Legal

Shofield AI provides AI-powered software, automation, infrastructure, agents, and related services that may include:

• AI CRM functionality
• AI Sales Manager
• AI Marketing Manager
• AI Advertising agents
• AI SEO and Generative Engine Optimization tools
• AI Customer Service tools
• AI Security Manager
• AI Cyber Defense functionality
• AI content, image, audio, and video generation
• lead discovery and qualification
• email, messaging, telephone, and other communication automation
• workflow automation
• data analysis
• marketing campaign optimization
• advertising management
• integrations with third-party software and platforms
• autonomous and semi-autonomous AI agents
• custom AI implementations
• managed AI services

Features may be introduced, modified, replaced, restricted, or discontinued as the platform develops.

Shofield may automatically upgrade, replace, route between, or otherwise select AI models, infrastructure providers, and technologies where we believe doing so improves performance, reliability, security, cost efficiency, or capabilities.

Shofield AI uses artificial intelligence and may integrate models, APIs, infrastructure, data providers, and software supplied by third parties.

AI systems are probabilistic.

AI-generated information or actions may therefore be inaccurate, incomplete, outdated, unexpected, inappropriate, or misleading.

Shofield does not guarantee that an AI-generated response, recommendation, prediction, security finding, lead qualification, advertisement, communication, code output, creative asset, analysis, or autonomous action will be accurate or suitable for a particular purpose.

You are responsible for determining the appropriate level of human review for your use case.

AI outputs should not be treated as professional legal, medical, accounting, investment, tax, regulatory, or other licensed professional advice.

Certain Shofield AI features may be capable of executing tasks autonomously or semi-autonomously.

Depending on the permissions you provide, an AI agent may, for example:

• identify prospects;
• enrich data;
• qualify leads;
• prepare or send communications;
• make or assist with telephone calls;
• answer customers;
• schedule appointments;
• update CRM records;
• create marketing material;
• publish content;
• manage campaigns;
• modify advertising;
• analyze websites;
• execute workflows;
• interact with third-party software; or
• perform security-related actions.

You control the permissions you grant to these agents.

By enabling an autonomous function, you authorize Shofield AI to execute permitted actions on behalf of your business within the configuration and permissions you establish.

You remain responsible for ensuring those activities comply with applicable laws, contractual obligations, advertising standards, privacy requirements, telecommunications rules, platform policies, and industry-specific regulations.

You should use appropriate human approval mechanisms for high-risk, high-impact, irreversible, financial, legal, employment, healthcare, safety, or similarly consequential decisions.

You must provide accurate account information and maintain the security of your account credentials.

You are responsible for:

• activity occurring through your account;
• users you authorize;
• API keys and connected accounts;
• agent permissions;
• connected third-party services;
• protecting login credentials;
• configuring appropriate access controls; and
• promptly notifying Shofield of suspected unauthorized access.

You may not share credentials in a manner that defeats account limits, pricing structures, security controls, or subscription restrictions.

Certain Shofield AI functionality requires a paid monthly or annual subscription.

Current products, functionality, included usage, limits, and pricing are displayed on the applicable Shofield AI pricing or checkout page.

Subscription charges are generally billed in advance.

Subscriptions automatically renew for successive billing periods unless cancelled before the next renewal date, except where otherwise stated during purchase.

Annual plans may be offered at discounted rates compared with monthly billing.

Changing or cancelling a subscription does not ordinarily result in a prorated refund for a billing period that has already begun unless required by applicable law or explicitly agreed otherwise.

We may change future subscription prices upon reasonable notice.

Price changes do not retroactively alter amounts already paid.

Some Shofield AI products include a specified amount of AI usage or credits.

Usage can include costs associated with:

• AI model inference;
• image generation;
• video generation;
• audio generation;
• voice services;
• data enrichment;
• telephone services;
• messaging;
• email infrastructure;
• search;
• advertising APIs;
• third-party services; and
• other computing resources.

Unless the applicable subscription states otherwise, included monthly or annual usage credits reset at the end of the applicable usage period and do not roll over.

Usage exceeding the included amount may require additional credits or incur additional usage charges.

Purchased top-up credits and promotional credits may be subject to separate validity periods, usage restrictions, or expiration terms displayed at purchase.

Credits have no cash value and cannot be exchanged for currency.

Payments may be processed through third-party payment processors.

By purchasing Services, you authorize the relevant payment processor and Shofield to charge the payment method you provide for:

• subscriptions;
• recurring renewals;
• additional usage;
• credits;
• upgrades;
• add-ons; and
• other purchases you authorize.

You are responsible for applicable taxes unless expressly stated otherwise.

Failure to pay amounts when due may result in reduced functionality, suspension, termination, or loss of access to paid Services.

You may cancel a subscription through the functionality made available within your Shofield AI account or through the applicable billing process.

Cancellation prevents future renewal but ordinarily does not retroactively cancel the current billing period.

Except where required by law or expressly stated otherwise:

payments, subscription fees, used credits, consumed computing resources, custom implementation fees, and usage charges are non-refundable.

Nothing in these terms limits mandatory refund or cancellation rights that cannot legally be excluded.

You retain your rights in data, files, content, information, prompts, customer records, leads, documents, images, video, audio, business information, and other materials you submit to Shofield AI (“Customer Data”).

You grant Shofield and its service providers the limited rights necessary to host, process, transmit, reproduce, transform, analyze, and otherwise use Customer Data to:

• provide the Services;
• execute your instructions;
• maintain and secure the platform;
• prevent fraud or abuse;
• troubleshoot problems; and
• comply with applicable law.

You represent that you have all rights, permissions, notices, and lawful bases required to provide Customer Data to Shofield AI and instruct us to process it.

Subject to applicable law, third-party rights, and the terms of applicable underlying AI providers, Shofield does not claim ownership over AI-generated outputs created specifically for you through the Services.

You may generally use such outputs for your business purposes.

However, because AI systems may produce similar outputs for different users, outputs may not necessarily be unique.

Shofield does not guarantee that generated content:

• is copyrightable;
• qualifies for intellectual-property protection;
• is unique;
• does not resemble third-party material;
• is free of third-party rights; or
• is suitable for commercial publication.

You are responsible for reviewing outputs before publication or commercial use.

Shofield and its licensors retain all rights in the Shofield AI platform and associated technology, including:

• software;
• APIs;
• interfaces;
• designs;
• databases;
• workflows;
• agent architecture;
• prompts and orchestration systems;
• automation systems;
• algorithms;
• documentation;
• trademarks;
• branding;
• proprietary methodologies; and
• improvements to the platform.

Your subscription grants you a limited, non-exclusive, non-transferable, revocable right to access and use the Services during your subscription period.

It does not transfer ownership of Shofield technology or intellectual property.

You may not use Shofield AI to engage in unlawful, fraudulent, deceptive, abusive, malicious, or unauthorized activities.

Prohibited activity includes using the Services to:

• violate applicable law;
• access systems without authorization;
• distribute malware;
• steal credentials;
• commit fraud;
• impersonate another person deceptively;
• intentionally distribute illegal content;
• violate intellectual-property rights;
• circumvent platform security;
• conduct unauthorized surveillance;
• unlawfully collect personal data;
• send communications prohibited by applicable anti-spam or telecommunications laws;
• interfere with Shofield infrastructure;
• resell Services where resale is not permitted;
• bypass usage limits;
• manipulate billing or credits; or
• facilitate harmful cyber activity.

We may investigate suspected abuse and restrict, suspend, or terminate access where reasonably necessary to protect Shofield, our customers, third parties, infrastructure, or the public.

Customers using Shofield AI for sales, prospecting, advertising, marketing, email, telephone calls, messaging, WhatsApp, social media, or other outbound communication are responsible for ensuring their campaigns comply with applicable laws and regulations.

This includes obtaining consent where required and honoring:

• opt-outs;
• suppression lists;
• unsubscribe requests;
• telephone restrictions;
• marketing preferences; and
• applicable platform policies.

Shofield provides technology and automation tools. The customer remains responsible for the lawful basis, audience, targeting criteria, representations, claims, and campaigns operated through its account.

AI Security Manager and related Shofield cybersecurity functionality are intended solely for legitimate defensive security purposes.

You may only scan, test, analyze, monitor, investigate, or interact with systems that:

1. you own; or
2. you are explicitly authorized to assess.

You must not use Shofield AI to conduct unauthorized penetration testing, exploitation, credential theft, malware deployment, destructive activity, data exfiltration, or attacks against third-party systems.

AI-based security findings may contain false positives or false negatives.

No cybersecurity product can guarantee that every vulnerability, intrusion, malware infection, attack, configuration problem, or security risk will be detected or prevented.

Shofield AI Security therefore supplements rather than replaces appropriate cybersecurity controls, professional security review, backups, access management, patching, monitoring, incident response, and other security practices.

Shofield AI may integrate with third-party AI models, cloud providers, payment systems, communications services, advertising networks, social platforms, CRMs, search providers, APIs, hosting platforms, analytics products, and other third-party services.

Your use of third-party functionality may also be subject to that provider’s terms and policies.

Shofield does not control third-party services and is not responsible for their:

• availability;
• outages;
• pricing;
• model changes;
• API changes;
• content;
• security incidents;
• policy changes;
• performance; or
• discontinuation.

We may replace a third-party provider where technically or commercially appropriate.

Shofield respects the privacy of customers, users, prospects, website visitors, and other individuals whose personal information we process.

Information We May Collect

Account Information

Name, business name, job title, email address, telephone number, billing information, login information, and account settings.

Business Information

Company details, customer records, CRM data, leads, communications, workflows, documents, campaign data, and other information submitted through the Services.

Usage Information

Features used, interactions with AI agents, prompts, generation activity, timestamps, usage volume, diagnostic information, device information, browser information, IP address, and approximate location derived from technical information.

Communications

Messages sent to Shofield, support conversations, sales communications, feedback, and other correspondence.

Payment Information

Payment transactions and billing details.

Full payment-card information is generally handled by our payment processors rather than stored directly by Shofield.

Connected Services

Where you connect third-party accounts, we may process information made available through the permissions you authorize.

We may process personal information to:

• provide Shofield AI;
• create and maintain accounts;
• authenticate users;
• operate AI agents;
• execute customer instructions;
• process transactions;
• manage subscriptions and credits;
• provide customer support;
• communicate with customers;
• improve functionality and reliability;
• analyze product usage;
• detect fraud and abuse;
• protect our systems;
• enforce agreements;
• comply with legal obligations;
• develop our business; and
• send marketing communications where permitted.

Where applicable, our legal basis may include performance of a contract, legitimate interests, compliance with legal obligations, and consent.

Where a business customer uploads or connects personal data concerning its own customers, prospects, employees, or other individuals, the customer will ordinarily determine why and how that data is processed.

In those situations, the customer generally acts as the data controller or business, and Shofield may act as a data processor or service provider on the customer’s behalf.

Customers are responsible for determining whether they have a lawful basis for collecting and processing personal information through Shofield AI.

Where required, additional data-processing terms may apply.

Providing Shofield AI may require information to be processed by carefully selected infrastructure providers, AI model providers, cloud services, communications providers, payment processors, analytics services, database providers, and other subprocessors.

The specific providers used may change as technology develops.

Where appropriate, we implement contractual and technical measures designed to protect information handled through those providers.

Certain data may be processed outside the country where it was originally collected.

Where required by applicable law, Shofield uses appropriate mechanisms to support international transfers of personal information.

Shofield may use operational information to improve the security, reliability, performance, and functionality of its platform.

The handling of Customer Data by third-party AI providers depends on the product, API, contractual arrangements, and provider involved.

For business implementations involving sensitive or proprietary information, Shofield may use enterprise/API configurations designed to provide additional data protections where available.

Shofield does not grant third parties unrestricted ownership of Customer Data.

We retain personal information for only as long as reasonably necessary for the purpose for which it was collected, including to:

• operate accounts;
• provide Services;
• satisfy contractual commitments;
• maintain security;
• comply with legal obligations;
• resolve disputes; and
• enforce agreements.

Retention periods may vary by category of information and legal requirement.

Backups and security logs may remain for a limited period after deletion from active systems.

Depending on your jurisdiction, you may have rights relating to your personal information, including rights to:

• request access;
• request correction;
• request deletion;
• receive certain information in portable form;
• restrict certain processing;
• object to certain processing;
• withdraw consent where processing is based on consent; and
• complain to an appropriate data-protection authority.

Certain requests may be subject to legal exceptions.

We may need to verify your identity before processing a request.

Where applicable data-protection law provides such rights, individuals may exercise their rights regarding access, correction, deletion, restriction, portability, objection, and withdrawal of consent.

Individuals may also have the right to lodge a complaint with their local data-protection supervisory authority.

Where Shofield processes personal data on behalf of a business customer, individuals should ordinarily direct requests to that business as the relevant controller.

California residents may have additional privacy rights under applicable California privacy laws.

Depending on applicability, these may include rights to:

• know what personal information is collected;
• access personal information;
• correct inaccurate information;
• request deletion;
• obtain information regarding certain disclosures;
• opt out of certain sales or sharing;
• limit certain uses of sensitive personal information where applicable; and
• exercise privacy rights without unlawful discrimination.

Shofield does not sell personal information for monetary consideration.

Where disclosures for advertising or related purposes qualify as “sharing” under applicable California law, eligible individuals may exercise available opt-out rights.

We may request information reasonably necessary to verify a privacy request.

Authorized agents may submit requests where permitted by law and where appropriate authorization can be verified.

Shofield websites and applications may use cookies, pixels, local storage, SDKs, and similar technologies.

These technologies may be used for:

• essential functionality;
• authentication;
• security;
• remembering preferences;
• analytics;
• performance measurement;
• product improvement;
• attribution; and
• advertising or marketing where permitted.

Where required by law, non-essential cookies will be used subject to applicable consent requirements.

Users may also control certain technologies through browser settings or available privacy controls.

Shofield uses reasonable administrative, organizational, and technical safeguards designed to protect information.

These may include appropriate authentication, access controls, encryption, monitoring, backups, infrastructure security, and security testing.

However, no internet-connected service can guarantee absolute security.

Customers are responsible for securing their own credentials, devices, endpoints, connected applications, networks, and account permissions.

Where Shofield receives non-public business information through the Services, we will use reasonable measures to protect it and use it primarily for providing, maintaining, supporting, securing, and improving the applicable Services.

Customers must similarly protect confidential information belonging to Shofield or third parties.

Separate confidentiality or enterprise agreements may supersede this section.

We aim to provide reliable Services but do not guarantee uninterrupted or error-free availability.

Services may occasionally be unavailable because of:

• maintenance;
• updates;
• third-party outages;
• infrastructure failures;
• cyber incidents;
• network problems;
• model-provider downtime;
• emergencies; or
• circumstances beyond our reasonable control.

Beta, preview, experimental, or newly released functionality may be changed or discontinued without notice.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHOFIELD AI AND THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

SHOFIELD DISCLAIMS ALL WARRANTIES NOT EXPRESSLY PROVIDED IN A SEPARATE WRITTEN AGREEMENT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AND UNINTERRUPTED AVAILABILITY.

WE DO NOT GUARANTEE ANY SPECIFIC:

• REVENUE;
• SALES RESULT;
• LEAD VOLUME;
• ADVERTISING RETURN;
• SEARCH RANKING;
• CUSTOMER ACQUISITION RESULT;
• COST SAVING;
• SECURITY RESULT; OR
• BUSINESS OUTCOME.

Actual results depend on numerous factors outside Shofield’s control.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MAIN SHOFIELD GROUP, INC., ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITY, GOODWILL, OR ANTICIPATED SAVINGS.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHOFIELD’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES WILL NOT EXCEED THE AMOUNT YOU PAID TO SHOFIELD FOR THE APPLICABLE SERVICES DURING THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not permit certain limitations of liability. In those jurisdictions, these limitations apply only to the maximum extent legally permitted.

If you use Shofield AI on behalf of a business, you agree, to the extent permitted by law, to indemnify and hold harmless Main Shofield Group, Inc. and its affiliates, officers, directors, personnel, and service providers against third-party claims, losses, liabilities, and reasonable costs arising from:

• your unlawful use of the Services;
• Customer Data you provide;
• your marketing or communications;
• actions taken by agents under permissions you configured;
• infringement caused by materials you supplied;
• unauthorized cybersecurity activity; or
• your material violation of these Legal Terms.

We may suspend or terminate access where reasonably necessary because of:

• non-payment;
• security threats;
• suspected fraud;
• unlawful activity;
• significant abuse;
• violation of these terms;
• risk to other users or infrastructure; or
• legal requirements.

Where reasonably practical, we may provide notice and an opportunity to resolve the issue.

You may stop using Shofield AI at any time.

Termination does not eliminate payment obligations incurred before termination.

AI technology and applicable regulation evolve rapidly.

We may therefore update these Legal Terms to reflect:

• new functionality;
• legal requirements;
• security developments;
• business changes;
• new technologies; or
• changes to our Services.

The current version will be published on the Shofield AI website together with its effective or updated date.

Material changes may also be communicated through the platform or other reasonable channels.

Continuing to use the Services after updated terms become effective constitutes acceptance where permitted by applicable law.

Unless mandatory law requires otherwise, these Legal Terms and disputes arising out of or relating to Shofield AI are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law principles.

Any mandatory rights available under applicable local law remain unaffected.

Shofield AI is designed primarily as a business technology platform.

Where a customer purchases Services for trade, business, professional, or commercial purposes, the transaction is considered a business-to-business relationship to the maximum extent permitted by law.

Nothing in these terms removes statutory rights that applicable law prohibits parties from excluding.

These Legal Terms, together with applicable order forms, subscription terms, data-processing agreements, enterprise agreements, service agreements, or other written agreements between you and Shofield, constitute the agreement governing the Services.

If a separately executed written agreement expressly conflicts with these Legal Terms, the separately executed agreement controls to the extent of the conflict.

Questions concerning these Legal Terms, privacy, data protection, security, or the Services may be submitted through the contact channels made available on the Shofield AI website.

For privacy requests, clearly identify the communication as a Privacy Request so that it can be routed appropriately.