Terms of Service - Pretty Good AI

Posted Date: July 1, 2025

Effective Date: July 1, 2025

This Terms of Service ("Agreement") constitutes a legally binding contract between Pretty Good AI, Inc ("PGA," "we," "us," or "our"), and you, as a user ("User," "Users," "you," or "your") with respect to the use of any PGA Services, including our websites, software, applications, or other services (collectively, our "Services"). By accessing or using the Services, you agree to be bound by this Agreement, our Privacy Policy (https://prettygoodai.co/legal/privacy), and, if applicable, any Master Service Agreement (MSA) entered into between PGA and you.

A subset of our Services includes hosted, software-as-a-service (SaaS) offerings that enable customers to design, deploy, and manage AI Agents that handle tasks such as bookings, reservations, customer support, payments, and integration with third-party systems like CRMs and medical record platforms and other similar solutions (collectively, the "Cloud Services"). Users who subscribe to or access the Cloud Services are referred to in this Agreement as "Cloud Customers."

It is important that you carefully read and understand the terms and conditions of this Agreement. If you are using the Services on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind such entity to this Agreement, and in that case, all references to "you" in this Agreement shall refer to such entity. By accessing or using our Services, including the Cloud Services, you consent to abide by this Agreement. If you do not agree with the terms and conditions of this Agreement, you are not authorized to use the Services, and we ask that you cease any use of our Services. Please note that this Agreement contains disclaimers of warranties and limitations on liability that may apply to you.

Compliance with Laws

Your use of the Services must comply with all applicable laws, including copyright, trademark, export control, and other laws in your jurisdiction and ours. You are responsible for ensuring that your use of the Services complies with all applicable laws and regulations and that you have all of the necessary rights and consents to permit us to provide you the Services.

Permitted Uses

License

Subject to full compliance with this Agreement, PGA grants you a nonexclusive, nontransferable, non-sublicensable, terminable license to access and use our Services.

Services

The services, features, and information provided through our Services, including but not limited to data, text, graphics, designs, logos, images, audio/visual materials, AI-generated outputs, links, and references (collectively, the "Information"), are provided for use in connection with our Services. For Cloud Customers, this includes a license to use the Cloud Services solely for your internal business operations to develop and operate AI Agents.

Order Forms for Cloud Services

Any purchase, subscription, or license of Cloud Services shall be made pursuant to an Order Form mutually agreed upon and executed by PGA and the applicable Cloud Customer. The Order Form will specify the scope of Cloud Services, associated fees, term, and any other terms relevant to such purchase. In the event of a conflict between the terms of this Agreement and an executed Order Form, the terms of the Order Form shall control with respect to the Cloud Services provided thereunder.

User, including Cloud Customers shall not, and shall not permit any third party to: (a) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make the Cloud Services available to any third party, except as expressly permitted in writing by the Company; (b) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any source code, underlying ideas, algorithms, or non-public APIs of the Cloud Services, in whole or in part; (c) use the Cloud Services for time-sharing, service bureau, outsourcing, or similar purposes for the benefit of any third party; (d) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right, privacy right, or other right of any person, or that violates any applicable law, regulation, or order; (e) copy, modify, translate, adapt, or create derivative works or improvements of the Services or any part thereof; (f) bypass, disable, or interfere with any security-related features or technical restrictions of the Services, including features that prevent or restrict use or copying; (g) input, upload, transmit, or otherwise provide to or through the Services any data or materials that are unlawful, infringing, libelous, defamatory, obscene, harassing, threatening, harmful, or otherwise objectionable, or that contain any viruses, malware, or other harmful code; (h) interfere with or disrupt the integrity, operation, or performance of the Services or the data contained therein; (i) access or use the Services for purposes of competitive analysis, development of a competing product or service, or any other purpose that is to PGA's commercial disadvantage; or (j) remove, alter, or obscure any proprietary notices, labels, or marks on or in the Services.

Reproduction

Without the express written consent of PGA, no Information or other PGA materials or property may be copied, reproduced, displayed, republished, downloaded, posted, digitized, translated, modified, distributed, or commercially exploited in any way, except as expressly permitted in this Agreement.

Unauthorized Use

You agree not to, and will not allow others to:

Rent, lease, sell, sublicense, or otherwise make the Services available to third parties
Reverse engineer, disassemble, or decompile any part of the Services
Use the Services to infringe on intellectual property, privacy, or other rights
Upload or transmit malicious code, viruses, or other harmful content
Interfere with system integrity, access, or security
Circumvent usage restrictions or access controls
Use the Services for benchmarking, competitive analysis, or unauthorized copying
Remove or obscure any proprietary notices or branding

You agree to take all reasonable steps to prevent any unauthorized reproduction or use of the Information.

You agree to promptly notify PGA of any such unauthorized use of which you are aware. Failure to comply with these conditions will immediately terminate your permission to use our Services and may result in the infringement of PGA's copyrights, trademarks, or other proprietary rights.

Third Party Links

Our Services may contain links to third-party websites or services for your convenience. The inclusion of such links does not indicate any approval or endorsement by PGA of the linked websites or their content, and we disclaim any such approval or endorsement. We do not control these third-party websites or their content and have not reviewed them in their entirety. Your use of linked websites is subject to their respective privacy policies and terms of use, and we disclaim all liability for such use. We do not monitor, verify, endorse, or assume responsibility for any third-party services, content, or transactions. Your use of any linked website is at your own risk.

Information Collected

Use of our Services includes the submission of data and personal information through our online forms, use of our Services or integrations with your systems. You agree to submit personal information, including your name, email address, phone number, job title, and other information provided by you or your users of your products or services during the use of our Services, such as data related to call intake, triage, or medical records or other data retrieval.

IP Ownership

Ownership

IP Ownership Our Services, including the Cloud Services, are owned and operated by PGA and its licensors. All content and materials made available through the Services, including but not limited to software, algorithms, models, AI-generated outputs, documentation, and other Information (collectively, "PGA Content"), as well as any intellectual property and other rights therein, are and shall remain the sole and exclusive property of PGA or its licensors. The PGA Content is protected by U.S. and international copyright, trademark, and other intellectual property laws, and you acknowledge that these rights are valid and enforceable.

Except as expressly set forth in this Agreement, you may not copy, reproduce, modify, adapt, translate, republish, upload, post, transmit, distribute, sublicense, sell, reverse engineer, decompile, or disassemble any part of the Services or PGA Content without our prior written permission.

Use of the Cloud Services may involve the creation or customization of AI Agents by Cloud Customers. As between the parties, and unless otherwise agreed in a separate MSA, Cloud Customers shall retain all right, title, and interest in and to any unique prompts, configuration logic, and customer-specific workflows or data inputs used to build or operate their AI Agents ("Customer Materials"). However, PGA retains ownership of all underlying software, models, tools, and infrastructure used to deliver the Cloud Services, including any enhancements or derivatives thereof.

Use of our Services or any PGA Content for any other purpose, including unauthorized use of AI-generated outputs, is strictly prohibited. You acknowledge that you do not acquire any ownership rights by using our Services or PGA Content.

Feedback

You may choose to submit comments, ideas, suggestions, or other feedback regarding the Services or Cloud Services, including potential improvements or enhancements ("Feedback"). By submitting any Feedback, you agree that such Feedback is non-confidential and becomes the sole property of PGA. PGA will be free to use, reproduce, disclose, and otherwise exploit such Feedback without restriction and without any obligation to compensate you, and you waive any claims to ownership or compensation. You represent and warrant that you have all necessary rights to submit the Feedback and that your Feedback does not violate any third-party rights.

PGA Trademarks

The trademarks and logos displayed on our Services (collectively, the "Trademarks") are the registered and unregistered trademarks of PGA. Nothing in this Agreement or our Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark(s) without the express written permission of PGA, except as set forth in this section. You acknowledge and agree that all rights in and to the PGA Trademarks are our exclusive property, and any goodwill generated by your use of any PGA Trademark will inure to our exclusive benefit. You will not take any action that conflicts with our rights in or ownership of any PGA Trademark.

DMCA Notices

If you are a copyright owner or an agent thereof and believe that any content on our Services infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit PGA to locate the material;
Information reasonably sufficient to permit PGA to contact you, such as an address, telephone number, and, if available, an electronic mail;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You can send your notice to [email protected] and by mail to the address in Section 13 below. A copy of your DMCA Notification will be sent to the person who uploaded the material addressed in the Notification. Please be advised that under Section 512(f) of the DMCA, you may be held liable for damages and attorneys' fees if you make material misrepresentations in a DMCA Notification. If a user believes content was removed in error, they may submit a counter-notification in accordance with the DMCA process, and we will review and respond accordingly.

No Use by Children

You hereby affirm that you are over the age of 16, as these Services are not intended for children under 16. If you are under 16 years of age, you may not use our Services. You further affirm that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement. If we discover that we have collected personal information from a user under the age of 16 without verified parental consent, we will delete such information as soon as possible. If you believe a child under 16 has provided us with personal information, please contact us at [email protected].

Term & Termination

This Agreement is effective from the date you first access our Services and shall remain effective, with respect to the Cloud Services, until termination of the applicable Cloud Services or unless otherwise terminated in accordance with its terms. PGA may suspend or terminate this Agreement, and/or your access to and use of our Services (other than the Cloud Services), or any portion thereof, at any time and for any reason, with or without cause, without prior notice. You understand that PGA may exercise this right in its sole discretion, and this right shall be in addition to and not in substitution for any other rights and remedies available to PGA. This Agreement will also terminate automatically if you fail to comply with any term or provision of this Agreement. Upon termination, your right to use our Services shall immediately cease, and you shall destroy all copies of Information obtained from our Services, whether made under the terms of this Agreement or otherwise, including any AI-generated outputs. All disclaimers, limitations of liability, and PGA's rights of ownership shall survive any termination.

Disclaimers

Our Services are provided "as is" and "with all faults" and without warranties of any kind, either express or implied, and all warranties, express or implied, including, without limitation, implied warranties of title, non-infringement, accuracy, completeness, merchantability, fitness for a particular purpose, any warranties that may arise from course of dealing, course of performance or usage of trade, and any warranties that the information and services are current and/or up-to-date are hereby expressly disclaimed to the fullest extent permissible under applicable law.

There is no warranty, representation, or guarantee that our Services, including AI Agents or AI-generated outputs, or your use of our Services, will be uninterrupted, complete, accurate, current, reliable, error-free, secure, or that any problems will be corrected, or that our Services, or any information or other material accessible from our Services, is free of viruses or other harmful components. We do not warrant, guarantee, or make any representation regarding the use of, or the results of the use of our Services, including AI Agents, AI-generated outputs, and you assume all responsibility and risk for your use of our Services and information and your reliance thereon.

Limitation of Liability

Notwithstanding the failure of essential purpose of any limited remedy of any kind, neither PGA nor any of its agents, successors, or assigns, nor PGA's members, officers, employees, consultants, or other representatives, are responsible or liable for any indirect, incidental, consequential, special, exemplary, punitive, or other damages (including without limitation any loss of profits, lost savings, or loss of data) or liabilities under any contract, negligence, strict liability, or other theory arising out of or relating in any manner to our Services, information, AI Agents, AI-generated outputs, and/or any linked services, whether or not we have been informed of the possibility of such damages or liabilities. Your sole remedy with respect to any claims related to these Services, the information, or any linked services is to stop using our Services, or linked services, as applicable, and a full refund of the fees paid for the Services.

Neither PGA nor any of its agents, successors, or assigns, nor PGA's members, officers, employees, consultants, or other representatives will have any liability to you for any damages, expenses, or other liability incurred by you as a result of any inaccuracy, incompleteness, or misrepresentation of any information, content, or AI Agents or AI-generated outputs.

Indemnification

You agree to fully indemnify, defend, and hold PGA, its agents, successors, and assigns, and PGA's directors, officers, employees, consultants, and other representatives harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees), and other expenses that arise directly or indirectly out of or from: (a) your breach of this Agreement; (b) any allegation that any materials you submit to us or transmit to our Services infringe or otherwise violate the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third party; (c) your activities in connection with our Services or other services to which our Services are linked, including your use of AI Agents or AI-generated outputs; and/or (d) your negligence or willful misconduct.

Other Jurisdictions

PGA makes no representation that our Services operate (or are legally permitted to operate) in all geographic areas or that our Services or Information, including AI-generated outputs, are appropriate or available for use in other locations. Accessing our Services from territories where our Services or any content or functionality thereof is illegal is expressly prohibited. If you choose to access our Services, you agree and acknowledge that you do so on your own initiative and at your own risk, and that you are solely responsible for compliance with all applicable laws.

Notice

By using our Services, you consent to receive electronic communications from PGA. You agree that any such communications satisfy any legal requirement to make such communications in writing under this Agreement or any applicable laws or regulations. We may provide notice to you by sending an email to the address provided during registration for our Services. Any notice to PGA must be provided by both (a) sending an email to [email protected] and (b) providing a copy by certified mail, return receipt requested, to: Pretty Good AI, Inc 455 Market St, Suite 1940, PMB 34452, San Francisco, CA, 94105-2448, US

AI Use

Cloud Services and AI Agent Functionality Our Cloud Services allow Cloud Customers to develop, deploy, and manage AI Agents that facilitate business workflows such as customer bookings, appointment scheduling, inbound inquiry handling, payment processing, and integration with Customer CRMs, medical records, and other third-party platforms. Cloud Customers are solely responsible for configuring and monitoring their AI Agents to meet their business requirements, including ensuring the accuracy of responses and compliance with applicable laws.

Cloud Customers must ensure that any integration of the Cloud Services with third-party systems is authorized, secure, and in compliance with applicable data privacy and security obligations. PGA may offer templates, tools, or best practices, but these are provided as-is and without warranty. PGA disclaims responsibility for any errors, inaccuracies, or harm arising from the operation of Customer-developed AI Agents.

Cloud Customers acknowledge that AI Agents operate probabilistically and may produce outputs that are incorrect or unexpected. PGA recommends that Cloud Customers implement human review workflows for high-risk outputs or transactions and conduct periodic testing of AI Agent performance. PGA disclaims liability for AI Agent outputs except as expressly provided in a separate written agreement with the Cloud Customer.

No Waiver

No delay or omission by either party in exercising any rights under this Agreement will operate as a waiver of that or any other right. A waiver or consent given by either party on any one occasion is effective only in that instance and will not be construed as a bar to or waiver of any right on any other occasion. Our failure to enforce any provision in this Agreement is not a waiver of our rights. Any waiver must be in writing and signed by an authorized representative of PGA.

For Canadian users, nothing in these Terms limits your non-waivable rights under applicable federal or provincial consumer protection laws.

Assignment

Neither this Agreement nor any right, obligation, or remedy hereunder is assignable, transferable, delegable, or sublicensable by you except with PGA's prior written consent, and any attempted assignment, transfer, delegation, or sublicense shall be null and void. PGA may assign, transfer, or delegate this Agreement or any right or obligation or remedy hereunder in its sole discretion.

Right to Change Terms

We reserve the right at any time, with or without cause, to (a) change the terms and conditions of this Agreement; (b) change our Services; or (c) deny or terminate your use of and/or access to our Services. Any changes will be effective immediately upon posting to our Services, with or without additional notice to you. Your continued use of our Services after such changes constitutes your acceptance of the revised Agreement. You acknowledge that you have read and agree to our Privacy Policy, accessible at https://prettygoodai.co/legal/privacy and to all terms and conditions therein, which are incorporated by reference into this Agreement. We encourage you to review this Agreement periodically to stay informed of the latest version. YOUR CONTINUED USE OF OUR SERVICES AFTER SUCH POSTING MEANS YOU ACCEPT AND AGREE TO BE BOUND BY THE MODIFIED TERMS OF USE.

Mediation and Arbitration

Any controversy between the parties to this Agreement involving the construction or application of any of its terms, provisions, or conditions shall, upon written request of either party served on the other, be submitted first to mediation and then, if still unresolved, to binding arbitration. Such mediation or binding arbitration shall comply with and be governed by the provisions of the American Arbitration Association for Commercial Disputes unless the parties stipulate otherwise. The attorneys' fees and costs of arbitration shall be borne by the losing party unless the parties stipulate otherwise or in such proportions as the arbitrator shall decide.

Governing Law & Venue

This Agreement shall be governed in all respects by the laws of the United States and the State of Delaware, without regard to conflict of law principles. Any legal action or proceeding arising under or relating to this Agreement shall be brought exclusively in the state or federal courts located in Wilmington, Delaware, and the parties irrevocably submit to the exclusive jurisdiction of such courts.

Class Action Waiver

To the maximum extent permitted by applicable law, you and PGA agree to only bring disputes in an individual capacity and shall not: (1) seek to bring, join, or participate in any class or representative action, collective or class-wide arbitration, or any other action where another individual or entity acts in a representative capacity (e.g., private attorney general actions); or (2) consolidate or combine individual proceedings or permit an arbitrator to do so without the express consent of all parties to this Agreement and all other actions or arbitrations.

Enforceability

If any provision of this Agreement is found to be unlawful, void, or for any reason unenforceable, that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of the remaining provisions.

Entire Agreement

This Agreement, along with our Privacy Policy and, if applicable, any Master Service Agreement (MSA) entered into between PGA and you, constitutes the entire agreement between PGA and you with respect to your use of our Services and supersedes all prior agreements, whether written or oral, concerning such relationship. In the event of any conflict between this Agreement, the Privacy Policy, and an applicable MSA, the MSA shall take precedence, followed by this Agreement, and then the Privacy Policy, unless otherwise required by applicable law. This Agreement may not be changed, waived, or modified except by PGA as provided herein or by a written instrument signed by an authorized representative of PGA.

Contact Information

For questions about these Terms of Service, please contact us at:

Email: [email protected]

Mail: Pretty Good AI, Inc, 455 Market St, Suite 1940, PMB 34452, San Francisco, CA, 94105-2448, US