Terms of Service

Last updated: August 15, 2026 · Version 2.1

Important Notice

These Terms of Service (“Terms”) govern your access to and use of the Zoey OS platform, including the desktop application, cloud services, and associated features (collectively, the “Services”) provided by Zoey OS, LLC, a Florida limited liability company (“Zoey OS,” “we,” “us,” or “our”).

By creating an account, downloading the desktop application, or otherwise accessing or using the Services, you agree to be bound by these Terms, our Privacy Policy, and our Acceptable Use Policy (collectively, the “Agreement”). If you do not agree to these Terms, do not use the Services.

Contact Information:

• General: info@zoeyos.com
• Support: support@zoeyos.com

1. Who We Are

Zoey OS is an AI productivity platform that provides users with a personalized multi-agent system — an AI team of companions and bots — accessible through a desktop application connected to cloud services. The Services include conversational AI, workflow automation, voice interaction, integrations with third-party tools, and a customizable virtual environment.

2. Eligibility and Account Creation

2.1 Minimum Age (18+)

You must be at least 18 years of age to create an account or use the Services. The Services are intended only for adults. We confirm your age at signup, and you represent that the age confirmation you provide is accurate. We do not knowingly permit anyone under 18 to use the Services, and we do not knowingly collect personal information from minors. If we learn that a user is under 18, we will suspend and delete the account. See our Privacy Policy for details.

2.1a Geographic Availability

The Services are offered internationally. However, the Services are not available, and you may not use them, in any country or territory subject to comprehensive U.S. or other applicable export sanctions, or if you are an individual or entity on a U.S. or other applicable government prohibited- or restricted-party list. We may detect your country at the network edge and block access accordingly (see Section 15.10). You are responsible for complying with the laws applicable to you in your location, and you may not use the Services where prohibited by law.

2.2 Account Registration

To access the Services, you must create an account by providing accurate, current, and complete information including a valid email address and password meeting our security requirements. You agree to:

• Maintain the accuracy of your account information
• Keep your login credentials confidential and not share them with any other person
• Accept responsibility for all activity occurring under your account
• Notify us immediately at support@zoeyos.com if you become aware of any unauthorized access to your account

2.3 Account Security

You are solely responsible for maintaining the security of your account credentials. We are not liable for any loss or damage arising from your failure to maintain the confidentiality of your account credentials.

3. The Services

3.1 Service Description

The Services consist of:

• Desktop Application — a downloadable software application (the “App”) that serves as the primary interface for interacting with your AI team
• Cloud Services — server-side infrastructure that powers the AI agents, stores your data, and processes your requests
• AI Agents — a multi-agent system including a primary orchestrator (“Zoey”), specialized companions, and task-specific bots that process your inputs and generate outputs
• Integrations — connections to third-party services and applications that you authorize
• Voice Services — speech-to-text and text-to-speech capabilities (optional, can be disabled in settings)

3.2 AI-Generated Content Disclaimer

The Services use artificial intelligence to generate responses, take actions, and produce content (“Outputs”). You acknowledge and agree that:

• Outputs may not always be accurate and may contain material inaccuracies even if they appear accurate due to their level of detail or specificity
• You should not rely on any Outputs without independently verifying their accuracy
• Outputs do not constitute professional advice of any kind, including but not limited to medical, legal, financial, tax, or therapeutic advice
• You are solely responsible for any decisions or actions you take based on Outputs
• We disclaim all liability for any harm arising from your reliance on Outputs, to the fullest extent permitted by applicable law
• Outputs may contain content that is inconsistent with our views or values

Do not use the Services for consequential decisions without independent verification. This includes but is not limited to: medical treatment decisions, legal strategy, investment decisions, emergency response, or any decision where an error could result in physical harm, significant financial loss, or legal liability.

3.3 AI Disclosure

In compliance with applicable law, including the EU AI Act’s transparency obligations, all companions, agents, and bots within Zoey OS are artificial intelligence systems. You are interacting with AI, not humans — this is disclosed persistently within the interface, and at the start of any voice or phone interaction. AI-generated responses may not always be accurate, complete, or appropriate. See Section 3.2 for full disclaimers.

3.4 No-Training Commitment

We do not use your conversations, content, personalization data, or any user-generated Materials to train artificial intelligence models — neither our own nor any third party’s. This commitment is:

• Architecturally enforced (no training pipeline exists in our infrastructure)
• Applicable to all user data regardless of tier or consent settings
• Permanent — we will not change this commitment without explicit, affirmative, opt-in consent from each affected user under a separate consent mechanism

We do not currently use behavioral or aggregate usage analytics. If we use aggregated, anonymized, non-identifiable usage patterns to improve the Services in the future, we will do so consistent with our Privacy Policy.

3.5 Service Availability

We will use commercially reasonable efforts to make the Services available, but we do not guarantee uninterrupted, secure, or error-free operation. The Services may be temporarily unavailable due to maintenance, updates, or circumstances beyond our control. We will endeavor to provide advance notice of scheduled maintenance.

3.6 Service Modifications

We may modify, update, or discontinue features of the Services from time to time. We will not materially decrease the core functionality of the Services during your active subscription without providing at least 30 days’ notice and, where the change materially diminishes the value of your subscription, offering you the option to cancel with a pro-rata refund.

4. Desktop Software License

4.1 License Grant

Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download, install, and use the App on devices you own or control, solely for your personal or internal business use in connection with the Services.

4.2 License Restrictions

You may not:

• Copy, modify, distribute, sell, lease, sublicense, or transfer the App or any portion thereof
• Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying algorithms of the App, except to the extent such restriction is prohibited by applicable law
• Remove, alter, or obscure any copyright, trademark, or other proprietary notices in the App
• Use the App to build a competitive product or service, or copy its features or user interface
• Circumvent, disable, or interfere with any security, licensing, or access-control features of the App
• Use the App on more devices than permitted by your subscription tier
• Share, transfer, or make available your licensed copy to any third party

4.3 Device Limitations and Hardware Identification

Your subscription permits use on one (1) computer and one (1) mobile device simultaneously. Upon first activation, the App generates a hardware identifier derived from your device characteristics. This identifier is used solely to enforce device limitations and is stored securely. If you replace your device, you may transfer your license through the account recovery flow in your settings.

4.4 Software Updates

The App may automatically download and install updates. You consent to receiving such updates as part of your use of the Services. Updates may modify or remove features, fix bugs, or add functionality. Continued use of the App after an update constitutes acceptance of the updated App.

4.5 Watermarking

Copies of the App may include a per-user watermark or similar identifier for the purpose of identifying the source of any unauthorized distribution. Any such watermark does not affect the functionality of the App and does not collect or transmit any information beyond what is described in our Privacy Policy. You may not alter, remove, or obscure any such watermark or identifier.

4.6 Subscription Validation

The App validates your account and entitlement status on launch and periodically thereafter (approximately every 24 hours), and an internet connection is required for that validation. Features that depend on a paid subscription, an available credit balance, or an active companion are unavailable when the corresponding entitlement is not in effect, and the App will tell you which one is missing. Features that do not depend on an entitlement remain available.

4.7 Open-Source Components

The App includes open-source software components that are licensed to you under their own license terms, not under this Section 4. A list of those components and their applicable license notices is available at zoeyos.com/legal/open-source. To the extent any open-source license grants you rights that conflict with the restrictions in Section 4.2, that license controls for the component it covers.

5. Your Content and Data

5.1 Ownership

You retain all right, title, and interest in and to any content you submit to, create within, or generate through the Services (“Your Content”), including conversations, notes, files, voice transcripts, and AI-generated Outputs. We claim no ownership over Your Content.

5.2 License to Us

By using the Services, you grant us a limited, non-exclusive, worldwide, royalty-free license to host, store, process, display (to you), and transmit Your Content solely as necessary to provide, maintain, and improve the Services. This license terminates when you delete Your Content or your account.

5.3 Your Responsibilities

You represent and warrant that:

• You have all rights necessary to submit Your Content to the Services
• Your Content does not violate these Terms, the Acceptable Use Policy, or any applicable law
• Your Content does not infringe any third party’s intellectual property rights, privacy rights, or other legal rights

5.4 Output Ownership

As between you and Zoey OS, you own all AI-generated Outputs produced by the Services in response to your inputs. You may use Outputs for any lawful purpose, including commercial purposes. We disclaim all warranties regarding Outputs, including warranties of accuracy, completeness, non-infringement, and fitness for any particular purpose, to the fullest extent permitted by applicable law.

5.5 Personalization Data

Your personalization data (preferences, communication style, companion customizations, adaptive learning data) is account-scoped, meaning it is used exclusively to improve your individual experience and is never aggregated for company analytics or model training. You may view, edit, reset, export, or delete your personalization data at any time through your account settings.

6. Subscriptions and Payment

6.1 How Paying Works

You can create an account and use the Services for free. There is no free trial and no countdown — the free tier is simply the Services without a paid entitlement, and you can stay on it indefinitely. The free tier includes a monthly free-tier credit grant that resets each month (the amount is shown on our pricing page). This monthly grant does not roll over and does not accumulate — each month you receive that month’s free amount, and any unused free-tier credits from the previous month do not carry forward (Section 6.9).

When you want more, there are two ways to pay, and you can use either or both:

• Top up. Buy credits whenever you want, in any amount we offer, with no ongoing commitment (Section 6.10).
• Subscribe. A subscription switches your account into subscription billing mode: a credit allotment arrives automatically every month at a better rate, and you get a discount on any additional top-ups. In this mode your balance refreshes monthly rather than accumulating (Sections 6.9 and 6.10).

Subscribing does not lock you out of topping up: a subscriber can top up at any time, or move to a different plan, and the two stack. Some companions and enablements carry their own monthly charge (Section 6.11), whether or not you hold a subscription. Available plans, prices, and credit amounts are described on our pricing page. If you take a subscription, it begins on the date you complete payment and continues for the billing period you select.

6.2 Automatic Renewal

Your subscription will automatically renew at the end of each billing period at the then-current rate unless you cancel before the renewal date. We will charge your payment method on file for each renewal period. We will provide at least 30 days’ notice before any price increase takes effect for existing subscribers. Where required by applicable law (including certain U.S. states and EU member states), we will send renewal reminders and clearly disclose the renewal term, price, and cancellation method before and at the time of purchase.

6.3 Payment

You must provide a valid payment method to buy credits, take a subscription, or add a companion or enablement. Payments are processed by Stripe, acting as our payment processor. Zoey OS is the merchant of record for the transaction (see Section 6.7). You authorize us and Stripe to charge your payment method for all applicable fees and taxes. You are responsible for keeping your payment method current. If a payment fails, we may suspend what it covered after providing notice and a reasonable opportunity to update your payment method (Section 6.8).

One monthly bill. Everything recurring — your subscription and every companion and enablement — is billed together on a single date each month, on one invoice, rather than separately on the date you added each one. Your first recurring purchase sets that date, and it does not move afterwards: adding, upgrading, or removing things later never changes the day you are billed.

Adding or upgrading part-way through a month. When you add a companion or enablement, or move to a higher subscription plan, it starts working immediately and you are charged only for the part of the month that remains — not a full month. Where you are upgrading, you are also credited for the unused part of what you were on.

When that amount is collected depends on what you bought:

• Taking or upgrading a subscription is charged at the moment you buy it, because it delivers credits to you straight away.
• Adding a companion or enablement is not charged that day — the amount appears as a line on your next monthly bill.

Either way, your recurring charges stay on the single monthly date described above.

Credit purchases sit outside this cycle — they are one-off and are receipted separately.

6.4 Cancellation

You may cancel your subscription at any time through your account settings or by contacting support@zoeyos.com. Cancellation is effective at the end of your current billing period. You will retain access to the Services until the end of the period for which you have already paid.

Cancelling does not close or delete your account. At the end of the period your account reverts to the free version of the Services: you keep your account, your content, your included companions, and any purchased credits, and you can carry on using everything that does not require a paid entitlement. We do not delete your account because you stopped paying. The only things that end your account are deleting it yourself and twelve consecutive months of inactivity (Sections 6.9 and 9.2).

Cancellation is at least as easy as subscribing. You may cancel through the same interface you used to subscribe, without requiring you to contact support, navigate additional screens, or complete additional steps beyond confirming your intent to cancel.

6.5 Refund Policy

Except where a non-waivable right of withdrawal or other mandatory consumer-protection law applies (see Section 17.1), all subscription fees are non-refundable. When you cancel your subscription, your access to the Services will continue through the end of your current billing period. No partial or pro-rata refunds will be issued for any unused portion of a billing period except as required by law.

Upon cancellation, your subscription will not renew and no further charges will be made. You retain full access to the Services until the end of the period you have already paid for.

Recurring access charges are non-refundable. Your subscription and every companion and enablement charge (Section 6.11) pay for access during a monthly period, not for how much you use within it. None of them is refunded or prorated if you cancel, remove, switch off, or stop using partway through a period — you keep what you paid for until that period ends, and it does not renew.

Credits. Credits are non-refundable. How long they last depends on your billing mode — twelve months from purchase when you pay as you go, or the monthly cycle while you are subscribed — and they are also lost if you delete your account. Section 6.9 sets this out in full. We do not refund credits that expire unused.

All of the above is subject to any non-waivable consumer-protection law that applies to you (see Section 17.1).

6.6 Price Changes

We may change subscription pricing with at least 30 days’ written notice to you. Price changes will not apply to your current billing period. If you do not agree to a price change, you may cancel your subscription before the new pricing takes effect.

6.7 Taxes

Prices are stated exclusive of tax. Zoey OS is the merchant of record for your purchases and is responsible for the applicable transaction taxes. We use Stripe Tax to calculate and collect the applicable transaction taxes — including U.S. sales tax, EU/UK value-added tax (VAT), and other countries’ goods-and-services taxes (GST) — based on your location, and we remit and file them with the relevant tax authorities. Tax is calculated at checkout, added to your total, and shown on your receipt.

You are responsible for any other taxes, levies, or duties associated with your use of the Services, except for taxes based on our income. If you need a tax invoice, a receipt reissued, or have a question about tax charged on a specific transaction, contact support@zoeyos.com.

6.8 Failed Payments

If we are unable to charge your payment method for the monthly bill, we will notify you by email with a link to update your payment information and allow a short grace period to resolve it. During that period your recurring entitlements continue, and everything is restored to normal once a working payment method succeeds.

If the payment is not resolved. If the charge still has not succeeded by the end of the grace period, the recurring entitlements it covers — your subscription and any companions and enablements — are paused and suspended, not cancelled. They resume automatically as soon as a working payment method succeeds. Your account is not cancelled or deleted, and your content stays where it is (Section 6.4).

You need both credits and a working payment method to use credit-consuming features. To use credit-consuming features (inference), a user needs both available credits and a working payment method on file. While a payment method is failing, those features are unavailable until the payment is resolved, even if you have credits available.

Credits you have already bought are not affected. Credits are separate one-time purchases that have already been paid for; a failed monthly charge does not remove them, and they remain on your account.

A failed payment never deletes your account or your data. Your recurring entitlements are paused rather than cancelled, your account is not deleted, and your content stays where it is (Section 6.4).

6.9 Credits

Certain features of the Services consume credits. A credit is a unit of account we use to measure and bill your use of those features. Credits are not money, carry no cash value, are not a deposit or stored-value instrument, cannot be exchanged for cash, and cannot be sold or transferred to another person or account.

How long credits last depends on how you obtained them. Your account earns and holds credits in the following ways.

• Free-tier monthly grant. The free tier includes a credit grant that resets each month (the amount is shown on our pricing page). This grant does not roll over and does not accumulate: each month you receive that month’s free amount, and any unused free-tier credits do not carry forward to the next month.
• Pay as you go. You buy credits when you want them, in any amount we offer, with no ongoing commitment. Credits bought this way expire twelve (12) months after the date you buy them. That is a fixed expiry: it runs from the purchase date and is not extended by using the Services, and it is not shortened by not using them.
• Subscription. A subscription puts your account in subscription mode and delivers a credit allotment automatically each month. In subscription mode, credits expire at the end of the monthly period and are replaced by the next month's allotment. This applies to the monthly allotment and to any top-up you buy while in subscription mode — while you are subscribed, your balance refreshes each month rather than accumulating.

Credits you already bought keep the expiry they were bought under. If you were paying as you go and then subscribe, credits you had already purchased keep their original twelve-month expiry — we do not shorten the life of credits you have already paid for because you changed modes.

Credits are also lost, in either mode, if you delete your account. Deletion takes effect immediately and any remaining balance is forfeited; we will show you that balance and ask you to confirm first, so it is never a surprise. Separately, if you do not use the Services at all for twelve consecutive months we close the account (Section 9.2), which has the same effect — we will email you at least 30 days beforehand, and any use of the Services during that window resets that clock.

Expired or forfeited credits are not refunded or transferable, except where a non-waivable consumer-protection law gives you a refund right (see Section 17.1).

When you use a credit-consuming feature, we draw from the credits that expire soonest first, so the ones with the most life left are preserved as long as possible.

We publish the credit cost of credit-consuming features and show your balance and consumption in the Services. We may change how many credits a given feature consumes, and will give at least 30 days' notice before a change that materially increases the credit cost of a feature you use regularly. If your balance reaches zero, credit-consuming features pause until you add credits or your next allotment arrives; we will tell you when this happens, and features that do not consume credits are unaffected.

We will tell you before credits expire. For credits on a twelve-month expiry we will email you before that date so you have the chance to use them. In subscription mode the monthly refresh is the normal cycle and we do not notify separately for it.

6.10 Credit Purchases and Automatic Top-Up

One-time purchases. You may buy additional credits at any time. The price and the number of credits are shown before you confirm, and any volume or subscriber discount is applied and displayed at that time. Credits are added to your balance when the payment succeeds, and carry the expiry of the billing mode you are in when you buy them — twelve months if you are paying as you go, or the current monthly cycle if you are subscribed (Section 6.9).

Automatic top-up. You may choose to turn on automatic top-up. Automatic top-up is off unless you turn it on. If you turn it on, you authorize us to charge your payment method automatically, without further action by you, each time your balance falls below the threshold you set — as often as that occurs. We will show you the threshold, the top-up amount, and the price before you turn it on, and we will email you a receipt each time it charges. You may turn automatic top-up off at any time in your account settings, effective immediately, without contacting support. Turning it off does not affect credits already purchased.

6.11 Companions and Enablements

Your account includes a number of companions at no additional charge, as described in the Services. Beyond those, two kinds of thing carry their own price:

• Companions — additional companions you add to your world.
• Enablements — capabilities you switch on that are not themselves a companion, such as a phone number. We may add, rename, or reorganize enablements over time, and an enablement may later be offered as part of a companion.

Companions and enablements are recurring monthly access charges. Each renews every month until you remove or switch it off. The price varies by the companion or enablement and is shown to you before you add it.

They join your monthly billing date. A companion or enablement you add part-way through a month joins your single monthly bill (Section 6.3) rather than starting its own cycle. You are charged only for the days remaining in the current month, and that amount appears on your next monthly bill alongside the full month ahead.

Nothing is refunded when you remove something. These are charges for access during a monthly period, not for usage within it. If you remove a companion, switch off an enablement, downgrade, or cancel your subscription part-way through a month, you keep what you paid for until the end of that period and it is not refunded or credited back. The charge simply does not renew.

So the rule runs one way: adding or upgrading is charged only for the time you actually get, while removing or downgrading is not refunded for time you do not use.

If a charge fails and is not resolved after we notify you, the affected companion or enablement becomes inactive and stops working for you. Work products, conversations, and other content already created with a companion remain yours and remain accessible to you under Section 5, whether or not it is active.

These charges are separate from, and do not substitute for, your subscription. Credits cannot be exchanged for companions or enablements, and companions and enablements do not convert into credits. Spending credits is never required to keep a companion or enablement, and holding one does not consume credits by itself.

7. Third-Party Services and Integrations

7.1 Third-Party Integrations

The Services allow you to connect to third-party services and applications (“Third-Party Services”) such as Google Drive, Notion, GitHub, and others. Your use of Third-Party Services is subject to the terms and conditions of those services. By connecting a Third-Party Service, you authorize us to access and process data from that service solely as necessary to provide the Services to you.

7.2 Disclaimer

We do not control, endorse, or assume responsibility for any Third-Party Services. We are not liable for any loss or damage arising from your use of Third-Party Services, including any data loss, service interruptions, or changes to Third-Party Service functionality or availability.

7.3 Subprocessors

We use third-party service providers (“Subprocessors”) to help deliver the Services. A current list is maintained at zoeyos.com/legal/subprocessors. We will provide at least 30 days’ notice before adding a new Subprocessor. See our Privacy Policy for details on how Subprocessors handle your data.

8. Intellectual Property

8.1 Our Ownership

We and our licensors retain all right, title, and interest in and to the Services, the App, and all related technology, documentation, and content we provide (excluding Your Content), including all intellectual property rights therein. These Terms do not grant you any right to use our trademarks, logos, domain names, or other brand features.

8.2 Feedback

If you provide us with feedback, suggestions, or ideas about the Services (“Feedback”), you grant us a worldwide, perpetual, irrevocable, royalty-free license to use, modify, and incorporate such Feedback into the Services without any obligation or compensation to you. Feedback does not include Your Content.

8.3 Copyright Complaints (DMCA and International)

We respect intellectual property rights. If you believe that content available through the Services infringes your copyright, please send a notice to our designated agent at legal@zoeyos.com containing: (a) identification of the copyrighted work; (b) identification of the infringing material; (c) your contact information; (d) a statement of good faith belief; (e) a statement of accuracy under penalty of perjury; and (f) your physical or electronic signature. Our designated agent is registered with the U.S. Copyright Office. We will respond to valid notices under the U.S. DMCA and comparable mechanisms under applicable law in other jurisdictions.

9. Termination

9.1 Termination by You

You may terminate your account at any time through your account settings or by contacting support@zoeyos.com. Upon termination, your right to use the Services ceases immediately (subject to any remaining paid subscription period per Section 6.4).

9.2 Termination by Us

We may suspend or terminate your account if:

• You materially breach these Terms and fail to cure such breach within 14 days of our notice
• You violate the Acceptable Use Policy
• Your use of the Services poses a security risk to us or others
• Providing the Services to you would violate sanctions or export-control law
• We are required to do so by law
• Your account has been inactive for more than 12 consecutive months (with 30 days’ prior notice, which will also tell you if you have a remaining credit balance — see Section 6.9)

For violations of the Acceptable Use Policy involving illegal activity, CSAM, or threats of violence, we may terminate immediately without notice.

9.3 Effect of Termination

Upon termination:

• All licenses granted to you under these Terms immediately terminate
• You must cease all use of the Services and the App
• Any remaining credit balance is forfeited, and any companions and enablements you hold become inactive, per Sections 6.9 and 6.11
• We will offer you the opportunity to export Your Content before deletion begins
• Deletion from production systems will complete within 30 days of termination; deletion from backups will complete within 1 year as backup retention cycles expire
• We will send a deletion confirmation to your registered email address

9.4 Survival

Sections relating to intellectual property, limitation of liability, indemnification, dispute resolution, and any other provisions that by their nature should survive, will survive termination of these Terms.

10. Disclaimers

The Services are provided “as is” and “as available” without warranties of any kind, whether express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

We do not warrant that: the Services will be uninterrupted, timely, secure, or error-free; the results obtained will be accurate or reliable; the quality will meet your expectations; any errors will be corrected; or that AI-generated Outputs will be accurate, complete, or suitable for any particular purpose.

Nothing in these Terms excludes or limits warranties, guarantees, or rights that cannot be excluded or limited under the law applicable to you as a consumer (see Section 17). Some jurisdictions do not allow the exclusion of certain warranties; in those jurisdictions, the above exclusions apply to the fullest extent permitted by law.

11. Limitation of Liability

11.1 Exclusion of Consequential Damages

To the maximum extent permitted by law, in no event will Zoey OS, its affiliates, officers, employees, agents, or licensors be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, use, goodwill, or other intangible losses, arising out of or relating to your use of or inability to use the Services, regardless of the theory of liability and even if we have been advised of the possibility of such damages.

11.2 Liability Cap

Our total aggregate liability arising out of or relating to these Terms or the Services will not exceed the greater of: (a) the total fees you paid to us during the twelve (12) months immediately preceding the event giving rise to the claim; or (b) one hundred dollars ($100 USD).

11.3 Basis of the Bargain

The limitations and exclusions in this section reflect the allocation of risk between the parties and are an essential basis of the bargain between us. These limitations apply regardless of the form of action and even if a remedy fails of its essential purpose.

11.4 Exceptions

Nothing in this section limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) gross negligence or willful misconduct; or (d) any liability that cannot be excluded or limited by applicable law, including non-excludable consumer guarantees (see Section 17).

12. Indemnification

You agree to indemnify, defend, and hold harmless Zoey OS and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:

• Your use of the Services in violation of these Terms
• Your Content, including any claim that Your Content infringes a third party’s rights
• Your violation of any applicable law or regulation
• Your violation of any third party’s rights

This indemnification obligation does not apply to the extent a claim arises from our own breach, and applies only to the extent permitted by the law applicable to you as a consumer.

13. Dispute Resolution

Consumer note: The arbitration agreement and class-action waiver in this Section apply only where permitted by applicable law. They do not apply to consumers in the European Union, United Kingdom, or other jurisdictions where pre-dispute binding arbitration or class-waivers are unenforceable against consumers — those users retain access to their local courts and statutory dispute mechanisms (see Section 17).

13.1 Informal Resolution

Before filing any formal legal proceeding, you agree to first contact us at legal@zoeyos.com and attempt to resolve the dispute informally for at least 30 days.

13.2 Binding Arbitration (Where Permitted)

If informal resolution fails, any dispute, controversy, or claim arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules then in effect. The arbitration shall be conducted by a single arbitrator, in the English language, and shall take place in Florida, or at your election, by videoconference.

13.3 Class Action Waiver (Where Permitted)

You and Zoey OS agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person’s claims and may not preside over any form of a representative or class proceeding.

13.4 Exceptions

Notwithstanding the foregoing, either party may: (a) bring an action in small claims court if the claim qualifies; (b) seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights; (c) bring claims that cannot be arbitrated under applicable law.

13.5 Opt-Out

You may opt out of this arbitration provision by sending written notice to legal@zoeyos.com within 30 days of first accepting these Terms. Your notice must include your name, account email, and a clear statement that you wish to opt out of arbitration.

13.6 Governing Law and Venue

These Terms are governed by the laws of the State of Florida, without regard to its conflict of law provisions, and, to the extent litigation is permitted, the exclusive venue shall be the state and federal courts located in Florida. However, if you are a consumer, you benefit from the mandatory provisions of the law of your country of residence, and nothing in this Section deprives you of the protection of those provisions or of your right to bring proceedings in your local courts (see Section 17).

14. Voice Services

14.1 Voice Is Off by Default

Voice features are disabled by default. The Services do not capture or process any audio unless you actively enter voice mode. You are never required to use voice, and choosing not to enter voice mode does not affect your access to the text-based Services. When you do enter voice mode, the Services process your speech using third-party speech-to-text providers and may generate voice responses using text-to-speech providers. Current providers are listed on our Subprocessor List.

14.2 Voice Data Handling

• Audio is never retained. Your speech is processed in real time only to transcribe it and is not stored after processing.
• Transcripts of voice interactions are stored as part of your ongoing conversation history, the same as your text messages, and are deleted when you delete your account.
• No biometric voiceprints are created, stored, or used.
• For phone calls, an AI-and-recording disclosure is played at the start of the call.

15. General Provisions

15.1 Entire Agreement

These Terms, together with the Privacy Policy, Acceptable Use Policy, and any applicable Order Forms or supplementary terms, constitute the entire agreement between you and Zoey OS regarding the Services and supersede all prior agreements and understandings.

15.2 Modifications

We may modify these Terms from time to time. We will provide at least 30 days’ notice of material changes by email to your registered address and by posting the updated Terms on our website. Your continued use of the Services after the effective date of any modification constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services and may cancel your subscription for a pro-rata refund. Where a modification materially and adversely affects you, you may also request a refund of any unspent purchased credits at legal@zoeyos.com— we will not use a change of terms to strand credits you have already paid for.

15.3 Severability

If any provision of these Terms is held to be invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

15.4 Waiver

Our failure to enforce any provision of these Terms will not constitute a waiver of that provision or any other provision.

15.5 Assignment

You may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets. Subject to the foregoing, these Terms bind and inure to the benefit of the parties’ successors and permitted assigns.

15.6 Force Majeure

We will not be liable for any delay or failure to perform our obligations under these Terms due to events beyond our reasonable control, including but not limited to natural disasters, wars, terrorism, labor disputes, government actions, internet or telecommunications failures, or third-party service provider failures.

15.7 Notices

Notices to you will be sent to the email address associated with your account. Notices to us must be sent to:

Zoey OS, LLC
legal@zoeyos.com

Or by mail to:
Zoey OS, LLC
7901 4th St N, STE 300
St. Petersburg, FL 33702
United States

15.8 Relationship of the Parties

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Zoey OS, and neither party may bind or act on behalf of the other.

15.9 No Third-Party Beneficiaries

These Terms do not confer any rights on any third party.

15.10 Export Compliance and Sanctions

You represent that you are not located in, and are not a national or resident of, any country or territory subject to comprehensive U.S. or other applicable export sanctions, and that you are not on any U.S. or other applicable government prohibited- or restricted-party list. You may not use, export, or re-export the Services in violation of applicable export-control or sanctions laws. We may detect your country at the network edge and block or terminate access to comply with these laws.

16. Contact

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

Zoey OS, LLC
Email: info@zoeyos.com
Support: support@zoeyos.com

17. Consumer-Specific & International Terms (Addenda)

These addenda apply where you use the Services as a consumer (for personal, non-business purposes) and/or reside in the listed jurisdictions. Where an addendum conflicts with the body of these Terms, the addendum controls for residents of that jurisdiction.Nothing in these Terms affects mandatory statutory rights you have as a consumer that cannot be waived by agreement.

17.1 European Union, EEA & United Kingdom (Consumers)

• Right of withdrawal (14 days). As a consumer, you normally have the right to withdraw from a distance contract within 14 days without giving a reason. Because the Services are digital content/services supplied immediately, you will be asked to expressly consent to immediate performance and to acknowledge that you thereby lose your right of withdrawal once performance has begun. If you have not given that consent or performance has not begun, you may withdraw within 14 days by contacting legal@zoeyos.com for a refund of amounts paid.
• Credit purchases. Each purchase of credits (Section 6.10), including each automatic top-up, is a separate contract for digital content and carries its own 14-day withdrawal right.Credits you have not yet spent are refundable within 14 days of that purchase, on request to legal@zoeyos.com. Credits already consumed are not refundable, because that performance has been supplied with your consent. This right applies to each top-up separately, so switching automatic top-up on does not waive it for future charges.
• Legal guarantee of conformity. The Services must conform to the contract; statutory remedies for non-conformity apply and are not excluded by Section 10 or 11.
• No mandatory arbitration / class waiver. Sections 13.2 and 13.3 do not apply to you. You may bring proceedings in the courts of your country of residence, and the mandatory consumer-protection law of that country applies.
• Online dispute resolution. EU consumers may use the European Commission’s ODR platform.

17.2 United Kingdom (Consumers)

In addition to 17.1 (withdrawal and conformity, applied under UK law including the Consumer Rights Act 2015), UK consumers retain the right to bring proceedings in UK courts and the protection of mandatory UK consumer law.

17.3 Australia (Consumers)

Our Services come with guarantees that cannot be excluded under the Australian Consumer Law (ACL). For major failures you are entitled to a replacement or refund and to compensation for reasonably foreseeable loss or damage; for failures that do not amount to a major failure you are entitled to have problems rectified in a reasonable time. Nothing in Sections 10, 11, or 13 excludes, restricts, or modifies any non-excludable ACL guarantee.

17.4 Canada (Consumers)

Mandatory consumer-protection legislation of your province or territory (including in Quebec) applies and is not waived by these Terms. Quebec consumers: the parties have requested that these Terms be drafted in English / les parties ont demandé que ces conditions soient rédigées en anglais.

17.5 Other Jurisdictions

If you reside elsewhere, you retain any non-waivable rights provided by the consumer-protection and other mandatory laws of your country of residence, and these Terms apply only to the extent permitted by those laws.

Last updated: August 15, 2026 · Version 2.1