Terms of Service — Luo

Terms of Service

Effective Date: January 30 2025

These terms of service (“TOS”) govern the relationship between you and Luo Technologies Oy, a Finnish company (business ID 3578796-6) (“Luo” or “we”) regarding the use of the Luo platform, website, and related services ("Services"). The Services include the Luo platform that enables users to create internal tools, AI agents, workflows, automations, and software applications ("Workspaces") tailored to their business needs. By creating an account, using, or otherwise accessing the Services, you agree to these TOS and affirm that you have legal authority to enter into these TOS on behalf of yourself or the entity you represent. Use of the Services is also governed by our Privacy Policy and other relevant policies and documents incorporated herein by reference.

IF YOU DO NOT AGREE TO THESE TOS, PLEASE DO NOT CREATE AN ACCOUNT, USE, OR OTHERWISE ACCESS THE SERVICES.

Luo reserves the right, at its discretion, to change, modify, add, or remove portions of these TOS, the Privacy Policy, or other policies at any time. We will take appropriate measures to inform you via the Services, posting the amended terms or policies on our website or otherwise, in accordance with the significance of the changes we make. You will be deemed to have accepted such changes by continuing to use the Services.

If at any point you do not agree to any portion of the then-current version of our TOS, the Privacy Policy, or other relevant policy relating to your use of the Services, your right to use the Services shall immediately terminate, and you must immediately stop using the Services.

1 Definitions

In these TOS, the following terms shall have the meanings set forth below:

“Account” means the user account created by you to access and use the Services.

"Workspaces" means internal tools, AI agents, workflows, automations, and software applications created using the Luo platform.

“Workspace Store” means the marketplace operated by Luo where Luo-created and user-developed Workspaces may be made available.

“Application Logic” means the customer-specific application logic and configuration generated from your Specifications through the Services.

“Customer Data” means any data, information, content, or materials uploaded, submitted, or otherwise provided by you in connection with the Services.

“Feedback” is defined in Section 6.5.

“Money Back Guarantee” is defined in Section 9.2.

“Login Information” is defined in Section 2.

"Specifications" means the product requirement documents (PRD), business logic descriptions, and other specifications generated by you through the design phase of the Services.

"Third-Party Services" means third-party applications, services, systems, or tools that may be integrated with or connected to the Services, including but not limited to CRM systems, databases, communication tools, and other business applications.

"Underlying Technology" means the AI generation engine, base code libraries, platform infrastructure, code generation systems, and all other foundational technology that powers the Services.

"Platform" means the Luo technology platform, including the Underlying Technology and all related systems and processes.

2 Accounts and Login Information

To access and use the Services, you must create an Account and select a password for your Account or use other credentials to access the Account ("Login Information")

Your Account is personal to you or the entity you represent. You agree that you will not give your Login Information to anyone else or allow anyone else to use your Login Information or Account. You are solely responsible for maintaining the confidentiality of the Login Information, and for all uses of your Account, including but not limited to, any actions taken through the Services and any fees incurred.

You shall provide accurate, current, and complete information during the registration process and keep your Account information up to date. You shall:

  • notify Luo immediately of any unauthorized use of your Account or any other breach of security;

  • ensure that you exit from your Account at the end of each session when accessing the Services; and

  • not share your Account with any other person or entity.

3 Right to Use the Services and Restrictions

3.1 License Grant

Subject to these TOS and payment of applicable fees, Luo hereby grants you a limited, non-exclusive, non-sublicensable, non-transferable, revocable license to access and use the Services for your internal business purposes only.

3.2 Nature of Services

You acknowledge and agree that the Services constitute a platform product that may be configured and customized to your specific needs. The Services are not custom software development services. Luo retains full ownership of the Underlying Technology, regardless of any customization or configuration performed for your benefit.

3.3 Restrictions

The following restrictions apply to the use of the Services. If you do not use the Services in accordance with these restrictions, we may take actions as a result, which may include terminating your Account and prohibiting you from using our Services or parts of our Services. You shall not:

  • use the Services if you have previously been removed or banned from using any of Luo's services by Luo;

  • use any tools, software, or methods designed to interfere with, disrupt, or gain unauthorized access to the Services or their underlying systems;

  • attempt to decompile, reverse engineer, disassemble, or hack any of the Services, or to defeat or overcome any of the encryption technologies or security measures or data transmitted, processed, or stored by Luo;

  • disrupt, overburden, or aid or assist in the disruption or overburdening of any computer or server used to offer or support the Services;

  • access or attempt to access another customer's Account, data, or Workspaces without authorization;

  • circumvent any usage limits, quotas, or access controls;

  • make available through the Services any material or information that infringes any copyright, trademark, patent, trade secret, right of privacy, right of publicity, or other rights of any person or entity;

  • use the Services in violation of any applicable law or regulation;

  • use the Services to develop a competing product or service;

  • sublicense, resell, rent, lease, transfer, assign, or otherwise dispose of the Services to any third party except as expressly permitted herein; or

  • engage in any act that Luo deems to conflict with the intent or spirit of the Services.

4 Workspaces and Workspace Store

4.1 Creating Workspaces

Through the Services, you may create Workspaces that are interconnected and communicate with each other and your existing technology stack. The creation of Workspaces involves AI-assisted design and code generation processes provided by the Platform.

4.2 Workspace Store

Luo may operate a Workspace Store where Luo-created and user-developed Workspaces may be made available. Participation in the Workspace Store is subject to additional terms and conditions that will be provided separately.

4.3 Publishing Rights

You have the right to control the visibility and distribution of your Specifications and Workspaces to other users. Subject to the license granted to Luo in Section 6.2.1, you may choose to:

  • keep your Workspaces private, accessible only to you and authorized users within your organization; or
  • publish your Workspaces externally through the Workspace Store, making them available to other Luo users subject to the Workspace Store terms and conditions.

5 Third-Party Integrations

5.1 Responsibility for Access and Permissions

You are solely responsible for obtaining and maintaining all rights, licenses, consents, and permissions required to use any Third-Party Services (e.g., Gmail, Google Drive, Slack) you choose to integrate with the Services.

5.2 Third-Party Terms

Third-Party Services are subject to their respective terms and conditions. Please read these third-party terms and conditions carefully, as they constitute an agreement between you and the relevant third-party service provider to which Luo is not a party. Luo makes no representations or warranties regarding Third-Party Services and shall have no liability arising from your use of Third-Party Services.

5.3 Data Transfer

When you integrate Third-Party Services with the Services, you acknowledge that data may be transferred between the Services and such Third-Party Services. You are responsible for ensuring that such data transfers comply with all applicable laws and the terms of service of the relevant Third-Party Services. You acknowledge that when you integrate the Services with Third-Party Services, the Services may perform actions in those systems on your behalf (such as sending emails, modifying files, or posting messages) based on your configurations. You are solely responsible for the consequences of these actions.

5.4 User Responsibility

You are solely responsible for reviewing, testing, and validating all AI-generated content before using it for your internal business purposes. You acknowledge that you should not rely solely on AI-generated outputs without appropriate human oversight and review.

Luo shall have no liability for any:

  • Data loss or corruption within Third-Party Services;
  • Suspension or termination of your third-party accounts; or
  • Breaches of third-party terms resulting from your specific configurations, AI-generated workflows, or automated "Application Logic." You are expected to review and test all automated workflows before deployment.

6 Intellectual Property

6.1 Customer Ownership

The entity you represent (or you, if acting in your individual capacity) owns all right, title, and interest in and to:

  • the Specifications that you generate through the Services; and

  • the resulting Application Logic and configuration created from your Specifications.

6.2 Platform Development and License to Luo

6.2.1 You acknowledge that the Platform is continuously developed and improved through customer usage. You grant Luo a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, non-exclusive license, with the right to sublicense, to use, reproduce, modify, create derivative works from, and otherwise exploit your Specifications and Application Logic for the purposes of operating, improving, and developing the Services. For clarity, this license does not transfer ownership to Luo.

6.2.2 Any improvements, enhancements, learnings, or intellectual property relating to the Underlying Technology generated through operation of the Platform shall belong exclusively to Luo.

6.3 Luo Ownership

Luo retains all right, title, and interest in and to the Underlying Technology, including but not limited to:

  • the AI generation engine and machine learning models;

  • the base code libraries and frameworks;

  • the platform infrastructure and architecture;

  • code generation systems and algorithms;

  • design tools, templates, and generic building blocks;

  • any improvements, enhancements, or modifications to the Underlying Technology; and

  • all copyrights, trademarks, trade secrets, patents, and other intellectual property rights therein.

6.4 Customer Data

As between you and Luo, you retain ownership of your Customer Data. You grant Luo a limited license to use, process, and store Customer Data solely to provide the Services to you.

6.5 Feedback

If you provide Luo with any feedback, suggestions, or ideas regarding the Services ("Feedback"), you hereby assign to Luo all right, title, and interest in and to such Feedback, and Luo may use such Feedback without restriction or obligation to you.

7 Customer Data and Responsibilities

You are solely responsible for all your Customer Data, including the inputs you provide for Workspace creation and any configurations you make.

You represent and warrant that:

  • You have all the necessary rights to provide Customer Data to Luo;
  • Your Customer Data does not violate any applicable laws or regulations;
  • Your Customer Data does not infringe any third-party intellectual property rights; and
  • Your use of Workspaces created through the Services complies with all applicable laws and regulations.

8 Privacy Notice

Your privacy and the privacy of your data are important to Luo. For information about how we collect and use personal information, please see our Privacy Policy available at https://luo.app/privacy-policy.

9 Fees, Subscriptions and Payment

9.1 Subscription Service

Access to the Services is provided on a subscription basis. The applicable subscription plan, term (for example, monthly or annual) and fees are set out on the pricing page, in an order form, or as otherwise agreed in writing between you and Luo.

9.2 7-Day Money-Back Guarantee

Luo offers a 7-day money-back guarantee for new Accounts. When you subscribe to a paid plan, you will be charged the applicable fee immediately. However, if you are not satisfied with the Services, you may cancel your subscription within seven (7) days of the initial purchase date ("Refund Period") and request a full refund.

To exercise this right, you must cancel via your Account settings or notify us at support@luo.app before the Refund Period expires. Upon a valid cancellation within the Refund Period:

  • We will refund the full amount paid to your original payment method;
  • Your access to the Services and any generated Application Logic will be terminated immediately; and
  • This guarantee applies only to your first subscription and not to subsequent renewals or additional Workspaces.

9.3 Billing and Payment Terms

Subscription fees are billed and payable in advance for each subscription period, unless otherwise agreed in writing. The billing cycle (for example, monthly or annual) is specified on the pricing page or in the applicable order form. Luo may charge your designated payment method (such as a credit card) as specified in your subscription.

9.4 Automatic Renewal and Cancellation

Your subscription will automatically renew at the end of each subscription period for a new period equal to the expiring one (for example, month-to-month or year-to-year), unless you cancel your subscription in accordance with the instructions provided in the Services before the end of the then-current subscription period.

If you cancel, the cancellation takes effect at the end of the then-current subscription period, and you will not be charged for any subsequent period. Fees already paid are non-refundable, except where required by mandatory law or explicitly stated otherwise in writing between you and Luo.

9.5 Price Changes

Luo reserves the right to modify its pricing at any time. Price changes will be communicated to you in advance and will apply to the next renewal period unless otherwise specified.

10 DISCLAIMERS

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS FOR YOUR USE, WITHOUT ANY WARRANTIES EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. LUO DOES NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

LUO MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY AI-GENERATED CONTENT OR OUTPUTS. YOU ACKNOWLEDGE THAT AI-GENERATED CONTENT MAY CONTAIN ERRORS AND SHOULD BE REVIEWED AND VALIDATED BEFORE USE.

Some jurisdictions do not allow the exclusion of certain warranties. In such jurisdictions, the above disclaimers shall only apply to the extent permitted by the laws of such jurisdictions.

Nothing in these TOS limits or affects any statutory rights you may have as a consumer if you use the Services as a private individual and not for business purposes.

11 Limitations of Liability and Indemnification

11.1 Limitations of Liability

To the maximum extent permitted by law, Luo shall not be liable to you for any indirect, incidental, consequential, special, punitive or other similar damages, including but not limited to loss of revenues, lost profits, lost data or business interruption or other intangible losses, arising out of or relating in any way to these TOS or the Services, whether based on contract, tort or any other legal theory, and whether or not Luo has been advised of the possibility of such damages.

To the extent not prohibited by law, Luo's total aggregate liability arising out of or relating to these TOS or the Services shall not exceed the amounts paid by you to Luo in the twelve (12) months immediately preceding the date on which the claim arose.

11.2 Indemnification

You agree to indemnify, defend, and hold Luo (and our officers, directors, agents, subsidiaries, and employees) harmless from any claim, demand, damages, or other losses, including reasonable attorneys' fees, asserted by any third party resulting from or arising out of: (i) your use of the Services; (ii) your Customer Data; (iii) your breach of these TOS; (iv) your violation of any law or the rights of any third party; or (v) your integration or use of Third-Party Services in connection with the Services.

Some jurisdictions do not allow certain limitations of liability, such as those stated above, and thus, the above terms may not apply to you. Instead, in such jurisdictions, the above limitations of liability shall apply only to the extent permitted by the laws of such jurisdictions. Moreover, if you are a consumer, you may have additional legal rights in your jurisdiction.

12 Termination

12.1 Termination by Luo

Without limiting any other remedies available to us, if we believe that you are in breach of these TOS, we reserve the right at our sole discretion, either with or without notice to you and consistent with relevant regulation, to limit, suspend, or terminate your access to the Services and/or close your Account.

12.2 Termination by You

You may terminate your Account at any time by deleting your Account within the Services or, if that is not possible, by contacting us at support@luo.app. Upon termination, your right to use the Services will immediately cease.

12.3 Effect of Termination

Upon termination: (i) all rights granted to you under these TOS will immediately cease; (ii) you will no longer have access to your created Workspaces through the Services; and (iii) Luo may delete your Customer Data in accordance with its data retention policies. Luo shall not be required to provide any refunds, benefits, or other compensation upon termination.

12.4 Survival

Upon termination of these TOS, any provision which, by its nature or express terms, should survive, will survive such termination or expiration, including, but not limited to, Sections 6 (Intellectual Property), 10 (Disclaimers), 11 (Limitations of Liability and Indemnification), and 13 (Governing Law).

13 Governing Law and Dispute Resolution

These TOS and all disputes arising out of or relating to these TOS or the Services shall be governed by the laws of Finland, regardless of conflict of law provisions.

Any dispute, controversy, or claim arising out of or relating to these TOS, or the breach, termination, or validity thereof, shall be finally settled by arbitration administered by the Finland Chamber of Commerce in accordance with its Arbitration Rules. The seat of arbitration shall be Helsinki, Finland. The language of the arbitration shall be English. The arbitral tribunal shall consist of one (1) arbitrator.

If you use the Services as a consumer, any dispute arising out of or relating to these TOS shall be resolved by the District Court of Helsinki, Finland, as the court of first instance, and the arbitration clause above shall not apply.

Notwithstanding the above, either party may seek injunctive or other equitable relief from any court of competent jurisdiction to protect its intellectual property rights.

14 Miscellaneous

14.1 No Waiver

Any failure by Luo to exercise or enforce any of its rights under these TOS does not waive its right to enforce such rights. Any waiver of such rights shall only be effective in writing.

14.2 Assignment

Luo may assign these TOS or any part of them without your consent. You may not assign or delegate any rights or obligations under these TOS without Luo’s prior written consent.

14.3 Severability

If any provision of these TOS is held to be invalid or unenforceable, such provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these TOS will remain in full force and effect.

14.4 Entire Agreement

These TOS and the Privacy Policy, as well as any supplemental policies and any documents expressly incorporated by reference herein, set out the entire agreement between you and Luo regarding the Services and supersede all earlier agreements and understandings between you and Luo.

14.5 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these TOS due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

15 Contact

If you have any questions about these TOS, please contact us at support@luo.app.