Terms of Service for Xbots Ltd

Last Updated: Date – March 27, 2025

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THE XBOTS LTD WEBSITE OR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT ACCESS OR USE THE WEBSITE OR SERVICES.

1. Introduction and Agreement

These Terms of Service (“Terms”) govern your access to and use of the website located at https://xbots.uk (the “Site”) and the AI chatbot, AI agent, digital twin creation, and related software, platforms, APIs, and services (collectively, the “Services”) offered by Xbots Ltd, a company registered in England and Wales under company number [Your Company Registration Number] with its registered office at [Your Full Registered Office Address, UK] (“Xbots,” “we,” “us,” or “our”).

These Terms constitute a legally binding agreement between you (“User,” “you,” or “your”) and Xbots. These Terms apply to all visitors, users, and others who access or use the Site or Services.

2. Definitions

“AI Agent” / “Chatbot” / “Digital Twin”: Refers to the specific AI-powered software entities or functionalities provided through the Services.
“Content”: Means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided, or otherwise made available through the Site or Services.
“User Content”: Means any Content that users (including you) provide to be made available through the Services, including text inputted into AI Agents, data provided for training or personalization, configuration settings, etc.
“Service Output”: Means the output, responses, creations, or results generated and returned by the Services based on User Content or other inputs.

3. Eligibility and Account Registration

You must be at least 16 years old to use the Services. By agreeing to these Terms, you represent and warrant that you are of legal age.

To access certain features of the Services, you may be required to register for an account. You agree to:
(a) provide accurate, current, and complete information during the registration process;
(b) maintain and promptly update your account information;
(c) maintain the security of your password and accept all risks of unauthorized access to your account; and
(d) promptly notify us if you discover or otherwise suspect any security breaches related to the Services or your account.

You are responsible for all activities that occur under your account.

4. License to Use the Services

Subject to your compliance with these Terms, Xbots grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Site and the Services solely for your internal business purposes or personal use, as applicable based on your subscription or service plan.

5. Acceptable Use and Restrictions

You agree not to do, and not to permit others to do, any of the following:

Use the Services for any illegal, harmful, fraudulent, infringing, or offensive purpose, or to transmit, store, display, distribute or otherwise make available content that is illegal, harmful, fraudulent, infringing, or offensive.
Use the Services in a way that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability.
Use the Services to develop foundation models or other large scale models that compete with Xbots or its Services.
Use the Services to infringe, misappropriate, or violate a third party’s intellectual property rights, or rights of publicity or privacy.
Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of the Services or any software, documentation, or data related to the Services.
Modify, translate, or create derivative works based on the Services.
Rent, lease, distribute, sell, resell, assign, or otherwise transfer rights to use the Services.
Use the Services for benchmarking purposes or to build a competitive product or service.
Interfere with or disrupt the integrity or performance of the Services or third-party data contained therein.
Attempt to gain unauthorized access to the Services or their related systems or networks.
Use any robot, spider, crawler, scraper, or other automated means or interface not provided by us to access the Services or extract data.
Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
Provide any information to the AI Agents that you are not legally permitted to share (e.g., sensitive personal data without proper basis, confidential information).

6. Service Description and AI Limitations

Our Services utilize complex artificial intelligence models. You acknowledge and agree that:

AI is a rapidly evolving field. We continuously work to improve the Services, but they may not always be accurate, complete, or up-to-date.
Service Output is generated by AI and may contain errors, inaccuracies, biases, or offensive material. Service Output does not represent Xbots’ views.
The Services and Service Output are provided for informational purposes only and DO NOT constitute professional advice (including but not limited to legal, financial, or medical advice). You should not rely on any Service Output as a substitute for professional advice. Always consult with a qualified professional for specific advice tailored to your situation.
You are solely responsible for evaluating the accuracy, suitability, and appropriateness of any Service Output before using or relying on it.
Use of the Services may require submitting User Content. The quality and relevance of Service Output heavily depend on the quality and relevance of the input provided.

7. User Content

You retain ownership of your User Content. However, by submitting User Content to the Services, you grant Xbots a worldwide, non-exclusive, royalty-free, fully paid, sublicensable, and transferable license to use, process, store, reproduce, modify, adapt, display, perform, and distribute your User Content solely as necessary to:
(a) provide, maintain, and improve the Services;
(b) prevent or address service, security, or technical issues;
(c) comply with law or valid legal process; and
(d) as otherwise permitted by our Privacy Policy or expressly permitted by you in writing.

You represent and warrant that:
(a) you own or have all necessary rights, licenses, consents, and permissions to submit the User Content and grant the licenses granted herein; and
(b) your User Content and our use of it as contemplated by these Terms will not infringe, misappropriate, or violate any third party’s intellectual property rights, rights of publicity or privacy, or result in the violation of any applicable law or regulation.

We are not responsible or liable for the accuracy, quality, integrity, or legality of User Content. You are solely responsible for ensuring your User Content is accurate and lawful.

[Optional Clause – Review Carefully with Lawyer Regarding AI Training:]
[You acknowledge that, subject to our Privacy Policy and applicable confidentiality obligations, we may use anonymized or aggregated User Content and Service Output to train and improve our AI models and Services. You can opt-out of this use where specified in your account settings or service agreement, if applicable.]

8. Intellectual Property Rights

Xbots IP: Excluding User Content, the Site, the Services, the underlying technology (including AI models), and all Content therein or transferred thereby, including all associated intellectual property rights, are the exclusive property of Xbots and its licensors. Except as explicitly provided herein, nothing in these Terms shall be deemed to create a license in or under any such intellectual property rights.
Service Output: [This is a critical section – consult your lawyer! Choose ONE primary approach or define tiers:]
- Option A (License to User): Subject to your compliance with these Terms, Xbots grants you a worldwide, non-exclusive, royalty-free license to use, copy, modify, and distribute the Service Output for your lawful internal business or personal purposes. You are responsible for ensuring your use of the Service Output complies with applicable laws and does not infringe third-party rights.
- Option B (User Owns Output – More Complex): Subject to your compliance with these Terms and applicable law, you own the Service Output generated specifically for you based on your unique User Content. You acknowledge that due to the nature of AI, similar inputs may generate identical or similar outputs for different users, and other users own their respective outputs. You grant Xbots the rights necessary (as described in Section 7) to generate and provide the Service Output to you. Xbots retains all rights in the underlying Services and AI models. [This option has significant implications – discuss thoroughly with legal counsel.]
- Option C (Varies by Plan): Ownership or license rights to Service Output may vary depending on your specific subscription plan, as detailed in the applicable service order or plan description.
Feedback: If you provide any suggestions, ideas, improvements, or other feedback regarding the Services (“Feedback”), you hereby grant Xbots a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, fully paid-up license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit any Feedback in any manner.

9. Fees and Payment [Include if offering paid services]

Fees: Certain aspects of the Services may require payment of fees. You agree to pay all applicable fees as described on the Site or in your service agreement in connection with the Services selected by you.
Payment Terms: We may use a third-party payment processor to bill you. Payment processing terms are subject to the terms and conditions of the third-party processor. You authorize us (and our processor) to charge your chosen payment method.
Subscriptions: If you purchase a subscription, it will automatically renew at the end of the subscription period unless you cancel it beforehand through your account settings or by contacting us. You authorize us to charge the applicable subscription fees for the renewal term.
Taxes: All fees are exclusive of applicable taxes (like VAT), levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties.
Changes: We reserve the right to change our fees or payment terms upon reasonable notice, which may be provided by posting the changes on the Site.
Refunds: [State your refund policy clearly – e.g., Fees are generally non-refundable except as required by law or as explicitly stated in a specific service agreement.]

10. Privacy

Our collection and use of personal information in connection with your access to and use of the Site and Services is described in our Privacy Policy.

11. Disclaimers

THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, XBOTS, ITS AFFILIATES, AND ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS (COLLECTIVELY, THE “XBOTS PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

THE XBOTS PARTIES MAKE NO WARRANTY THAT: (A) THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS; (B) THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OR SERVICE OUTPUT THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR SERVICES WILL BE ACCURATE, RELIABLE, COMPLETE, OR UP-TO-DATE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, SERVICE OUTPUT, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE OR SERVICES WILL MEET YOUR EXPECTATIONS.

YOU ACKNOWLEDGE THAT AI SYSTEMS CAN PRODUCE INACCURATE, BIASED, OR UNEXPECTED OUTPUTS. YOU ARE SOLELY RESPONSIBLE FOR EVALUATING AND USING ANY SERVICE OUTPUT. XBOTS DISCLAIMS ANY LIABILITY FOR ANY HARM OR DAMAGES CAUSED BY YOUR RELIANCE ON SERVICE OUTPUT.

12. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE XBOTS PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF THE XBOTS PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR RELATING TO: (A) THE USE OR INABILITY TO USE THE SITE OR SERVICES; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE OR SERVICES; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS, CONDUCT, OR OUTPUT OF ANY THIRD PARTY OR AI ON THE SITE OR SERVICES; OR (E) ANY OTHER MATTER RELATING TO THE SITE OR SERVICES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE XBOTS PARTIES’ TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE OR SERVICES EXCEED THE GREATER OF: (I) THE TOTAL AMOUNT PAID OR PAYABLE BY YOU TO XBOTS FOR USE OF THE SERVICES DURING THE [e.g., SIX (6) or TWELVE (12)] MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (II) ONE HUNDRED POUNDS STERLING (£100).

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN XBOTS AND YOU.

NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT OUR LIABILITY FOR DEATH OR PERSONAL INJURY ARISING FROM OUR NEGLIGENCE, OR OUR FRAUD OR FRAUDULENT MISREPRESENTATION, OR ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY ENGLISH LAW.

13. Indemnification

You agree to defend, indemnify, and hold harmless the Xbots Parties from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to: (a) your violation of these Terms; (b) your User Content, including any claim that your User Content infringes or misappropriates any third-party intellectual property or other proprietary rights; or (c) your use of the Site or Services (including Service Output) in violation of applicable law or third-party rights.

14. Termination

We may terminate or suspend your access to all or part of the Site or Services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms.

You may terminate your account and stop using the Services at any time by [Describe process, e.g., using the account settings or contacting support].

Upon termination, your right to use the Services will immediately cease. Provisions of these Terms that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

15. Governing Law and Dispute Resolution

These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

You agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).

16. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide reasonable notice prior to any new terms taking effect, which may include posting the updated Terms on the Site or sending notice to the email address associated with your account. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Site or Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Site or Services.

17. Miscellaneous

Entire Agreement: These Terms, together with our Privacy Policy, Cookie Policy, and any applicable service agreement or order form, constitute the entire agreement between you and Xbots regarding the Site and Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.
Severability: If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
Waiver: No waiver by Xbots of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Xbots to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
Assignment: You may not assign or transfer these Terms, by operation of law or otherwise, without Xbots’ prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and void. Xbots may freely assign or transfer these Terms without restriction.
Notices: Any notices or other communications provided by Xbots under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

18. Contact Information

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

Email: Legal/Support Email, legal@xbots.uk or support@xbots.uk