We will make the Services available for your use on a non-exclusive basis and in strict compliance with these Terms and all applicable laws. Your use includes allowing Users to connect Data Sources, run direct and scheduled queries, build dashboards and widgets, configure alerts and scheduled reports, use Agents and AI chat, integrate via MCP, and otherwise transmit, store, share, retrieve, and process Content through the Services solely through an Account registered to you and in accordance with the plan and orders applicable to your Account.

The Services are offered under tiered plans. The features, seat limits, Credit allotments, deployment regions, and support levels associated with each plan are described on our pricing page, and may be updated from time to time. Enterprise plans and any features designated as Enterprise-only (including, by way of example, SAML/LDAP and single sign-on, headless/chat embedding, custom SMTP, writeback to database, ML workspace, the management API, on-premise deployment, EU/AU cluster hosting, and SOC 2 / SLA / HIPAA BAA coverage) are made available pursuant to a separate order or agreement with us.

If you register for a Free trial, we will make the Services available to you under the trial until the earlier of (a) the exhaustion of your trial Credits, (b) the start date of any paid subscription you order, or (c) termination by us in our sole discretion. New trial Accounts begin with a starting Credit balance and are subject to a maximum number of Users, each as specified on our pricing page. Trial Credits do not refresh. Once your trial Credits are exhausted, your access will be limited to the plan page, you will be unable to view your assets, your alerts and reports will be paused, and MCP access will be disabled until you upgrade to a paid plan. Additional Free trial terms may appear on the trial registration page and are incorporated by reference.

ANY DATA YOU ENTER INTO THE SERVICE, AND ANY CONFIGURATION CHANGES MADE TO THE SERVICE BY OR FOR YOU, DURING YOUR FREE TRIAL MAY BE PERMANENTLY LOST UNLESS YOU PURCHASE A SUBSCRIPTION OR EXPORT SUCH DATA BEFORE YOUR TRIAL ENDS OR YOUR ACCOUNT IS DELETED FOR INACTIVITY AS DESCRIBED IN SECTION 13.

Subject to your continued compliance with these Terms, we grant you a nonexclusive, nontransferable, worldwide, personal license to install and use any data connector or related Software for the sole purpose of connecting Data Sources to, and submitting data into, the Services.

We will provide the level of support associated with your plan. Enterprise Customers receive a dedicated customer success manager and priority support.

We reserve the right, in our sole discretion, to change, update, and enhance the Services at any time, including to add functionality or features to, or remove them from, the Services. We may also suspend the Services or stop providing the Services altogether.

Each paid User seat includes a monthly allotment of Credits, in the amount specified for your plan on our pricing page. Credits are pooled account-wide, meaning all Users on your Account draw from a shared Credit balance equal to the sum of the allotments for all active seats.

For paid Accounts, the pooled Credit balance refreshes at the start of each billing cycle. Credits do not roll over or accumulate between cycles. Free trial Credits do not refresh.

Credits are consumed when Users perform Actions through the Services. The current set of Actions and the number of Credits each consumes are described on our pricing page. We may add, remove, or adjust Actions and their Credit costs on a going-forward basis with notice as described in Section 6.

If your Account consumes more Credits than its pooled monthly allotment, the additional Credits are billed as excess usage at the end of the applicable billing cycle at the then-current overage rate set out on our pricing page. You are responsible for monitoring your Account's Credit usage. We may provide usage visibility within the Services, but we are not obligated to cap, throttle, or notify you before overage is incurred.

To obtain access to the Services, you will be required to create an Account by completing a registration form and designating credentials. You agree that all registration information you provide is accurate, complete, and current, and that you will update it promptly when it changes. We support email and SMS two-factor authentication, and Enterprise Accounts may use SAML/LDAP and single sign-on; you are responsible for configuring and enforcing the authentication controls appropriate to your organization. We may withdraw Account approval at any time in our sole discretion. You are responsible for safeguarding the confidentiality of your credentials and for all activities that take place under your Account, including all Credit consumption and all billing and seat-management actions taken by any User. You acknowledge that, at this time, every User on your Account can invite or remove Users and change billing, and you are responsible for granting access only to individuals authorized to take those actions. We will not be liable for any loss or damage arising from any unauthorized use of your Account.

You acknowledge that once you have registered with us, we may send you communications regarding the Services using electronic means, including notices about your use of the Services, billing and payment notices, inactivity warnings, updates, and promotional information. Operational, billing, and account-lifecycle emails are sent from support@agenticbi.com. We give you the opportunity to opt out of certain promotional communications. If you provide us with legal notices, you must transmit them to us via email to support@agenticbi.com.

You agree to notify us promptly in writing when you become aware of any unauthorized use of an Account, the Content, or the Services. If there is an unauthorized use by a third party that obtained access through you or your Users, you agree to take all steps necessary to terminate the unauthorized use and to provide us with any reasonable cooperation we request.

We do not monitor the data you connect, the queries or prompts you run, or the outputs you generate. You agree that you:

• are responsible for the accuracy, legality, and quality of all Content and Data Sources connected to, transmitted through, processed by, or stored in your Account;
• will ensure that your Content and your use of the Services comply with these Terms and applicable laws, including data protection and privacy laws applicable to the data you connect;
• will promptly handle any notices and claims from third parties, including DMCA take-down notices;
• will maintain appropriate security, protection, and backup copies of your Content and Data Sources. We will have no liability for any deletion, loss, or destruction of Content.

You are responsible for your Users' compliance with these Terms. You will not, and will ensure that your Users do not:

• use the Services in any manner other than as expressly permitted by these Terms;
• sell, rent, resell, lease, or sublicense the Services to any third party, except as expressly permitted by an embedding or Enterprise arrangement with us;
• modify, tamper with, or otherwise create derivative works of the Services;
• reverse engineer, disassemble, or decompile the Services;
• remove, obscure, or alter any proprietary right notice, watermark, or branding required by your plan;
• use the Services to send unsolicited or unauthorized junk mail, spam, chain letters, or pyramid schemes;
• connect, store, or transmit Content that is unlawful, defamatory, threatening, pornographic, or abusive, or that violates intellectual property or privacy rights;
• use the Services to store or transmit viruses, worms, Trojan horses, or other harmful code;
• interfere with or disrupt servers or networks connected to the Services, or attempt to circumvent Credit metering, seat limits, rate limits, or other usage controls;
• access or attempt to access our accounts, systems, or other customers' data not covered by these Terms; or
• use the Services, including the Agents or AI features, to develop a competing product or to train competing models.

The Services connect to and interoperate with third-party systems, including your Data Sources, messaging platforms (such as Slack and Microsoft Teams), MCP-compatible tools, and third-party AI model providers. We are not responsible for such third-party services or content, and you are solely responsible for your transactions and dealings with them, including your compliance with their terms and your authorization to connect them.

The Services use AI, including large language models and Agents, to interpret instructions, query Data Sources, and generate Content. AI outputs may be inaccurate, incomplete, or otherwise unsuitable, and may not reflect the most current information. You are responsible for reviewing and validating AI outputs before relying on them, and you should not treat them as professional, legal, financial, or other expert advice.

Where you configure a BYO Key for a third-party model provider, you authorize us to transmit your prompts, instructions, and relevant Content to that provider on your behalf in order to fulfill your requests. Your use of a third-party model through a BYO Key is also subject to that provider's terms and policies, and you are responsible for your own usage charges with that provider. We are not responsible for the availability, performance, output, or data practices of third-party model providers.

Where you use Private AI capabilities, we will process Content in accordance with the description of those capabilities in the Documentation. The specific data-handling characteristics of any AI feature are described in the Documentation and may vary by plan and configuration.

The Services may act as, or connect to, Model Context Protocol servers and clients. You are responsible for the configuration, authorization, and security of any MCP connections you establish, and for ensuring that the systems you connect are appropriate for the Content involved.

The Team plan is billed on a per-User-seat, per-month basis at the rate set out on our pricing page. Enterprise pricing is custom and set out in your order or separate agreement. You agree to pay, using a valid credit card (or other accepted payment form), the subscription fees, applicable overage charges, applicable Taxes, and any other charges incurred to access the Services. Except as specifically set forth in these Terms, all fees are prepaid and non-refundable.

For paid plans, subscription fees are charged at the beginning of each monthly billing cycle for all active seats. Pooled Credits refresh at the start of each cycle. Overage charges, if any, are calculated and billed at the end of the applicable billing cycle at the then-current overage rate.

When you invite an additional User and that User accepts the invitation, the prorated amount for the remainder of the then-current billing cycle for that seat is added to your next billing charge rather than charged separately at the time of acceptance, and the full per-seat fee applies thereafter as part of your recurring monthly charge. Upon acceptance, the per-seat monthly Credit allotment (not prorated) is added to your Account's pooled balance for the current cycle.

When you remove a User, the User is deleted promptly, and you are responsible for transferring or reassigning that User's assets as part of the removal. The Credits associated with the removed seat remain in the pooled balance through the end of the then-current billing cycle and are not refunded; your per-seat charge is adjusted at the next billing cycle.

If a recurring charge or a charge upon new User acceptance fails, we will email you (from support@agenticbi.com) that we encountered an issue with your payment method. On login, Users will be redirected to the Plan Details page and unable to navigate the Services until a valid payment method is added.

We reserve the right to suspend or cancel access to the Services for past-due Accounts.

We will notify you in advance, via posting on the Website or by email, if we increase fees or institute new charges (including changes to the overage rate). Any increase will take effect at the beginning of your next renewal term.

Fees are exclusive of Taxes, and you will pay or reimburse us for all applicable sales, use, and other taxes arising out of these Terms, excluding taxes on our net income. You agree to promptly provide us with legally sufficient tax-exemption certificates for each jurisdiction where you claim exemption.

In connection with these Terms, each party may disclose to the other certain confidential or proprietary information ("Confidential Information"). Our Services, these Terms, and any other proprietary information we provide constitute our Confidential Information. Content provided to us by Customer, and Customer's Data Source credentials and BYO Keys, constitute Customer Confidential Information.

Each party as recipient agrees: (i) to exercise at least the same degree of care to safeguard the disclosing party's Confidential Information as it does for its own, but not less than reasonable care; (ii) to use Confidential Information only in connection with exercising its rights and performing its obligations under these Terms; and (iii) not to disclose Confidential Information to any third party except to employees and contractors with a need to know who have agreed to abide by equivalent confidentiality obligations.

We agree to maintain appropriate administrative, physical, and technical safeguards to protect the security, confidentiality, and integrity of the Content. Additional security and compliance commitments, including SOC 2 reporting, SLAs, and HIPAA Business Associate Agreements, are available to Enterprise Customers under their order or separate agreement.

Information will not be deemed Confidential Information if it: (i) is or becomes rightfully known to the recipient without any obligation of confidentiality; (ii) becomes publicly known except through a breach of these Terms; or (iii) is independently developed by the recipient without breach of these Terms.

As between Customer and us, Customer or its licensors own all right, title, and interest in and to the Content and the Data Sources. Customer hereby grants us the right to transmit, use, modify, reproduce, display, or disclose the Content solely (i) to provide and operate the Services, including routing prompts and Content to configured AI model providers and Agents; (ii) to comply with governmental or regulatory requirements; (iii) for statistical use, provided that such data is aggregated and not personally identifiable; and (iv) as necessary to monitor and improve the Services. We will not use your Content to train generally available AI models except as expressly permitted by you or your applicable plan.

As between us and Customer, we or our licensors own and reserve all right, title, and interest in and to the Services and all hardware, software, models, and other items used to provide the Services. No title to or ownership of any proprietary rights related to the Services is transferred to Customer. We are free to use any feedback you provide with respect to the Services for any purpose, without obligation.

We reserve the right to temporarily suspend or terminate your access to the Services at any time in our sole discretion, with or without cause, and with or without notice, without incurring liability of any kind. Reasons may include: (i) actual or suspected violation of these Terms; (ii) use that may cause us to have legal liability or disrupt others' use; (iii) detection of malicious code in your Account; (iv) non-payment or failed payment as described in Section 6; (v) scheduled or recurring downtime; (vi) excessive usage or resource consumption; or (vii) unplanned technical problems.

As described in Section 6, where a payment fails, we will limit your Account to the plan page and pause reports, alerts, and queries until a valid payment method is provided.

As described in Section 2, when a Free trial Account's Credits are exhausted, access is limited to the plan page, assets are not viewable, alerts and reports are paused, and MCP is disabled until you upgrade.

If your Account is on a Free trial or has been cancelled, and no User on your Account has logged in for thirty (30) consecutive days, we will send an email reminder. You will then have thirty (30) additional days during which a login by any User resets this timer. If no User logs in during that period, your Account and all associated assets and Content may be permanently deleted. In addition, for cancelled paid Accounts, if no User logs in for sixty (60) days following cancellation, your assets and Content may be permanently deleted.

YOU ACKNOWLEDGE THAT IF YOUR ACCESS TO THE SERVICES IS SUSPENDED OR TERMINATED, OR IF YOUR ACCOUNT IS DELETED FOR INACTIVITY, YOU MAY NO LONGER HAVE ACCESS TO THE CONTENT STORED WITH THE SERVICES, AND THAT CONTENT MAY BE PERMANENTLY LOST.

Upon termination of these Terms for any reason, all of your rights to use or access the Services will cease. You agree, within five (5) days of such termination, to destroy all copies of the Software, Documentation, and any of our Confidential Information. Subject to your prior written request and the inactivity timelines above, we may, at our discretion, grant you limited access to the Services solely for retrieval of your Content. We have no obligation to maintain the Content and will delete it unless legally prohibited. Any overage charges accrued through termination remain payable.

The terms of any sections that by their nature are intended to extend beyond termination will survive termination of these Terms for any reason.

These Terms will be construed and enforced in accordance with the laws of the State of California, without reference to its choice-of-law rules. Any dispute between the parties will be brought in a court in Alameda County, and each party irrevocably waives any claim that such court does not have personal jurisdiction. Claims arising out of or related to these Terms must be filed within one year of the date on which the claim arose unless local law requires a longer period.

If you are a U.S. government entity, you acknowledge that any Software and Documentation are provided as "Commercial Items" as defined at 48 C.F.R. 2.101, and are being licensed to U.S. government end users as commercial computer software subject to the restricted rights described in 48 C.F.R. 2.101 and 12.212.

You and we are independent contractors, and nothing in these Terms creates a partnership, employment relationship, or agency. There are no third-party beneficiaries of these Terms. We may subcontract portions of the Services, provided that we shall remain responsible for all such obligations.

Our failure to enforce any of these Terms will not be considered a waiver of the right to enforce them. Our rights under these Terms will survive any termination.

You may not assign these Terms or your rights and obligations under them, in whole or in part, to any third party without our prior written consent, and any attempt by you to do so will be invalid.

Should any part of these Terms be held invalid or unenforceable, that portion will be construed consistent with applicable law and the remaining portions will remain in full force and effect.

Neither party will be liable to the other for any delay or failure to perform its obligations under these Terms (excluding payment obligations) if the delay or failure arises from any cause beyond that party's reasonable control.

We reserve the right to release a press announcement regarding the parties' relationship, and to include Customer's name on our customer lists on the Website and in other marketing materials.

These Terms constitute the entire agreement, and supersede any and all prior agreements, between the parties with regard to the subject matter hereof. We reserve the right to modify or replace these Terms at any time in our sole discretion. Customer's continued access or use of any portion of the Services constitutes Customer's acceptance of such changes.

In order to operate and provide the Services, we collect certain information about Customer. We will use and protect that information as described in the Privacy Policy located on the Website. Customer further acknowledges and agrees that we may access or disclose information about Customer in order to: (i) comply with the law or respond to lawful requests; (ii) protect the rights or property of us or our customers; or (iii) act on a good-faith belief that such access or disclosure is necessary to protect personal safety.

We respect the intellectual property of others and reserve the right to delete or disable Content that appears to violate these Terms or applicable law. If you believe in good faith that Content infringes your copyright, you (or your agent) may send us a notice requesting that the Content be removed or access to it blocked. Your notification must include: (i) a physical or electronic signature of a person authorized to act on behalf of the copyright owner; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material claimed to be infringing and information sufficient to permit us to locate it; (iv) information sufficient to permit us to contact you; (v) a statement of good-faith belief that the use is not authorized; and (vi) a statement that the information in the notification is accurate, made under penalty of perjury.

DMCA notifications must be sent to support@agenticbi.com.