Before you start
Sophona is in Open Beta. That is not a marketing label. It means the Service is pre-release software offered for evaluation, that features may change or disappear without notice, that data may be lost, and that the Provider gives no warranties and accepts no liability for outcomes, to the fullest extent the law allows. Section 3 spells this out and Sections 20–21 give it legal effect.
The first fifty Organisations join the Founder Programme: free access for the duration of Open Beta and a EUR 10 Usage Credit. Everyone after that pays. Section 17 sets out both, and what the Credit is and is not.
Sophona builds and runs autonomous AI agents that talk to people, make and answer telephone calls, send messages, and operate software on your behalf. You configure what they do; you remain responsible for what they do. Sections 7–11 explain what that means in practice, and they are the sections most worth reading in full.
1. Definitions
"Provider", "we", "us" — Sophona sp. z o.o., a limited liability company incorporated under the laws of the Republic of Poland, with its registered office at Marcina Kasprzaka 31 / 119, 01-234 Warsaw, Poland, entered in the register of entrepreneurs of the National Court Register (KRS) under number 0001261005, NIP 5273232841, REGON 545506387.
"Customer", "you" — the legal entity or sole trader that creates an Organisation in the Service and accepts these Terms. Where an individual accepts these Terms on behalf of an entity, that individual warrants that they are authorised to bind it.
"Service" — the Sophona platform, comprising the Command Center web application, the Sophona AI Assistant Service, the embeddable chat widget, the desktop application, telephony and meeting functionality, the applications runtime, worker/RPA components, APIs, and any related documentation and support, as made available from time to time.
"Operator" (also referred to in the interface as an agent) — an AI assistant configured by you within the Service, including its instructions, knowledge, skills, integrations and channels.
"Skill" — an automation procedure that an Operator may execute, whether authored in the Skill Designer, generated from a description, or connected through an integration.
"Worker" — a machine (cloud or your own computer, including via the desktop application) registered with the Service to execute Skills.
"End User" — any person who interacts with an Operator you deploy: a visitor to your website using the chat widget, a caller on a telephone number you connect, a participant in a meeting, or a recipient of a message sent by an Operator.
"Customer Data" — all data you or your End Users submit to, or generate through, the Service: account and configuration data, Operator instructions, knowledge base content, uploaded files, conversation transcripts, call recordings, execution logs and outputs.
"Output" — any content produced by an Operator or by any AI feature of the Service, including text, speech, code, generated applications, summaries, decisions and actions.
"Open Beta" — the pre-release phase of the Service described in Section 3.
2. The agreement
2.1 These Terms form a binding agreement between you and the Provider. You accept them by creating an account, by using the Service, or by clicking an acceptance control, whichever happens first.
2.2 The following documents form part of these Terms by reference: the Privacy Policy, and — where personal data of End Users is processed by us on your behalf — the Data Processing Agreement referred to in Section 12.
2.3 If any of those documents conflicts with these Terms, these Terms prevail, except for the Data Processing Agreement, which prevails on matters of personal data processing.
2.4 These Terms are concluded in English. Any translation is provided for convenience; in the event of discrepancy, the English text governs, save where mandatory law requires otherwise.
3. Open Beta status
3.1 Pre-release software. The Service is made available in a pre-release state for evaluation and feedback. It is not certified, not audited, and not represented as fit for production use, for business-critical processes, or for any use where failure could cause harm, loss or legal exposure.
3.2 No service levels. There is no uptime commitment, no response-time commitment, no support commitment and no backup or recovery commitment during Open Beta. The Service may be unavailable, slow, or partially functional at any time, with or without notice.
3.3 Changes and removal. We may add, change, restrict, degrade or remove any feature, interface, API, limit or integration at any time and without notice, including in ways that are not backwards compatible and that break your existing configurations.
3.4 Data may be lost. Customer Data may be lost, corrupted, reset or deleted during Open Beta, including as a result of migrations, defects, or the end of the Open Beta programme. You must not use the Service as the sole store of any data you cannot afford to lose, and you are responsible for keeping your own copies of anything important.
3.5 End of Open Beta. We may end the Open Beta programme, in whole or in part, at any time. We will endeavour to give at least thirty (30) days' notice before terminating accounts or deleting Customer Data at the end of the programme, and to make an export mechanism available, but neither is guaranteed.
3.6 Defects are expected. You acknowledge that the Service contains defects, that AI behaviour is non-deterministic, and that neither has been exhaustively tested. Reporting defects is welcome; fixing them within any particular time is not promised.
3.7 Future commercial terms. Features available at no charge during Open Beta, including under the Founder Programme, may become paid, limited, or unavailable in later versions. Participation in Open Beta grants no right to any future pricing, plan, discount or feature. Section 17 governs charges.
4. Eligibility and business use only
4.1 The Service is offered exclusively to businesses and other organisations for purposes directly connected with their professional or commercial activity. It is not offered to consumers, and it must not be used for personal, family or household purposes.
4.2 You may register only if you are acting as an entrepreneur, if you are at least 18 years old, and if you are authorised to bind the entity you register for.
4.3 Where, despite Section 4.1, mandatory provisions of law grant you rights as a consumer or as a natural person conducting business activity concluding a contract of a non-professional nature (in Polish law: przedsiębiorca na prawach konsumenta), those provisions apply notwithstanding anything in these Terms, and the remaining provisions continue to apply so far as they lawfully can.
4.4 You may not use the Service if you are located in, or ordinarily resident in, a country subject to comprehensive sanctions by the European Union, the United Nations, or the United States, or if you appear on any applicable sanctions list.
5. Accounts, organisations and security
5.1 You register an Organisation and may invite users to it with the roles the Service provides. You are responsible for everything done through your Organisation, including by the users you invite and by any Operator you configure.
5.2 You must provide accurate registration information, keep it current, keep credentials confidential, and use the authentication methods offered (including SSO, where available).
5.3 You must notify us without undue delay at [SECURITY EMAIL] of any suspected unauthorised access to your Organisation, credentials, API keys, telephony numbers or connected accounts.
5.4 API keys, widget deployment keys, worker registration tokens and integration credentials are secrets. Publishing them, embedding them in client-side code beyond what the Service intends, or sharing them outside your Organisation is your risk and your responsibility.
5.5 We may impose and change quotas, rate limits and resource limits at any time, including retroactively for accounts that place disproportionate load on the Service.
6. The Service
6.1 Subject to these Terms, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable right to use the Service during the term, for your internal business purposes and for serving your own End Users.
6.2 The Service currently includes, among other things: creation and configuration of Operators; a conversational interface within the Command Center; an embeddable chat widget for your own websites; telephony (inbound and outbound calling); meetings with live translation and optional avatars; a knowledge base with retrieval; Operator memory; skills and automation, including execution on Workers and on desktop machines; a scheduler; generated applications and their runtime; integrations, including connectors and custom LLM endpoints; analytics and usage accounting.
6.3 The composition of the Service is subject to Section 3.3. Nothing in this Section 6, in the interface, in documentation or in marketing material constitutes a commitment that any particular feature will exist, continue to exist, or perform in a particular way.
6.4 We may use subcontractors and third-party providers to deliver the Service, as described in Section 13.
7. Your responsibilities as the operator of AI agents
This section is the heart of the agreement. Sophona provides the machinery; you decide what it does, to whom, and on whose behalf.
7.1 You are the deployer. You configure each Operator's instructions, knowledge, skills, channels and permissions. You decide whether it speaks to your customers, whether it may send messages, whether it may place calls, and what systems it may touch. You are the party responsible towards your End Users, your counterparties, and any authority, for those decisions and for their consequences.
7.2 Supervision. You must supervise your Operators appropriately for the risk involved, including by reviewing their instructions and behaviour, by testing before deployment, by monitoring conversations and executions, and by intervening — including through human handoff — where the situation requires a human.
7.3 Lawful basis and disclosure. You must ensure that deploying an Operator is lawful in your context, that End Users are told they are interacting with an artificial system where the law or basic fairness requires it, and that you have any consents that your use requires.
7.4 Content you provide. You are responsible for the lawfulness of everything you put into the Service: instructions, knowledge base documents, uploaded files, prompts, and any data you connect through integrations. You warrant that you hold the rights necessary to process it in the Service.
7.5 No delegation of your obligations. Using the Service does not transfer to us any regulatory, contractual or professional obligation you owe to anyone else. We are a tool provider, not your agent, adviser, employee or representative.
8. AI outputs
8.1 Outputs are not reliable. Outputs are generated statistically. They may be factually wrong, internally inconsistent, out of date, biased, offensive, or entirely fabricated while appearing confident and well-sourced. This is a property of the technology, not a defect we undertake to remove.
8.2 Verification before reliance. You must independently verify any Output before relying on it, publishing it, sending it to a third party, or acting on it, in proportion to the consequences of it being wrong.
8.3 Not professional advice. Outputs are not legal, medical, financial, tax, accounting, engineering, or other professional advice, and must not be presented to End Users as such.
8.4 No guarantee of uniqueness or non-infringement. Outputs may resemble or coincide with content produced for other users or with third-party material. We do not warrant that any Output is original, or that its use does not infringe the rights of any third party.
8.5 High-risk uses. You must not use the Service, and must not permit an Operator to be used, as the sole or determinative basis for decisions in the following areas without meaningful human review by a competent person: medical diagnosis, treatment, or triage; legal rights, obligations or proceedings; credit, insurance, or other access to essential services; employment, recruitment, promotion or dismissal; education access or assessment; criminal justice, law enforcement or migration; safety-critical or life-critical control of any kind; or any use classified as high-risk or prohibited under applicable AI legislation, including Regulation (EU) 2024/1689 (the AI Act).
8.6 Provider's role. In relation to the AI Act and comparable legislation, you act as the deployer of the AI system with respect to your Operators and your End Users, and you are responsible for the deployer obligations arising from your use.
9. Automation, autonomous actions and Workers
9.1 Real actions with real effects. Operators may take actions with effects outside the Service: sending emails and messages, placing and receiving telephone calls, creating and modifying records in connected systems, controlling a browser, and executing procedures on Workers, including on computers you register through the desktop application.
9.2 You grant the reach. Every such capability exists only because you connected an account, registered a Worker, or enabled a skill. The scope of what an Operator can reach is the scope you gave it. You should grant the narrowest access that the task needs, using dedicated accounts and keys where possible.
9.3 Consequences of automated action. Automated actions may be wrong, mistimed, duplicated, or taken in circumstances you did not anticipate. They may be irreversible. You accept the risk of automated actions taken by Operators you configured, and you are responsible for their consequences, including messages sent, calls placed, records changed, files modified and payments or orders triggered through systems you connected.
9.4 Your own machines. Where you register your own computer as a Worker, you are responsible for what runs on it, for its security, for the data accessible from it, and for the effect that automation has on it and on any software licensed to you. We do not monitor the content of what executes there.
9.5 Stopping. You are responsible for maintaining the ability to stop your automations, including by disabling Operators, revoking integrations, unregistering Workers, or removing telephone numbers.
10. Telephony, voice and recording
10.1 Telephony functionality is provided with the assistance of third-party carriers and platforms (see Annex A). Their terms, acceptable-use policies and technical limitations apply in addition to these Terms.
10.2 You are solely responsible for compliance with the law applicable to your calling, including: rules on unsolicited and automated calls, marketing and consent; do-not-call registers; caller identification requirements; disclosure that the caller is an automated system where required; emergency-services limitations; number acquisition, porting and use; and time-of-day restrictions.
10.3 The Service is not a substitute for a telephone line and must not be relied on for emergency communication. Calls to emergency numbers may not connect.
10.4 Recording, transcription and consent. Calls and meetings may be recorded and transcribed depending on your configuration. Recording rules differ by jurisdiction, and in many places require the informed consent of all parties. Obtaining that consent, and giving the required notices, is your obligation, not ours.
10.5 Voice, likeness and avatars. Where you use synthetic voices or avatars, you are responsible for holding the rights to any voice, likeness, name or persona you configure or upload, and for not creating the impression that a real, identified person is speaking when they are not.
11. Embedded chat widget and End Users
11.1 The chat widget is loaded from our infrastructure and runs inside your web page. You decide where it is deployed, which Operator it exposes, and whether it identifies known users.
11.2 Towards your End Users you are the party responsible for the interaction. You must publish your own privacy notice covering the widget, obtain any consent your law requires for the storage used in the End User's browser, and describe the processing that takes place.
11.3 Conversation history may be stored in the End User's browser and on our infrastructure to provide continuity of conversation. Retention is described in the Privacy Policy.
11.4 You must not deploy the widget on sites whose content violates Section 16, and you must not present the Operator as a human being.
12. Customer Data and personal data
12.1 Ownership. As between the parties, Customer Data is yours. We claim no ownership in it.
12.2 Licence to operate. You grant us a non-exclusive, worldwide, royalty-free licence to host, copy, transmit, display, process and otherwise use Customer Data solely to the extent necessary to provide, secure, support and maintain the Service, and to comply with law.
12.3 Roles under data protection law. Where Customer Data includes personal data of your End Users or your staff, you act as controller and we act as processor. Where we process account data of your administrators for our own purposes (billing, security, communication), we act as controller and the Privacy Policy applies.
12.4 Data Processing Agreement. Processing on your behalf is governed by a Data Processing Agreement compliant with Article 28 GDPR, available at [DPA URL] and incorporated by reference. If you require a signed instance, contact [email protected].
12.5 Instructions. Your configuration of the Service constitutes your documented instructions for processing. If we consider an instruction to infringe data protection law, we will inform you.
12.6 Special categories. You must not submit special categories of personal data (Article 9 GDPR), data relating to criminal convictions, payment card data, government identification numbers, or health records to the Service during Open Beta, and you must configure Operators so that they do not collect such data from End Users.
12.7 Model training. We do not sell Customer Data. We do not use Customer Data to train foundation models, and we require the same of model providers we use, save where you explicitly enable a feature that states otherwise.
12.8 International transfers. Depending on the region selected for your Organisation and on the third-party services you enable, Customer Data may be processed outside the European Economic Area. Transfers are made on the basis described in the Privacy Policy.
12.9 Deletion. Deletion of your Organisation triggers deletion of Customer Data as described in the Privacy Policy. Backups are purged on their ordinary cycle. Data already transmitted to third-party services you connected is governed by those services.
13. Third-party services and subprocessors
13.1 The Service depends on third-party providers, including model providers, telephony carriers, payment processors, cloud infrastructure, avatar and speech services, and integration platforms. A current list is at Annex A.
13.2 Your use of an integration you enable is additionally subject to that provider's terms. You are responsible for holding a valid relationship with any provider that requires one, including where you configure your own LLM endpoint or your own credentials.
13.3 We are not responsible for the availability, accuracy, security, pricing or acts of third-party providers, nor for changes they make to their services, terms or models. Interruption or discontinuation of a third-party service may interrupt or discontinue a corresponding feature of the Service.
13.4 Where you configure your own model endpoint or provider credentials, you are responsible for the cost, the terms and the data protection consequences of sending data to that endpoint.
14. Intellectual property and feedback
14.1 Ours. The Service, its software, interfaces, designs, documentation and trade marks are and remain the property of the Provider and its licensors. Nothing in these Terms transfers any right in them beyond the limited right of use in Section 6.1.
14.2 Yours. Customer Data and your own configurations remain yours.
14.3 Outputs. As between the parties, and to the extent such rights can arise and be transferred, we assign to you our rights in Outputs generated for your Organisation, subject to (a) the terms of the model provider that generated them and (b) Section 8.4. Generated applications, skills and code produced for you are yours to use, subject to any third-party components they include.
14.4 Feedback. If you send us suggestions, bug reports, ideas or evaluations, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use them without restriction and without compensation. Feedback is not confidential unless you mark it as such in writing before sending it.
14.5 Reference. We may not name you as a user publicly without your prior written consent.
15. Confidentiality
15.1 Each party may receive information of the other that is marked confidential or that a reasonable person would understand to be confidential. The receiving party will protect it with no less than reasonable care, use it only for the purposes of this agreement, and not disclose it except to personnel and subcontractors bound by equivalent obligations.
15.2 The obligation does not apply to information that is or becomes public without breach, was known before disclosure, is independently developed, or is lawfully received from a third party. Disclosure required by law is permitted, with notice to the other party where lawful.
15.3 Unreleased features. Non-public features, interfaces, performance data and roadmap information you see during Open Beta are our confidential information. You may describe your general experience of the Service publicly; you may not publish benchmarks, screenshots of unreleased functionality, or technical details of how the Service works internally, without our prior written consent.
16. Acceptable use
16.1 You must not, and must not configure an Operator or permit any user to:
- use the Service unlawfully, or in breach of any regulation applicable to you;
- impersonate any person or organisation, or present an Operator as a human being where that is deceptive;
- generate or distribute material that is defamatory, harassing, hateful, or that sexualises minors;
- generate or distribute malware, exploit code, phishing content, or credential-harvesting pages;
- send unsolicited bulk messages or calls, or otherwise use the Service for spam;
- attempt to defeat safety measures, rate limits, quotas, filters or authentication, whether in the Service or in a connected model;
- reverse engineer, decompile, or attempt to derive the source code or model weights of the Service, except to the extent that such restriction is unenforceable under mandatory law;
- use the Service to build a competing product, to benchmark it for publication, or to train a competing model;
- scrape, crawl, or extract data from the Service other than through interfaces we provide for that purpose;
- probe, scan or test the security of the Service without our prior written consent, or conduct penetration testing against it;
- resell, sublicense, rent or provide the Service to third parties as a service of your own, except by deploying Operators to your own End Users as the Service intends;
- exceed quotas by creating multiple Organisations, or otherwise circumvent limits;
- interfere with the operation of the Service or with other customers' use of it.
16.2 We may investigate suspected breaches, and may suspend access immediately where necessary to protect the Service, other customers, or third parties.
16.3 Responsible disclosure. If you discover a security vulnerability, report it to [SECURITY EMAIL] and do not exploit it, publish it, or access data that is not yours. We will not pursue claims against a reporter who acts in good faith within these limits.
17. Fees, Founder Programme and Usage Credit
17.1 Two kinds of charge. The Service separates access to the platform from usage of metered functionality. Access is what your Organisation pays for in order to use the Command Center and deploy Operators. Usage is what is consumed while Operators work: model calls, speech, telephony minutes, meetings, skill executions and comparable resources, measured by the Service.
Founder Programme
17.2 The offer. The first fifty (50) Organisations admitted to Open Beta receive, at no charge:
- access to the Service for the duration of Open Beta; and
- a one-off Usage Credit with a nominal value of EUR 10 (ten euro).
17.3 How the fifty are counted. Places are allocated by us, in order of completed registration, as recorded by our systems. Our record of the order and of the number of places allocated is decisive. We may close the programme earlier, extend it, or decline an application, at our discretion and without giving reasons. Registering does not create an entitlement to a place, and no place is reserved until we confirm it.
17.4 Nothing is owed after the fifty. Organisations admitted after the programme closes pay for access and for usage under our then-current price list at /pricing. We will make the price list available before you are asked to pay.
Usage Credit
17.5 What the Credit is. The Usage Credit is a prepaid allowance to consume metered functionality within the Service. It is expressed in euro for measurement purposes only. It is not money, not a deposit, not electronic money, and not a payment instrument. It cannot be paid out, transferred, sold, assigned, exchanged for cash, moved between Organisations, or set off against any other amount.
17.6 Consumption. The Credit is drawn down as metered functionality is used, at the rates published in the Service or in the price list, which we may change prospectively. Usage is measured by our metering (Section 17.10). Where an Operator consumes Credit while acting automatically, that consumption counts in the same way as consumption you trigger by hand: Section 9.3 applies.
17.7 Exhaustion. When the Credit is exhausted, metered functionality stops until you add funds or a paid plan is activated. Non-metered parts of the Service may remain available. We do not undertake to warn you before the Credit runs out, although the Service shows remaining balance and usage. Operators, calls and automations may stop mid-task as a result, and Section 21 applies to the consequences.
17.8 Expiry. Unused Credit expires on the earlier of: [CREDIT VALIDITY — suggested: 90 days from allocation], the end of the Open Beta programme, or termination of your Organisation. Expired Credit is not refunded, extended or reissued.
17.9 No refund and no cash value. The Credit is granted free of charge as part of a promotion. It carries no cash value, is non-refundable in every circumstance, and no compensation is due if the Service is unavailable, if a feature is removed, if rates change, or if the Credit expires unused.
Metering, payment and taxes
17.10 Metering. The Service records usage and its estimated cost per Operator, model and conversation. Our measurement is the basis for drawing down Credit and for any invoice. Figures shown for cost are estimates for your information; they are not an invoice and may differ from amounts charged by third parties. If you believe a measurement is materially wrong, tell us within thirty (30) days of the relevant period and we will review it in good faith.
17.11 Payment. Fees for paid access and for usage beyond the Credit are payable in advance unless the price list states otherwise, by the payment methods offered in the Service. Payment is processed by our payment provider; we do not store full card details. Fees are non-refundable except where mandatory law requires otherwise.
17.12 Taxes. All amounts are exclusive of VAT and other applicable taxes, which are added at the applicable rate. Where the reverse charge applies to a customer established outside Poland within the European Union, you must provide a valid EU VAT identification number; if you do not, we may charge Polish VAT.
17.13 Third-party costs are separate. Where you connect your own model endpoint, your own provider keys, your own carrier account, or any other third-party service, the cost of that service is yours and is not covered by the Credit or by any fee paid to us — whether the cost was incurred by you or by an Operator acting automatically.
17.14 Changes to prices and rates. We may change prices and metering rates for the future. For an Organisation on a paid plan we will give at least thirty (30) days' notice before an increase takes effect; for consumption of Credit and for metered rates during Open Beta, changes take effect when published in the Service. If you do not accept a change, you may terminate under Section 19.2 before it takes effect.
17.15 Charging for what is free today. Features available at no charge during Open Beta, including under the Founder Programme, may later become paid, limited or unavailable. We will give at least thirty (30) days' notice before charging for a feature you already use. Participation in Open Beta or in the Founder Programme grants no right to any future price, plan, discount or feature.
17.16 Non-payment. If an amount is overdue, we may suspend access under Section 19.4 after notice, and may charge statutory interest for late payment in commercial transactions.
18. Availability, support and changes
18.1 We aim to keep the Service available, without committing to any level of availability. Maintenance, defect remediation, security response and capacity constraints may cause interruption at any time.
18.2 Support during Open Beta is provided at our discretion and by the channels we designate. No response time is committed.
18.3 We may change the Service as described in Section 3.3. Where a change materially reduces core functionality you use and is not required for security or legal reasons, we will endeavour to give reasonable prior notice.
19. Term, suspension and termination
19.1 Term. These Terms apply from your first use of the Service and continue until terminated.
19.2 Termination by you. You may terminate at any time, for any reason, by deleting your Organisation or by notifying us at [email protected].
19.3 Termination by us. We may terminate these Terms or your access with thirty (30) days' notice for any reason, and with immediate effect if: you materially breach these Terms; you breach Section 16; your use creates legal or security risk for us, for other customers, or for third parties; a third-party provider we depend on requires it; or we end the Open Beta programme.
19.4 Suspension. We may suspend all or part of your access immediately, and without prior notice where the situation does not permit it, to address a security incident, a suspected breach of Section 16, a legal requirement, abnormal load, or non-payment of fees due under Section 17. We will notify you as soon as practicable and restore access once the cause is resolved.
19.5 Effect. On termination your right to use the Service ends, Operators stop, connected numbers and integrations are released, Workers are deregistered, and Customer Data is deleted in accordance with the Privacy Policy. Export your data before terminating.
19.6 Survival. Sections 1, 8, 12.1–12.2, 14, 15, 20, 21, 22, 25 and 26 survive termination, together with any provision that by its nature is intended to survive.
20. Disclaimer of warranties
20.1 To the fullest extent permitted by law, the Service is provided "as is" and "as available", with all faults, and without warranty of any kind, whether express, implied or statutory.
20.2 We specifically disclaim implied warranties of merchantability, fitness for a particular purpose, quiet enjoyment, accuracy, and non-infringement, as well as any warranty arising from course of dealing or usage of trade.
20.3 We do not warrant that the Service will be uninterrupted, timely, secure or error-free; that defects will be corrected; that Outputs will be accurate, appropriate or fit for any purpose; that automated actions will be correct; or that the Service will meet your requirements or comply with regulation applicable to your business.
20.4 Statutory warranty rights for defects (rękojmia) are excluded to the extent permitted by Article 558 § 1 of the Polish Civil Code, which permits such exclusion between entrepreneurs.
20.5 Nothing in this Section limits liability that cannot be limited under mandatory law.
21. Limitation of liability
21.1 Pre-release service, limited consideration. The Service is pre-release, and is provided either at no charge (Founder Programme) or for fees that reflect its pre-release state. You acknowledge that our willingness to make it available on those terms depends on the allocation of risk in this Section, and that the price would be different were it otherwise. Where you pay nothing, that fact is itself part of the bargain.
21.2 Excluded losses. To the fullest extent permitted by law, we are not liable for: lost profits, lost revenue, lost or anticipated savings, lost business or opportunity, loss of goodwill or reputation, loss or corruption of data, the cost of substitute services, or any indirect or consequential loss, however arising and whether or not foreseeable.
21.3 Specifically excluded. Without limiting Section 21.2, and to the fullest extent permitted by law, we are not liable for loss arising from: the content, accuracy or effect of any Output; any action taken or omitted by an Operator; messages sent, calls placed or records changed by automation; decisions made by you or by anyone else in reliance on the Service; unavailability, interruption or degradation of the Service; loss or deletion of Customer Data; acts, omissions, outages, pricing or terms of third-party providers; your breach of any regulation applicable to your use; or use of the Service in the areas listed in Section 8.5.
21.4 Cap. To the fullest extent permitted by law, our total aggregate liability arising out of or in connection with these Terms and the Service, from all causes of action and under all theories of liability, is limited to [AMOUNT — suggested: PLN 5,000] or, if greater, the total amount actually paid by you to us for the Service in the twelve (12) months preceding the event giving rise to the claim.
21.5 Carve-outs. Nothing in these Terms excludes or limits liability for: damage caused intentionally (Article 473 § 2 of the Polish Civil Code); death or personal injury caused by negligence; or any other liability that cannot lawfully be excluded or limited.
21.6 Time bar. Any claim must be brought within twelve (12) months of the date on which you became aware, or ought reasonably to have become aware, of the facts giving rise to it, to the extent such a limit is permitted by law.
21.7 Allocation. These limitations apply even if a limited remedy fails of its essential purpose, and reflect a deliberate and negotiated allocation of risk in a free pre-release programme.
22. Indemnification
22.1 You will defend, indemnify and hold harmless the Provider, its officers, employees and subcontractors against any third-party claim, proceeding, penalty, fine, loss, damage, cost and reasonable legal expense arising out of or in connection with: (a) Customer Data; (b) the configuration, deployment or behaviour of your Operators; (c) actions taken by automation you enabled; (d) your telephony, messaging or recording activity; (e) your breach of these Terms, in particular Sections 7–11 and 16; (f) your infringement of any third-party right; or (g) any claim by an End User relating to their interaction with an Operator you deployed.
22.2 We will notify you of any such claim without undue delay, allow you to control the defence with counsel reasonably acceptable to us, and cooperate at your expense. You may not settle a claim in a way that imposes an obligation or admission on us without our prior written consent.
23. Force majeure
Neither party is liable for failure or delay in performance caused by circumstances beyond its reasonable control, including natural disaster, war, terrorism, civil unrest, epidemic, labour dispute, failure of public telecommunications or power networks, state action, cyberattack, or failure of a third-party provider on whom performance depends. Payment obligations are not excused.
24. Changes to these Terms
24.1 We may amend these Terms. We will publish the amended version and, for changes that materially affect your rights or obligations, give at least fourteen (14) days' notice by email or in the Service before they take effect.
24.2 Continued use of the Service after the effective date constitutes acceptance. If you do not accept, you must stop using the Service and may terminate under Section 19.2.
24.3 Changes required by law, by a regulator, or to address an immediate security risk may take effect immediately.
25. Governing law and jurisdiction
25.1 These Terms and any non-contractual obligations arising out of them are governed by the law of the Republic of Poland, excluding its conflict-of-law rules and excluding the United Nations Convention on Contracts for the International Sale of Goods.
25.2 Any dispute arising out of or in connection with these Terms is subject to the exclusive jurisdiction of the Polish common court having subject-matter jurisdiction for the registered office of the Provider, currently Warsaw.
25.3 Section 25.2 does not deprive a party of any protection of mandatory law that cannot be excluded by agreement, in particular where Section 4.3 applies.
25.4 Either party may seek interim or injunctive relief before any competent court.
26. Miscellaneous
26.1 Entire agreement. These Terms, with the documents referred to in Section 2.2, constitute the entire agreement between the parties on their subject matter and supersede prior discussions, representations and proposals, save for liability for fraudulent misrepresentation.
26.2 No waiver. Failure to enforce a provision is not a waiver of it.
26.3 Severability. If a provision is held invalid or unenforceable, it is modified to the minimum extent necessary to make it enforceable, or severed if it cannot be, and the remainder continues in force.
26.4 Assignment. You may not assign these Terms without our prior written consent. We may assign them to an affiliate or in connection with a merger, reorganisation or sale of substantially all assets, on notice to you.
26.5 No partnership. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship.
26.6 Third parties. These Terms confer no rights on anyone who is not a party to them.
26.7 Notices. Notices to us go to [email protected]. Notices to you go to the email address registered for your Organisation, or are given in the Service. A notice by email is deemed received on the next business day after sending.
26.8 Order of precedence. In the event of conflict: the Data Processing Agreement on personal data matters, then these Terms, then the Privacy Policy, then any other document.
27. Contact
Sophona sp. z o.o. Marcina Kasprzaka 31 / 119, 01-234 Warsaw, Poland KRS 0001261005 · NIP 5273232841 · REGON 545506387
General and contractual: [email protected] Privacy and data protection: [email protected] Security reports: [SECURITY EMAIL]
Annex A — Third-party providers
The Service depends on third-party providers. They fall into three groups:
Core — in the processing chain for every customer: hosting and storage, the reverse proxy through which all traffic passes, the default language model, and payment processing.
Customer-enabled — reached only when you switch a feature on, connect an account, or buy a channel: telephony carriers, speech-to-text and text-to-speech vendors, real-time media transport, avatar services, sign-in providers, integration platforms, and any model endpoint you configure yourself. An Organisation using only the chat widget never sends data to a carrier or a speech vendor.
Selectable model vendors — the AI providers an Operator can be pointed at. Which one processes your data depends on the model you select for that Operator.
The current register — naming each provider, its contracting entity, the data it receives, its processing location, the transfer mechanism, and whether it uses data for training — is maintained at [SUBPROCESSOR URL] and forms part of the Data Processing Agreement. We will notify you of changes to it in accordance with Article 28(2) GDPR, and you may object to a new subprocessor on reasonable data protection grounds.
Two things in that register apply directly to how you use the Service, and are repeated here because they change what you should do:
- Some providers use data sent to them to improve their own models unless configured otherwise. Where we operate the account, we apply the available opt-out. Where you configure your own endpoint or your own provider account under Section 13.4, that configuration is yours.
- Certain model vendors that the platform is technically capable of addressing are not enabled for customer traffic, because no adequate transfer mechanism is available for them. We may enable or disable vendors on data protection grounds at any time, including where doing so changes which models you can select.