Terms of Service

Section 1About VBFactory

VBFactory is a software platform that helps independent operators ("Vertical Owners") set up and run their own AI-assisted businesses. The platform provides AI conversational agents, supporting infrastructure, and a way to design how those agents behave.

The platform is operated as a sole tradership trading as VBFactory, registered in Portugal. Tax identification number available on request at legal@vbfactory.co.

VBFactory is not a law firm, medical practice, immigration consultancy, financial advisor, or any other regulated professional service. The AI agents are not regulated professionals. The platform does not provide legal, medical, financial, immigration, or any other regulated advice.

Section 2Definitions

Section 3Who can use the platform

You can use VBFactory as a Vertical Owner if you are at least 18, can enter into a binding contract under the law that applies to you, and you give honest information at signup. The Operator may suspend or close any account that is used dishonestly, illegally, or in ways that put the Operator or other users at risk.

Section 4How the AI agents work

The platform creates AI agents that hold text conversations with End Customers. The agents are powered by large language models accessed through third-party providers. You and your End Customers should understand the following.

Agents are AI, not people. When asked, every agent identifies itself as AI. Agents do not pretend to be human. This is in line with the EU AI Act Article 50, effective 2026-08-02, which requires AI systems that interact with people to make this clear.

Agents have a defined scope and clear limits. Every vertical falls into one of five categories. Each category has platform-set limits the agent cannot cross. For example, a legal-claims agent cannot claim to be an attorney, a health-condition agent cannot diagnose, a process-navigator agent cannot guarantee an outcome.

Agents do not give regulated advice. Legal advice, medical advice, immigration advice, financial advice, and similar regulated advice come from licensed professionals, not from the agent. If you or your End Customer needs that kind of advice, the agent will direct them to the appropriate professional.

Agents follow a crisis protocol. If an End Customer expresses suicidal ideation, self-harm, threats to others, or an active medical emergency, the agent pauses, gives the appropriate emergency contact information, and does not continue the conversation until the End Customer is ready.

Customer conversations are kept isolated. One End Customer's conversation is never visible to another End Customer. Even if the same End Customer interacts with multiple verticals, the data does not cross between them.

Section 5Vertical Owner responsibilities

If you set up a vertical on the platform, you agree to the following.

Honest use. You will use the platform for legitimate purposes only. You will not use it to deceive your End Customers, evade regulators, or circumvent the platform's safety limits.

Compliance. You are responsible for your own legal, regulatory, and tax obligations in the jurisdictions where you serve End Customers. The platform helps you stay inside its safety limits. It does not give you legal compliance advice for your business.

Honest marketing. You will not market your vertical in ways that the platform's marketing-claims policy prohibits. You will not describe the AI as a substitute for a lawyer, doctor, immigration agent, financial advisor, or other regulated professional.

End Customer care. You will respect crisis triggers and escalation rules. When an End Customer asks to speak with a human, you will respond. When the platform flags a case for your review, you will review it.

Scope respect. You can adjust the agent's behaviour inside the platform's defined limits. You cannot weaken safety limits without going through the platform's override-with-rationale process and recording your reasoning.

Section 6Data and privacy

This section is the headline. For full detail see the Privacy Notice.

Two roles. For data about you as a Vertical Owner (your account, your billing, your platform telemetry), the Operator is the data controller. For data about your End Customers (their conversations with your agent, the information they submit), you are the data controller and the Operator is your data processor, acting on your instructions.

Both roles bring obligations. As your data processor, the Operator processes End Customer data only on your documented instructions, keeps it confidential, and helps you respond to data subject requests. As the controller for End Customer data, you set lawful basis, you set retention, you handle requests from End Customers, you decide what marketing or analytics is acceptable. The Operator will refuse instructions that would breach the law.

EU data subjects. If your End Customers are in the EU (including the UK), they have GDPR rights including access, correction, erasure within 30 days, restriction, portability, and the right not to be subject to solely automated decisions that significantly affect them. You are responsible for honouring these rights. The Operator will help.

Section 7Fees and payments

The Operator charges a percentage of the revenue your vertical generates. The exact percentage and the payment cycle are agreed at signup and shown in your platform dashboard. The Operator may change the fee with at least 30 days' notice. You can cancel without penalty before any change takes effect.

You are responsible for your own taxes, including VAT or sales tax owed on your End Customer revenue. The Operator is responsible for taxes on the platform fees the Operator collects from you.

If a payment fails, the Operator may suspend service. The Operator will give you 14 days' notice before any suspension that follows a failed payment.

Section 8Intellectual property

The platform itself, including the underlying code, the agent templates, the policies, and the brand, belongs to the Operator. The Operator gives you a non-exclusive, non-transferable licence to use the platform for the duration of your account.

The content you upload, your brand, and your vertical's specific configuration belong to you. You give the Operator a licence to use that content to deliver the service.

Your End Customers' conversations, including the data they submit, belong to your End Customers. You and the Operator process this data subject to the data protection terms above.

Section 9Acceptable use

You agree not to:

• Use the platform for any illegal purpose
• Attempt to bypass or weaken the platform's safety limits, including by prompt injection, scope evasion, or impersonation
• Mass-scrape, mass-spam, or use the platform to send unsolicited communications
• Use the platform to harm End Customers, including by misleading them about the nature of the service
• Resell, sublicense, or white-label the platform without written permission from the Operator
• Reverse-engineer the platform's safety mechanisms
• Use the platform in a way that creates an unacceptable risk under the EU AI Act or any other applicable AI regulation

If you breach this section, the Operator may suspend or close your account immediately.

Section 10Disclaimers

The platform is provided as-is, to the maximum extent the law allows. The Operator does not guarantee specific outcomes, including but not limited to legal results, medical outcomes, visa approvals, business growth, or revenue.

The Operator does not guarantee that the platform will be available without interruption, free of bugs, or that the AI agents will always behave exactly as the Operator intends. AI systems have known limitations. The Operator works to manage them but does not eliminate them.

Nothing in this section limits your statutory rights as a consumer where Portuguese or EU consumer law applies. Where those rights conflict with this section, those rights win.

Section 11Limitation of liability

To the maximum extent the law allows, the Operator's liability to you for any claim arising from your use of the platform is limited to the total fees you paid to the Operator in the 12 months before the claim arose, or €100, whichever is greater.

The Operator is not liable for indirect, incidental, consequential, or punitive damages, including loss of profits, loss of goodwill, or loss of data, except where the law does not permit such exclusion.

This limitation does not apply to: gross negligence or wilful misconduct by the Operator, death or personal injury caused by the Operator's negligence, fraud, or any liability that cannot be limited under Portuguese consumer law.

Section 12Indemnification

You will indemnify the Operator against losses, costs, and reasonable legal fees arising from your breach of these terms, your breach of applicable law, your treatment of your End Customers, or your business's operations more generally.

Section 13Termination

You can close your account at any time through the platform dashboard. The Operator can close your account for a material breach of these terms, after giving you reasonable notice and opportunity to fix the breach, or immediately for the breaches listed in Section 9.

After termination, the Operator will give you 30 days to export your data, then delete it, except where retention is required by law.

Section 14Changes to these terms

The Operator may change these terms. For material changes, the Operator will give 30 days' notice by email and on the platform. You can close your account before any material change takes effect if you do not want to accept it. Your continued use of the platform after a change takes effect counts as acceptance.

Section 15Governing law and dispute resolution

These terms are governed by Portuguese law.

For Vertical Owners who are consumers (using the platform in a personal capacity rather than as a business), if a dispute arises, the parties will first try mediation through a Portuguese consumer arbitration centre such as CNIACC (www.arbitragemdeconsumo.org). If mediation fails, the dispute can be brought to the Portuguese courts in Lisbon.

For Vertical Owners who are businesses, the parties will first try mediation. If mediation fails, the dispute will be heard in the Portuguese courts in Lisbon.

EU consumers can also use the European Online Dispute Resolution platform at ec.europa.eu/consumers/odr.

Section 16Other

If any part of these terms is found to be unenforceable, the rest still applies.

You cannot transfer your rights or obligations under these terms without the Operator's written permission. The Operator may transfer rights and obligations to a successor with notice to you.

No waiver of any breach is a waiver of any other breach.

These terms are the whole agreement between you and the Operator about the platform.

Section 17Contact

For questions about these terms, data, or anything else: legal@vbfactory.co.