Terms of Service

These Terms of Service (the "Terms") form a binding agreement between Ambi Laboratories Inc. ("Ambi Labs," "we," "us," or "our"), and you or the entity you represent ("Customer," "you," or "your"), governing your access to and use of Wink and any related websites, applications, APIs, dashboards, plugins, and services we provide (collectively, the "Service").

By accessing or using the Service, creating an account, or clicking a button or checking a box indicating acceptance, you agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization, in which case "Customer" refers to that organization. If you do not agree to these Terms, you may not use the Service.

If you have entered into a separately signed master services agreement, order form, or enterprise agreement with Ambi Labs that covers the Service, that agreement controls in the event of any conflict with these Terms.

You must be at least 18 years old and capable of forming a binding contract to use the Service. The Service is intended for business use; it is not directed to consumers, children, or individuals under 18.

To use the Service, you must register an account through the authentication options we make available. You agree to provide accurate, current, and complete information and to keep your account information up to date. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. Notify us promptly at contact@trywink.io if you suspect unauthorized access.

You are responsible for ensuring that each Authorized User complies with these Terms. You are liable for any act or omission of an Authorized User to the same extent as if it were your own.

Wink is an AI-powered live-sales assistant designed to support personal-shopper agents during customer interactions, including by providing real-time transcription, search, product recommendations, and conversational assistance. The Service may include APIs, web and desktop applications, dashboards, integrations, and other related functionality.

We may modify, add, remove, or improve features of the Service from time to time. We will use commercially reasonable efforts to avoid materially degrading the core functionality available to paying Customers without notice.

As between the parties, Customer retains all right, title, and interest in and to Customer Data. Customer grants Ambi Labs a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, display, and otherwise use Customer Data solely as necessary to (a) provide, secure, and maintain the Service; (b) generate Output; (c) prevent or address technical, security, or fraud issues; and (d) comply with law.

Where Customer Data includes personal information about End Shoppers, Customer is the "controller" (or equivalent) and Ambi Labs acts as a "processor" (or equivalent) on Customer's behalf. Customer is responsible for establishing the lawful basis for processing such personal information and for providing all notices and obtaining all consents required by applicable law, including consents related to call recording, transcription, and AI-assisted interactions.

Our handling of personal information is further described in our Privacy Policy. Our current Subprocessors are listed at /subprocessors.

We do not sell Customer Data, and we do not use Customer Data to train third-party foundation models without your explicit consent.

The Service uses artificial-intelligence models, including third-party models, to generate Output. AI-generated Output can be inaccurate, incomplete, biased, offensive, or out of date, and may not reflect real-time inventory, pricing, availability, or factual truth. Output is provided for informational and assistive purposes only and is not a substitute for the judgment of a qualified human.

You are solely responsible for evaluating and verifying any Output before relying on it, communicating it to End Shoppers, or using it to make a business decision. You must not present Output as authoritative advice (legal, financial, medical, or otherwise) and must not use the Service in a manner that violates applicable law, third-party rights, or the policies of any AI provider whose models underlie the Service.

Given the nature of generative AI, the same or similar prompts may produce identical or similar Output across different Customers. To the extent permitted by law, you do not have an exclusive right in Output.

You agree not to, and not to permit any Authorized User or third party to:

• Use the Service in violation of any applicable law, regulation, court order, or third-party right (including intellectual-property, privacy, publicity, or contractual rights);
• Use the Service to record, transcribe, or monitor any communication without all consents required by applicable wiretap, eavesdropping, and call-recording laws;
• Reverse engineer, decompile, disassemble, or attempt to derive the source code, models, or underlying technology of the Service, except to the extent this restriction is prohibited by applicable law;
• Use the Service or Output to develop, train, or improve any competing product or any machine-learning model;
• Resell, lease, sublicense, or otherwise commercially exploit the Service except as expressly permitted by these Terms;
• Send spam, unsolicited communications, or content that is unlawful, defamatory, harassing, hateful, discriminatory, sexually explicit (especially involving minors), or that promotes violence or self-harm;
• Upload or transmit malicious code, viruses, ransomware, or other harmful or disruptive content;
• Interfere with or disrupt the integrity, security, or performance of the Service or any data or systems it interacts with;
• Probe, scan, or test the vulnerability of the Service or attempt to bypass any rate limits, authentication, or access controls;
• Submit information about an individual without the right to do so, including without limitation special categories of personal information unless permitted by applicable law and your contract with us;
• Misrepresent Output as not having been generated by AI where such disclosure is required by law.

Customer is responsible for: (a) the accuracy, quality, legality, and appropriateness of all Customer Data; (b) obtaining and maintaining all consents and providing all notices required by law for End Shoppers and Authorized Users, including for call recording, transcription, and AI-assisted processing; (c) compliance with all laws and regulations applicable to its business and use of the Service, including consumer-protection, advertising, data protection, and telemarketing laws; (d) maintaining the security of its credentials and systems; and (e) any decisions or communications made on the basis of Output.

If your access to the Service is subject to fees, you agree to pay all fees in accordance with the pricing and payment terms presented to you at the time of purchase, in your order form, or on our pricing page. Unless otherwise stated, fees are billed in advance, are non-refundable, and recur automatically at the end of each billing cycle until cancelled.

Payments are processed by our third-party payment processor (currently Stripe). You authorize us and our payment processor to charge your selected payment method for all fees due. If a payment fails, we may suspend or terminate your access. You are responsible for keeping your payment information current.

Fees are exclusive of all taxes, levies, and duties (other than taxes based on Ambi Labs' net income). You are responsible for paying all such amounts.

We may change our fees from time to time. We will provide at least thirty (30) days' notice before any fee increase takes effect with respect to a renewing subscription. Your continued use after the increase takes effect constitutes acceptance of the new fees.

Ambi Labs and its licensors retain all right, title, and interest in and to the Service, including all underlying software, models, weights, prompts, designs, documentation, trademarks, logos, and any improvements, derivatives, and feedback-driven changes. No rights are granted to you by implication, estoppel, or otherwise.

Customer Data remains the property of Customer. Subject to your rights in Customer Data, Output is licensed to you on the same terms as the Service, and you are responsible for ensuring that your use of Output complies with applicable law and these Terms.

These Terms begin when you first accept them and continue until terminated as provided here.

You may terminate by closing your account and ceasing all use of the Service. We may suspend or terminate your access immediately if you breach these Terms, fail to pay any amount when due, present a security risk to the Service or other users, or if we are required to do so by law.

Either party may terminate for the other party's material breach if the breach is not cured within thirty (30) days after written notice. We may also terminate or modify the Service, or your access to it, at any time for any reason on reasonable prior notice where practicable.

Upon termination: (a) your right to access the Service ends immediately; (b) any amounts owed are immediately due and payable; and (c) we may delete Customer Data in accordance with our standard practices and our Privacy Policy. Sections that by their nature should survive termination (including Sections 6, 7, 8, 13, 14, 15, 17, 18, 19, 20, and 22) will survive.

To the maximum extent permitted by applicable law, in no event will Ambi Laboratories Inc., its affiliates, or its licensors or Subprocessors be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenues, goodwill, business, data, or use, arising out of or relating to these Terms or the Service, even if advised of the possibility of such damages and even if a limited remedy fails of its essential purpose.

The total aggregate liability of Ambi Labs and its affiliates, licensors, and Subprocessors arising out of or relating to these Terms or the Service will not exceed the greater of (a) the amounts paid by Customer to Ambi Labs for the Service during the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (USD $100).

These limitations apply regardless of the legal theory on which the claim is based (whether contract, tort, statute, or otherwise). Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of these limitations may not apply to you.

Informal resolution. Before filing a claim, you agree to try to resolve the dispute informally by contacting us at contact@trywink.io. If a dispute is not resolved within sixty (60) days, either of us may initiate arbitration.

Binding arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration administered by JAMS under its applicable rules, conducted in English in Boston, Massachusetts, by a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.

Class-action waiver. You and Ambi Labs agree that each may bring claims only in an individual capacity and not as a plaintiff or class member in any purported class, collective, or representative proceeding.

Exceptions. Either party may bring an individual action in small-claims court or seek injunctive or other equitable relief to prevent actual or threatened infringement, misappropriation, or violation of its intellectual-property or confidentiality rights.

For questions about these Terms, contact:

Ambi Laboratories Inc.

650 Columbus Avenue, Apt 232

Boston, MA 02118, USA

Email: contact@trywink.io