Draft. This document is a working draft. Items in [brackets] are placeholders still to be completed, and it has not yet been reviewed by a lawyer.

Terms and Conditions

Effective date: [EFFECTIVE DATE]

These Terms and Conditions ("Terms") are a legal agreement between you and [COMPANY LEGAL NAME] ("CommonOrbit", "we", "us", "our"), the provider of the CommonOrbit web application and related services (the "Service"). By creating an account or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

Draft notice: This document is an early-stage draft for a pre-launch product. It is not legal advice and must be reviewed by a qualified attorney before it is relied on.

1. What CommonOrbit is

CommonOrbit is an AI agent workspace. You can create AI agents, give them goals and sources, run an on-demand "self-update" loop where an agent re-reads your sources and reports what changed, chat with agents and with other people, and place one-to-one voice and video calls. The Service uses third-party AI models to generate text and voice, and it is designed to work with more than one AI provider over time.

Some features described in our marketing or interface are not yet available (for example, paid subscriptions, the Marketplace, the Application area, and bring-your-own-key). These are labeled where they appear and are not part of what we currently promise to deliver.

2. Eligibility and age

You must be at least 18 years old (or the age of majority and digital-consent age in your jurisdiction) to use the Service, and you must be able to form a binding contract. If you use the Service on behalf of an organization, you confirm that you are authorized to bind that organization.

3. Your account and security

You sign up with an email and password, or with Google sign-in. You must give accurate information and keep it current.
New email and password accounts must verify their email with a one-time code before using AI or voice features. Google accounts are treated as verified by Google.
You are responsible for activity under your account and for keeping your password confidential. Tell us promptly at [CONTACT EMAIL] if you suspect unauthorized use.
We hash passwords and store your login session in a secure cookie.
A phone number you add to your profile is not verified by us and should not be relied on as proof of identity.

4. Acceptable use

You agree not to:

Break the law or infringe anyone's rights using the Service.
Upload or generate content that is unlawful, harmful, harassing, hateful, or infringing.
Try to access other users' accounts, agents, chats, or data; probe, scan, or break our security; or defeat our rate limits, verification, bot checks, or usage limits.
Use the Service to send spam, or to contact people who have not agreed to connect with you (messaging and calling require an accepted connection).
Reverse engineer the Service, or use automated means to overload or scrape it, except as the law allows.
Use outputs in a way that is deceptive, or that presents AI-generated content as professional advice (see Section 6).
Upload a file that is malicious (for example, malware or an executable disguised as another file type), unlawful, or that you do not have the right to share, including copyrighted material you are not authorized to distribute. We restrict uploads to a limited set of file types and inspect the file's actual content (not just its name) before accepting it, but we do not scan uploaded files for malware or review them for content before they are shared with anyone else in the conversation. You are responsible for what you upload and for having the right to share it.

We may suspend or limit accounts that we reasonably believe violate these Terms or create risk or cost abuse.

5. Your content and connections

Your content includes your goals, sources (URLs and notes), agent and skill definitions, messages, and profile details. You keep ownership of your content. You grant us a limited license to store, process, transmit, and display it only as needed to operate and improve the Service for you.
You are responsible for having the rights to any content and sources you add, including the right to send them to our AI providers for processing.
Connections and messaging. You can only message or call people who have accepted a connection with you. Messages and call-event lines you send become visible to the other participants in that conversation.
Deleting a conversation removes it only for you (it is a "leave"). It remains for other participants until everyone has left, at which point it is deleted.

6. AI output: accuracy and no professional advice

AI features can be wrong. Outputs may be inaccurate, incomplete, outdated, or misleading, and the same prompt can produce different results. AI output is not professional advice. It is not legal, medical, financial, tax, or other regulated advice, and no professional relationship is created. You are solely responsible for reviewing outputs and for any decisions or actions you take based on them. Do not rely on AI output where an error could cause harm.

Your agents can read the history of the conversations they are in, so that they can respond in context.

7. Third-party services

To provide the Service we rely on third parties who process data on our behalf, including: Google (sign-in), our AI model provider (currently Anthropic's Claude; the AI prompts, chat history, and source text you submit are sent to the provider to generate responses), LiveKit (voice and video call transport and signaling), Deepgram (speech-to-text and text-to-speech for voice conversations with agents), Cloudflare Turnstile (bot check at sign-up), Resend (sending verification emails), and, if and when paid plans launch, Paddle (checkout and billing). Your use of features that depend on these services is also subject to those providers' own terms. We are not responsible for third-party services we do not control.

8. Subscriptions and billing (not yet live)

Paid subscription plans are not currently offered. If and when we introduce paid plans, the following will apply, and we may present additional plan-specific terms at checkout:

Plans are billed through a third-party merchant of record (expected to be Paddle), which acts as the seller of record and collects and remits applicable taxes (such as VAT or GST). We do not store your card details.
Fees, billing cycle (monthly or annual), and what each plan includes will be shown before you buy. Prices may change on a going-forward basis with notice.
Plans include usage allowances measured by a monthly cost budget and by call-minute limits. When an allowance is reached, some features may pause, slow, or move to a lower-cost mode until the period resets or you upgrade.
Unless required by law or stated otherwise at checkout, fees are non-refundable. You can cancel to stop future renewals.

Until paid plans launch, accounts run on a free tier with limited usage, which we may change or withdraw at any time.

9. Availability, "as is", and disclaimers

The Service is provided "as is" and "as available", without warranties of any kind, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, secure, or that outputs will be accurate. We do not offer any uptime or service-level guarantee, and we hold no security, privacy, or compliance certification (for example, SOC 2, ISO 27001, or HIPAA). We may change, suspend, or discontinue any part of the Service at any time, especially during this early stage.

10. Limitation of liability

To the maximum extent permitted by law, [COMPANY LEGAL NAME] and its owners and suppliers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, goodwill, or business, arising from or related to the Service or these Terms, even if advised of the possibility. To the maximum extent permitted by law, our total aggregate liability for all claims relating to the Service will not exceed the greater of (a) the amount you paid us for the Service in the three months before the event giving rise to the claim, or (b) USD 50. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

11. Indemnity

You agree to indemnify and hold harmless [COMPANY LEGAL NAME] from claims, damages, and costs (including reasonable legal fees) arising from your content, your use of the Service, or your breach of these Terms or of any law or third-party right.

12. Termination

You may stop using the Service and request account deletion at any time by contacting [CONTACT EMAIL]. We may suspend or terminate your access if you breach these Terms, if required by law, or if we discontinue the Service. Sections that by their nature should survive (including content licenses already granted, disclaimers, limitation of liability, and indemnity) survive termination.

13. Changes to these Terms

We may update these Terms. If changes are material, we will take reasonable steps to notify you (for example, by email or in the app). Continued use after the changes take effect means you accept the updated Terms.

14. Governing law and disputes

These Terms are governed by the laws of [GOVERNING LAW / JURISDICTION], without regard to conflict-of-laws rules. The courts of [GOVERNING LAW / JURISDICTION] will have jurisdiction over disputes, unless mandatory local law gives you other rights.

15. Contact

[COMPANY LEGAL NAME] [BUSINESS ADDRESS] [CONTACT EMAIL]