Terms of Service

1. Scope of Service

Ensue provides a shared memory network that enables users, agents, and tools to store, retrieve, search, and share memory and structured data via standard interfaces and protocols, including MCP-compatible connectivity. You control permissions for how memories are shared and accessed.

2. Alpha Status and Pre-Release Features

Definitions

• "Pre-release": any version not designated as generally available
• "Experimental": features explicitly marked as experimental
• "Alpha": current development stage with limited stability guarantees

3. Eligibility and Account Registration

Eligibility

• At least 16 years old (or age of majority in your jurisdiction)
• Legal capacity to form a binding contract
• Not in an embargoed country/region and not on a restricted party list

Account Security

• Maintain confidentiality of credentials, API keys, and tokens
• Responsible for all activity under your account
• Notify us immediately of unauthorized access or security breach

We are not liable for losses from unauthorized access due to your failure to secure credentials.

Suspension and Termination Rights

We may refuse, suspend, or terminate access for violations, fraud, abuse, legal reasons, or to protect the Service/users.

4. Customer Content

Ownership

You retain ownership of data, files, memories, and materials you submit ("Customer Content").

License to Ensue

• Store and process Customer Content to provide the Service
• Transmit Customer Content to third-party AI providers you configure
• Index and retrieve Customer Content for search and memory functions
• Display Customer Content to you and authorized users
• Back up Customer Content for disaster recovery and reliability

This license is limited to providing the Service as configured by you.

Aggregated Analytics

We may analyze Customer Content in aggregate, anonymized, or de-identified form to improve performance, understand usage, and develop features.

We do not currently train AI models on your Customer Content; we will update these Terms and the Privacy Policy if that changes.

License Termination

License ends when you delete Customer Content or close your account, except:

• Copies may persist in backups for up to 90 days
• De-identified or aggregated data may be retained
• Longer retention may apply where required by law or for legal defense

Your Responsibilities

• You own/have rights to submitted content
• Content does not violate laws or third-party rights
• Necessary consents obtained; you comply with applicable data protection laws

Prohibited Content

• Illegal, fraudulent, or rights-violating content
• Malware, viruses, harmful code
• IP infringement or privacy violations
• Hate speech, harassment, incitement to violence
• Exploitation or harm to minors
• Regulated data you are not authorized to store (e.g., PHI without BAA, payment card data without PCI)

We may remove prohibited content without notice; we have no obligation to monitor.

Data Deletion

• Removed from production systems within a reasonable timeframe
• May persist in caches/CDNs/temporary storage for a limited period
• May remain in backups subject to AWS rotation schedules
• Fully removed from backups based on AWS retention and operational needs

Instant deletion from all systems (including backups) is not possible due to infrastructure limitations.

5. Acceptable Use Policy

Service Integrity

• No disruption, degradation, or unauthorized access
• No probing, scanning, or bypassing rate limits/authentication
• No damaging or impairing our systems

Misuse of Data and Features

• No unauthorized data access or scraping beyond official APIs
• No prohibited content or privacy violations
• No using other users' content without authorization

Third-Party Integrations

• Follow third-party terms (e.g., AI provider terms)
• No use that creates legal liability for us or others
• No misrepresenting relationships with third parties

Intellectual Property

• No reverse engineering or removing proprietary notices (where prohibited by law)
• No unauthorized use of trademarks

Competitive Use

• No developing competing products with the Service
• No benchmarking for competition without consent
• No training models on Service output to build competing offerings

Legal and Regulatory

• No illegal use; comply with export controls, sanctions, and trade restrictions
• No facilitation of money laundering, fraud, or financial crimes

We monitor to enforce this policy; violations may result in immediate suspension or termination without refund and may be reported to law enforcement.

6. Third-Party AI Providers and Integrations

Your Control and Responsibility

• You choose to transmit Customer Content to AI providers
• You must review and accept provider terms and privacy policies
• You bear all risk for how providers handle or use your data
• We have no control over third-party provider data practices

Examples

• Anthropic (Claude)
• OpenAI (GPT)
• Other AI services you connect

Many providers may use conversation data for model improvement or training; review their policies.

Other Third-Party Services

The Service relies on or may integrate with other services (e.g., AWS, payment processors). Their terms apply; we make no warranties about third-party services and disclaim liability for their actions or failures.

7. Service Modifications and Termination

Our Right to Modify or Discontinue

• Modify, suspend, limit, or discontinue any feature
• Change API endpoints, rate limits, or functionality
• Discontinue integrations or platforms; exit alpha or shut down

Non-material changes may be implemented without notice; material changes negatively affecting core functionality will include reasonable notice when feasible.

Termination by You

Terminate anytime via dashboard or by emailing ops@ensue.dev. Export data before terminating. We delete content per the Privacy Policy (production removal promptly; backups up to 90 days).

Termination by Ensue

• With notice (standard termination): We may provide notice for non-urgent cases (business decisions, non-renewal, non-urgent violations) when feasible. Access to export during any notice window.
• Immediate termination without notice: security threats, legal/regulatory requirements, severe abuse, billing fraud. Notice provided as soon as reasonably possible unless prohibited or risky.

Data Retention After Termination

• Removed from production within a reasonable timeframe
• Backups may retain copies up to 90 days
• No obligation to preserve content beyond this period
• Aggregated/de-identified data may be retained

You are responsible for exporting data before termination. We are not obligated to provide exports after termination, though we'll make reasonable efforts within the backup window.

We are not liable for damages from modification, suspension, or termination, including data loss or lost profits.

8. Intellectual Property Rights

Ensue IP

Mutable State Inc. retains all rights in the Service (software, APIs, SDKs, infrastructure), docs, trademarks (including the Ensue brand), branding, inventions, and improvements.

Feedback

You grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free license to use and incorporate Feedback to improve the Service and related products. We will not use Feedback for purposes entirely unrelated to the memory network space without separate agreement. No compensation unless separately agreed.

Open Source

Open source components are under their own licenses. Nothing here restricts your rights under those licenses.

9. Privacy and Data Protection

Your use is governed by our Privacy Policy (incorporated by reference). Key points:

• You control memories and access
• Sharing with AI agents sends data to those providers
• Data stored on AWS globally; regions not selectable
• We don't currently train on your Customer Content
• For GDPR/DPAs, contact ops@ensue.dev

If there is a conflict between these Terms and the Privacy Policy on data handling, the Privacy Policy governs.

10. Payment Terms (If Applicable)

Free Tier and Paid Plans

Free and paid plans may be offered; pricing, features, and limits are shown in your dashboard or order.

Fees and Payment

• Fees in USD unless specified
• Charged per billing cycle; due immediately; generally non-refundable
• You authorize charges to your payment method; you are responsible for taxes

Price Changes

30 days' notice for future billing periods; cancel before next period if you do not accept.

Non-Payment and Suspension

• Up to three charge attempts
• Email notice of failure
• After 15 days of non-payment, suspension/downgrade
• 7 additional days to update payment before possible termination

Refunds

Fees are generally non-refundable. Possible refunds for: Service outages (>72 hours due to our fault), billing errors, or our material breach (unused service). No refunds for third-party failures, non-use, your violations, or feature changes. Request refunds within 30 days of charge.

11. Service Levels and Support

No SLAs (Alpha)

• No SLA or uptime guarantee during alpha
• Unplanned downtime, maintenance, throttling, or limit changes may occur

Support

• Email: ops@ensue.dev (best-effort; response times not guaranteed)
• Docs and community resources
• Security incident response for reported issues

Enhanced support may be offered for paid plans via plan terms or separate agreement.

Feature and Limit Changes

We may change features, rate limits, storage limits, and service parameters at any time. Reasonable notice for material negative changes when feasible, but no absolute obligation during alpha.

12. Warranties and Disclaimers

Disclaimer of Warranties

• Service is "AS IS" and "AS AVAILABLE"
• No implied warranties (merchantability, fitness, non-infringement)
• No guarantees on accuracy, completeness, availability, security, or data integrity
• Alpha-stage: bugs, security gaps, feature changes/removal, potential data loss; no compliance certifications yet
• No warranties for third-party services (AI providers, AWS, integrations)
• Service output is not professional advice; you are responsible for use and verification

13. Limitation of Liability

Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, Mutable State Inc.'s total aggregate liability for all claims arising from or related to these Terms or the Service shall not exceed:

• For paid users: the total amount you paid to Ensue in the 12 months preceding the claim
• For free users (including free tier and alpha users who have not paid fees): $0 (zero dollars)

This cap applies regardless of the form of action.

Excluded Damages

• Indirect, incidental, consequential, punitive, or special damages
• Lost profits, revenue, savings, opportunities, or goodwill
• Business interruption or costs of substitute services
• Data loss or corruption (except where required by law for gross negligence)
• Third-party actions (AI providers, AWS, other vendors)
• Security incidents unless caused by our gross negligence or willful misconduct
• Damages from your misuse or violations

Exclusions apply even if we were advised of the possibility, remedies fail, or damages were foreseeable.

Exceptions

• Gross negligence or willful misconduct by Ensue
• Death or personal injury caused by our negligence
• Fraud or fraudulent misrepresentation
• Liability that cannot be limited under applicable law
• Our indemnification obligations under Section 14

Fees reflect this allocation of risk. Third-party limitations apply independently.

14. Indemnification

Your Indemnification of Ensue

You will indemnify, defend, and hold harmless Mutable State Inc., its affiliates, and personnel from claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use or misuse of the Service (including AUP violations)
• Your Customer Content (including IP or privacy claims)
• Your violations of third-party rights
• Your sharing of data with AI providers
• Your failure to comply with laws (data protection, export, etc.)
• Your failure to secure credentials
• Claims by your personnel or customers related to your use
• Your breach of representations or warranties

Process

• We will notify you of claims promptly
• You control defense/settlement (no admitting our liability or adding obligations without consent)
• We may participate with our own counsel at our expense

Our Indemnification of You (IP Claims, Paid Users Only)

We will defend paid users against third-party IP infringement claims about the Service and pay damages finally awarded, if you notify us promptly, give us control, and cooperate.

Exclusions: your content or modifications, combinations with other products/services, using outdated versions after an offered update, or violations of these Terms.

Remedies: we may obtain rights, replace/modify to avoid infringement, or terminate access and refund prepaid, unused fees. This is your exclusive remedy for IP claims.

15. Export Controls and Sanctions Compliance

Comply with applicable export and import control laws and sanctions (EAR, OFAC, etc.). You represent that:

• You are not in an embargoed country/region (Cuba, Iran, North Korea, Syria, Crimea/Donetsk/Luhansk)
• You are not on U.S. restricted party lists
• You will not use the Service for prohibited purposes (e.g., WMD development)

If you become subject to sanctions, cease use and notify us; we may suspend/terminate immediately and may be required to freeze/block your account.

16. Dispute Resolution and Governing Law

Governing Law

Delaware law governs these Terms and related disputes.

Jurisdiction and Venue

Exclusive jurisdiction of state and federal courts in Delaware for disputes not subject to arbitration (if added); you waive objections to venue/forum.

Informal Resolution

Contact ops@ensue.dev and attempt good-faith resolution for 30 days before formal proceedings.

EU/UK Users

Mandatory statutory rights remain (local courts, consumer protections, GDPR rights).

Time Limit

Claims must be filed within one year of arising or are permanently barred.

17. General Provisions

• Entire agreement: these Terms + Privacy Policy + incorporated terms
• Changes: effective on posting; continued use = acceptance; material adverse changes get reasonable notice when feasible
• Assignment: you cannot assign without consent; we may assign in corporate transactions (we'll notify if materially changing rights)
• Severability: invalid provisions limited/eliminated; remainder survives; intent replaced in good faith
• No waiver: without written consent; no implied waivers
• Force majeure: not liable for failures beyond reasonable control (does not excuse payment)
• Relationship: independent contractors; no agency/partnership
• Third-party beneficiaries: none, except our affiliates/personnel for indemnity/liability limitations
• Notices: to you via email/dashboard/website; to us at ops@ensue.dev
• Survival: key sections survive termination (Customer Content license termination, IP feedback, disclaimers, limitation, indemnity, dispute resolution, general)
• Language/interpretation: English controls; headings for convenience; "including" means without limitation

18. Contact Information

• All inquiries: ops@ensue.dev

Summary (TL;DR)

• Alpha service: as-is, no guarantees; not for production use
• You own your content; we use it to provide the Service and aggregated analytics
• AI sharing is your choice; provider terms apply
• 7-day notice for most terminations; immediate for security/abuse/fraud
• Data deletion: production removal promptly; backups up to 90 days
• Liability capped: fees paid in last 12 months (paid users); $0 for free users; no indirect damages
• You indemnify us for your use, content, and violations
• Delaware law; disputes in Delaware (subject to EU/UK mandatory rights)
• Terms can change on posting; check the date
• We don't train on your data currently; will update if that changes

By using the Service, you agree to these Terms and our Privacy Policy.