End-User License Agreement

This End-User License Agreement ("Agreement") is a legal agreement between you ("User") and Mingis Capital Partners LLC ("Company"), governing your use of the HalcyonAccord platform ("Service").

By creating an account or using the Service, you agree to be bound by this Agreement.

1. License Grant

The Company grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business or personal purposes, subject to the terms of this Agreement and your subscription plan.

2. Account Responsibilities

• You are responsible for maintaining the confidentiality of your account credentials.
• You are responsible for all activity under your account, including actions taken by AI agents you configure.
• You must provide accurate information when creating your account.

3. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose
• Attempt to gain unauthorized access to other users' data or accounts
• Use AI agents to generate harmful, deceptive, or illegal content
• Exceed your subscription plan's agent or usage limits through circumvention
• Resell or redistribute access to the Service without authorization

4. AI Agents and Third-Party Integrations

The Service enables you to create AI agents that interact with third-party services (email, calendar, project management, accounting) on your behalf. You acknowledge that:

• AI agents act based on instructions you configure and may produce errors
• You are responsible for reviewing agent actions, especially those involving external communications
• Third-party integrations are governed by those providers' own terms of service
• The Company is not liable for actions taken by AI agents on your behalf

5. API Usage and Billing

• AI agent interactions consume API tokens billed to your prepaid balance
• You are responsible for maintaining sufficient balance and configuring spending limits
• The Company may suspend agent execution if your balance reaches zero
• Pricing is subject to change with 30 days' notice

6. Data Ownership

You retain ownership of all content you create, upload, or generate through the Service. The Company does not claim ownership of your data. See our Privacy Policy for details on data handling.

7. Service Availability

The Company strives to maintain high availability but does not guarantee uninterrupted service. The Service is provided "as is" without warranties of any kind.

8. Limitation of Liability

To the maximum extent permitted by law, the Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from your use of the Service, including but not limited to damages resulting from AI agent actions, data loss, or service interruptions.

9. Termination

Either party may terminate this Agreement at any time. Upon termination, your access to the Service will cease. You may request export of your data within 30 days of termination.

10. Changes to This Agreement

The Company may update this Agreement from time to time. Material changes will be communicated via email or through the Service. Continued use after changes constitutes acceptance.

11. Governing Law

This Agreement is governed by the laws of the State of Texas, without regard to conflict of law provisions.

12. Contact

For questions about this Agreement, contact us at support@halcyonaccord.com.

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