Terms of Service.
Last updated: April 2026
1. The service
Foyla provides AI employees — scoped software agents that perform defined workflows on behalf of a customer. Access is provided through our platform under a subscription.
2. Your account
You're responsible for the credentials and activity under your account. Tell us right away if you suspect unauthorised use — we'll help you contain it.
3. Acceptable use
Don't use Foyla to do things that are illegal, infringing, or designed to harm others. That includes, without limitation: generating malware or phishing content; impersonating real people to defraud them or to produce non-consensual deepfakes; scraping or ingesting data you don't have the right to use; sending unsolicited commercial email, SMS, or voice communications in violation of CAN-SPAM, TCPA, or equivalent laws; making consequential decisions about individuals (hiring, credit, housing, insurance, benefits, healthcare) without meaningful human review; or processing the personal data of children under 13 (or 16 where applicable).
4. Your data and IP
Your playbooks, operational data, and anything your AI employee produces for you are yours. We get a limited licence to process them solely to run the service. We do not use your operational data to train our foundation models.
5. Fees and billing
Subscription fees, billing cadence, and payment terms are set out in your order form or MSA. Fees are non-refundable except where required by law or where we've caused a material service failure we can't fix within a reasonable period.
6. Service levels and support
Any service-level commitments (uptime, service credits, support response times) are set out in your order form or MSA. We will communicate material service outages to affected customers by email or in-product notice.
7. Suspension
We may suspend the service if we reasonably believe your use is creating a security, legal, or operational risk to us or other customers. We'll give you notice unless suspending is itself the containment measure.
8. Warranties and disclaimers
We warrant that the service will materially conform to its documentation. Your sole remedy, and our sole obligation, for a breach of this warranty is for us to use commercially reasonable efforts to correct the non-conformity or, if we cannot within a reasonable period, for you to terminate the affected service and receive a pro-rata refund of prepaid, unused fees for the affected service. We do not warrant that the AI employee will never make a mistake — the service is designed with human review queues, audit logs, and rollback precisely because mistakes happen. AI output is generated probabilistically and may be inaccurate, incomplete, or unsuitable for a given purpose; you are responsible for reviewing AI output before relying on it for consequential decisions. Except for the express warranty in this section, the service is provided "AS IS" and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement, to the maximum extent permitted by law.
9. Limitation of liability
Except for fraud, wilful misconduct, a party's indemnification obligations, breach of confidentiality, or liability that cannot be limited under applicable law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, or business opportunity, even if advised of the possibility. Each party's aggregate liability arising out of or related to these terms is capped at the fees paid by you in the 12 months preceding the event giving rise to the claim.
10. Term and termination
Either party can terminate for material breach with 30 days' written notice if the breach isn't cured. On termination, we'll return or delete your data per the DPA and help you offboard cleanly.
11. Changes
We may update these terms to reflect changes in the service or the law. Material changes will be communicated at least 30 days in advance by email or in-product notice.
12. Governing law
These terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. Disputes go to the state or federal courts located in Delaware, unless your MSA says otherwise.
13. Dispute resolution
This Section 13 applies to disputes arising from your use of the Foyla service under an order form or MSA. It does not apply to visitors who merely browse the Foyla website without entering into a subscription.
Before filing a claim, the parties will attempt in good faith to resolve any dispute through direct negotiation for 30 days. If that fails, any unresolved dispute will be finally resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules, seated in Delaware, with one arbitrator. Each party waives any right to participate in a class action or class arbitration. Either party may still seek injunctive relief in court for intellectual-property or confidentiality matters. If your MSA specifies different dispute-resolution terms, the MSA controls.
Opt-out. You may opt out of this Section 13 by sending written notice to legal@foyla.ai with the subject line "Arbitration Opt-Out" within 30 days of first becoming bound by these terms. Opting out will not affect any other provision of these terms.
14. Export control and sanctions
You represent that you are not located in, and will not use the service in or on behalf of, any country or person subject to US export controls or economic sanctions (including OFAC-designated parties, the Crimea, DNR, LNR, Cuba, Iran, North Korea, and Syria). You will comply with the US Export Administration Regulations, the International Traffic in Arms Regulations where applicable, and all other applicable export-control and sanctions laws.
15. Children
The service is for business use and is not directed to children under 13 (or under 16 where applicable). We do not knowingly collect personal information from children; if you believe a child has provided us personal information, contact privacy@foyla.ai and we'll delete it.
16. Copyright / DMCA
Foyla respects the intellectual-property rights of others and expects its customers to do the same. If you believe content processed through the service infringes your copyright, send a notice that complies with 17 U.S.C. §512(c)(3) to our designated DMCA agent:
DMCA Agent, Foyla, Inc.
Email: legal@foyla.ai (subject line: "DMCA Notice")
Postal address available on request.
We will respond to valid notices as required by law. Repeat infringers' accounts will be terminated.
17. Force majeure
Neither party will be liable for any failure or delay in performance to the extent caused by circumstances beyond its reasonable control, including acts of God, war, terrorism, civil unrest, labour actions, pandemic, government action, internet or power outages, cyber-attacks, or failures of third-party providers (including cloud infrastructure or foundation-model providers). This Section does not excuse payment obligations for services already rendered.
18. General
Assignment. Neither party may assign these terms without the other's prior written consent, except that either party may assign to an affiliate or in connection with a merger, acquisition, or sale of substantially all of its assets, on notice.
Entire agreement. These terms (together with any order form, MSA, or DPA that references them) constitute the entire agreement between the parties regarding the service and supersede all prior agreements or communications.
No third-party beneficiaries. These terms do not create any rights enforceable by any third party.
Notices. Formal notices under these terms must be in writing and sent to legal@foyla.ai (for Foyla) or to the email address on your account (for you). Notices are deemed received on the next business day after sending.
Severability. If any provision of these terms is held unenforceable, the rest remain in effect.
No waiver. A party's failure to enforce a provision is not a waiver of its right to do so later.
19. Indemnification
By Customer. Customer will defend, indemnify, and hold Foyla harmless from and against third-party claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to (a) Customer Data or any content Customer submits to the service; (b) Customer's breach of Section 3 (Acceptable Use); (c) Customer's violation of applicable law in its use of the service; or (d) any claim that Customer's instructions, configuration, or downstream use caused the AI employee to take an action that harmed a third party.
By Foyla. Foyla will defend, indemnify, and hold Customer harmless from and against third-party claims that the Foyla service, as provided by Foyla and used in accordance with these terms, infringes a valid US patent, registered copyright, trademark, or trade secret. This obligation does not apply to claims arising from (i) combination of the service with non-Foyla materials; (ii) modifications made by Customer or at Customer's direction; (iii) Customer Data; or (iv) Customer's continued use of allegedly infringing features after Foyla has provided a non-infringing alternative. If Foyla reasonably believes the service may infringe, Foyla may at its option modify the service, obtain a licence, or terminate the affected service and refund prepaid unused fees.
Process. The indemnified party will (a) promptly notify the indemnifying party of the claim, (b) give the indemnifying party sole control of defence and settlement (subject to the indemnified party's right to participate at its own expense and to approve any settlement that imposes obligations on it), and (c) provide reasonable cooperation. This Section states the indemnifying party's sole obligation, and the indemnified party's sole remedy, for third-party claims covered by it.
20. Confidentiality
"Confidential Information" means non-public information disclosed by one party to the other that a reasonable person would understand to be confidential, whether or not marked "confidential." Each party will (a) use Confidential Information only to perform or receive the service, (b) protect it with at least the same care it uses for its own similar information and no less than reasonable care, and (c) disclose it only to employees, contractors, and advisors who are bound by confidentiality obligations. Confidential Information does not include information that is or becomes public through no breach of these terms, was independently developed without reference to the disclosing party's information, was rightfully received from a third party without obligation, or is required to be disclosed by law (with prior notice where legally permitted). This Section applies to the extent not superseded by a separate non-disclosure agreement or MSA between the parties.
21. Feedback
If you provide suggestions, comments, or ideas about the service ("Feedback"), you grant Foyla a perpetual, irrevocable, royalty-free, worldwide licence to use, modify, and incorporate that Feedback into the service without attribution or compensation. Foyla will not identify you as the source of Feedback in marketing without your prior written consent.
22. Beta and preview services
Features marked "beta," "preview," "experimental," "early access," or similar are provided for evaluation and may be changed or discontinued at any time. Beta features are provided AS IS with no warranty and no service-level commitment, and the limitation of liability in Section 9 applies to them without exception. Information about beta features is Confidential Information of Foyla.
23. Customer data backups
Customer is responsible for maintaining its own backups of Customer Data where practicable. Foyla's backup and recovery commitments are set out on the Security page and, where applicable, in the order form or MSA; those commitments do not displace Customer's own responsibility for business continuity.
24. Anti-corruption
Each party will comply with all applicable anti-corruption laws, including the US Foreign Corrupt Practices Act (FCPA), the UK Bribery Act 2010, and equivalent laws in jurisdictions where it operates. Neither party will offer, promise, or give anything of value, directly or indirectly, to any government official, public authority, or commercial party to improperly influence an act or decision.
25. Survival
The following Sections survive termination of these terms to the extent needed to give them effect: 3 (Acceptable Use — accrued breaches), 4 (Your Data and IP), 5 (Fees and Billing — accrued amounts), 8 (Warranties and Disclaimers), 9 (Limitation of Liability), 12 (Governing Law), 13 (Dispute Resolution), 14 (Export Control and Sanctions), 16 (Copyright / DMCA — accrued claims), 18 (General), 19 (Indemnification — accrued claims), 20 (Confidentiality), 21 (Feedback), 24 (Anti-corruption), and this Section 25.
Contact
Legal: legal@foyla.ai