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Legal Foundation

Terms of Service that match the actual product.

This first-pass Terms of Service foundation is written as a responsibility map for an approval-gated AI workflow product. It is built to describe what AgentAlly actually does now, what it does not do by default, and where human, professional, and compliance responsibility remains with the customer.

Draft for Counsel ReviewProduct-Truth Locked

Launch foundation draft for counsel review. Contracting-entity details, effective date, and certain commercial and dispute terms remain subject to final legal confirmation before public launch or beta onboarding.

Last Updated
April 17, 2026
Effective Date
Pending final launch publication

Defined Terms

The terms below are the contract vocabulary the rest of the draft uses.

Authorized User

A natural person that Customer authorizes to access or use the Service under Customer's account or workspace.

Customer Data

Prompts, uploaded files, CRM records, contact data, transaction data, calendar and inbox context, approval logs, and other data that Customer or its Authorized Users submit to, connect to, or make available through the Service.

AI Output

Any draft, summary, recommendation, workflow suggestion, classification, generated content, or other machine-generated output produced by the Service.

External Communication

Any email, SMS, call script, direct message, document transmittal, marketing asset, or other content intended to be sent, shared, or delivered outside the Service to a prospect, client, vendor, counterparty, platform, or other third party.

Approved Communication

A specific External Communication that an Authorized User reviewed and affirmatively approved for transmission or release through the Service.

Preview Feature

A feature labeled alpha, beta, pilot, preview, early access, or similar language showing that it is not yet part of the general availability baseline.

Feedback

Voluntary comments, ideas, suggestions, ratings, or bug reports that Customer or an Authorized User provides about the Service, excluding Customer Data unless separately agreed in writing.

Section 1

Contracting Entity, Acceptance, Eligibility, and Authority

These Terms of Service govern access to and use of AgentAlly's software, websites, workflows, APIs, preview environments, and related services. The final published version will identify the contracting entity and effective date before launch.

By accessing or using the Service after the effective date, or by clicking to accept these Terms where presented, Customer agrees to be bound by these Terms.

Customer must be at least 18 years old and legally able to enter into a binding contract. If Customer uses the Service on behalf of a brokerage, team, company, or other organization, Customer represents that it has authority to bind that organization to these Terms.

Section 2

Accounts, Workspace Admins, and Security

Customer must provide accurate account information, keep credentials confidential, and promptly update account details when they change.

Customer is responsible for activity that occurs under its account, including activity by Authorized Users. Workspace administrators may be able to invite or remove users, manage integrations, access workspace-level data, and control billing settings for the workspace.

Customer must notify AgentAlly promptly if Customer becomes aware of unauthorized access, credential compromise, or suspected misuse of the Service.

Section 3

Service Description and Product Scope

AgentAlly is an approval-gated AI workflow product built to help real estate operators and related businesses draft, suggest, summarize, organize, stage, and recommend work. The Service may help prepare communications, summarize information, surface next steps, organize context, and support review-ready operating workflows.

Unless a separately documented feature clearly says otherwise, the Service does not imply autonomous sending by default. It may prepare or stage proposed External Communications, but it does not describe one-time setup, connected integrations, or saved preferences as blanket authority to send future communications without review.

Some features may be released as Preview Features. Preview Features may change, be limited, or be discontinued without the same support, stability, or availability commitments as the general Service.

Section 4

Customer Responsibilities

Customer remains responsible for deciding whether, when, and how to use the Service and any AI Output.

Customer must review outputs for accuracy, legality, compliance, tone, factual grounding, recipient fit, and appropriateness for the specific transaction, relationship, or situation before use.

Customer is responsible for obtaining and maintaining the rights, permissions, and authority needed to use Customer Data, to connect third-party systems, and to act on behalf of Customer's business, clients, or contacts where relevant.

  • Maintain human review, supervision, and sign-off where Customer's workflow, brokerage rules, licensing obligations, or law require it.
  • Use licensed professionals, brokers, attorneys, lenders, title or escrow providers, and other specialists when their judgment is required.
  • Keep Customer's own books, records, notices, and retention practices to the extent applicable to Customer's business.

Section 5

AI Output, Review Duty, and Non-Reliance

AI Output may be inaccurate, incomplete, stale, generic, biased, misleading, non-unique, or unsuitable for a specific use case. AgentAlly does not warrant that AI Output is correct, legally compliant, original, or appropriate for Customer's intended use.

Customer must review, edit, reject, or replace AI Output as appropriate before relying on it or using it externally. Customer may not treat AI Output as a substitute for independent judgment or required human review.

Customer may not use AI Output as the sole basis for consequential decisions involving legal obligations, regulated communications, brokerage supervision, licensing compliance, housing access, fair housing, or other materially sensitive matters.

Section 6

External Communications and Approval-Gated Sending

AgentAlly may prepare, stage, or recommend proposed External Communications. A proposed message, document, or send step becomes an Approved Communication only when an Authorized User reviews the specific content and affirmatively approves that specific transmission or release.

Except where a separately documented feature clearly provides otherwise, AgentAlly will not transmit an External Communication unless and until it becomes an Approved Communication. Connected inboxes, CRM connections, templates, workflows, or recurring preferences do not by themselves create blanket authority for default autonomous sending.

Customer is responsible for each Approved Communication, including the decision to send it, the recipient selection, the final content, the timing, and any required disclosures, recordkeeping, opt-out handling, or follow-up compliance steps.

Section 7

Professional Boundaries, Fair Housing, and Communications-Law Compliance

AgentAlly is not a law firm, brokerage, broker of record, lender, title company, escrow agent, tax advisor, appraiser, or other licensed professional service provider. The Service does not provide legal advice, definitive contract or disclosure interpretation, underwriting advice, appraisal opinions, or brokerage supervision.

The Service is not a substitute for broker supervision, attorney review, or other licensed-professional review where that review is required. Customer remains responsible for determining when specialized human review is required and for obtaining it.

Customer remains responsible for complying with all laws, rules, regulations, platform terms, carrier requirements, and professional obligations applicable to Customer's use of the Service, including requirements related to email, SMS, calling, recordings, disclosures, sender identification, consent, unsubscribe or revocation handling, quiet hours, recordkeeping, and marketing practices.

Customer may not use the Service to discriminate, steer, exclude, target, or make housing, marketing, or communication decisions in a way that violates fair housing, anti-discrimination, or similar laws. Customer remains responsible for reviewing all outputs and campaigns for fair-housing and anti-discrimination compliance.

  • Examples of communications-law responsibilities that remain with Customer include obtaining and honoring required consents, honoring opt-outs, and complying with applicable anti-spam, telemarketing, robotext, and do-not-call obligations, including the TCPA and CAN-SPAM where applicable.
  • Examples of professional-boundary responsibilities that remain with Customer include legal advice, contract interpretation, disclosure judgments, trust-money handling, broker-required supervision, and any licensed-professional sign-off.

Section 8

Acceptable Use

Customer may not use the Service in violation of law, third-party rights, platform terms, or these Terms.

  • Bypass, disable, or undermine approval controls, audit trails, security features, rate limits, or workspace restrictions.
  • Send or prepare unlawful spam, deceptive outreach, impersonation, fake reviews, or discriminatory housing or marketing content.
  • Upload or use Customer Data that Customer lacks rights or authority to use.
  • Use the Service to develop competing models or services through unauthorized scraping, reverse engineering, automated extraction, or abusive probing beyond what law expressly permits.
  • Misrepresent AI Output as verified fact or as professional advice without the required human review and qualification.

Section 9

Third-Party Services and Dependencies

Some Service features depend on third-party providers and integrations, including model providers, hosting providers, identity providers, payment processors, CRM systems, inbox and calendar providers, telecommunications carriers, document services, analytics providers, storage providers, and mapping or data vendors.

Third-party services may change, fail, rate-limit, suspend, reject, or discontinue functionality outside AgentAlly's control. Deliverability, connectivity, latency, account access, and feature availability may depend on those third-party systems and their policies.

Customer is responsible for maintaining any third-party accounts, permissions, consents, and commercial relationships required for Customer's intended use. AgentAlly is not responsible for third-party fees, outages, blocking decisions, or policy changes except to the extent expressly stated in a separate written agreement.

Section 10

Customer Data, AI Output, Service License, and Feedback

As between the parties, Customer retains Customer's rights in Customer Data. These Terms do not transfer ownership of Customer Data to AgentAlly.

Customer grants AgentAlly a non-exclusive, worldwide, limited license to host, copy, transmit, display, format, redact, index, and otherwise process Customer Data solely as reasonably necessary to provide, secure, maintain, support, and troubleshoot the Service, to perform Customer-requested actions, and to comply with law.

AI Output may not be unique and may contain material similar to content generated for other users. AgentAlly does not represent that AI Output is protectable intellectual property, exclusive to Customer, or free of third-party claims. Customer remains responsible for deciding whether and how to use AI Output.

No broader right to use Customer Data for analytics, product improvement, model training, or similar purposes is implied by these Terms. Any such rights, if offered at all, must be stated separately in the Privacy Policy or another written agreement.

If Customer submits Feedback, Customer grants AgentAlly a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free license to use that Feedback to operate, improve, and market the Service without obligation to Customer, provided that Feedback does not expand AgentAlly's rights in Customer Data.

Section 11

Fees, Billing, Renewals, Cancellation, and Refunds

Counsel Review

Some Service plans are paid subscriptions. Customer agrees to pay the fees, charges, and taxes described in the applicable order form, signup surface, trial-to-paid flow, or pricing page. Promotional pricing, Preview Feature pricing, founding-member offers, and free-trial terms may be time-limited and may change for new purchases going forward.

Unless the final launch posture states otherwise, paid subscriptions are billed in advance on a recurring monthly or annual basis until canceled. Customer authorizes AgentAlly and its payment processor to charge the selected payment method for recurring fees, applicable taxes, and any amounts owed for overages, failed payments, or reactivations.

Customer may cancel renewal through the applicable billing workflow, but cancellation does not undo charges already due for the current billing period unless required by law or expressly stated in writing. Refund posture, auto-renewal notices, payment dispute timing, and any trial-conversion mechanics must be confirmed before launch.

Review Note

Starting point only. Counsel must confirm the final renewal language, trial conversion timing, refund posture, state auto-renewal notice requirements, and whether consumer-protection rules require additional disclosures.

Section 12

Suspension and Termination

AgentAlly may suspend or limit access to the Service if reasonably necessary to address misuse, legal risk, security risk, third-party provider restrictions, nonpayment, or behavior that could harm the Service, other users, or third parties.

Customer may stop using the Service at any time. AgentAlly may terminate these Terms or Customer's access on notice if Customer materially breaches these Terms and does not cure the breach where cure is reasonably possible.

On termination, Customer's right to use the Service ends. Customer Data handling after termination remains subject to the applicable Privacy Policy, retention practices, backup realities, and any separate written agreement. Sections that by their nature should survive termination will survive, including payment obligations, disclaimers, liability limits, indemnity, dispute terms, and rights in Feedback.

Section 13

Disclaimer of Warranties

Counsel Review

The Service, AI Output, Preview Features, and all related content and functionality are provided on an "as is" and "as available" basis to the maximum extent permitted by law.

AgentAlly disclaims all implied warranties and conditions, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, quiet enjoyment, and any warranty arising from course of dealing or usage of trade. AgentAlly does not warrant that the Service will be uninterrupted, error-free, secure, accurate, complete, timely, or compatible with every third-party system or legal obligation.

Review Note

Counsel should confirm jurisdiction-specific enforceability, any required consumer carve-outs, and whether a separate SLA or uptime commitment will change this baseline.

Section 14

Limitation of Liability

Counsel Review

To the maximum extent permitted by law, AgentAlly and its affiliates, officers, employees, contractors, and suppliers will not be liable for indirect, incidental, special, exemplary, consequential, or punitive damages, or for lost profits, lost revenue, lost business opportunity, loss of goodwill, loss of data, or the cost of substitute services, even if advised of the possibility of those damages.

Subject to the final carve-outs selected for launch, AgentAlly's total aggregate liability arising out of or relating to the Service or these Terms will not exceed the greater of (a) the amounts Customer paid to AgentAlly for the Service during the 12 months before the event giving rise to the claim or (b) $100 if Customer used only a free trial or free Preview Feature.

Review Note

Counsel must confirm the liability cap, any floor amount, and carve-outs for items such as fraud, willful misconduct, gross negligence, confidentiality, data-security incidents, payment obligations, and indemnity.

Section 15

Indemnification

Counsel Review

Customer will defend, indemnify, and hold harmless AgentAlly and its affiliates, officers, employees, contractors, and suppliers from third-party claims, demands, investigations, losses, liabilities, damages, judgments, settlements, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to Customer Data, Approved Communications, Customer's use of the Service, Customer's violation of law, or Customer's breach of these Terms.

This indemnity includes claims based on consent failures, spam or telemarketing complaints, alleged unlawful recordings, alleged discriminatory communications or targeting, allegedly unauthorized use of third-party data, and instructions or content that Customer approved or caused the Service to process.

Review Note

Counsel should confirm indemnity scope, procedures, control of defense, and whether any reciprocal IP indemnity is appropriate for launch.

Section 16

Disputes, Governing Law, and Forum

Counsel Review

The current draft assumes these Terms and any dispute arising out of or relating to them will be governed by the laws of the State of Georgia, without regard to conflict-of-laws rules, and that the state or federal courts located in Fulton County, Georgia will have exclusive jurisdiction, subject to any final launch decision to replace or supplement this forum with arbitration.

Before launch, counsel must decide whether AgentAlly will keep a court-venue posture, adopt mandatory arbitration, include a class-action waiver, or create carve-outs for equitable relief, IP claims, or collections matters.

Review Note

This section is intentionally marked as provisional so counsel can redline from a real starting point instead of a blank placeholder.

Section 17

Changes to the Service or These Terms

AgentAlly may update the Service, add or remove features, or revise these Terms from time to time. Material changes will be communicated through the Service, by email, on the website, or by another reasonable notice method before the updated Terms take effect, unless earlier changes are required for legal, security, or abuse-prevention reasons.

If Customer continues using the Service after updated Terms take effect, Customer accepts the updated Terms. If Customer does not agree, Customer must stop using the Service and, if applicable, cancel the subscription.

Section 18

Notices and Contact

Customer consents to receive legal notices, billing notices, operational notices, and other communications from AgentAlly electronically, including through the Service, by email, or on the website.

Questions about these Terms can be sent to ben@getagentally.com. Contact-routing details, the final contracting entity, and notice address for formal legal notices must be confirmed before launch.

Counsel Review List

Explicit seams for legal redlines

  • Confirm the contracting entity name, notice address, and the final effective date before launch.
  • Set the liability cap and carve-outs, including any treatment for fraud, willful misconduct, data-security incidents, payment obligations, and indemnity.
  • Confirm the final indemnity scope, defense-control mechanics, and whether any reciprocal IP indemnity will be offered.
  • Decide the dispute posture: Georgia courts, arbitration, class-waiver language, and any carve-outs for injunctive relief or collections.
  • Confirm auto-renewal, cancellation, refund, free-trial conversion, and payment-dispute timing language against the actual billing flow.
  • Confirm the final output-ownership and IP allocation language, including whether any additional originality or infringement disclaimers are needed.
Validation

Product-truth checks baked into the draft

  • The service description says AgentAlly drafts, suggests, summarizes, organizes, stages, and recommends work.
  • Human review and approval for External Communications appear near the front of the document and are repeated in the communications section.
  • No section promises default autonomous sending, legal advice, broker substitution, or guaranteed output accuracy.
  • AI Output review, editing, rejection, and replacement duties are explicit.
  • Fair-housing, communications-law, and licensed-professional boundary language is present in the Terms layer itself.
  • Third-party dependency and deliverability language exists and does not hide model-provider or integration risk.
  • Customer-data rights stay narrow and do not imply hidden training or product-improvement rights.
  • Commercial and dispute sections are real enough for counsel redlines and are clearly labeled as counsel-review seams.

Questions or launch-review feedback

Until the final launch version is published, questions about this foundation draft can be sent to ben@getagentally.com.

AI-assisted draft prepared for launch counsel review on April 17, 2026. This page is not effective until AgentAlly publishes the final Terms of Service with a confirmed contracting entity and effective date.