# Terms of Service

**Cube Oil and Gas Tech Nigeria Ltd**
**Managed AI Assistant Service**
**Effective Date:** [Insert Date]

> **Reference Note:** Capitalized terms not defined herein have the meanings ascribed in the [Domain Glossary](./CONTEXT.md). For canonical tier definitions and subscription pricing, see [Business Plan §3](./business-plan.md#32-tier-comparison).

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## 1. Introduction

These Terms of Service ("Terms") govern your use of the managed AI assistant service ("Service") provided by Cube Oil and Gas Tech Nigeria Ltd ("we," "us," or "our"). By subscribing to or using the Service, you ("Client," "you") agree to be bound by these Terms.

The Service provides access to a personal AI assistant via Telegram, powered by third-party AI models accessed through OpenRouter, and hosted on Hermes Agent framework.

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## 2. Service Description

### 2.1 What We Provide

- A personal AI assistant accessible 24/7 via Telegram
- Access to AI models (subject to your subscription tier and model selection)
- Persistent memory across sessions (the assistant remembers your context and preferences)
- Managed infrastructure, monitoring, and technical support
- Monthly usage reports and billing transparency

### 2.2 What We Do Not Provide

- Legal, medical, financial, or professional advice — AI outputs are informational only and should not be treated as professional counsel
- Guaranteed accuracy of AI-generated content — all outputs require human review and judgment
- Offline access — the Service requires an internet connection and an active Telegram account
- Data backup beyond standard infrastructure redundancy (Premium tier clients may request custom backup arrangements)

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## 3. Subscription Tiers & Billing

### 3.1 Subscription Plans

The Service is offered in three tiers: **Standard**, **Standard+**, and **Premium**. Each tier includes a monthly base subscription fee and an included token allowance. Authoritative details of current pricing, included allowances, and tier-specific isolation models are published in our [Business Plan §3](./business-plan.md#32-tier-comparison) and are subject to update with 30 days' written notice.

### 3.2 Billing Cycle

- Subscriptions are billed **monthly in advance** on the date of initial activation
- Payment is processed automatically via Paystack (card, bank transfer, or USSD)
- A **one-time setup fee** is charged at the time of onboarding
- **Token overage charges** (usage exceeding included allowance) are billed at the end of each billing cycle

### 3.3 Token Usage & Overage

- Each tier includes a monthly token allowance. Unused tokens do **not** roll over to the next month.
- Usage exceeding the included allowance is billed at the actual API cost plus a service markup (currently 30–40% depending on tier)
- You may monitor your token usage at any time via your usage dashboard or by requesting a usage report from your assistant
- You may set a **monthly spending cap** on overage to prevent unexpected charges. Once the cap is reached, the assistant will notify you and pause premium model requests until the next billing cycle or until you raise the cap.

### 3.4 Model Selection & Pricing

- You may choose from available AI models. Different models have different per-token costs.
- Model pricing is determined by the upstream provider (accessed via OpenRouter) plus our service markup
- Current model pricing is available on request or via your usage dashboard
- We reserve the right to add, remove, or modify available models based on provider availability and quality

### 3.5 Payment Failure

- If a payment fails, we will attempt to process it again within 3 business days
- If payment remains unsuccessful after 7 days, the Service will be **suspended** (assistant becomes unresponsive)
- If payment remains unsuccessful after 30 days, the Service will be **terminated** and your Hermes profile data will be deleted after a further 14-day grace period
- You will be notified at each stage via Telegram and/or email

### 3.6 Price Changes

- We may adjust subscription prices or overage rates with **30 days' written notice**
- Price changes take effect at the start of the next billing cycle after the notice period
- If you do not agree to a price change, you may cancel your subscription before it takes effect

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## 4. Acceptable Use

### 4.1 You Agree To

- Use the Service for lawful purposes only
- Not use the assistant to generate content that is illegal, harmful, defamatory, obscene, or violates the rights of others
- Not attempt to reverse-engineer, hack, or interfere with the Service infrastructure
- Not share your Telegram bot credentials with unauthorized users
- Not use the Service for automated bulk operations, spam, or denial-of-service activities
- Comply with all applicable Nigerian laws and regulations, including the Nigeria Data Protection Act (NDPA) 2023

### 4.2 We Reserve the Right To

- Suspend or terminate your account immediately if we determine you are violating these Terms
- Remove or restrict access to specific AI models if required by the model provider's terms of use
- Rate-limit or throttle usage that significantly exceeds normal patterns (e.g., automated scripting against the bot)

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## 5. Data Handling & Privacy

### 5.1 Data We Process

- **Conversation data:** Messages you send to and receive from your AI assistant
- **Profile data:** Your name, department, Telegram user ID, and model preferences
- **Usage data:** Token consumption, model selection, session timestamps
- **Billing data:** Payment method details (processed by Paystack; we do not store full card numbers)

### 5.2 Data Storage & Security

- **Standard/Standard+ tiers:** Data is stored on shared infrastructure hosted on DigitalOcean (international cloud provider). Your Hermes profile is logically isolated from other clients.
- **Premium tier:** Data is stored on a dedicated VPS. African-hosted infrastructure (e.g., AWS Cape Town) is available upon request for data residency requirements.
- We implement reasonable security measures including encrypted connections (TLS/SSL), SSH key authentication, and regular security updates
- Conversation data is processed by third-party AI model providers via OpenRouter. By using the Service, you acknowledge that your messages are transmitted to these providers for processing. OpenRouter's data processing terms apply.

### 5.3 Data Retention

- Your conversation history and Hermes profile data are retained for the duration of your subscription
- Upon termination, profile data is retained for 14 days (grace period for reactivation), then permanently deleted
- You may request deletion of your data at any time by contacting us

### 5.4 Your Rights Under NDPA 2023

In accordance with the Nigeria Data Protection Act 2023, you have the right to:
- Access your personal data
- Request correction of inaccurate data
- Request deletion of your data
- Object to automated decision-making
- Lodge a complaint with the Nigeria Data Protection Commission (NDPC)

To exercise any of these rights, contact us at [contact email/Telegram].

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## 6. Service Level

### 6.1 Uptime Target

- We target **99.5% monthly uptime** for the Service infrastructure (VPS and Hermes gateway)
- This does not cover: (a) scheduled maintenance (notified 24 hours in advance), (b) third-party AI provider outages (OpenRouter, DeepSeek, etc.), or (c) Telegram platform outages
- Uptime is measured as the percentage of time the Hermes gateway is responsive and able to process messages

### 6.2 Service Credits

- If monthly uptime falls below 99.5% due to causes within our control, you are entitled to a service credit equal to 10% of that month's base subscription fee for each additional 1% of downtime, up to a maximum credit of 30% of the monthly fee
- Service credits are applied to the next billing cycle and do not constitute a cash refund
- To claim a service credit, you must notify us within 7 days of the end of the affected billing cycle

### 6.3 Support Response Times

| Tier | Target Response Time | Support Channel |
|---|---|---|
| Standard | 48 hours | Telegram / Email |
| Standard+ | 24 hours | Telegram / Email |
| Premium | Same business day | Telegram / Email / Direct call |

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## 7. Intellectual Property

- **Your content:** You retain ownership of all content you create, submit, or generate through the Service. We do not claim any intellectual property rights over your inputs or the AI-generated outputs you receive.
- **Our service:** The Service infrastructure, setup scripts, custom skills, and operational processes are our intellectual property.
- **AI model outputs:** AI-generated content may not be protectable under copyright law. You use AI outputs at your own risk and are responsible for verifying accuracy and appropriateness.
- **Third-party models:** AI models are provided by third-party providers (OpenAI, Anthropic, Google, DeepSeek, etc.) under their respective terms. You agree to comply with the usage policies of the AI model providers.

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## 8. Limitation of Liability

- The Service is provided "as is" and "as available." We make no warranties, express or implied, regarding the accuracy, reliability, or completeness of AI-generated outputs.
- **We are not liable for:** (a) any decisions made based on AI-generated content, (b) data loss due to third-party provider failures, (c) indirect, consequential, or incidental damages, (d) loss of revenue, data, or business opportunities arising from Service use or interruption.
- Our total liability for any claim arising from these Terms shall not exceed the total fees paid by you in the **3 months** preceding the claim.
- **You acknowledge that AI outputs require human review.** The assistant is a productivity tool, not a replacement for professional judgment.

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## 9. Termination

### 9.1 By You

- You may cancel your subscription at any time by notifying us via Telegram or email
- Cancellation takes effect at the end of the current billing cycle — no pro-rata refunds for partial months
- Your data will be retained for 14 days after the end of your final billing cycle, then permanently deleted

### 9.2 By Us

- We may terminate your subscription immediately if you breach these Terms (particularly Section 4, Acceptable Use)
- We may discontinue the Service entirely with **60 days' written notice**
- In case of Service discontinuation, we will provide a pro-rata refund for any prepaid, unused subscription period

### 9.3 Effect of Termination

- Upon termination, your AI assistant will be deactivated and your Telegram bot will stop responding
- You may request an export of your conversation history before the 14-day data retention period expires

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## 10. Modifications to Terms

- We may update these Terms from time to time. Material changes will be communicated via Telegram and/or email with at least **14 days' notice**
- Continued use of the Service after the notice period constitutes acceptance of the updated Terms
- If you do not agree to the updated Terms, you may cancel your subscription before they take effect

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## 11. Governing Law & Dispute Resolution

- These Terms are governed by the laws of the **Federal Republic of Nigeria**
- Any disputes arising from these Terms shall first be resolved through good-faith negotiation
- If negotiation fails, disputes shall be submitted to mediation under the rules of the Lagos Court of Arbitration
- Nothing in these Terms prevents either party from seeking urgent injunctive relief in a court of competent jurisdiction

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## 12. Contact Information

**Cube Oil and Gas Tech Nigeria Ltd**
Email: [contact email]
Telegram: [support handle]
Address: [business address]

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*— End of Terms of Service —*

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**Documentation Navigation:**
[System Hub](./index.md) | [Domain Glossary](./CONTEXT.md) | [Business Plan](./business-plan.md) | [Model Pricing](./model-pricing.md) | [Security Architecture](./security-architecture.md)
