Terms of Service

Acceptance of Terms

If you do not agree to these Terms of Service, you shouldn't access (and you don't have our permission to access) the Service.

These Terms of Service ("Terms of Service" or "Terms") are a legally binding agreement between you ("you" or "your") and Skybound Labs, Inc., a Delaware corporation operating the Oden product ("Skybound Labs," "Oden," "we," "our," or "us"), governing your use of the Service and your relationship with us.

You accept and agree to these Terms of Service by:

• Accessing or using the Service;
• Clicking to accept these Terms of Service, or
• Accepting these Terms of Service in any other way.

We may modify these Terms from time to time by posting an updated version on the Website or otherwise providing notice to you. Material changes will become effective no sooner than seventy-two (72) hours after they are posted. Changes will not apply retroactively. Your continued use of the Service after the effective date of an update constitutes your acceptance of the updated Terms.

Definitions

"Account Information" means information provided by you to create, support and maintain an account enabling access to the Service.

"Oden Platform" means the software, AI features, and other technology provided by us to you under these Terms. The Oden Platform does not include Third-Party Products.

"Beta Services" means products, services, integrations, functionality or features that Oden may make available to you to try at your discretion, which may be described as "alpha," "beta," "pilot," "limited release," "developer preview," "non-production," "early-stage", or other similar description.

"Customer Data" means all data, information, text, documents, recordings, prompts, and other content and materials that are submitted, uploaded, transmitted, or otherwise stored by you or your authorised users in connection with your use of the Service, including content imported from connected Third-Party Products (for example, Slack, Salesforce, Gong, Fathom, Google Drive, G2, and other tools described in our Privacy Policy).

"Generated Output" means content (such as text, summaries, drafts, or analyses) produced by the Service, including by AI models, in response to your inputs and Customer Data.

"Order Form" means an ordering document, including an order receipt, related to your ordering of the Service and specifying the details of your subscription and any fees to be paid by you.

"Personal Information" has the meaning given to terms such as "personal information," "personal data," or "personally identifiable information" under applicable data protection law.

"Service" means the Oden Platform, the Beta Services, the Generated Output produced for you, and any accompanying or related infrastructure, functionality, technology, or analytics, including any services or add-ons described in an Order Form.

"Service Metadata" means information collected or inferred by us in the course of operating and securing the Service (such as usage logs, performance metrics, and system events).

"Third-Party Products" means products, services, websites, applications or other technology, and any related content, that you choose to integrate with or use in connection with the Service. Third-Party Products are not owned or operated by us.

"Website" means any website or webpage on which these Terms appear.

Account Information and Security

Beta Services

From time to time, Oden may offer you access to Beta Services, which are optional for you to use. The Beta Services are not made generally available and may contain bugs, errors, defects, or harmful components. Beta Services may be subject to additional terms which may supplement, but not supersede the terms of these Terms of Service. Oden may terminate access to Beta Services at any time without notice, and may discontinue Beta Services at any time in its sole discretion. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, BETA SERVICES ARE PROVIDED 'AS IS' WITHOUT ANY COMMITMENTS, INDEMNITY OR WARRANTY BY ODEN OF ANY KIND AND ODEN SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY DAMAGE OR HARM ARISING FROM OR RELATED TO BETA SERVICES.

Third-Party Products

You may procure and use Third-Party Products in connection with the Service. You acknowledge and agree that if you or your users view, access or otherwise interact with Third-Party Products, you or your users, as the case may be, do so at your own risk and we have no liability arising from such access or use. You (and your users, as applicable) are responsible for complying with all terms, conditions and policies imposed by a provider of a Third-Party Product. We cannot guarantee the continued availability of integrations of Third-Party Products with the Service and may cease providing interoperation with a Third-Party Product without entitling you to any refund, credit, or other compensation, if, for example and without limitation, the provider of a Third-Party Product ceases to make the Third-Party Product available for interoperation with the Service in a manner acceptable to us.

Google API Services. Oden's use and transfer of information received from Google APIs adheres to the Google API Services User Data Policy, including the Limited Use requirements.

Account Types; Credits and Payment Terms

Subscriptions or customized service accounts. We may provide the Service through paid accounts, such as by offering a monthly or annual subscription, or through customized provision of service and payment terms (as further set forth under an Order Form or separate agreement). If you wish to enter into such an agreement, please contact us at support@getoden.com.

Paid and unpaid self-serve accounts. The Service may also be offered as a paid or unpaid account on a "self-serve" basis, in which case you will have the opportunity to click-through these Terms and select the aspects of the Service you want to use, including an amount of credits that can be used toward the Service. You may not open multiple accounts for your use under a self-serve offering or otherwise take any actions which would allow you to circumvent the credit or rate limits which apply to self-serve offerings. Should we discover you doing so, we may in our sole discretion terminate your account immediately, with no right to refund or reinstatement.

Credits and Expiration of Credits. All credits granted or purchased in connection with your use of the Service are subject to the rules and restrictions in these Terms and in our Billing & Refund Policy, which is incorporated by reference. Credits may not be resold or transferred and may be purchased only directly from us. Expiration, rollover, and refund treatment of credits are described in the Billing & Refund Policy. The free usage time period for self-serve accounts is determined by us, and we may in our sole discretion terminate a free account at any time, with no right to refund or reinstatement.

Customer Data and Intellectual Property

Your data, your rights. As between you and us, you retain all right, title, and interest in and to Customer Data and Generated Output produced for you. We do not claim any ownership of Customer Data or Generated Output.

Limited licence to us. You grant us a worldwide, non-exclusive, royalty-free licence to host, copy, transmit, display, process, and otherwise use Customer Data and Generated Output solely as necessary to provide, secure, maintain, and support the Service for you, to comply with law, and to enforce these Terms. This licence ends when the relevant Customer Data is deleted from the Service.

Our intellectual property. We retain all right, title, and interest in and to the Oden Platform, including all underlying software, models, prompts, templates, documentation, and Service Metadata. Nothing in these Terms transfers any of our intellectual property to you, except for the limited right to use the Service in accordance with these Terms.

Feedback. If you send us suggestions, ideas, or feedback about the Service, you grant us a perpetual, irrevocable, royalty-free, worldwide licence to use that feedback for any purpose without obligation to you.

AI Services and Generated Output

How AI features work. The Service uses large language models and other AI systems, operated by us and by trusted sub-processors (such as Anthropic, Google, and OpenAI), to process Customer Data and produce Generated Output. A current list of AI sub-processors is published at /subprocessors.

No model training on Customer Data. We do not use Customer Data, prompts, or Generated Output to train, fine-tune, or improve our own foundation models or those of any third-party AI provider. Our AI sub-processors are contractually prohibited from using Customer Data submitted via their APIs to train their generally available models.

Output limitations. Generated Output is produced probabilistically and may be inaccurate, incomplete, biased, or out of date. Identical or similar inputs may produce different outputs across users. You are solely responsible for reviewing Generated Output before relying on, publishing, or otherwise acting on it. Generated Output does not constitute legal, financial, medical, tax, or other professional advice.

Your responsibility for inputs. You represent and warrant that you have all rights necessary to submit Customer Data to the Service and that doing so does not violate any law or any third party's rights. You will not submit any data that you do not have the right to share.

Acceptable Use

You agree not to, and not to permit any user to, use the Service to:

• violate any applicable law, regulation, or third-party right (including intellectual property, privacy, publicity, or contractual rights);
• infringe, misappropriate, or otherwise violate the intellectual property rights of any person or entity;
• upload or generate content that is unlawful, defamatory, harassing, hateful, sexually explicit, or that depicts the sexual exploitation or abuse of minors;
• submit Customer Data that includes payment card numbers, government identifiers, health records, or other special-category data unless we have agreed in writing that the Service may be used for that purpose;
• generate or distribute content intended to deceive, defraud, or impersonate another person or entity;
• generate or distribute disinformation, or content intended to interfere with elections, public health responses, or other democratic processes;
• introduce malware, viruses, or other harmful code, or interfere with the integrity, performance, or security of the Service;
• attempt to reverse engineer, decompile, or extract the underlying source code, models, weights, training data, or system prompts of the Service;
• scrape, crawl, or use automated means to access the Service in a manner that exceeds reasonable usage limits or circumvents rate limits;
• use the Service to develop a competing product or service, or to train any machine-learning model;
• resell, sublicense, or otherwise commercialise the Service except as expressly permitted in an Order Form.

Notice of violation; suspension. If you become aware of any violation of this Acceptable Use section, please notify us at support@getoden.com. We may suspend or terminate your access to the Service, with or without notice, if we reasonably determine that you have violated this section or that continued use poses a security or legal risk.

Compliance with Law

You shall comply with all laws applicable to your use of the Service, including data protection, export control, anti-bribery, and consumer protection laws. You are solely responsible for obtaining any notices, consents, or authorisations required for the Customer Data you submit and for any communications you send using or based on Generated Output. We make no representation regarding what applicable law might require of you.

Data Privacy and Security

Privacy Policy. You acknowledge the collection, use, disclosure, and other handling of information, including Personal Information, described in our Privacy Policy, which we may update from time to time.

Security. We implement and maintain commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Data, including encryption in transit, access controls, and secure infrastructure practices.

Data Processing Agreement. Where you act as a controller of Personal Information processed by us as a processor, a Data Processing Agreement (DPA) governs that processing. To request our DPA, contact support@getoden.com.

Disclaimers

YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE (AND ALL GENERATED OUTPUT PRODUCED THEREIN) IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE DISCLAIM ALL WARRANTIES AND REPRESENTATIONS, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES (1) OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, (2) OF INFORMATIONAL CONTENT OR ACCURACY, (3) OF NON-INFRINGEMENT, (4) OF PERFORMANCE, (5) OF TITLE, (6) THAT THE SERVICE WILL OPERATE IN AN ERROR FREE, TIMELY, SECURE, OR UNINTERRUPTED MANNER, IS CURRENT AND UP TO DATE AND ACCURATELY DESCRIBES ANYTHING, OR IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, (7) THAT ANY DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED, (8) THAT THE SERVICE IS COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE PLATFORM, OR (9) THAT WE WILL ENFORCE THE TERMS OF SERVICE AGAINST OTHERS TO YOUR SATISFACTION. EFFORTS BY US TO MODIFY THE SERVICE SHALL NOT BE DEEMED A WAIVER OF THESE LIMITATIONS OR ANY OTHER PROVISION OF THESE TERMS OF SERVICE.

Limitation of Liability

APART FROM CUSTOMER'S INDEMNIFICATION OBLIGATIONS HEREIN, NEITHER PARTY (NOR ITS RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, REPRESENTATIVES, AFFILIATES, PARENTS, SUBSIDIARIES, SUBLICENSEES, SUCCESSORS AND ASSIGNS, INDEPENDENT CONTRACTORS, AND RELATED PARTIES) SHALL BE LIABLE TO THE OTHER PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, INTERRUPTION OF BUSINESS, OR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICE OR WITH THE DELAY OR INABILITY TO USE SAME, OR FOR ANY BREACH OF SECURITY, OR FOR ANY CONTENT, PRODUCTS, AND SERVICES OBTAINED THROUGH OR VIEWED ON THE SERVICE, OR OTHERWISE ARISING OUT OF THE USE OF SAME, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, REGULATION, COMMON LAW PRECEDENT OR OTHERWISE, EVEN IF THE RESPECTIVE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES AND EVEN IF SUCH DAMAGES RESULT FROM A PARTY'S ENTITY'S NEGLIGENCE OR GROSS NEGLIGENCE.

IN NO EVENT SHALL OUR AGGREGATE LIABILITY FOR ANY CLAIM UNDER OR RELATING TO THESE TERMS OR THE SERVICE EXCEED THE TOTAL OF THE AMOUNT PAID BY YOU TO US DURING THE 12 MONTHS PRIOR TO THE DATE ON WHICH THE CLAIM AROSE.

Indemnification

By you. You will defend, indemnify, and hold harmless Skybound Labs, Inc. and its affiliates, officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, losses, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your Customer Data; (b) your use of the Service in violation of these Terms or applicable law; (c) your use of Generated Output; or (d) your violation of any third-party rights, including intellectual property or privacy rights.

By us. We will defend you against any third-party claim alleging that the Service, when used in accordance with these Terms, infringes that third party's intellectual property rights, and we will pay any damages finally awarded by a court of competent jurisdiction or agreed in settlement. This obligation does not apply to claims arising from Customer Data, Generated Output, modifications made by anyone other than us, combinations of the Service with products or data not provided by us, or use of the Service after we have notified you to stop.

Termination

By you. You may terminate your account at any time by following the cancellation process described in our Billing & Refund Policy.

By us. We may suspend or terminate your access to the Service, with or without notice, if (a) you breach these Terms, (b) we are required to do so by law, (c) continued provision of the Service to you would create a security or legal risk, or (d) we discontinue the Service in whole or in part.

Effect of termination. Upon termination, your right to access and use the Service ends immediately. Within thirty (30) days after termination, you may request export of Customer Data in a commercially reasonable format. After thirty (30) days, we may delete Customer Data from our active systems; backup copies may persist for a limited additional period before being overwritten in the ordinary course.

Survival. Sections that by their nature should survive termination will survive, including Customer Data and Intellectual Property, AI Services and Generated Output (as to outputs already produced), Acceptable Use, Disclaimers, Limitation of Liability, Indemnification, Governing Law and Jurisdiction, and these General Provisions.

General Provisions

Entire agreement. These Terms, together with the Privacy Policy, the Billing & Refund Policy, any applicable Order Form, and any Data Processing Agreement signed by the parties, constitute the entire agreement between you and Skybound Labs, Inc. regarding the Service and supersede all prior or contemporaneous agreements on that subject.

Severability. If any provision of these Terms is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permitted, and the remaining provisions will remain in full force and effect.

No waiver. Our failure to enforce any provision of these Terms will not constitute a waiver of that provision or any other.

Assignment. You may not assign or transfer these Terms or any rights or obligations under them without our prior written consent. We may assign these Terms in connection with a merger, acquisition, financing, or sale of assets, or by operation of law.

Notices. We may provide notices to you by email to the address associated with your account or by posting in the Service. You may provide notices to us at support@getoden.com.

Force majeure. Neither party will be liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labour disputes, governmental action, internet or utility failures, or third-party service disruptions.

Export controls and sanctions. You represent that you are not located in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country, and that you are not on any U.S. Government list of prohibited or restricted parties. You will comply with all applicable U.S. and other export control and sanctions laws in your use of the Service.

U.S. Government end users. The Service is "commercial computer software" and "commercial computer software documentation" as those terms are used in 48 C.F.R. §12.212 and 48 C.F.R. §227.7202. U.S. Government end users acquire the Service with only those rights set forth in these Terms.

Independent contractors. The parties are independent contractors. These Terms do not create any agency, partnership, joint venture, or employment relationship.

Headings. Section headings are for convenience only and have no legal effect.

Governing Law and Jurisdiction

These Terms and any dispute, claim, or matter arising out of or relating to these Terms or the Service shall be governed by and construed in accordance with the laws of the State of Delaware and the applicable federal laws of the United States, without regard to its conflict-of-law principles.

You and Skybound Labs, Inc. agree that the state and federal courts located in the State of Delaware shall have exclusive jurisdiction over any such dispute, claim, or matter, and you consent to the personal jurisdiction and venue of those courts. The U.N. Convention on Contracts for the International Sale of Goods does not apply to these Terms.

Contact Us

If you have any questions about these Terms of Service, please contact us at support@getoden.com.