Terms of Service

Who We Are

Ontologic LLC is an AI-native operating platform that provides organizational intelligence infrastructure, AI agent deployment, workflow automation, and related professional services to businesses. Our principal place of business is in Fort Thomas, Kentucky. For questions about these Terms, contact us at legal@ontologic.co.

Registration and Access

Minimum Age

You must be at least 18 years old and have the legal authority to enter into binding contracts to use the Services. The Services are intended for business use and are not directed to consumers using the platform for personal, family, or household purposes.

Registration

You must provide accurate and complete information to register for an account. You may not share your account credentials or make your account available to anyone else and are responsible for all activities that occur under your account. If you create an account or use the Services on behalf of another person or entity, you must have the authority to accept these Terms on their behalf.

Using Our Services

What You Can Do

Subject to your compliance with these Terms, you may access and use our Services for lawful business purposes in accordance with all applicable laws and any additional documentation, guidelines, or policies we make available to you.

What You Cannot Do

You may not use our Services for any illegal, harmful, or abusive activity. For example, you may not:

• Use our Services in a way that infringes, misappropriates, or violates Ontologic’s or anyone’s rights
• Modify, copy, lease, sell, transfer, or distribute any of our Services
• Attempt to or assist anyone to reverse engineer, decompile, or discover the source code or underlying components of our Services, including our models, algorithms, or systems
• Automatically or programmatically extract data or Output from the Services
• Represent that Output was human-generated when it was not
• Interfere with or disrupt our Services, including circumventing any rate limits, restrictions, or safety mitigations
• Use Output to develop models or services that compete with Ontologic
• Use the Services to process Protected Health Information (HIPAA) or payment card data (PCI) unless expressly authorized in writing by Ontologic

Third-Party Services

Our Services may include third-party software, products, or services. Third-party services are subject to their own terms, and we are not responsible for them.

Feedback

We appreciate your feedback, and you agree that we may use it without restriction or compensation to you.

Founding Customer Program

Customers who participate in the Ontologic Founding Customer Program agree to additional terms outlined in their separate Founding Customer Agreement, which is incorporated into these Terms by reference. In the event of a conflict between these Terms and a Founding Customer Agreement, the Founding Customer Agreement controls.

Partner Services

Implementation Partners and Sales Consultants who access the Services under a separate partner agreement are subject to the terms of that agreement in addition to these Terms.

SMS and Messaging Communications

Platform SMS Features

The Ontologic platform includes automated SMS and messaging functionality powered by Twilio (“Messaging Services”). These features allow your organization to send automated communications to your customers and contacts as part of your configured workflows.

Your Opt-In Obligations

You are solely responsible for ensuring that all recipients of SMS messages sent through the Ontologic platform have provided prior express written consent to receive such messages, in compliance with the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, applicable FCC regulations, and Twilio’s Acceptable Use Policy. You represent and warrant that:

• All contacts to whom you send SMS messages have explicitly opted in to receive such communications from your organization
• Your opt-in process clearly discloses the nature of the messages to be received, message frequency, that message and data rates may apply, and how to opt out
• You maintain records of all opt-in consents and will provide such records to Ontologic or Twilio upon request
• You will honor all opt-out requests promptly and will not send further messages to any contact who has opted out

Required Opt-In Disclosures

When collecting SMS opt-in consent, your opt-in language must include at minimum:

• A clear description of the message types the recipient will receive
• “Message and data rates may apply”
• Message frequency disclosure (e.g., “Message frequency varies”)
• Instructions to opt out: “Reply STOP to unsubscribe” and “Reply HELP for help”
• A link to your Privacy Policy and Terms of Service

Prohibited Messaging Content

You may not use the Messaging Services to send unsolicited commercial messages (spam), messages containing illegal content, messages that violate Twilio’s Messaging Policy, or messages to recipients who have opted out or not provided express consent.

Messaging Liability

Ontologic provides the technical infrastructure for messaging but is not responsible for the content of messages you send, your compliance with applicable messaging laws, or any claims arising from your use of the Messaging Services. You agree to indemnify and hold Ontologic harmless from any claims, fines, or penalties arising from your use of the Messaging Services.

Content

Your Content

You may provide input to the Services (“Input”), and receive output from the Services based on the Input (“Output”). Input and Output are collectively “Content.” You are responsible for Content, including ensuring that it does not violate any applicable law or these Terms. You represent and warrant that you have all rights, licenses, and permissions needed to provide Input to our Services.

Ownership of Content

As between you and Ontologic, and to the extent permitted by applicable law, you (a) retain your ownership rights in Input and (b) own the Output. We hereby assign to you all our right, title, and interest, if any, in and to Output.

Our Use of Content

We may use Content to provide, maintain, develop, and improve our Services, comply with applicable law, enforce our terms and policies, and keep our Services safe. We do not use your Content to train AI models for use outside of your deployment without your explicit consent.

Accuracy

AI and machine learning are rapidly evolving fields. Given the probabilistic nature of machine learning, use of our Services may in some situations result in Output that does not accurately reflect real people, places, or facts. You should not rely on Output as a sole source of truth or as a substitute for professional advice. You must evaluate Output for accuracy and appropriateness for your use case before using or sharing it.

Our IP Rights

We and our affiliates own all rights, title, and interest in and to the Services, including the platform software, entity graph technology, AI agent framework, ontology templates, and all related intellectual property. You may only use our name and logo with our express written approval.

Paid Accounts

Billing

Fees for the Services are set out in your applicable Founding Customer Agreement, Partner Agreement, or order form. If you purchase any Services, you will provide complete and accurate billing information, including a valid payment method. You are responsible for all applicable taxes, and we will charge tax when required.

Cancellation

You can cancel your account at any time by contacting us at hello@ontologic.co. Payments are non-refundable, except where required by law.

Changes

We may change our prices from time to time. If we increase subscription prices, we will give you at least 30 days’ notice and any price increase will take effect on your next renewal so that you can cancel if you do not agree.

Termination and Suspension

Termination

You are free to stop using our Services at any time. We reserve the right to suspend or terminate your access to our Services or delete your account if we determine: you breached these Terms; we must do so to comply with the law; or your use of our Services could cause risk or harm to Ontologic, our users, or anyone else.

Appeals

If you believe we have suspended or terminated your account in error, you can contact us at legal@ontologic.co to appeal.

Confidentiality

Each party agrees to keep confidential all non-public information of the other party that is designated as confidential or that reasonably should be understood to be confidential. Confidentiality obligations do not apply to information that: is or becomes publicly available through no fault of the receiving party; was already known to the receiving party; is independently developed without use of confidential information; or is required to be disclosed by law or legal process.

Disclaimer of Warranties

OUR SERVICES ARE PROVIDED “AS IS.” EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE AND OUR AFFILIATES AND LICENSORS MAKE NO WARRANTIES (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) WITH RESPECT TO THE SERVICES, AND DISCLAIM ALL WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR TRADE USAGE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ACCURATE OR ERROR FREE, OR THAT ANY CONTENT WILL BE SECURE OR NOT LOST OR ALTERED.

Limitation of Liability

NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA OR OTHER LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS PRECEDING THE CLAIM OR ONE HUNDRED DOLLARS ($100).

Indemnification

If you are a business or organization, to the extent permitted by law, you will indemnify and hold harmless us, our affiliates, and our personnel from and against any costs, losses, liabilities, and expenses (including attorneys’ fees) from third-party claims arising out of or relating to your use of the Services and Content, your violation of these Terms, or your use of the Messaging Services.

Dispute Resolution

YOU AND ONTOLOGIC AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:

Mandatory Arbitration

You and Ontologic agree to resolve any claims arising out of or relating to these Terms or our Services through final and binding arbitration, regardless of when the claim arose. You may opt out of arbitration within 30 days of account creation by emailing legal@ontologic.co.

Informal Dispute Resolution

Before either of us files a claim, we both agree to try to resolve the dispute informally for at least 30 days. You agree to do so by emailing legal@ontologic.co.

Arbitration

If we are unable to resolve the dispute informally, either of us may commence arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration will take place in Cincinnati, Ohio. The arbitrator’s award will be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Class and Jury Trial Waivers

You and Ontologic agree that disputes must be brought on an individual basis only and may not be brought as a plaintiff or class member in any purported class, consolidated, or representative proceeding. You and Ontologic knowingly waive any right to trial by jury in any action, proceeding, or counterclaim.

Governing Law

These Terms are governed by the laws of the Commonwealth of Kentucky, without regard to conflict of law principles. Except as provided in the dispute resolution section, all claims will be brought in the federal or state courts of Campbell County, Kentucky.

General Terms

Assignment

You may not assign or transfer any rights or obligations under these Terms and any attempt to do so will be void. We may assign our rights or obligations to any affiliate, subsidiary, or successor in interest of any business associated with our Services.

Amendments

We may update these Terms from time to time. We will give you at least 30 days’ advance notice of changes that materially adversely impact you via email or in-platform notification. If you do not agree to the changes, you must stop using our Services.

Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

Waiver

Failure by either party to enforce any provision shall not constitute a waiver of the right to enforce it in the future.

Entire Agreement

These Terms, together with your applicable Founding Customer Agreement, Partner Agreement, or order form, constitute the entire agreement between you and Ontologic regarding the Services and supersede all prior agreements.

Contact

Ontologic LLC | Fort Thomas, Kentucky | legal@ontologic.co | hello@ontologic.co