Vexly Terms of Service

Account

the account you create to access the Service.

Agent

the Vexly agentic system that receives inputs and produces Output, including by using connected tools and Integrations.

Basic Agent

the Agent configuration available to Free and Basic tiers (or as otherwise stated on the pricing page).

Pro Agent

the Agent configuration available to Pro tier users that uses a more capable model configuration (or as otherwise stated on the pricing page).

Channels

third-party communication platforms you connect to the Service, including Slack and Discord.

Credits

usage units consumed when you use the Service (for example, model calls, tool calls, retrieval, and responses).

Customer Content

content you or your authorized users provide to the Service, including prompts/messages, uploaded documents, configuration data, and content retrieved from connected tools and Channels at your direction.

Integrations

third-party tools, services, MCPs/connectors, APIs, or systems you connect to the Service.

LLM Providers

third-party model providers that may process Customer Content to generate Output (for example, OpenAI, Anthropic, and others).

Output

responses, summaries, classifications, suggested actions, tool results, and other outputs generated or returned by the Service.

Age Requirement. You must be at least 18 years old (or the age of majority where you live) to use the Service.

Authority for Business Use. If you use the Service on behalf of a business or organization, you represent that you have authority to bind that entity to these Terms.

Sanctions / Restricted Locations. You may not use the Service if you are located in, or ordinarily resident in, a country or territory subject to comprehensive embargoes, or if you are listed on, or owned/controlled by any party listed on, any restricted party list maintained by the U.S. or other applicable governments. You also may not use the Service where prohibited by law.

Overview. Vexly provides an agentic system that connects to Integrations and tools you configure via a dashboard; connects to Channels (for example, Slack and Discord); receives user inputs via Channels and/or the dashboard; uses connected tools to retrieve information or perform actions at your direction (subject to granted permissions); and sends responses back to users in the connected Channel(s) and/or dashboard.

Agentic Nature. You understand the Service may autonomously plan steps and invoke connected tools to accomplish tasks you request (for example, querying AWS resources to answer "how many DynamoDB tables do I have?").

No Guaranteed Results. The Service and Output depend on third-party systems, your configuration, granted permissions, and AI model behavior. Vexly does not guarantee that Output is correct, complete, or up to date.

Alpha Status. The Service is currently in alpha. This means it is under active development, may contain bugs or errors, and is not feature-complete. Features, interfaces, and functionality may change significantly between updates. We make no representations that the current version reflects the final product.

No Uptime or Service-Level Guarantees. During the alpha period, the Service is provided without any uptime commitments or service-level agreements (SLAs). The Service may be unavailable, degraded, or interrupted at any time for maintenance, updates, or unforeseen issues. We will make reasonable efforts to notify you of planned downtime but are not obligated to do so.

Feature Changes. We may add, modify, or remove features, integrations, workflows, or capabilities at any time during the alpha period without prior notice. Previously available functionality may change or be discontinued.

Data Loss Risk. During the alpha period, Customer Content, agent configurations, integration settings, uploaded documents, and other data stored in or processed by the Service may be lost, corrupted, or reset due to bugs, updates, infrastructure changes, or other causes. You are solely responsible for maintaining independent backups of any data you provide to or generate through the Service. Vexly is not liable for any data loss during the alpha period.

No Reliance for Critical Workloads. The Service in its current alpha state is not intended for production, mission-critical, or revenue-generating workloads. You should not rely on the Service as your sole tool for any business-critical process. Use of the Service for such purposes is at your own risk.

Feedback and Bug Reporting. We encourage you to report bugs, provide feedback, and share suggestions at aiden.le@mail.vexly.io. Any feedback you provide is governed by Section 12 (Vexly Intellectual Property; Feedback) of these Terms.

Alpha Termination. Vexly may modify, suspend, or terminate the alpha program (or your access to it) at any time, for any reason, with or without notice. Participation in the alpha does not guarantee access to future versions, features, or pricing of the Service.

Account Registration. You must provide accurate information and keep it current.

Account Security. You are responsible for maintaining the confidentiality of your credentials, API keys, OAuth tokens, and any connected Channel tokens. You are responsible for all activity that occurs under your Account (including by people you authorize).

Incident Notification. You must notify us promptly at aiden.le@mail.vexly.io if you suspect unauthorized access to your Account or Integrations.

Your Systems and Access Controls. You are responsible for (a) configuring permissions and scopes for Integrations, (b) ensuring only appropriate people can prompt the Agent in connected Channels, and (c) implementing internal controls (for example, restricting who can run finance/admin actions via prompts).

Connecting Integrations / Tools. You are solely responsible for selecting which Integrations to connect, ensuring you have permission to access and use those systems and data, configuring permissions/scopes, and complying with third-party terms, policies, and rate limits.

Authorization to Access and Use Connected Systems. By connecting an Integration or Channel and using the Service, you authorize Vexly to access and process data from the Integration/Channel and to send requests to those services as necessary to provide the Service and as instructed by you, consistent with the permissions you grant.

Write Actions and Risks. Some Integrations may permit actions that create, modify, or delete data. If you grant such permissions, the Agent may be able to execute them. You are responsible for reviewing your permissions and instructions and for any results of actions performed via your connected services.

Third-Party Fees. You are responsible for any third-party charges incurred due to use of Integrations (for example, cloud provider costs, API usage fees, or consumption-based billing).

Third-Party Service Availability. Vexly is not responsible for third-party outages, changes, removals, or policy enforcement by third parties (including Slack, Discord, and tool providers).

Input Ownership. You retain ownership of your Customer Content (including prompts, messages, uploaded documents, and data retrieved from Integrations at your direction). Vexly does not claim ownership in your Customer Content.

Limited License to Vexly. You grant Vexly a worldwide, non-exclusive, royalty-free license to host, store, index, reproduce, process, transmit, and display Customer Content solely to provide, maintain, and secure the Service; generate Output; troubleshoot and provide support; and enforce these Terms, prevent fraud/abuse, and comply with law.

Documents and Retrieval. If you upload documents, you understand the Service may store and index them for retrieval to respond to prompts, and may include relevant excerpts in prompts sent to LLM Providers (Section 8).

Your Responsibilities for Content. You represent and warrant that you have all rights and permissions necessary to provide Customer Content to the Service; your Customer Content and your use of the Service comply with applicable law and third-party rights (including privacy and IP rights); and you will not provide Customer Content you are not authorized to share or process.

Sensitive Data Restrictions. Unless we expressly agree in writing, you will not provide the Service with protected health information regulated by HIPAA, payment card data subject to PCI DSS, highly sensitive government identifiers (for example, SSNs) at scale, or other regulated sensitive data that would require specialized compliance we have not agreed to provide.

Output Ownership (Assignment). As between you and Vexly, Vexly assigns to you all rights, title, and interest that Vexly may have in and to Output generated for you. This assignment does not include any rights in the Service itself; Vexly's software, models, system prompts, or workflows; or any third-party materials included in Output.

Your Use of Output. You are responsible for how you use Output and for ensuring it is appropriate for your use case, including legal/compliance review where necessary.

AI/LLM Processing. The Service uses LLM Providers to generate Output. This may require sending some Customer Content (including prompts, relevant tool results, and document excerpts) to LLM Providers for processing.

No Professional Advice. The Service is not a substitute for professional advice (legal, financial, medical, compliance, or otherwise). Do not rely on Output for decisions requiring professional judgment.

Accuracy Disclaimer. Output may be inaccurate, incomplete, misleading, or outdated. You are responsible for verifying Output before relying on it.

Model Differences. Output quality may vary based on tier (Basic Agent vs Pro Agent), model/provider updates, and third-party system behavior.

Default: No Training on Your Customer Content. By default, Vexly does not use your Customer Content to train or fine-tune Vexly models, and we do not permit LLM Providers to use your Customer Content to train their models where provider controls allow.

Optional Opt-In (If Offered). If Vexly offers an option to allow use of certain Customer Content to improve the Service (for example, for model evaluation or fine-tuning), Vexly will present a clear opt-in control in the dashboard.

Opt-Out Mechanism. If you have opted in, you can opt out at any time by going to Dashboard -> Settings -> Data Controls -> "Allow content to improve Vexly" -> Off, and/or emailing aiden.le@mail.vexly.io from the email address associated with your Account.

Aggregated/De-Identified Usage Data. Vexly may use aggregated and/or de-identified usage metrics (for example, performance metrics, feature adoption, reliability statistics) to operate and improve the Service, provided such data does not identify you or include your Customer Content in identifiable form.

• Plans. Vexly offers subscription tiers that may include: Free; Basic/Premium (includes the number of Credits specified in your plan per month); and Pro (includes additional Credits per month and access to the Pro Agent). Plan features and current pricing are listed at https://vexly.io/pricing (or the dashboard billing page).
• Credit Consumption. Using the Service consumes Credits. Credit burn may depend on model/provider usage, length/complexity of prompts and responses, number and type of tool calls, volume of retrieved documents/data, and channel activity and automation.
• Credit Rollover. Unused Credits roll over from month to month while your paid subscription remains active and in good standing.
• Credit Expiration on Cancellation / Downgrade. Unless otherwise disclosed at checkout: when you cancel a paid plan, you retain access to your paid plan and its Credits until the end of the then-current billing period; and any remaining Credits expire at the end of that billing period (or upon downgrade to Free) and are not refundable.
• No Cash Value; Non-Transferable. Credits are not legal tender, are not redeemable for money, and are non-transferable. Credits do not constitute property.
• Billing and Auto-Renewal. Subscriptions are billed on a recurring basis (monthly or annually as selected at checkout). Your subscription will automatically renew unless you cancel before your renewal date. You authorize Vexly (and its payment processors) to charge your payment method for recurring fees, applicable taxes, and any other charges you authorize.
• Cancellation. You can cancel your subscription by going to Dashboard -> Billing -> Cancel Plan (or another method we make available in the dashboard). Cancellation takes effect at the end of the current billing period unless stated otherwise at checkout.
• Refund Policy. Except where required by law, all fees are non-refundable, and Vexly does not provide refunds or credits for partial billing periods, unused Credits, or unused time.
• Price/Plan Changes. Vexly may change fees, Credit amounts, or credit burn rates. If we make material changes that reduce plan benefits or increase costs, we will provide reasonable notice (for example, email or dashboard notice) before changes take effect.
• Taxes. Fees are exclusive of taxes, which may be added where required.
• Failed Payments. If payment fails, we may suspend access to paid features until payment is resolved.

You agree not to do any of the following (and not to allow others to do so) using the Service:

• Illegal or Harmful Use. Use the Service to violate any law or regulation, or to facilitate unlawful conduct.
• Security Abuse. Probe, scan, or test vulnerabilities; bypass authentication; interfere with or disrupt the Service; introduce malware; or attempt unauthorized access to systems or accounts.
• Reverse Engineering. Reverse engineer, decompile, or attempt to extract source code, underlying prompts, or system logic from the Service (except where prohibited by law).
• Jailbreaking / Circumvention. Attempt to circumvent safety controls, tier restrictions, credit enforcement, rate limits, or access controls.
• Malware and Exploits. Use the Service to create, distribute, or improve malware, exploits, or other harmful code.
• Privacy Violations. Use the Service to violate privacy rights, unlawfully collect personal data, or surveil individuals without legal authorization.
• IP Infringement. Upload or distribute content that infringes copyrights, trademarks, trade secrets, or other IP rights.
• Abusive Use. Use the Service in a way that is abusive, harassing, hateful, or harmful to others.
• Misrepresentation. Impersonate others, misrepresent your affiliation, or mislead users about the source of messages in connected Channels.

Vexly IP. The Service (including software, designs, workflows, system prompts, and underlying technology) is owned by Vexly and its licensors and is protected by intellectual property laws. Except as expressly stated, no rights are granted to you.

License to Use the Service. Subject to these Terms, Vexly grants you a limited, non-exclusive, non-transferable, revocable license to use the Service for your internal purposes.

Feedback. If you provide feedback or suggestions, you grant Vexly a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that feedback without compensation.

Our Privacy Policy describes how we collect, use, and share personal data. It is incorporated by reference and available at https://vexly.io/privacy.

If there is a conflict between these Terms and the Privacy Policy regarding personal data, the Privacy Policy controls.

By You. You may stop using the Service at any time. You may cancel subscriptions as described in Section 10.

By Vexly. We may suspend or terminate your access if you violate these Terms or the AUP; you fail to pay fees when due; your use poses a security, legal, or operational risk; or we are required to do so by law.

Effect of Termination. Your right to use the Service ends. Credits expire as described in Section 10. We may delete or anonymize Customer Content as described in the Privacy Policy and/or as disclosed in the dashboard, subject to legal retention requirements.

THE SERVICE AND OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE." To the maximum extent permitted by law, Vexly disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.

Vexly does not warrant that the Output will be accurate or reliable; the Service will be uninterrupted or error-free; Integrations or third-party services will function without interruption; or the Service will meet your requirements.

Without limiting the foregoing, during the alpha period described in Section 4 (Alpha Program; Early Access), the Service is provided on a strictly "as-is" and "as-available" basis. You acknowledge that alpha software is inherently experimental, that you use the Service at your own risk, and that Vexly makes no warranty that the Service will be suitable for any particular use, free of defects, or available without interruption.

To the maximum extent permitted by law:

No Indirect Damages. Vexly will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising out of or related to the Service or these Terms.

Liability Cap. Vexly's total liability arising out of or related to these Terms or the Service will not exceed the amount you paid to Vexly for the Service in the 12 months before the event giving rise to the claim (or $100 if you paid nothing).

Alpha Limitation. Without limiting the general limitations above, during the alpha period described in Section 4 (Alpha Program; Early Access), Vexly will have no liability for any data loss, corruption, or unavailability; interruptions, outages, or degraded performance; changes to or removal of features or functionality; or any damages arising from your use of the Service for production, mission-critical, or revenue-generating purposes.

Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

You will indemnify, defend, and hold harmless Vexly and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to your Customer Content; your use of the Service; your connected Integrations and permissions; or your violation of these Terms, the AUP, or applicable law.

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

Informal Resolution First. Before filing a claim, you agree to contact us at aiden.le@mail.vexly.io with a brief description of the dispute and your contact information. The parties will attempt in good faith to resolve the dispute within 30 days.

Binding Arbitration. If the dispute is not resolved informally, you and Vexly agree to resolve any dispute arising out of or relating to these Terms or the Service through binding arbitration rather than in court, except as stated below.

Exceptions. Either party may bring claims in small claims court if eligible, or claims for injunctive or equitable relief to prevent unauthorized use, IP infringement, or security breaches.

Class Action Waiver. You and Vexly agree that disputes will be brought only on an individual basis and not as a plaintiff or class member in any purported class, collective, representative, or private attorney general action.

Arbitration Rules / Location. Arbitration will be conducted by a reputable arbitration provider under applicable rules, with the seat of arbitration in Delaware, unless required otherwise by applicable consumer protection law.

Opt-Out of Arbitration (Optional). You may opt out of arbitration by sending an email to aiden.le@mail.vexly.io within 30 days of first accepting these Terms, stating you wish to opt out and including the email associated with your Account. If you opt out, this Section 18 will not apply.

Governing Law. These Terms are governed by the laws of the State of Delaware, excluding conflict-of-law rules, except that the Federal Arbitration Act governs the interpretation and enforcement of the arbitration provisions.

Venue if Arbitration Doesn't Apply. If arbitration does not apply to a dispute, you and Vexly agree to exclusive venue in the state or federal courts located in Delaware, unless applicable law requires otherwise.

Updates. We may update these Terms from time to time.

Notice of Changes. If we make material changes, we will provide notice by one or more of the following: email to the address associated with your Account; an in-product or dashboard banner; or another reasonable method.

Effective Date of Changes. Updated Terms are effective on the "Last Updated" date unless otherwise stated. By continuing to use the Service after changes take effect, you agree to the updated Terms.

If you believe content in the Service infringes your copyright, you may submit a notice to aiden.le@mail.vexly.io with: (a) identification of the copyrighted work claimed to be infringed; (b) identification of the allegedly infringing material and where it is located within the Service; (c) your contact information (address, telephone number, and email); (d) a statement that you have a good faith belief that the use is not authorized by the copyright owner, its agent, or the law; (e) a statement under penalty of perjury that the information in your notice is accurate and that you are authorized to act on behalf of the copyright owner; and (f) your physical or electronic signature.

Entire Agreement. These Terms and any incorporated policies (including the Privacy Policy) are the entire agreement regarding the Service.

Severability. If any provision is unenforceable, the rest remains in effect.

No Waiver. Failure to enforce a provision is not a waiver.

Assignment. You may not assign these Terms without our consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets.

Force Majeure. We are not liable for delays or failures due to events beyond our reasonable control.

Electronic Communications. You consent to receive communications electronically (for example, email, dashboard notices) and agree they satisfy legal notice requirements.