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Terms of Service
DivideZero Labs LLC

Last Updated: 22/09/2026

These Terms of Service (“Terms”) govern your access to and use of the website located at https://dividezerolabs.com (the “Site”) and any related services, solutions, consulting, software, AI systems, deliverables or materials provided by DivideZero Labs LLC (“Company,” “we,” “us,” or “our”), including but not limited to AI machine employees / virtual AI teams, custom AI development, automation solutions, private AI processors and systems, natural language processing solutions, data-driven insights and analytics platforms, research-driven AI implementations, and related professional services (collectively, the “Services”).

By accessing the Site, requesting information, scheduling a consultation, entering into any engagement, or using any Services, you (“Client,” “you,” or “your”) agree to be bound by these Terms. If you do not agree, do not use the Site or Services.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity.

1. Eligibility and Account Access

You must be at least 18 years of age and capable of forming a binding contract. The Services are intended for business use by small-to-medium enterprises and similar organisations. You are responsible for maintaining the confidentiality of any access credentials and for all activities under your account or engagement.

2. Description of Services

The Company provides research-driven, private AI solutions designed to automate operations, generate insights, and support business processes. Services may include custom development, deployment of AI machine employees / virtual teams, automation systems, data processing tools, natural language solutions, and related consulting or integration work. Specific scope, deliverables, timelines, fees and acceptance criteria for any paid engagement will be set out in a separate Statement of Work, proposal or written agreement (“SOW”), which incorporates these Terms by reference. In the event of conflict, the SOW controls on the specific subject matter.

We may modify, suspend or discontinue any part of the Site or publicly described Services at any time without liability.

3. Client Responsibilities and Acceptable Use

You agree to:

  • Provide accurate, complete and timely information, data and access necessary for us to perform the Services.
  • Use the Services and any deliverables only for lawful business purposes and in compliance with all applicable laws.
  • Not use the Services or outputs to generate or disseminate illegal, harmful, discriminatory, infringing or misleading content; to violate third-party rights; or for any high-risk or regulated activity without appropriate human oversight and compliance measures.
  • Not reverse-engineer, decompile or attempt to extract source code or underlying models from any proprietary systems except as expressly permitted in writing.
  • Ensure that any data you provide does not contain malware or violate privacy, intellectual property or other laws.
  • Independently evaluate all AI-generated outputs, insights, recommendations or automated actions before relying on them for business decisions. You remain solely responsible for all decisions, actions and outcomes arising from use of the Services or outputs.

You may not use the Site or Services in any manner that could damage, disable, overburden or impair our systems or interfere with any other party’s use.

4. Intellectual Property

  • Company IP. The Site, underlying technology, pre-existing tools, models, methodologies, software, documentation, trademarks and all related intellectual property remain the exclusive property of the Company or its licensors. No rights are granted except as expressly stated.
  • Client Data and Inputs. You retain ownership of data, content and materials you provide (“Client Materials”). You grant us a limited, non-exclusive, worldwide licence to use Client Materials solely as necessary to provide the Services.
  • Deliverables and Outputs. Subject to full payment and the terms of the applicable SOW, we assign to you (or grant a perpetual, non-exclusive, non-transferable licence to use, as specified in the SOW) the custom deliverables specifically created for you under that engagement, excluding our pre-existing IP, tools, models, frameworks and general know-how. AI-generated outputs are provided for your use subject to these Terms; we make no claim of ownership over unique outputs generated solely from your inputs, but you acknowledge that similar outputs may be generated for others and that outputs may not be unique or protectable.
  • Feedback you provide may be used by us freely without restriction or compensation.

Open-source components, if any, are subject to their respective licences.

5. Confidentiality

Each party agrees to protect the other’s confidential information with reasonable care and use it only for performing under these Terms or the applicable SOW. Confidential information does not include information that is public, independently developed, or rightfully received from a third party. Obligations survive for three (3) years after termination (or longer for trade secrets).

6. Fees, Payment and Taxes

Fees, payment schedules and expenses are as set forth in the applicable SOW or invoice. Unless otherwise stated, invoices are due within thirty (30) days. Late payments may incur interest at the maximum rate permitted by law and suspension of Services. You are responsible for all applicable taxes. All fees are non-refundable except as expressly provided in an SOW or required by law.

7. Warranties and Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

THE SITE, SERVICES, DELIVERABLES, AI SYSTEMS, OUTPUTS, INSIGHTS AND ANY RELATED MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, RELIABILITY, OR THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

WE SPECIFICALLY DISCLAIM ANY WARRANTY THAT AI-GENERATED OUTPUTS, RECOMMENDATIONS, AUTOMATED ACTIONS, INSIGHTS OR RESULTS WILL BE ACCURATE, COMPLETE, CURRENT, UNBIASED, ORIGINAL, NON-INFRINGING OR SUITABLE FOR YOUR INTENDED USE. AI SYSTEMS MAY PRODUCE INCORRECT, HALLUCINATED OR UNEXPECTED RESULTS. YOU ACKNOWLEDGE THAT AI TECHNOLOGY IS PROBABILISTIC AND EVOLVING, AND YOU MUST APPLY HUMAN JUDGEMENT AND APPROPRIATE OVERSIGHT.

NO ADVICE OR INFORMATION OBTAINED FROM US CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. RESULTS DESCRIBED ON THE SITE (INCLUDING PRODUCTIVITY, COST OR PERFORMANCE CLAIMS) ARE GENERALISED ILLUSTRATIONS ONLY AND ARE NOT GUARANTEES; ACTUAL OUTCOMES VARY SIGNIFICANTLY BASED ON SCOPE, DATA QUALITY, IMPLEMENTATION AND OTHER FACTORS.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR SIMILAR DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITY, BUSINESS INTERRUPTION, COST OF SUBSTITUTE SERVICES, OR ANY DAMAGES ARISING FROM RELIANCE ON AI OUTPUTS OR DECISIONS MADE BASED ON THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

THE COMPANY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, THE SITE OR THE SERVICES (INCLUDING ANY AI OUTPUTS OR DELIVERABLES) SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES ACTUALLY PAID BY YOU TO THE COMPANY UNDER THE APPLICABLE SOW OR ENGAGEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM, OR (B) ONE HUNDRED AUSTRALIAN DOLLARS (AUD $100) (OR EQUIVALENT IN LOCAL CURRENCY).

THESE LIMITATIONS APPLY TO ALL CLAIMS, INCLUDING THOSE RELATED TO AI ACCURACY, HALLUCINATIONS, DATA PROCESSING, SECURITY INCIDENTS (EXCEPT TO THE EXTENT CAUSED BY OUR GROSS NEGLIGENCE OR WILFUL MISCONDUCT WHERE SUCH EXCLUSION IS PROHIBITED), AND THIRD-PARTY CLAIMS. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS; IN SUCH CASES, LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded or limited by applicable law.

9. Indemnification

You agree to indemnify, defend and hold harmless the Company and its affiliates, officers, directors, employees and agents from and against any claims, damages, losses, liabilities, costs and expenses (including reasonable legal fees) arising out of or related to: (a) your use of the Site, Services or outputs; (b) Client Materials or data you provide; (c) your violation of these Terms or applicable law; (d) your infringement of third-party rights; or (e) any decisions or actions taken in reliance on AI outputs or deliverables.

10. Term and Termination

These Terms remain in effect while you use the Site or Services. Either party may terminate an SOW or engagement as provided therein or for material breach (with opportunity to cure where reasonable). Upon termination, you must cease use of the Services and return or destroy confidential information as directed. Provisions that by their nature should survive (including IP, confidentiality, disclaimers, limitations of liability and indemnification) will survive.

We may suspend or terminate access immediately for violation of these Terms, non-payment, or legal/compliance reasons.

11. Privacy and Data

Our collection and use of personal information is governed by our Privacy Policy https://dividezerolabs.com/privacy-policy/ for Services involving processing of personal or sensitive information, additional data processing terms or a Data Processing Agreement may apply as required by law or the SOW. You are responsible for ensuring you have all necessary rights and consents to provide data to us.

We implement reasonable technical and organisational measures to protect data, but no system is completely secure. You acknowledge residual risks inherent in electronic transmission and AI systems.

12. Third-Party Services and Links

The Site or Services may integrate or link to third-party tools, models or services. We are not responsible for third-party content, availability or practices. Your use of third-party services is subject to their terms.

13. Governing Law and Dispute Resolution

These Terms are governed by the laws of Saint Vincent and the Grenadines, without regard to conflict of laws principles.

Any dispute arising out of or relating to these Terms or the Services shall first be attempted to be resolved through good-faith negotiation. If unresolved within thirty (30) days, the dispute shall be resolved by binding arbitration administered. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect intellectual property or confidential information. Class actions and jury trials are waived to the extent permitted by law.

14. Miscellaneous

  • Entire Agreement. These Terms, together with any applicable SOW and Privacy Policy, constitute the entire agreement and supersede prior agreements on the subject matter.
  • Amendments. We may update these Terms by posting a revised version on the Site. Continued use after the effective date constitutes acceptance. Material changes to ongoing paid engagements will be handled as provided in the SOW.
  • Severability. If any provision is held unenforceable, the remaining provisions remain in full force.
  • Waiver. Failure to enforce any right does not constitute a waiver.
  • Assignment. You may not assign these Terms without our prior written consent. We may assign freely.
  • Force Majeure. Neither party is liable for delays or failures due to causes beyond reasonable control.
  • Notices. Notices may be sent to info@dividezerolabs.com or the contact details in the applicable SOW.
  • Export and Sanctions. You agree to comply with all applicable export control and sanctions laws.
  • No Third-Party Beneficiaries. Except as expressly stated, these Terms create no third-party rights.

15. Contact

Questions about these Terms may be directed to:

DivideZero Labs LLC
Email: info@dividezerolabs.com
Website: https://dividezerolabs.com