LAST UPDATED JANUARY 8th, 2025

Acceptance of the Terms of Use

These terms of use are entered into by and between You and LUKI AI LTD ("Company," "we," or "us"). The following terms and conditions ("Terms of Use") govern your access to and use of our online platform, including any content, functionality, and services offered on or through luki.ai ("LUKI AI"), whether as a guest or a registered user.

Please read the Terms of Use carefully before you start to use LUKI AI. By using LUKI AI, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at https://www.luki.ai/privacy-policy, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use LUKI AI.

No one under 16 is allowed to create an account or use LUKI AI. If you are under 18, you may only use LUKI AI with the prior consent of your parent or legal guardian. Please be sure your parent or legal guardian has reviewed and discussed these Terms with you before you start using LUKI AI.

Agents

LUKI AI is an AI-powered platform that allows users to create and deploy AI agents (“Agents”) for various business and automation purposes. You understand and acknowledge that Agents operate based on predefined data, workflows, and integrations, and their responses may not always be accurate, comprehensive, or suitable for critical decision-making. You should not rely on any statements, representations, or information provided by Agents for any purpose, including but not limited to financial, medical, legal, or business-critical matters. LUKI AI disclaims any responsibility or liability arising from your reliance on Agents or their actions or statements.

The use of Agents for impersonation, deception, or the unauthorized representation of real individuals, including politicians or public figures, is strictly prohibited and will result in immediate suspension from the LUKI AI platform

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of LUKI AI thereafter.

Your continued use of LUKI AI following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page each time you access LUKI AI so you are aware of any changes, as they are binding on you.

Accessing LUKI AI and Account Security

We reserve the right to discontinue or alter LUKI AI, and any content we provide, in our sole discretion without notice. We will not be liable if for any reason all or any part of LUKI AI is unavailable at any time or for any period. From time to time, we may restrict access to some parts of LUKI AI or the platform entirely.

To access LUKI AI or some of the resources it offers, you will have to create an account (an "Account"). You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You are responsible for safeguarding your account, so use a strong password and limit its use to this account. You accept responsibility for any and all activities or actions that occur under your account, whether or not you have authorized such activities or actions.

If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential and not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to LUKI AI or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Ownership of Agents

As between the Company and you, you retain full ownership of the AI agents you create on LUKI AI, unless otherwise specified. This ownership encompasses several key aspects:

• Intellectual Property Rights: You hold all intellectual property rights associated with your AI agents. LUKI AI does not use your AI agents, or the user content you provided to develop your AI agents, to train or enhance our, or any third-party, models.

• Access Permissions: You control how your AI agent is accessed. You can grant, modify, or revoke access permissions at your discretion.

• Agent Permissions: You can only create an AI agent for yourself, your business, or an entity you have legal authorization to represent. Failure to comply with this rule will result in immediate suspension from the LUKI AI platform.

Trademarks

The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on LUKI AI are the trademarks of their respective owners.

Acceptable Use Policy

You agree not to engage in any of the following prohibited activities: (i) providing false, fraudulent, or misleading information or documentation for any purpose, whether for yourself, your business, or a third party; (ii) copying, distributing, making available, or disclosing any part of LUKI AI or its associated platforms in any medium, including automated or non-automated “scraping”; (iii) copying, modifying, adapting, reverse engineering, disassembling, decompiling, or otherwise attempting to discover any proprietary source code or trade secrets related to LUKI AI and its technologies; (iv) using trademarks, trade names, service marks, logos, domain names, copyrights, or other proprietary elements of LUKI AI without express written consent; (v) using automated systems such as “robots,” “spiders,” or “offline readers” to access LUKI AI in a manner that sends more requests than a human can reasonably generate using a conventional online browser (except for public search engines that have revocable permission to index publicly available content); (vi) transmitting spam, chain letters, or other unsolicited communications; (vii) interfering with system integrity or security, including deciphering transmissions to or from LUKI AI’s servers; (viii) taking actions that place an unreasonable or disproportionately large load on LUKI AI’s infrastructure; (ix) uploading malware, viruses, worms, or other harmful software; (x) collecting or harvesting personal information without authorization; (xi) using LUKI AI’s platforms for unauthorized commercial solicitation; (xii) disrupting the proper operation of LUKI AI’s AI agents, blockchain applications, XR solutions, or other technologies; (xiii) accessing LUKI AI’s content through unauthorized means; (xiv) bypassing measures designed to restrict access, enforce security, or prevent unauthorized use of LUKI AI’s systems.

You further agree not to post or distribute any content that: (i) may cause harm, injury, distress, or damage to individuals, businesses, property, or animals; (ii) seeks to exploit minors by exposing them to inappropriate content or requesting personally identifiable details; (iii) constitutes or contributes to illegal activity, crime, or fraud; (iv) is unlawful, abusive, defamatory, harassing, threatening, obscene, or otherwise objectionable; (v) infringes upon intellectual property, privacy, or contractual rights; (vi) contains false, outdated, or misleading information; (vii) violates ethical, legal, or institutional policies, including those related to academic integrity or professional conduct.

Additionally, you agree not to:

• Use LUKI AI in ways that disrupt, disable, overburden, or interfere with any part of its platforms, including AI agents, blockchain applications, and XR solutions.

• Use bots, crawlers, or other automated tools to monitor, copy, or extract information from LUKI AI without prior written consent.

• Introduce malicious software, viruses, trojans, or any technologically harmful material into LUKI AI’s ecosystem.

• Attempt unauthorized access to LUKI AI’s servers, databases, or connected systems.

• Launch denial-of-service (DoS) or distributed denial-of-service (DDoS) attacks against LUKI AI or its associated platforms.

• Otherwise interfere with the proper operation, security, or intended functionality of LUKI AI’s AI, blockchain, or XR technologies.

Violations of this policy may result in suspension or termination of access to LUKI AI’s services, legal action, or other measures deemed necessary to protect the integrity of the platform.

Monitoring and Enforcement; Termination

We have the right to:

• Remove or refuse to post any User Content at our sole discretion, for any reason or no reason.

• Take any action regarding User Content that we deem necessary or appropriate, including if we believe it violates these Terms, infringes intellectual property rights, threatens the safety of users or the public, or creates potential legal liability.

• Disclose your identity or other relevant information to third parties if they claim your posted content violates their rights, including intellectual property or privacy rights.

• Take legal action, including reporting to law enforcement, for any illegal, unauthorized, or harmful use of LUKI AI’s AI agents, blockchain applications, or XR solutions.

• Terminate or suspend your access to all or part of LUKI AI’s services, with or without notice, for any reason, including violations of these Terms.

Without limiting the above, we fully cooperate with law enforcement authorities and comply with court orders requesting disclosure of user identities or other relevant information. YOU WAIVE AND HOLD HARMLESS LUKI AI FROM ANY CLAIMS RESULTING FROM ACTIONS TAKEN DURING OR AS A RESULT OF INVESTIGATIONS BY LUKI AI OR LAW ENFORCEMENT AUTHORITIES.

However, we do not commit to reviewing all content before it is posted and cannot guarantee immediate removal of objectionable material. Accordingly, we assume no liability for user-generated content or for actions taken (or not taken) regarding transmissions, communications, or materials provided by third parties. We bear no responsibility for the performance or non-performance of activities described in this section.

Content Standards

These Content Standards apply to all User Content shared, uploaded, or generated within LUKI AI’s platforms, including AI agents, blockchain applications, and XR solutions. User Content must comply with all applicable laws and regulations, including but not limited to UK, EU, and international legal standards.

Without limitation, User Content must NOT:

• Contain material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.

• Promote or depict sexually explicit or pornographic content, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

• Infringe upon or misappropriate any intellectual property rights, including patents, trademarks, trade secrets, copyrights, or any proprietary rights of another entity or person.

• Advocate, promote, or assist in any illegal or unethical activity.

• Mislead or give the false impression that it originates from, or is endorsed by, LUKI AI or any third party without explicit authorization.

• Engage in unauthorized commercial activities such as contests, sweepstakes, pyramid schemes, or advertising without express approval.

LUKI AI reserves the right to remove, restrict, or take action against any User Content that violates these standards or poses risks to our users, technologies, or compliance obligations.

Payment and Fees

Certain LUKI AI services, including AI agents, blockchain integrations, and XR solutions, may require a one-time payment, subscription fee, or other charges. By opting for paid services, you agree to the Pricing and Payment Terms provided at the point of purchase, which may be updated from time to time. These Pricing and Payment Terms are incorporated by reference into these Terms. LUKI AI reserves the right to: Modify pricing, add new services, or adjust fees at its sole discretion. Any changes to Pricing and Payment Terms will take effect in the next billing cycle following notice. Offer limited-time promotions or discounts, which may be subject to specific terms and may change at any time.

If you subscribe to a paid service, your subscription will automatically renew at the rate set forth in your user account or checkout page unless you cancel in advance. You must cancel through the designated settings page in the platform before the next renewal date. We do not process cancellations via email requests. Cancellations take effect in the billing cycle following your cancellation request. You will continue to have access until the end of the current cycle. No refunds are provided for any subscription fees already processed.

By continuing to use LUKI AI’s paid services, you authorize us or our third-party payment provider to charge applicable fees and taxes using any eligible payment method on record.

Links from LUKI-AI

LUKI AI may contain links to third-party websites, platforms, or resources, including advertisements, partner services, and sponsored content. These links are provided

for your convenience only, and we do not endorse, control, or assume responsibility for any third-party content, policies, or practices. By accessing third-party sites through LUKI AI, you acknowledge that these sites operate independently and are subject to their own terms and policies. LUKI AI is not liable for any loss, damage, or issues arising from your interactions with third-party websites. You access third-party content at your own risk and should review their terms before engaging. If you encounter any suspicious or harmful links, please report them to [email protected] immediately.

Disclaimer of Warranties

You acknowledge that LUKI AI cannot guarantee that files, data, or content available through its platform will be free from viruses, malware, or other harmful code. You are responsible for implementing security measures such as antivirus protection and

maintaining backups of your data. LUKI AI is not liable for any damage, loss, or disruption caused by cyber threats, including but not limited to: Distributed denial-of-service (DDoS) attacks, Viruses, malware, or security vulnerabilities, Data corruption, loss, or unauthorized access.

LUKI AI, its content, and any services or items obtained through it are provided

"as is" and "as available," without any warranties of any kind, express or implied.

We do not warrant that: The platform will be error-free, uninterrupted, or secure, Defects will be corrected, LUKI AI or its servers are free from harmful components, Services will meet your specific needs or expectations.

To the maximum extent permitted by law, LUKI AI disclaims all warranties, including but not limited to merchantability, non-infringement, and fitness for a particular purpose.

This disclaimer does not affect any rights you may have under laws that cannot be excluded or limited.

Limitation of Liability

To the fullest extent permitted by law, LUKI AI, its affiliates, licensors, service providers, employees, agents, officers, and directors will not be liable for any damages of any kind arising from or related to your use or inability to use LUKI AI, any linked sites, any content on LUKI AI or such other sites, or any services or items obtained through LUKI AI or such other sites. This includes, but is not limited to, direct, indirect, special, incidental, consequential, or punitive damages such as personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, and loss of data, regardless of whether such damages arise from tort (including negligence), breach of contract, or any other legal theory, even if foreseeable. This limitation of liability does not apply to any liability that cannot be excluded or limited under applicable law.

Indemnification

You agree to defend, indemnify, and hold harmless LUKI AI, its affiliates, licensors, service providers, and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from or related to your violation of these Terms of Use or your use of LUKI AI. This includes, but is not limited to, your User Content, any use of LUKI AI’s content, services, and products beyond what is expressly authorized in these Terms of Use, or your use of any information obtained from LUKI AI.

Governing Law and Jurisdiction

All matters relating to LUKI AI and these Terms of Use, and any dispute or claim arising from or related to them, shall be governed by and construed in accordance with the laws of England and Wales, without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or LUKI AI shall be instituted exclusively in the courts of England and Wales, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Arbitration

At LUKI AI’s sole discretion, it may require you to submit any disputes arising from these Terms of Use or your use of LUKI AI, including disputes concerning interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association, applying the laws of the United Kingdom.

Waiver and Severability

No waiver by LUKI AI of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Any failure of LUKI AI to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent necessary so that the remaining provisions of these Terms of Use continue in full force and effect.

Entire Agreement

The Terms of Use and Privacy Policy constitute the sole and entire agreement between you and LUKI AI with respect to LUKI AI and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to LUKI AI.

Intellectual Property Complaints

If you believe that any content on LUKI AI infringes your copyright, you may submit a copyright infringement notice in accordance with the Copyright, Designs and Patents Act 1988 and applicable international copyright laws. Your notice must include sufficient detail to identify the copyrighted work being infringed and the material on LUKI AI that is the subject of the claim. You must provide your contact information, including your full name, address, telephone number, and email address, along with a statement confirming that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law. Additionally, you must declare, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the copyright owner. LUKI AI will review all notices and take appropriate action, including removing or restricting access to the allegedly infringing content where necessary. We may also contact the user who posted the content to allow them to respond. Please submit all copyright infringement notices to our designated data protection officer at [email protected].

Questions, Complaints and Contacts

If you have any questions regarding this Terms of Use Privacy Policy, please contact us at [email protected] or by U.K. mail at the address below:

LUKI AI LTD.

Attn: Data Protection Officer

3rd Floor 86-90 Paul Street

London, England, EC2A 4NE