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iDialogue — End User License Agreement (EULA)

Generated 2026-05-01T20:23:39.114039Z

iDialogue — End User License Agreement (EULA)

Effective Upon Acceptance
Governing Law: Contra Costa County, California

1. Overview

This End User License Agreement (“EULA”) governs the use of:

  • The iDialogue Salesforce Application (“Partner Application”)
  • The iDialogue Platform Services (“Platform Services”)

By accessing or using the Software, Customer agrees to this EULA.

2. License Grant

2.1 Partner Application

iDialogue grants Customer a limited, non-exclusive, non-transferable, revocable license to install and use the Partner Application within Customer’s Salesforce organization during the subscription term.

2.2 Platform Services

iDialogue grants Customer access to Platform Services, subject to:

  • Subscription tier
  • Available Credits
  • This EULA
  • The Terms & Conditions

Platform Services may be modified, limited, or suspended independently of the Partner Application.

3. Use Restrictions

Customer and Users shall not:

  • Violate applicable laws or third-party rights
  • Reverse engineer, decompile, or modify the Software
  • Circumvent usage limits, credit systems, or pricing controls
  • Interfere with platform operations, APIs, or infrastructure
  • Create multiple accounts to bypass restrictions
  • Use the platform to emulate full paid functionality from baseline access
  • Share credentials or tokens outside authorized users
  • Upload unlawful or infringing content
  • Perform unauthorized security testing, scraping, or automation abuse

Unauthorized use may result in suspension or termination.

4. Usage and Credits

4.1 Credit-Based Usage

Platform usage is metered through Credits as defined in the Terms & Conditions.

Credits:

  • Reset monthly
  • Are non-transferable
  • Have no independent monetary value
  • Are non-refundable, except at iDialogue’s discretion

4.2 Baseline Mode

When usage limits are exceeded or billing conditions require restriction, the platform enters Baseline Mode.

In Baseline Mode:

  • Background and automated agents are disabled
  • Advanced models are unavailable
  • Chat interaction remains available with reduced-capability models
  • Limited platform capabilities remain accessible

4.3 Grace Period

Customers in good standing may retain full functionality during a limited grace period as defined in the Terms & Conditions.

After the grace period, accounts transition to Baseline Mode.

5. Platform Capabilities

Agents may invoke platform capabilities (“Skills”) to perform operations such as:

  • Data processing
  • File transformation
  • Knowledge retrieval
  • Automation workflows

Certain capabilities consume Credits and may change over time.

6. Updates and Changes

iDialogue may:

  • Update or modify the Partner Application
  • Change Platform Services, models, or capabilities
  • Adjust credit consumption, pricing, or limits
  • Add or remove functionality

Changes may occur at any time, with pricing-related changes effective at the next billing cycle with notice.

7. Data Handling

7.1 Customer Data

Customer retains ownership of its data.

7.2 Platform Processing

Data may be processed within platform services to deliver functionality.

Customer data is not used to train AI models.

7.3 Knowledge Storage

Knowledge storage is billed separately as defined in the Terms & Conditions.

Stored data may be removed within 60 days of non-payment.

8. Service Availability

Services are provided on a commercially reasonable efforts basis.

Availability depends on third-party systems, including:

  • Salesforce
  • Cloud infrastructure providers
  • AI model providers

iDialogue is not responsible for third-party outages.

9. API and Embedded Use

API access and embedded usage:

  • Are subject to the same credit metering rules
  • Must comply with platform usage policies

10. Term and Termination

10.1 Term

The license remains active during the subscription term.

10.2 Suspension

iDialogue may suspend Platform Services for:

  • Non-payment beyond grace period
  • Abuse or policy violations
  • Security risks

10.3 Termination

Upon termination:

  • Accounts revert to Free-tier baseline access unless permanently terminated
  • Permanent termination may result in full access removal
  • Data may be deleted according to retention policies

11. Disclaimers

  • Services are provided “as is” without warranties
  • Outputs generated by the platform may be incomplete, inaccurate, or non-deterministic
  • Customer is responsible for validating outputs before use
  • iDialogue is not responsible for decisions made using platform outputs

12. Limitation of Liability

To the maximum extent permitted by law:

  • iDialogue is not liable for indirect, incidental, or consequential damages
  • Total liability is limited to fees paid in the prior 12 months

13. Governing Law

This EULA is governed by the laws of the State of California, with venue in Contra Costa County.

14. Entire Agreement

This EULA, together with the Terms & Conditions and any Order Forms, constitutes the full agreement.

Precedence:

  1. Order Form / Enterprise Agreement
  2. Terms & Conditions
  3. EULA