These Terms and Conditions (“Agreement”) govern access to and use of the Bynaus Platform and Services by Customer. By executing an Order or using the Services, Customer agrees to be bound by this Agreement.
Subject to this Agreement, Bynaus, Inc. (“Bynaus”) provides access to its proprietary software-as-a-service platform available at https://www.bynaus.ai (the “Platform”), which enables AI-driven workflow automation, structured record capture, document processing, voice and messaging interfaces, analytics, and related functionality (collectively, the “Services”).
This Agreement applies exclusively to business-to-business use. The Services are not offered for personal, household, or consumer purposes.
BY CLICKING “ACCEPT,” “AGREE,” OR A SIMILAR BUTTON, OR BY ACCESSING OR USING THE SERVICES, CUSTOMER ACKNOWLEDGES THAT IT HAS READ, UNDERSTANDS, AND AGREES TO BE LEGALLY BOUND BY THIS AGREEMENT IN ITS ENTIRETY.
If Customer is accepting this Agreement on behalf of a company or other legal entity, Customer REPRESENTS AND WARRANTS THAT IT HAS THE AUTHORITY TO BIND SUCH ENTITY to this Agreement. If Customer does not have such authority, or does not agree to these terms, Customer must not click to accept or use the Services.
This Agreement is a legally binding electronic contract, and Customer agrees that electronic acceptance has the same legal effect as a handwritten signature.
Services are purchased pursuant to one or more written or electronic orders (“Order”) agreed to by the parties. Each Order specifies subscribed Services, usage limits (if any), fees, and term.
During the Term and subject to compliance with this Agreement, Bynaus grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services solely for Customer’s internal business operations.
“User” means an employee or contractor authorized by Customer to use the Services.
Customer:
Bynaus may provide technical documentation, usage guides, and workflow descriptions (“Documentation”). Documentation is licensed solely for use with the Services and may be updated at any time.
Customer shall not, directly or indirectly:
Bynaus will use commercially reasonable efforts to provide support in accordance with its then-current support policy. Availability is not guaranteed.
Customer retains ownership of all data submitted to the Services (“Customer Data”).
Customer grants Bynaus a worldwide, royalty-free license to process Customer Data solely to:
Bynaus may freely use anonymized telemetry and aggregated data that does not identify Customer or individuals.
The Services may generate AI-produced outputs, summaries, classifications, or recommendations (“Output”).
Customer acknowledges:
Bynaus will maintain commercially reasonable administrative, technical, and organizational safeguards. Where applicable, a Data Processing Agreement governs data protection obligations.
Customer represents and warrants that:
Customer must provide reasonable cooperation for implementation or professional services.
Bynaus may suspend access immediately if:
The Services may integrate with third-party platforms (e.g., cloud storage, telephony, messaging, AI models). Bynaus is not responsible for third-party services or their data practices.
Fees are as specified in the applicable Order. Fees are non-refundable except as expressly stated.
Customer is responsible for all taxes other than Bynaus’s income taxes.
Bynaus warrants that the Services will materially conform to the Documentation.
EXCEPT AS EXPRESSLY PROVIDED, THE SERVICES AND OUTPUT ARE PROVIDED “AS IS.” BYNAUS DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
Customer is solely responsible for compliance with all laws governing voice calls, SMS, automated outreach, consent, disclosures, opt-out handling, and AI disclosure requirements.
This Agreement continues for the Initial Term specified in the Order and renews automatically unless terminated with at least 60 days’ notice.
Either party may terminate for uncured material breach, insolvency, or cessation of business.
Upon termination:
Bynaus retains all rights to the Platform and Services. Customer retains ownership of Customer Data. Any feedback may be used by Bynaus without restriction or obligation.
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
Bynaus will indemnify Customer against third-party IP infringement claims related to the Services.
Customer will indemnify Bynaus for claims arising from:
Each party must protect the other’s Confidential Information and use it solely to perform under this Agreement.
This Agreement is governed by the laws of the State of Nevada.
All disputes shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.
The arbitration seat and location shall be Las Vegas, Nevada.
THE PARTIES WAIVE ANY RIGHT TO A JURY TRIAL.
ALL CLAIMS MUST BE BROUGHT INDIVIDUALLY. THE PARTIES WAIVE ANY RIGHT TO CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTIONS.
These procedures apply only to business customers and not to consumers.