Terms of Service
The agreement between your organisation and FLOW FN PTE. LTD. for using Everdeck.
Draft for review. These terms are a draft pending review by a Singapore-qualified lawyer. They are not final and may change before Everdeck launches.
These Terms of Service ("Terms") are an agreement between FLOW FN PTE. LTD. (UEN 202617303Z), a company incorporated in Singapore ("FLOW FN", "we", "us"), and the organisation that creates an Everdeck account ("Customer", "you"). They govern your use of Everdeck, including our website, the web application, its APIs and related services (together, the "Service").
By creating an account or using the Service, you agree to these Terms. If you accept them for an organisation, you confirm that you have authority to bind it.
1. Definitions
- Account: your subscription to the Service, with its members, companies, settings and billing details.
- Company: a business you set up inside your Account, with its own agents, tasks and connections.
- Agent: an AI-driven worker you configure in the Service to carry out tasks with the tools you grant it.
- Charter: the role, duties, tools, work hours, limits and other settings you give an Agent.
- Approval Policy: the rules you set that decide which actions need approval, and from whom.
- Customer Content: data you, your Members or your Agents put into the Service or obtain through it, including tasks, documents, messages and data from Connected Apps.
- Connected App: a third-party application you connect to the Service, such as an email, chat, accounting or e-commerce application, and any MCP server or API server you add to it.
- Model Provider: a provider of AI models whose keys you supply, such as OpenAI, Anthropic or Google.
- Member: a person you invite to your Account.
2. The Service
2.1 Everdeck lets you set up Agents that work on tasks within the Charters and Approval Policies you configure, using the Model Providers and Connected Apps you choose.
2.2 The Service is for business use only. Every Member must be at least 18 years old.
2.3 We improve the Service over time. If a change materially reduces its core functions during a paid period, we will tell you in advance where reasonably possible.
2.4 Everdeck is in development. Features described on our website may not be available yet, and features marked as previews may change or be withdrawn.
3. Your Account
3.1 Give accurate information when you sign up, and keep it up to date.
3.2 Every Member must sign in with two-factor authentication. You are responsible for choosing your Members and their roles, and for everything done in your Account, including by your Agents.
3.3 Keep sign-in details confidential. Tell us promptly at [email protected] if you believe someone has accessed your Account without permission.
3.4 The person who creates the Account is its owner. The owner can transfer ownership to another Member.
4. Plans, trial and payment
4.1 Paid plans. The Service is offered on paid subscription plans. Each plan's limits, such as companies, active agents, seats, agent sessions a month, agent sessions running at once, text indexed for search by meaning a month, and MCP and API servers, are shown on our pricing page and in our help center.
4.2 Trial. A new customer may start one free trial of 14 days. To start it, you give a payment method to our payment processor, Stripe. Nothing is charged during the trial, and we remind you by email 3 days before it ends. During the trial, the plan's limits apply, except that your Agents can run up to 1,000 sessions in all and at most 3 sessions at once, and up to 25 million characters of text a month are indexed for search by meaning. Unless you cancel before the trial ends, your subscription starts and you are charged for the plan and billing period you chose. Each Account, each Account owner and each payment card can have one trial only. If the card has already been used for a trial, if our payment processor can't tell us whether it has, or if the Account owner has already had a trial on another Account, your subscription starts straight away without a trial and you are charged.
4.3 Billing and renewal. Subscriptions are billed in advance, monthly or yearly, and renew automatically for the same period until cancelled. Prices are in US dollars and exclude taxes. Applicable taxes, such as Singapore GST, are added where required.
4.4 Changing plans. An upgrade takes effect immediately and is charged pro rata for the rest of the billing period. A downgrade takes effect at the end of the current billing period. If your usage is then above the new plan's limits, what you already have keeps working, but you can't add more of what is over the limit until your usage fits or you upgrade.
4.5 Failed payments. If a payment fails, your Account becomes past due and stays fully usable for 7 days while you update your payment method. After that it is restricted: the workspace is read-only until a payment succeeds, and Agents are paused; once the payment goes through, someone resumes each Agent from its page. We do not delete Customer Content because a payment failed.
4.6 Price changes. We may change prices with at least 30 days' notice by email. A new price applies from your first renewal after the notice period ends.
4.7 Refunds. Fees are non-refundable except as set out in our Refund and Cancellation Policy or where the law requires otherwise.
4.8 Your model and app costs. You pay Model Providers and the providers of Connected Apps directly, under your own agreements with them. Our fees do not include those costs.
5. Agents and automated actions
5.1 You decide what Agents may do. Agents act only through the tools their Charters grant and only within your Approval Policies. You are responsible for setting Charters, tools, limits and Approval Policies that suit your business.
5.2 Actions are taken on your behalf. Actions an Agent takes within your configuration, including actions approved by your Members or by Agents you named as approvers, are taken on your behalf. As between you and us, they are your responsibility.
5.3 Platform safeguards. Whatever your configuration, the Service requires a person to approve actions that move money, delete data or change permissions; it never lets a requester approve its own request; and it treats an approval request that no one answers as refused. These safeguards reduce risk, but they do not replace your supervision of your Agents.
5.4 AI output can be wrong. AI models can produce output that is inaccurate, incomplete or inappropriate. Review Agent output before relying on it, especially for legal, financial, medical, employment or other significant decisions.
5.5 Our AI Agents and Automated Actions Policy forms part of these Terms.
6. Model Providers and Connected Apps
6.1 Your own keys and apps. You supply your own Model Provider keys and, where a Connected App requires it, your own app with its provider, such as an OAuth application. You are responsible for your agreements with those providers, for following their terms and usage policies, and for their charges.
6.2 What the Service sends them. When an Agent works, the Service sends the Customer Content needed for the task to the Model Provider you chose and to the Connected Apps involved. Your agreements with those providers govern how they handle it.
6.3 Third-party services. We do not control, and are not responsible for, Model Providers, Connected Apps or other third-party services, including their availability and changes. We may stop supporting a Connected App, for example when its provider changes or withdraws its API.
7. Customer Content
7.1 You own it. As between you and us, you own Customer Content.
7.2 Our permission to use it. You grant us a non-exclusive, worldwide licence to host, copy, process, transmit and display Customer Content only as needed to provide, secure and support the Service, and as the law requires.
7.3 No training. We do not use Customer Content to train or fine-tune AI models.
7.4 Personal data. When we process personal data in Customer Content on your behalf, our Data Processing Agreement applies and forms part of these Terms. Our Privacy Policy explains how we handle personal data for which we are responsible.
7.5 Your rights to the data. You confirm that you have the rights, notices and consents needed for us and your Agents to process Customer Content as you direct, including data obtained from Connected Apps.
8. Acceptable use
You must follow our Acceptable Use Policy, which forms part of these Terms. We may suspend Agents, Companies or your Account where reasonably necessary to stop a breach of it, to protect the Service or other customers, or to comply with the law. Where practical, we will tell you first and give you a chance to put things right.
9. Our commitments
9.1 We will provide the Service with reasonable skill and care, protect it with the measures in our Security Overview, and give you support by email.
9.2 We aim to keep the Service available at all times but do not promise uninterrupted availability. We will try to give advance notice of planned maintenance that we expect to disrupt it.
10. Confidentiality
Each party will keep the other's confidential information confidential, use it only to provide or receive the Service, and protect it with at least reasonable care. This does not apply to information that becomes public through no fault of the receiving party, that it already knew, that it develops independently, or that the law requires it to disclose (with notice to the other party where lawful).
11. Intellectual property
We own the Service, including its software, design and documentation, and these Terms do not transfer any of it to you. If you send us feedback, we may use it without any obligation to you.
12. Cancellation and termination
12.1 These Terms apply for as long as you use the Service.
12.2 You may cancel your subscription at any time from the Billing page. Cancellation takes effect at the end of the current billing period, and you keep access until then.
12.3 We may suspend or end your Account if you materially breach these Terms and do not put it right within 14 days of our notice, if you do not pay, or immediately where the law requires it or to prevent serious harm.
12.4 After your subscription ends, your Account stays available to read for 30 days, and we will give you a copy of your Customer Content if you ask for one at [email protected] within that time. We then delete it as described in our Data Retention Schedule.
12.5 Sections 7, 10, 11, 13, 14, 15 and 17, and any others that by their nature should, continue after these Terms end.
13. Warranties and disclaimers
To the extent the law allows, the Service is provided "as is" and "as available", and we disclaim all warranties not expressly stated in these Terms, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that AI output will be accurate or that the Service will be free of errors.
14. Limitation of liability
14.1 Neither party is liable for indirect, incidental, special or consequential loss, or for loss of profits, revenue, goodwill or data, arising out of or in connection with these Terms.
14.2 Each party's total liability arising out of or in connection with these Terms is limited to the fees you paid us for the Service in the 12 months before the event that gave rise to the liability.
14.3 Nothing in these Terms limits liability that cannot be limited by law, including liability for fraud or for death or personal injury caused by negligence, or your obligation to pay fees.
15. Indemnities
15.1 You will defend and indemnify us against third-party claims arising from Customer Content, from actions taken by your Agents within your configuration, or from your breach of these Terms or the Acceptable Use Policy.
15.2 We will defend and indemnify you against third-party claims that the Service, as we provide it, infringes their intellectual property rights.
15.3 The party seeking an indemnity must notify the other promptly, let it control the defence and settlement, and cooperate reasonably.
16. Changes to these Terms
We may update these Terms. For a material change, we will give at least 30 days' notice by email to your Account owner before it takes effect. If you do not agree to the change, you may cancel before it takes effect; if you keep using the Service after that, the new version applies. The version date at the top of this page identifies the version in force.
17. Governing law and disputes
17.1 These Terms are governed by the laws of Singapore.
17.2 Any dispute arising out of or in connection with these Terms, including any question about their existence, validity or termination, will be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre ("SIAC") under the Arbitration Rules of the SIAC in force at the time. The seat of arbitration is Singapore, the tribunal consists of one arbitrator, and the language of the arbitration is English.
17.3 Nothing in this section prevents either party from seeking urgent injunctive or other interim relief from a court of competent jurisdiction.
18. General
18.1 Entire agreement. These Terms, with the documents they refer to, are the entire agreement between us about the Service.
18.2 Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or to a successor to our business, with notice to you.
18.3 Events beyond control. Neither party is liable for a delay or failure caused by events beyond its reasonable control.
18.4 Notices. We send notices to the email address of your Account owner. You send notices to [email protected].
18.5 Severability and waiver. If any provision is unenforceable, the rest stay in force. Not enforcing a right is not a waiver of it.
18.6 Third parties. A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any of them.
19. Contact
FLOW FN PTE. LTD., Singapore. Legal notices: [email protected]. Help with the Service: [email protected].