Legal

Terms of Service

These Terms govern your access to and use of the AIOS desktop application and the associated account and license portal at aios.graphenlabs.com. By downloading, installing, or using the app, or by creating an account on the portal, you agree to be bound by them.

Effective [Month DD, YYYY]

Welcome to AIOS, a product of Graphenlabs (“Graphenlabs,” “we,” “us,” or “our”). These Terms of Service (“Terms”) govern your access to and use of the AIOS desktop application (the “App”) and the associated account and license portal at aios.graphenlabs.com (the “Portal,” and together with the App, the “Service”). By downloading, installing, or using the App, or by creating an account on the Portal, you agree to be bound by these Terms. If you do not agree, do not use the Service.

1. Acceptance of Terms

By creating an account, purchasing a license, downloading the App, or otherwise accessing any part of the Service, you confirm that you have read, understood, and agree to be bound by these Terms and by our Privacy Policy, which is incorporated herein by reference. If you are entering into these Terms on behalf of a company or other legal entity (for example, under an Enterprise license), you represent that you have the authority to bind that entity, in which case “you” refers to that entity. We may update these Terms from time to time as described in Section 12 below.

2. Description of Service

AIOS is a locally-installed desktop application that runs on your own hardware. Unless you explicitly opt into a cloud-connected feature (such as bring-your-own-key routing to a third-party model provider, or MCP-mode usage from an external AI client), your data, documents, and generated content are processed and stored locally on your device and are not transmitted to Graphenlabs’ servers.

The Portal is a separate, browser-based service operated by Graphenlabs that handles account creation, authentication, subscription and license management, and billing. The Portal is not a hosted version of AIOS, does not process your local application data, and is not required for the App’s core local functionality beyond initial license activation and periodic license verification. License verification is designed to work offline once a valid license token has been issued to your device.

We may add, modify, or discontinue features of the Service at any time, with or without notice, though we will make reasonable efforts to communicate material changes affecting paying customers.

3. License Grant

Subject to your compliance with these Terms and, where applicable, your payment of all applicable fees, Graphenlabs grants you a limited, non-exclusive, non-transferable, revocable license to install and use the App, in accordance with the tier associated with your account:

  • Free Tier. You may use the App’s free-tier features, including MCP-server mode, subject to the usage limits, capability restrictions, and cost ceilings described in our product documentation and enforced within the App. No payment is required for the Free tier.
  • Individual Tier. In exchange for payment of the applicable subscription fee, you are granted a single-seat license for personal or individual professional use, unlocking the full feature set associated with the Individual tier as described on our pricing page at the time of purchase.
  • Enterprise Tier. Enterprise licenses are governed by these Terms together with any separately executed order form or enterprise agreement between you (or your organization) and Graphenlabs, which will govern seat count, organizational features, and any negotiated terms. In the event of a conflict between an executed enterprise agreement and these Terms, the enterprise agreement controls with respect to the subject matter it addresses.

This license is tied to the account and seat(s) for which it was issued. You may not share, sublicense, rent, lease, or transfer your license or license credentials to any third party outside the scope your tier permits (see Section 6, Acceptable Use, regarding seat-sharing and resale). Graphenlabs reserves all rights not expressly granted in these Terms.

4. User Accounts & Responsibilities

To purchase a license or manage a subscription, you must create an account through the Portal. Account authentication is handled by our third-party identity provider, Clerk. You are responsible for:

  • Providing accurate, current, and complete information when creating your account;
  • Maintaining the confidentiality of your account credentials and any device-level license tokens or API keys associated with your installation;
  • All activity that occurs under your account, whether or not authorized by you, except to the extent caused by our failure to meet our security obligations;
  • Promptly notifying us at the contact address below of any unauthorized use of your account or suspected security breach.

You must be at least the age of majority in your jurisdiction to create an account. Accounts are intended for use by a single individual (Free/Individual tiers) or by authorized members of your organization (Enterprise tier, per your order form); we reserve the right to suspend accounts we reasonably believe are being used in violation of this section.

5. Payment & Billing Terms

Paid subscriptions (currently, the Individual tier and any negotiated Enterprise arrangements) are billed through Dodo Payments, which acts as the merchant of record for all transactions. This means Dodo Payments, not Graphenlabs, is the seller of record on your billing statement, handles payment processing, and is responsible for applicable sales tax/VAT collection and remittance in supported jurisdictions. By making a purchase, you also agree to Dodo Payments’ applicable terms of service and privacy policy governing payment processing.

Subscription billing. Individual-tier subscriptions renew automatically on the billing cycle you select at checkout (e.g., monthly or annual) until canceled. You authorize Dodo Payments to charge your chosen payment method for each renewal period. You may cancel auto-renewal at any time from your account dashboard on the Portal; cancellation takes effect at the end of the then-current billing period, and you will retain access through that period’s end.

Price changes. We may change subscription pricing from time to time. For existing subscribers, any price change will take effect no earlier than your next renewal, and we will provide reasonable advance notice (e.g., via email) before the new price applies.

Refund policy. If you are not satisfied with your Individual-tier purchase, you may request a full refund within 14 days of your initial purchase or of a renewal charge, by contacting us at the address in Section 13 or through the Portal’s billing page. Refunds are issued to the original payment method via Dodo Payments and are generally processed within 5–10 business days of approval. Refund requests made outside this window will be evaluated on a case-by-case basis but are not guaranteed. Enterprise refunds, if any, are governed by the applicable order form. We reserve the right to deny refunds in cases of suspected abuse of this policy (e.g., repeated purchase-and-refund cycles).

Failed payments. If a renewal payment fails, we (or Dodo Payments on our behalf) may retry the charge and/or notify you to update your payment method. We may suspend paid-tier features if payment is not resolved within a reasonable grace period, reverting your account to Free-tier functionality without deleting your local data.

6. Acceptable Use

You agree not to, and not to permit any third party to:

  • Reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, or underlying structure of the App, except to the extent such restriction is prohibited by applicable law;
  • Circumvent, disable, tamper with, or attempt to defeat the App’s license verification, entitlement checks, or any other technical measure intended to enforce these Terms or your license tier;
  • Share, resell, sublicense, or provide access to your license, seat, or account credentials to any individual or entity not authorized under your tier (Individual-tier licenses are single-seat; seat-sharing or resale outside an executed Enterprise agreement’s terms is prohibited);
  • Use the Service to build a competing product, or to scrape, extract, or repurpose Graphenlabs’ pricing, licensing infrastructure, or Portal content for competitive analysis beyond ordinary personal evaluation;
  • Use the Service for any unlawful purpose, to infringe the intellectual property or privacy rights of others, or to transmit malware, or to attempt to gain unauthorized access to Graphenlabs’ systems, other users’ accounts, or the Portal’s backend infrastructure;
  • Use any automated means (bots, scrapers) to interact with the Portal or license-issuance endpoints outside of normal App-to-Portal license verification flows;
  • Misrepresent your identity or affiliation in connection with an Enterprise or organizational account.

We reserve the right to investigate suspected violations of this section and to suspend or terminate accounts found to be in violation, as described in Section 10.

7. Intellectual Property

The App, the Portal, and all associated software, designs, text, graphics, logos, and documentation (excluding your own content and data) are and remain the exclusive property of Graphenlabs and its licensors, protected by applicable copyright, trademark, and other intellectual property laws. These Terms grant you only the limited license described in Section 3 and do not transfer any ownership rights to you.

You retain all rights to the documents, files, prompts, and other content you create, upload, or process using the App (“Your Content”). Because the App is designed to process Your Content locally, Graphenlabs does not obtain, by virtue of your use of the App, any license to Your Content, except to the extent you affirmatively choose to transmit content to a third-party model provider (under a bring-your-own-key configuration) or to Graphenlabs-operated infrastructure via an optional cloud-connected feature you enable, in which case such transmission is governed by the terms disclosed to you for that specific feature and by our Privacy Policy.

“AIOS,” “Graphenlabs,” and associated logos are trademarks of Graphenlabs. You may not use our trademarks without our prior written consent, except as necessary to accurately describe your use of the Service.

8. Disclaimers

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you.

9. Limitation of Liability

Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation may not apply to you in full.

10. Termination

You may stop using the Service and delete your account at any time via the Portal’s account settings or by contacting us. Uninstalling the App from your device does not, by itself, cancel an active subscription — subscription cancellation must be done through the Portal as described in Section 5.

We may suspend or terminate your account or license, with or without notice, if we reasonably believe you have violated these Terms (including the Acceptable Use provisions in Section 6), if required by law, or if we discontinue the Service generally. Where practical, we will provide advance notice of termination not related to a Terms violation.

Upon termination of a paid license:

  • Your right to use paid-tier features ends, though the App will generally continue to function at Free-tier capability where technically feasible;
  • Any local data stored on your device remains yours and is not deleted by Graphenlabs, as it was never transmitted to us;
  • Provisions of these Terms that by their nature should survive termination (including Sections 7, 8, 9, 11, and 12) will survive.

11. Changes to These Terms

We may revise these Terms from time to time to reflect changes in our Service, legal requirements, or business practices. If we make material changes, we will provide notice by posting the updated Terms on the Portal with a new “Effective” date, and, where reasonably practicable, by emailing account holders or displaying an in-app notice. Your continued use of the Service after the updated Terms take effect constitutes acceptance of the revised Terms. If you do not agree to the revised Terms, you should stop using the Service and may cancel any active subscription as described in Section 5.

12. Governing Law

TODO — flagged for legal review: pending Graphenlabs’ actual jurisdiction of incorporation and dispute-resolution venue.

These Terms and any dispute arising out of or relating to them or the Service shall be governed by the laws of the jurisdiction of Graphenlabs’ incorporation, without regard to its conflict-of-laws principles. The parties agree to submit to the exclusive jurisdiction of the courts located in that jurisdiction for the resolution of any dispute not otherwise subject to an agreed arbitration or alternative-dispute-resolution clause.

13. Contact Us

If you have questions about these Terms, need assistance with billing, or wish to exercise any rights described above, please contact us at:

Graphenlabs
Email: support@graphenlabs.com
Portal: aios.graphenlabs.com

Note: This is a good-faith draft written to be substantively complete and reasonable for a real product launch, but it has not been reviewed by a licensed attorney. The Governing Law section in particular contains an explicit placeholder pending legal review — do not publish without counsel confirming the jurisdiction, venue, and any locally-mandated consumer-protection language (e.g., EU/UK statutory withdrawal rights, US state-specific auto-renewal disclosure requirements) that may apply given where Graphenlabs is incorporated and where its customers are located.

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