Welcome to Oodlz.ai. These Terms of Service (the "Terms") govern your access to and use of oodlz.ai and the AI brand agent services we provide (collectively, the "Service").

By using the Service, you agree to these Terms. If you don't agree, don't use the Service.

In these Terms, "Oodlz," "we," "us" and "our" refer to Oodlz Inc., a Delaware corporation, and its affiliates. Oodlz.ai is a service offered by Oodlz Inc. "You" and "your" refer to you, the customer, including any business or organization you represent.

1. Changes to these Terms
We may update these Terms from time to time. If we do, we'll post the updated version here with a new "Last updated" date and notify you by email. Continued use of the Service after changes are posted means you accept the updated Terms.

2. Electronic communications
You agree we can communicate with you electronically — by email, in-app notifications, or on the website — and that these communications satisfy any legal requirement that they be in writing.

3. Privacy
Our Privacy Policy explains how we handle your data. By using the Service you acknowledge you've reviewed it.

4. Eligibility
To use the Service, you must:

-Be at least 18 years old and legally able to enter into a contract
-Provide accurate information and keep it up to date
-Be acting on your own behalf, or have authority to bind the business or organization you represent
-Not be located in or a resident of a sanctioned country, or appear on any sanctions list

5. Acceptable use
You agree to use the Service responsibly and lawfully. The full Acceptable Use Policy is in Schedule A below. By using the Service you agree to comply with it. Violations may result in suspension or termination of your account.

6. Your account
You're responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. Notify us immediately at [email protected] if you suspect unauthorized access.
You agree to keep your contact information accurate and current.

7. Your content and our license to use it
You retain ownership of all content you upload to the Service — including brand guidelines, FAQs, product information, training documents, and any output your agent generates on your behalf ("Your Content").

You grant Oodlz a limited, non-exclusive, worldwide license to host, store, process, and use Your Content solely for the purpose of providing the Service to you. We don't sell Your Content. We don't use it to train models for other customers.

You're responsible for ensuring you have the rights to upload Your Content and that it doesn't infringe anyone else's rights.

8. AI-generated output
Our AI agents generate content — articles, social posts, responses, and other materials — based on your brand training data and the prompts and instructions you provide.
You acknowledge that:

-AI output may contain errors, inaccuracies, or unintended phrasing
-You are responsible for reviewing AI-generated content before it is published, sent, or otherwise made public
-You retain full editorial responsibility for anything published under your brand name
-You are responsible for complying with any disclosure requirements that apply to AI-generated content in your jurisdiction (including FTC guidelines, the EU AI Act, and platform-specific rules)
-Oodlz is not liable for the consequences of AI output you choose to publish or send

9. Third-party integrations
The Service connects to third-party platforms (social networks, messaging services, content management systems) on your behalf. When you authorize these connections, you grant us permission to access and operate those accounts within the scope you specify.

You are responsible for complying with the terms of each third-party platform you connect. Each platform has its own rules about automated content and API access, and violating those rules is your responsibility.

We're not responsible for the actions, policies, or availability of third-party platforms. If a third-party platform changes its rules, suspends your account, or becomes unavailable, that's outside our control.

10. Fees and payment
Setup fees for the Service are listed on our pricing page. Setup fees are one-time and non-refundable once work has commenced. Any ongoing operational costs (e.g., API usage, third-party services) will be communicated separately.

We may change our pricing at any time. Changes will not affect setup fees you've already paid for active services.

11. Service availability
We work to keep the Service running reliably, but we can't guarantee 100% uptime. The Service may be interrupted for maintenance, upgrades, or reasons beyond our control (third-party API outages, infrastructure issues, etc.).
We're not liable for any loss or inconvenience caused by Service interruption.

12. Intellectual property
Oodlz owns all rights to the Service itself, including the platform, software, design, brand, logos, documentation, and any improvements or derivative works. Nothing in these Terms transfers ownership of any of that to you.
You may not copy, modify, reproduce, or create derivative works of the Service or its components without our written permission.

13. Feedback
If you provide feedback, ideas, or suggestions about the Service, we may use them freely without compensation or attribution to you.

14. Termination
By you: You can stop using the Service and close your account at any time by emailing [email protected] or following the cancellation process in your account.

By us: We may suspend or terminate your access if you violate these Terms or the Acceptable Use Policy, if we're required to by law, or if we discontinue the Service.

We'll provide reasonable notice where possible.

On termination: Your access ends, your AI agents stop running, and we'll retain or delete Your Content according to our Privacy Policy.

 Sections of these Terms that should reasonably survive termination (intellectual property, limitation of liability, indemnification, dispute resolution) will continue to apply.

15. Disclaimer of warranties
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We make no warranty that the Service will meet your requirements, be uninterrupted, secure, or error-free, or that AI-generated content will be accurate, appropriate, or fit for any particular purpose.

16. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, OODLZ IS NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES — INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR THE COST OF SUBSTITUTE SERVICES — EVEN IF WE'VE BEEN ADVISED OF THE POSSIBI

LITY OF SUCH DAMAGES.
OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE IS LIMITED TO THE AMOUNT YOU'VE PAID US IN THE 12 MONTHS BEFORE THE CLAIM AROSE.

These limitations don't apply to liability for gross negligence, fraud, willful misconduct, or anything that can't be limited under applicable law.

17. Indemnification
You agree to indemnify and hold Oodlz harmless from any claim, loss, or damage (including reasonable legal fees) arising from:

-Your use of the Service
-Your Content or the AI-generated content you choose to publish
-Your breach of these Terms or the -Acceptable Use Policy
Your violation of any law or third-party rights

18. International use
The Service is operated from the United States. If you access it from elsewhere, you do so at your own risk and are responsible for compliance with local laws.
You may not use the Service in any jurisdiction where doing so is illegal, or if you're located in a country subject to U.S. embargoes or sanctions.

19. Governing law and disputes
These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. Any dispute will be resolved exclusively in the state or federal courts located in Delaware, and you consent to the personal jurisdiction of those courts.

20. Waiver of jury trial
YOU AND OODLZ EACH WAIVE THE RIGHT TO A JURY TRIAL IN ANY DISPUTE ARISING FROM THESE TERMS OR THE SERVICE.

21. Class action waiver
YOU AND OODLZ AGREE TO RESOLVE DISPUTES ON AN INDIVIDUAL BASIS ONLY. NEITHER PARTY MAY BRING OR PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING.

22. General
These Terms are the entire agreement between you and Oodlz regarding the Service. If any provision is found unenforceable, the rest remains in effect. Failure to enforce a provision isn't a waiver of our right to enforce it later. You can't transfer your rights under these Terms; we can transfer ours.

Contact
Questions about these Terms? Email [email protected].

Schedule A — Acceptable Use Policy
This Acceptable Use Policy ("AUP") applies to all use of Oodlz.ai. Violations may result in suspension, termination, and/or legal action.

You may not use the Service to:
Illegal or harmful activity

-Engage in any unlawful activity, or content or activity that violates any law in your jurisdiction or ours
-Promote, facilitate, or engage in violence, terrorism, human trafficking, child exploitation, or other criminal activity
-Generate, distribute, or store child sexual abuse material — zero tolerance, immediate termination, reported to authorities
-Defraud, deceive, or scam any person or entity
Engage in money laundering or financing of terrorism

Harm to people or platforms

-Harass, threaten, intimidate, defame, or stalk any person
-Generate or distribute hate speech, content inciting violence, or content targeting individuals or groups based on protected characteristics
-Generate sexually explicit content involving real people without their explicit consent
-Impersonate any person or organization, including misrepresenting yourself as an official representative of Oodlz
-Generate deepfakes or synthetic media intended to deceive or manipulate
-Engage in election interference, voter suppression, or political disinformation

Spam, abuse, and platform manipulation

-Send unsolicited commercial messages (spam) across any channel
-Engage in mass automated posting or comment flooding designed to manipulate visibility, engagement metrics, or search rankings
-Use the Service to violate the terms of service or community guidelines of any third-party platform (LinkedIn, X, Instagram, Meta, etc.)
-Generate fake reviews, fake testimonials, or fabricated endorsements
-Engage in coordinated inauthentic behavior

Security and integrity

-Attempt to reverse engineer, decompile, or extract the underlying code of the Service
-Probe, scan, or test the Service's vulnerabilities, or breach security or authentication measures
-Interfere with or disrupt the Service, including denial of service attacks
-Upload viruses, malware, ransomware, or any code intended to damage systems
-Use the Service to harvest personal information about other users
-Use the Service in a way that exceeds reasonable usage limits or threatens platform stability

Intellectual property and content

-Upload or generate content that infringes copyrights, trademarks, patents, or other intellectual property rights
-Upload content that violates someone else's privacy, publicity, or moral rights
-Train AI agents on content you don't have rights to use

Misuse of AI capabilities

-Generate or distribute content designed to mislead consumers about the nature, origin, or sponsorship of communications
-Use the Service to circumvent disclosure requirements that apply to AI-generated content
-Generate content claiming to be from a real human when it is AI-generated, in contexts where this would mislead recipients (e.g., fake "personal" outreach)
-Generate medical, legal, financial, or other professional advice in contexts where it could be relied upon as expert advice

Reporting violations
If you become aware of any AUP violation, report it to [email protected]. We investigate all reports.

Enforcement
We may, at our sole discretion:

-Investigate suspected violations
-Suspend or terminate accounts
-Remove content or AI agents
-Cooperate with law enforcement and regulatory authorities
-Pursue legal remedies

We may take action without prior notice if a violation poses immediate harm, legal risk, or threat to platform integrity.

Schedule B — Data Processing Agreement
This Data Processing Agreement ("DPA") applies when you use the Service to process personal data subject to the EU General Data Protection Regulation ("GDPR"), the UK GDPR, or similar privacy laws. It forms part of and is governed by the Terms of Service.

1. Definitions

"Personal Data" has the meaning given in GDPR Article 4(1) — any information relating to an identified or identifiable natural person
"Data Subject" means the individual to whom Personal Data relates
"Customer Personal Data" means Personal Data that you upload, submit, or instruct Oodlz to process through the Service
"Process," "Controller," "Processor," "Subprocessor" have the meanings given in GDPR Article 4
"Standard Contractual Clauses" or "SCCs" means the European Commission's standard contractual clauses for the transfer of Personal Data to third countries (Decision 2021/914)

2. Roles

You are the Controller of Customer Personal Data. Oodlz is the Processor.
You determine the purposes and means of processing. Oodlz processes Customer Personal Data only on your documented instructions, including instructions given through your use of the Service.

3. Subject matter and duration

Subject matter: Provision of AI brand agent services as described in the Terms of Service.
Duration: For as long as you use the Service, plus any retention period required by law.

Nature and purpose of processing: Hosting, storage, processing, and analysis of Customer Personal Data to deliver the Service, including AI agent training, content generation, and integration with third-party platforms.

Categories of Data Subjects: Your customers, leads, employees, and any other individuals whose Personal Data you upload or whose information is processed through your AI agents.

Categories of Personal Data: Names, email addresses, phone numbers, social media handles, message content, support inquiries, and any other Personal Data you upload or that flows through your connected integrations.

4. Oodlz's obligations as Processor

Oodlz will:

-Process Customer Personal Data only on your documented instructions, including with respect to international transfers
-Ensure personnel authorized to process Customer Personal Data are bound by confidentiality obligations
-Implement appropriate technical and organizational measures to protect Customer Personal Data (described in Annex 1 below)
-Assist you in responding to Data Subject requests (access, rectification, erasure, restriction, portability, objection)
-Assist you with data protection impact assessments and prior consultations with supervisory authorities, where required
-Notify you of any Personal Data breach without undue delay (and in any event within 72 hours of becoming aware)
-Make available all information necessary to demonstrate compliance with this DPA
-Allow for and contribute to audits, including inspections, conducted by you or a mandated auditor (with reasonable notice and at your cost)
-On termination, delete or return all Customer Personal Data, unless retention is required by law

5. Subprocessors

You authorize Oodlz to engage subprocessors to provide the Service. A current list of subprocessors is available at [oodlz.ai/subprocessors] (to be created). Current subprocessors include:

-Hostinger (hosting infrastructure)
-DigitalOcean (compute infrastructure)
-Cloudflare (CDN, DNS, security)
-Stripe (payment processing)
-Anthropic, OpenAI, Google (AI model providers)
-Upstash (Redis caching)
-Google Analytics (usage analytics)
Email service provider (transactional email)

Oodlz will:

Notify you of any new subprocessor before engagement, giving you a reasonable opportunity to object
Ensure subprocessors are bound by data protection obligations no less protective than those in this DPA
Remain liable for the acts and omissions of subprocessors

6. International transfers

Where Customer Personal Data is transferred from the EEA, UK, or Switzerland to the United States or other third countries, the transfer is governed by the Standard Contractual Clauses, which are hereby incorporated by reference:

-Module 2 (Controller to Processor) applies between you (Controller) and Oodlz (Processor)
-The optional docking clause applies
-Option 2 of Clause 9(a) applies (general written authorization for subprocessors with 30 days' notice)
-The governing law is Ireland; supervisory authority is the Irish -Data Protection Commission, unless your local law specifies otherwise
-Annex I (parties, transfer details, supervisory authority) is completed by reference to your Service account information and Section 3 of this DPA
-Annex II (technical and organizational measures) is Annex 1 to this DPA

For UK transfers, the UK International Data Transfer Addendum to the SCCs applies.
For Swiss transfers, references to GDPR are read as references to the Swiss FADP and references to EU member state law are read as references to Swiss law.

7. Data Subject rights

If Oodlz receives a request from a Data Subject relating to Customer Personal Data, we will forward it to you and not respond directly unless legally required. We will assist you in responding to Data Subject rights requests, taking into account the nature of the processing.

8. Audits

You may audit Oodlz's compliance with this DPA once per year, with at least 30 days' written notice, during business hours, in a manner that does not disrupt our operations or the operations of other customers. We may satisfy audit requests by providing third-party audit reports (e.g., SOC 2, ISO 27001) where available.

9. Liability

Liability under this DPA is subject to the limitation of liability in the Terms of Service.

10. Conflict

In the event of any conflict between this DPA and the Terms of Service, this DPA prevails as to data protection matters. In the event of any conflict between this DPA and the SCCs, the SCCs prevail.

11. Term

This DPA takes effect when you start using the Service and continues until you stop using the Service and all Customer Personal Data has been deleted or returned.

Contact
For data protection matters, email [email protected].

Annex 1 — Technical and organizational measures

Oodlz implements the following measures to protect Customer Personal Data:

Encryption

TLS 1.2+ encryption for all data in transit
Encryption at rest for Customer Personal Data on hosting infrastructure

Access controls

Role-based access control for all systems handling Customer Personal Data
Multi-factor authentication required for administrative access
Principle of least privilege applied to internal access

Network security

Cloudflare DDoS protection and Web Application Firewall
Network segmentation between application, database, and cache layers
Regular vulnerability scanning

Logging and monitoring

Audit logs for access to Customer Personal Data
Monitoring for unauthorized access attempts and unusual activity

Personnel

Confidentiality obligations in employment and contractor agreements
Security awareness training

Incident response

Documented incident response procedure
Breach notification within 72 hours of becoming aware

Subprocessor management

Due diligence before engaging new subprocessors
Contractual data protection obligations with all subprocessors

Backup and recovery

Regular automated backups of Customer Personal Data
Tested disaster recovery procedures

Data minimization

Only collect and retain Personal Data necessary for the Service
Defined retention periods aligned with Privacy Policy