1. Agreement to Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and AgentEPC ("Company," "we," "us," or "our") governing your access to and use of the AgentEPC platform, AI agent services, and related offerings (collectively, the "Service").
By accessing or using the Service, you agree to be bound by these Terms. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
2. Description of Service
AgentEPC provides a cloud-based workflow management platform and AI agent automation services designed for solar EPC (Engineering, Procurement, and Construction) contractors. The Service includes:
- Platform: Project tracking, workflow management, document storage, and team coordination tools.
- AI Agents: Autonomous software agents that perform specific operational tasks such as NEM applications, permitting, plan review, and customer support.
We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time with reasonable notice.
3. Account Terms
To use the Service, you must create an account and provide accurate, complete information. You are responsible for:
- Maintaining the confidentiality of your account credentials.
- All activities that occur under your account.
- Notifying us immediately of any unauthorized use of your account.
- Ensuring that all users within your organization comply with these Terms.
You must be at least 18 years old and have the legal capacity to enter into a binding agreement to use the Service.
4. Billing and Payments
Platform Subscription: The platform is billed on a monthly basis at the rate specified in your subscription agreement. Payment is due at the beginning of each billing cycle.
AI Agent Fees: AI agent deployment fees are one-time charges per agent, due upon deployment. Additional agent maintenance or customization may incur separate fees as agreed upon in writing.
Payment Terms: All fees are quoted in U.S. dollars and are non-refundable except as expressly provided in these Terms. We reserve the right to modify pricing with 30 days' written notice. Late payments may incur interest at a rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.
Taxes: Fees are exclusive of all taxes, levies, and duties. You are responsible for paying all applicable taxes associated with your use of the Service.
5. Acceptable Use
You agree to use the Service only for lawful purposes and in accordance with these Terms. You shall not:
- Use the Service in any way that violates any applicable federal, state, local, or international law or regulation.
- Attempt to gain unauthorized access to any part of the Service, other accounts, or computer systems or networks connected to the Service.
- Use the Service to transmit any malicious code, viruses, or harmful content.
- Reverse engineer, decompile, or disassemble any part of the Service.
- Resell, sublicense, or distribute access to the Service without our written consent.
- Use the Service in a manner that could disable, overburden, or impair the Service.
- Interfere with any other party's use and enjoyment of the Service.
6. Data Ownership and Intellectual Property
Your Data: You retain all ownership rights in the data, content, and materials you upload or input into the Service ("Customer Data"). You grant us a limited, non-exclusive license to use, process, and store Customer Data solely for the purpose of providing the Service.
Our Intellectual Property: The Service, including its software, design, features, AI models, and documentation, is and remains our exclusive property. These Terms do not grant you any rights to our intellectual property except the limited right to use the Service as described herein.
Feedback: If you provide us with feedback, suggestions, or improvements regarding the Service, you grant us a perpetual, irrevocable, royalty-free license to use such feedback for any purpose.
7. AI Agent Services
AI agents operate autonomously based on the configurations and processes established during deployment. While we strive for accuracy and reliability:
- AI agents may produce errors or incomplete outputs that require human review.
- You are responsible for reviewing and verifying agent outputs before relying on them for critical business decisions.
- We do not guarantee specific outcomes, approval rates, or processing times for any agent-assisted tasks.
- Agent performance may vary based on data quality, third-party system availability, and regulatory changes.
8. Confidentiality
Each party agrees to maintain the confidentiality of the other party's confidential information and not to disclose it to third parties without prior written consent, except as required by law. Confidential information includes, but is not limited to, business processes, customer data, pricing, and proprietary technology.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL AGENTEPC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THE SERVICE.
OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO US DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
10. Indemnification
You agree to indemnify, defend, and hold harmless AgentEPC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with your access to or use of the Service, your violation of these Terms, or your violation of any third-party rights.
11. Warranty Disclaimer
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.
12. Termination
By You: You may terminate your account at any time by providing written notice to us at contact@agentepc.com. Termination will be effective at the end of the current billing cycle.
By Us: We may suspend or terminate your access to the Service immediately if you breach these Terms, fail to pay fees when due, or engage in conduct that we reasonably believe is harmful to us or other users.
Effect of Termination: Upon termination, your right to use the Service will cease immediately. We will make your Customer Data available for export for a period of 30 days following termination, after which we may delete it.
13. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws principles. Any disputes arising out of or relating to these Terms or the Service shall be resolved exclusively in the state or federal courts located in California, and you consent to the personal jurisdiction of such courts.
14. Modifications to Terms
We reserve the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our website and, where possible, by email. Your continued use of the Service after such modifications constitutes your acceptance of the updated Terms.
15. General Provisions
Entire Agreement: These Terms, together with our Privacy Policy and any applicable order forms, constitute the entire agreement between you and AgentEPC regarding the Service.
Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.
Waiver: Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision.
Assignment: You may not assign your rights under these Terms without our prior written consent. We may assign our rights and obligations without restriction.
16. Contact Information
If you have any questions about these Terms, please contact us at:
AgentEPC
Email: contact@agentepc.com