Terms of Service

You must be at least 16 years old to use the Services. The Services are designed for use by businesses, organizations, and the professionals working at them, not by individual consumers. You represent and warrant that you meet these requirements and that nothing in your use of the Services violates a law that applies to you or your organization.

Sopio is offered worldwide; however, you are responsible for ensuring that your use of the Services complies with the laws and regulations of the place from which you access them.

2.1 Creating and securing your account

To use most of the Services, you must create an account or connect a single sign-on identity from a supported identity provider (for example, Google Workspace or Okta) (your “Account”). You agree to provide accurate, complete, and up-to-date information and to keep it current. You are responsible for everything that happens under your Account and for keeping your credentials confidential. If you suspect that your Account or credentials have been compromised, or that there has been unauthorized use, you must notify us right away at info@sopio.ai. You agree not to create a new Account if we have previously suspended or removed you, unless we give you written permission to do so.

2.2 Fees and billing

If you buy a paid plan, you agree to pay the applicable fees and taxes (in EUR unless otherwise specified). Failure to pay on time may result in the suspension or termination of your access to the paid Services. By providing a payment method, you authorize us (and our payment processors) to charge that method for fees and applicable taxes. Taxes are calculated based on the billing information you provide. We may change our pricing or plans from time to time; for existing subscriptions, material changes take effect at the start of the next renewal term after we give you reasonable advance notice.

2.3 Renewals and cancellations

Subscriptions renew automatically at the end of each subscription period (monthly or annually, depending on your plan) at the then-current rates, and your payment method will be charged at the start of each new period. To stop a future renewal, cancel before the renewal date by following the instructions in your Account, or by emailing info@sopio.ai. Cancellation takes effect at the end of the then-current subscription period.

2.4 Refunds

Subscription fees are non-refundable except where required by law. After cancellation, you keep access to the paid Services through the end of the period you have already paid for. We do not offer credits for partially used periods.

2.5 Free trials

We may offer free trials of the Services. Your trial begins on the day you sign up and runs for the duration shown at the time you start it (or, if not specified, 30 days). You can cancel at any time before the trial ends. If you do not cancel and we have told you the trial will convert to a paid subscription, you authorize us to charge your payment method at the end of the trial. Data created during a trial may not be accessible after the trial ends if you do not convert.

Our Privacy Notice explains how we handle information you provide when you use the Services. For information that you (or your end-users) route through Sopio on behalf of your organization, our Data Processing Agreement (“DPA”) governs. A copy of the DPA is available on request and is incorporated by reference into your subscription contract when you are a paying customer.

4.1 Your right to use the Services

Subject to your compliance with these Terms and timely payment of any fees, Sopio grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services for your organization's internal business purposes during your subscription term. The Services may be interrupted from time to time for maintenance, upgrades, or for reasons outside our reasonable control. We will use commercially reasonable efforts to minimize disruption.

4.2 What you may not do

You agree that you will not, and will not permit anyone else to:

• copy, modify, distribute, sell, lease, sublicense, or create derivative works of the Services or any portion of them, except for content you are explicitly permitted to download or export;
• reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, structure, ideas, or algorithms of the Services, except to the extent applicable law prohibits this restriction;
• use the Services to build a competing product or to benchmark them for the benefit of a competitor;
• remove, alter, or obscure any copyright, trademark, or other proprietary notices displayed on or through the Services;
• interfere with, disrupt, overburden, or impair the Services or any network or system connected to them, or attempt to gain unauthorized access to any part of them;
• circumvent or attempt to circumvent any technological measure, rate limit, or access control of the Services;
• introduce viruses, malware, or other harmful code into the Services, or use the Services to attack another system;
• submit, transmit, or process content that is unlawful, defamatory, harassing, threatening, obscene, infringing, or that violates the rights of any third party, or otherwise use the Services in a way that breaches a law or regulation that applies to you;
• use the Services to train, fine-tune, distil, or otherwise improve any machine-learning model or AI system other than your own internal models — and only with data you are authorized to use for that purpose; or
• access or use the Services in any way that is not expressly permitted by these Terms.

4.3 Beta and early-access features

We may, at our discretion, make pre-release, beta, or early-access features available to you (“Beta Offerings”). Your use of any Beta Offering is voluntary. Beta Offerings are provided “as is”, may contain bugs or unexpected behavior, may be changed or removed at any time, and are not guaranteed to be retained or transitioned to a generally available product. Once you use a Beta Offering, your data within it may not be exportable back to an earlier version. If we make a Beta Offering available to you on a confidential basis, you agree not to disclose it without our written consent.

5.1 Our ownership of the Services

The Services, including their look and feel, software, content, documentation, designs, and trademarks, are protected by intellectual property laws. Sopio and its licensors retain all right, title, and interest in and to the Services, including all intellectual property rights. Except for the limited rights expressly granted in Section 4.1, no rights are transferred to you by these Terms.

5.2 Feedback

If you choose to share feedback, suggestions, or ideas for improving the Services (“Feedback”), you grant us a worldwide, royalty-free, irrevocable, perpetual license to use the Feedback for any purpose without restriction or compensation, and you agree that we are not obligated to keep it confidential or to act on it.

5.3 Your content and the license you grant us

When you use the Services, you may submit, upload, transmit, or otherwise make available content — for example, configurations, policies, prompts, action requests, and any other data you push through Sopio (collectively, “Your Content”). As between you and us, you and the organization you represent retain all rights in Your Content.

You grant Sopio a worldwide, royalty-free, non-exclusive license to host, store, transmit, process, and display Your Content solely as required to operate the Services for you. We never use Your Content to train, fine-tune, or improve any model — ours, yours, or anyone else's — and we never sell it. You represent and warrant that you have all rights, licenses, consents, and authority necessary to submit Your Content and to grant the license described in this section.

The Services may include or link to content, data, applications, or materials from third parties (“Third-Party Materials”) — for example, the SaaS tools or identity providers you connect to Sopio. Sopio does not control or endorse Third-Party Materials and is not responsible for their content, accuracy, security, availability, or for the practices of the third parties that operate them. Your use of any Third-Party Material is at your own risk and subject to that third party's terms and privacy notice. A link to a third-party service does not imply our endorsement of it.

7.1 Disclaimers

To the maximum extent permitted by law, the Services are provided “as is” and “as available.” Sopio, its affiliates, and its and their respective officers, directors, employees, agents, partners, and licensors (the “Sopio Entities”) disclaim all warranties of any kind, whether express, implied, or statutory, including any warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising from course of dealing or usage of trade. The Sopio Entities make no warranty that the Services will be uninterrupted, error-free, accurate, secure, or that defects will be corrected. Any advice or information obtained from the Services does not create a warranty not expressly stated in these Terms.

Nothing in this section limits or excludes any liability that cannot be limited or excluded under applicable law — including, in Germany, liability for intent or gross negligence, for injury to life, body, or health, or under the German Product Liability Act (Produkthaftungsgesetz).

7.2 Limitation of liability

To the maximum extent permitted by law, and except as set out in Section 7.1 above, the Sopio Entities will not be liable for any indirect, special, exemplary, incidental, consequential, or punitive damages — including loss of profits, revenue, goodwill, data, or substitute service — arising out of or related to the Services or these Terms, even if we have been advised of the possibility of such damages.

The Sopio Entities' total aggregate liability arising out of or in connection with these Terms or the Services will not exceed the greater of (a) one hundred euros (€100), or (b) the fees you paid to Sopio for the Services in the twelve (12) months immediately preceding the event giving rise to the claim. This limit applies regardless of the form of action, whether in contract, tort, statute, or any other theory, and even if the stated remedy fails of its essential purpose.

7.3 Indemnification

You agree to defend, indemnify, and hold harmless the Sopio Entities from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from (a) your breach of these Terms or any applicable law, (b) your or your end-users' use of the Services, (c) Your Content, (d) your violation of any third-party right, or (e) your negligence or willful misconduct. Sopio may, at its sole option, take control of the defense and settlement of any such claim, and you agree to cooperate reasonably with Sopio in the defense.

These Terms, and any dispute or claim arising out of or in connection with them or their subject matter (including non-contractual disputes or claims), are governed by, and construed in accordance with, the laws of the Federal Republic of Germany, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG).

The exclusive place of jurisdiction for any dispute arising out of or in connection with these Terms is Berlin, Germany — to the extent permitted by law. If you are a consumer, you may also bring proceedings in the courts of the country where you live, and you retain any mandatory consumer protections of your country of residence.

Before initiating formal proceedings, the parties agree to use reasonable efforts to resolve any dispute in good faith by direct discussion. If a dispute cannot be resolved within 30 days of written notice, either party may proceed in the competent courts under this section.

The European Commission provides an online dispute resolution platform at ec.europa.eu/consumers/odr. Sopio is not obliged and not willing to take part in dispute resolution proceedings before a consumer arbitration board.

9.1 Updates to these Terms

We may update these Terms from time to time. When we do, we will update the “Last Updated” date at the top. For material changes, we will use reasonable efforts to notify you in advance — for example, by email or by posting a notice in the Services — at least 30 days before the change takes effect, unless a shorter notice period is required by law. Your continued use of the Services after the effective date constitutes acceptance of the updated Terms. If you do not agree to an update, you may stop using the Services and cancel your subscription under Section 2.3.

9.2 Termination

If you breach these Terms, all rights granted to you under them terminate automatically. We may suspend, disable, or delete your Account and your access to the Services with or without notice if we reasonably believe you have breached these Terms, presented a security risk, or used the Services in a way that could create liability for Sopio or harm to other users. The provisions of these Terms that by their nature should survive termination (including Sections 5, 7, 8, and 9) will survive any termination of these Terms or your Account. Termination does not limit any other rights or remedies Sopio may have at law or in equity.

9.3 Injunctive relief

You acknowledge that a breach of these Terms — for example, an unauthorized disclosure of confidential information or an infringement of intellectual-property rights — may cause Sopio irreparable harm for which monetary damages would be an inadequate remedy. Sopio is therefore entitled to seek injunctive or other equitable relief, in addition to any other rights it may have, without the need to post a bond or to prove actual damages.

9.4 Export controls

The Services are subject to the export-control laws of the European Union and to the laws of any country from or to which the Services are made available. You agree to comply with all applicable export and re-export laws and regulations, and you will not export or re-export the Services to any person, entity, or destination prohibited under those laws.

9.5 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Sopio may assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any attempted assignment in violation of this section is void.

9.6 Miscellaneous

If any provision of these Terms is held unlawful, void, or unenforceable, that provision will be limited or eliminated to the minimum extent necessary and the remaining provisions will remain in full force. Sopio's failure to enforce any right or provision of these Terms will not be deemed a waiver of that right. The section headings are for convenience only and have no legal effect. These Terms (together with our Privacy Notice, DPA, and any subscription order or master agreement we have with you) make up the entire agreement between you and Sopio about your use of the Services.

9.7 How to contact us

Questions about these Terms? Email us at info@sopio.ai.