Terms of Service

THESE TERMS OF SERVICE (the “Agreement”) govern your receipt, access to, and use of the services provided by Meta Exponential, s.r.o., headquartered at Kurzova 2222/16, 155 00 Praha 5, IČO: 17187494, registered in the commercial register, file number C 367927 maintained by the Municipal Court in Prague (“Meta Exponential”). By (a) purchasing access to the service through an online ordering process that references this agreement, (b) signing up for a free or paid access plan for the service via a platform that references this agreement, or (c) clicking a box indicating acceptance, you agree to be bound by the terms of this agreement. The individual accepting this agreement does so on behalf of a company or other legal entity (“Customer”); such individual represents and warrants that they have the authority to bind such entity and its affiliates to this agreement. If the individual accepting this agreement does not have such authority, or if the entity does not agree with these terms and conditions, such individual must not accept this agreement and may not use the services. Capitalized terms have the meanings set forth herein. The parties agree as follows:

1. The Service

1.1 Service Description

Meta Exponential owns and provides a cloud-based service using large language models (Large Language Models), popularly also called artificial intelligence. This service offers chatbots for customer support, sales, and user engagement (the “SolveChat”) on their websites. Any content the Customer configures, customizes, uploads, or otherwise utilizes through the SolveChat is considered “User Content.” Customer is solely responsible for all User Content it contributes to the SolveChat. Additional terms regarding User Content, including ownership, are further in this Agreement. The SolveChat may include templates, scripts, documentation, and other materials that assist Customer in using the SolveChat. Customers will not receive or have access to the underlying code or software of the SolveChat (collectively, the “Software”) nor receive a copy of the Software itself.

1.2 Customer’s Subscription

Subject to the terms of this Agreement, Customer may purchase a subscription to the SolveChat and has the right to access and use the SolveChat as specified in one or more ordering screens on the SolveChat website or service portal that reference this Agreement and describe the business terms related to Customer’s subscription (“Order(s)”). All subscriptions are for the period described in the applicable Order (“Subscription Period”). Use of and access to the SolveChat is permitted only for individuals authorized by the Customer (“Users”) and solely for Customer’s own internal business purposes, not for the benefit of any third party.

1.3 Meta Exponential’s Ownership

Meta Exponential owns the SolveChat, Software, Meta Exponential content, documentation, and anything else provided by Meta Exponential to the Customer (collectively, the “Meta Exponential Materials”). Meta Exponential retains all rights (including all intellectual property rights) to the Meta Exponential Materials, all related and underlying technology, and any updates, enhancements, modifications, or fixes thereto, as well as all derivative works or modifications to any of the foregoing. No licenses are granted under this Agreement, and any rights not expressly granted to the Customer are reserved by Meta Exponential.

1.4 Account Access

Customers can create an account using email registration or Google registration. Only the account creator and individuals who have the access details for the account can access the SolveChat. The Customer is fully responsible for maintaining the confidentiality of the account login information and any activities that occur under the account. Meta Exponential has no responsibility for managing account access or ensuring the security of the account details. The Customer may provide access to the SolveChat to its Affiliates by providing them account access information, in which case all rights granted and obligations incurred under this Agreement shall extend to such Affiliates. The Customer represents and warrants it is fully responsible for any breaches of this Agreement by its Affiliates and has the authority to negotiate this Agreement on behalf of its Affiliates. The Customer is also responsible for all payment obligations under this Agreement, regardless of whether the use of the SolveChat is by the Customer or its Affiliates. Any claim by an Affiliate against Meta Exponential must be brought by the Customer, not the Affiliate. An “Affiliate” of a party means any entity directly or indirectly controlling, controlled by, or under common control with that party, where “control” means the ownership of more than fifty percent (50%) of the voting shares or other equity interests.

2. Restrictions

2.1 Customer’s Responsibilities

The Customer is responsible for all activity on its account, except where such activity results from unauthorized access due to vulnerabilities in the SolveChat itself. The Customer will ensure it maintains the confidentiality of account login information and promptly notifies Meta Exponential of any unauthorized access or use. The Customer will ensure its Users are aware of and comply with the obligations and restrictions in this Agreement, bearing responsibility for any breaches by a User.

2.2 Use Restrictions

The Customer agrees not to, and not to permit Users or third parties to, directly or indirectly: (a) modify, translate, copy, or create derivative works based on the SolveChat; (b) reverse engineer, decompile, or attempt to discover the source code or underlying ideas of the SolveChat, except as permitted by law; (c) sublicense, sell, rent, lease, distribute, or otherwise commercially exploit the SolveChat; (d) remove proprietary notices from the SolveChat; (e) use the SolveChat in violation of laws or regulations; (f) attempt unauthorized access to or disrupt the SolveChat; (g) use the SolveChat to support products competitive to Meta Exponential; (h) test the SolveChat's vulnerability without authorization. If the Customer’s use of the SolveChat significantly harms Meta Exponential or the SolveChat’s security or integrity, Meta Exponential may suspend access to the SolveChat, taking reasonable steps to notify the Customer and resolve the issue promptly.

3. Third-Party Services

The SolveChat may interface with third-party products, services, or applications that are not owned or controlled by Meta Exponential ("Third-Party Services"). Customers have the discretion to utilize these Third-Party Services in conjunction with our SolveChat. Should the integration of the SolveChat with any Third-Party Service require, customers will be responsible for providing their login information to Meta Exponential solely for the purpose of enabling Meta Exponential to deliver its SolveChat. Customers affirm that they have the authority to provide such information without violating any terms and conditions governing their use of the Third-Party Services. Meta Exponential does not endorse any Third-Party Services. Customers acknowledge that this Agreement does not cover the use of Third-Party Services, and they may need to enter into separate agreements with the providers of these services. Meta Exponential expressly disclaims all representations and warranties concerning Third-Party Services. Customers must direct any warranty claims or other disputes directly to the providers of the Third-Party Services. The use of Third-Party Services is at the customer's own risk. Meta Exponential shall not be liable for any issues arising from the use or inability to use Third-Party Services.

4. Financial Terms

4.1 Fees

Customers are required to pay for access to and use of the SolveChat as detailed in the applicable order ("Fees"). All Fees will be charged in the currency stated in the order or, if no currency is specified, in Euros. Payment obligations are non-cancellable and, except as explicitly stated in this Agreement, Fees are non-refundable. Meta Exponential reserves the right to modify its Fees or introduce new fees at its discretion. Customers have the option not to renew their subscription if they disagree with any revised fees.

4.2 Payment

Meta Exponential, through its third-party payment processor Stripe ("Payment Processor"), will bill the customer for the Fees using the payment information provided by the customer. Meta Exponential does not store credit card information. Customers can pay using Stripe with credit cards or other payment options supported by Stripe. It is the customer's responsibility to ensure that Meta Exponential has current and accurate payment information. Failure to provide accurate information may lead to a suspension of access to the SolveChat. Transactions processed through Stripe are subject to Stripe's terms, conditions, and privacy policies, in addition to this Agreement. Meta Exponential is not responsible for errors or omissions by the Payment Processor. Meta Exponential reserves the right to correct any errors made by the Payment Processor, even if payment has already been requested or received. If the customer authorizes, through accepting an order, recurring charges will be automatically applied to the customer's payment method without further authorization until the customer terminates this Agreement or updates their payment method.

4.3 Taxes

Fees do not include any taxes, levies, duties, or similar governmental assessments, including value-added, sales, use, or withholding taxes, imposed by any jurisdiction (collectively, "Taxes"). Customers are responsible for paying all Taxes associated with their purchases. However, Meta Exponential, being a company in the Czech Republic and not a value-added tax payer, does not collect VAT on behalf of customers. If Meta Exponential is obligated to pay or collect any other Taxes for which the customer is responsible, Meta Exponential will invoice the customer for such Taxes unless the customer provides Meta Exponential with a valid tax exemption certificate authorized by the appropriate taxing authority beforehand. For clarity, Meta Exponential is solely responsible for taxes based on its income, property, and employees.

4.4 Failure to Pay

If a customer fails to pay any Fees when due, Meta Exponential may attempt to charge the customer's payment method up to three times over the course of one week. If the payment remains unsuccessful after these attempts, Meta Exponential will change the customer's subscription to the basic "Free" plan, effectively cutting off access to paid services. If a customer believes they have been incorrectly billed, they must contact Meta Exponential within sixty (60) days from the first billing statement showing the error to request an adjustment or credit. Upon receiving a dispute notice, Meta Exponential will review and provide the customer with a written decision, including evidence supporting this decision. If it is determined that the billed amounts are due, the customer must pay these amounts within ten (10) days of receiving Meta Exponential's written decision.

5. Term and Termination

5.1 Agreement Term and Renewals

Subscriptions to access and use Meta Exponential's SolveChat ("SolveChat") commence on the start date specified on the applicable Order ("Subscription Start Date") and continue for the duration of the Subscription Period. Customers may opt not to renew their Subscription Period by modifying their subscription through the Customer’s account settings within the SolveChat and selecting the “Free” subscription plan. This Agreement takes effect on the first day of the Subscription Period and remains effective for the duration of the Subscription Period stated on the Order, including any renewals of the Subscription Period and any period that the Customer is using the SolveChat, even if such use is not under a paid plan. If this Agreement is terminated by either party, it will automatically terminate all Orders. If a Customer cancels or chooses not to renew their paid subscription to the SolveChat, the Customer's subscription will still be accessible but will automatically be downgraded to a version of the SolveChat with reduced features and functionality that Meta Exponential offers to unpaid subscribers ("Free Version"). Should this Agreement be terminated by either Meta Exponential or the Customer, or should the Customer delete its workspace within the SolveChat, access to the Free Version will be revoked.

5.2 Termination

Either party may terminate this Agreement with written notice to the other party if the other party materially breaches this Agreement and such breach is not cured within thirty (30) days after receipt of such notice. Meta Exponential may terminate a Customer's access to the Free Version at any time upon notice.

5.3 Effect of Termination

No termination will relieve the Customer of the obligation to pay any Fees payable to Meta Exponential for the period prior to the effective date of termination. Upon termination, all rights and licenses granted by Meta Exponential will cease immediately, and the Customer will lose access to the SolveChat. Within thirty (30) days of termination, at the Customer's request, or if the Customer deletes its account in SolveChat, Meta Exponential will delete the Customer’s User Information, including passwords, files, and submissions, unless an earlier deletion is requested. For Customers using the Free Version, Meta Exponential may retain User Submissions and User Information to facilitate continued use. Meta Exponential may delete all User Submissions and User Information if an account remains inactive for more than six (6) months.

5.4 Survival

Sections titled “Meta Exponential's Ownership”, “Third-Party Services”, “Financial Terms”, “Term and Termination”, “Warranty Disclaimer”, “Limitation of Liability”, “Confidentiality”, “Data” and “General Terms” will survive any termination or expiration of this Agreement.

6. Warranties and Disclaimers

6.1 Warranties

Customers represent and warrant that all User Submissions submitted by Users comply with all applicable laws, rules, and regulations.

6.2 Warranty Disclaimer

EXCEPT AS EXPRESSLY STATED HEREIN, THE SERVICES AND ALL RELATED COMPONENTS AND INFORMATION ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND META EXPONENTIAL EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CUSTOMERS ACKNOWLEDGE THAT META EXPONENTIAL DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES, SO THE FOREGOING DISCLAIMERS MAY NOT APPLY TO THE EXTENT PROHIBITED BY LAW.

6.3 LLM Output Disclaimer

SOLVECHAT PROVIDES A CONNECTION TO AN LLM (LARGE LANGUAGE MODEL) WHICH GENERATES OUTPUT BASED ON USER PROMPTS AND USER-PROVIDED DOCUMENTS. META EXPONENTIAL HAS NO CONTROL OVER AND DOES NOT INFLUENCE THE OUTPUT GENERATED BY THE LLM. CUSTOMERS ACKNOWLEDGE THAT THEY ARE SOLELY RESPONSIBLE FOR THE INPUT PROVIDED TO THE LLM AND ANY OUTPUT RESULTING FROM SUCH INPUT. META EXPONENTIAL DISCLAIMS ALL LIABILITY FOR ANY OUTPUT GENERATED BY THE LLM, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, COMPLETENESS, OR LEGALITY.

7. Limitation of Liability

NOTWITHSTANDING ANY PROVISION TO THE CONTRARY, META EXPONENTIAL WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL DAMAGES, OR DAMAGES BASED ON THE USE OR ACCESS, INTERRUPTION, DELAY, OR INABILITY TO USE THE SERVICE, LOST REVENUES OR PROFITS, LOSS OF BUSINESS OR GOODWILL, DATA CORRUPTION, OR SYSTEM FAILURES, REGARDLESS OF THE LEGAL THEORY. FURTHER, META EXPONENTIAL'S TOTAL LIABILITY WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY THE CUSTOMER FOR THE SERVICE DURING THE TWELVE (12) MONTHS PRIOR TO THE CLAIM. THESE LIMITATIONS APPLY REGARDLESS OF WHETHER META EXPONENTIAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.

8. Confidentiality

8.1 Definition

Each party (the “Receiving Party”) recognizes that the other party (the “Disclosing Party”) may share business, technical, or financial information pertaining to the Disclosing Party’s operations that, due to the nature of the information and the context of disclosure, is reasonably considered confidential (“Confidential Information”). For Meta Exponential, Confidential Information includes non-public details about features, functionality, and performance of the SolveChat. For Customers, Confidential Information comprises User Information and User Submissions. This Agreement, along with all related Orders, is considered Confidential Information of both parties. However, Confidential Information does not include information that: (a) becomes publicly available without breaching any duty to the Disclosing Party; (b) was known to the Receiving Party before disclosure by the Disclosing Party without breaching any duty; (c) is received from a third party without breaching any duty; or (d) was independently developed by the Receiving Party without using the Disclosing Party’s Confidential Information.

8.2 Protection and Use of Confidential Information

The Receiving Party must: (a) protect the Disclosing Party’s Confidential Information with at least the same degree of care it uses for its own similar information, but no less than a reasonable level of care; (b) restrict access to Confidential Information to personnel, affiliates, subcontractors, agents, consultants, legal advisors, financial advisors, and contractors (“Representatives”) who need this information in relation to this Agreement and who are bound by confidentiality obligations similar to those in this Agreement; (c) not disclose any Confidential Information to third parties without prior written consent from the Disclosing Party, except as expressly stated herein; and (d) use the Confidential Information solely to fulfill obligations under this Agreement. This does not prevent sharing of Agreement terms or the other party’s name with potential investors or buyers under standard confidentiality terms.

8.3 Compelled Access or Disclosure

If required by law, the Receiving Party may access or disclose the Disclosing Party’s Confidential Information, provided that it notifies the Disclosing Party in advance (when legally permissible) and offers reasonable help, at the Disclosing Party's expense, if the Disclosing Party wants to contest the disclosure.

8.4 Feedback

Customers may occasionally offer feedback on the SolveChat (“Feedback”) using contact form or other communication channels provided by Meta Exponential. Meta Exponential may choose to incorporate this Feedback into its services. Customers grant Meta Exponential a royalty-free, worldwide, perpetual, irrevocable, fully transferable, and sublicensable license to use, disclose, modify, create derivative works from, distribute, display, and exploit any Feedback as Meta Exponential sees fit, without any obligation or restriction, except for not identifying the Customer as the source of Feedback unless explicitly permitted by the Customer.

9. Data

9.1 User Information

Customers and their Users must provide information like names, email addresses, usernames, IP addresses, browsers, and operating systems (“User Information”) to access the SolveChat. Customers authorize Meta Exponential and its subcontractors to store, process, and retrieve User Information as part of the SolveChat usage. Customers guarantee they have the necessary rights to provide User Information to Meta Exponential for processing as described in this Agreement. Customers are liable for their User Information and any unauthorized use of their credentials.

9.2 User Submissions

Customers grant Meta Exponential a non-exclusive, worldwide, royalty-free, transferable license to use, process, and display User Submissions solely for the purpose of providing the SolveChat service. Customers retain all other rights to User Submissions, and no additional licenses are implied under this Agreement.

9.3 Service Data

Meta Exponential collects data on SolveChat performance and operation (“Service Data”) as Customers use the SolveChat. Provided Service Data is aggregated and anonymized, without disclosing any personal information except for contact information provided by the customer. Meta Exponential can use this data freely. Meta Exponential owns all rights to Service Data, but will not identify Customers or Users as its source.

9.4 Data Protection

Meta Exponential maintains reasonable security practices to protect Customer Data, including User Submissions and User Information. Nonetheless, Customers are responsible for securing their systems and data.

10. General Terms

10.1 Publicity

With prior written consent from the Customer, Meta Exponential is allowed to identify the Customer and use and display the Customer’s name, logo, trademarks, or service marks on Meta Exponential’s website and in Meta Exponential’s marketing materials. This will help in demonstrating the clientele and user base of Meta Exponential without compromising any confidential information or privacy rights of the Customer.

10.2 Force Majeure

Meta Exponential shall not be liable for any failure or delay in performing its obligations hereunder caused by events beyond its reasonable control, including but not limited to failures of third-party hosting or utility providers, riots, fires, natural disasters, wars, terrorism, or government actions. These circumstances provide a shield for Meta Exponential against unforeseen events that prevent it from fulfilling its service obligations.

10.3 Changes

Meta Exponential acknowledges that its service is an evolving, subscription-based product. To enhance customer experience, Meta Exponential reserves the right to make modifications to the SolveChat. However, Meta Exponential commits to not materially reducing the core functionality provided to Customers. Furthermore, Meta Exponential may modify the terms of this Agreement unilaterally, provided that Customers are notified at least thirty (30) days before such changes take effect, with changes posted prominently, for example, on the Meta Exponential website terms page.

10.4 Relationship of the Parties

This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between Meta Exponential and the Customer. Both parties are independent contractors, maintaining their respective operations and autonomy while cooperating under the terms laid out in this Agreement.

10.5 No Third-Party Beneficiaries

This Agreement is strictly between Meta Exponential and the Customer. It is not intended to benefit any third party, nor shall any third party have the right to enforce any of its terms, directly or indirectly. This clause clarifies the intended scope of the Agreement, limiting obligations and benefits to the parties involved.

10.6 Email Communications

Notices under this Agreement will be communicated via email, although Meta Exponential may choose to provide notices through the SolveChat instead. Notices to Meta Exponential must be directed to via SolveChat contact form, while notices to Customers will be sent to the email addresses provided by them through the SolveChat account information. Notices are considered delivered the next business day after emailing or the same day if provided through the SolveChat.

10.7 Amendment and Waivers

Meta Exponential reserves the right to update these terms and other conditions of this Agreement. Any changes to these terms or the Agreement will be announced by Meta Exponential by sending a notice at least 30 days before the change takes effect. If the change is necessary to ensure compliance with legal obligations or is caused by actions of public authorities, the change will be announced no later than the effective date of the change. In case of disagreement with the change, the Customer has the right to reject the change and terminate the agreement before the effective date of the change by sending a written notice to our email.

10.8 Severability

Should any provision of this Agreement be found unlawful or unenforceable by a court, it will be modified to the minimum extent necessary to make it lawful or enforceable, while the remaining provisions continue in full effect. This clause ensures the Agreement remains operational even if parts of it are modified or removed.

10.9 Assignment

Neither party may assign or delegate their rights or obligations under this Agreement without the other party's prior written consent, except that Meta Exponential may do so without consent in cases of mergers, acquisitions, corporate reorganizations, or sales of substantially all assets. Any unauthorized assignment will be void. This Agreement binds and benefits the parties, their successors, and permitted assigns.

10.10 Governing Law and Venue

This Agreement will be governed by the laws of the Czech Republic, excluding its conflict of laws principles. Disputes arising under this Agreement will be resolved in the courts of the Czech Republic, to which both parties consent to jurisdiction and venue.

10.11 Entire Agreement

This Agreement, including any referenced documents and Orders, constitutes the full agreement between Meta Exponential and the Customer, superseding all prior discussions, agreements, and understandings of any nature. This ensures clarity and completeness in the mutual expectations and obligations of the parties involved.