Terms and Conditions (Terms of Use)

Last Updated: October 29, 2025

These terms and conditions (“Terms”) govern your membership with Appoox, an AI organization and automation platform described on our Website at https://appoox.com and related subdomains (collectively, the “Website”). Your membership may include a paid or free Subscription to a tiered package as selected by you and agreed between us by means of the Website (your Subscription Tier).

By creating an account, clicking any acceptance button or checkbox, paying for your Subscription, integrating or using any part of the Appoox platform, or otherwise accepting the benefit of any part of the Solution (defined below), you agree to be bound by these Terms which form a binding contractual agreement between you or the company you represent (“Client”, “you”) and Appoox FZ-LLC (“Appoox”, “we”, “our” or “us”). You represent and warrant that you have valid authority to enter into these Terms on behalf of any entity you represent.

We may change these Terms at any time by posting an updated version on the Website and/or notifying you. Your continued use of the Solution following such an update constitutes your agreement to be bound by the Terms as amended.

In these Terms, capitalised words and phrases have the meanings given to them where they are followed by bolded brackets, or as set out in the Definitions section below.

1. The Solution

1.1 Order

(a) Order. By submitting an order for the purchase of a Subscription on the Website, or by responding to a quote from us, indicating that you would like us to provide any goods, software or services to you (an Order), you represent and warrant that:

you have the legal capacity and are of sufficient age to enter into a binding contract with us; and
you are authorised to use the payment method you provide with your Order.

(b) Offer. Submitting or agreeing to an Order constitutes your intention and offer to enter into these Terms.

1.2 Your Subscription and the Solution

(a) The Solution. The Solution includes the Software, the Hosted Services, the Support Services and any agreed Additional Services, to the extent described in your Subscription Tier. Appoox’s platform may include (without limitation) organizational “nodes”, tools, automations, AI agents, connectors, memory layers, and analytics workspaces.

(b) Scope of Subscription. Your Subscription includes the benefits and limitations of your Subscription Tier as set out on our Website and in your Order (as may be amended from time to time by notice to you).

(c) Term of Subscription. Your Subscription will commence on the date we make the Solution available to you (subject to you paying our Fees), and will continue for the Subscription Period, unless terminated earlier in accordance with these Terms.

1.3 Accounts

(a) Accounts. To submit an Order or to use the Solution, you may be required to register and maintain an account through the Website (an Account).

(b) Provide Information. As part of registration and continued use, you may be required to provide information such as your name, email, billing details, company details, addresses, phone number, profile information, payment method, verification data, and other information as determined by us from time to time.

(c) Accuracy. You warrant that all information you provide will be accurate, honest, correct and up-to-date.

(d) Acceptance. Once you complete the registration process, we may, in our absolute discretion, choose to accept you as a registered user and provide you with an Account.

(e) Suspension/Termination. We may suspend or cancel your Account for any reason, including your failure to comply with these Terms.

1.4 The Software

(a) Licence. During the Subscription Period, we grant to you a non-exclusive, non-transferable licence to use the Software and Documentation for the Number of Solution Uses. If your Subscription Tier does not specify a Number of Solution Uses, the licence is limited to one (1) use.

(b) Enhancements. We may, in our discretion, release upgrades, improvements, or new versions of the Software (“Enhancements”). Enhancements may cause downtime or delays; credits will not be provided for such downtime unless explicitly stated in your Subscription Tier.

(c) Compliance. We will provide the Software in accordance with applicable laws and reasonable industry standards.

2. Services

2.1 Services

We will provide you with: (a) Hosted Services and Support Services, as set out in the Order for your Subscription, or as agreed in writing from time to time; and (b) Additional Services, from time to time, as set out in any Order accepted by us.

2.2 Client Obligations

You agree to: (a) provide us with all documentation, information and assistance reasonably required by us to perform the Services; and (b) provide us with access to any third party or other accounts used by you (including log-in details and API keys), as reasonably required for the Services.

2.3 Client Material

(a) You warrant that all information, documentation and other Material you provide for the Services is complete, accurate and up-to-date.

(b) You release us from liability to the extent a loss arises from information or Material you provide being incomplete, inaccurate or out-of-date.

2.4 Review of Services

If you review and approve a Service deliverable (for example, configuration, copywriting, or workflow), that will constitute acceptance of responsibility for any errors or omissions within that deliverable. We will use reasonable efforts to avoid such errors.

2.5 Collection Notice and Privacy

(a) We collect personal information in the course of providing the Solution, communicating with you, and for purposes set out in our Privacy Policy.

(b) Our Privacy Policy contains more information about how we use, disclose and store your information and how you can access and correct your personal information.

(c) By agreeing to these Terms, you agree to be bound by our Privacy Policy: https://appoox.com/privacy.

3. Fees and Payment

3.1 Fees

You agree to pay the Fees in the amounts, and at the times, set out in the relevant Order. Fees may consist of (i) Subscription Fees; (ii) Actions; and (iii) Vendor Credits, as described in your Subscription Tier or as otherwise agreed in writing. Fees may change from time to time and will apply to the next full billing cycle following notification to you. Subscriptions automatically renew each billing cycle unless cancelled in accordance with Section 4.

3.2 Subscription Fees

You must pay Subscription Fees to us in the amounts and at the times specified in your Order, or as otherwise agreed in writing. Where your Subscription includes Actions, such Actions will be available for use during the Subscription Period in accordance with your Subscription Tier. Where you purchase Vendor Credits (prepaid credits for third-party AI model usage), such credits remain valid while you maintain an Active Subscription but immediately expire upon termination, cancellation, suspension, deletion of your Account at your request, or our termination due to breach (including for non-payment). If we sunset Services associated with any credits, you may forfeit the right to such credits associated with the sunsetted Services.

3.3 Late Payments

We may suspend all or part of the Solution if you fail to pay any Fees when due.

3.4 No Change-of-Mind Refunds

Fees are non-refundable for change of mind.

3.5 Taxes

Unless otherwise indicated, Fees are exclusive of VAT/GST or other applicable taxes. Where applicable, you must pay such taxes in addition to the Fees, subject to us providing an invoice compliant with applicable tax law.

3.6 Card Surcharges

We reserve the right to charge card surcharges where payments are made using credit, debit or charge cards.

3.7 Vendor Credits Representation

Vendor Credits may be charged at cost. We do not guarantee the continued availability or pricing of any third-party model. Where you connect your own API keys, you are responsible for all fees charged by the third-party provider, and we accept no liability for those fees.

3.8 Vendor Credits Not Currency; Not Refundable or Transferable

Vendor Credits and Actions are not legal tender, currency, or stored value, and have no cash or monetary value. They cannot be redeemed for cash, refunded, transferred, or used to offset or pay Subscription Fees or any other amounts owed to Appoox. Vendor Credits are solely a unit of measure for model usage through the Solution and cannot be sold, shared or assigned.

4. Cancellation of Your Subscription

(a) You may cancel your Subscription by notice to us through the Website or as otherwise instructed. Your Subscription will end at the close of the then-current billing cycle, and you will be charged for that billing cycle.

(b) Your licence to the Solution will last for the remainder of the current billing cycle to allow you to retrieve data you may need. After that, we have no responsibility to store or retain User Data, and you release us from liability for deletion after the cycle ends. Any unused Actions or Vendor Credits automatically expire upon the effective date of cancellation or termination of an Active Subscription and are non-refundable.

(c) Your access to the Solution will be revoked at the end of the relevant billing cycle in which you cancel.

(d) We may cancel your Subscription immediately at any time. If we cancel where you have not breached these Terms, we will refund a pro rata amount of the Subscription Fee corresponding to the unused remainder of the period; any remaining Actions and Vendor Credits will automatically expire.

5. Upgrades and Downgrades

(a) You may request an upgrade or downgrade of your Subscription Tier at any time. If you do, we will: (i) take reasonable steps to promptly provide access to the new Tier; and (ii) apply the new Subscription Fees in the billing cycle immediately following the cycle in which your access to the new Tier was provided.

(b) If you downgrade, the new Subscription Fees apply at the start of the next billing cycle unless we notify otherwise. We generally do not pro-rate downgrades mid-cycle but may do so at our discretion.

(c) If you downgrade, you acknowledge we are not liable for any loss of content, features, or capacity (including Client Data). Previously purchased Vendor Credits remain valid following a downgrade provided your Subscription remains active.

6. Obligations

6.1 Your Obligations

(a) You must, and must ensure that all Users, comply with these Terms at all times. You acknowledge that we have no liability for loss arising in connection with your or your Users’ breach, and you indemnify us for such loss.

(b) You must not (and must not permit any third party to), without our prior written approval:

upload any inappropriate, offensive, illicit, illegal or discriminatory material using the Software;
upload any material owned or copyrighted by a third party without permission;
make copies of the Documentation or Software except as expressly permitted;
adapt, modify, or tamper with the Software;
remove or alter any proprietary notices on the Software or Documentation;
act in a way that may harm our reputation or do anything contrary to our interests;
use the Software in a way which infringes third-party Intellectual Property Rights;
create derivative works from or translate the Software or Documentation;
publish or communicate the Software or Documentation to the public;
sell, loan, transfer, sub-licence, hire or otherwise dispose of the Software or Documentation;
decompile or reverse engineer the Software;
attempt to circumvent any security or protection mechanisms; or
permit any use of the Solution in addition to the Number of Solution Uses.

(c) We may suspend or cancel your Account, revoke access to the Solution, and immediately expire remaining Vendor Credits or Actions if you breach these Terms.

(d) If you become aware of misuse, errors, or difficulties in accessing or using your Subscription, you must contact us promptly via the Website.

6.2 User Obligations

You agree, and must ensure that all Users agree:

to comply with these Terms;
not to intimidate, harass, impersonate, stalk, threaten, bully or endanger any person or distribute spam in connection with the Solution;
not to upload inappropriate, offensive, illicit, illegal or discriminatory material;
to sign up for a User Account in order to use the Solution;
not to share a User Account with any other person;
not to use the Software for any purposes other than building and deploying automations, agents, and workflows within the Solution’s intended purpose;
not to integrate the Software with third-party data or software except as enabled or permitted by the Solution and only for the intended purpose;
to keep User Account credentials confidential and notify us of any unauthorised use or security breach;
not to use the Solution for illegal or fraudulent activity;
not to infringe third-party Intellectual Property Rights;
not to act in a way that may harm our reputation;
not to make any automated use of the Solution outside permitted APIs or rate limits, and not to copy, reproduce, translate, adapt, vary or modify the Solution without our written consent;
that we may change features of the Solution at any time on notice;
that information given to you through the Software, by us or another User, is general in nature and we are not responsible for actions taken in reliance on it; and
that we may cancel any User’s Account at any time if we consider they are in breach of this clause.

6.3 Hosted Services

We will store User Data you upload using a third-party hosting service selected by us (the Hosting Service), subject to the following:

Hosting location. We may use cloud services in various regions (including outside your country) unless otherwise agreed in writing.
Service quality. While we will use reasonable efforts to select an appropriate hosting provider, we do not guarantee the Hosting Service will be error-free or that User Data will be accessible at all times.
Backups & disaster recovery. In the event that User Data is lost due to a system failure, we cannot guarantee a backup will be available or error-free.

6.4 Support Services

If your Subscription includes support: (a) We will take reasonable steps to provide support where necessary. You should first endeavour to resolve issues internally; we will not assist with issues beyond our reasonable control. (b) You are responsible for internal administration and access management, including storing back-up passwords and assisting Personnel to access and use the Software. (c) You will not have any claim for delay due to failures or delays in Support Services.

7. Posted Material

7.1 Warranties and Indemnity

(a) By providing or posting any information, Material or other content in connection with the Software (“Posted Material”), you represent and warrant (and must ensure all Users represent and warrant) that: (i) you are authorised to provide the Posted Material; (ii) the Posted Material is free from harmful, defamatory, or discriminatory implications and does not contain offensive or explicit material; (iii) the Posted Material does not harm our reputation; (iv) the Posted Material does not constitute passing off or unfair competition; (v) the Posted Material does not infringe any Intellectual Property Rights; (vi) the Posted Material does not contain viruses or other harmful code; and (vii) the Posted Material complies with applicable Law.

(b) You indemnify us against losses arising from any third-party claim that Posted Material infringes third-party Intellectual Property Rights.

7.2 Removal

(a) The Software acts as a passive conduit for the online distribution of Posted Material and has no obligation to screen Posted Material. However, we may review and remove any Posted Material at any time without explanation, including where it infringes or is likely to infringe a third party’s rights.

(b) You are responsible for keeping and maintaining records of Posted Material.

8. Intellectual Property and Data

8.1 Infringing Content on the Software

(a) If you become aware of Posted Material or other Material on the Software that infringes or is likely to infringe any person’s Intellectual Property Rights, please contact us immediately.

(b) If you submit a complaint: (i) you warrant the complaint is accurate and made in good faith; (ii) you acknowledge that groundless threats may be prohibited under applicable law; and (iii) you agree to indemnify Appoox in relation to any loss or damage arising from a groundless or bad-faith complaint.

8.2 Software Content Intellectual Property

(a) Our ownership. We retain ownership of all materials provided to you throughout your Subscription in connection with the Software, including text, graphics, logos, design, icons, images, sound and video recordings, pricing, downloads and software (“Software Content”), and reserve all rights not expressly granted.

(b) Licence to you. You are granted a limited licence to the Software Content for the Number of Solution Uses, and may make a temporary electronic copy for the sole purpose of viewing and using it with the Software. You must not otherwise reproduce, transmit, adapt, distribute, sell, modify or publish any Software Content without our prior written consent or as permitted by Law.

8.3 Client Data

Our Rights and Obligations. (a) You grant to us (and our Personnel) a non-exclusive, royalty free, non-transferable, worldwide and irrevocable licence to use Client Data to the extent reasonably required to provide, support, secure and improve the Solution. (b) We will: (i) implement reasonable technical and organisational security measures; (ii) not make undocumented changes to information security controls that materially decrease protections; and (iii) notify you of our current security procedures on request. (c) We reserve the right to remove any Client Data at any time for any reason, including where we deem it inappropriate or unlawful.

Your Obligations and Licence Grant. (d) You are responsible for ensuring that: (i) you share Client Data only with intended recipients; and (ii) all Client Data is appropriate and lawful. (e) You: (i) warrant that our use of Client Data will not infringe third-party rights; and (ii) indemnify us against losses arising from any such infringement.

9. Third-Party Software, Terms & Conditions

9.1 Third-Party Terms

(a) You acknowledge that third-party terms (“Third-Party Terms”) may apply to your use of the Solution from time to time (including to any Additional Services) and you agree to comply with such Third-Party Terms.

(b) We are not liable for any loss suffered in connection with Third-Party Terms.

(c) If you do not agree to Third-Party Terms, this may affect our ability to deliver Services.

(d) Where you connect your own third-party API keys (e.g., to access third-party AI models), you are solely responsible for all usage, costs, and compliance with applicable third-party terms. We will not be liable for your use of such keys, and Fees payable to us will not be reduced or refunded in relation to such usage.

9.2 Third-Party Software Integrations

(a) Issues can arise when data is uploaded or transferred between software, or when software is integrated. We cannot guarantee integrations will be free from errors, defects or delays.

(b) We are not liable for the functionality of any third-party goods or services, including any third-party software, or for the functionality of the Software if you integrate it with third-party software, or change or augment the Software (including via APIs).

(c) If you add third-party software/code to the Software or otherwise change the Software (“User Software Changes”): (i) you acknowledge User Software Changes can adversely affect the Solution; (ii) you indemnify us for loss arising in connection with User Software Changes; (iii) we are not liable for any failure caused or contributed to by a User Software Change; (iv) we may require you to change or remove User Software Changes and you must act promptly; (v) we may suspend your access to the Solution until you have changed or removed them; and (vi) we may change or remove any User Software Change at our discretion. We are not liable for loss of data or other loss arising from our amendment or removal.

10. Confidentiality and Privacy

(a) Except as contemplated by these Terms, neither party may use or disclose the other party’s Confidential Information without prior written consent.

(b) You agree to our Privacy Policy, located on our Website, which is incorporated into these Terms by reference.

(c) Each party must promptly notify the other if it learns of any potential, actual or suspected unauthorised access to, disclosure or use of Confidential Information.

(d) The notifying party will investigate and assist the other party in any related investigation.

11. Liability

11.1 Warranties

(a) We warrant that, when used in accordance with these Terms and the Documentation, the Software will conform in all material respects with the Documentation.

(b) To the extent the Solution is provided at no cost, it is provided on an “as-is” basis and we make no warranties.

(c) Other than as required by Law, we make no representations or warranties that the Solution is reliable, suitable, or complete. In particular, we do not warrant that: (i) your use will meet your requirements; (ii) your use will be uninterrupted, timely, secure or error-free; (iii) any information provided through the Solution will be accurate or reliable; (iv) defects will be corrected; or (v) the Solution will be free from viruses or other harmful components.

(d) To the maximum extent permitted by law, all warranties, conditions and representations about the Solution (express or implied) are excluded, including merchantability, fitness for purpose, title and non-infringement.

11.2 Limitation of Liability

(a) To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with the Solution or these Terms will not exceed the total Fees you paid to us in the three (3) months immediately preceding the event giving rise to liability.

(b) Despite anything to the contrary, to the maximum extent permitted by law, we will not be liable for any: (i) consequential, indirect or special loss; (ii) loss of profits, revenue, savings or business opportunity; (iii) loss or corruption of data; or (iv) reputational loss.

(c) The exclusions and limitations in this clause apply whether or not we were advised of the possibility of such losses.

(d) You agree to indemnify us from and against any claims, liabilities, losses, damages, costs or expenses (including legal costs on a full indemnity basis) arising out of or in connection with: (i) your use of the Solution; (ii) your breach of these Terms; (iii) any act or omission of you, your Personnel, or your Users; or (iv) any Posted Material you upload.

12. Cancellation, Disputes and Termination

12.1 Disputes

(a) A party claiming a dispute (a “Dispute”) must not commence court proceedings (other than for urgent interlocutory relief) unless it has complied with this clause.

(b) A party requiring resolution must give written notice containing reasonable details of the Dispute and proposed resolution.

(c) The parties must meet (in person or by video/telephone) within 10 Business Days of the notice to seek in good faith to resolve the Dispute.

(d) If unresolved within 20 Business Days of the meeting, either party may refer the Dispute to mediation under rules of a recognised mediation body.

(e) If the Dispute is not settled within 30 Business Days after referral, either party may take legal proceedings.

12.2 Termination by Us

(a) We may terminate these Terms or your Subscription immediately by notice if: (i) you breach these Terms and do not remedy such breach within 10 Business Days after notice; or (ii) you suffer an Insolvency Event.

(b) We may also terminate at any time by providing 30 days’ notice. If we do so without your breach, we will refund a pro-rata amount of prepaid Subscription Fees for the period after termination (excluding any Vendor Credits).

12.3 Termination by You

(a) You may terminate immediately by notice if: (i) we breach these Terms and do not remedy within 10 Business Days after notice; or (ii) we suffer an Insolvency Event.

(b) If you validly terminate under this clause, you will be entitled to a refund of prepaid Subscription Fees for the period after termination, but no refund for outstanding Vendor Credits.

13. Force Majeure

(a) We will not be liable for delay or failure to perform our obligations due to a Force Majeure Event.

(b) If a Force Majeure Event continues for 30 days or more, either party may terminate these Terms by written notice.

(c) Force Majeure Event means any event beyond our reasonable control, including natural disasters, epidemics, war, terrorism, embargo, labour dispute or shortage, civil commotion, government action, power or network failure, or failures of third-party hosting or telecom services.

14. Notices

(a) Notices must be in writing and in English, and delivered by email to the recipient’s email address last notified by the recipient.

(b) A notice is deemed received: (i) when delivered by hand; (ii) three Business Days after posting; or (iii) within 24 hours after sending by email (absent a bounce-back).

15. General

15.1 Governing Law and Jurisdiction

These Terms are governed by the laws of the United Arab Emirates. Each party irrevocably submits to the exclusive jurisdiction of the courts of Dubai, UAE. If you are a consumer resident in the EU/UK, you may also have mandatory consumer rights that apply in your country of residence.

15.2 Waiver

A waiver of any right, power or remedy must be in writing and signed by the party granting it.

15.3 Severance

If any provision is invalid or unenforceable, it will be severed and the remaining provisions will continue in full force and effect.

15.4 Assignment

You may not assign, transfer or novate any rights or obligations under these Terms without our prior written consent. We may assign, transfer or novate our rights or obligations without your consent.

15.5 Entire Agreement

These Terms constitute the entire agreement between the parties and supersede all previous agreements, representations or understandings relating to the subject matter.

15.6 Interpretation

In these Terms: (a) words importing the singular include the plural and vice versa; (b) references to “including” and similar expressions are not words of limitation; (c) headings are for convenience only and do not affect interpretation; and (d) references to a clause are references to clauses in these Terms.

Definitions

Account: Has the meaning given in clause 1.3.
Actions: Means a unit of work performed by the Solution (for example, sending an email, calling an API, updating a CRM, running an agent, or executing a workflow).
Active Subscription: Any paid Subscription that is current and not subject to cancellation, suspension, or termination under these Terms.
Additional Services: Any services we provide in addition to the Hosted Services and Support Services, as set out in an Order.
Business Day: A day (other than Saturday, Sunday or public holiday) on which banks are open for business in Dubai, UAE.
Client Data: Any data, information or material inputted by you, your Personnel or your Users into the Software.
Confidential Information: Information disclosed in connection with these Terms that is confidential, proprietary or sensitive, whether oral, written or electronic, excluding information in the public domain other than through breach.
Documentation: Manuals, help files, user guides and other documentation provided by us to assist with use of the Software.
Fees: Subscription Fees, fees for Additional Services, fees for Actions, fees for Vendor Credits, and any other fees you must pay us in accordance with an Order.
Force Majeure Event: Has the meaning given in clause 13.
Hosted Services: The hosting, storage, processing and delivery of the Software and User Data by or on behalf of Appoox.
Insolvency Event: Events analogous to insolvency, liquidation, administration, receivership, or inability to pay debts as they fall due, under applicable law.
Intellectual Property Rights: All intellectual property rights anywhere in the world, whether registered or unregistered, including copyright, trade marks, designs, patents, rights to inventions, database rights, trade secrets, domain names and similar rights.
Material: Any material in any form, including documents, specifications, images, data, software, source code, object code, reports, drawings, and know-how.
Number of Solution Uses: Has the meaning given in clause 1.4(a).
Order: Has the meaning given in clause 1.1.
Personnel: A party’s officers, employees, contractors and agents.
Posted Material: Has the meaning given in clause 7.1(a).
Privacy Policy: Has the meaning given in clause 2.5(c).
Services: Has the meaning given in clause 2.1.
Software: The Appoox software and platform features (including any Enhancements) made available via the Website or otherwise by Appoox.
Software Content: Has the meaning given in clause 8.2(a).
Solution: Has the meaning given in clause 1.2(a).
Subscription: Has the meaning given in the first paragraph of these Terms.
Subscription Fees: Has the meaning given in clause 3.2.
Subscription Period: Has the meaning given in clause 1.2(c).
Subscription Tier: Has the meaning given in the first paragraph of these Terms.
Support Services: Has the meaning given in clause 6.4.
User: An end user of the Solution that you permit to use the Solution, including your Personnel.
User Account: Has the meaning given in clause 6.2(d).
User Data: Any data, information or material inputted by Users into the Software.
Vendor Credits: Prepaid credits corresponding to third-party AI model usage, redeemable through the Solution. Vendor Credits are valid while you maintain an Active Subscription and expire upon cancellation or termination as set forth in these Terms.
Website: https://appoox.com and any subdomains or replacement URLs we notify from time to time.

Contact

Appoox FZ-LLC
Email: info@appoox.com
Website: https://appoox.com
Registered Address: Dubai, United Arab Emirates