:

1. Access and use the Service solely for conducting Authorized Testing
2. Install and use any associated software provided by the Company solely in connection with your authorized use of the Service
3. Access and use the Documentation in connection with your permitted use of the Service

3.2 License Restrictions

You shall not, and shall not permit any third party to:

1. Use the Service for any unauthorized or illegal purpose
2. Copy, modify, create derivative works of, decompile, reverse engineer, disassemble, or otherwise attempt to derive the source code of the Service
3. Sell, resell, rent, lease, sublicense, distribute, redistribute, or otherwise transfer any rights in the Service
4. Remove, alter, or obscure any proprietary notices in the Service
5. Use the Service in any manner that could damage, disable, overburden, or impair the Service
6. Use any automated means or interface not provided by the Company to access the Service
7. Attempt to gain unauthorized access to the Service or its related systems or networks

4. USER OBLIGATIONS AND RESPONSIBILITIES

4.1 Authorized Testing Requirements

You shall:

1. Obtain explicit written authorization from the owner or authorized representative of any Target Systems prior to conducting any Security Assessment
2. Maintain detailed records of all authorizations obtained, including:
   • Name and contact information of the authorizing party
   • Date and scope of authorization
   • Any specific conditions or limitations on testing activities
   • Written confirmation of authorization
3. Conduct all Security Assessments in accordance with:
   • The scope and limitations specified in the authorization
   • Industry standard security testing methodologies
   • All applicable laws and regulations
   • Any specific instructions or guidelines provided by the Company
4. Immediately cease testing activities if:
   • Requested by the target organization
   • Authorization is revoked or expires
   • You discover or suspect any illegal or unauthorized activity
   • Instructed by the Company or any legal authority

4.2 Compliance Requirements

You shall comply with all applicable local, state, federal, and international laws, regulations, and standards, including but not limited to:

• Computer Fraud and Abuse Act (CFAA)
• Electronic Communications Privacy Act (ECPA)
• State and international computer crime laws
• Data protection and privacy regulations
• Industry-specific regulations (e.g., HIPAA, GLBA, PCI DSS)

5. PROHIBITED ACTIVITIES

You explicitly agree not to use the Service to:

1. Conduct any unauthorized Security Assessments
2. Attempt to gain unauthorized access to any systems, networks, or data
3. Cause harm, damage, or disruption to any systems or individuals
4. Engage in any fraudulent, deceptive, or malicious activities
5. Violate any laws, regulations, or third-party rights
6. Distribute malware, viruses, or other malicious code
7. Interfere with or disrupt the integrity or performance of the Service
8. Collect or harvest any personally identifiable information without authorization
9. Impersonate any person or entity
10. Engage in any activity that could damage the Company's reputation

6. INTELLECTUAL PROPERTY

6.1 Ownership

The Service, including all content, features, functionality, and Documentation:

• Is owned by the Company or its licensors
• Is protected by United States and international intellectual property laws
• Includes proprietary and confidential information

6.2 Feedback

If you provide any suggestions, ideas, or feedback regarding the Service:

• You grant the Company a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate such feedback
• The Company is free to use such feedback without any compensation or attribution to you
• You represent and warrant that such feedback does not infringe any third-party rights

7. DISCLAIMERS AND WARRANTIES

7.1 Explicit Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY EXPLICITLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT
• ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE
• ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, OR PERFORMANCE OF THE SERVICE
• ANY WARRANTIES REGARDING THE ACCURACY OR COMPLETENESS OF THE SERVICE'S RESULTS
• ANY WARRANTIES THAT THE SERVICE WILL MEET YOUR REQUIREMENTS
• ANY WARRANTIES THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED
• ANY WARRANTIES REGARDING THE RELIABILITY OR ACCURACY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE
• ANY WARRANTIES REGARDING THE RELATIONSHIPS, CONTRACTS, OR DEALINGS WITH THIRD PARTIES

7.2 System Requirements and Modifications

THE COMPANY DOES NOT WARRANT OR GUARANTEE THAT:

• THE SERVICE WILL BE COMPATIBLE WITH YOUR SYSTEMS OR EQUIPMENT
• THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION
• ANY DEFECTS OR ERRORS WILL BE CORRECTED
• THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS

8. LIMITATION OF LIABILITY

8.1 Excluded Damages

THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM:

• USE OR INABILITY TO USE THE SERVICE
• UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA
• STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE
• ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS
• ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE
• ANY BUGS, VIRUSES, OR OTHER HARMFUL CODE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICE
• ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT
• LOSS OF PROFITS, GOODWILL, USE, OR OTHER INTANGIBLE LOSSES
• ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES

8.2 Liability Cap

IN NO EVENT SHALL THE COMPANY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES EXCEED THE LESSER OF:

1. THE AMOUNT YOU HAVE PAID THE COMPANY IN THE PAST TWELVE MONTHS, OR
2. FIVE HUNDRED DOLLARS ($500)

8.3 Essential Purpose

THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN THE COMPANY AND YOU. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

9. INDEMNIFICATION

9.1 Your Indemnification Obligations

YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS THE COMPANY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, AND ASSIGNS FROM AND AGAINST ANY AND ALL:

• Claims
• Damages
• Losses
• Liabilities
• Costs and expenses (including reasonable attorneys' fees)

ARISING FROM OR RELATING TO:

1. Your access to or use of the Service
2. Your violation of these Terms
3. Your violation of any third-party rights, including without limitation any intellectual property rights or privacy rights
4. Any content or data you submit, post, or transmit through the Service
5. Your violation of any laws, rules, regulations, codes, statutes, ordinances, or orders
6. Any misrepresentation made by you
7. Your unauthorized Security Assessments of any Target Systems
8. Any harm or damages caused to third parties as a result of your use of the Service

9.2 Notification and Cooperation

The Company will provide prompt notice of any such claim, suit, or action for which indemnification is sought. You agree to cooperate fully with the Company in the defense of any claim for which indemnification is required. The Company reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you.

10. TERM AND TERMINATION

10.1 Term

These Terms shall remain in full force and effect while you use the Service, unless earlier terminated in accordance with these Terms.

10.2 Termination by You

You may terminate these Terms at any time by discontinuing use of the Service and canceling any accounts you have created.

10.3 Termination by the Company

The Company may, in its sole discretion, terminate or suspend your access to the Service and these Terms at any time, for any reason or no reason, with or without prior notice, and without liability. Reasons for termination may include, but are not limited to:

1. Violation of these Terms
2. Illegal, unauthorized, or abusive use of the Service
3. Failure to pay any fees or charges when due
4. Requests from law enforcement or government agencies
5. Extended periods of inactivity
6. Technical or security issues
7. Engagement in fraudulent or illegal activities

10.4 Effect of Termination

Upon termination of these Terms:

1. Your license to use the Service will immediately terminate
2. You must cease all use of the Service
3. Any fees paid are non-refundable unless otherwise specified
4. Any Testing Data may be permanently deleted from the Company's systems

10.5 Survival

All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

11. DISPUTE RESOLUTION

11.1 Governing Law

These Terms and any disputes arising out of or related to these Terms or the Service shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any choice of law or conflict of law provisions.

11.2 Mandatory Arbitration

YOU AND THE COMPANY AGREE THAT ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL BE DETERMINED BY BINDING ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU AND THE COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY.

The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes then in effect. The arbitration shall be conducted by a single arbitrator mutually agreed upon by the parties or, if the parties cannot agree, appointed by the AAA.

The arbitration shall take place in San Francisco, California, unless otherwise agreed. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

11.3 Class Action Waiver

YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and the Company agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding.

11.4 Small Claims Court

Notwithstanding the foregoing, you may bring an individual action in the small claims court of your state or municipality if the action is within that court's jurisdiction and is pending only in that court.

12. GENERAL PROVISIONS

12.1 Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire agreement between you and the Company concerning the Service and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and the Company.

12.2 Severability

If any provision of these Terms is held to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

12.3 No Waiver

The failure of the Company to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by the Company.

12.4 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without the Company's prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void. The Company may freely assign or transfer these Terms without restriction.

12.5 Notice

Any notices or other communications provided by the Company under these Terms will be given by posting to the Service or, at the Company's discretion, by email to the address you provide to the Company. Notices provided by posting to the Service will be effective upon posting, and notices provided by email will be effective when sent.

12.6 Force Majeure

The Company shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

12.7 Export Control

You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce, and trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control.

13. CONTACT INFORMATION

If you have any questions about these Terms, please contact us at:

AegisAI, Inc.
123 Security Drive
San Francisco, CA 94103
Email: legal@aegisai.com
Phone: (800) 555-0199

14. CHANGES TO TERMS

The Company reserves the right, at its sole discretion, to modify or replace these Terms at any time. The Company will provide notice of any changes by posting the new Terms to the Service, updating the "Last Updated" date at the top of these Terms, or by sending you a notification.

Your continued use of the Service after any such changes constitutes your acceptance of the new Terms. If you do not agree to the new Terms, you must stop using the Service.

15. ACKNOWLEDGEMENT

BY USING THE SERVICE OR OTHER SERVICES PROVIDED BY THE COMPANY, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEIR TERMS AND CONDITIONS.