Terms of Service

These Terms of Service ("Terms") form an agreement between you ("you" or "your") and DUX BİLİŞİM REKLAM ORGANİZASYON SANAYİ VE TİCARET ANONİM ŞİRKETİ, the company that operates Cueline AI ("Cueline AI", "we", "us", or "our"). By accessing or using our Services, by completing the account registration process, or by browsing our website, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Services.

Cueline AI is an artificial intelligence platform for e-commerce businesses. It provides AI customer-service agents across multiple channels, including a Smart Chatbot, a Voice Agent, an Instagram and Messenger AI Assistant, and a WhatsApp AI Assistant. The platform is configured with a merchant's own data, such as product catalog, FAQs, brand voice guidelines, and customer reviews, and, where the merchant enables it, retrieves order information from the merchant's connected store in order to answer shopper questions and recommend products. Throughout these Terms, "Services" means our website, the Cueline AI platform, our application programming interfaces (APIs), and any related products or features we make available to you.

If you subscribe to any plan for a fixed term (the "Initial Term"), your subscription will renew automatically for additional periods of the same duration at our then-current fee for that plan, unless you cancel as described in Section 4. These Terms contain important limitations and exclusions of liability in Sections 14 and 15, and a dispute-resolution section in Section 19. Please read them carefully.

1. Acceptance of Terms

By creating an account, subscribing to a plan, or otherwise accessing or using the Services in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms and by any supplemental terms, policies, or guidelines we may publish for specific features. We may update these Terms from time to time, as described in Section 18. Your continued use of the Services after an update takes effect confirms your acceptance of the revised Terms.

Our Privacy Policy, available at cueline.ai/privacy, forms part of these Terms and describes how we process personal data.

2. Eligibility

To use the Services, you must be at least 18 years of age, or the age of legal majority where you reside, and capable of entering into a binding contract. The Services are intended for use by businesses and the people authorized to act for them, and are not offered to consumers acting outside their trade or profession.

• If you register, access, or use the Services on behalf of a company or other legal entity, all references to "you" in these Terms include that entity, and you represent that you are authorized to bind it to these Terms.
• If you are an entity, you are responsible for the acts and omissions of your employees, agents, and representatives who use the Services, including ensuring that they comply with these Terms.
• You represent and warrant that you are not located in, and will not use the Services from, any country or territory subject to applicable trade sanctions or embargoes, and that you are not listed on any applicable list of restricted or sanctioned parties.

3. Accounts and Authorized Users

You may be required to create an account to use some or all of the Services. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.

• You will provide accurate, current, and complete information and keep it up to date.
• You may invite members of your team to access your account as authorized users, subject to any seat limits applicable to your plan. You are responsible for the activity of your authorized users and for promptly removing access when a user no longer requires it.
• You may not share individual login credentials or permit anyone outside your organization to use your account.
• You must promptly notify us if you discover or suspect that someone has accessed your account without your permission, or of any other breach of security.
• If your account is closed or terminated, you may forfeit any unused credits or allowances associated with that account, except where applicable law requires otherwise.

4. Subscriptions, Trials, and Billing

Access to the Services is offered through subscription plans. The features, usage allowances, and fees for each plan are described at the time of purchase.

• Free trials. We may offer a free trial of the Services. Unless you cancel before the trial ends, your subscription will begin automatically at the end of the trial period and your payment method will be charged at the then-current price for the plan you selected. We may change or withdraw trial offers at any time.
• Automatic renewal. Subscriptions renew automatically for successive periods of the same length as your Initial Term until you cancel. You authorize us to store your payment method and to charge it automatically for each renewal at the then-current price.
• Cancellation. You may cancel your subscription at any time through your account. If you cancel before the end of the current period, you will retain access to the Services until the end of that period, but fees already paid are not refunded except where required by law.
• Price changes. We may change the fees for any plan by posting updated pricing. Price changes take effect at the start of your next renewal period. If you do not agree to a price change, you must cancel before that period begins; otherwise your subscription renews at the new price.
• Usage overages. If your usage exceeds the allowance included in your plan, you may be charged overage fees as indicated to you, and you authorize us to charge your payment method for those fees.
• Purchases through third-party marketplaces. If you subscribe through a third-party marketplace or app store, that provider handles billing, and its own terms, plan names, prices, and refund rules apply to the transaction. Cancellation and refunds for those subscriptions must be handled through that provider.
• Late payment. If a payment fails or is not made when due, we may suspend your access to the Services until the amount owed is paid.
• Taxes. Stated prices may exclude applicable taxes. You are responsible for any value-added tax, sales tax, or similar taxes due in connection with your subscription, except for taxes based on our net income.
• Refunds. Except where required by applicable law, all sales are final. We may provide refunds at our discretion.

5. Acceptable Use

You agree not to use the Services, and not to permit anyone acting on your behalf to use them, to:

• violate any applicable law or regulation, or infringe the rights of any third party;
• upload or process data that you do not have the necessary rights to provide, or that contains malware or other harmful code;
• upload or process special categories of personal data, such as health, biometric, religious, or criminal-record data, unless you have a lawful basis to do so and have notified us in advance;
• configure an AI agent to impersonate a person without authorization, to deceive shoppers about whether they are interacting with an automated agent where disclosure is required, or to send unlawful, harassing, or deceptive messages;
• send communications through connected channels such as WhatsApp, Instagram, Messenger, or Telegram in violation of those platforms' policies or applicable anti-spam and consumer-protection laws;
• use the Services to make decisions that produce legal effects concerning an individual or similarly significantly affect them without meaningful human review;
• attempt to gain unauthorized access to the Services, to reverse engineer or extract our underlying models, or to interfere with or disrupt the integrity or performance of the Services;
• use the Services to build a competing product, or resell or sublicense the Services except as expressly permitted in writing;
• use the Services in any way that exceeds the rate limits or usage allowances of your plan, or that places an unreasonable burden on our infrastructure.

We may suspend or terminate access, remove content, or take other action we reasonably consider appropriate to address a violation of this Section or to protect the Services, our users, or third parties.

6. Your Responsibilities as a Merchant

The Services are deployed by you and interact directly with your shoppers. You remain responsible for how they are configured and for the obligations that arise toward the people who interact with them.

• Disclosure of automation. Where applicable law requires you to inform a person that they are interacting with an automated system, you are responsible for making that disclosure. We provide configurable settings that allow you to do so, but the content and adequacy of the disclosure is your responsibility.
• Voice conversations and call recording. Call recording in the Voice Agent is disabled by default. If you enable it, you are responsible for ensuring that callers are informed and that any consent required under applicable law is obtained, and for setting a retention period appropriate to your legal obligations. You are responsible for the lawfulness of any recording you enable.
• Accuracy of your data. You are responsible for keeping your product, pricing, policy, and other configuration data current. Output generated from outdated or incorrect Customer Data is your responsibility.
• Commitments made by your agents. Statements your AI agents make to your shoppers, including product claims, pricing, availability, delivery expectations, discount codes, and returns commitments, are attributable to you and not to us. You should configure limits appropriate to your business and review agent behavior regularly.
• Your own privacy obligations. You are responsible for providing the privacy notices required by applicable law to the individuals whose personal data you process through the Services, and for having a lawful basis for that processing.

7. Customer Data and Content Ownership

"Customer Data" means the data and materials you submit to or make accessible through the Services in order to configure and operate your AI agents, including your product catalog, FAQs, brand voice guidelines, policy documents, customer reviews, order information retrieved from your connected store, and the messages exchanged between your agents and your shoppers. "Output" means the AI-generated responses and content the Services produce based on your Customer Data and shopper inputs.

• Your ownership. As between you and Cueline AI, you retain all rights in and to your Customer Data and, except for the rights in our underlying technology described in Section 9, in the Output generated for you.
• License to us. You grant us a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, and display your Customer Data and Output solely as necessary to provide, secure, and support the Services, and to maintain and improve the Services using aggregated or de-identified data that does not identify you, your business, or your customers.
• No model training. We do not use your Customer Data or Output to train general-purpose artificial intelligence models. The third-party providers we engage to deliver the Services are contractually prohibited from using data we transmit to them for their own model training.
• Your responsibility. You represent and warrant that you have all rights and permissions necessary to provide your Customer Data to us and to allow us to process it as described in these Terms, and that our use of it will not violate the rights of any person or applicable law, including data-protection law.
• Deletion. You may request deletion of your Customer Data as described in our Privacy Policy and applicable law. Deletion does not affect any use made of the data before the request was processed.

We do not undertake to monitor or review all content processed through the Services, but we may remove content or restrict access where we reasonably believe it violates these Terms or applicable law, or to comply with a lawful request.

8. Data Protection

Where Customer Data includes personal data, you act as the data controller and we act as the data processor within the meaning of Law No. 6698 on the Protection of Personal Data and, where applicable, comparable legislation in other jurisdictions.

• We process personal data contained in Customer Data only on your documented instructions, which these Terms and your configuration of the Services constitute, and as otherwise required by law.
• We ensure that personnel authorized to process personal data are bound by appropriate confidentiality obligations, and we apply technical and organizational measures appropriate to the risk.
• You authorize us to engage the sub-processors identified in our Privacy Policy. Where we intend to add or replace a sub-processor in a way that materially affects the processing of personal data, we will update that list and revise the "Last updated" date of the Privacy Policy.
• We will assist you, taking into account the nature of the processing and the information available to us, in responding to requests from individuals exercising their rights and in meeting your own security and breach-notification obligations.
• On termination, we will delete or return personal data contained in Customer Data in accordance with Section 17 and our Privacy Policy, except where retention is required by law.

Where the parties execute a separate data processing agreement, that agreement prevails over this Section to the extent of any conflict.

9. Intellectual Property

• Our ownership. The Services, including all software, models, text, graphics, designs, and other materials we provide, and all intellectual property rights in them, are owned by Cueline AI or our licensors. Except for the limited rights expressly granted to you, all rights are reserved.
• Limited license to you. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your internal business purposes during your subscription term.
• Trademarks. "Cueline AI" and our logos, product names, and the look and feel of the Services are our trademarks and may not be used without our prior written permission. Other trademarks are the property of their respective owners.
• Publicity. We will not use your name or logo in our marketing materials without your prior consent, which you may withdraw at any time.
• Feedback. If you send us suggestions, ideas, or other feedback about the Services, you grant us a perpetual, irrevocable, royalty-free license to use it for any purpose, without obligation or compensation to you.

10. AI Output and Accuracy Disclaimer

The Services use artificial intelligence and machine learning to generate responses and content. Because of the nature of these technologies, you acknowledge and agree that:

• Output may be inaccurate, incomplete, or out of date, and may not reflect your most current product, pricing, order, or policy information. You are responsible for reviewing and configuring your agents and for verifying Output before relying on it for any decision that has legal, financial, or safety implications.
• Output is generated probabilistically. The same or similar inputs from different merchants or shoppers may produce the same or similar Output, and Output generated for another party is not yours and gives you no rights in it.
• The Services are tools to assist your customer service and do not constitute professional, legal, medical, or financial advice. You remain responsible for the responses your AI agents send to your shoppers and for compliance with the laws that apply to your business.

11. Third-Party Integrations

The Services are designed to connect with third-party platforms. These currently include the e-commerce platforms Shopify, ikas, and Ticimax, the messaging channels WhatsApp, Instagram, and Messenger (operated by Meta), and, where made available, Telegram. Where you connect a telephone line to the Voice Agent, telephony is provided by a third-party carrier. Your use of any such third-party platform is governed by that provider's own terms and policies, not by these Terms.

• You are responsible for maintaining your own accounts and credentials with these third-party platforms and for complying with their terms and applicable policies.
• These integrations are outside our control. Their availability, behavior, or changes may affect the operation of the Services, and we are not responsible for the acts, omissions, or content of any third-party provider.
• We may add, change, or discontinue any third-party integration at any time, and we may disable an integration if a provider's terms or technical requirements change.

12. Service Availability and Support

We aim to keep the Services available and to provide support consistent with your plan, but except where we have agreed a service level in writing, the Services are provided without any uptime commitment.

We may carry out planned maintenance and will try to schedule it to minimize disruption. We may also suspend the Services without notice where necessary to address a security incident, a legal requirement, or a risk to the integrity of the platform.

Features identified as beta, preview, or early access are provided for evaluation, may be changed or withdrawn at any time, and are excluded from any warranty, service level, or support commitment.

13. Confidentiality

Each party may receive information from the other that is marked confidential or that should reasonably be understood to be confidential ("Confidential Information"). The receiving party will use the disclosing party's Confidential Information only to perform its obligations or exercise its rights under these Terms, will protect it with at least reasonable care, and will not disclose it to third parties except to its personnel and advisors who are bound by confidentiality obligations. These obligations do not apply to information that is or becomes public through no fault of the receiving party, that is independently developed, or that must be disclosed by law, provided that reasonable notice is given where permitted. Your Customer Data is treated as your Confidential Information.

14. Disclaimer of Warranties

To the fullest extent permitted by applicable law, the Services and all content and materials provided through them are provided "as is" and "as available", without warranties of any kind, whether express or implied. We disclaim all implied warranties, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Services will be uninterrupted, secure, or error-free, that defects will be corrected, or that the Output will be accurate, reliable, or complete. Any third-party platforms and content accessed through the Services are likewise provided without warranty from us. Some jurisdictions do not allow the exclusion of certain warranties, so some of these exclusions may not apply to you.

15. Limitation of Liability

• To the fullest extent permitted by applicable law, Cueline AI will not be liable, under any theory of liability, for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business, even if we have been advised of the possibility of such damages.
• To the fullest extent permitted by applicable law, our total aggregate liability for all claims arising out of or relating to these Terms or the Services will not exceed the total amount you paid us for the Services during the twelve (12) months immediately preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits our liability for death or personal injury, for fraud or fraudulent misrepresentation, for our willful misconduct or gross fault, or for any other liability that cannot lawfully be excluded or limited.

16. Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless Cueline AI and its affiliates, and their respective officers, directors, employees, and agents, from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or related to: (a) your access to or use of the Services; (b) your Customer Data or the configuration of your AI agents; (c) your violation of these Terms; (d) your violation or infringement of the rights of any third party, including intellectual property or privacy rights; or (e) your violation of the terms of any third-party platform connected to the Services.

We will defend you against any third-party claim alleging that the Services, when used in accordance with these Terms, infringe that party's intellectual property rights, and will pay the damages finally awarded or agreed in settlement. This obligation does not apply to claims arising from your Customer Data, from your configuration of the Services, from use of the Services in combination with anything not supplied by us, or from continued use after we have notified you to stop. If the Services become, or we believe they may become, subject to such a claim, we may procure the right for you to continue using them, modify them so they are no longer infringing, or terminate the affected subscription and refund any prepaid fees for the unused period. This paragraph states our entire liability for intellectual property infringement claims.

The party seeking indemnification will promptly notify the other of the claim, allow the indemnifying party to control the defense, and provide reasonable cooperation. No settlement that imposes an obligation on the indemnified party may be made without that party's consent.

17. Term and Termination

• These Terms apply from the time you first access the Services and continue for as long as you use them or have an active subscription.
• You may stop using the Services and cancel your subscription at any time through your account, as described in Section 4.
• We may suspend or terminate your access to all or part of the Services if you breach these Terms, if required by law, or if we reasonably believe your use poses a risk to the Services, other users, or third parties. Except where immediate action is necessary to address a security, legal, or integrity risk, we will give you notice and, where the breach is capable of remedy, a reasonable opportunity to remedy it. We may also modify, limit, or discontinue all or part of the Services, and where we discontinue a paid feature we will refund any prepaid fees for the unused period.
• Upon termination, your right to use the Services ends. Sections relating to ownership, confidentiality, disclaimers, limitation of liability, indemnification, and governing law survive termination.
• For thirty (30) days after termination we will make your Customer Data available for export, after which it will be deleted or irreversibly anonymized in accordance with our Privacy Policy and applicable law.

18. Changes to These Terms

We may revise these Terms from time to time. The "Last updated" date at the top indicates when they were last changed. If we make material changes, we will provide notice by a reasonable means, such as by email, through the Services, or by updating the date above. Unless we state otherwise, the revised Terms take effect when posted, and your continued use of the Services after that confirms your acceptance. If you do not agree to the revised Terms, you must stop using the Services.

19. Governing Law and Dispute Resolution

These Terms, and any dispute or claim arising out of or in connection with them or the Services, are governed by and construed in accordance with the laws of the Republic of Türkiye, without regard to its conflict-of-law rules.

• Good-faith resolution. Before commencing any formal proceeding, you and Cueline AI agree to attempt in good faith to resolve any dispute informally. You may contact us with a written description of the dispute, and the parties will try to reach a resolution within thirty (30) days.
• Courts and execution offices. If a dispute cannot be resolved informally, the Istanbul (Anadolu) Courts and Execution Offices will have jurisdiction over any dispute arising out of or in connection with these Terms or the Services.
• Mandatory mediation. Where Turkish law requires mediation as a precondition to litigation for commercial disputes, the parties will comply with that requirement before commencing proceedings.
• Consumers. Nothing in this Section deprives any person who qualifies as a consumer under applicable law of the protection afforded by the mandatory provisions of the law of their place of residence, including the right to bring proceedings before the competent consumer arbitration committee or court.
• Interim relief. Nothing in this Section prevents either party from seeking interim or injunctive relief from a competent court.

20. Miscellaneous

• Force majeure. Neither party is liable for any failure or delay in performance caused by events beyond its reasonable control, including natural disasters, epidemics, war, civil unrest, strikes, failures of telecommunications or internet infrastructure, or acts of government. This does not excuse any obligation to pay amounts due.
• Waiver and severability. Our failure to enforce any provision of these Terms is not a waiver of that provision. If any provision is found unenforceable, it will be limited or severed to the minimum extent necessary, and the remaining provisions will remain in full force.
• Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Notices. We may give notice by email to the address associated with your account or through the Services. Legal notices to us must be sent in writing to the address in Section 21.
• Entire agreement. These Terms, together with the Privacy Policy, any plan order, and any supplemental terms we reference, constitute the entire agreement between you and Cueline AI regarding the Services and supersede all prior agreements on that subject.
• Interpretation. Section headings are for convenience only and have no legal effect. Communications between us may be conducted electronically.
• Language. These Terms may be made available in more than one language. Where there is a conflict, the Turkish version prevails for users established in Türkiye.

21. Contact

If you have any questions about these Terms or the Services, please contact us at the address below.