Terms of Service

Effective date: December 1, 2025

1) Acceptance of Terms

These Terms of Service (“Terms”) govern your access to and use of the Ephapsys platform, including the SDK, CLI, APIs, AI Agent Operations Center (Ops Center) web application, documentation, sample code, and related services (collectively, the “Service”). By creating an account, accessing, or using the Service, you agree to be bound by these Terms.

If you are entering into these Terms on behalf of a company or other legal entity, you represent and warrant that you have authority to bind that entity, and “you” or “Customer” will refer to that entity.

2) Services & Key Concepts

The Service provides tools to build and operate trustworthy AI agents, including secure inference enforcement using decentralized public key infrastructure (dPKI), agent provisioning, revocation (kill switch), auditability, and governance controls. The SDK and CLI allow model developers to integrate with their ML pipelines; the Ops Center enables organizational administration over agents, models, certificates, policies and users.

“Agent Artifacts” means any customer-created or supplied models, weights, agent packages, certificates, policies, metadata, logs, keys, and configuration files you upload or generate while using the Service.

“Customer Data” means data you or your users provide to the Service, including personal data where applicable.

“Modulation Step” means a discrete usage event associated with model/agent modulation or similar billable operation as metered by the Service.

3) Accounts, Eligibility & Organization Admins

You must be at least the age of majority in your jurisdiction and capable of forming a binding contract to use the Service. You must provide accurate registration information and maintain the security of your credentials. You are responsible for all activities under your accounts.

If you register an organization, you designate at least one administrator with permissions to manage billing, users, roles, agents, and policies. You are responsible for your administrators’ and users’ compliance with these Terms.

4) Plans, Fees & Billing

Unless otherwise stated in an Order Form, the Standard plan may include: SDK access, a per-user subscription, a per-agent subscription, and usage-based fees. Premium and enterprise offerings are custom-priced and may include advanced governance, SSO/SCIM, support SLAs, and private networking options.

Fees may be billed in advance for subscriptions and in arrears for usage. Taxes and duties (e.g., VAT, GST, sales tax) are your responsibility and will be added where applicable. You authorize Ephapsys to bill your payment method on a recurring basis until you cancel as permitted herein. Annual prepayment discounts, if any, are applied at the time of purchase.

Pricing and metrics may evolve over time. Ephapsys will provide reasonable notice of changes that materially affect your current billing cycle. If you do not agree to updated fees, you may cancel before the renewal date; continued use after effectiveness of changes constitutes acceptance.

5) Trials, Upgrades, Downgrades & Cancellation

Trials and free tiers are provided “as is” without guarantees and may be modified or discontinued at any time. You may upgrade or downgrade plans at renewal or as stated in an Order Form. Unless required by law or expressly stated otherwise, fees are non-refundable. Upon cancellation, your plan remains active until the end of the then-current paid term; past due amounts are still owed.

6) Acceptable Use

You will not: (a) use the Service in violation of law, including export, sanctions, or data protection laws; (b) upload or process malicious code or attempt to disrupt, probe, or test the Service except through an authorized security program; (c) circumvent or defeat dPKI verification, secure inference enforcement, or revocation mechanisms; (d) reverse engineer proprietary components except as allowed by open-source licenses included therein; (e) use the Service to build a competing service; or (f) submit unlawful, harmful, or infringing content.

You are responsible for obtaining all necessary rights and consents to process Customer Data and Agent Artifacts with the Service, and for complying with your policies and regulatory obligations when deploying agents in your environments.

7) Customer Data & Agent Artifacts

As between the parties, you retain all right, title, and interest in and to Customer Data and Agent Artifacts. You grant Ephapsys a worldwide, non-exclusive license to host, process, transmit, and display such materials solely to provide and improve the Service, to ensure security and integrity, to comply with law, and as otherwise permitted by these Terms.

You represent and warrant that you have all rights necessary to submit Customer Data and Agent Artifacts, and that your submission and our processing under these Terms will not infringe or violate any third-party rights or applicable laws.

8) Security, dPKI & Revocation

The Service provides mechanisms to verify agent identity and integrity (e.g., embedded certificates, signatures, device or host attestation) and to enforce secure inference policies. You acknowledge that no system is perfectly secure and that effectiveness depends on your configurations, key hygiene, and host environment posture.

Revocation (kill switch) disables further inference by designated agents according to your policies. Revocation may not retroactively remove data or outputs already produced. You are responsible for timely key management, certificate renewal, rotation, and revocation instructions consistent with your organizational policies.

9) Service Levels, Support & Maintenance

Standard support is by email with next-business-day targets. Premium and enterprise support levels, if purchased, are stated in your Order Form (e.g., prioritized support, uptime targets, or dedicated support channels). Scheduled maintenance, updates, or urgent security patches may cause temporary interruptions; Ephapsys will use commercially reasonable efforts to minimize disruptions.

10) Privacy & Data Processing

Your use of the Service is subject to our Ephapsys Privacy Policy, which explains how we collect and use certain data. Where required, a separate data processing agreement (DPA) may govern our processing of personal data on your behalf. You agree that Ephapsys may collect service logs, telemetry, and metadata to operate, secure, and improve the Service, and may produce aggregated or de-identified analytics not identifying you.

11) Third-Party Services & Environments

The Service may interoperate with or rely on third-party services, cloud providers, or hardware capabilities. Ephapsys is not responsible for third-party services’ acts or omissions. Your use of third-party services is governed by their terms, and you are responsible for fees and compliance related to those services.

12) Intellectual Property

Ephapsys and its licensors retain all rights in the Service, including software, designs, interfaces, models, techniques, documentation, and trademarks. Except for the limited rights expressly granted to you to access and use the Service during your subscription term, no other rights are granted. The SDK and any included open-source components may be subject to their respective licenses, which control in the event of a conflict.

You grant Ephapsys a royalty-free, perpetual, irrevocable license to use and incorporate into the Service any suggestions, ideas, or feedback you provide, without restriction or obligation.

13) Confidentiality

“Confidential Information” means information disclosed by either party that is marked or reasonably understood to be confidential, including security designs, product roadmaps, non-public pricing, and Customer Data. Each party will protect the other’s Confidential Information with the same care it uses to protect its own, and will use it only to perform under these Terms. These obligations do not apply to information that is publicly available without fault, independently developed, or rightfully received from a third party without confidentiality duty.

14) Suspension

Ephapsys may temporarily suspend access to the Service if: (a) required by law or a governmental request; (b) necessary to address a security risk; (c) you fail to pay undisputed amounts after notice; or (d) you materially breach these Terms. We will endeavor to limit suspension to the affected portion and to restore service promptly after the cause is resolved.

15) Term & Termination

These Terms commence when you first use the Service and continue for the duration of your subscription(s). Either party may terminate for material breach not cured within thirty (30) days after written notice. Ephapsys may terminate immediately for non-payment after a reasonable cure period or for unlawful use.

Upon termination or expiration, your access to the Service ceases, and we may delete or deactivate accounts after a retention period consistent with our policies. Upon request within thirty (30) days of termination, and subject to your account being in good standing, we will make available a commercially reasonable export of your administrative data and logs, excluding system-generated analytics and security telemetry.

16) Warranties & Disclaimers

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, EPHAPSYS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

Ephapsys does not warrant that the Service will be uninterrupted, error-free, or immune to threat actors, nor that it will meet your requirements or achieve any particular results. Security features such as dPKI enforcement and revocation depend on correct configuration, key management, and the integrity of your runtime environments and integrations.

17) Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EPHAPSYS BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EPHAPSYS’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO EPHAPSYS FOR THE SERVICE IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY. THESE LIMITATIONS APPLY REGARDLESS OF THE FORM OF ACTION AND EVEN IF A REMEDY FAILS ITS ESSENTIAL PURPOSE.

18) Indemnification

You will defend, indemnify, and hold harmless Ephapsys and its affiliates, officers, directors, and employees from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of the Service in violation of these Terms or applicable law; (b) Customer Data or Agent Artifacts you provide; or (c) your products or services that incorporate outputs from the Service.

19) Export, Sanctions & Government Use

You represent that you are not located in, under the control of, or a national or resident of any country or entity subject to U.S. or other applicable embargoes or sanctions. You agree to comply with all export and re-export restrictions. The Service and documentation are “Commercial Items.” If acquired by or on behalf of a U.S. Government entity, use, duplication, or disclosure is subject to the restrictions in FAR 52.227-19 or DFARS 227.7202, as applicable.

20) Changes to the Service or Terms

We may modify the Service, features, or these Terms to reflect operational, legal, or regulatory changes. Material changes to these Terms will be posted on our website or communicated to your account contacts. Your continued use after the effective date of updated Terms constitutes acceptance. If you do not agree, you must stop using the Service and, if applicable, cancel your subscription at the end of the current term.

21) Miscellaneous

These Terms constitute the entire agreement between you and Ephapsys regarding the Service and supersede all prior or contemporaneous agreements on the subject matter. If any provision is held unenforceable, it will be modified to the extent necessary to be enforceable, and the remaining provisions will remain in full force. You may not assign these Terms without our prior written consent; Ephapsys may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws rules. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware, except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.

22) Contact

Questions about these Terms or the Service may be sent to Ephapsys at legal@ephapsys.com or via the contact information listed on our website. For notices of legal process, please include sufficient detail to allow us to identify your account and the nature of your request.