Terms and Conditions

‍Effective Date: March 17, 2025

1. Introduction

Welcome to Victoria AI, a product of Hooks Group LLC, dba Version Seven AI ("Company," "we," "our," or "us"). By accessing or using Victoria AI (the "Service"), you must explicitly agree to these Terms and Conditions ("Agreement") by clicking "I Agree" during the onboarding process. If you do not agree, you are not authorized to use the Service.

These Terms and Conditions should be read in conjunction with our Privacy Policy, which provides additional details on data collection, processing, and your privacy rights. The Privacy Policy is incorporated by reference into this Agreement.

2. Scope of Service

2.1 Licensed Access

Clients receive licensed access to Victoria AI on a monthly or annual basis, allowing them to connect tools, upload documents, and grant access to company users. This license is non-exclusive, non-transferable, and revocable.

2.2 Workflow Development

For an additional fee, we may build out workflows and automations tailored to the client's needs. Fees for custom workflow development are non-refundable once work has commenced. All deliverables will be specified in a separate Statement of Work.

2.3 Data Handling and Security

• Victoria AI processes and stores user data only as necessary for functionality.
• Data logs may be retained by third-party providers (e.g., OpenAI) for up to 30 days.
• Uploaded documents for semantic search are stored securely using Supabase.
• We implement Role-Level Security (RLS) and other server-side protections to ensure data is only accessible within the client's organization.

2.4 Compliance Disclaimer

While we implement industry-standard security measures, we do not guarantee compliance with GDPR, CCPA, or other regulations on behalf of clients. Clients are responsible for ensuring their own compliance and should not upload sensitive data to the AI system including but not limited to:

• Protected health information (PHI)
• Payment card information (PCI)
• Social security numbers or government identification numbers
• Financial account credentials
• Other personally identifiable information (PII) protected by applicable regulations

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

3. Intellectual Property Rights

3.1 Ownership of Service

The Service, including all software, features, functionality, content, and intellectual property rights therein, are owned by the Company or its licensors. This Agreement does not transfer any ownership rights in the Service to you.

3.2 License to Use

Subject to your compliance with this Agreement, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes during the subscription term.

3.3 Client Data

You retain all rights to the data you upload, create, or modify while using the Service ("Client Data"). You grant us a limited license to use, process, and store Client Data solely as necessary to provide and maintain the Service.

3.4 AI-Generated Content

The Company does not claim ownership of outputs generated by the AI based on your inputs. However, we reserve the right to use anonymized interaction data to improve our Service, as detailed in our Privacy Policy.

4. Liability & Disclaimers

4.1 No Liability for AI Actions

The Company is not responsible for any decisions, actions, or consequences resulting from AI-generated outputs. Clients acknowledge that AI-generated responses may be inaccurate, incomplete, or misleading and agree to use their own judgment when relying on outputs.

4.2 Exclusion of Financial Loss

We explicitly disclaim liability for any direct, indirect, incidental, or consequential financial losses, including losses due to data changes in connected tools, incorrect information, or business decisions based on AI outputs. The Company is not responsible for any unintended modifications, deletions, or incorrect entries made in integrated tools.

4.3 Third-Party Integrations

Victoria AI connects with third-party tools like OpenAI, QuickBooks, Asana, and others via API. The Company is not liable for any breaches, errors, or security failures originating from these third-party services.

4.4 Limitation of Liability

To the maximum extent permitted by law, our total liability for any claims under this Agreement will not exceed the amount paid by you to the Company during the twelve (12) months preceding the claim. In no event will we be liable for any lost profits, loss of data, or any indirect, special, incidental, or consequential damages.

4.5 Warranty Disclaimer

THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

5. User Responsibilities

5.1 Data Management

Clients are responsible for connecting tools and uploading documents at their own risk. Given Victoria AI's read/write permissions, clients must ensure they do not connect tools that contain highly sensitive data they do not want modified by AI.

5.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your account credentials
• Restricting access to your account
• Ensuring that activities that occur under your account comply with this Agreement
• Notifying us immediately of any unauthorized use or security breach
• Properly configuring and using the Service to maintain appropriate security

5.3 Acceptable Use

Clients may not use Victoria AI:

• For unlawful, harmful, fraudulent, or abusive purposes
• To infringe intellectual property rights or violate privacy rights
• To distribute malware or conduct unauthorized network scanning
• To reverse engineer, decompile, or attempt to discover source code
• To benchmark or competitive analysis without prior written consent
• In a manner that could disable, overburden, or impair the Service

The Company reserves the right to immediately suspend or terminate access without refund if a client is found to be misusing the AI system.

6. Payment, Subscription & Cancellation

6.1 Payment Terms

• Fees for Victoria AI are billed on a monthly or annual subscription basis.
• All fees are exclusive of taxes, which you are responsible for paying.
• Clients who request workflow development must pay separately, and fees are non-refundable once work has begun.
• Late payments may result in suspension of service.

6.2 Auto-Renewal & Cancellation

• Subscriptions automatically renew unless canceled before the next billing cycle.
• Cancellation requests must be submitted through your account settings or by contacting customer support.
• Annual Plan Refunds: If a client cancels an annual subscription, they will receive a refund for unused months (e.g., if canceled in July, a refund is provided for August-September, but not the remainder of July).
• Monthly Plan: No refunds are issued for partial months; cancellation stops any further billing.

7. Termination

7.1 Termination by You

You may terminate this Agreement at any time by canceling your subscription as described in Section 6.2.

7.2 Termination by Us

We may suspend or terminate your access to the Service:

• For breach of this Agreement
• For engaging in conduct that presents a risk of harm to the Service or others
• If your use of the Service exceeds reasonable limits
• For non-payment of fees
• If required by law or legal proceedings

7.3 Effect of Termination

Upon termination:

• Your right to access and use the Service will immediately cease
• We will retain your data for 30 days, during which you may request a copy
• After 30 days, we may delete your data from our active systems
• Provisions related to payment, liability, dispute resolution, and intellectual property will survive termination

8. Dispute Resolution

8.1 Mediation Requirement

Before initiating legal action, both parties must attempt mediation within 30 days through an agreed-upon mediation service. The initiating party must provide written notice of the dispute, and both parties will share the cost of mediation equally.

8.2 Arbitration Option

At the Company's discretion, disputes not resolved by mediation may be resolved through binding arbitration instead of court proceedings to expedite resolution. Arbitration will be conducted:

• By a single arbitrator mutually agreed upon by the parties
• Under the rules of the American Arbitration Association
• In Duval County, Florida
• With costs shared equally by both parties unless otherwise awarded by the arbitrator

8.3 Jurisdiction and Venue

If arbitration is not elected, any legal action arising from this Agreement will be brought exclusively in the state or federal courts located in Duval County, Florida, and you consent to the personal jurisdiction of these courts.

8.4 Class Action Waiver

You agree to resolve disputes with us only on an individual basis and waive the right to participate in any class, consolidated, or representative action or proceeding.

9. Force Majeure

Neither party will be liable for failures or delays in performance due to causes beyond its reasonable control, including but not limited to: acts of God, natural disasters, pandemic, epidemic, war, terrorism, riots, civil unrest, government action, strikes, lockouts, labor disputes, fire, explosion, or power or telecommunications failures. The affected party will use reasonable efforts to mitigate the effects of such events.

10. Indemnification

You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising from or relating to:

• Your use of the Service
• Your violation of this Agreement
• Your violation of applicable laws or regulations
• Your Client Data
• Any content or information you submit, post, or transmit through the Service

11. Final Provisions

11.1 Amendments to Terms

The Company reserves the right to update these terms. For material changes:

• Clients will be notified at least 30 days in advance via email or in-app notification
• Material changes include modifications to payment terms, liability provisions, or dispute resolution
• Non-material changes may be posted without specific notification

Continued use of Victoria AI constitutes acceptance of any changes. If a client does not agree to the updated terms, they must discontinue use of the service. In cases of significant changes, the Company may require clients to explicitly accept the updated agreement before continuing use.

11.2 Governing Law

This Agreement is governed by Florida law, without regard to its conflict of law principles.

11.3 Severability

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision will be replaced with a valid provision that most closely reflects the intent of the original.

11.4 Entire Agreement

This Agreement, together with the Privacy Policy, constitutes the entire agreement between you and the Company regarding the Service and supersedes all prior or contemporaneous communications and proposals.

11.5 Assignment

You may not assign this Agreement without the Company's prior written consent. We may assign this Agreement to an affiliate or in connection with a merger, acquisition, or sale of assets.

11.6 No Waiver

Our failure to enforce any provision of this Agreement will not be considered a waiver of that or any other provision.

11.7 Contact Information

For questions about these Terms or to report violations, please contact us at avery@versionseven.ai.

To accept these terms, please check the box below and click "Accept"