Terms of Service

These terms are an agreement between Optimus Foundry Inc. ("Optimus Foundry", "we", "us") and the organization that uses Hinzel ("Customer", "you"). Optimus Foundry is a corporation incorporated under the Canada Business Corporations Act (corporation number 1828053-3), with its registered office in Ottawa, Ontario, Canada. Hinzel is our product.

If you accept these terms for an organization, you confirm that you have authority to bind it. If you do not agree, do not use Hinzel. If you and we sign an order form, the order form controls where it differs from these terms.

1. The service

Hinzel is a platform where AI agents work in your team's tools under rules you set. The "Service" means the Hinzel app, its APIs, its agents and related support.

Early access. Hinzel is in early access. Features can change, and some are labelled preview or beta. We provide preview features as they are, and we can change or remove them.

2. Accounts

• Hinzel is for business use. Each user must be at least 18.
• Give accurate account information and keep it up to date.
• Keep sign-in details secure. Tell us at once if you suspect unauthorized access.
• You are responsible for what happens under your organization's accounts, including your users' actions.

3. Your responsibility for agents

Agents act on your instructions, in tools you connect, within rules and approvals you configure. You agree that:

• You choose which tools, accounts and data each project can reach, and which actions need a person's approval.
• Actions an agent takes within the permissions you set are your organization's actions.
• You review agent output before you rely on it for decisions that matter.
• You have the rights and consents you need to connect each tool and to let agents process its data.

AI output can be wrong. Agents use AI models. Their output can be inaccurate, incomplete or unsuitable for your purpose. Their output is not professional advice, such as legal, financial or medical advice.

4. Acceptable use

You must not use Hinzel, and must not let anyone else use it, to:

• Break any law, or violate anyone's rights, including privacy and intellectual property rights.
• Send spam or unsolicited messages, including messages that break Canada's Anti-Spam Legislation (CASL).
• Collect or process personal information without a lawful basis or the consent the law requires.
• Create malware, attack systems, or get access to accounts, systems or data you are not allowed to use.
• Harass, threaten, defraud or deceive people, or make content that sexually exploits minors.
• Get around our usage limits, security controls or the rules and approvals Hinzel enforces.
• Break the usage policies of Anthropic or of any tool you connect.
• Copy, resell or reverse engineer the Service, or use it to build a competing product.

5. Your content

"Customer content" means the data your organization and its users put into Hinzel, or let agents read from connected tools, plus the output agents make for you. You own your customer content.

You give us permission to host, copy, process and send customer content only as needed to provide, secure and support the Service. We do not use customer content to train AI models. Our Privacy Policy explains how we handle personal information. If you need a data processing agreement, email us.

6. Third-party services

Hinzel works with services that we do not control, such as Slack, GitHub, Jira, Zendesk and MCP servers. Each one has its own terms. You are responsible for your accounts with these services. We are not responsible for them or for their outages.

7. Fees and payment

• Fees are as set out in your order form or on the plan you choose. Fees have two parts: user seats and credits.
• Each person who signs in to the console needs a user seat. People who only use Hinzel through a connected service, such as Slack, Jira or GitHub, need no seat.
• Credits pay for AI and sandbox use. Your organization shares one credit balance. Monthly credits included in a paid plan expire at the end of each billing period. Credits you buy and the starter credits on the Free plan expire 12 months after you get them. We use credits included in your plan before credits you bought.
• Unless your order form says otherwise, we bill in advance and payment is due within 30 days of the invoice.
• Fees are in US dollars and do not include taxes. You pay applicable taxes, such as GST/HST.
• Fees are non-refundable, except where these terms or the law say otherwise.
• We can change fees for a future term. We give you at least 30 days' notice before the change applies.
• If an invoice is more than 30 days late, we can suspend the Service after giving you notice.

8. Our intellectual property

We and our licensors own the Service, the Hinzel name and logo, and all related software and content. These terms give you no rights to them except the right to use the Service. If you send us feedback, we can use it without any obligation to you.

9. Confidentiality

Each party keeps the other's non-public information confidential. Each party uses it only for this agreement, and protects it at least as well as its own. This duty does not cover information that is public, that you already knew, or that you received from someone else lawfully. A party can disclose information if the law requires it, after giving notice where allowed.

10. Suspension

We can suspend access right away if your use breaks section 4, puts the Service or other customers at risk, or is required by law. We tell you why and restore access when the problem is fixed.

11. Term and termination

• These terms apply from when you first use the Service until your organization closes or the agreement ends.
• You can stop using Hinzel at any time. The organization owner can close the organization in the app.
• Either party can end the agreement if the other materially breaches it and does not fix the breach within 30 days of notice.
• When the agreement ends, we stop your agents, cancel your billing and delete your customer content. Before you close the organization, you can ask us for an export of your data. We delete backups on their normal schedule.
• Sections 5, 7 (for amounts owed), 8, 9, 12, 13, 14 and 16 stay in force after the agreement ends.

12. Disclaimer

Except as these terms expressly state, the Service is provided "as is" and "as available". To the extent the law allows, we disclaim all warranties and conditions, express or implied, including merchantability, quality, fitness for a particular purpose and non-infringement. We do not promise that the Service or agent output will be error-free, uninterrupted or accurate.

13. Limitation of liability

To the extent the law allows, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill. Each party's total liability under this agreement is limited to the greater of the fees you paid us in the 12 months before the claim, and US $100.

These limits do not apply to your payment obligations, to a breach of section 4, to your obligations under section 14, or to liability that the law does not allow a party to limit.

14. Indemnity

You defend and indemnify us against third-party claims, and the losses they cause, that arise from your customer content, from your use of the Service in breach of these terms, or from actions agents took within the permissions you set.

15. Changes to these terms

We can update these terms. We post the new version here and update the date at the top. If a change is material, we email account owners at least 30 days before it takes effect. If you keep using Hinzel after that date, you accept the change.

16. General

• Governing law. These terms are governed by the laws of the Province of Ontario and the federal laws of Canada that apply there. The courts in Ottawa, Ontario, have exclusive jurisdiction. The UN Convention on Contracts for the International Sale of Goods does not apply.
• Notices. We send notices to the email address of your organization owner. Send notices to us at [email protected].
• Assignment. You can transfer this agreement only with our written consent. We can transfer it to an affiliate or as part of a merger, acquisition or sale of assets.
• Force majeure. Neither party is liable for delays caused by events outside its reasonable control, except for payment obligations.
• Whole agreement. These terms, any order form and the documents they refer to are the whole agreement between us. If a court finds part of these terms unenforceable, the rest stays in force. If a party does not enforce a right, it does not give up that right.
• Language. The parties want these terms written in English.

17. Contact us

For questions about these terms, email [email protected].

Optimus Foundry Inc.
Ottawa, Ontario, Canada