Terms of Service

1. Acceptance of Terms

By creating an account, accessing, or using the CoAgentor platform and services (the “Service”), you agree to be bound by these Terms of Service (“Terms”). If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity and that it has read and agrees to these Terms. If you do not agree to these Terms, do not use the Service.

These Terms apply to all users of the Service, including free-tier users. Your use of the Service also constitutes acceptance of our Privacy Policy, Cookie Policy, and Acceptable Use Policy (“AUP”), each incorporated herein by reference.

2. Description of Service & Beta Status

CoAgentor is an AI meeting agent platform operated by Niche Nudge LLC (“we,” “us,” or “our”), a Delaware limited liability company. The Service enables users to configure intelligent AI agents that join live video meetings — including Google Meet, Zoom, and Microsoft Teams — as participants, process audio in real time, and respond using natural AI voice synthesis.

Early Access / Beta: The Service is currently provided in an early-access or beta state. This means features may change, be removed, or experience instability without prior notice. We provide no SLA or uptime guarantee during this period. We may introduce charges, modify pricing, or change plan terms with at least 30 days’ advance written notice (by email to the address on your account) for paid subscribers. Notice of pricing changes for free-tier users will be posted on our website and communicated by email where practicable.

3. Eligibility & Account Registration

Eligibility. You must be at least 18 years of age to create an account or use the Service. By registering, you represent and warrant that you are 18 or older. The Service is not directed at, and may not be used by, children under 13 under any circumstances. If we become aware that a user is under 13, we will terminate that account and delete associated data without notice.

Registration. You must provide accurate, current, and complete information when creating your account and keep it updated. You are responsible for maintaining the confidentiality of your credentials and for all activity under your account. You must notify us immediately at [email protected] if you become aware of unauthorized access. We are not liable for losses resulting from unauthorized access due to your failure to secure your credentials.

One account per person. Accounts are personal and non-transferable. Creating multiple accounts to circumvent usage limits is a material breach of these Terms. Business customers requiring multiple-seat access should contact us about team or Business plan options.

4. Subscriptions, Billing & Refunds

4.1 Plans

CoAgentor offers Free, Solo, and Pro subscription tiers as described on our pricing page. Plan features and limits are subject to change with notice as described in Section 24.

Each plan tier enforces per-account limits on third-party integration connections (including, without limitation, Google Calendar, Outlook Calendar, Slack, and Microsoft Teams). These limits apply independently per integration type: the Free plan permits one (1) connected account per integration type; the Solo plan permits two (2) connected accounts per integration type; and the Pro plan permits unlimited connected accounts per integration type. Attempting to connect additional accounts beyond your plan’s limit will require you to upgrade your subscription. Current limits are always displayed on the pricing page and within the Service.

4.2 Billing Authorization

Paid subscriptions are billed in advance on a monthly or annual basis. By providing payment information, you authorize Niche Nudge LLC to charge your payment method: (a) the applicable subscription fee on each renewal date until you cancel; and (b) any credit top-up purchases you initiate or that are triggered automatically by your auto-reload settings as described in Section 4.3. All amounts are in US dollars. If a payment fails, we will notify you and may suspend your account after a 5-day grace period.

4.3 Meeting Hours & Credits

Each plan includes a meeting hour allotment as stated on the pricing page. One “meeting hour” equals one Agent active in one meeting for one hour; partial hours are rounded up to the nearest minute. Unused monthly hours do not roll over to subsequent billing periods.

There is no automatic overage billing. When your plan’s included hours are exhausted, Agent deployment is suspended unless you have a prepaid credit balance. Credits are purchased at a per-hour rate for your plan tier as displayed on our pricing page. Credits do not expire and are non-refundable once purchased except as required by applicable law. If you enable auto-reload, you authorise us to charge your saved payment method for the block size you select whenever your credit balance falls below your chosen threshold.

The Free plan includes a lifetime hour cap, not a monthly allotment. Once exhausted, Agent deployment is suspended until you upgrade to a paid plan or purchase credits.

4.4 Refund Policy

Monthly plans: No refunds for partial months. You retain access through the end of the paid period upon cancellation.

Annual plans: A full refund is available within 7 days of initial purchase if you have not exceeded 5 meeting hours under the plan. After 7 days, annual plans are non-refundable. Prorated refunds are not available except where required by applicable consumer protection law (including EU/UK consumer rights legislation providing a 14-day statutory cooling-off right).

Chargebacks: Initiating a chargeback or payment reversal without first contacting us at [email protected] and allowing us 10 business days to resolve the dispute may result in immediate account suspension and referral for collection. We maintain detailed transaction records and will contest chargebacks where our Terms have been fulfilled.

4.5 Taxes

Prices are exclusive of taxes. You are responsible for all applicable sales, use, VAT, GST, and other taxes arising from your subscription. We will add applicable taxes to your invoice where required by law.

4.6 Free Plan

The Free plan is provided without charge subject to listed limits. We reserve the right to modify limits or discontinue the Free plan with 30 days’ notice communicated by email. Free plan users have no SLA, uptime guarantee, or support entitlement.

5. Acceptable Use

Your use of the Service is governed by our Acceptable Use Policy (“AUP”), incorporated into these Terms by reference. The AUP defines prohibited configurations, required consent obligations, and conduct standards. Violation of the AUP is a material breach of these Terms and grounds for immediate termination.

6. AI Output Disclaimer

AI outputs are not professional advice. Agent outputs — including spoken statements, summaries, data citations, and recommendations — are generated by AI systems and may contain errors, omissions, hallucinations, or inaccuracies. No Agent output should be treated as legal, financial, medical, psychological, compliance, or other professional advice.

You acknowledge that:

• AI language models have known failure modes including confident factual errors (“hallucinations”).
• Agent outputs depend entirely on the quality and accuracy of your connected data sources and configuration directives.
• You are solely responsible for verifying the accuracy of any Agent output before acting on it.
• We make no representation that Agent outputs are accurate, complete, current, or appropriate for any specific purpose.
• Reliance on Agent output for consequential business, legal, financial, or medical decisions is at your own risk.
• Where the EU AI Act (Regulation (EU) 2024/1689) or equivalent legislation applies, you are solely responsible for ensuring your deployment of the Service satisfies any obligations imposed on you as a deployer or user of AI systems under that legislation.

This disclaimer survives termination of these Terms.

7. Meeting Participation & Consent Law Compliance

This section addresses one of the highest-risk areas of the Service. You bear sole legal responsibility for compliance with all applicable laws governing electronic surveillance, call recording, and automated participation in meetings.

Relevant laws vary significantly and include, without limitation:

• US Federal: Electronic Communications Privacy Act (ECPA) / Wiretap Act (18 U.S.C. § 2511) — generally requires one-party consent at federal level, but state law may be stricter.
• US State (two-party / all-party consent states): California (Penal Code § 632), Connecticut, Florida, Illinois, Maryland, Massachusetts, Michigan, Montana, Nevada, New Hampshire, Oregon, Pennsylvania, and Washington require all parties to consent to interception or recording. Violations can carry criminal penalties and civil liability.
• Illinois BIPA: The Biometric Information Privacy Act may apply if voice prints are considered biometric identifiers. You are responsible for obtaining BIPA-compliant consent where applicable.
• EU/UK GDPR: Article 22 governs automated decision-making. Article 13 requires data subjects to be informed of automated processing. Deploying an Agent in meetings with EU/UK data subjects triggers GDPR notification obligations.
• Canada PIPEDA / Quebec Law 25: Consent requirements for automated participation.
• Australia: The Telecommunications (Interception and Access) Act 1979 and equivalent state surveillance device laws may require all-party consent. You are responsible for compliance in any Australian jurisdiction where participants are located.

Your obligations: Before deploying any Agent in a meeting, you must ensure all human participants are clearly informed that an AI agent is present, that it processes audio in real time, that it may speak using AI voice synthesis, and that it may access external data sources during the session. We strongly recommend a verbal disclosure at the start of every meeting and a written disclosure in meeting invitations. Verbal disclosure alone may not be sufficient in some jurisdictions.

We do not monitor your meetings for consent compliance. We provide no legal advice regarding applicable consent requirements. Consult a qualified attorney in your jurisdiction before deploying Agents in meetings with participants outside your organization, in regulated industries, or with participants in all-party consent jurisdictions.

8. Your Data, Content & Ownership

8.1 Ownership

You retain all ownership rights in the data and content you upload, configure, or generate through the Service (“Your Content”), including Agent configurations, uploaded knowledge base files, and meeting transcripts. These Terms do not transfer any ownership of Your Content to us.

8.2 License to Operate the Service

You grant Niche Nudge LLC a limited, non-exclusive, worldwide, royalty-free license to process, store, transmit, and display Your Content solely to the extent necessary to provide the Service to you. This license terminates when you delete content or close your account, subject to Section 8.5.

8.3 No AI Training

We do not use your meeting transcripts, Agent configurations, uploaded data, or any other content you generate through the Service to train, fine-tune, or improve any AI or machine learning model, including models used to power the Service, without your explicit, separately obtained written consent. This commitment survives termination of these Terms.

8.4 Data Portability

Meeting transcript data can be exported from your dashboard while your account is active.

8.5 Post-Termination Deletion

Upon account closure, we will delete your personal data and content within 30 days, except where we are required by law to retain it (e.g., tax and financial records, litigation holds) or where anonymized, aggregated analytics cannot be attributed to you.

9. Third-Party Integrations & Platform Compliance

The Service integrates with third-party platforms (including Google Meet, Zoom, Microsoft Teams, AI language model providers, AI voice synthesis providers, calendar platforms such as Google Calendar and Microsoft Outlook, productivity and communication tools such as Slack, and data sources such as Google Drive, Notion, Airtable, HubSpot, and Confluence). You acknowledge that:

• Your use of connected platforms is governed by those platforms’ own terms and policies.
• By connecting a data source, you represent you have lawful authority to grant the Service access to that source and all data within it.
• We are not responsible for outages, changes, or policy shifts by third-party platforms that affect Service functionality.
• Meeting platforms (Google Meet, Zoom, and Microsoft Teams)each have their own terms governing automated participants, bots, and audio processing. You are solely responsible for ensuring your use of CoAgentor complies with the applicable terms of each platform where you deploy an Agent. We make no representation that our integrations are currently permitted or will remain permitted under any platform’s terms, as those terms may change at any time without notice to us.
• AI voice synthesis capabilities are provided through third-party AI voice services. Your use of Agent voice features must comply with those services’ terms, including their voice usage and acceptable use policies.
• AI language model capabilities used to power Agent reasoning are provided through third-party large language model APIs. We transmit only the minimum necessary transcript context to generate Agent responses.

We are not liable for any loss, damage, or liability arising from third-party platform changes, outages, or enforcement actions against your account on those platforms.

10. Intellectual Property

The Service, its software, design, trademarks (“CoAgentor,” “Don’t Meet Alone,” and associated marks), and all related documentation are the property of Niche Nudge LLC and are protected by US and international intellectual property laws. These Terms grant no ownership rights in the Service or our intellectual property.

You may not: (a) copy, reproduce, or create derivative works of the Service; (b) reverse engineer, decompile, or disassemble any part of the Service; (c) remove or alter proprietary notices; (d) use our trademarks without written permission; or (e) use the Service to build a competing product or scrape Service data for commercial purposes.

DMCA / Copyright: If you believe content accessible through the Service infringes your copyright, send a DMCA notice to [email protected] with: (1) identification of the copyrighted work; (2) identification of the infringing material; (3) your contact information; (4) a good-faith belief statement; and (5) a statement of accuracy under penalty of perjury.

11. Feedback License

If you submit feedback, suggestions, bug reports, or ideas about the Service (“Feedback”), you grant Niche Nudge LLC a perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, modify, and incorporate that Feedback into the Service or any other product, without compensation or attribution to you. You represent that any Feedback you submit does not contain confidential information belonging to a third party.

12. Prohibited Industries & Regulated Use

The Service is not designed, certified, or approved for use in safety-critical or highly regulated contexts. You may not use the Service as a primary decision-making tool in:

• Healthcare / HIPAA: CoAgentor is not a HIPAA Business Associate and does not currently execute Business Associate Agreements (“BAA”). You must not use the Service to process Protected Health Information (“PHI”) as defined under HIPAA.
• Financial advice: Agent outputs do not constitute regulated investment, financial, or trading advice.
• Legal practice: Agent outputs do not constitute legal advice or create an attorney-client relationship.
• Emergency services: Do not deploy Agents in contexts where their output or failure could affect life-safety decisions.
• Government classified systems: Do not use to process classified, controlled unclassified, or other government-restricted information.

If you operate in a regulated industry (financial services, healthcare, legal, government), consult qualified counsel to determine what additional obligations apply before deploying the Service.

13. Indemnification

You agree to defend, indemnify, and hold harmless Niche Nudge LLC, its officers, directors, employees, contractors, and agents from and against any claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of the Service; (b) your violation of these Terms or the AUP; (c) your violation of any applicable law, including consent, wiretapping, or recording laws; (d) any Agent configuration you create or deploy; (e) content or data you submit to the Service; or (f) your infringement of any third-party intellectual property or privacy right. We reserve the right to assume exclusive control of any matter subject to indemnification, at your expense, and you agree to cooperate with our defense.

14. Disclaimers of Warranty

15. Limitation of Liability

16. Dispute Resolution & Binding Arbitration

Informal Resolution First. Before initiating arbitration or any legal proceeding, you agree to contact us at [email protected] with a written description of the dispute and your desired resolution. We will attempt to resolve the dispute informally within 30 days of receipt.

Binding Arbitration. If we cannot resolve the dispute informally, any claim arising out of or relating to these Terms or the Service (except as provided below) will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, rather than in court. The arbitration will be conducted in Delaware or remotely. The arbitrator’s decision will be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Exceptions. Either party may seek emergency injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened infringement of intellectual property rights or unauthorized disclosure of confidential information. You may also bring small claims court actions if your claim qualifies.

EU/UK Users. Nothing in this section prevents EU or UK consumers from bringing claims before their local courts or applicable dispute resolution bodies under mandatory consumer protection law.

Opt-Out Right. You may opt out of binding arbitration by sending written notice to [email protected] within 30 days of first accepting these Terms. Include your name, email address, and a clear statement that you are opting out of arbitration. If you opt out, disputes will be resolved in courts as provided in Section 18.

17. Class Action Waiver

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AND NICHE NUDGE LLC EACH WAIVE THE RIGHT TO BRING OR PARTICIPATE IN ANY CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. ALL DISPUTES MUST BE BROUGHT INDIVIDUALLY. If a court determines that this class action waiver is unenforceable, the arbitration clause in Section 16 shall not apply to the class claim, and that claim will proceed in court under Section 18.

18. Governing Law & Jurisdiction

These Terms are governed by the laws of the State of Delaware, USA, without regard to its conflict-of-laws principles. For any matter not subject to arbitration, you consent to exclusive personal jurisdiction and venue in the state and federal courts located in Delaware. The UN Convention on Contracts for the International Sale of Goods does not apply.

EU/UK Users: Nothing in these Terms limits your rights under applicable EU or UK consumer protection legislation, including the right to bring claims before your local courts, any applicable statutory cooling-off rights, or mandatory rights under the EU Digital Services Act, Consumer Rights Directive, or UK Consumer Rights Act 2015.

19. Termination

By you: You may close your account at any time by contacting [email protected] or through your account settings page. Termination does not entitle you to a refund except as provided in Section 4.4. Upon your request, we will provide an export of your Agent configurations before closing the account.

By us — for cause: We may suspend or terminate your access immediately and without prior notice for: material violation of these Terms or the AUP; fraudulent, abusive, or illegal activity; non-payment after the grace period in Section 4.2; or any conduct we reasonably determine causes imminent harm to the Service, other users, or third parties.

By us — without cause: We may terminate your account for any other reason upon 30 days’ written notice to the email address on your account. In such cases, if you are a paid subscriber, we will refund a prorated portion of any prepaid fees for the unused portion of the current billing period.

Effect of termination: Upon termination, all licenses granted to you end immediately. Your data will be handled per Section 8.5. Sections 6, 7, 8.3, 10, 11, 13, 14, 15, 16, 17, 18, and 23 survive termination.

20. Export Controls

The Service may be subject to US export control laws, including the Export Administration Regulations (EAR) and OFAC sanctions regulations. You may not access or use the Service if you are: (a) located in a US-embargoed country or territory; (b) on the US Treasury Department’s Specially Designated Nationals (SDN) list or any other applicable restricted-party list; or (c) otherwise prohibited from receiving US exports. You represent and warrant that these restrictions do not apply to you and that you will not access or use the Service in violation of any export or sanctions law.

21. Force Majeure

Neither party will be liable for any failure or delay in performance under these Terms to the extent caused by circumstances beyond that party’s reasonable control, including but not limited to: acts of God; natural disasters; pandemic or epidemic; war, terrorism, or civil unrest; governmental action or regulation; internet or telecommunications outages; or failures, outages, or policy changes by third-party service providers on which the Service depends, including without limitation meeting platform providers (such as Google Meet, Zoom, Microsoft Teams, or Webex), AI language model providers (such as Anthropic, OpenAI, Google DeepMind, or Mistral), AI voice synthesis providers (such as ElevenLabs, Amazon Polly, Microsoft Azure Cognitive Services, or Google Cloud TTS), meeting bot and real-time audio infrastructure providers, cloud infrastructure providers (such as Amazon Web Services, Google Cloud, Microsoft Azure, or Cloudflare), database and authentication providers (such as Supabase, Firebase, PlanetScale, or Neon), payment processors (such as Stripe, Braintree, or Adyen), transactional email providers (such as SendGrid, Mailgun, Postmark, or AWS SES), or calendar and productivity platforms (such as Google Workspace, Microsoft 365, or Notion); or cyberattacks not attributable to the non-performing party’s negligence. The affected party must notify the other party promptly and use reasonable efforts to resume performance. This Section does not excuse payment obligations.

22. Security Incident Notification

In the event of a security incident that we determine involves unauthorized access to your personal data and that requires notification under applicable law (including GDPR Art. 33–34, US state breach-notification statutes, or equivalent legislation), we will notify you without undue delay and, where required, within the timeframes mandated by applicable law. Notification will be made to the email address associated with your account. You are responsible for keeping your account email address current.

You agree to notify us immediately at [email protected] if you become aware of any unauthorized access to the Service or any data processed through it.

23. General Provisions

• Entire Agreement: These Terms, together with the AUP, Privacy Policy, and Cookie Policy, constitute the entire agreement between you and Niche Nudge LLC regarding the Service and supersede all prior agreements, representations, and understandings.
• Severability: If any provision is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions continue in full force.
• Waiver: Our failure to enforce any provision is not a waiver of our right to enforce it later.
• Assignment: You may not assign these Terms or your account without our prior written consent. We may assign these Terms without your consent in connection with a merger, acquisition, sale of substantially all of our assets, or corporate reorganization, provided that the assignee assumes all obligations under these Terms and the Privacy Policy.
• Notices: Legal notices to Niche Nudge LLC must be sent as described in Section 25. We will provide notices to you at the email address on your account.
• Language: These Terms are executed in English. Any translation is provided for convenience only. The English version governs in the event of conflict.

24. Changes to These Terms

We may update these Terms from time to time. For material changes, we will provide at least 14 days’ advance notice by email to the address on your account and by posting a notice on our website. Non-material changes (such as typographical corrections, reorganization, or clarifications that do not reduce your rights) may be made without advance notice but will be reflected in the updated effective date above.

Your continued use of the Service after the effective date of any change constitutes your acceptance of the revised Terms. If you do not agree to a material change, you must stop using the Service before the change becomes effective; paid subscribers who cancel within the notice period due to a material change will receive a prorated refund of prepaid fees.

25. Contact

For general inquiries: [email protected]

For legal notices (Section 23): Niche Nudge LLC, Attn: Legal, 24A Trolley Sq, #1312, Delaware, 19806, USA. Email: [email protected] — subject line “Legal Notice.”

For privacy and data requests: [email protected] — subject line “Privacy Request.”

For security disclosures: [email protected] — subject line “Security Disclosure.”