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Terms of Service

Last updated: August 2026

TERMS OF SERVICE

Effective Date: January 2026

Last Updated: July 2026

These Terms of Service ("Terms") constitute a legally binding agreement between MsingiAI, Inc. ("MsingiAI," "we," "us," or "our") and you ("Customer," "User," or "you") governing your access to and use of MsingiAI’s website (msingiai.com), software developer kits (SDKs), application programming interfaces (APIs), speech models (Sauti), code foundation models (AkiliCode), and related digital services (collectively, the "Services").

BY CREATING AN ACCOUNT, ACCESSING OUR API ENDPOINTS, OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT ACCESS OR USE THE SERVICES.

1. Eligibility & Account Security

Eligibility: You must be at least 18 years old or the legal age of majority in your jurisdiction to form a binding contract.

Account Registration: You agree to provide accurate, current, and complete registration information and maintain its accuracy.

API Credentials: You are strictly responsible for maintaining the confidentiality of your API keys and account credentials. Any API requests made using your API keys will be deemed authorized by you.

2. Acceptable Use Policy (AUP) & Prohibited Conduct

You agree to use MsingiAI Services solely for lawful purposes. You must NOT use, nor permit any third party to use, the Services to:

Violate any local, national, or international law, including the laws of the Republic of Kenya.

Engage in illegal voice cloning, impersonation, deceptive synthetic audio creation, or unauthorized biometric voice extraction.

Generate hate speech, harassment, terrorist content, child sexual abuse material (CSAM), or violent extremism.

Deploy automated AI decision-making tools in high-risk scenarios affecting fundamental human rights (e.g., credit denial, judicial sentencing, law enforcement biometric identification) without human review.

Attempt to reverse engineer, decompile, extract weights, model parameters, or source architecture of MsingiAI models.

Exceed API rate limits, launch denial-of-service attacks, or bypass platform security measures.

3. Intellectual Property & Ownership Rights

Customer Prompts & Inputs: As between MsingiAI and Customer, Customer retains all right, title, and interest (including intellectual property rights) in and to the prompts, audio streams, text, and data submitted to the Services ("Inputs").

Generated Outputs: MsingiAI assigns to Customer all its right, title, and interest in and to the transcripts, audio synthesis, text responses, and code generated by the Services in response to Customer's Inputs ("Outputs").

MsingiAI Proprietary Rights: MsingiAI retains exclusive ownership of all underlying AI model weights, model architectures, Sauti acoustic frameworks, AkiliCode algorithms, API designs, trademarks, and platform software.

4. Model Performance & AI Disclaimers

Artificial Intelligence Nature: Artificial intelligence and machine learning models are rapidly evolving probabilistic systems. Outputs may contain inaccuracies, errors, or unverified claims ("hallucinations").

Verification Requirement: Outputs should not be relied upon as the sole basis for critical legal, financial, medical, or life-safety decisions without independent human validation.

No Warranty: THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

5. Service Level Agreement (SLA) & Metering

Service Metering: API usage is metered based on audio duration seconds (for Sauti ASR/TTS) or token volume (for AkiliCode). Usage totals are recorded in your account billing dashboard.

Availability Target: For enterprise plan subscribers, MsingiAI aims for a 99.9% uptime service level agreement for commercial API endpoints, excluding scheduled maintenance windows announced 24 hours in advance.

6. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MSINGIAI, INC., ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THE SERVICES.

MSINGIAI’S AGGREGATE TOTAL LIABILITY ARISING FROM OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO MSINGIAI IN THE TWELVE (12) MONTH PERIOD PRECEDING THE CLAIM.

7. Indemnification

You agree to defend, indemnify, and hold harmless MsingiAI and its officers, directors, and employees from and against any third-party claims, damages, liabilities, losses, costs, or expenses arising from: (a) your breach of these Terms; (b) your Inputs or Customer Content; or (c) your violation of applicable laws or third-party rights.

8. Termination & Suspension

Suspension: We reserve the right to suspend or terminate your API key or account immediately upon notice if you violate the Acceptable Use Policy or fail to pay applicable fees.

Termination for Convenience: Either party may terminate account agreements upon thirty (30) days written notice.

Data Retrieval: Upon termination, you will have fifteen (15) days to export your account telemetry before data removal.

9. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the Republic of Kenya, without regard to its conflict of law principles.

Any dispute, controversy, or claim arising out of or relating to these Terms shall first be submitted to good-faith negotiations between executives. If unresolved within thirty (30) days, the dispute shall be referred to and finally resolved by arbitration under the Rules of the Nairobi Centre for International Arbitration (NCIA) in Nairobi, Kenya.

10. Contact Information

For official legal notices or inquiries concerning these Terms of Service, contact:

Legal Department: MsingiAI Legal Operations

Email:

legal@msingiai.com

|

privacy@msingiai.com

Address: MsingiAI Operations Center, Nairobi, Kenya