Arkeo AI Business Terms
Welcome to Arkeo AI. Arkeo gives your business AI agents that do real work across the systems you already use, running on a dedicated machine set up for your company. These Business Terms explain how the platform works, what Arkeo is responsible for, and what your business is responsible for when its agents act on its behalf. Please read them before you accept.
Effective date: October 23, 2026
Version: 2026-10-23
These Business Terms ("Terms") are an agreement between Arkeo AI Inc., a Delaware corporation ("Arkeo", "we", "us"), and the business that accepts them ("Customer", "you"). They govern your use of the Arkeo platform, the AI agents you build and run on it, the dedicated machine it runs on, and any related support (together, the "Services").
1. The agreement
1.1 Acceptance. You accept these Terms by clicking to accept them at signup or checkout, or by using the Services. The person accepting confirms they have authority to accept for the Customer.
1.2 What makes up the agreement. The agreement consists of (a) these Terms, (b) the Arkeo Acceptable Use Policy at https://www.arkeoai.com/acceptable-use-policy (the "AUP"), and (c) the plan, price and billing frequency you select at checkout (your "Plan"). If they conflict, these Terms control, then the AUP. Your Plan controls only for its price, billing frequency and included features.
1.3 Business use only. The Services are for business use. They are not offered to consumers or to anyone under 18.
2. Definitions
- "Agent" means any AI agent running on the Services for you. This includes agents you create, agents created or changed by other Agents, and any agent Arkeo designs or builds for you.
- "Builds" means the agents, skills, tools, prompts, instructions, workflows, automations, code, integrations and configurations created or changed on the Services by you, your Authorized Users, your Agents, or Arkeo for you.
- "Action" means anything an Agent does. This includes sending messages, making calls, publishing content, writing or running code, creating or changing Builds, creating, editing or deleting records, changing settings, scheduling, filing, submitting, or triggering payments or other transactions.
- "Authorized User" means any person you, or anyone using your accounts, allow to build, instruct, configure, approve, or otherwise use an Agent or the Services.
- "Connected Systems" means the software, accounts, devices, channels and data sources you connect to the Services. Examples include email, CRM, accounting, payroll, scheduling, messaging, phone, website and storage systems.
- "Customer Data" means data you or your Authorized Users provide, or that Agents access in Connected Systems, on your behalf.
- "Instruction" means any request, task, prompt, rule, approval, schedule or standing authorization given to an Agent, in any channel. It includes instructions given by you, an Authorized User, or another Agent you or they set up.
- "Machine" means the dedicated computing environment Arkeo operates to run the Services for you.
- "Output" means content, data, code, decisions, or results an Agent produces.
- "High-Impact Action" has the meaning in Section 5.
3. Accounts and Authorized Users
3.1 Account information. Keep your account, billing and contact information accurate and current.
3.2 You choose who has access. You decide who your Authorized Users are and what each one can do. Give access only to people you trust to build and direct powerful automated tools on your behalf. Remove access promptly when someone leaves, changes role, or should no longer be trusted.
3.3 You are responsible for your Authorized Users. Everything an Authorized User does, every Build they create, and every Instruction they give, is treated as done by you. This applies whether or not that person acted within their job duties, and whether or not you approved it. You are responsible for training and supervising your Authorized Users and for their compliance with these Terms and the AUP.
3.4 Credentials and channels. You are responsible for keeping passwords, access tokens, API keys, and any channel an Agent listens to (such as a messaging channel) secure. Anyone who gives an Instruction through your accounts, credentials or channels is treated as an Authorized User. If you suspect a security breach or unauthorized access, tell us at support@arkeoai.com immediately and promptly secure your accounts, including changing passwords and revoking affected credentials.
3.5 Monitoring notices. If your Agents read, record or analyze communications or activity of your employees, contractors or customers, you are responsible for giving any required notices and obtaining any required consents.
4. You build, direct and control your Agents
4.1 How Agents are built. Agents are built in two ways:
- (a) Built by Arkeo. Arkeo may scope, design and build Agents for you. Arkeo shows you the scope, and you approve it in the Services before the Agent goes live. Arkeo builds to the approved scope only. Arkeo does not promise that an Agent suits your business, and you are responsible for checking it before and after you approve it.
- (b) Built by you. You, your Authorized Users and your Agents can build and run your own agents, skills, tools and automations. Arkeo does not design, review, test or approve these Builds.
Either way, once you approve or start using an Agent, it is your Build for this Section 4. You decide what work it does, what it connects to, and who instructs it. Arkeo's rights in its work (Section 11.2) do not make Arkeo responsible for an Agent's Actions. Arkeo is not responsible for changes an Agent makes to itself after approval.
4.2 Starter agents and templates. Arkeo may provide starter agents, skills or templates. Once you use, change or instruct them, they are subject to this Section 4 like any other Build.
4.3 Help from Arkeo. If Arkeo personnel help you build, configure or fix a Build, they do so at your request and direction. The result is your Build, and this Section 4 applies to it.
4.4 Agents are powerful. Agents can act on their own across your Connected Systems, quickly and at scale. Depending on the access you give them, they can:
- send communications to your customers and staff, and publish content
- write and run code, and change or delete records and settings
- run payroll, billing or scheduling steps, and trigger transactions
One Instruction can lead to many Actions.
4.5 Agents can build and change themselves. Agents can create, change, extend or remove Builds. That includes their own instructions, skills and tools, and other Agents. Those changes may happen without a person reviewing each one. Builds created or changed by an Agent are your Builds, and Actions taken by them are your Actions.
4.6 Agents make mistakes. Agents run on AI models. They can misunderstand Instructions, produce wrong or incomplete results, act on bad or outdated data, repeat Actions, change themselves in unintended ways, or behave unpredictably. An Instruction or Build, even a reasonable one, can cause an Agent to damage, misconfigure, overload or break a Connected System or the Machine. It can also cause an Action that cannot be undone.
4.7 Your Actions and your responsibility. Every Action an Agent takes is taken on your behalf and at your direction. As between you and Arkeo, you are solely responsible for your Builds, your Instructions, every Action and every result. That includes their effect on your Connected Systems, your data, your customers, your employees and any third party. This applies whether the Action followed a precise Instruction, a goal, general guidance or otherwise. It also applies even if the Action was a mistake, was not what you intended, came from a Build an Agent created, or followed an Instruction from an Authorized User you did not supervise. You accept full legal responsibility for every Action and its results as if you had personally taken it yourself, including its accuracy, truthfulness and lawfulness. You are responsible for promptly correcting any errors with everyone affected.
4.8 Your safeguards. You decide what review, approval, testing, permission limits, spending limits and backups your business needs before and after Agents act. You are responsible for setting them up and keeping them in place. This includes the human approval required by Section 5 and keeping your own backups of Connected Systems. You should give each Agent only the access it needs.
4.9 Stopping an Agent. You can pause or remove your Agents, and you can ask us to pause them at support@arkeoai.com. You can also revoke an Agent's access in your Connected Systems. Pausing or revoking access may not stop Actions already in progress, and it does not undo completed Actions.
4.10 Content from outside sources. Agents read emails, websites, documents, messages and other content from third parties. That content may contain misleading or malicious instructions. Arkeo is not responsible for Actions caused by third-party content your Agents read or process.
5. High-Impact Actions
5.1 What they are. "High-Impact Actions" are Actions that materially affect a person's employment, pay, benefits, credit, insurance, housing, education, legal rights, health or medical care, or safety. They also include Actions that move money, sign or change contracts, or file submissions with a government agency.
5.2 Human approval is your job. You must set up your Builds so that a person you trust reviews and approves each High-Impact Action before it is final. You must not build, instruct or allow an Agent to make these decisions on its own. You are responsible for the people you choose as approvers and for every Action they approve.
5.3 Limits. You are responsible for setting spending, transaction and access limits in your Connected Systems and Builds. Arkeo does not monitor or enforce limits you have not set.
5.4 Professional judgment. Agents do not provide legal, tax, accounting, medical, financial or other licensed professional advice, and they are not credentialed professionals. Where your business requires a licensed professional, that professional remains responsible.
5.5 Not for emergencies. The Services are not an emergency or life-safety system and must not be relied on to detect, report or respond to emergencies.
5.6 Payments and financial Actions. If your Agents take Actions involving payments, purchases, payroll, transfers or other financial transactions, you agree that:
- (a) you are authorized to use every payment credential, card, account or financial instrument involved
- (b) you bear all risk of financial loss from those Actions
- (c) you are solely responsible for setting transaction limits and other safeguards, monitoring your accounts, and promptly disputing errors with your bank or payment provider
- (d) Arkeo and your Agents are not a bank, broker, fiduciary, money transmitter, payroll provider or other financial institution
- (e) some transactions cannot be reversed
- (f) you are responsible for making sure each transaction complies with law, including tax, payroll, wage and sanctions laws
6. AI Output and your own risk
6.1 Output may be wrong. Output may be inaccurate, incomplete, out of date, biased, offensive, insecure (in the case of code), or similar to output produced for others. You must evaluate Output for accuracy and suitability before you rely on it, publish it, run it, or act on it.
6.2 Use at your own risk. You use Output, and you allow Agents to act on it, at your own risk. Do not treat Output as a sole source of truth or as a substitute for professional advice.
6.3 Published content. Content an Agent sends or publishes for you is published under your name and on your behalf. You are responsible for it, including its accuracy and its compliance with law and platform rules. Where law or a platform requires it, you are also responsible for disclosing that it was created with AI. Do not present AI-generated content as entirely written by a person where doing so would be misleading.
6.4 Things your Agents create and host. You are solely responsible for everything your Agents create, publish or host, including documents, images, code, web pages and apps. You are also responsible for all content, data and activity in or through them, whether generated by an Agent, supplied by you, or contributed by a third party. This applies whether or not you reviewed them or knew what they contained. You must monitor them for as long as they are published or hosted, and promptly remove anything that breaks these Terms, the AUP or the law.
7. Machines and the Arkeo platform
7.1 Dedicated Machine. Arkeo runs the Services for you on a Machine dedicated to your business. The Machine, the Arkeo platform and its software, and all management tools remain Arkeo's property. You receive the right to use them as part of the Services during your subscription.
7.2 Arkeo access. Arkeo personnel and systems access the Machine to set up, operate, monitor, maintain, update, secure and support it. You authorize that access. Arkeo has the right, but no obligation, to monitor, log, review, pause, block or modify Agent Actions for safety, security, compliance or operational reasons. Arkeo may keep logs of Agent Actions for safety monitoring, abuse prevention, troubleshooting, operating the Services and legal compliance. Arkeo is not obligated to monitor your Builds, Instructions or Actions, and choosing to do so does not make Arkeo responsible for them.
7.3 Changes. Arkeo may update, reconfigure, move, replace or rebuild the Machine. Arkeo may also change or replace the AI models, model providers, software and infrastructure used by the Services. Updates may change how Agents and Builds behave, and you are responsible for checking that your Builds still work as you intend. We will not intentionally remove the core features of your Plan during a paid term.
7.4 Hosting. Machines are hosted with third-party cloud providers in the United States or Canada, as Arkeo chooses.
7.5 Resources. Your Plan includes a set amount of computing resources and model usage. Arkeo may throttle, pause or limit Agents that exceed them, or that put the Machine or the Services at risk.
7.6 Availability and backups. Unless Arkeo agrees otherwise in writing, Arkeo does not guarantee any level of availability. Arkeo also does not guarantee that your Builds, Customer Data or Output on the Machine are backed up or recoverable. You are responsible for keeping copies of your Builds, your data and the records in your Connected Systems.
7.7 Restrictions. You must not, and must not allow anyone or any Agent to:
- (a) copy, extract, sell, sublicense or resell the Arkeo platform or Machine
- (b) reverse engineer, or attempt to discover, the platform's source code or underlying models, except where the law forbids this restriction
- (c) use the Services to give third parties direct access to AI models, or to resell the Services
- (d) use the Services or Output to build or train a competing product or AI model
- (e) bypass security, rate limits or safeguards, or attempt to access Arkeo's systems or other customers' machines
- (f) use the Machine to attack, scan or disrupt any system
7.8 Beta features. Arkeo may offer beta, preview or trial features. You choose whether to use them. They are for evaluation, not production use, and are provided "as is" without any warranty, support, maintenance or data storage. Arkeo may change or remove them at any time and may never make them generally available.
8. Acceptable use and suspension
8.1 AUP. You, your Authorized Users and your Agents must follow the AUP and all applicable laws. You are responsible for any Build or Instruction that causes an Agent to breach the AUP.
8.2 Suspension. Arkeo may suspend or restrict any Agent, Build, Machine, account or the Services, or disable specific Agent capabilities (such as sending messages or making payments), immediately and without prior notice, if we reasonably believe that:
- (a) you, an Authorized User or an Agent breached these Terms or the AUP
- (b) an Agent is acting, or is likely to act, in a way that could harm you, Arkeo, our providers, or anyone else
- (c) there is a security risk
- (d) suspension is required by law or by one of our providers
- (e) your account is past due
We will tell you the reason when we reasonably can, and will restore the Services once the issue is resolved. Arkeo is not liable for any suspension made under this Section.
8.3 Appeals. If you believe a suspension was a mistake, contact support@arkeoai.com.
8.4 Arkeo's right to refuse. Your Instructions and authorizations do not authorize Arkeo or your Agents to do anything unlawful. Arkeo may refuse, block or stop any Action it determines would violate the law, these Terms or the AUP, regardless of your authorization, without liability.
9. Your data, rights and consents
9.1 Your authority, rights and consents. You represent and warrant that you have full legal authority to take every Action you instruct or authorize your Agents to take, including authority over every account you connect, every piece of information you provide, and every recipient your Agents contact. You also represent and warrant that you have all rights, licenses, consents and lawful bases needed to provide Customer Data, connect each Connected System, and have Agents access, process and act on that data. This includes consents and notices for calls, call recording, transcription, text messaging, email marketing, employee monitoring, and the use of anyone's name, image or voice.
9.2 Outreach laws. You are responsible for compliance with laws governing calls, texts, emails and other outreach your Agents carry out. These include the Telephone Consumer Protection Act, the CAN-SPAM Act, do-not-call rules and opt-out requests.
9.3 Sensitive data. Do not provide health information protected by HIPAA, payment card data, or other regulated data unless Arkeo has agreed in writing and any legally required agreement (such as a business associate agreement) is signed. You are responsible for any regulated data you provide without that.
9.4 License to Arkeo. You grant Arkeo a worldwide, non-exclusive license to host, copy, process, transmit and display Customer Data, Builds and Output as needed to provide, support, secure and improve the Services, and to comply with law.
9.5 Usage Data. Arkeo may collect diagnostic, technical, usage and performance information about how the Services, Machines and Agents operate ("Usage Data"). Arkeo owns Usage Data, and you assign to Arkeo any rights you may have in it. Arkeo may use Usage Data for any lawful purpose, but will not disclose it to third parties in a form that identifies you or any individual. Usage Data includes information derived from Customer Data, Builds and Output after information that identifies you or any individual has been removed. Arkeo will not attempt to re-identify it.
9.6 Privacy Policy. Arkeo's Privacy Policy at https://www.arkeoai.com/privacy-policy describes how Arkeo handles personal information.
10. Third-party services and model providers
10.1 Model and infrastructure providers. The Services use third-party AI model providers, cloud hosting, payment, messaging and other service providers. Customer Data is processed by those providers as needed to run the Services. Arkeo may add or change providers.
10.2 Connected Systems. Connected Systems, and any third-party skills, tools, code or packages your Agents install, are provided by third parties under their own terms. You are responsible for your accounts with them, their fees, and your compliance with their terms. You are also responsible for any charges your Agents incur in those systems. Arkeo is not responsible for the availability, security, changes, data handling, or failures of any third-party service, Connected System or third-party component.
11. Ownership
11.1 Yours. You own and retain all rights to Customer Data and, to the extent permitted by law, Output.
11.2 Arkeo's. Arkeo retains all intellectual property rights in the Services and in any work Arkeo performs for you, and all improvements to them. You may not copy, sell or create derivative works of them except as these Terms allow. Except for the rights expressly granted in these Terms, no rights are granted to you.
11.3 Output is not exclusive. Similar Output may be produced for others. Your ownership does not extend to other customers' output or to third-party content.
11.4 Feedback. You assign to Arkeo all rights in any feedback, suggestions or ideas you provide about the Services. Arkeo may use them for any purpose without attribution or payment, and is not required to use them.
12. Confidentiality
12.1 Each party will protect the other's non-public business and technical information with reasonable care, and use it only for this agreement. This does not apply to information that is public through no fault of the receiving party, already known to it, independently developed, or lawfully received from someone else without restriction. This does not limit Arkeo's use of Usage Data under Section 9.5.
12.2 A party may disclose confidential information when required by law, after giving notice where lawful and practical.
12.3 Arkeo may name you as a customer, including your logo, unless you ask us in writing not to.
13. Fees and payment
13.1 Fees. You will pay the fees for your Plan as shown at checkout. Subscriptions renew automatically at the same billing frequency unless cancelled before the renewal date. You authorize Arkeo and its payment processor to charge your payment method for all fees when due.
13.2 Usage above your Plan. If your Plan includes usage-based charges, such as model usage, phone or messaging above included amounts, they are billed at the rates shown at checkout or in your account.
13.3 Taxes. Fees exclude taxes. You are responsible for all taxes except taxes on Arkeo's income.
13.4 Late payment. If payment fails or is overdue, Arkeo may suspend the Services under Section 8.2 until it is paid.
13.5 No refunds. Fees are non-refundable, including setup fees and fees for partial periods, except where required by law.
13.6 Price changes. Arkeo may change prices with at least 30 days' notice. The change takes effect at your next renewal.
14. Term, cancellation and termination
14.1 Term. These Terms apply from acceptance until your subscription ends.
14.2 Cancellation. You may cancel renewal at any time by emailing support@arkeoai.com or using any cancellation option in your account. Cancellation takes effect at the end of the current paid period. Access continues until then.
14.3 Termination by Arkeo. Arkeo may terminate the Services (a) on 30 days' notice for any reason, with a refund of prepaid fees for the unused period, or (b) immediately if you materially breach these Terms or the AUP, fail to pay, or if continuing would expose Arkeo to legal liability or harm.
14.4 Export and deletion. For 30 days after the Services end, you may request an export of Customer Data and Output that Arkeo still holds, in a standard format Arkeo chooses. After that period, Arkeo may delete the Machine and everything on it. Copies kept as required by law, or held in routine backups until they expire, are excepted. Arkeo is not liable for anything you did not export. Exports do not include the Services or any work Arkeo performs for you (Section 11.2).
14.5 Unfinished Actions and clean-up. When the Services end or are suspended, pending, scheduled or in-progress Actions may be cancelled without being completed. Arkeo is not responsible for the consequences of incomplete Actions. When the Services end, you are responsible for revoking Agent access to your Connected Systems and cancelling any schedules or automations in them.
14.6 Survival. Sections 4 to 6, 9 to 12, and 14 to 20 survive termination, along with any unpaid fees.
15. Disclaimers
15.1 As is. The Services, Agents, Machines, starter templates and Output are provided "as is" and "as available." To the fullest extent permitted by law, Arkeo and its providers disclaim all warranties, express, implied or statutory. This includes warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and quiet enjoyment, and warranties arising from course of dealing. Arkeo does not warrant that:
- the Services will be uninterrupted, error-free or secure
- Agents or Builds will act correctly or as you intend
- data will not be lost or altered
- any Action will be completed, completed on time, or can be reversed once started
- the Services will work with any particular Connected System or third-party service
- the Services will achieve any business result
15.2 Your remedy for platform problems. If the Arkeo platform does not provide the core features of your Plan, tell us within 30 days. Arkeo will use reasonable efforts to correct the issue. If Arkeo cannot correct it within a reasonable time, either party may end the subscription, and Arkeo will refund prepaid fees for the unused period. If an Agent Arkeo built does not perform the scope you approved, tell us within 30 days of approval, and Arkeo will use reasonable efforts to correct it. This is your sole and exclusive remedy for platform non-performance and for Agents Arkeo built. It does not cover problems caused by your Builds, Instructions, Agents' own changes, Connected Systems or third-party components.
16. Limitation of liability
16.1 Excluded damages. To the fullest extent permitted by law, Arkeo will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages. That includes:
- lost profits, revenue, business, goodwill or data
- damage to or misconfiguration of Connected Systems
- the cost of replacement services
- the consequences of any Action or Build
This applies even if Arkeo was advised of the possibility of those damages. For clarity, it applies to any claim arising from an Agent taking an unintended, erroneous or unauthorized Action, including sending unintended communications, executing unintended transactions, or modifying or deleting data.
16.2 Cap. Arkeo's total liability arising out of or relating to these Terms or the Services will not exceed the greater of (a) the fees you paid Arkeo for the Services during the 12 months before the event giving rise to liability, or (b) one hundred US dollars ($100).
16.3 Application. These limits apply to all claims and legal theories, including contract, tort, negligence and strict liability. They apply even if a limited remedy fails of its essential purpose. They do not limit your payment obligations or your obligations under Section 17.
16.4 Providers. Arkeo's suppliers and model providers are intended third-party beneficiaries of this Section 16 and Section 15.
16.5 Hacking and unauthorized access. Arkeo is not liable for any loss or damage resulting from:
- hacking, tampering, or other unauthorized access to or use of the Services, the Machine, your account, your credentials, your Connected Systems or your Agents
- malicious or misleading third-party content processed by your Agents
- viruses or other harmful code transmitted by third parties
- interruptions in transmission to or from the Services
- the unlawful, defamatory or offensive conduct of any third party
16.6 Waiver of claims about AI content and Agent Actions. You waive any claim against Arkeo arising from AI-generated content or from Actions taken by your Agents. This does not affect your remedy for platform non-performance under Section 15.2.
17. Indemnity
17.1 Your indemnity. You will defend, indemnify and hold harmless Arkeo, its affiliates, and their officers, directors, employees, contractors and providers from and against all claims, losses, damages, liabilities, fines, penalties, costs and expenses (including reasonable attorneys' fees) arising out of or relating to:
- (a) your Builds, and any Instruction, approval or standing authorization given by you, an Authorized User or an Agent, and any Action taken by your Agents;
- (b) Customer Data, Output you use, publish, run or act on, and content sent or published on your behalf;
- (c) your Connected Systems, third-party components your Agents use, and your dealings with third parties;
- (d) any breach of these Terms or the AUP by you, an Authorized User, an Agent, or anyone using your accounts or credentials;
- (e) your failure to obtain required rights, notices or consents, or your violation of any law, including outreach, privacy, employment and consumer protection laws; and
- (f) any dispute between you and your employees, contractors, customers or other third parties.
17.2 Process. Arkeo will notify you of a claim within a reasonable time. Delay only reduces your obligations to the extent it prejudices you. You may control the defense with counsel reasonably acceptable to Arkeo. Arkeo may participate with its own counsel at its own expense. You may not settle a claim in a way that admits fault by Arkeo or imposes obligations on Arkeo without Arkeo's written consent.
17.3 Arkeo's IP indemnity. Arkeo will defend you against a third-party claim that the Arkeo platform, as provided by Arkeo and used as permitted, infringes a United States patent, copyright or trademark. Arkeo will also pay damages finally awarded or agreed in settlement. This does not apply to claims arising from:
- Customer Data, Builds, Output or Instructions
- Connected Systems, third-party models, services or components
- combinations Arkeo did not provide
If such a claim arises, Arkeo may modify or replace the affected part, or end the Services and refund prepaid unused fees. This Section 17.3 is subject to Section 16 and is your sole remedy for infringement claims.
18. Disputes: arbitration, class-action waiver and jury waiver
18.1 Informal resolution first. Before starting arbitration, a party must send written notice describing the dispute to the other. Your notice goes to support@arkeoai.com; ours goes to your account email. The parties will try in good faith to resolve it for 60 days. Limitation periods are paused during that time.
18.2 Binding arbitration. Any dispute, claim or controversy arising out of or relating to these Terms or the Services will be resolved by final and binding arbitration. This includes disputes about formation, scope or enforceability, except as stated in Section 18.4. The arbitration will be administered by the American Arbitration Association under its Commercial Arbitration Rules before a single arbitrator. The seat of arbitration is Wilmington, Delaware, and hearings will be by videoconference where possible. The Federal Arbitration Act governs this Section. Judgment on the award may be entered in any court with jurisdiction. Each party bears its own attorneys' fees and costs, unless the arbitrator finds a claim or defense frivolous or brought in bad faith, in which case the arbitrator may award reasonable fees and costs to the other party. The arbitration, including its existence, filings, correspondence and award, is confidential, except as required by law or to enforce the award.
18.3 Class-action and jury waiver. Disputes will be resolved only on an individual basis. Neither party may bring or take part in a class, collective, consolidated or representative action or arbitration. Each party waives any right to a jury trial.
18.4 Exceptions. Either party may bring an individual claim in small-claims court. Either party may also seek injunctive or other equitable relief in court to protect its intellectual property, confidential information, or the security of the Services. Any challenge to the validity of the class-action waiver will be decided by a court.
18.5 Courts. Any matter not subject to arbitration will be brought exclusively in the state or federal courts located in Delaware. Both parties consent to their jurisdiction.
18.6 Batch arbitration. If 50 or more similar arbitration demands are filed against Arkeo by or with the help of the same or coordinated counsel, the American Arbitration Association will administer them in batches of up to 50. Each batch has one arbitrator and one set of filing and administrative fees per side. The arbitrator decides each claim individually and issues a separate award for each claimant.
18.7 One-year time limit. Any claim arising out of or relating to these Terms or the Services must be brought within one year after the events giving rise to it. If that period is unenforceable, the claim must be brought within the shortest period the law permits. Claims not brought within that time are permanently barred.
19. Changes to these Terms
Arkeo may update these Terms or the AUP. For changes that materially and adversely affect you, we will give at least 30 days' notice by email or in the Services. Other changes take effect when posted. Changes to Section 18 do not apply to disputes already notified under Section 18.1. If you do not agree to a change, you may cancel before it takes effect. Continuing to use the Services after the effective date means you accept the change.
20. General
20.1 Governing law. Delaware law governs these Terms, without regard to conflict-of-law rules.
20.2 Assignment. You may not assign these Terms without Arkeo's prior written consent. Arkeo may assign these Terms to an affiliate or in connection with a merger, acquisition or sale of assets.
20.3 Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, except for payment obligations. Such events include outages or changes at cloud, model or other third-party providers, internet failures, attacks, natural events, and government action.
20.4 Trade controls. You must comply with US export control and sanctions laws. You must not use the Services in, or for the benefit of, any embargoed country or restricted party.
20.5 Independent parties. The parties are independent contractors. Agents act for you, not as Arkeo's representatives. Arkeo owes you no fiduciary duty. Nothing in these Terms creates a partnership, joint venture, employment or agency relationship between you and Arkeo.
20.6 Notices. Arkeo sends notices to your account email. You send notices to support@arkeoai.com. Legal notices also go by copy to Arkeo AI Inc., 1661 Davie St, Unit 806, Vancouver, BC V6G 0E1, Canada.
20.7 Copyright complaints. Send notices of claimed infringement to support@arkeoai.com with the information required by 17 U.S.C. 512(c)(3).
20.8 Entire agreement. These Terms, the AUP and your Plan are the entire agreement on their subject. They replace all prior agreements and proposals. Terms in your purchase orders or other documents do not apply. Statements, promises or representations by Arkeo employees, contractors or representatives, including on sales calls, in demos, in messages or in marketing, are not part of these Terms and do not bind Arkeo unless included in a written amendment issued by Arkeo.
20.9 Other. If any provision is unenforceable, it will be enforced to the maximum extent permitted and the rest remains in effect. Failure to enforce a provision is not a waiver. There are no third-party beneficiaries except as stated in Section 16.4. Clicking to accept is a binding electronic agreement.