Terms of Service

Welcome to Chipp.ai! These Terms of Service (“Terms”) govern your access to and use of the Chipp.ai website, mobile applications, and any related services (collectively, the “Services”). “Chipp.ai,” “we,” “our,” or “us” refers to Chipp, Inc., a Delaware corporation. “Customer,” “you,” or “your” refers to the individual or entity that creates an account on the Services or builds or operates Creator Apps (the builder). Customer does not include an End User acting solely as an End User.

Key Terms. “Creator Apps” means the applications, agents, and other experiences that Customer builds on the Services. “Authorized Users” means the employees, contractors, and other individuals whom Customer permits to access the Services through Customer’s account. “End Users” means the individuals and entities, other than Authorized Users, that access or interact with a Creator App, including Customer’s clients and customers.

Who These Terms Govern. These Terms mainly govern the relationship between Chipp.ai and Customer, including Customer’s Authorized Users. An End User is not a Customer, and does not become a customer of Chipp.ai or a party to these Terms, solely by accessing or using a Creator App. Customer is responsible for its End Users, including for the lawful collection and use of data through its Creator Apps, for providing the notices and obtaining the consents that the law requires, and for how its Creator Apps are used.

PLEASE READ THESE TERMS CAREFULLY. BY CREATING AN ACCOUNT, CLICKING “I ACCEPT,” OR OTHERWISE ACCESSING OR USING THE SERVICES TO BUILD OR OPERATE CREATOR APPS, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

1. Eligibility & Account Registration

You must be at least 18 years old (or the age of majority in your jurisdiction) and able to form a binding contract to use the Services.

To access certain features, you must create an account and provide accurate, complete, and current information. You are responsible for all activity that occurs under your credentials and must promptly notify us of any unauthorized use.

2. Subscriptions, Fees, & Payment

Plans. Access to some features requires a paid subscription (each a “Plan”). Plan details, pricing, and term lengths are described on the Services or an order form (each an “Order”).

Fees. You authorize Chipp.ai (or its third-party payment processor, e.g., Stripe Connect) to automatically charge all applicable fees, including taxes, to your designated payment method on the schedule described in your Plan or Order.

Renewals & Cancellation. Unless stated otherwise, Plans renew automatically for successive terms. You may cancel at any time via the manage subscription link in your email receipt, effective at the end of the then-current billing period. Except as required by law, fees are non-refundable.

Late Payments. Overdue amounts may accrue interest at 1.5% per month (or the maximum rate permitted by law) and we may suspend access until all fees are paid in full.

3. License & Use of the Services

Limited License. Subject to these Terms and the applicable Plan or Order, Chipp.ai grants Customer a non-exclusive, non-transferable, revocable, worldwide, limited license during the term to access and use the Services for Customer’s lawful business purposes, including to build, configure, deploy, operate, and make Creator Apps available to Customer’s employees, contractors, clients, customers, and other End Users. Customer may permit its Authorized Users and End Users to access Creator Apps as contemplated by the Services and remains responsible for its accounts, Creator Apps, content, and compliance with these Terms. Any resale, white-labeling, or monetization of the Services is permitted only to the extent included in the applicable Plan or Order or otherwise approved by Chipp.ai in writing.

Authorized Users and End Users. Customer is responsible for the acts and omissions of its Authorized Users, and for its End Users’ use of its Creator Apps, to the same extent as if they were Customer’s own. Customer must ensure that its Authorized Users comply with these Terms and that its Creator Apps and its End Users’ use of them do not cause Customer to breach these Terms.

Creator App Monetization and Payments. Where the Services let Customer charge End Users for access to or use of a Creator App, the availability of those features, and any resale, white-labeling, or monetization of the Services, depends on the applicable Plan or Order. Payments by End Users for credit packages and Chipp Sites are processed by Stripe through Customer’s own connected Stripe account, and Customer’s use of Stripe is subject to Stripe’s applicable terms (see Section 7). Payments made through Agentic Commerce (ACP) features are processed by Stripe through Chipp.ai’s platform account, and the amounts due to Customer are handled as described in the terms for that feature and the applicable Plan or Order. As between Customer and Chipp.ai, Customer is responsible for its pricing and offers, for its dealings with its End Users, and for complying with the laws that apply to those dealings, including laws on taxes, refunds, payment disputes, consumer protection, and customer support.

Prohibited Activities. You may not (and may not permit any Authorized User, End User, or other third party to):

• copy, modify, or create derivative works of the Services;
• reverse-engineer, decompile, or attempt to discover the source code or underlying algorithms;
• circumvent security or access-control measures;
• upload or transmit viruses, malicious code, or any content that is illegal, harmful, defamatory, or otherwise objectionable;
• use the Services to develop or train models that compete with Chipp.ai;
• use the Services in violation of any applicable law, regulation, or third-party right (including privacy, intellectual-property, and export-control laws).

4. Customer Data & Privacy

Customer Data. “Customer Data” means all data, content, code, and materials that you, your Authorized Users, or your End Users submit to the Services, including through your Creator Apps. You retain all rights in Customer Data except the limited license granted below.

License to Chipp.ai. You grant Chipp.ai a worldwide, non-exclusive, royalty-free license to use, host, process, transmit, and display Customer Data only as necessary to (a) provide, maintain, secure, and support the Services for you, including by processing Customer Data with the third-party AI and other service providers described in the Privacy Policy; (b) process payments and billing and detect and prevent fraud, abuse, and security threats; and (c) comply with law, resolve disputes, and enforce these Terms.

No Sale and No Model Training. Chipp.ai does not sell personal data. Chipp.ai does not use Customer Data to train AI models unless Customer has given explicit consent and the law permits it. Chipp.ai may analyze usage of the Services, using analytics tools, as described in the Privacy Policy.

End User Data. As between Customer and Chipp.ai, Customer is responsible for the data it and its Creator Apps collect from End Users. Customer must publish the privacy notices that applicable law requires, obtain the consents that applicable law requires, have all rights needed to submit and process Customer Data using the Services, and comply with applicable privacy and data-protection laws. If Customer needs a data processing agreement with Chipp.ai, it may request one by contactinginfo@chipp.ai. Where a data processing agreement between Customer and Chipp.ai is in effect, it applies to the processing it covers in addition to these Terms.

Regulated and Sensitive Data. Customer may not submit to the Services, or collect through a Creator App, health information (including information protected by HIPAA), children’s data, financial data, biometric data, or any other regulated or sensitive data unless (a) the applicable Plan or Order and Customer’s configuration of the Services support that use, and (b) any signed agreement that the law or Chipp.ai requires for that data, including a business associate agreement where applicable, is in place with Chipp.ai. These Terms alone do not permit use of the Services with regulated or sensitive data. Consistent with the Privacy Policy, the Services are not intended for use by children under 18, and Customer may not use the Services to knowingly collect personal data from children under 13 unless the conditions above are met. To ask about a business associate agreement or other agreements, contact info@chipp.ai.

Privacy & Data Protection. We follow industry best practices for multi-tenant SaaS applications including logical tenant segregation, encryption in transit and at rest, principle-of-least-privilege access controls, routine vulnerability scanning, and independent penetration testing. For customers requiring enhanced isolation, a single-tenant architecture is available on our Build For You plans. Contact scott@chipp.ai for details.

Privacy Policy. Please see our Privacy Policy and our Security Policy. For customers requiring enhanced isolation, please contact scott@chipp.ai for details.

5. AI Model Disclaimers

The Services may use third-party or proprietary generative-AI models that produce content (“AI Output”). AI Output is probabilistic and may be inaccurate or inappropriate. You are solely responsible for verifying the accuracy of AI Output before relying on it or making it available to End Users through a Creator App. AI Output may not be unique, and the same or similar AI Output may be generated for others. AI Output may also be subject to third-party rights, including intellectual-property rights.

Chipp.ai does not guarantee any particular result, level of accuracy, or fitness of AI Output for any purpose.

6. Intellectual Property

Chipp.ai Property. The Services, including all software, technology, algorithms, and content (excluding Customer Data and Creator Apps), are owned by Chipp.ai or its licensors and are protected by intellectual-property laws. We reserve all rights not expressly granted.

Creator Apps & Outputs. As between Customer and Chipp.ai, and excluding the Services and any Chipp.ai or licensor property that the Services contain, Customer owns the Creator Apps it builds on Chipp.ai. As between Customer and Chipp.ai, to the extent permitted by applicable law and subject to third-party provider terms, Customer owns the AI Output and other content generated by its Creator Apps. Chipp.ai makes no promise that AI Output is unique or free of third-party rights (see Section 5). You grant Chipp.ai only the limited rights necessary to host, run, and display your Creator Apps and their outputs as part of providing the Services.

Feedback. You grant Chipp.ai a perpetual, irrevocable, royalty-free license to use and incorporate any feedback or suggestions you provide without any obligation to you.

7. Third-Party Services & Integrations

The Services may contain links or integrations to third-party products or services (e.g., Stripe Connect, Google Workspace). Chipp.ai does not control and is not responsible for third-party services. Your use of third-party services is governed solely by the applicable third-party terms. This includes the terms of third-party AI model providers and of Stripe.

8. Confidentiality

Each party (“Receiving Party”) shall protect all non-public information disclosed by the other party (“Disclosing Party”) that is designated as confidential or that reasonably should be understood to be confidential (“Confidential Information”). The Receiving Party will use Confidential Information only to fulfill the purpose of these Terms and will safeguard it using at least reasonable care.

9. Beta Services

We may provide access to pre-release or beta features (“Beta Services”). Beta Services are provided “AS IS,” may be modified or discontinued at any time, and are excluded from any service-level commitments.

10. Term, Suspension & Termination

Term. These Terms begin when you first accept them and continue until your subscription terminates or your use of the Services ceases.

Suspension. We may suspend access to the Services if (a) you breach these Terms; (b) payment is overdue; (c) doing so is necessary to prevent harm or comply with law.

Termination. Either party may terminate for material breach upon 30 days’ written notice if the breach remains uncured, or immediately if the other party becomes insolvent. Upon termination, all licenses terminate and you must cease use of the Services. Sections intended to survive (including §§ 4–8 and 10–19) will survive.

Export. The Services include tools that let Customer export certain Customer Data, such as chat transcripts and consumer lists. Available export tools vary by feature, Plan, and configuration, and Chipp.ai does not promise that every category of Customer Data can be exported in bulk. Customer should export the Customer Data it wishes to keep before it terminates or deletes its account.

Deletion and Backups. Deletion capabilities vary by feature, as described in the Services and the Privacy Policy, and some deletions may be processed over time rather than immediately. Following termination, or on Customer’s request, Chipp.ai will take appropriate steps to delete or anonymize personal data in Customer Data that is no longer needed for the purposes for which it was collected, as described in the Privacy Policy and subject to the backup and legal-retention exceptions in this Section. Copies may remain in Chipp.ai’s encrypted backups until those backups age out, as described in the Privacy Policy.

Legal Retention. Chipp.ai may retain information for longer where needed to comply with legal, regulatory, tax, accounting, or other statutory obligations, to resolve disputes, or to enforce its agreements.

11. Warranty Disclaimer

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” CHIPP.AI DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.

12. Limitation of Liability

Indirect Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND EXCEPT FOR CUSTOMER’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 13, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUES, DATA, OR BUSINESS.

Cap. EXCEPT FOR CUSTOMER’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 13 OR A PARTY’S GROSS NEGLIGENCE/WILLFUL MISCONDUCT, EACH PARTY’S AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID (IF ANY) BY CUSTOMER TO CHIPP.AI FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

13. Indemnification

Customer will indemnify and hold harmless Chipp.ai, its affiliates, and their respective officers, directors, employees, and agents from and against all third-party claims, damages, and expenses arising from (a) the use of the Services by Customer or its Authorized Users, (b) Customer’s Creator Apps, including their content and their use by End Users, (c) Customer’s dealings with its End Users, (d) Customer Data, or (e) Customer’s breach of these Terms.

14. Modifications to the Services or Terms

We may update the Services or these Terms from time to time. We will post the revised Terms and update the “Last updated” date. Material changes will become effective 30 days after posting. If you continue to use the Services after the effective date, you are deemed to accept the changes.

15. Export Compliance & Sanctions

You may not use the Services if you are located in, or a national of, a country or territory subject to comprehensive U.S. embargoes, or if you are on any U.S. government denied-party list. You agree to comply with all applicable export-control and sanctions laws.

16. Governing Law & Dispute Resolution

Governing Law. These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law rules.

Arbitration. Any dispute arising out of or relating to these Terms will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Class-action waivers apply. Judgment on the award may be entered in any court having jurisdiction.

Equitable Relief. Nothing prevents either party from seeking injunctive relief in a court of competent jurisdiction to prevent unauthorized use or disclosure of Confidential Information or IP.

17. Notice Procedures

Notices to You. We may provide notices via email, in-app messages, or by posting within the Services.

Notices to Us. Legal notices must be sent to: Chipp, Inc., 1744 8th St S, Fargo, ND 58103, USA with a copy to info@chipp.ai.

DMCA. If you believe content on the Services infringes your copyright, please submit a notice in accordance with 17 U.S.C. § 512(c) to info@chipp.ai.

18. Miscellaneous

Entire Agreement. These Terms and any Order constitute the entire agreement between the parties regarding the Services and supersede all prior agreements.

Assignment. You may not assign or transfer these Terms (by operation of law or otherwise) without Chipp.ai’s prior written consent. Chipp.ai may assign its rights and obligations under these Terms without restriction.

Severability. If any provision of these Terms is found unenforceable, the remaining provisions will remain in full force and effect.

Waiver. Either party’s failure to enforce any provision of these Terms will not constitute a waiver of future enforcement of that or any other provision.

Force Majeure. Neither party is liable for delays or failures to perform due to causes beyond its reasonable control (including natural disasters, internet or utility failures, labor disputes, or government actions).

Relationship of the Parties. The parties are independent contractors. These Terms do not create any agency, partnership, joint-venture, or employment relationship.

19. Contact Us

Questions or concerns? We’re here to help:

Email: info@chipp.ai
Mail: Chipp, 1744 8th St S, Fargo, ND 58103, USA

Thank you for using Chipp.ai and helping us build AI for All.