Effective Date: 22 March 2026

Terms of Service

These terms govern your use of QUI Core, Qui Anima, ThinkThing, Strings, and all related services provided by Qui Intelligent Systems LLC.

1. What QUI Is

QUI is a privacy-first AI agent platform built by Qui Intelligent Systems LLC. It runs on your device and lets you create AI characters with persistent memory, visual cognitive workflows, and access to 165+ tool integrations. These terms govern your use of QUI Core, Qui Anima, ThinkThing, Strings, and all related services.

QUI includes powerful capabilities — terminal access, autonomous agent execution, system-level operations, and credential storage. Sections 8–11 of these terms contain critical risk disclosures about these features. Please read them carefully.

2. Acceptance of Terms

By installing, accessing, or using QUI, you agree to this Terms of Service agreement ("Agreement"). If you do not agree, do not use the Services.

3. Eligibility & Your Account
3.1 Who Can Use QUI & Professional Expertise
  • You must be at least 18 years old to create an Account or use the Services.
  • You have legal capacity to enter this Agreement and your use of the Services complies with all laws applicable in your jurisdiction.
  • You represent that you possess adequate technical expertise to safely operate system administration tools, understand terminal commands, and implement appropriate security safeguards.
PROFESSIONAL-USE LIMITATION: The Services are intended for users with professional or technical expertise in software development, systems administration, cybersecurity, or AI engineering. They are not consumer products and are unsuitable for casual or non-technical use. By using the Services, you represent that you possess the necessary technical competence to evaluate risks and implement appropriate safeguards.
3.2 Account Security

You are responsible for all activity under your credentials. Notify us immediately at the Support Email of unauthorized use. We are not liable for your failure to safeguard your Account.

3.3 Account Rules

No false information, duplicate Accounts, or transfers without our written consent.

4. Using QUI
4.1 License

We grant you a limited, non-exclusive, non-transferable, revocable license to use the Services for personal, internal business, or commercial purposes, including use to provide services to third parties, provided such use complies with your subscription plan and this Agreement.

4.2 Restrictions

You will not (and will not allow anyone else to) reverse-engineer, copy, resell, scrape, create derivative works, build a competing service, or remove proprietary notices.

4.3 Acceptable-Use Policy

You will not use the Services to:

  • Violate any law or regulation
  • Post or transmit unlawful, defamatory, harassing, hateful, or sexually explicit content (including content involving minors)
  • Promote violence, terrorism, or malicious code
  • Infringe intellectual property rights
  • Mine cryptocurrency, perform distributed-denial-of-service (DDoS) attacks, or send spam
  • Collect personal data without consent
  • Interfere with or disrupt networks
  • Attempt unauthorized access to systems, networks, or data not belonging to you
  • Use terminal access for unauthorized system penetration or security bypass
  • Access others' data, systems, or networks without explicit permission
  • Violate corporate IT policies, security protocols, or regulatory compliance requirements
  • Facilitate any of the above
5. Billing & Tokens

You are solely responsible for monitoring Token usage. Unused Tokens may expire per your plan. Token consumption includes:

  • AI model inference (input and output tokens)
  • Model-to-model communication (each agent interaction consumes tokens)
  • Loop iterations and thoughtchain self-references
  • Automated workflow execution
  • Code generation and execution requests
COST WARNING: M2M communication and automated workflows can consume substantial tokens rapidly. A single workflow with loops and M2M chains may consume thousands of tokens within minutes, potentially resulting in charges of hundreds or thousands of dollars. You are responsible for implementing cost controls, usage alerts, budget caps, and monitoring to prevent unexpected charges.
5.1 Payment Terms

Payments are processed by Paddle.com Market Limited ("Paddle"), which acts as our Merchant of Record. For payment purposes, your contract is with Paddle, and Paddle's terms of service and privacy policy apply to all payment transactions. Paddle handles billing, invoicing, sales tax/VAT compliance, refunds, and chargebacks.

Usage fees are billed via your payment method through Paddle; all charges are final and non-refundable except as required by law. Please see our Refund Policy for details on refunds, cancellations, and eligible circumstances.

Automatic renewal: Plans renew at then-current rates unless cancelled before the renewal date. Free trials convert to paid plans unless cancelled before trial end. You will receive email notification at least 7 days before renewal.

We may change prices with 30 days' notice posted to your Account dashboard or sent via email to the email address on file.

External Service Costs: You are responsible for all costs incurred with external service providers (AWS, GCP, database hosting, API services, LLM providers, etc.). We do not bill or collect these fees. Monitor your external service usage and billing separately.

6. Cancellation & Termination
6.1 Termination by You

You may close your Account at any time via account settings or by contacting the Support Email. Upon termination, fees paid and Tokens purchased are forfeited and non-refundable.

6.2 Termination by Us

We may immediately suspend or terminate your Account for:

  • Breach of this Agreement, including violations of acceptable use policies or prohibited activities
  • Non-payment or payment disputes
  • Security risk, fraud, or abuse of the Services
  • Detection of access from restricted jurisdictions (EU/EEA/UK)
  • To protect our interests, other users, or third parties
  • Illegal activity or receipt of legal process requiring termination
  • Excessive resource consumption affecting platform stability
6.3 What Happens After Termination

Upon termination:

  • Your license to use the Services immediately ceases
  • We may delete your Account data and Customer Content per our data retention policies
  • You remain liable for all obligations incurred prior to termination
  • Sections that by nature survive (IP rights, disclaimers, liability limitations, indemnification, dispute resolution) remain in effect

Data Export: You are responsible for exporting your data before termination. We are not obligated to provide data after Account closure. We retain data for up to 30 days after termination for recovery purposes, after which it is permanently deleted.

7. Third-Party Services & Credentials
7.1 Credential Storage and Security

The Services allow you to configure integrations with 37+ external services including databases, cloud providers, messaging platforms, project management tools, and monitoring services. These integrations require storing credentials.

You are solely responsible for:

  • Securely managing all credentials, API keys, tokens, and secrets stored in the Services
  • Ensuring credentials have appropriate scope limitations and access controls (principle of least privilege)
  • Regularly rotating credentials and monitoring for unauthorized access
  • Using encryption for sensitive credentials before storage
  • Understanding that terminal access and code execution features may expose stored credentials through environment variables, command outputs, logs, or error messages
  • Immediately revoking compromised credentials through respective service providers
  • Implementing credential vaults or secret management systems (e.g., HashiCorp Vault, AWS Secrets Manager, Azure Key Vault) for sensitive production credentials
  • Maintaining audit logs of credential access and usage
7.2 External Service Integrations

The Services integrate with numerous external services including but not limited to: MySQL, PostgreSQL, MongoDB, Elasticsearch, Redis, AWS, GCP, Azure, Google Drive, Google Calendar, GitHub, Slack, Discord, Telegram, WhatsApp, Email (SMTP), Datadog, Sentry, Jira, Linear, Notion, Trello, Docker, Kubernetes, and others.

7.3 External Service Compliance

You represent and warrant that your use of integrated services complies with:

  • All applicable third-party terms of service, acceptable use policies, and rate limits
  • Data residency and privacy requirements for data transmitted to external services
  • Export control regulations when transmitting data or code across borders
  • Billing and usage limits imposed by external service providers
  • Security and authentication requirements of each service
  • Service-level agreements (SLAs) and uptime guarantees

You are solely liable for all costs incurred through external service usage, including but not limited to API calls, data transfer fees, storage costs, compute costs, overage charges, and premium feature fees.

7.4 Third-Party Service Availability

We make no warranties regarding the availability, reliability, security, data retention, or continued operation of third-party services. Service interruptions, data loss, security breaches, or policy changes by third-party providers are beyond our control.

You must implement independent backup and business continuity measures for any critical data or workflows that depend on external services.

7.5 Third-Party Data Processing

When you configure integrations with external services, Customer Content may be transmitted to and processed by those services. You are responsible for:

  • Understanding the data processing practices of each external service
  • Ensuring appropriate data processing agreements (DPAs) are in place where required
  • Obtaining necessary consents for data transmission to external services
  • Compliance with data protection regulations applicable to your use of external services
  • Ensuring external services meet your security and privacy requirements
7.6 Sensitive Data Categories
SENSITIVE DATA WARNING: You must not submit or process any sensitive personal information through the Services, including but not limited to:
  • Protected health information (PHI) or medical records
  • Biometric identifiers (fingerprints, facial recognition data, retinal scans)
  • Financial account credentials (credit card numbers, bank account details, PINs)
  • Social security numbers or national identification numbers
  • Personally identifiable information (PII) subject to regulatory protection

If you process such data, you must implement encryption, anonymization, and other appropriate safeguards independently, and you are solely responsible for ensuring encryption and compliance with applicable data-protection laws (HIPAA, PCI-DSS, etc.).
8. System Access & Terminal Features
8.1 High-Risk Features & Special Disclaimers
CRITICAL SYSTEM RISKS: The Services include powerful features that can cause irreversible system damage, data loss, security breaches, and financial liability. Read each subsection carefully.

8.1.1 Terminal Access

WHAT IT DOES: Provides full pseudo-terminal (PTY) shell access to your local system via WebSocket connection. Commands execute directly in your host environment with no sandboxing or isolation.

RISKS YOU ASSUME: Commands executed by you or AI characters can:

  • Delete or corrupt critical system files, configurations, or boot sectors
  • Compromise system security, stability, or integrity
  • Execute privileged operations (if sudo/admin access available) with permanent system-wide effects
  • Interact with hardware, network resources, databases, and external services
  • Trigger antivirus, security software, or intrusion detection systems
  • Violate corporate IT policies, security protocols, or regulatory compliance requirements
  • Cause irreversible data loss or system damage requiring professional recovery services
  • Expose environment variables containing credentials, API keys, or sensitive data
  • Cause physical damage to hardware components through improper operations

YOUR RESPONSIBILITIES: You assume full responsibility for backups, security, system stability, hardware integrity, and all consequences. You waive all claims related to such outcomes.

8.1.2 LLM Command Auto-Execution

WHAT IT DOES: AI models (Large Language Models) can generate and execute terminal commands, shell scripts, Python code, JavaScript, and Bash scripts directly on your system through function calling capabilities.

CRITICAL: Many commands execute automatically without requiring explicit per-command user approval if they are not classified as high-risk operations. The approval system uses category-based logic (e.g., WRITE_SYSTEM, NETWORK_WRITE, PROCESS_MANAGEMENT) and may auto-approve commands that fall outside these categories.

RISKS YOU ASSUME:

  • AI models may misinterpret your instructions and execute unintended commands
  • Generated commands may contain errors, security vulnerabilities, or malicious patterns
  • Commands may access, modify, or delete files beyond your intended scope
  • Auto-approved commands may execute before you can review or prevent them
  • Credentials and secrets may be exposed through command outputs or logs

YOUR RESPONSIBILITIES: You accept full responsibility for all code and commands executed by AI agents, whether generated autonomously or based on your instructions. You must implement appropriate monitoring, approval workflows, and safety constraints for your risk tolerance.

8.1.3 Automatic Code Extraction and Execution

WHAT IT DOES: Code Executor nodes automatically extract code blocks from AI model responses (identified by markdown formatting such as ```python, ```javascript, ```bash) and execute them without additional validation.

CRITICAL: If an AI model generates Python, JavaScript, or Bash code in its response, that code may be executed directly on your system. Code execution occurs automatically when Code Executor nodes are present in workflows.

RISKS YOU ASSUME:

  • AI-generated code may contain logic errors, infinite loops, or resource exhaustion vulnerabilities
  • Code may access or modify unintended files, databases, or system resources
  • Execution may cause data corruption, application crashes, or system instability
  • Code may make unintended external API calls or network connections
  • Code may expose sensitive data through outputs, logs, or error messages

YOUR RESPONSIBILITIES: You accept all risks associated with executing AI-generated code, including potential errors, data corruption, or unintended system modifications.

8.1.4 Autonomous AI Decisions

WHAT IT DOES: AI agents can make autonomous decisions about workflow routing, content evaluation, and task execution without explicit human confirmation at each decision point.

RISKS YOU ASSUME: AI may:

  • Misinterpret instructions or make incorrect judgments
  • Generate inaccurate, biased, or inappropriate output
  • Act beyond your intent or expected parameters
  • Access unintended files, systems, or data
  • Operate outside expected parameters or safety boundaries

YOUR RESPONSIBILITIES: You must validate all AI outputs and implement appropriate safeguards, monitoring, and quality control measures.

8.1.5 Model-to-Model (M2M) Communication

WHAT IT DOES: AI agents can automatically communicate with each other by including @mentions in their responses, creating chains of autonomous agent-to-agent interactions.

SCALE WARNING: M2M communication can create cascading chains of up to 3 sequential agent-to-agent interactions. When combined with loop nodes (up to 5 iterations per loop) and thoughtchain self-references (agents mentioning themselves), a single workflow may generate hundreds of autonomous model interactions without intermediate user approval.

RISKS YOU ASSUME: M2M communication may:

  • Create conversation loops between agents that amplify errors or misconceptions
  • Share unintended data between agents, exposing sensitive information
  • Amplify errors or biases across multiple models
  • Consume substantial API tokens and incur significant costs
  • Trigger commands on each agent's behalf without consolidated approval
  • Create emergent behaviors not anticipated in individual agent configurations

YOUR RESPONSIBILITIES: You are solely responsible for monitoring, controlling, and bearing all costs of M2M communication. You must implement depth limits, iteration caps, and cost controls appropriate for your budget and risk tolerance.

8.1.6 Automated Workflows & Extended Unattended Operation

WHAT IT DOES: AutoThink Canvas workflows can run unattended processes that execute continuously without intermediate user checkpoints.

CRITICAL: Once triggered, automated workflows may execute continuously for up to 30 minutes without user intervention, during which time they may perform hundreds or thousands of operations including file modifications, network requests, database queries, external API calls, and system commands.

RISKS YOU ASSUME: Automated workflows can:

  • Execute commands continuously without per-operation approval
  • Consume significant system resources (CPU, memory, disk I/O, network bandwidth)
  • Interact with external services and incur usage costs or rate limit violations
  • Modify files or system configurations extensively before detection
  • Generate compounding errors that cascade through multiple workflow stages
  • Trigger unintended business processes, notifications, or external actions

YOUR RESPONSIBILITIES: Implement independent safety measures, monitoring dashboards, resource limits, and emergency stop procedures. You must have the ability to immediately terminate workflows, kill processes, and disconnect sessions.

8.1.7 Review Gate Auto-Approval Bypass

WHAT IT DOES: Workflow review nodes are designed to pause execution for human approval, but can be configured with automatic approval timeouts that bypass human confirmation.

BYPASS WARNING: If review gates are configured with auto-approval enabled (e.g., auto_approve_enabled: true, auto_approve_seconds: 30), they will automatically approve and continue execution after the specified delay without requiring human review. This means workflows can proceed past "approval gates" without actual human oversight.

YOUR RESPONSIBILITIES: You are responsible for understanding and configuring review gate timeouts appropriately for your risk tolerance. Do not rely on review gates as mandatory safety checkpoints unless you have verified auto-approval is disabled.

🛡️ SAFETY RECOMMENDATION: Run the Services only inside containerized or virtualized environments (Docker, VMs, cloud sandbox environments). Never install or grant system-level access to production systems, personal computers with critical data, or systems lacking comprehensive backups. Implement network segmentation, principle of least privilege, and monitor all execution in real-time.
8.2 Absence of Sandboxing or Isolation
CRITICAL: The Services do NOT execute commands or code in sandboxed, containerized, or isolated environments by default. All operations execute directly in your host system environment unless you implement external isolation measures.

WHAT THIS MEANS: Commands and code have full access to:

  • File systems within configured workspace paths (potentially your entire system)
  • Environment variables (which may contain credentials, API keys, secrets)
  • Network interfaces for inbound and outbound connections
  • System resources (CPU, memory, disk I/O)
  • Running processes and system utilities
  • Database connections and external services accessible from your system
  • Hardware devices and peripherals

SAFETY MEASURES AVAILABLE: Resource limits (memory, CPU, execution time, output size) are enforced but do not provide process-level isolation or security boundaries. Commands and code can interact with the host operating system, access shared resources, and affect system stability.

YOUR RESPONSIBILITIES: If you require isolation guarantees, you must implement external sandboxing (containers, VMs, network segmentation, user permission boundaries) independently before using the Services. Consider running the Services in:

  • Docker containers with limited volume mounts and network isolation
  • Virtual machines with snapshots for easy recovery
  • Dedicated development environments separate from production systems
  • User accounts with restricted permissions (non-admin/non-root)
  • Cloud sandbox environments with quota limits and monitoring
8.3 Shared Responsibility Model
SECURITY SHARED RESPONSIBILITY MODEL:

Company Responsibilities: We are responsible for the security of the platform infrastructure, including the Services' code, API endpoints, data transmission encryption, and platform-level vulnerability management.

Your Responsibilities: You are responsible for:
  • Secure configuration of your local environment
  • Access controls, authentication, and credential management
  • Monitoring and logging of all system activity
  • Backup and disaster recovery implementation
  • Network security and segmentation
  • Incident response and forensic investigation
  • Compliance with applicable laws and regulations
  • Safe deployment architecture (sandboxing, isolation, least privilege)

Security and operational safety follow this shared responsibility model: Company is responsible for platform security up to the Service interface; you are responsible for the secure configuration, access control, and monitoring of your local environment and all downstream effects of commands executed via the Services.
8.4 System Access Responsibilities

By using Services that access your local computer systems, you acknowledge and agree to:

(a) Backup and Recovery

Maintain adequate, verified, tested backups of all critical data before using the Services. We are not responsible for data recovery or restoration. You should:

  • Implement automated backup schedules with version history and retention policies
  • Store backups in separate physical locations or cloud services
  • Regularly test backup restoration procedures (monthly recommended)
  • Maintain offline backups immune to ransomware or system compromise
  • Document recovery procedures and train personnel on restoration processes

(b) Authorization

Ensure you have proper legal and technical authorization for all system access, including compliance with:

  • Corporate IT policies and procedures
  • Regulatory requirements (SOX, HIPAA, PCI-DSS, etc.)
  • Network security protocols
  • Multi-user system permissions
  • Employment agreements and contractor terms
  • Data protection agreements with customers or partners
  • Industry-specific security frameworks (NIST, ISO 27001, CIS Controls)

(c) Security Measures

Implement appropriate security measures for your environment, including:

  • Access controls and user permissions (principle of least privilege)
  • Network segmentation where appropriate
  • Monitoring and logging capabilities with alerting
  • Incident response procedures with defined escalation paths
  • Regular security audits and vulnerability assessments
  • Intrusion detection and prevention systems
  • Security information and event management (SIEM) integration

(d) Technical Expertise

Possess adequate technical knowledge to:

  • Understand the implications of terminal commands (especially rm, sudo, chmod, dd, mkfs, and network commands)
  • Implement emergency stop procedures for runaway processes
  • Recognize and respond to security incidents
  • Manage system resources and performance
  • Configure approval workflows and safety constraints
  • Debug workflow issues and interpret error messages
  • Conduct forensic analysis of system logs and audit trails

(e) Compliance

Comply with all applicable laws, regulations, and organizational policies related to:

  • Data protection and privacy (CCPA, PIPEDA, etc. - NOTE: GDPR does not apply per Section 3)
  • System security and access control
  • Export control and sanctions
  • Industry-specific compliance requirements
  • AI governance and transparency requirements in your jurisdiction
  • Financial services regulations (if applicable)
  • Healthcare data protection (HIPAA, HITECH if applicable)

(f) Incident Reporting

Immediately report any security incidents, unauthorized access, or system compromise to the Support Email and implement appropriate containment measures including:

  • Isolating affected systems from network
  • Preserving evidence for forensic analysis
  • Resetting credentials and access tokens
  • Notifying affected parties as required by law
  • Documenting timeline and scope of incident
  • Implementing remediation measures to prevent recurrence

(g) Emergency Stop Procedures

Implement and maintain emergency stop procedures for halting autonomous workflows and AI agent execution, including:

  • Monitoring dashboards with real-time visibility into running workflows
  • Ability to immediately terminate workflows, kill processes, and disconnect sessions
  • Access to terminal service shutdown commands or UI controls
  • Escalation procedures for responding to runaway processes or security incidents
  • Regular testing of emergency stop mechanisms (monthly recommended)
  • Documented procedures accessible to all authorized personnel

Failure to implement emergency stop procedures significantly increases your risk exposure and may result in extended uncontrolled execution.

(h) Insurance Coverage

Evaluate and obtain appropriate insurance coverage for your use of the Services, including but not limited to:

  • Cyber liability insurance covering data breaches, system damage, and business interruption
  • Errors and omissions (E&O) insurance for professional services
  • Technology errors and omissions coverage for software operations
  • General liability insurance for business operations

We recommend consulting with insurance professionals to ensure adequate coverage for your specific use of AI automation, terminal access, and autonomous agent systems.

8.5 Prohibited System Activities

You expressly agree not to use the Services to:

  • Access systems, networks, or data without explicit authorization
  • Bypass, disable, or circumvent security controls or monitoring systems
  • Execute commands designed to damage, disable, or compromise system integrity
  • Violate the terms of service of third-party systems or services
  • Engage in activities that could result in legal liability for yourself or others
  • Use the Services in environments where you lack proper authorization or technical oversight
  • Deploy AI agents for high-risk applications without appropriate safeguards (see Section 8.6)
  • Process sensitive data categories (biometric identifiers, protected health information, financial account credentials) without implementing encryption and appropriate safeguards independently
8.6 Prohibited High-Risk Applications

Without implementing comprehensive safety systems, independent validation, and mandatory human oversight, you must NOT use the Services for:

  • Healthcare diagnostic, treatment, or patient care decision systems
  • Safety-critical systems (aviation, automotive, industrial control, etc.)
  • Financial trading, credit decisioning, or loan approval systems
  • Law enforcement, justice, or legal decision-making systems
  • Employment screening, hiring, or termination decisions
  • Educational assessment or admissions systems affecting individual outcomes
  • Critical infrastructure management (power grids, water systems, transportation)
  • Biometric identification or surveillance systems
  • Systems affecting life, health, safety, or fundamental rights
  • Autonomous weapons systems or military command and control
HIGH-RISK SYSTEM NOTICE: If you intend to use the Services as a component of a high-risk system, you are solely responsible for implementing: (1) comprehensive risk management and testing; (2) independent validation systems; (3) mandatory human oversight and approval; (4) audit logging and explainability; (5) regulatory compliance measures; (6) liability insurance; (7) fail-safe mechanisms; and (8) all other safeguards required by applicable law and industry standards. WE PROVIDE NO COMPLIANCE SUPPORT FOR HIGH-RISK APPLICATIONS.
9. AI-Generated Content & Outputs
9.1 AI Output Ownership

AI-generated outputs (including code, text, data, analyses, and other content generated by AI models) may contain or resemble material derived from model training data. We make no representation regarding originality, copyright ownership, or intellectual property status of AI-generated outputs.

The legal treatment of AI-generated content is evolving. You acknowledge that:

  • AI outputs may not be eligible for copyright protection in some jurisdictions
  • AI outputs may inadvertently incorporate copyrighted material from training data
  • Third parties may claim rights in similar AI-generated content
  • Regulations governing AI-generated content ownership are subject to change
9.2 Your Responsibility for AI Outputs

You are solely responsible for:

  • Independently verifying that AI-generated content does not infringe third-party intellectual property rights
  • Ensuring your use of AI-generated content complies with applicable copyright, trademark, and patent laws
  • Obtaining necessary licenses or permissions for use of AI-generated content in commercial products or services
  • Attributing AI-generated content appropriately where required by law, regulation, or third-party terms
  • Complying with disclosure requirements for AI-generated content in your jurisdiction
9.3 Third-Party AI Model Providers
CRITICAL DATA TRANSMISSION WARNING: When you use the Services, your inputs, prompts, code, data, and system information are transmitted to third-party AI model providers (including but not limited to OpenAI, Anthropic, Google, and others) for processing. Once data is transmitted to these providers, it is beyond our control.

WHAT HAPPENS TO YOUR DATA:

  • Your inputs are sent to third-party AI providers' servers for processing
  • AI providers process your data according to their own privacy policies and data handling practices
  • We cannot control, monitor, or guarantee how third-party AI providers handle, store, or protect your data
  • Data may be subject to different jurisdictional laws depending on where AI providers' servers are located
  • Third-party AI providers may retain data for training, compliance, or other purposes per their own policies
  • Data breaches, unauthorized access, or leaks at third-party AI providers are beyond our control
YOU ACCEPT ALL LIABILITY FOR DATA LEAKS: You acknowledge and agree that:
  • You are solely responsible for determining what data is safe to submit to the Services
  • You accept full liability for any data leaks, breaches, or unauthorized access resulting from transmission of your data to third-party AI providers
  • Company is not liable for any data exposure, leaks, breaches, or misuse by third-party AI model providers
  • You will not hold Company responsible for third-party AI providers' data handling practices, security incidents, or policy violations
  • You must independently review and accept the terms, privacy policies, and data handling practices of third-party AI providers (OpenAI, Anthropic, Google, etc.) before using the Services

YOUR RESPONSIBILITIES:

  • Review third-party AI providers' terms of service, privacy policies, and data usage policies before using the Services
  • Do NOT submit sensitive data, confidential information, trade secrets, personal information, credentials, or regulated data unless you have independently verified it is safe to do so
  • Implement data anonymization, encryption, or redaction for sensitive information before submitting to the Services
  • Ensure you have proper authorization and legal basis to transmit any data through third-party AI services
  • Maintain independent backups of all data submitted to the Services
  • Accept that we provide NO warranties or guarantees regarding third-party AI providers' data security, privacy, or handling practices

COMPANY DISCLAIMERS: We are not responsible for:

  • Third-party model providers' treatment, storage, retention, or deletion of your data
  • Data breaches, security incidents, or unauthorized access at third-party AI providers
  • Third-party AI providers' compliance with privacy laws, data protection regulations, or security standards
  • Changes to third-party AI providers' terms, policies, or data handling practices
  • Third-party AI providers' claims regarding AI-generated content ownership or intellectual property
  • Third-party AI providers' use of your data for model training, improvement, or other purposes
10. Automated Decision-Making Technology (ADMT)

QUI is an AI orchestration platform that processes data using large language models, semantic memory, agentic workflows, and other computational systems. These systems constitute Automated Decision-Making Technology (ADMT) as defined under applicable data protection regulations.

10.1 How ADMT Is Used in QUI

QUI's AI capabilities are designed for general-purpose use including content generation, analysis, and summarisation; workflow automation and task orchestration; multi-agent communication and collaboration; semantic memory storage and retrieval; and knowledge base search.

These general-purpose uses do not constitute "significant decisions" under applicable ADMT regulations and do not involve the provision or denial of financial services, housing, education, employment, or healthcare.

10.2 Prohibited Use Without Compliance: Significant Decisions

If you use QUI to make or substantially assist in making decisions related to: financial or lending services (credit scoring, loan approvals, insurance underwriting); housing opportunities (tenant screening, rental approvals); education enrollment or opportunities (admissions, grading, placement); employment, independent contracting, or compensation (hiring, firing, performance evaluation, pay decisions); or healthcare services (diagnosis, treatment recommendations, triage) — then the following obligations apply TO YOU:

  1. You MUST conduct your own ADMT risk assessment before deploying such use cases
  2. You MUST provide pre-use notices to any individuals affected by those decisions
  3. You MUST offer alternative decision-making processes (opt-out from automated decisions)
  4. You MUST ensure meaningful human review of all automated outputs before final decisions are made
  5. You MUST maintain documentation of your ADMT compliance measures
  6. You MUST comply with all applicable ADMT regulations in your jurisdiction
  7. You MUST notify QUI that you are using the platform for significant decisions by emailing compliance@qui.is
  8. You MUST be able to demonstrate your compliance measures upon request

FAILURE TO COMPLY: Using QUI for significant decisions without maintaining your own ADMT compliance is a material breach of these Terms. We reserve the right to immediately suspend or terminate your account if we discover or reasonably believe you are using QUI for significant decisions without demonstrated compliance.

10.3 Infrastructure Provider Liability

Outsourcing AI processing to QUI does not insulate you from ADMT obligations. You remain fully responsible for how you use AI outputs from the platform, regardless of which AI model, provider, or QUI service generates those outputs.

Similarly, QUI's use of third-party LLM providers (Anthropic, OpenAI, Google, X) does not insulate QUI or you from regulatory obligations. The entire chain — from your use case, through QUI's orchestration, to the LLM provider — is subject to ADMT regulations when the end use involves significant decisions.

10.4 Indemnification for Significant Decision Use

If you use QUI for significant decisions, you agree to indemnify, defend, and hold harmless Qui Intelligent Systems LLC from any claims, damages, fines, penalties, or enforcement actions arising from your ADMT use, including but not limited to: claims from individuals affected by your automated decisions; regulatory fines or penalties imposed due to your use of QUI for significant decisions; and costs of responding to regulatory inquiries related to your use of the platform.

10.5 Right to Audit

We reserve the right to request evidence of your ADMT compliance measures at any time. This includes your risk assessments, pre-use notices, opt-out mechanisms, and human review procedures. You must respond to audit requests within 14 days.

10.6 Meaningful Human Review

A decision only "substantially replaces" human involvement if the AI output is used without meaningful human review. Meaningful human review requires that the reviewer: understands how to interpret the AI output; considers the output alongside other relevant information; and has the authority to change or override the decision.

If you use QUI's AI outputs as inputs to significant decisions, you must ensure meaningful human review occurs before any final decision is made. ThinkThing's Control (human-in-the-loop) nodes are designed for this purpose but their use alone does not constitute compliance — you must implement review procedures appropriate to your specific use case.

10.7 Notification Obligation

You must notify QUI within 30 days if: you begin using QUI for any significant decision use case; a regulatory authority contacts you regarding ADMT compliance related to your use of QUI; you receive a complaint from an individual about an automated decision made using QUI; or you become aware of any bias, error, or harm resulting from automated decisions made using QUI.

Notifications should be sent to compliance@qui.is.

11. AI-Generated Content Labeling

All content generated by AI characters, workflows, and tools within QUI is AI-generated content. This includes text responses, workflow outputs, voice synthesis (TTS), and any content produced by agentic tool execution.

11.1 Platform Labeling

QUI labels AI-generated content within the platform through character identification, AI-generated indicators, and output metadata. When you export or share content from QUI, AI-generated labels are included by default.

11.2 Your Labeling Obligations

When you use AI-generated content from QUI for commercial purposes outside the platform — including but not limited to customer communications, published reports, social media, marketing materials, or any content distributed to third parties — you are responsible for:

  • Clearly disclosing that the content was generated with AI assistance
  • Maintaining AI-generated labels and metadata on exported content
  • Complying with AI content labeling laws in your jurisdiction, including but not limited to Vermont's AI content labeling requirements
  • Not misrepresenting AI-generated content as solely human-created

QUI provides configurable labeling tools and export options to assist with compliance. However, the responsibility for appropriate labeling of AI-generated content that you distribute rests with you.

11.3 AI Audio and Voice Content

Content generated by QUI's voice synthesis (TTS) features is AI-generated audio. If you use AI-generated audio for commercial purposes, you must disclose that the audio was synthetically produced. Do not use AI-generated voice to impersonate real individuals without their explicit consent.

11.4 Model and Provider Attribution

AI content generated through QUI is processed by third-party LLM providers (Anthropic, OpenAI, Google, X) or local models. QUI provides model and provider information in output metadata. When disclosure of the specific AI system is required by law, this metadata should be referenced.

12. Age Requirement & Verification
12.1 Age Requirement

You must be at least 18 years old to create an account or use QUI. By creating an account, you confirm that you are 18 years of age or older.

We verify your age at registration through date of birth collection and, in certain jurisdictions, through third-party age verification services or business verification.

Providing false age information is grounds for immediate account termination without refund.

QUI is not designed for, marketed to, or intended for use by anyone under 18. If we discover that a user is under 18, their account will be terminated immediately and any associated data will be deleted.

12.2 Business Verification (United States)

Users in the United States must register on behalf of a legal business entity. Account creation requires:

  • Company name and registration number (EIN or equivalent)
  • Business address
  • Verification through a third-party business verification service
  • Attestation: "I confirm I am 18+ and authorized to act on behalf of this business"

No account access — including free tiers, trials, or demos — is available to US users without completed business verification.

12.3 App Ratings

All applications distributed through the QUI marketplace are rated 18+ and intended for adult users only. Content descriptors are displayed on each app listing to indicate specific content types (AI-generated content, system access, external service integration, etc.).

You are responsible for reviewing content descriptors before installing any application.

13. Remote Access & Telemetry
13.1 Remote Control Scope

The Services do not grant Company personnel direct remote control of your system. All command execution originates from your authenticated session and user-initiated workflows. Company staff cannot remotely execute commands, access files, or control your system without your explicit permission granted through support sessions.

13.2 Telemetry and Diagnostic Data

Limited diagnostic telemetry may be collected to improve the Services, including:

  • Workflow execution metadata (execution times, node types, success/failure status)
  • Error logs and stack traces (excluding sensitive data)
  • Performance metrics (CPU usage, memory consumption, execution duration)
  • Feature usage statistics (anonymized)
  • Platform and version information

Telemetry collection is described in detail in our Privacy Policy. You may disable certain telemetry features through your Account settings. We do not collect or transmit command outputs, file contents, credentials, or sensitive user data through telemetry.

13.3 Local Device Access and Data Transmission

The Services may access local directories, configuration files, environment variables, and process information solely for execution of user-initiated commands or AI-generated operations authorized by you.

Data Transmission: No source code, credentials, or user data are exfiltrated to Company systems except:

  • Logs or telemetry explicitly described in the Privacy Policy and Section 7.2
  • Account information and authentication credentials (stored securely with encryption)
  • Workflow definitions and configurations you save to your Account
  • Error reports you explicitly submit for support via the Support Email
  • Data you explicitly share with Company personnel during support sessions

Local execution logs, command outputs, and file contents remain on your system unless you explicitly transmit them via external service integrations or share them with support.

14. Intellectual Property & Data
14.1 Company IP

We own all rights, title, and interest in and to the Services, including all Intellectual Property Rights, trade secrets, proprietary algorithms, and know-how. This Agreement does not grant you any rights to our trademarks, service marks, logos, or proprietary technology beyond the limited license granted herein.

14.2 Customer Content & Model-Training Consent

You retain all ownership rights in your Customer Content. You grant us a limited license to process Customer Content solely as necessary to provide the Services, including:

  • Storing workflow definitions and configurations
  • Processing commands and code for execution
  • Transmitting data to third-party AI model providers you select
  • Generating logs and telemetry as described in the Privacy Policy

AI Model Training: We will not use Customer Content to train our proprietary AI models or improve third-party AI models without your express, revocable consent, which you can manage in your Account settings. However, third-party AI model providers (OpenAI, Anthropic, Google, etc.) may use your Content per their own data policies. Review their terms carefully.

14.3 Feedback

If you provide feedback, suggestions, or ideas about the Services, you assign all rights in such feedback to us, and we may use it without restriction, compensation, or attribution.

14.4 Open Source Components

The Services may incorporate or link to open-source software components. Such components are licensed under their respective open-source licenses (MIT, Apache 2.0, GPL, etc.). We make no additional warranties regarding open-source components beyond those provided by their respective licenses. You are responsible for complying with the terms of any open-source licenses applicable to components you use.

15. Privacy

See our Privacy Policy, incorporated by reference. The Privacy Policy describes:

  • What data we collect and how it is used
  • How we protect your data
  • Your rights regarding your data
  • Data retention and deletion policies
  • Third-party data sharing practices
  • Cookie and tracking technology usage
15.1 Local Device Access and Telemetry

The Services may access local directories, configuration files, and process information solely for executing user-initiated commands or AI-generated operations. Limited diagnostic telemetry (e.g., error reports, usage metrics, performance data) may be transmitted to Company systems to improve reliability and user experience.

No source code, credentials, command outputs, or sensitive user data are collected beyond what is necessary for functionality, as detailed in the Privacy Policy and Section 7.

15.2 Sensitive Data Prohibition

You must not submit or process any sensitive personal information (including health data, biometric identifiers, financial credentials, or other regulated data) through the Services without implementing encryption, anonymization, and appropriate safeguards independently.

If you do process such data, you are solely responsible for ensuring encryption and compliance with applicable data-protection laws (HIPAA, PCI-DSS, CCPA, etc.). We are not liable for your mishandling of sensitive data.

15.3 Data Processing Location

Your data may be processed and stored in the United States and other jurisdictions where we or our service providers operate. By using the Services, you consent to this data transfer and processing.

15.4 EU/EEA/UK

As the Services are not available in the EU/EEA/UK per Section 3, GDPR does not apply to our processing of your data.

16. Disclaimers
THE SERVICES, INCLUDING TERMINAL ACCESS, LOCAL SYSTEM INTEGRATION, CODE EXECUTION, M2M COMMUNICATION, AI FEATURES, AND ANY BETA SERVICES WE LABEL AS "BETA" OR "EXPERIMENTAL", ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND.

WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, including but not limited to:

  • Warranties of merchantability, fitness for a particular purpose, or non-infringement
  • Warranties of accuracy, reliability, completeness, or correctness of AI-generated outputs
  • Warranties of uninterrupted, timely, secure, or error-free operation
  • Warranties that defects will be corrected or that the Services will meet your requirements
  • Warranties regarding system stability, data integrity, security, or compatibility with your specific environment
  • Warranties regarding third-party service availability, security, or performance
  • Warranties regarding the originality or non-infringement of AI-generated content

CRITICAL SYSTEM RISKS: You acknowledge that the Services may interact with critical system components, and we make no warranties regarding:

  • System stability or availability
  • Data integrity, accuracy, or prevention of data loss
  • Security against unauthorized access, breaches, or credential exposure
  • Compatibility with your hardware, software, network, or security configurations
  • Behavior of AI-generated commands, code, or decisions
  • Prevention of infinite loops, resource exhaustion, or runaway processes
  • Physical damage to hardware, peripherals, or storage devices
  • Loss of use or consequential property damage
16.1 Beta and Experimental Features

Features labeled as "beta", "experimental", "preview", "alpha", or similar designations are provided for testing and evaluation purposes only.

Beta features:

  • May contain errors, bugs, or incomplete functionality
  • May change significantly or be discontinued without notice
  • May not have undergone full security review or testing
  • Should NOT be used for production workloads, critical systems, or sensitive data
  • Are provided with NO WARRANTIES OR SUPPORT whatsoever
  • May be deprecated or removed at any time

You assume all risks associated with beta feature usage. Data loss, system instability, security vulnerabilities, and unexpected behavior are likely. Use beta features only in isolated non-production environments with comprehensive backups.

16.2 AI Model Limitations

AI models have inherent limitations including:

  • Hallucinations (generating false, misleading, or fabricated information)
  • Inconsistent outputs for similar inputs
  • Biases present in training data reflecting societal, cultural, or historical biases
  • Inability to understand context, nuance, or sarcasm in some situations
  • Tendency to produce plausible-sounding but incorrect or nonsensical responses
  • Limited reasoning capabilities compared to human experts
  • Outdated knowledge (training data cutoff dates)
  • Inability to access real-time information without external integrations

You must independently verify all AI-generated outputs before relying on them for critical decisions, automated execution, or production use. Never execute AI-generated code or commands without reviewing them first.

16.3 End-of-Life (EOL) Policy

We may discontinue support for deprecated versions or features at any time for security, performance, or business reasons. Deprecated versions may cease to function, and we recommend upgrading to the latest version promptly when notified of deprecation. We will provide at least 90 days' notice before discontinuing support for major features, where feasible.

17. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, DATA USE, GOODWILL, OR OTHER INTANGIBLE LOSSES.

OUR TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS BEFORE THE CLAIM, OR $100 USD, WHICHEVER IS GREATER.

YOU BEAR ALL RISK FOR:

  • Data loss, corruption, or unauthorized access resulting from use of the Services
  • System damage, instability, security compromise, or hardware failure
  • Physical damage to hardware, peripherals, storage devices, or network equipment
  • Loss of use or consequential property damage
  • Automated actions and their consequences, intended or unintended
  • Third-party costs including external service fees, recovery services, and regulatory penalties
  • Compliance violations and audit findings
  • Business interruption, operational impacts, or lost profits
  • Hardware replacement costs and data recovery expenses
  • Recovery and restoration expenses, including professional data recovery services
  • Legal fees, regulatory fines, or damages arising from your use of the Services
  • Reputational harm or customer claims arising from AI-generated outputs or actions
  • Claims by third parties arising from your use of the Services

These limitations apply even if Company has been advised of the possibility of such damages and regardless of whether a remedy fails of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you to the extent prohibited by law.

18. Indemnification
18.1 General Indemnification

You agree to indemnify, defend, and hold harmless Company, its affiliates, officers, directors, employees, agents, licensors, suppliers, and service providers from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees, expert witness fees, court costs, and settlement amounts) that such parties may incur as a result of or arising from:

(a) General Use: Your use or misuse of the Services, including all actions taken by AI agents, autonomous workflows, and automated systems operating under your account or on your behalf;

(b) Your Content: Customer Content, including any data processed, stored, transmitted, or accessed through the Services;

(c) Agreement Breach: Your breach or violation of any term of this Agreement, including but not limited to violations of the Acceptable Use Policy, prohibited system activities, credential security requirements, or geographic restrictions;

(d) Third-Party Rights: Your violation of any third-party rights, including intellectual property rights, privacy rights, contractual rights, publicity rights, or terms of service of integrated external services;

(e) Terminal and System Access: Any commands executed via terminal access, including:

  • Commands generated by AI models, whether auto-approved or manually approved
  • Commands you execute directly through terminal interfaces
  • Any resulting system damage, data loss, security compromises, or unauthorized access to systems or networks
  • Violations of corporate IT policies or security protocols
  • Damage to third-party systems or data
  • Physical damage to hardware or property

(f) Code Execution: Any code executed through Code Executor nodes, whether:

  • Generated by AI models
  • Provided by you or other users
  • Extracted from messages or workflow outputs
  • Including any resulting errors, system instability, resource exhaustion, data corruption, security vulnerabilities, or unintended system modifications

(g) Autonomous Agent Actions: Any actions, decisions, communications, or outputs generated by AI agents during:

  • Autonomous workflow execution (including 30-minute unattended operation windows)
  • Model-to-model communication and agent chains
  • Thoughtchain self-iterations
  • Loop iterations and recursive behaviors
  • Decision node routing and automated judgments
  • Any other automated decision-making processes

(h) External Service Interactions: Any claims arising from your use of integrated third-party services, including but not limited to:

  • Unauthorized API usage or violations of third-party terms of service
  • Violation of rate limits or usage quotas
  • Data breaches or security incidents involving third-party services
  • Credential exposure or unauthorized access
  • Unauthorized data transmission or data residency violations
  • Compliance violations related to external services
  • Costs and fees incurred with external service providers
  • Export control violations when transmitting code or data

(i) Data Privacy and Security: Any claims related to:

  • Data exposure, unauthorized access, or credential leaks
  • Privacy violations or unauthorized data collection
  • Data breaches or security incidents
  • Failure to comply with data protection regulations (CCPA, PIPEDA, HIPAA, PCI-DSS, etc.)
  • Unauthorized disclosure of confidential information
  • Processing of sensitive data categories without appropriate safeguards
  • Data leaks, breaches, unauthorized access, or misuse by third-party AI model providers (OpenAI, Anthropic, Google, etc.) resulting from your transmission of data through the Services
  • Any claims that your data was improperly handled, stored, retained, disclosed, or used by third-party AI providers
  • Regulatory penalties, lawsuits, or claims arising from data you submitted to third-party AI services through our platform

(j) Regulatory Compliance Failures: Any fines, penalties, sanctions, or enforcement actions imposed by regulatory authorities resulting from:

  • Your failure to comply with applicable AI regulations in your jurisdiction
  • Violations of data protection laws
  • Export control violations
  • Industry-specific regulation violations (HIPAA, SOX, PCI-DSS, FINRA, etc.)
  • Employment law violations related to AI-assisted decisions
  • Consumer protection law violations
  • Any other legal requirements in any jurisdiction

(k) Third-Party Costs and Damages: Any costs, fees, or damages incurred by third parties (including employers, clients, service providers, affected individuals, or other users) resulting from your use of the Services, including but not limited to:

  • System damage and repair costs
  • Data recovery costs and professional services fees
  • Business interruption and lost revenue
  • Regulatory investigation costs
  • Remediation expenses and corrective action costs
  • Legal fees and settlement payments
  • Reputational harm and public relations costs
  • Customer notification and credit monitoring services

(l) Intellectual Property Claims: Claims that AI-generated outputs infringe third-party copyrights, trademarks, patents, or other intellectual property rights;

(m) Misconduct: Any negligent or willful misconduct in your use of the Services;

(n) Account Users: Any claims by your employees, contractors, agents, or other users accessing the Services through your account or on your behalf;

(o) Geographic Restrictions: Any claims arising from your access to or use of the Services from restricted jurisdictions (EU/EEA/UK) or your use of circumvention methods (VPNs, proxies) to bypass geographic restrictions.

18.2 Defense and Settlement

Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate fully with our defense of such claims. You will provide all information and assistance reasonably requested by Company.

You will not settle any claim that affects Company, requires admission of liability by Company, or imposes obligations on Company without Company's prior written consent.

This indemnification obligation will survive termination of this Agreement indefinitely.

18.3 No Indemnification Limitations

Your indemnification obligations under this Section are not subject to the liability limitations in Section 17.

You acknowledge that the Limitation of Liability does not limit your obligation to indemnify Company for third-party claims, regulatory penalties, legal fees, or any other matters covered by this indemnification section. Your indemnification obligations are uncapped and unlimited.

19. Compliance, Export Control & Geographic Restrictions
19.1 Export Controls

You may not use or export the Services, or any code, data, models, model weights, or algorithms generated through the Services:

  • In or to embargoed countries or regions (currently including Cuba, Iran, North Korea, Syria, and Crimea region)
  • To anyone on U.S. Treasury Department's list of Specially Designated Nationals (SDN List)
  • To anyone on U.S. Commerce Department's Denied Persons List or Entity List
  • For any purpose prohibited by U.S. export control laws, including the Export Administration Regulations (EAR) or International Traffic in Arms Regulations (ITAR)

You will not export or transmit code, datasets, AI models, model weights, or technical data generated through the Services in violation of U.S. export laws, including EAR or ITAR restrictions. This includes transmitting such materials to foreign persons or entities located in restricted jurisdictions.

You represent and warrant that you are not subject to such restrictions and will comply with all export control and sanctions laws applicable in your jurisdiction.

19.2 AI Governance Compliance

You are solely responsible for compliance with all AI governance laws, regulations, and industry standards applicable in your jurisdiction, including but not limited to:

  • AI transparency and disclosure requirements
  • Automated decision-making regulations
  • Algorithmic accountability laws
  • Bias testing and fairness requirements
  • Human oversight and intervention requirements
  • Explainability and interpretability standards
  • AI impact assessments
19.3 Industry-Specific Compliance

If you operate in regulated industries, you are solely responsible for ensuring your use of the Services complies with applicable regulations including but not limited to:

  • HIPAA and HITECH (healthcare)
  • SOX (financial reporting)
  • PCI-DSS (payment card industry)
  • FINRA and SEC regulations (financial services)
  • FDA regulations (medical devices and diagnostics)
  • Aviation safety regulations (FAA, EASA)
  • Automotive safety standards (NHTSA, ISO 26262)

WE DO NOT PROVIDE COMPLIANCE SUPPORT, CERTIFICATIONS, OR REGULATORY GUIDANCE. You must independently assess and ensure compliance through qualified legal and compliance counsel.

19.4 Geographic Restrictions & Service Availability
GEOGRAPHIC RESTRICTIONS: The Services are NOT available in the European Union (EU), European Economic Area (EEA), United Kingdom (UK), or sanctioned jurisdictions. Access from these regions is prohibited and will result in immediate account termination.
19.5 Restricted Jurisdictions

The Services are NOT available to individuals or companies located in, incorporated in, or operating from:

  • European Union (EU) - All 27 member states
  • European Economic Area (EEA) - Including Iceland, Liechtenstein, and Norway
  • United Kingdom (UK) - Including England, Scotland, Wales, and Northern Ireland
  • Sanctioned Jurisdictions - Countries subject to comprehensive U.S., EU, or UN sanctions
  • Any jurisdiction where provision of the Services would violate applicable export control laws

By creating an Account, you represent and warrant that:

  • You are not located in, incorporated in, or operating from the EU, EEA, UK, or any sanctioned jurisdiction
  • You are not on any sanctions list maintained by any governmental authority
  • You will not use VPNs, proxies, or other means to circumvent geographic restrictions
  • You will not provide services to customers located in restricted jurisdictions using our platform
19.6 Compliance with Local Laws

You are responsible for ensuring that your use of the Services complies with all applicable laws in your jurisdiction, including data protection, consumer protection, and professional licensing requirements.

19.7 Breach of Geographic Restrictions

If you access the Services in violation of these geographic restrictions, you:

  • Are in material breach of this Agreement
  • Forfeit all warranties and support
  • Assume sole liability for all legal and regulatory consequences
  • Agree to indemnify Company for any claims, fines, or penalties arising from your violation

We may immediately terminate your Account without refund if we discover you are accessing the Services from a restricted jurisdiction.

20. Governing Law & Dispute Resolution
20.1 Governing Law

This Agreement is governed by the laws of Georgia (Sakartvelo), without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

20.2 Pre-Dispute Resolution

Before initiating arbitration or litigation, email the Support Email to describe the dispute in reasonable detail. Most issues are resolved quickly through informal discussion within 30 days.

If not resolved within 30 days, send a Notice of Dispute in writing to:

Qui Intelligent Systems LLC
ATTN: Legal Department - Dispute Resolution
Vake district, University Street, N 17a, Floor 10, 0186
Tbilisi, Georgia

The Notice must describe the claim in detail, specify the relief sought, and provide all supporting documentation.

If unresolved after 60 days from receipt of the Notice, either party may begin arbitration or court proceedings. Settlement offers and negotiations remain confidential until after any award or judgment is issued.

20.3 Arbitration

All disputes will be resolved through binding arbitration administered by the Georgian International Arbitration Centre (GIAC) under its Arbitration Rules, as modified by this Agreement. Alternatively, parties may agree to use other internationally recognized arbitration institutions.

Process:

  • The seat of arbitration shall be Tbilisi, Georgia
  • The language of arbitration shall be English
  • The arbitral tribunal shall consist of one arbitrator, unless the parties agree otherwise
  • The arbitrator may award any individual relief a court could, including injunctive relief and legal costs where permitted
  • The arbitrator must provide a reasoned written decision explaining the basis for the award
  • The arbitration award is final and binding, and judgment may be entered in any court of competent jurisdiction under the New York Convention (1958)
20.4 Arbitration Costs

Fees follow GIAC Rules. Where unspecified, parties split arbitration fees 50/50, except Company pays your share if you cannot afford it or the arbitrator deems payment necessary to prevent arbitration from being cost-prohibitive compared to litigation.

Legal costs awards follow GIAC Rules and applicable law. The prevailing party may be awarded reasonable legal costs at the arbitrator's discretion.

20.5 Equitable Relief

Either party may seek injunctive or equitable relief in the courts of Georgia or any court of competent jurisdiction to prevent misuse of intellectual property, Confidential Information, or to enforce geographic restrictions, without first pursuing arbitration. Such relief may be sought concurrently with arbitration proceedings.

20.6 Court Jurisdiction

For any disputes not subject to arbitration, the courts of Tbilisi, Georgia shall have exclusive jurisdiction. Both parties irrevocably submit to the jurisdiction of such courts.

20.7 Class-Action Waiver

ALL DISPUTES WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS. NO PARTY MAY ACT AS PLAINTIFF OR CLASS MEMBER IN ANY CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

You may not combine your claim with claims of other users or pursue relief on behalf of others. The arbitrator may not consolidate multiple parties' claims or preside over any form of representative or class proceeding.

If the class-action waiver is found unenforceable under applicable law, the parties agree to resolve disputes individually in accordance with the remaining provisions of this section.

21. General Provisions
21.1 Modifications & Service Changes

We may update these Terms by posting revised Terms with a new "Last Updated" date. We will provide notice of material changes via email or Account dashboard notification at least 30 days before the changes take effect. Continued use after changes take effect indicates acceptance.

We may modify, suspend, or discontinue features with reasonable notice (except for emergency security measures, which may be immediate). We will provide at least 90 days' notice for deprecation of major features.

21.2 Severability

If any clause is found invalid or unenforceable by a court or arbitrator, the rest of this Agreement remains effective and enforceable. The invalid provision will be modified to the minimum extent necessary to make it enforceable while preserving its original intent.

21.3 Assignment

We may assign this Agreement to affiliates or in connection with a merger, acquisition, corporate reorganization, or sale of assets. You may not assign this Agreement or any rights hereunder without our prior written consent. Any attempted assignment in violation of this provision is void.

21.4 Force Majeure

We are not liable for delays or failures in performance resulting from events beyond reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, internet outages, third-party service failures, cyberattacks, pandemics, or government actions. Performance will be suspended during the force majeure event and resumed promptly thereafter.

21.5 No Waiver

Our failure to enforce any provision does not constitute a waiver of that provision or our right to enforce it later. Waivers must be in writing and signed by an authorized Company representative.

21.6 Entire Agreement

These Terms and the Privacy Policy constitute the entire agreement between you and Company regarding the Services, and supersede all prior agreements, understandings, negotiations, and discussions, whether oral or written.

21.7 Relationship of Parties

You and Company are independent contractors. This Agreement does not create a partnership, joint venture, agency, employment, or fiduciary relationship. Neither party has authority to bind the other.

21.8 Third-Party Beneficiaries

There are no third-party beneficiaries to this Agreement. Only you and Company may enforce these Terms.

21.9 Notices

Notices to Company must be sent to the address in Section 20. Notices to you will be sent to the email address associated with your Account. You agree to keep your email address current.

22. Copyright Complaints (DMCA)

If you believe material on the Services infringes your copyright, send a notice to our DMCA Agent:

DMCA Agent
Qui Intelligent Systems LLC
1111 B S Governors Ave STE 29040
Dover, DE 19904
Email: support@qui.is

Include:

  1. Identification of the copyrighted work claimed to have been infringed
  2. Identification of the infringing material and information reasonably sufficient to permit us to locate it
  3. Your contact information (address, telephone number, email)
  4. A statement that you have a good-faith belief that the use is unauthorized
  5. A statement, under penalty of perjury, that the information is accurate and you are authorized to act on behalf of the copyright owner
  6. Your physical or electronic signature

We will respond per the Digital Millennium Copyright Act. Repeat infringers' Accounts may be terminated.

Counter-Notification: If you believe your content was wrongly removed, you may send a counter-notification containing the information required by 17 U.S.C. § 512(g)(3).

23. Contact

Qui Intelligent Systems LLC
Vake district, University Street, N 17a, Floor 10, 0186
Tbilisi, Georgia
Identification Code: 405838866

Support Email: support@qui.is
Legal Inquiries: legal@qui.is
Security Incidents: security@qui.is
Data Protection: privacy@qui.is

23.1 Consumer Protection & Data Protection Authorities

For matters relating to consumer protection, you may contact:

Georgian National Competition Agency (GCCA)
Website: https://gcca.gov.ge

Personal Data Protection Service (PDPS)
Website: https://pdps.ge
Email: info@pdps.ge

You have the right to file complaints with these authorities if you believe your rights under Georgian consumer protection law or data protection law have been violated.

24. Definitions
Term Meaning
Account The account you create to use the Services.
Company / we / us / our Qui Intelligent Systems LLC, a limited liability company registered under the laws of Georgia (Identification Code: 405838866), with registered address at Vake district, University Street, N 17a, Floor 10, 0186, Tbilisi, Georgia.
Content All data, text, images, audio, video and other material.
Customer Content Content you or your authorized users submit to the Services.
Documentation Guides and other materials we supply about the Services.
Intellectual Property Rights All IP rights worldwide.
Services All software, applications, platforms, sites, APIs, command-line tools, terminal connectors, orchestration nodes, and related services offered by Qui Intelligent Systems LLC (including but not limited to QUI Core, Qui Anima, ThinkThing, Strings, and any future products or services).
Support Email support@qui.is — the primary email address for technical support, security incidents, and general inquiries.
Tokens Usage units we use to meter and bill consumption of the Services.
User / you / your The individual or entity agreeing to these Terms.
25. User Acknowledgement & Risk Acceptance
MANDATORY ACKNOWLEDGEMENTS: By creating an Account or using the Services, you confirm that you have read, understood, and explicitly accept ALL of the following:
25.1 General Terms
  • I have read, understood, and accept all terms above, including all risk disclosures and liability limitations.
  • I understand this is a legally binding contract and I am waiving important legal rights, including the right to sue in court and the right to a jury trial.
25.2 Professional Use & Technical Expertise
  • I understand that the Services are intended for professional technical users with expertise in software development, systems administration, or AI engineering and are not consumer products.
  • I possess adequate technical knowledge to safely use terminal access, code execution, and system integration features.
  • I understand the implications of shell commands (including rm, sudo, chmod, dd, mkfs, and network commands) and can recognize potentially destructive operations.
  • I am capable of debugging workflow issues, interpreting error messages, and implementing corrective actions independently.
25.3 Installation & Execution Consent
  • I consent to remote code execution capabilities and local system control by AI agents as described in these Terms.
  • I understand that by installing or executing any component of the Services, I grant consent effective immediately, regardless of whether I create an Account.
25.4 Advanced Automation Risks
  • I understand that AI models can autonomously generate and execute terminal commands, code, and system operations without per-command approval for operations not classified as high-risk.
  • I understand that workflows may execute continuously for up to 30 minutes performing hundreds or thousands of operations without intermediate user checkpoints.
  • I understand that model-to-model communication can create cascading chains of autonomous agent interactions that may consume substantial resources and amplify errors.
  • I understand that review gates can be configured with auto-approval timeouts that bypass human confirmation.
  • I understand that code appearing in AI model responses may be automatically extracted and executed on my system.
  • I understand that autonomous workflows may trigger unintended business processes, external notifications, or irreversible actions.
25.5 System Risks
  • I understand that terminal access and code execution features can delete or corrupt critical system files, compromise security, cause physical hardware damage, or cause irreversible data loss.
  • I understand that commands execute in the host environment with no sandboxing or process-level isolation by default.
  • I understand that environment variables (which may contain credentials) are accessible to executed commands and code.
  • I understand that AI-generated commands and code may contain errors, security vulnerabilities, or unintended side effects.
  • I understand that Company is not liable for physical damage to hardware, loss of use, or consequential property damage.
25.6 Credential and Security Risks
  • I understand that I am solely responsible for securing all credentials, API keys, and secrets stored in the Services.
  • I understand that terminal access and code execution may expose credentials through environment variables, logs, command outputs, or error messages.
  • I understand that I must implement independent credential rotation, encryption, access monitoring, and security incident response procedures.
  • I understand that compromised credentials can lead to unauthorized access to external services and substantial financial liability.
25.7 External Service Risks
  • I understand that workflows may interact with 37+ external services and I am responsible for all costs, rate limits, terms compliance, and data governance for these services.
  • I understand that I am solely liable for unauthorized API usage, data breaches, or compliance violations resulting from external service integrations.
  • I understand that third-party service interruptions, data loss, or security breaches are beyond Company's control and I must implement independent backups.
  • I understand that data transmitted to external services (including third-party AI model providers) may be subject to those services' data processing practices and terms of service.
  • I understand I must not export code, models, or data in violation of export control laws.
25.8 Cost and Resource Risks
  • I understand that M2M communication and automated workflows can consume substantial tokens rapidly, potentially resulting in unexpected costs of hundreds or thousands of dollars.
  • I understand that I am responsible for monitoring token usage and implementing cost controls, alerts, and budget limits.
  • I understand that automated workflows can consume significant system resources (CPU, memory, disk I/O, network bandwidth) and may affect system performance.
25.9 Regulatory Compliance Risks
  • I understand that I am solely responsible for determining whether my use of the Services complies with applicable laws and regulations in all jurisdictions where I operate.
  • I understand that Company provides no compliance support, legal advice, regulatory guidance, or certifications for my specific use case.
  • I understand that I must immediately discontinue use if my jurisdiction prohibits or restricts the AI capabilities provided by the Services.
  • I understand that use for high-risk applications (healthcare, finance, safety-critical systems, etc.) requires comprehensive safety systems, independent validation, mandatory human oversight, and regulatory compliance measures that I must implement independently.
25.10 Geographic Restrictions
  • I confirm that I am not located in, incorporated in, or operating from the EU, EEA, UK, or any sanctioned jurisdiction.
  • I will not use VPNs, proxies, or other methods to circumvent geographic restrictions.
  • I will not use the Services to provide services to customers located in restricted jurisdictions (EU/EEA/UK or sanctioned countries).
  • I understand that accessing the Services from restricted jurisdictions is a material breach and subjects me to full indemnification liability.
  • I am responsible for ensuring my use of the Services complies with all applicable laws in my jurisdiction.
25.11 Technical Preparedness
  • I have implemented verified backup procedures appropriate for my use case and test backups regularly (at least monthly).
  • I have implemented emergency stop mechanisms (dashboard, kill switches, process termination) and test them regularly.
  • I have incident response capabilities including monitoring dashboards, alerting systems, SIEM integration, and escalation procedures.
  • I understand that I am solely responsible for implementing resource limits, approval workflows, and safety constraints tailored to my risk tolerance.
  • I understand the shared responsibility model and my obligations for secure configuration, access control, and monitoring.
25.12 Insurance & Risk Management
  • I have considered whether I need cyber liability insurance, errors and omissions (E&O) insurance, technology E&O coverage, or other insurance for my specific use of AI automation and autonomous agent systems.
  • I understand that Company recommends consulting with insurance professionals to ensure adequate coverage for potential liabilities arising from use of the Services.
  • I understand that Company's liability is capped but my liabilities to third parties are not.
25.13 Liability Acceptance
  • I accept full responsibility and liability for all actions taken by AI agents, autonomous workflows, and automated systems operating under my account or on my behalf.
  • I agree to indemnify and hold Company harmless from any claims, damages, costs, or liabilities arising from my use of the Services, including third-party claims, regulatory penalties, and legal fees.
  • I understand that Company's liability is limited as described in Section 17, and that I bear all risks for data loss, system damage, security incidents, compliance violations, hardware damage, and operational impacts.
  • I understand that my indemnification obligations are not subject to the liability limitations and survive termination of this Agreement indefinitely.
25.14 AI Model Limitations
  • I understand that AI models may hallucinate (generate false information), produce biased outputs, or provide inconsistent results.
  • I understand that I must independently verify all AI-generated outputs before relying on them for critical decisions or automated execution.
  • I understand that AI models have limited reasoning capabilities compared to human experts and should not be solely relied upon for complex decisions or safety-critical applications.
  • I understand that AI-generated content may infringe third-party intellectual property rights and I am responsible for ensuring compliance.
25.15 Sensitive Data
  • I understand that I must not submit sensitive data categories (biometric identifiers, health information, financial credentials, etc.) to the Services without implementing encryption and appropriate safeguards independently.
  • I understand my obligations under applicable data protection laws if I process sensitive data through the Services.
25.16 Third-Party AI Provider Data Transmission & Liability
  • I understand that my data, inputs, prompts, code, and system information are transmitted to third-party AI model providers (OpenAI, Anthropic, Google, etc.) for processing and that once transmitted, this data is beyond Company's control.
  • I accept full liability for any data leaks, breaches, unauthorized access, or misuse by third-party AI providers resulting from my use of the Services.
  • I understand that Company provides NO warranties or guarantees regarding third-party AI providers' data security, privacy practices, or compliance with data protection laws.
  • I understand that I am solely responsible for determining what data is safe to submit to the Services and for reviewing third-party AI providers' terms, privacy policies, and data handling practices.
  • I agree to indemnify and hold Company harmless for any claims, damages, losses, or regulatory penalties arising from data I transmitted to third-party AI providers through the Services.
  • I understand that Company is not responsible for data breaches, security incidents, policy violations, or data misuse by third-party AI model providers.
FINAL CONFIRMATION: By proceeding with account creation, installation, or continued use of the Services, you acknowledge that you have carefully reviewed these terms, understand the significant risks involved, accept full responsibility for all consequences, and agree to indemnify Company for any claims arising from your use of Qui Intelligent Systems LLC's powerful AI-driven terminal access, code execution, and autonomous agent capabilities.

IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE, INSTALL, OR ACCESS THE SERVICES.