Terms of Service

These Terms of Service ("Terms") govern your access to and use of the services provided by SoftFinity Corp. ("Company," "we," "us," or "our"), operating under the trade name GenieMode.ai. By accessing or using our services, you agree to be bound by these Terms. If you do not agree, do not use the Service.

1. Service Description

GenieMode.ai provides AI agent consulting services, including but not limited to: agent strategy and discovery, custom AI agent development, integration and deployment, and ongoing optimization. Our services involve the design, engineering, testing, deployment, and maintenance of custom artificial intelligence agent systems for business use.

The specific scope, deliverables, and timeline for each engagement are defined in a separate Statement of Work ("SOW") or proposal agreed upon by both parties prior to commencement.

2. Eligibility & Accounts

You must be at least 18 years of age and have the legal authority to enter into these Terms on behalf of yourself or the entity you represent. By using our Service, you represent and warrant that:

• All information you provide is accurate, current, and complete.
• You have the authority to bind the entity on whose behalf you are engaging our services.
• Your use of the Service does not violate any applicable law or regulation.

3. Engagement & Payment

Fees for our services are outlined in the applicable SOW or proposal. Unless otherwise specified:

• Payment terms are net 30 from invoice date.
• A deposit may be required before work commences, as specified in the SOW.
• Late payments may incur interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.
• All fees are non-refundable unless otherwise stated in the SOW or required by applicable law.

We reserve the right to suspend work on any engagement where payment is overdue by more than 15 days.

4. Intellectual Property

Client IP

You retain all rights to your pre-existing intellectual property, data, and materials provided to us in connection with the engagement.

Deliverables

Upon full payment, all custom-developed deliverables as defined in the SOW are assigned to the Client, except for:

• Pre-existing tools and frameworks: Any tools, libraries, or frameworks developed by us prior to or independently of the engagement remain our property. We grant you a perpetual, non-exclusive license to use such components as integrated into your deliverables.
• General knowledge: We retain the right to use general skills, knowledge, experience, and techniques acquired during the engagement.

5. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or non-public information disclosed during the engagement ("Confidential Information"). This obligation survives termination of these Terms for a period of three (3) years.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed without use of the disclosing party's Confidential Information; or (d) is required to be disclosed by law.

6. Client Obligations

To enable successful delivery of services, you agree to:

• Provide timely access to necessary systems, data, and personnel.
• Designate a primary point of contact for the engagement.
• Review and provide feedback on deliverables within the timelines agreed upon in the SOW.
• Ensure that any data or content provided to us does not infringe on third-party rights.

7. Prohibited Uses

You agree not to use our services or deliverables to:

• Violate any applicable law, regulation, or third-party rights.
• Develop systems designed to deceive, manipulate, or harm individuals.
• Generate or distribute content that is illegal, harmful, or discriminatory.
• Reverse-engineer, decompile, or disassemble any proprietary tools or components.
• Compete directly with our services using our proprietary methodologies or tools.

8. Data Handling & Security

We take data security seriously. During the course of our engagement:

• All data transmitted between parties is encrypted using TLS 1.2 or higher.
• Data at rest is encrypted using AES-256 encryption.
• Access to client systems and data is restricted to authorized personnel on a need-to-know basis.
• We do not sell, rent, or trade your data to any third party.
• We do not use your proprietary data to train our own AI models.

For detailed information about our data practices, please refer to our Privacy Policy.

9. Disclaimers & Limitation of Liability

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not guarantee that AI agent systems will achieve specific business outcomes. Performance depends on factors including data quality, system integration, and usage patterns.

Limitation of Liability: In no event shall our total aggregate liability exceed the amounts paid by you to us during the twelve (12) months preceding the event giving rise to the claim. We shall not be liable for any indirect, incidental, special, consequential, or punitive damages.

10. Indemnification

You agree to indemnify, defend, and hold harmless SoftFinity Corp., its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from: (a) your breach of these Terms; (b) your use of the deliverables; or (c) any violation of applicable law by you or your end users.

11. Termination

Either party may terminate an engagement:

• For convenience: With 30 days' written notice, subject to payment for all work completed and expenses incurred through the termination date.
• For cause: Immediately upon written notice if the other party materially breaches these Terms or the SOW and fails to cure within 15 days of notice.

Upon termination, we will deliver all completed work product and return or destroy your Confidential Information within 30 days.

12. Governing Law & Disputes

These Terms are governed by the laws of the State of California, without regard to conflict of law principles. Any disputes arising under these Terms shall be resolved exclusively in the state or federal courts located in San Francisco, California. Both parties consent to the personal jurisdiction of such courts.

13. Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated via email to active clients. Continued use of the Service after changes take effect constitutes acceptance of the revised Terms. We encourage you to review these Terms periodically.

14. Contact Information

If you have questions about these Terms, please contact us:

SoftFinity Corp. (DBA GenieMode.ai)
Email: legal@geniemode.ai
Web: geniemode.ai/contact