Terms of Use

1. Agreement and business access

"You" means a person using the Services. "Customer" means the organization contracting with TouAI; its permitted users are "Authorized Users." You agree to these Terms by affirmatively accepting them, entering an agreement incorporating them, or otherwise using the Services in circumstances creating a binding agreement under applicable law. Do not use the Services if you do not agree.

You must be at least 18 and authorized to use the Services for business purposes. Anyone entering an agreement or authorizing payment for an organization must have authority to do so. Merely visiting the website or using an employer's account does not create a purchase or make an employee personally responsible for the Customer's obligations.

Enterprise access is subject to business-email verification, approval, and assigned permissions. Registration does not automatically create an organization, project, or credit entitlement. Customers are responsible for their Authorized Users, permissions, and lawful use. Protect your credentials and promptly report suspected compromise to legal@tou.ai.

A signed enterprise agreement prevails over these Terms in a conflict; applicable data-processing terms prevail for their subject matter. Our Privacy Policy explains personal-information processing. Accepting these Terms does not replace separately required privacy consent.

2. Permitted use

Subject to the applicable agreement, you may use the Services for authorized business purposes, including API and SDK integrations. TouAI and its licensors retain their rights in the Services, software, documentation, and branding.

You must not use the Services unlawfully, infringe others' rights, access data without permission, introduce malware, commit fraud, conduct unlawful surveillance, disrupt systems, bypass security or billing controls, or resell accounts or service access without authorization. Security testing requires authorization. Reverse engineering is prohibited except where the restriction is unlawful. Developing a competing generalized AI model using the Services requires our written authorization. Applicable export-control and sanctions restrictions must be respected.

3. Customer Data and AI

"Customer Data" means inputs, files, connected content, and other material supplied by or for the Customer. "Outputs" means results generated for it. As between the Customer and TouAI, the Customer retains its rights in Customer Data and, to the extent permitted by law, owns Outputs; we assign any rights we have in those Outputs. This does not transfer rights in the Services or third-party material, or guarantee that Outputs are unique or protectable.

The Customer permits us to process Customer Data and Outputs only as necessary to provide and support authorized functionality, secure the Services, and comply with the applicable agreement and law. The Customer must have the rights, notices, and lawful basis needed for its instructions.

We do not use Customer Data, Outputs, or derived indexes and embeddings for generalized AI model training unless separately agreed in writing and permitted by applicable provider restrictions. AI providers processing such content for us must be contractually restricted from generalized model training using it. Google's applicable data-use restrictions remain controlling and cannot be waived by a general customer agreement.

AI results may be inaccurate, incomplete, or outdated. Review Outputs, sources, and requested automated actions before relying on them, especially where they affect people, external systems, or charges. The Services are not a substitute for professional advice or appropriate human review of consequential decisions.

4. Integrations, privacy, and confidentiality

Connecting a third-party service authorizes the disclosed operations within granted permissions and your instructions. You must comply with applicable third-party terms and rights. Third-party availability and independent processing are governed by that provider's terms. Revocation stops future access through the revoked permission but does not itself erase previously imported data; deletion follows the applicable agreement and Privacy Policy.

Each party remains responsible for its data-protection obligations. Before processing customer personal data that requires a data-processing contract or transfer safeguards, the parties must put those arrangements in place in the enterprise agreement or its attachments. Until then, the Customer must not submit that data and TouAI must not process it for the Customer. Contact privacy@tou.ai to arrange the required terms. These public Terms are not a substitute for them.

Each party will protect the other's confidential information, use it only for the agreement, and disclose it only to authorized people with a need to know and appropriate confidentiality duties. Customer Data is confidential unless lawfully public or otherwise excluded. Confidentiality does not cover information independently developed, already lawfully known, or lawfully received without restriction. Legally compelled disclosure is permitted, with notice where lawful and disclosure limited as required. Google data remains subject to its more restrictive rules described in the Privacy Policy.

We may use voluntarily supplied product suggestions without compensation, but this does not authorize reuse of Customer Data or confidential information or override privacy restrictions.

5. Fees and credits

The Customer pays charges authorized under its enterprise agreement or accepted purchase. Contract duration, renewal, Included Credit allocations, and usage rates are governed by the applicable agreement; these Terms do not create a self-service subscription.

Credits are service-usage units, not currency, and have no cash-redemption value except as required by law or agreed in writing. Wallets belong to organizations. Purchase eligibility, grants, and permitted allocations follow the enterprise agreement and disclosed service rules. Only an eligible Enterprise Main Organization may purchase Top-up Credits; Free and Non-main Organizations cannot do so directly.

Top-up purchases have a USD $5 minimum and no TouAI product-level maximum, subject to payment and legal restrictions. Prices, credit quantities, taxes, and applicable conditions must be disclosed before authorization. Unless the applicable agreement, offer, or law provides otherwise, Top-up Credits expire one year after purchase and redeemed Bonus Credits expire 60 calendar days after redemption; direct grants disclose their validity at issuance. Allocations do not extend validity. Included Credit validity and issuance cycles are determined by contract. Eligible usage consumes Bonus, then Included, then Top-up Credits.

Purchases and fees are non-refundable except as required by law or the applicable agreement. The Customer pays applicable taxes other than taxes on TouAI's net income. We may correct billing errors or reverse credits linked to reversed, refunded, or fraudulent payments, consistently with law and the agreement. Contact legal@tou.ai about a billing dispute.

Overage is available only by enterprise agreement and is shared across the organizations covered by that contract. Exhausted credits or contractual limits may interrupt chargeable work. Properly incurred charges remain payable; settlement and restoration follow the agreement. Informational balance alerts do not replace monitoring or agreed limits.

6. Auto Recharge

Auto Recharge is optional, disabled by default, and available only to eligible Enterprise Main Organizations through a user with billing authority. Its configuration discloses the trigger, target balance, balance calculation, purchase minimum, and applicable spending limits.

Enabling Auto Recharge authorizes TouAI and its payment processor to charge the selected payment method when the accepted conditions are met, without separate approval for each purchase. Amounts may vary with usage and settings, and a charge may occur shortly after enabling or changing settings if conditions are already met. This does not create a subscription.

You may disable Auto Recharge through the billing controls or contact us if they are unavailable. Disabling stops new initiation once effective, but does not reverse completed or already initiated payments or cancel amounts owed. Payment failure, authentication, limits, or technical issues may interrupt recharge; it does not guarantee uninterrupted service. Retries remain subject to the authorization and applicable payment rules.

7. Retention and service operation

Applicable service descriptions and agreements govern resource limits, storage charges, and retention. Playground resources subject to its temporary-retention policy are deleted after seven days; this does not apply to all API data or persistent storage. Export information you need before its retention period expires. Data return, deletion, restricted backups, and legally required records follow the agreement, Privacy Policy, and law.

We may modify the Services, subject to contractual commitments, and give reasonable advance notice of material discontinuations where practicable. Urgent legal or security circumstances may require earlier action. Beta or preview features carry no service-level commitment unless agreed in writing. Necessary service and legal notices may be sent electronically to designated contacts or through the Services.

8. Suspension and termination

We may proportionately restrict access for material breach, unauthorized use, non-payment, security risks, or legal requirements. Where practicable and lawful, we will provide notice and an opportunity to resolve the issue. Enterprise term, termination rights, and cure periods follow the signed agreement; otherwise either party may end access on reasonable notice, or immediately where justified by the circumstances above.

Termination ends affected access but does not erase properly accrued charges or mandatory rights. Data handling follows Section 7 and applicable data-processing terms. Provisions intended to survive, including ownership, confidentiality, accrued payment, liability, and disputes, survive as necessary.

9. Disclaimers

EXCEPT FOR EXPRESS COMMITMENTS IN THESE TERMS OR A SIGNED AGREEMENT, AND TO THE EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not guarantee uninterrupted service or error-free Outputs. These disclaimers do not override our express data-use, confidentiality, privacy, or security obligations, or rights that cannot lawfully be excluded.

10. Liability

TO THE EXTENT PERMITTED BY LAW, TOUAI IS NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS OR REVENUE, EVEN IF ADVISED OF THEIR POSSIBILITY.

UNLESS A SIGNED AGREEMENT PROVIDES OTHERWISE, TOUAI'S TOTAL AGGREGATE LIABILITY ARISING FROM THE SERVICES OR THESE TERMS IS LIMITED TO THE GREATER OF THE FEES PAID FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE PRECEDING 12 MONTHS OR USD $100.

These limits do not exclude fraud, willful misconduct, or any liability or data-protection remedy that applicable law does not permit us to exclude or limit.

11. Customer indemnity

To the extent permitted by law, the Customer will defend TouAI against third-party claims arising from Customer Data supplied without necessary rights, unlawful customer instructions, or a material breach of Section 2, and pay finally awarded damages and reasonable costs or approved settlements. This excludes claims to the extent caused by TouAI's breach, negligence, or willful misconduct.

We must promptly notify the Customer and reasonably cooperate at its expense. The Customer controls the defense with competent counsel, but may not admit wrongdoing by TouAI, impose non-monetary obligations, or settle without releasing TouAI without our reasonable consent. We may participate at our own expense. This obligation belongs to the contracting Customer, not an employee solely using its account.

12. Governing law and disputes

Unless a signed agreement provides otherwise, Delaware law governs, excluding conflict-of-law rules. The US Federal Arbitration Act governs applicable arbitration. Mandatory protections remain unaffected.

The parties will attempt good-faith resolution for 30 days after written notice describing a dispute and requested relief. Send notice to legal@tou.ai. This does not prevent urgent relief, regulatory complaints, or preserving a limitation period.

Except for eligible small-claims matters and urgent injunctive relief concerning intellectual property, confidentiality, security, or unauthorized access, disputes will be resolved by binding American Arbitration Association arbitration under its applicable Commercial Arbitration Rules. Consumer protections and rules apply where legally required. One arbitrator will conduct proceedings in English, subject to mandatory requirements; hearings may be remote, with any necessary in-person location and procedure determined by the arbitrator. Applicable rules and law govern fees.

TO THE EXTENT PERMITTED BY LAW, ARBITRATION IS INDIVIDUAL, AND THE PARTIES WAIVE JURY TRIAL AND CLASS OR REPRESENTATIVE PROCEEDINGS FOR CLAIMS SUBJECT TO VALID ARBITRATION. Non-waivable remedies remain available.

You or the Customer may opt out within 30 days after first accepting these Terms by emailing legal@tou.ai with the relevant name, account email, organization if applicable, and an explicit opt-out statement. Other Terms remain effective.

Where arbitration does not apply, disputes go to Delaware state or federal courts, except where mandatory law requires another forum or an eligible small-claims court is used. An unenforceable waiver does not prevent an affected claim or remedy proceeding in the appropriate court; remaining arbitration provisions apply where enforceable.

13. Updates and general provisions

Changes apply prospectively, with reasonable notice of material changes and renewed acceptance where required. Urgent legal or security changes may take effect sooner where permitted. Website updates do not override a signed agreement's amendment process or retroactively shorten purchased credit validity. If you disagree, stop the affected use, subject to contractual termination rights.

These Terms and applicable incorporated agreements constitute the agreement for their subject matter. An unenforceable provision does not invalidate the remainder; non-enforcement is not a waiver. No agency, employment, or partnership is created. Assignment requires our consent unless the signed agreement permits otherwise; TouAI may assign with a transfer of the relevant business if the successor assumes its obligations. Assignment does not authorize data transfers prohibited by law or applicable provider restrictions.

14. Contact

Regressor Inc.
40425 Chapel Way APT 211
Fremont, CA 94538, United States
legal@tou.ai
privacy@tou.ai