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Terms of Service

Effective Date: January, 1 2026
Last Updated: January 1, 2026

These Terms of Service (“Terms”) govern your access to and use of the websites, platforms, applications, APIs, software, AI agents, digital twin systems, and related services (collectively, the “Services”) provided by Omega Logic, Inc., a New York corporation (“Omega Logic,” “we,” “us,” or “our”).

By accessing or using the Services, you agree to be bound by these Terms.

1. Eligibility and Authority

You must be at least 18 years old to use the Services.

If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

2. Enterprise Agreements and Order of Precedence

If you are using the Services under a Master Services Agreement (MSA), Enterprise Agreement, Statement of Work (SOW), or Data Processing Addendum (DPA) with Omega Logic:

  • That agreement governs your use of the Services
  • These Terms apply only where not superseded
  • In case of conflict, the following order applies:
    1. Enterprise Agreement / MSA
    2. Data Processing Addendum
    3. Statement of Work
    4. These Terms

3. Description of Services

Omega Logic provides fully customizable artificial intelligence solutions, including:

  • Personal digital twins
  • Autonomous and semi-autonomous AI agents
  • Enterprise AI orchestration and ecosystems
  • APIs, tooling, and infrastructure for AI deployment

Services may be provided via cloud, on-premises, hybrid, or edge environments.

4. Accounts and Access

You are responsible for:

  • Maintaining the confidentiality of credentials
  • All activity under your account
  • Ensuring authorized use only

Omega Logic may suspend or terminate access for security, legal, or contractual reasons.

5. Customer Data and Ownership

5.1 Customer Data

You retain all rights, title, and interest in data you submit or make available (“Customer Data”).

Omega Logic does not claim ownership over:

  • Customer Data
  • AI outputs generated on your behalf

5.2 License to Process

You grant Omega Logic a limited, non-exclusive license to process Customer Data solely to provide the Services, in accordance with:

  • These Terms
  • The Privacy Policy
  • The Data Processing Addendum (if applicable)

6. AI Systems and Outputs

You acknowledge that:

  • AI outputs are probabilistic and may be inaccurate
  • Outputs do not constitute professional, legal, medical, or financial advice unless expressly agreed in writing
  • Human oversight is your responsibility

Omega Logic makes no guarantees regarding:

  • Accuracy
  • Completeness
  • Fitness of AI outputs for a specific purpose

7. Acceptable Use

You agree not to use the Services to:

  • Violate applicable laws or regulations
  • Infringe intellectual property or privacy rights
  • Deploy harmful, deceptive, or unlawful AI systems
  • Circumvent safeguards or security controls
  • Generate or distribute malicious code or content

Omega Logic reserves the right to investigate and take appropriate action for violations.

8. Compliance with Laws

You are responsible for compliance with all applicable laws, including but not limited to:

  • Data protection and privacy laws
  • AI governance and sector-specific regulations
  • Export control and sanctions laws

Enterprise customers are responsible for use-case legality and regulatory compliance.

9. Fees and Payment

Fees, billing terms, and payment schedules are defined in:

  • Order forms
  • Statements of Work
  • Enterprise agreements

Failure to pay may result in suspension or termination.

10. Intellectual Property

10.1 Omega Logic IP

All Services, software, models, documentation, and underlying technology are owned by Omega Logic or its licensors.

No rights are granted except as expressly stated.

10.2 Feedback

You grant Omega Logic a perpetual, royalty-free license to use feedback to improve the Services.

11. Confidentiality

Each party agrees to protect the other’s confidential information and use it solely for purposes of the Services.

Confidentiality obligations survive termination.

12. Security and Data Protection

Omega Logic implements reasonable technical and organizational safeguards.

Data protection obligations are further defined in the Privacy Policy and DPA.

13. Suspension and Termination

Omega Logic may suspend or terminate access:

  • For breach of these Terms
  • To comply with legal obligations
  • For security or risk mitigation

Upon termination:

  • Access ceases
  • Data handling follows contractual and legal requirements

14. Disclaimer of Warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

OMEGA LOGIC DISCLAIMS ALL WARRANTIES, INCLUDING:

  • MERCHANTABILITY
  • FITNESS FOR A PARTICULAR PURPOSE
  • NON-INFRINGEMENT
  • ACCURACY OR RELIABILITY OF AI OUTPUTS

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

OMEGA LOGIC SHALL NOT BE LIABLE FOR:

  • INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
  • LOSS OF PROFITS, DATA, OR BUSINESS INTERRUPTION

TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNTS PAID BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, UNLESS OTHERWISE AGREED IN WRITING.

16. Indemnification

You agree to indemnify and hold harmless Omega Logic from claims arising out of:

  • Your use of the Services
  • Your AI deployments or outputs
  • Violation of law or third-party rights

17. Governing Law and Venue

These Terms are governed by the laws of the State of New York, without regard to conflict-of-laws principles.

Exclusive venue shall be state or federal courts located in New York County, New York, unless otherwise agreed in writing.

18. Modifications

Omega Logic may update these Terms from time to time. Continued use constitutes acceptance of the updated Terms.

19. Assignment

You may not assign these Terms without prior written consent. Omega Logic may assign freely in connection with a merger, sale, or reorganization.

20. Force Majeure

Omega Logic shall not be liable for delays or failures caused by events beyond reasonable control.

21. Entire Agreement

These Terms, together with referenced documents, constitute the entire agreement regarding the Services unless superseded by an enterprise contract.

AI-SPECIFIC ASSUMPTION OF RISK

AI ASSUMPTION OF RISK AND ACKNOWLEDGMENT

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT:

  1. Artificial intelligence systems are inherently probabilistic, non-deterministic, and may generate outputs that are incorrect, incomplete, misleading, biased, unsafe, or otherwise unsuitable for a particular purpose.

  2. ALL USE OF AI OUTPUTS IS AT YOUR SOLE RISK.
    Omega Logic does not control, verify, supervise, or validate Customer inputs, configurations, deployment environments, or downstream use of AI outputs.

  3. You assume FULL AND EXCLUSIVE RESPONSIBILITY for:

    • Evaluating the accuracy, legality, and appropriateness of AI outputs

    • Implementing human review, safeguards, and fallback mechanisms

    • Decisions, actions, or omissions taken in reliance on AI outputs

    • Any harm, loss, or damage arising from AI use

  4. Omega Logic shall have NO LIABILITY WHATSOEVER for:

    • Decisions informed or influenced by AI outputs

    • Automated or semi-automated actions taken by Customer systems

    • Third-party reliance on AI outputs

    • High-risk, regulated, or safety-critical use cases

  5. You expressly waive any claim that:

    • AI outputs constitute advice, guidance, representations, or guarantees

    • Omega Logic acted as a decision-maker, advisor, fiduciary, or agent

THIS ASSUMPTION OF RISK APPLIES TO THE MAXIMUM EXTENT PERMITTED BY LAW, INCLUDING CLAIMS BASED IN NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY, OR STATUTE.

MANDATORY ARBITRATION (FAA + NY ENFORCEABLE)

MANDATORY BINDING ARBITRATION

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

  1. Exclusive Arbitration
    Any dispute, claim, or controversy arising out of or relating to:

    • These Terms

    • The Services

    • AI outputs

    • Data processing

    • Any relationship between you and Omega Logic

    SHALL BE RESOLVED EXCLUSIVELY BY FINAL AND BINDING ARBITRATION, and not in court, except as expressly permitted below.

  2. Governing Law
    This arbitration agreement is governed by the Federal Arbitration Act (9 U.S.C. §§ 1–16).

  3. Arbitration Provider and Rules
    Arbitration shall be administered by:

    • JAMS or AAA (Omega Logic’s election)

    • Under its Commercial Arbitration Rules

  4. Location
    Arbitration shall take place in New York County, New York, unless Omega Logic agrees otherwise.

  5. Arbitrator Authority
    The arbitrator shall have exclusive authority to resolve:

    • Arbitrability

    • Scope and enforceability of this clause

    • All claims and defenses

  6. Injunctive Relief Exception
    Omega Logic may seek injunctive or equitable relief in court to protect:

    • Intellectual property

    • Confidential information

    • Security or system integrity

  7. Costs
    Each party bears its own attorneys’ fees unless otherwise awarded by the arbitrator. Arbitration fees shall be allocated per applicable rules.

CLASS ACTION WAIVER (CRITICAL FOR AI RISK)

CLASS ACTION AND REPRESENTATIVE ACTION WAIVER

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  1. NO CLASS ACTIONS
    ALL CLAIMS MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY ONLY.

  2. YOU EXPRESSLY WAIVE THE RIGHT TO:

    • Participate in any class action

    • Act as a class representative or class member

    • Bring claims on a collective, consolidated, or representative basis

    • Seek relief on behalf of the general public or other users

  3. SEVERABILITY OF WAIVER
    If this class action waiver is found unenforceable:

    • The arbitration provision shall remain enforceable

    • The unenforceable portion shall be severed

    • Claims shall proceed on an individual basis only

OPTIONAL (BUT RECOMMENDED) FINAL SENTENCE TO ADD

At the end of the arbitration section, add:

YOU UNDERSTAND AND AGREE THAT BY ACCEPTING THESE TERMS, YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.

22. Contact Information

If you have any questions or issues regarding these terms of service, please Contact Us

 

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