Definitions
In these Terms, the following words carry the meanings set out below unless the context requires otherwise.
- "Aurai", "we", "us", or "our" refers to Aurai and its operating entity, successors, and permitted assigns.
- "Platform" means the Aurai web application, AI generation engine, partner dashboard, pitch-kit library, and all associated tools accessible via aurai.example or any subdomain thereof.
- "Agency Partner" means any individual or entity who has registered and been accepted onto the Aurai Agency Partner program to resell or deliver software generated using the Platform.
- "Software Client" means any individual or entity that engages Aurai or an Agency Partner to generate custom software applications, systems, or tools using the Platform.
- "Franchise Owner" means any individual or entity that has entered into a separate Franchise Agreement with Aurai to operate a licensed territory under the Aurai brand.
- "Generated Output" means any code, database schema, configuration file, interface design, or other artifact produced by the Platform in response to guided inputs.
- "Subscription" means a paid recurring membership granting access to the Platform and associated tools.
- "User" means any person who accesses or uses the Platform in any capacity.
Acceptance of Terms
By creating an account, completing a registration form, making a payment, or otherwise accessing any part of the Platform, you confirm that:
- You have read, understood, and agree to be bound by these Terms.
- You are at least 18 years of age and have the legal capacity to enter into a binding agreement.
- If you are registering on behalf of a company or other legal entity, you have the authority to bind that entity to these Terms.
- You will comply with all applicable local, national, and international laws and regulations in connection with your use of the Platform.
Platform Use
Aurai grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform strictly in accordance with these Terms and the permissions associated with your account type.
You agree that your use of the Platform will be:
- For legitimate commercial or personal purposes only, consistent with the permitted activities for your account type.
- Conducted in good faith and without intent to harm, defraud, or mislead Aurai, other users, or any third party.
- In compliance with any usage guidelines, rate limits, or fair-use policies published by Aurai from time to time.
Aurai reserves the right to suspend or terminate your access without prior notice if it reasonably believes you are in breach of these Terms or are using the Platform in a manner that could cause harm to the platform infrastructure, other users, or third parties.
The Platform is provided on an "as available" basis. Aurai does not guarantee uninterrupted access and may perform scheduled or emergency maintenance at any time. Planned maintenance will be communicated via the Platform dashboard where reasonably practicable.
Agency Partner Program
The Agency Partner program allows qualifying individuals and businesses to use the Platform to generate software for sale or delivery to their own clients. By joining the program, you agree to the following additional terms.
4.1 Eligibility and Onboarding
- Applications to the Agency Partner program are subject to approval at Aurai's sole discretion.
- You must provide accurate and complete information during the registration process.
- Aurai reserves the right to reject any application without providing a reason.
4.2 Partner Rights
- Agency Partners may resell, white-label, and charge recurring fees for Generated Output delivered to their clients.
- Partners receive access to the 17 premium business tools, pitch kits, pricing templates, and proposal builders included in their Subscription tier.
- Partners may access and participate in the Aurai decentralized partner network subject to network conduct guidelines.
4.3 Partner Obligations
- Partners are solely responsible for all agreements, representations, and warranties made to their own clients.
- Partners must not misrepresent the capabilities of the Platform to prospective clients.
- Partners must not represent themselves as employees, officers, or agents of Aurai.
- Partners must comply with all applicable consumer protection, data protection, and advertising standards laws in their jurisdiction.
- Partners are responsible for collecting and remitting any applicable taxes on sales made to their clients.
4.4 Subscription and Access
Access to the Agency Partner program is contingent on maintaining an active Subscription. If a Subscription lapses or is cancelled, Partner access to the Platform, pitch kits, and tools ceases at the end of the paid billing period. Generated Output already delivered to clients remains unaffected.
Software Client Services
If you engage Aurai directly as a Software Client to generate a custom application, system, or tool, the following terms apply in addition to any separate project scope document or statement of work agreed between you and Aurai.
5.1 Project Scope
- The scope, deliverables, timeline, and price for each project will be agreed in writing prior to commencement.
- Any changes to the agreed scope must be documented and may result in additional charges or timeline adjustments.
- Aurai will use the guided input process to gather requirements. It is the client's responsibility to provide accurate and complete inputs.
5.2 Ownership of Deliverables
Upon receipt of full payment, Aurai assigns to the Software Client all right, title, and interest in the Generated Output specific to their project, including source code, database schemas, and configuration files. Aurai retains no ongoing ownership or licence over client-specific Generated Output.
Aurai retains ownership of the underlying Platform engine, AI models, tool libraries, and any pre-existing intellectual property incorporated into the Generated Output. The client receives a perpetual, royalty-free licence to use any Aurai-owned components embedded in their deliverable for the purpose of operating their application.
5.3 Client Responsibilities
- Clients are responsible for hosting, deployment, security patching, and ongoing maintenance of their application after delivery, unless a separate managed-service agreement is in place.
- Clients are responsible for ensuring their application complies with all applicable laws, including data protection regulations relevant to their end users.
- Clients must not use Aurai-generated software to facilitate illegal activity of any kind.
Franchise Ownership
Franchise Ownership is governed primarily by a separate Franchise Agreement executed between the Franchise Owner and Aurai. These Terms apply to Franchise Owners in addition to, and not in substitution for, the Franchise Agreement. Where any conflict arises, the Franchise Agreement shall prevail.
- Franchise Owners must operate their territory in accordance with the Aurai brand standards, operations manual, and any directives issued by Aurai from time to time.
- Franchise Owners may not sub-franchise, assign, or transfer their territory without the prior written consent of Aurai.
- Franchise Owners are responsible for all regulatory compliance, licensing, and tax obligations within their territory.
- Aurai provides full platform access and dedicated operational support as specified in the Franchise Agreement.
- Misuse of the Aurai brand, trademark, or platform in a manner inconsistent with the Franchise Agreement may result in immediate termination of the franchise and legal action.
Intellectual Property
The Aurai name, logo, platform design, AI engine, tool library, training data, pitch kits, marketing materials, and all other proprietary components of the Platform are and remain the exclusive intellectual property of Aurai and its licensors.
Nothing in these Terms grants you any right to use Aurai's trademarks, trade names, service marks, or logos except as expressly permitted in writing by Aurai, or as permitted to Agency Partners under the Agency Partner program guidelines for the purpose of client-facing marketing.
If you submit feedback, suggestions, or ideas regarding the Platform ("Feedback"), you grant Aurai a perpetual, irrevocable, royalty-free licence to use, incorporate, and commercialise that Feedback without restriction and without any obligation to you.
Payments and Billing
| Item | Detail |
|---|---|
| Billing cycle | Subscriptions are billed monthly or annually in advance, depending on the plan selected at registration. |
| Currency | All prices are quoted in US Dollars (USD) unless otherwise stated. International users may be charged in their local currency at the prevailing exchange rate. |
| Automatic renewal | Subscriptions renew automatically unless cancelled before the renewal date. Cancellation instructions are available in the account dashboard. |
| Refund policy | Subscription fees are non-refundable except where required by applicable consumer law. Project-based fees are subject to the refund terms agreed in the project scope document. |
| Price changes | Aurai reserves the right to change Subscription pricing on not less than 30 days' written notice. Continued use after the effective date constitutes acceptance. |
| Failed payments | If a payment fails, Aurai will attempt to collect the outstanding amount for up to 7 days. Accounts with unpaid balances may be suspended until payment is received. |
| Taxes | Prices are exclusive of applicable taxes unless stated otherwise. You are responsible for any taxes applicable in your jurisdiction. |
Data and Privacy
Aurai collects, processes, and stores personal data in accordance with its Privacy Policy, which is incorporated into these Terms by reference. By using the Platform, you consent to the data practices described in the Privacy Policy.
- Aurai implements industry-standard security measures to protect personal data against unauthorised access, disclosure, alteration, or destruction.
- Users are responsible for maintaining the confidentiality of their login credentials. Aurai is not liable for any loss resulting from unauthorised access to an account caused by a user's failure to keep credentials secure.
- Agency Partners and Software Clients who collect personal data from their own end users via applications generated by the Platform are responsible for complying with all applicable data protection laws, including the GDPR, CCPA, and any other relevant regional regulations.
- Aurai does not sell personal data to third parties.
- Data generated and stored through your use of the Platform may be processed by Aurai's infrastructure providers in jurisdictions outside your own. By using the Platform, you consent to such international transfers to the extent permitted by applicable law.
Prohibited Uses
You must not use the Platform for any of the following purposes:
- Building applications that facilitate illegal activity, including but not limited to fraud, money laundering, drug trafficking, or human exploitation.
- Generating, distributing, or facilitating malware, ransomware, spyware, or any other malicious code.
- Infringing the intellectual property rights of any third party, including copying, scraping, or reverse-engineering proprietary systems.
- Harvesting or aggregating personal data without appropriate legal basis or user consent.
- Transmitting unsolicited commercial communications (spam) or operating systems designed to circumvent anti-spam measures.
- Attempting to gain unauthorised access to any part of the Platform, another user's account, or any third-party system.
- Imposing an unreasonable or disproportionately large load on the Platform infrastructure.
- Reselling or sublicensing access to the Platform itself (as distinct from Generated Output) without Aurai's prior written consent.
- Creating deepfakes, synthetic media, or any other deceptive content designed to mislead or harm individuals.
- Generating content that is defamatory, harassing, discriminatory, or otherwise unlawful.
Aurai may monitor usage for compliance with these prohibitions and reserves the right to remove content, suspend accounts, and report activity to relevant authorities where appropriate.
Disclaimers
The Platform and all Generated Output are provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement.
Aurai does not warrant that:
- The Platform will be error-free, uninterrupted, or free from viruses or other harmful components.
- Any Generated Output will be fit for any specific purpose, legally compliant in any jurisdiction, or free from defects.
- The results obtained from using the Platform will meet your expectations or requirements.
Some jurisdictions do not allow the exclusion of implied warranties. In those jurisdictions, the above exclusions apply to the fullest extent permitted by applicable law.
Limitation of Liability
To the maximum extent permitted by applicable law, Aurai's total aggregate liability to you for all claims arising out of or related to your use of the Platform shall not exceed the greater of:
- The total fees paid by you to Aurai in the twelve months immediately preceding the event giving rise to the claim; or
- One hundred US dollars (USD 100).
In no event shall Aurai be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of goodwill, or cost of substitute services, even if Aurai has been advised of the possibility of such damages.
These limitations apply regardless of the form of action, whether in contract, tort (including negligence), strict liability, or any other legal theory.
Indemnification
You agree to indemnify, defend, and hold harmless Aurai and its directors, officers, employees, contractors, agents, licensors, and successors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:
- Your use of the Platform in violation of these Terms.
- Any content, inputs, or data you submit to the Platform.
- Any software, product, or service you create using Generated Output and deliver to your clients.
- Your violation of any third-party rights, including intellectual property rights and privacy rights.
- Any claim brought by a client of yours relating to work performed using the Platform.
Termination
Either party may terminate the agreement formed by these Terms at any time.
- Termination by you: You may cancel your Subscription at any time via the account dashboard. Cancellation takes effect at the end of the current billing period. No refund is provided for the remaining period.
- Termination by Aurai: Aurai may suspend or terminate your account immediately and without notice if you breach these Terms, if your use poses a security or legal risk, or if Aurai discontinues the Platform.
- Effect of termination: Upon termination, your licence to use the Platform ceases. Generated Output already delivered to you or your clients is unaffected. Aurai may delete your account data in accordance with its data retention policy.
Clauses that by their nature should survive termination, including intellectual property rights, indemnification, disclaimers, limitation of liability, and governing law, shall remain in force.
Governing Law and Disputes
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.
Any dispute, controversy, or claim arising out of or relating to these Terms or the Platform shall first be submitted to good-faith negotiation between the parties. If the dispute is not resolved within 30 days of written notice, it shall be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules.
Notwithstanding the above, either party may seek injunctive or other equitable relief from any court of competent jurisdiction to prevent irreparable harm pending arbitration.
You agree that any dispute resolution proceeding will be conducted only on an individual basis and not as a class, consolidated, or representative action.
Changes to These Terms
Aurai reserves the right to modify these Terms at any time. When we make material changes, we will:
- Update the "Last Updated" date at the top of this page.
- Send a notification to the email address associated with your account at least 14 days before the changes take effect, for material changes affecting your rights.
- Post a prominent notice on the Platform dashboard.
Your continued use of the Platform after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Platform before the effective date and cancel your Subscription if applicable.
Contact
If you have questions about these Terms, wish to report a potential violation, or need to reach Aurai's legal team, please contact us through any of the following channels:
- Email: legal@aurai.example
- Website contact form: aurai.example/contact
- Postal address: Aurai Legal, 1209 Orange Street, Wilmington, Delaware 19801, United States
We aim to respond to all legal enquiries within 5 business days.