Terms of Service

By accessing or using the Avilla Innovation AI Platform (the “Platform”), you agree to comply with and be bound by these Terms.

If you do not agree to these Terms, you must not use the Platform.

Avilla Innovation AI Platform: The comprehensive cloud-based software environment, including administrative dashboards, portals, APIs, analytics tools, and technical documentation.

Automated Entities: Any software application configured, built, or deployed by the Client on the Platform, including deterministic rule-based bots, generative AI agents, and autonomous AI agents.

AI Features: Specific functionalities powered by machine learning or Large Language Models (LLMs) used to generate probabilistic outputs.

Client (“You”, “Your”): The person or company who subscribes to the Platform.

Standard Support: Included in the base subscription; strictly defined as the resolution of Platform outages or native software bugs.

Professional Services: Any request requiring Company personnel to perform tasks the Client could execute via the self-serve interface (e.g., custom bot flow building, manual API configurations, or strategic consulting).

Billing: Minor manual interventions requested via support tickets will be billed at the Company’s then-current prevailing hourly rates upon written confirmation.

Major engagements require a separate, mutually executed Statement of Work (SOW).

Ownership: Avilla Innovations LLC and/or its licensors own all intellectual property rights for the Platform and its underlying infrastructure.

AI Outputs: To the extent permitted by law, the Client owns the output generated by Automated Entities. The Company makes no guarantees regarding the copyrightability or exclusivity of such output under current intellectual property law.

Data Usage: The Client grants the Company a perpetual, irrevocable, royalty-free license to use interaction data and prompts to train and improve its proprietary AI models and Platform performance.

Probabilistic Nature: You acknowledge that AI Features are experimental and may produce inaccurate, biased, or “hallucinated” outputs.

Mandatory Verification: The Client is solely responsible for independently verifying and testing all AI outputs before relying upon them or publishing them to third parties.

No Professional Advice: AI outputs do not constitute legal, medical, or financial advice. The Company bears zero liability for decisions made based on AI-generated content.

If you provide access to the Platform (or Automated Entities built upon it) to your own customers, you must ensure those end-users agree to terms that:

1. Name Avilla Innovations LLC as an intended third-party beneficiary.

2. Disclaim all warranties directly from the Company (offered “AS-IS”).

3. Require end-users to waive all direct legal claims or class actions against the Company.

The Client shall indemnify, defend, and hold harmless the Company from any and all claims, damages, or expenses (including legal fees) arising from:

1. Any lawsuit or regulatory complaint brought by your end-users.

2. Marketing misrepresentations made by the Client regarding the Platform’s capabilities.

3. Data privacy violations or failure to obtain proper end-user consent for data processing.

The Company reserves the right to update these Terms, subscription models, or pricing at its sole discretion.

Notice: We will provide at least thirty (30) days’ notice for material changes (including price increases) via email or in-app notification.

Acceptance: Continued use of the Avilla Innovation AI Platform after the notice period constitutes binding acceptance of the updated Terms and fees.

These Terms are governed by the laws of the State of California.

Any legal actions shall be brought exclusively in the federal or state courts located in California.

Scope of Service: Where Avilla Innovations LLC provides Professional Services to build, configure, or deploy Automated Entities on behalf of the Client, such assistance is provided as a technical implementation service only.

Final Approval Authority: The Client retains absolute and final authority over the logic, persona, and output parameters of any Managed Build.

Acceptance Testing Requirement: Before a Managed Build is deployed to a live environment, the Client must perform comprehensive Acceptance Testing.

By moving a Managed Build into a live/production state, the Client warrants that they have verified the accuracy and safety of the Automated Entity and explicitly waives any claims against the Company for errors in its output.

Indemnity for Custom Logic: If a Client-requested configuration results in a violation of law or third-party harm, the Client shall indemnify the Company under the terms of the Indemnification section.

As-Is Provision: The Avilla Innovation AI Platform, including any Managed Builds, is provided on an “AS-IS” and “AS-AVAILABLE” basis.

No Guarantee of Outcome: The Company does not guarantee that any AI Agent or Chatbot will achieve a specific business result or remain 100% accurate.

Statutory Damages Cap: The Company’s total aggregate financial liability for any direct damages shall not exceed the total amount of fees paid by the Client in the twelve (12) months preceding the event giving rise to the claim.

For errors specific to a Managed Build, liability is further limited to the Professional Services fees paid specifically for that build.

For questions regarding these Terms, please contact us:

📧 Email: support@avillainnovations.com

🌐 Website: https://avillainnovations.ai

📮 Address: PO Box 11171, Whittier, CA 90603