Terms of Service

1. Agreement

These Terms of Service ("Terms") are a legal agreement between you and Phyllax LLC ("Phyllax," "we," "us") governing your use of the Phyllax desktop application, our websites at phyllax.com, the design-partner application process and program, and any related services (together, the "Service"). By applying to be a design partner, installing, downloading, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

2. Eligibility and accounts

You must be at least 13 years old (or the minimum age of digital consent in your country) to use Phyllax. By using the Service, you represent that you meet that requirement and have authority to enter into these Terms — including, if you are using Phyllax on behalf of an organization, authority to bind that organization.

Phyllax does not require you to create an account with us to use the desktop application. You will, however, connect Phyllax to third-party accounts (Gmail, Slack, etc.) using credentials you control. You are responsible for those accounts and for keeping your credentials secure.

3. Design-partner program and future plans

Phyllax is currently in private alpha. Access is granted by application through the design-partner program on phyllax.com. We may invite applicants in batches based on capacity, alpha-readiness, and fit. Submitting an application does not entitle you to access at any particular time, or at all; we may decline any application at our sole discretion.

3.1 Founding-user benefit

The first 100 design-partner applicants granted access will receive a lifetime Pro-tier license at no cost, provided they activate it within 30 days of receiving their invitation. If you do not activate within that window, the founding-user benefit lapses (the access invitation itself remains valid until the public launch). The founding-user benefit is non-transferable and may be revoked for material breach of these Terms.

3.2 Future paid plans

When Phyllax launches paid plans, the current pricing and feature breakdown will be published on phyllax.com. We reserve the right to set, change, or remove plan tiers and pricing at any time prior to launch. Founding-member benefits (Section 3.1) will be honored regardless of how public pricing evolves.

3.3 Refunds

Once paid plans launch, we will offer a 14-day refund on first-time monthly or annual subscription purchases. Refunds for enterprise contracts will be governed by the terms of the specific order form. No paid plans currently exist; this section becomes effective when they do.

4. License grant

Subject to your compliance with these Terms, Phyllax grants you a limited, non-exclusive, non-transferable, revocable license to install and use the Phyllax desktop application on devices you own or control, for the duration of your active plan or alpha access.

This license does not grant you the right to:

• Resell, sublicense, lease, or distribute the Phyllax application or license keys
• Reverse engineer, decompile, or disassemble the application except where permitted by law
• Use the Service to build a competing product
• Circumvent license-key validation, license seat limits, or feature gates
• Use the Service in violation of any applicable law, or in a way that infringes someone else's rights

5. Your data

Phyllax is a desktop application. The data you connect to it (emails, calendar events, messages, files, etc.) lives on your own computer, not on our servers. You retain all rights to that data. We do not claim any ownership over it.

For details on what limited information does leave your device (design-partner application data, license validation, anonymous analytics, bug reports you submit), see our Privacy Policy.

6. Third-party services

Phyllax connects to third-party services (Google, Microsoft, Slack, Anthropic, OpenAI, Together AI, and many others) at your direction. Those services have their own terms and privacy policies, which govern your use of them. We are not responsible for the availability, accuracy, or behavior of third-party services, and outages or rate limits at those services may affect what Phyllax can do.

You are responsible for complying with the terms of any third-party service you connect.

7. AI-generated content and decisions

Phyllax uses large language models (which you provide credentials for) to read, summarize, categorize, prioritize, and draft responses based on data you connect. You acknowledge and agree that:

• AI output can be wrong. Large language models can produce inaccurate, incomplete, fabricated, biased, or outdated content. The Service does not warrant that any AI output is correct, complete, current, or fit for any specific purpose.
• AI can miss what matters. Phyllax's triage classifies items as URGENT, NOTABLE, or SKIP. The model may classify a genuinely urgent item as SKIP (a false negative) or a routine item as URGENT (a false positive). You should not assume that the absence of a Phyllax alert means there is nothing urgent in your accounts.
• You — not the AI — are the decision-maker. Any reply, action, escalation, or decision based on AI output is your decision and your responsibility. Send-confirmation prompts exist to give you a deliberate review step before any message is sent; you should use that step every time.
• Third-party AI provider terms apply. When Phyllax sends a request to an AI provider (Anthropic, OpenAI, Google, xAI, Microsoft Azure OpenAI, AWS Bedrock, Together AI, Ollama, or another), that provider's terms and privacy policy govern the request. Their outages, rate limits, quality changes, content-policy decisions, or refusal to respond are not within Phyllax's control and Phyllax is not liable for them.
• No professional advice. AI output is not legal, medical, financial, tax, regulatory, or other professional advice, regardless of how the output is phrased or how confident it appears.

8. Notifications, schedules, and service operation

Phyllax is a desktop application that runs locally on your computer. Its monitoring features (scheduled checks of connected services, native operating-system notifications, the dashboard, the live brief, and the chat assistant) are provided on a best-effort basis. You acknowledge and agree that:

• Notifications are not guaranteed. Phyllax does not warrant that any notification will fire, will fire on time, will be delivered to the operating system, or will be displayed by your operating system. Delivery depends on your computer being on and awake, the Phyllax application running, operating-system notification permission being granted, the relevant schedule being enabled, and the AI provider, MCP server, and third-party APIs responding successfully.
• Schedules are best-effort. Scheduled checks may be skipped, delayed, or fail for many reasons, including but not limited to: the computer being asleep, locked, hibernating, or powered off; the application not running; third-party rate limits; expired or revoked credentials; AI-provider outages; network failures; MCP-server failures; quota exhaustion; or operating-system constraints. Phyllax does not guarantee that any scheduled check will run on its scheduled time, or at all.
• Failure detection is partial. Phyllax surfaces some failures in the application UI (error cards, last-run timestamps, Reconnect buttons), but cannot detect every possible failure mode and does not guarantee that the absence of an error indicator means everything is working. You are responsible for periodically verifying that the schedules and integrations you depend on are running as expected.
• Phyllax is not a monitoring service. Although Phyllax checks your connected services on a schedule, it is a tool that runs on your computer at your direction, not a managed service that operates on your behalf with availability guarantees. There is no service-level agreement applicable to the Service unless we have agreed to one in a separate written contract.
• Local data loss. Phyllax stores notifications, schedules, priorities, conversation history, and integration configuration in a local SQLite database on your computer. We do not back up or replicate this data. Operating-system failures, hardware failures, accidental deletion, OS-level encryption-key rotation (which can render previously encrypted credentials unreadable), or migration between machines can cause loss of this data. We are not responsible for such losses.
• Updates may change behavior. Phyllax is under active development. Updates may add, remove, or change features, integrations, supported AI providers, schedule semantics, notification UI, or other behavior. Continued use after an update is acceptance of the updated behavior.

Critical-matter exclusion. You agree not to use Phyllax to monitor or trigger action on: legal deadlines or court filings; medical, health, or safety alerts; financial trading, transfer, or settlement events; emergency or first-responder signals; regulatory or compliance deadlines; security-incident response; or any other matter where missed, delayed, or incorrect notification could cause meaningful harm to you, your business, or others. For any such matter, maintain redundant systems specifically designed for it. Phyllax is a productivity tool, not life-safety or business-continuity infrastructure.

9. Acceptable use

You agree not to use the Service to:

• Send spam, harassment, or other unlawful communications
• Access accounts you are not authorized to access
• Violate the terms of any connected third-party service
• Attempt to extract credentials, tokens, or other secrets from other users
• Distribute malware or interfere with the Service's operation
• Resell access to the Service in violation of Section 4

10. Alpha disclaimer and disclaimer of warranties

Phyllax is in private alpha. Alpha software is by nature incomplete, may contain bugs, and may experience breaking changes between versions. We may modify, suspend, or discontinue features without notice during the alpha period. The Service is provided "AS IS" and "AS AVAILABLE," without warranties of any kind, express or implied, including the implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising out of course of dealing or usage of trade. We do not warrant that the Service will be uninterrupted, error-free, secure against every threat, free of vulnerabilities, free of malware, compatible with every system or third-party service, or that defects will be corrected. We do not warrant the accuracy, completeness, timeliness, or reliability of any AI-generated content, notification, schedule result, or summary produced by the Service.

11. Limitation of liability

To the maximum extent permitted by law, in no event will Phyllax LLC, its officers, employees, contractors, or affiliates be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages — including without limitation lost profits, lost revenue, lost opportunity, lost data, missed deadlines, missed notifications, business interruption, reputational harm, or loss of goodwill — arising out of or related to the Service, the failure of the Service to operate, the failure of any notification to fire or be timely, the inaccuracy of any AI output, or any decision you make based on the Service, even if we have been advised of the possibility of such damages.

Our total aggregate liability for any and all claims arising out of or relating to the Service will not exceed the greater of (a) the amount you paid us for the Service in the twelve months immediately preceding the event giving rise to the claim, or (b) USD $100.

Some jurisdictions do not allow the exclusion or limitation of certain warranties or damages; the limitations above apply to the fullest extent permitted in your jurisdiction. Nothing in these Terms limits liability that cannot be limited under applicable law (such as liability for gross negligence, willful misconduct, fraud, or death or personal injury caused by negligence, where applicable).

12. Indemnification

You agree to indemnify, defend, and hold harmless Phyllax LLC and its officers, employees, contractors, and affiliates from any claims, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or related to (a) your use of the Service in violation of these Terms, (b) your violation of applicable law or any third-party rights, (c) content you process, draft, send, or otherwise act on using the Service, (d) any reliance you placed on a Phyllax notification, AI output, schedule result, or absence thereof, or (e) your failure to maintain redundant systems for matters described in the critical-matter exclusion in Section 8.

13. Termination

You may stop using the Service at any time by uninstalling Phyllax. We may suspend or terminate your access if you violate these Terms or, once paid plans launch, fail to pay applicable fees, with reasonable notice where practical. Sections 4 (after termination), 5, 7, 8, 10, 11, 12, 14, and 15 survive termination.

14. Changes to the Terms

We may update these Terms from time to time. When we do, we will revise the "Last updated" date and, for material changes, give in-app notice on next launch. Continued use of the Service after a material change constitutes acceptance of the updated Terms; if you do not agree, your sole remedy is to stop using the Service.

15. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Service will be resolved exclusively in the state or federal courts located in Delaware, and you and we consent to personal jurisdiction there. Nothing in this section prevents either party from seeking injunctive relief in any court of competent jurisdiction. To the extent permitted by law, you and Phyllax waive any right to a jury trial and any right to participate in a class action against the other; any dispute must be brought in your individual capacity.

16. Miscellaneous

If any part of these Terms is held unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver of our right to do so later. You may not assign these Terms without our written consent; we may assign them in connection with a merger, acquisition, or sale of assets. These Terms, together with the Privacy Policy, are the entire agreement between you and us regarding the Service.

17. Contact

Questions about these Terms: support@phyllax.com.