Terms of Service — Onnie AI

These Terms of Service (“Terms”) govern your access to and use of the Onnie website, products, and services (collectively, the “Services”), provided by Heizen Tecnologia Ltda. (“Onnie”, “Heizen”, “we”, “us”, or “our”).

By creating an account, accessing the Services, or using the Services, you agree to these Terms. If you do not agree, do not use the Services.

Contact: legal@heizen.io

1) Definitions

“Customer”: the organization (or individual, if applicable) that creates a workspace, accepts these Terms, and is responsible for the workspace subscription (if any).
“Workspace”: an isolated environment within the Services where users collaborate.
“User”: any person who accesses the Services, including workspace members and invitees.
“Customer Content”: any content, data, files, records, form submissions, documents, messages, or other information submitted to or processed within a workspace.
“Output”: content generated by AI features based on inputs (which may include Customer Content).

2) Who may use the Services

You must be able to form a legally binding contract and comply with applicable laws. If you use the Services on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

3) Accounts, workspaces, roles, and administrators

Account security: You are responsible for maintaining the confidentiality of your credentials and for all activity under your account.
Workspace administration: Workspace owners/admins control workspace settings, roles, invitations, and permissions. They may access, export, delete, or share Customer Content and configure automations.
User access: Your access is governed by your workspace role and permissions. Your organization may suspend or remove your access.

4) Use of the Services

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Services during the term.

You agree to:

use the Services only in accordance with these Terms and our Acceptable Use Policy;
ensure that your Users comply with these Terms;
comply with applicable laws (including privacy and data protection laws).

5) Acceptable Use Policy

Your use of the Services is subject to our Acceptable Use Policy (“AUP”). The AUP is incorporated by reference into these Terms. Violations of the AUP may result in suspension or termination.

6) Customer Content

6.1 Ownership

As between you and Onnie, you retain all rights to Customer Content. We do not claim ownership over Customer Content.

6.2 License to operate the Services

You grant Onnie a worldwide, non-exclusive license to host, store, transmit, process, reproduce, and display Customer Content only as necessary to provide, secure, and improve the Services, and to fulfill our obligations under these Terms.

6.3 Your responsibilities

You are responsible for Customer Content and represent and warrant that:

you have all rights and permissions needed to submit and process Customer Content;
Customer Content and your use of the Services do not violate law or third-party rights;
you have provided required notices and obtained required consents from Users and data subjects.

7) AI features (Agents, Actions, Workflows)

The Services may include AI agents and automation features that generate Outputs.

You control inputs: Workspace owners/admins control what data is provided to AI features via configuration, templates, permissions, and workflow design.
Outputs are not guaranteed: AI-generated Outputs may be inaccurate, incomplete, or inappropriate. You are responsible for reviewing Outputs before using them in business decisions or external communications.
Human-in-the-loop recommended: For sensitive, regulated, or high-impact workflows, we recommend human review (e.g., Activities/approvals) before executing actions.

8) Third-party services and integrations

The Services may integrate with third-party services (including model providers and infrastructure providers). Your use of third-party services may be subject to their own terms and privacy policies. We are not responsible for third-party services beyond our contractual obligations with our vendors.

9) Fees, plans, and billing (if applicable)

Plans: Some features may require a paid plan.
Fees: Fees (if any) are described in your order, plan page, or invoice.
Taxes: Fees may be exclusive of taxes, unless stated otherwise.
Non-payment: We may suspend or terminate access for overdue accounts after providing notice as required by law or contract.

10) Privacy

Our processing of personal data is described in our Privacy Policy. Customers are responsible for ensuring that their use of the Services (including Customer Content) complies with privacy laws.

11) Security and availability

We use reasonable administrative, technical, and organizational measures designed to protect the Services and Customer Content. You acknowledge that no security measures are perfect. We do not guarantee uninterrupted availability and may perform maintenance or updates.

12) Suspension and termination

12.1 Termination by you

You may stop using the Services at any time. If you are a paying Customer, additional termination terms may apply under your plan or order.

12.2 Termination or suspension by us

We may suspend or terminate access to the Services (including a workspace) if:

required by law;
you breach these Terms or the AUP;
your use poses a security risk, causes harm, or materially impacts the Services;
you fail to pay applicable fees.

Where reasonably possible, we will provide notice and an opportunity to cure.

13) Intellectual property

The Services, including software, design, trademarks, and documentation, are owned by Onnie and protected by intellectual property laws. Except for the limited rights granted in these Terms, no rights are granted to you.

If you provide feedback, you grant us the right to use it without restriction or compensation.

14) Disclaimers

The Services are provided “as is” and “as available.” To the maximum extent permitted by law, Onnie disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

AI outputs are provided without warranty of accuracy or fitness for any particular purpose.

15) Limitation of liability

To the maximum extent permitted by law: Onnie will not be liable for indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or goodwill.

Onnie's total liability for all claims relating to the Services will not exceed the amount paid by the Customer to Onnie for the Services in the 3 months before the event giving rise to the claim (or, if no fees were paid, USD 100).

Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

16) Indemnification

To the maximum extent permitted by law, you will indemnify and hold harmless Onnie from and against claims, liabilities, damages, and expenses (including reasonable legal fees) arising out of:

your Customer Content,
your or your Users' use of the Services,
your or your Users' violation of these Terms or the AUP,
your or your Users' violation of law or third-party rights.

17) Governing law and jurisdiction

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict of law rules. The parties agree to the exclusive jurisdiction of the state and federal courts located in Delaware, United States, except where prohibited by law.

18) Changes to these Terms

We may update these Terms from time to time. If changes are material, we will provide notice (e.g., by posting the updated Terms and updating the “Last updated” date, or by other reasonable means). Your continued use of the Services after the effective date of the updated Terms constitutes acceptance.

19) Contact

Company: Heizen Tecnologia Ltda.
Email: legal@heizen.io
Address: Av. Brig. Faria Lima 1811, Office 1119 — São Paulo — ZIP 01452001
Country/State: Brazil/São Paulo