These Terms of Service govern our Customers use of the Oli software platform and services. By subscribing to or using Oli, you agree to these Terms. Please read them carefully to understand your rights and obligations when using our platform.
Last Updated: February 1, 2026
Welcome to Oli Labs, Inc. ("Oli Labs", "we", "us", or "our"). These Terms of Service ("Terms") govern your access to and use of the Oli software platform and services (collectively, the "Services"). By subscribing to, accessing, or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use the Services.
These Terms apply to all users of the Services. Specific details about your subscription (including pricing, features, term, and deployment specifications) may be set forth in: (a) your selected plan at checkout for self-serve subscriptions, or (b) a separate Order Form, Software License Agreement, or Statement of Work for enterprise or custom arrangements ("Order Form"). In the event of any conflict, the Order Form controls with respect to matters specifically addressed therein.
Subject to the terms and conditions of these Terms and your Order Form (if applicable), Oli Labs grants you a limited, non-exclusive, non-transferable, revocable license to use the Software in object code format solely for your internal business operations during your subscription period. Oli Labs may immediately suspend this license upon your breach of Sections 3 (Payment), 8 (Confidentiality), or 10 (Data Privacy) without prior notice or liability.
You shall not:
You acknowledge that breach of these restrictions would cause irreparable harm to Oli Labs for which monetary damages are insufficient, and Oli Labs shall be entitled to seek immediate injunctive relief in addition to all other available remedies.
Pricing for your subscription is set forth in: (a) your selected plan at checkout for self-serve subscriptions, or (b) your Order Form for enterprise or custom arrangements. All fees are in U.S. Dollars unless otherwise specified. All fees are non-refundable once paid, including fees for partial billing periods.
Payment is due within fifteen (15) days of invoice date. Late payments shall accrue interest at the rate of 1.5% per month (18% annual) or the maximum rate permitted by law, whichever is less. If your payment is more than fifteen (15) days overdue, Oli Labs may suspend access to the Software without liability until payment is received in full, including all accrued interest and late fees. You shall also reimburse Oli Labs for all reasonable costs of collection, including attorney's fees.
For annual and multi-year contracts billed monthly as described in Section 4.2.1, if you cancel before the end of your contract term or if you fail to make timely payment, Oli Labs reserves the right, at its sole discretion, to accelerate payment and invoice you immediately for all remaining monthly fees through the end of your commitment period. Such accelerated payment shall be due within fifteen (15) days of the invoice date.
If you exceed your plan's usage limits (including conversation volumes, message threads, or minutes), overage charges will apply as specified in your Order Form or selected plan. Overages are billed monthly in arrears and are due within fifteen (15) days of invoice. Oli Labs reserves the right to suspend access to the Software if cumulative unpaid overage charges exceed Five Hundred U.S. Dollars (US $500) and remain unpaid for more than fifteen (15) days.
Your subscription begins on the Effective Date (the date you complete checkout or launch the Software) and continues on a month-to-month basis with automatic renewal, unless you have entered into a separate Order Form specifying an annual or multi-year term.
For month-to-month subscriptions, your subscription will automatically renew on a monthly basis and you will be charged the then-current monthly subscription fee unless you cancel. Oli Labs may increase monthly subscription fees upon thirty (30) days' written notice, and the new fees will apply starting with your next billing cycle after the notice period. If you have entered into a separate Order Form specifying an annual or multi-year term, renewal and pricing terms will be governed by that Order Form.
Where specified in the self-serve subscription payment link at the time of purchase that your subscription is an "annual contract billed monthly," "multi-year contract billed monthly," or similar language indicating a minimum commitment period (whether one year, two years, three years, or longer), you agree to the specified subscription term and are obligated to pay the entire contract value regardless of whether you cancel the Services before the end of the commitment period. In such cases:
By selecting an annual or multi-year contract billed monthly at checkout, you expressly acknowledge and agree to this binding commitment and payment obligation for the full contract term.
You may cancel your month-to-month subscription at any time by providing notice through your account settings or by contacting customer support. Cancellation will be effective at the end of your current billing period. You will retain access to the Services through the end of the period for which you have paid. No refunds or credits will be provided for partial months, and all fees paid are non-refundable.
IMPORTANT: If you subscribed to an annual or multi-year contract billed monthly (as described in Section 4.2.1), cancellation does not relieve you of your obligation to pay for the full contract term. Your cancellation request will terminate your access to the Services, but you remain obligated to pay all monthly fees through the end of your commitment period (whether one year, two years, three years, or the full term specified at checkout). If you have entered into a separate Order Form with a specified term, cancellation rights will be governed by that Order Form.
Oli Labs may terminate these Terms immediately upon written notice for your material breach, including without limitation non-payment, unauthorized use, or breach of confidentiality obligations, without refund of any prepaid fees.
Within five (5) days following termination, you will cease accessing and using the Software and will certify in writing that all copies of Oli Labs' Confidential Information have been destroyed or returned. Oli Labs shall terminate its access to your CRM within five (5) days of termination, subject to Section 10.7 (data retention). Sections 3 (payment obligations), 8, 11, 12, 13, 14, and 15 survive termination.
You are responsible for deploying the Software across your selected channels (website, email, SMS, WhatsApp, etc.) with our guidance and support.
You agree to provide Oli Labs with necessary access to your CRM to: (a) deliver lead conversational data; (b) assign ownership of leads to Oli for outbound nurturing; and (c) update your CRM with new lead information.
You will use the Services in compliance with all applicable laws and regulations, including obtaining all necessary consents and providing required notices to end users before collecting their personal data through the Software.
You acknowledge that AI systems may produce incorrect, incomplete, or biased outputs. You agree to review all Software outputs before use in your business operations and assume all risk for reliance on such outputs.
Oli Labs will provide the Software via electronic delivery suitable for your selected channels and will provide onboarding assistance, documentation, and ongoing support as specified in your plan or Order Form.
You grant Oli Labs the right to identify you as a customer and to use your name, logo, and trademarks in Oli Labs' marketing and promotional materials, including our website, social media accounts, case studies, testimonials, customer lists in proposals and presentations, press releases, and industry conferences. You may revoke this right at any time by providing written notice, and Oli Labs shall cease such use within thirty (30) days, except for materials already in print or distribution that cannot reasonably be recalled. Any use of your confidential information, specific project details, or proprietary data in case studies or testimonials shall require your prior written consent. Oli Labs agrees to use your name and marks in a professional manner consistent with your brand guidelines (if provided).
Oli Labs (and its licensors) retains all right, title, and interest in and to the Software, including all intellectual property rights. Your license is limited to those rights expressly granted in Section 2. All improvements, modifications, derivative works, and enhancements to the Software, whether created by Oli Labs alone or with your input or feedback, shall be the sole and exclusive property of Oli Labs. You hereby assign all right, title, and interest in any such works to Oli Labs and agree to execute any documents reasonably requested by Oli Labs to perfect such assignment.
You grant Oli Labs a perpetual, irrevocable, worldwide, royalty-free license to use any feedback, suggestions, ideas, or recommendations you provide regarding the Software for any purpose without compensation or attribution.
Both parties agree to: (a) use reasonable efforts to protect each other's Confidential Information from unauthorized use or disclosure; (b) limit disclosure to employees with a legitimate need to know who have executed written confidentiality agreements; and (c) report any unauthorized disclosure immediately. You will not disclose any technical information, performance evaluations, or test results regarding the Software to third parties without Oli Labs' prior written approval.
Oli Labs will use commercially reasonable efforts to maintain compliance with Web Content Accessibility Guidelines (WCAG) 2.1 Level AA standards (or the then-current version), but makes no warranty or guarantee of full compliance. Oli Labs' sole obligation for accessibility non-compliance shall be to use reasonable efforts to remediate reported accessibility issues within a reasonable timeframe based on the severity of the issue and technical feasibility. You acknowledge that certain accessibility features may be technically infeasible or cost-prohibitive for AI-powered chat interfaces, and Oli Labs shall have no liability for such limitations.
You retain all right, title, and interest in your Customer Data, subject to the licenses granted to Oli Labs in these Terms.
You hereby grant Oli Labs a perpetual, irrevocable, worldwide, royalty-free license to use all Customer Data (including after termination of these Terms) for purposes of: (a) developing, training, and improving Oli Labs' Software and AI models; (b) creating aggregated, anonymized benchmarking data and industry analytics; (c) developing new products and services; and (d) any other lawful business purpose, provided that Oli Labs de-identifies or anonymizes any personally identifiable information in accordance with applicable privacy laws prior to use for purposes (b), (c), or (d). This license survives termination of these Terms.
Oli Labs will implement and maintain appropriate technical, organizational, and physical safeguards to protect Customer Data in accordance with industry standards and best practices.
Oli Labs will notify you within seventy-two (72) hours of discovering any unauthorized access to or breach of Customer Data.
Where applicable, the terms of our Data Processing Addendum (available at www.olilabs.ai/legal/dpa) are incorporated into these Terms by reference and govern our processing of personal data. Customer Data may be transferred to and processed in the United States and other countries where Oli Labs or its service providers operate.
Oli Labs may engage third-party subprocessors to assist in providing the Services. A current list of subprocessors is available at www.olilabs.ai/legal/dpa. Oli Labs will provide you with at least thirty (30) days' notice before adding or replacing subprocessors.
Oli Labs retains Customer Data for the duration of your subscription and as necessary to provide the Services. Upon termination, Oli Labs will delete or return Customer Data within five (5) days, except: (a) where retention is required by applicable law; (b) for backup copies, which will be deleted within ninety (90) days; and (c) for aggregated, anonymized data that cannot identify individuals, which Oli Labs may retain indefinitely for the purposes described in Section 10.2.
THE SOFTWARE IS PROVIDED "AS-IS." EXCEPT AS EXPRESSLY STATED IN THESE TERMS, OLI LABS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE IN TRADE. OLI LABS MAKES NO WARRANTIES REGARDING: (A) THE ACCURACY, COMPLETENESS, OR QUALITY OF AI-GENERATED CONTENT OR RECOMMENDATIONS; (B) UNINTERRUPTED OR ERROR-FREE OPERATION; (C) COMPATIBILITY WITH YOUR SYSTEMS; (D) SPECIFIC BUSINESS RESULTS OR LEAD CONVERSION RATES; OR (E) THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS. YOU ACKNOWLEDGE THAT AI SYSTEMS MAY PRODUCE INCORRECT, INCOMPLETE, OR BIASED OUTPUTS AND AGREE TO REVIEW ALL SOFTWARE OUTPUTS BEFORE USE. YOU ASSUME ALL RISK FOR USE OF THE SOFTWARE AND ANY RELIANCE ON SOFTWARE OUTPUTS.
EXCEPT FOR THIRD-PARTY INDEMNIFICATION CLAIMS UNDER SECTION 13, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING DAMAGES ARISING FROM BREACH OR TERMINATION OF THESE TERMS, WHETHER ASSERTED ON THE BASIS OF CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR OTHERWISE, EVEN IF WARNED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OLI LABS' TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY YOU TO OLI LABS IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY. THIS LIMITATION APPLIES REGARDLESS OF THE FORM OF ACTION AND EVEN IF OLI LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR BREACH OF CONFIDENTIALITY OBLIGATIONS.
Each party agrees to indemnify, defend, and hold harmless the other party from third-party claims, demands, costs, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from: (a) breach of these Terms; (b) negligence or willful misconduct; or (c) violation of applicable laws or regulations.
You shall indemnify, defend, and hold harmless Oli Labs from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Software in violation of applicable laws or regulations; (b) your failure to properly review, validate, or supervise AI-generated content before use in your business operations; (c) any representations, warranties, or guarantees made by you to third parties regarding the Software's capabilities or performance; (d) Customer Data provided to Oli Labs, including any infringement of third-party intellectual property rights or privacy rights by Customer Data; (e) your CRM data, configurations, or integrations; and (f) any actions taken by your employees, contractors, or agents in connection with the Software.
Any dispute relating to these Terms will first be resolved through good faith negotiations. If unsuccessful within thirty (30) days, the parties agree to submit the dispute to mediation.
If a dispute is not resolved through negotiation or mediation within seventy-five (75) days from the date the dispute was first raised, either party may submit the dispute to binding arbitration with The American Arbitration Association ("AAA") under its Commercial Arbitration Rules. Notwithstanding the foregoing, disputes valued at Twenty-Five Thousand U.S. Dollars (US $25,000) or less may be brought in small claims court. If a party submits a demand for arbitration, arbitration will be the exclusive forum for adjudication, provided that such demand precedes the filing of a complaint in any court. The cost of arbitration will be shared equally by the parties; however, each party will pay its own attorneys' fees unless the arbitrator determines that one party's claims or defenses were frivolous or brought in bad faith. The arbitrator will have the authority to apportion liability but will not have the authority to award damages beyond the express terms of these Terms. Nothing in this Section shall preclude either party from seeking interim equitable relief for breach of confidentiality or intellectual property obligations. THE PARTIES EXPRESSLY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL.
These Terms are governed by the laws of the State of Florida, USA, without reference to conflict of laws principles. Each party consents to the exclusive jurisdiction of the courts of Miami-Dade County, Florida, and waives any objections to jurisdiction or venue in those courts.
Neither party will be liable for delays or failures to perform due to events beyond reasonable control (fire, earthquake, flood, strike, war, terrorism, pandemic, etc.), provided the affected party notifies the other party promptly and uses reasonable efforts to resume performance. If a Force Majeure Event continues for more than sixty (60) consecutive days, either party may terminate these Terms upon written notice, except that you shall remain obligated to pay all fees accrued through the date of termination.
Neither party may assign these Terms without the other's written consent, except either party may assign in connection with an acquisition of all or substantially all of its assets or equity. Any attempted assignment in violation of this section is void.
If any provision is held invalid by a court of competent jurisdiction, the remaining provisions remain in full force and effect.
Oli Labs may modify these Terms by providing thirty (30) days' notice via email or through the Services. Your continued use after the effective date constitutes acceptance. For material changes that reduce your rights, Oli Labs will obtain your affirmative consent. No waiver, amendment, or modification is effective unless in writing and signed by both parties.
These Terms, together with your Order Form (if applicable), selected subscription plan, and our Privacy Policy and Data Processing Addendum, constitute the entire agreement between the parties and supersede all prior understandings. In the event of any conflict: (1) Order Form (for matters specifically addressed therein), (2) Data Processing Addendum (for data processing matters), (3) these Terms of Service, (4) Privacy Policy.
Sections 3 (payment obligations), 8, 10.2, 11, 12, 13, 14, and 15 survive termination of these Terms.
If you have questions about these Terms, please contact us at:
Oli Labs, Inc.Email: legal@olilabs.aiAddress: 28 West Flagler Street, Ste. 300B #254, Miami, FL, USA 33130
By subscribing to, accessing, or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.
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