Terms of Use

These Terms of Use apply when you use the services of LAIW PTY LTD (ACN:667737251) or our affiliates ("Odella", "we", "our" or "us"), including our application programming interface, software, tools, developer services, data, documentation, and websites ("Services"). The Terms include our Usage Policies and Billing Terms, and other documentation, guidelines, or policies we may provide in writing. By using our Services, you agree to these Terms. Our Privacy Policy explains how we collect and use personal information.

1. Registration and Access

You must be at least 13 years old to use the Services. If you are under 18 you must have your parent or legal guardian's permission to use the Services. If you use the Services on behalf of another person or entity, you must have the authority to accept the Terms on their behalf. You must provide accurate and complete information to register for an account. You may not make your access credentials or account available to others outside your organization, and you are responsible for all activities that occur using your credentials.

2. Usage Requirements

(a) Use of Services. You may access, and we grant you a non-exclusive right to use, the Services in accordance with these Terms. You will comply with these Terms and all applicable laws when using the Services. Except for Customer Data and Output as expressly described in Section 3, we and our affiliates own all rights, title, and interest in and to the Services and Odella IP.

(b) Odella IP. "Odella IP" means the Services and all related technology, software, source code, object code, APIs, developer tools, designs, templates, workflow builders, system prompts, prompts supplied by Odella, models, model configurations, algorithms, databases, schemas, export formats (including the .odella file format and schema), documentation, know-how, business processes, inventions, trademarks, and other materials created, owned, licensed, or controlled by Odella, together with all improvements, modifications, derivatives, and feedback related to any of them. Odella IP does not include Customer Data.

(c) Feedback. We appreciate feedback, comments, ideas, proposals and suggestions for improvements. If you provide any of these things, we may use it without restriction or compensation to you.

(d) Restrictions. You may not (i) use the Services in a way that infringes, misappropriates or violates any person's rights; (ii) reverse assemble, reverse compile, decompile, translate or otherwise attempt to discover, extract, copy, or reconstruct the source code, schemas, export formats, underlying components, models, algorithms, prompts, systems, or architecture of the Services, except to the extent such restrictions are contrary to applicable law; (iii) use output from the Services to develop models, products, or services that compete with Odella; (iv) except as permitted through the API or export features, use any automated or programmatic method to extract data or output from the Services, including scraping, web harvesting, or web data extraction; (v) represent that output from the Services was human-generated when it is not or otherwise violate our Usage Policies; (vi) remove or obscure proprietary notices; (vii) buy, sell, or transfer API keys without our prior consent; or (viii) send us any personal information of children under 13 or the applicable age of digital consent. You will comply with any rate limits and other requirements in our documentation. You may use Services only in geographies currently supported by Odella.

(e) Third Party Services and Model Providers. Any third party software, services, artificial intelligence models, APIs, or other products you use in connection with the Services are subject to their own terms, privacy policies, and data handling practices. You are responsible for reviewing and complying with those third party terms and policies, including any downstream model provider terms that may apply to your use of the Services or Output. We are not responsible for third party products.

3. Customer Data, Operational Data, Content, and Exports

(a) Customer Data. "Customer Data" means the files, documents, text, images, records, datasets, templates, workflows, process descriptions, instructions, trade secrets, and other materials that you or your authorized users upload, enter, import, submit, or otherwise intentionally supply to the Services by or on behalf of your account. Customer Data includes customer-supplied workflow data and process information, including templates, workflows, and processes you classify or treat as confidential information or trade secrets. Customer Data does not include Odella IP, Operational Data, Account Information, Technical Information, Usage Data, system metadata, aggregated or de-identified information, Output except to the extent it reproduces or contains Customer Data, information obtained by Odella from public or third party sources, or contacts, enrichment data, benchmark data, or other records generated, licensed, or supplied by Odella unless you uploaded, entered, or imported that information as Customer Data.

(b) Input, Output, and Content. You may provide input to the Services ("Input") and receive output generated and returned by the Services based on the Input ("Output"). Input and Output are collectively "Content." Input is Customer Data only to the extent it is supplied by you or your authorized users as described in Section 3(a). Output is not Customer Data except to the extent it reproduces or contains Customer Data.

(c) Operational Data and AI Agent Traces. "Operational Data" means data, logs, telemetry, metadata, analytics, measurements, diagnostics, and records generated by or about the operation, performance, security, reliability, configuration, use, and improvement of the Services. Operational Data includes AI agent traces and similar execution records, such as tool calls, tool results metadata, routing decisions, model selections, latency, error logs, success and failure signals, evaluation scores, state transitions, workflow run metadata, security events, and other machine-generated records of how the Services operate (collectively, "AI Agent Traces"). Operational Data is Odella IP. Operational Data does not include Customer Data. To the extent an AI Agent Trace or other Operational Data contains Customer Data, that Customer Data remains Customer Data and will be handled as Customer Data under these Terms.

(d) Ownership of Customer Data and Output. As between the parties and to the extent permitted by applicable law, you own all Customer Data. Subject to your compliance with these Terms, Odella hereby assigns to you all its right, title, and interest in and to Output. This means you can use Customer Data and Output for any purpose, including commercial purposes such as sale or publication, if you comply with these Terms. You are responsible for Customer Data and Output, including for ensuring that they do not violate any applicable law, third party rights, or these Terms. You grant Odella a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, display, perform, transform, and otherwise use Customer Data and Output as necessary to provide, maintain, secure, support, and improve the Services, comply with law, and enforce these Terms.

(e) Odella Ownership and Platform Protection. Odella retains all rights, title, and interest in and to Odella IP and Operational Data. No rights are granted to you in Odella IP except for the limited right to use the Services under these Terms. Without limiting the foregoing, Odella owns the .odella file format, schemas, validators, import/export logic, platform workflow framework, workflow builder, templates supplied by Odella, source code, APIs, technical structures, model orchestration, evaluation systems, and operational performance data used by the Services. Your ownership of Customer Data or Output does not give you ownership of any Odella IP or Operational Data that stores, organizes, validates, processes, displays, generates, evaluates, or exports that data.

(f) Workflow Data, Templates, and Trade Secrets. Customer-supplied templates, workflows, processes, instructions, and related business information remain your Customer Data. We will not make Customer Data available to other customers, publish Customer Data, or use Customer Data in templates made available to other customers, except where you expressly direct or consent to that sharing, where permitted by these Terms, where required by law, or where necessary to provide, secure, or support the Services. Odella-owned workflow builders, Odella-supplied templates, workflow framework logic, schemas, operational patterns, product features, and platform processes remain Odella IP.

(g) Exports. The Services may allow you to export an AI employee, workflow, or other data package as a .odella file or another supported export. Your rights in any export are limited to the Customer Data and Output contained in that export. The .odella schema, file structure, format, validators, and related import/export technology are Odella IP and are licensed, not sold, solely as necessary for you to use the export in accordance with these Terms.

(h) Model Training and Service Improvement. Unless you opt out, Odella may use Customer Data, Content, and Operational Data, including AI Agent Traces, to develop, train, fine-tune, evaluate, test, secure, support, and improve the Services, including model routing, tool selection, workflow reliability, latency, safety systems, agent performance, and Odella models and features. You may opt out of the use of Customer Data, Content, AI Agent Traces, and materially similar operational execution traces from your account for model training or generalized service improvement by using an available organization or account setting or by submitting a request to dsar@odella.ai. After the opt-out is applied, we will not use Customer Data, Content, AI Agent Traces, or materially similar operational execution traces from your account for model training or generalized service improvement, except that we may continue to collect and use Operational Data and process Customer Data and Content as necessary to provide, maintain, secure, debug, audit, bill for, and support the Services, comply with law, and enforce our policies. Opt-outs are prospective and do not require deletion of aggregated, de-identified, or already-trained model improvements, model weights, evaluations, or derived learnings created before the opt-out was applied.

(i) Similarity of Content. Due to the nature of machine learning, Output may not be unique across users and the Services may generate the same or similar output for Odella or a third party. For example, you may provide input to a model such as "What color is the sky?" and receive output such as "The sky is blue." Other users may also ask similar questions and receive the same response. Responses that are requested by and generated for other users are not considered your Customer Data or Output.

(j) Accuracy. Artificial intelligence and machine learning are rapidly evolving fields of study. We are constantly working to improve our Services to make them more accurate, reliable, safe and beneficial. Given the probabilistic nature of machine learning, use of our Services may in some situations result in incorrect Output that does not accurately reflect real people, places, or facts. You should evaluate the accuracy of any Output as appropriate for your use case, including by using human review of the Output.

4. Fees and Payments

(a) Fees and Billing. You will pay all fees charged to your account ("Fees") according to the prices and terms on the applicable pricing page, or as otherwise agreed between us in writing. We have the right to correct pricing errors or mistakes even if we have already issued an invoice or received payment. You will provide complete and accurate billing information including a valid and authorized payment method. We will charge your payment method on an agreed-upon periodic basis, but may reasonably change the date on which the charge is posted. You authorize Odella and its affiliates, and our third-party payment processor(s), to charge your payment method for the Fees. If your payment cannot be completed, we will provide you written notice and may suspend access to the Services until payment is received. Fees are payable in U.S. dollars and are due upon invoice issuance. Payments are nonrefundable except as provided in this Agreement.

(b) Taxes. Unless otherwise stated, Fees do not include federal, state, local, and foreign taxes, duties, and other similar assessments ("Taxes"). You are responsible for all Taxes associated with your purchase, excluding Taxes based on our net income, and we may invoice you for such Taxes. You agree to timely pay such Taxes and provide us with documentation showing the payment, or additional evidence that we may reasonably require. Odella uses the name and address in your account registration as the place of supply for tax purposes, so you must keep this information accurate and up-to-date.

(c) Price Changes. We may change our prices by posting notice to your account and/or to our website. Price increases will be effective 14 days after they are posted, except for increases made for legal reasons or increases made to Beta Services (as defined in our Service Terms), which will be effective immediately. Any price changes will apply to the Fees charged to your account immediately after the effective date of the changes.

(d) Disputes and Late Payments. If you want to dispute any Fees or Taxes, please contact dsar@odella.ai within thirty (30) days of the date of the disputed invoice. Undisputed amounts past due may be subject to a finance charge of 1.5% of the unpaid balance per month. If any amount of your Fees are past due, we may suspend your access to the Services after we provide you written notice of late payment.

(e) Free Tier. You may not create more than one account to benefit from credits provided in the free tier of the Services. If we believe you are not using the free tier in good faith, we may charge you standard fees or stop providing access to the Services.

5. Confidentiality, Security and Data Protection

(a) Confidentiality. You may be given access to Confidential Information of Odella, its affiliates and other third parties. You may use Confidential Information only as needed to use the Services as permitted under these Terms. You may not disclose Confidential Information to any third party, and you will protect Confidential Information in the same manner that you protect your own confidential information of a similar nature, using at least reasonable care. Confidential Information means nonpublic information that Odella or its affiliates or third parties designate as confidential or should reasonably be considered confidential under the circumstances, including software, specifications, and other nonpublic business information. Confidential Information does not include information that: (i) is or becomes generally available to the public through no fault of yours; (ii) you already possess without any confidentiality obligations when you received it under these Terms; (iii) is rightfully disclosed to you by a third party without any confidentiality obligations; or (iv) you independently developed without using Confidential Information. You may disclose Confidential Information when required by law or the valid order of a court or other governmental authority if you give reasonable prior written notice to Odella and use reasonable efforts to limit the scope of disclosure, including assisting us with challenging the disclosure requirement, in each case where possible.

(b) Security. You must implement reasonable and appropriate measures designed to help secure your access to and use of the Services. If you discover any vulnerabilities or breaches related to your use of the Services, you must promptly contact Odella and provide details of the vulnerability or breach.

(c) Processing of Personal Data. If you use the Services to process personal data or Personal Information, you must provide legally adequate privacy notices, obtain all necessary rights and consents, maintain a lawful basis for processing, and comply with all applicable privacy, data protection, marketing, and consumer protection laws, including where applicable the Privacy Act 1988 (Cth), the Australian Privacy Principles, the California Consumer Privacy Act as amended by the California Privacy Rights Act, other applicable U.S. state privacy laws, and the GDPR. If required by applicable law or requested by Odella, you will enter into Odella's Data Processing Addendum or other applicable data protection terms before using the Services to process regulated personal data or Personal Information.

(d) Data Residency. Organization accounts may allow an administrator to configure a data residency region. If an organization account is configured for Australia data residency, we will process Personal Information, Customer Data, and Operational Data associated with that organization account in accordance with the Australia data residency language in our Privacy Policy. Unless an organization account is configured for Australia data residency, personal accounts and organization accounts may be processed in the United States and other locations where we or our service providers operate. Data residency settings do not prevent transfers or access required for support, security, incident response, billing, abuse prevention, legal compliance, or other Services functions, or resulting from third party integrations, APIs, or model providers selected or configured by you.

6. SMS, MMS, and Voice Communications

(a) Phone-Based Features and Service Communications. The Services may allow or require phone-based communications, including SMS, MMS, and voice calls, using phone numbers associated with your account, organization, users, or team members. We may send or facilitate operational, transactional, administrative, onboarding, security, support, workflow, notification, and internal team communications related to the Services.

(b) Consent. By providing a phone number to Odella, enabling phone-based features, participating in an organization account that uses phone-based features, or otherwise agreeing to receive phone-based communications, you consent to receive SMS, MMS, and voice communications from or on behalf of Odella for the purposes described in these Terms. If you provide phone numbers for other users, personnel, contractors, team members, or other individuals, you represent and warrant that you have all rights, authority, notices, and consents required to provide those numbers to us and to allow Odella to send or facilitate the relevant communications.

(c) Message Frequency, Rates, and Availability. Message frequency varies based on your use of the Services, your account settings, and the features enabled by you or your organization. Message and data rates may apply. SMS, MMS, and voice communications may not be available through all carriers, in all countries, or on all devices. Delivery is not guaranteed.

(d) STOP and HELP. You may opt out of SMS/MMS messages at any time by replying STOP to a message from us. After you reply STOP, we may send a confirmation message and will stop sending further SMS/MMS messages to that phone number, except where permitted by law. You may reply HELP for help or contact us at support@odella.ai. Opting out of phone-based communications may limit or disable certain Services features.

(e) Customer-Initiated Communications. If you use the Services to send, initiate, or facilitate SMS, MMS, or voice communications to any person, you are responsible for obtaining and maintaining all legally required consents, providing all legally required notices, honoring opt-outs, maintaining suppression lists, and complying with all applicable telecommunications, messaging, telemarketing, privacy, consumer protection, and marketing laws and industry requirements. These may include, where applicable, the U.S. Telephone Consumer Protection Act, CTIA guidelines, carrier A2P/10DLC requirements, state telemarketing laws, the Australian Spam Act 2003, the Australian Do Not Call Register Act 2006, and related rules, standards, and codes.

(f) Prohibited Messaging. You may not use the Services to send or facilitate unlawful, unsolicited, deceptive, fraudulent, harassing, abusive, or high-risk SMS, MMS, or voice communications, or to contact individuals who have opted out or withdrawn consent. You may not use purchased, rented, scraped, or unlawfully obtained contact lists with the Services. We may suspend or disable phone-based features if we believe your use violates these Terms, our Usage Policies, carrier requirements, or applicable law.

7. Term and Termination

(a) Termination; Suspension. These Terms take effect when you first use the Services and remain in effect until terminated. You may terminate these Terms at any time for any reason by discontinuing the use of the Services and Content. We may terminate these Terms for any reason by providing you at least 30 days' advance notice. We may terminate these Terms immediately upon notice to you if you materially breach Sections 2 (Usage Requirements), 5 (Confidentiality, Security and Data Protection), 6 (SMS, MMS, and Voice Communications), 9 (Dispute Resolution) or 10 (General Terms), if there are changes in relationships with third party technology providers outside of our control, or to comply with law or government requests. We may suspend your access to the Services if you do not comply with these Terms, if your use poses a security risk to us or any third party, or if we suspect that your use is fraudulent or could subject us or any third party to liability.

(b) Effect on Termination. Upon termination, you will stop using the Services and you will promptly return or, if instructed by us, destroy any Confidential Information. Following account deletion, we will delete Customer Data associated with your account in accordance with our Privacy Policy and standard deletion procedures, except to the extent retention is required by law, necessary for security, fraud prevention, dispute resolution, backup integrity, or another legitimate business purpose permitted by applicable law. The sections of these Terms which by their nature should survive termination or expiration should survive, including but not limited to Sections 3 and 5-10.

8. Indemnification; Disclaimer of Warranties; Limitations on Liability

(a) Indemnity. You will defend, indemnify, and hold harmless us, our affiliates, and our personnel, from and against any claims, losses, and expenses (including attorneys' fees) arising from or relating to your use of the Services, including your Content, products or services you develop or offer in connection with the Services, and your breach of these Terms or violation of applicable law.

(b) Disclaimer. THE SERVICES ARE PROVIDED "AS IS." EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE AND OUR AFFILIATES AND LICENSORS MAKE NO WARRANTIES (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) WITH RESPECT TO THE SERVICES, AND DISCLAIM ALL WARRANTIES INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR TRADE USAGE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ACCURATE OR ERROR FREE, OR THAT ANY CONTENT WILL BE SECURE OR NOT LOST OR ALTERED.

(c) Limitations of Liability. NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA OR OTHER LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE LIABILITY AROSE OR ONE HUNDRED DOLLARS ($100). THE LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

9. Dispute Resolution

YOU AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:

(a) MANDATORY ARBITRATION. You and Odella agree to resolve any past or present claims relating to these Terms or our Services through final and binding arbitration, except that you have the right to opt out of these arbitration terms, and future changes to these arbitration terms, by filling out this form within 30 days of agreeing to these arbitration terms or the relevant changes.

(b) Informal Dispute Resolution. We would like to understand and try to address your concerns prior to formal legal action. Before filing a claim against Odella, you agree to try to resolve the dispute informally by sending us notice at help@odella.ai of your name, a description of the dispute, and the relief you seek. If we are unable to resolve a dispute within 60 days, you may bring a formal proceeding. Any statute of limitations will be tolled during the 60-day resolution process. If you reside in the EU, the European Commission provides for an online dispute resolution platform, which you can access at https://ec.europa.eu/consumers/odr.

(c) Arbitration Forum. Either party may commence binding arbitration through ADR Services, an alternative dispute resolution provider. The parties will pay equal shares of the arbitration fees. If the arbitrator finds that you cannot afford to pay the arbitration fees and cannot obtain a waiver, Odella will pay them for you. Odella will not seek its attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.

(d) Arbitration Procedures. The arbitration will be conducted by telephone, based on written submissions, video conference, or in person in Gold Coast, Queensland or at another mutually agreed location. The arbitration will be conducted by a sole arbitrator by ADR Services under its then-prevailing rules. All issues are for the arbitrator to decide, except a Queensland court has the authority to determine (i) the scope, enforceability, and arbitrability of this Section 9, including the mass filing procedures below, and (ii) whether you have complied with the pre-arbitration requirements in this section. The amount of any settlement offer will not be disclosed to the arbitrator by either party until after the arbitrator determines the final award, if any.

(e). Exceptions. This arbitration section does not require arbitration of the following claims: (i) individual claims brought in small claims court; and (ii) injunctive or other equitable relief to stop unauthorized use or abuse of the Services or intellectual property infringement.

(f) NO CLASS ACTIONS. Disputes must be brought on an individual basis only, and may not be brought as a plaintiff or class member in any purported class, consolidated, or representative proceeding. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed. If for any reason a dispute proceeds in court rather than through arbitration, each party knowingly and irrevocably waives any right to trial by jury in any action, proceeding, or counterclaim. This does not prevent either party from participating in a class-wide settlement of claims.

(g) Mass Filings. If, at any time, 30 or more similar demands for arbitration are asserted against Odella or related parties by the same or coordinated counsel or entities ("Mass Filing"), ADR Services will randomly assign sequential numbers to each of the Mass Filings. Claims numbered 1-10 will be the "Initial Test Cases" and will proceed to arbitration first. The arbitrators will render a final award for the Initial Test Cases within 120 days of the initial pre-hearing conference, unless the claims are resolved in advance or the parties agree to extend the deadline. The parties will then have 90 days (the "Mediation Period") to resolve the remaining cases in mediation based on the awards from the Initial Test Cases. If the parties are unable to resolve the outstanding claims during this time, the parties may choose to opt out of the arbitration process and proceed in court by providing written notice to the other party within 60 days after the Mediation Period. Otherwise, the remaining cases will be arbitrated in their assigned order. Any statute of limitations will be tolled from the time the Initial Test Cases are chosen until your case is chosen as described above.

(h) Severability. If any part of this Section 9 is found to be illegal or unenforceable, the remainder will remain in effect, except that if a finding of partial illegality or unenforceability would allow Mass Filing or class or representative arbitration, this Section 9 will be unenforceable in its entirety. Nothing in this section will be deemed to waive or otherwise limit the right to seek public injunctive relief or any other non-waivable right, pending a ruling on the substance of such claim from the arbitrator.

10. General Terms

(a) Relationship of the Parties. These Terms do not create a partnership, joint venture or agency relationship between you and Odella or any of Odella's affiliates. Odella and you are independent contractors and neither party will have the power to bind the other or to incur obligations on the other's behalf without the other party's prior written consent.

(b) Use of Brands. You may not use Odella's or any of its affiliates' names, logos, or trademarks, without our prior written consent.

(c) U.S. Federal Agency Entities. The Services were developed solely at private expense and are commercial computer software and related documentation within the meaning of the applicable U.S. Federal Acquisition Regulation and agency supplements thereto.

(d) Copyright Complaints. If you believe that your intellectual property rights have been infringed, please send notice to the address below or fill out this form. We may delete or disable content alleged to be infringing and may terminate accounts of repeat infringers.

| Contact | Details | | --- | --- | | Copyright Agent | General Counsel / Copyright Agent | | Legal entity | LAIW PTY LTD | | Postal address | 1 Commet Ct, Burleigh Waters, Gold Coast, QLD 4220, Australia |

Written claims concerning copyright infringement must include the following information:

  • A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest;
  • A description of the copyrighted work that you claim has been infringed;
  • A description of where the allegedly infringing material is located on the site;
  • Your address, telephone number, and email address;
  • A statement that you have a good-faith belief that the disputed use is not authorized by the rights holder, its agent, or the law; and
  • A statement, made under penalty of perjury, that the information in your notice is accurate and that you are the rights holder or authorized to act on the rights holder's behalf.

(e) Assignment and Delegation. You may not assign or delegate any rights or obligations under these Terms, including in connection with a change of control. Any purported assignment and delegation shall be null and void. We may assign these Terms in connection with a merger, acquisition or sale of all or substantially all of our assets, or to any affiliate or as part of a corporate reorganization.

(f) Modifications. We may amend these Terms from time to time by posting a revised version on the website, or if an update materially adversely affects your rights or obligations under these Terms we will provide notice to you either by emailing the email associated with your account or providing an in-product notification. Those changes will become effective no sooner than 30 days after we notify you. All other changes will be effective immediately. Your continued use of the Services after any change means you agree to such change.

(g) Notices. All notices will be in writing. We may notify you using the registration information you provided or the email address associated with your use of the Services. Service will be deemed given on the date of receipt if delivered by email or on the date sent via courier if delivered by post. Odella accepts service of process at this address: LAIW PTY LTD, 1 Commet Court, Burleigh Waters, QLD 4220, Attn: legal@odella.ai.

(h) Waiver and Severability. If you do not comply with these Terms, and Odella does not take action right away, this does not mean Odella is giving up any of our rights. Except as provided in Section 9, if any part of these Terms is determined to be invalid or unenforceable by a court of competent jurisdiction, that term will be enforced to the maximum extent permissible and it will not affect the enforceability of any other terms.

(i) Export Controls. The Services may not be used in or for the benefit of, exported, or re-exported (a) into any U.S. embargoed countries (collectively, the "Embargoed Countries") or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals, any other restricted party lists (existing now or in the future) identified by the Office of Foreign Asset Control, or the U.S. Department of Commerce Denied Persons List or Entity List, or any other restricted party lists (collectively, "Restricted Party Lists"). You represent and warrant that you are not located in any Embargoed Countries and not on any such restricted party lists. You must comply with all applicable laws related to Embargoed Countries or Restricted Party Lists, including any requirements or obligations to know your end users directly.

(j) Equitable Remedies. You acknowledge that if you violate or breach these Terms, it may cause irreparable harm to Odella and its affiliates, and Odella shall have the right to seek injunctive relief against you in addition to any other legal remedies.

(k) Entire Agreement. These Terms and any policies incorporated in these Terms contain the entire agreement between you and Odella regarding the use of the Services and, other than any Service specific terms of use or any applicable enterprise agreements, supersedes any prior or contemporaneous agreements, communications, or understandings between you and Odella on that subject.

(l) Jurisdiction, Venue and Choice of Law. These Terms will be governed by the laws of the State of Queensland, excluding Queensland's conflicts of law rules or principles. Except as provided in the "Dispute Resolution" section, all claims arising out of or relating to these Terms will be brought exclusively in the federal or state courts of Queensland, Australia.

Changelog

  • 2026-05-15: Added SMS, MMS, and voice communications terms.
  • 2025-01-02: Initial release